On December 5, 2025, New York Governor Kathy Hochul signed into law Bill A03307A, which updates the Uniform Commercial Code (UCC) to address emerging technologies and transactions involving digital assets. The Act becomes effective six months after the date it becomes law, which is June 5, 2026. In addition, the Act provides certain transitional rules that will apply to matters relating to perfection and priority until the end of the transitional period, which is June 5, 2027.
This landmark Act modernizes the New York Uniform Commercial Code and is enacted in response to the Uniform Law Commission and the American Law Institute’s publication of the 2022 UCC Amendments. Its centerpiece is a new Article 12, which governs the transfer of property rights in intangible digital assets (including “controllable accounts” and “controllable payment intangibles”) alongside significant Article 9 updates addressing the perfection of security interests in these new types of digital assets.
The Act will enable electronic records that evidence accounts or payment intangibles, such as e-notes, to have properties similar to negotiable instruments and to be perfectible by control. The ability to perfect by control offers advantages to secured parties comparable to those available for possession of tangible negotiable instruments.
As of December 9, 2025, 33 jurisdictions—including California, Florida, Delaware, and the District of Columbia—have adopted the 2022 UCC Amendments, while five others have introduced bills. For a deeper dive into UCC history, the 2022 amendments, and implications, see UCC Futureproofing in Alston & Bird’s Fall 2025 Structured Finance Spectrum.
If you have any questions, or would like additional information, please contact one of the attorneys on our Finance team.
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