November 3, 2021Articles

Delaware Harmonizes Alternative Entity Series and UCC Article 9

The Business Lawyer, Vol. 76, Fall 2021

Norman M. Powell, a partner in the law firm of Young Conaway Stargatt and Taylor, LLP, recently authored the definitive, comprehensive explication of the nuanced interface of Delaware alternative entity series and secured transactions law. 

Many practitioners and commentators have been concerned that a series established under alternative entity statutes (including Delaware’s) fell outside of the UCC’s definition of “person” and thus, might fall outside the realm of potential “debtors” for UCC purposes.  Mr. Powell’s article, “Delaware Harmonizes Alternative Entity Series and UCC Article 9,” appears in The Business Lawyer, Vol. 76, Fall 2021.  It reviews series provisions and recent amendments to the acts governing Delaware statutory trusts, limited liability companies, and limited partnerships, and provides practitioners with a quick-reference chart for analyzing questions regarding the perfection of security interests in the assets of a series.

Mr. Powell’s practice includes formation of and service as Delaware counsel to corporations, limited liability companies, and statutory trusts, and the delivery of legal opinions relating to such entities, security interests, and other matters of Delaware law.  He is an elected member of the American Law Institute, a member of the Permanent Editorial Board on the Uniform Commercial Code, and Content Officer of the American Bar Association Business Law Section.  He is admitted to practice in Delaware, New Jersey, New York, and Pennsylvania.