Drafting Legal Opinions for Article 9 Security Interests: Navigating the Complexities and Avoiding Liability

Before closing a transaction involving a UCC Article 9 security interest, the lender may require the borrower’s counsel to deliver an opinion confirming that the security interest was created correctly, attached and perfected. Opinions as to priority are rare and, when given, are extensively qualified.

Article 9 contains complex rules that make rendering opinions on security interests a potential trap for the unwary. Counsel must consider Article 9’s requirements in conjunction with other articles of the UCC, such as Article 8 if the security interest covers investment property.

Article 9 is often beyond the scope of work of attorneys accustomed to preparing third-party opinions in M&A or other business transactions. Conversely, attorneys adept with Article 9 may not be familiar with customary practice in drafting Article 9 opinions. Article 9 legal opinions require both skill sets.

This CLE webinar will cover the following and other critical issues:

• What role does customary practice have in drafting opinion letters for security interests under Article 9?
• How broad should the scope of an Article 9 opinion be and what are the limitations?
• How can counsel reduce risk exposure when providing Article 9 opinion letters?

For additional information or to register, please click here.