Florida Senate - 2025                        COMMITTEE AMENDMENT
       Bill No. SB 1666
       
       
       
       
       
       
                                Ì901058*Î901058                         
       
                              LEGISLATIVE ACTION                        
                    Senate             .             House              
                  Comm: RCS            .                                
                  03/17/2025           .                                
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       The Committee on Commerce and Tourism (Grall) recommended the
       following:
       
    1         Senate Amendment
    2  
    3         Delete lines 1677 - 2163
    4  and insert:
    5  agreement, regardless of whether the obligation is outstanding;
    6  or
    7         2.To which an account, chattel paper, payment intangible,
    8  or promissory note has been sold.
    9  
   10  The term includes a person to which a security interest has been
   11  transferred by a secured party.
   12         (h)“Assignor” means a person that:
   13         1.Under a security agreement creates or provides for a
   14  security interest that secures an obligation; or
   15         2.Sells an account, chattel paper, payment intangible, or
   16  promissory note.
   17  
   18  The term includes a secured party that has transferred a
   19  security interest to another person “Authenticate” means:
   20         1. To sign; or
   21         2. With the present intent to adopt or accept a record, to
   22  attach to or logically associate with the record an electronic
   23  sound, symbol, or process.
   24         (l)(k) “Chattel paper” means:
   25         1.A right to payment of a monetary obligation secured by
   26  specific goods, if the right to payment and security agreement
   27  are evidenced by a record; or
   28         2.A right to payment of a monetary obligation owed by a
   29  lessee under a lease agreement with respect to specific goods
   30  and a monetary obligation owed by the lessee in connection with
   31  the transaction giving rise to the lease, if:
   32         a.The right to payment and lease agreement are evidenced
   33  by a record; and
   34         b.The predominant purpose of the transaction giving rise
   35  to the lease was to give the lessee the right to possession and
   36  use of the goods.
   37  
   38  The term does not include a right to payment arising out of a
   39  charter or other contract involving the use or hire of a vessel
   40  or a right to payment arising out of the use of a credit or
   41  charge card or information contained on or for use with the card
   42  a record or records that evidence both a monetary obligation and
   43  a security interest in specific goods, a security interest in
   44  specific goods and software used in the goods, a security
   45  interest in specific goods and license of software used in the
   46  goods, a lease of specific goods, or a lease of specific goods
   47  and license of software used in the goods. In this paragraph,
   48  “monetary obligation” means a monetary obligation secured by the
   49  goods or owed under a lease of the goods and includes a monetary
   50  obligation with respect to software used in the goods. The term
   51  does not include charters or other contracts involving the use
   52  or hire of a vessel or records that evidence a right to payment
   53  arising out of the use of a credit or charge card or information
   54  contained on or for use with the card. If a transaction is
   55  evidenced by records that include an instrument or series of
   56  instruments, the group of records taken together constitutes
   57  chattel paper.
   58         (cc)“Controllable account” means an account evidenced by a
   59  controllable electronic record that provides that the account
   60  debtor undertakes to pay the person that has control under s.
   61  669.105 of the controllable electronic record.
   62         (dd)“Controllable payment intangible” means a payment
   63  intangible evidenced by a controllable electronic record that
   64  provides that the account debtor undertakes to pay the person
   65  that has control under s. 669.105 of the controllable electronic
   66  record.
   67         (hh)(ee) “Electronic money” means money in an electronic
   68  form chattel paper” means chattel paper evidenced by a record or
   69  records consisting of information stored in an electronic
   70  medium.
   71         (ss)(pp) “General intangible” means any personal property,
   72  including things in action, other than accounts, chattel paper,
   73  commercial tort claims, deposit accounts, documents, goods,
   74  instruments, investment property, letter-of-credit rights,
   75  letters of credit, money, and oil, gas, or other minerals before
   76  extraction. The term includes controllable electronic records,
   77  payment intangibles, and software.
   78         (xx)(uu) “Instrument” means a negotiable instrument or any
   79  other writing that evidences a right to the payment of a
   80  monetary obligation, is not itself a security agreement or
   81  lease, and is of a type that in the ordinary course of business
   82  is transferred by delivery with any necessary indorsement or
   83  assignment. The term does not include investment property,
   84  letters of credit, or writings that evidence a right to payment
   85  arising out of the use of a credit or charge card or information
   86  contained on or for use with the card, or writings that evidence
   87  chattel paper.
   88         (eee)“Money” has the same meaning as in s. 671.201, but
   89  does not include a deposit account or money in an electronic
   90  form that cannot be subjected to control under s. 679.1052.
   91         (lll)(iii) “Payment intangible” means a general intangible
   92  under which the account debtor’s principal obligation is a
   93  monetary obligation. The term includes a controllable payment
   94  intangible.
   95         (qqq)(nnn) “Proposal” means a record signed authenticated
   96  by a secured party which includes the terms on which the secured
   97  party is willing to accept collateral in full or partial
   98  satisfaction of the obligation it secures pursuant to ss.
   99  679.620, 679.621, and 679.622.
  100         (vvv) “Send,” in connection with a record or notification,
  101  means:
  102         1. To deposit in the mail, deliver for transmission, or
  103  transmit by any other usual means of communication, with postage
  104  or cost of transmission provided for, addressed to any address
  105  reasonable under the circumstances; or
  106         2. To cause the record or notification to be received
  107  within the time that it would have been received if properly
  108  sent under subparagraph 1.
  109         (bbbb)(zzz) “Tangible money chattel paper” means money in
  110  tangible form chattel paper evidenced by a record or records
  111  consisting of information that is inscribed on a tangible
  112  medium.
  113         (2) The following definitions in other chapters apply to
  114  this chapter:
  115         “Applicant,” s. 675.103.
  116         “Beneficiary,” s. 675.103.
  117         “Broker,” s. 678.1021.
  118         “Certificated security,” s. 678.1021.
  119         “Check,” s. 673.1041.
  120         “Clearing corporation,” s. 678.1021.
  121         “Contract for sale,” s. 672.106.
  122         “Control,” s. 677.106.
  123         “Controllable electronic record,” s. 699.102.
  124         “Customer,” s. 674.104.
  125         “Entitlement holder,” s. 678.1021.
  126         “Financial asset,” s. 678.1021.
  127         “Holder in due course,” s. 673.3021.
  128         “Issuer” (with respect to a letter of credit
  129  or letter-of-credit right), s. 675.103.
  130         “Issuer” (with respect to a security), s. 678.2011.
  131         “Issuer” (with respect to documents
  132  of title), s. 677.102.
  133         “Lease,” s. 680.1031.
  134         “Lease agreement,” s. 680.1031.
  135         “Lease contract,” s. 680.1031.
  136         “Leasehold interest,” s. 680.1031.
  137         “Lessee,” s. 680.1031.
  138         “Lessee in ordinary course of
  139  business,” s. 680.1031.
  140         “Lessor,” s. 680.1031.
  141         “Lessor’s residual interest,” s. 680.1031.
  142         “Letter of credit,” s. 675.103.
  143         “Merchant,” s. 672.104.
  144         “Negotiable instrument,” s. 673.1041.
  145         “Nominated person,” s. 675.103.
  146         “Note,” s. 673.1041.
  147         “Proceeds of a letter of credit,” s. 675.114.
  148         “Protected purchaser,” s. 678.3031.
  149         “Prove,” s. 673.1031.
  150         “Qualifying purchaser,” s. 669.102.
  151         “Sale,” s. 672.106.
  152         “Securities account,” s. 678.5011.
  153         “Securities intermediary,” s. 678.1021.
  154         “Security,” s. 678.1021.
  155         “Security certificate,” s. 678.1021.
  156         “Security entitlement,” s. 678.1021.
  157         “Uncertificated security,” s. 678.1021.
  158         Section 68. Subsection (1) of section 679.1041, Florida
  159  Statutes, is amended to read:
  160         679.1041 Control of deposit account.—
  161         (1) A secured party has control of a deposit account if any
  162  of the following applies:
  163         (a) The secured party is the bank with which the deposit
  164  account is maintained.;
  165         (b) The debtor, secured party, and bank have agreed in a
  166  signed an authenticated record that the bank will comply with
  167  instructions originated by the secured party directing
  168  disposition of the funds in the deposit account without further
  169  consent by the debtor.; or
  170         (c) The secured party becomes the bank’s customer with
  171  respect to the deposit account.
  172         (d)Another person, other than the debtor:
  173         1.Has control of the deposit account and acknowledges that
  174  it has control on behalf of the secured party; or
  175         2.Obtains control of the deposit account after having
  176  acknowledged that it will obtain control of the deposit account
  177  on behalf of the secured party.
  178         Section 69. Section 679.1051, Florida Statutes, is amended
  179  to read:
  180         679.1051 Control of electronic chattel paper.—
  181         (1) A purchaser has control of an authoritative electronic
  182  copy of a record evidencing chattel paper if a system employed
  183  for evidencing the assignment of interests in the chattel paper
  184  reliably establishes the purchaser as the person to which the
  185  authoritative electronic copy was assigned.
  186         (2) A system satisfies subsection (1) if the record or
  187  records evidencing the chattel paper are created, stored, and
  188  assigned in a manner that:
  189         (a) A single authoritative copy of the record or records
  190  exists which is unique, identifiable, and, except as otherwise
  191  provided in paragraphs (d), (e), and (f), unalterable;
  192         (b) The authoritative copy identifies the purchaser as the
  193  assignee of the record or records;
  194         (c) The authoritative copy is communicated to and
  195  maintained by the purchaser or its designated custodian;
  196         (d) Copies or amendments that add or change an identified
  197  assignee of the authoritative copy can be made only with the
  198  consent of the purchaser;
  199         (e) Each copy of the authoritative copy and any copy of a
  200  copy is readily identifiable as a copy that is not the
  201  authoritative copy; and
  202         (f) Any amendment of the authoritative copy is readily
  203  identifiable as authorized or unauthorized.
  204         (3) A system satisfies subsection (1), and a purchaser has
  205  control of an authoritative electronic copy of a record
  206  evidencing chattel paper, if the electronic copy, a record
  207  attached to or logically associated with the electronic copy, or
  208  a system in which the electronic copy is recorded:
  209         (a) Enables the purchaser to readily identify each
  210  electronic copy as either an authoritative copy or a
  211  nonauthoritative copy;
  212         (b) Enables the purchaser to readily identify itself in any
  213  way, including by name, identifying number, cryptographic key,
  214  office, or account number, as the assignee of the authoritative
  215  electronic copy; and
  216         (c) Gives the purchaser exclusive power, subject to
  217  subsection (4), to:
  218         1. Prevent others from adding or changing an identified
  219  assignee of the authoritative electronic copy; and
  220         2. Transfer control of the authoritative electronic copy.
  221         (4) Subject to subsection (5), a power is exclusive under
  222  subparagraphs (3)(c)1. and 2. even if:
  223         (a) The authoritative electronic copy, a record attached to
  224  or logically associated with the authoritative electronic copy,
  225  or a system in which the authoritative electronic copy is
  226  recorded limits the use of the authoritative electronic copy or
  227  has a protocol programmed to cause a change, including a
  228  transfer or loss of control; or
  229         (b) The power is shared with another person.
  230         (5)A power of a purchaser is not shared with another
  231  person as provided in paragraph (4)(b) and the purchaser’s power
  232  is not exclusive if:
  233         (a) The purchaser can exercise the power only if the power
  234  also is exercised by the other person; and
  235         (b) The other person:
  236         1. Can exercise the power without exercise of the power by
  237  the purchaser; or
  238         2. Is the transferor to the purchaser of an interest in the
  239  chattel paper.
  240         (6) If a purchaser has the powers specified in
  241  subparagraphs (3)(c)1. and 2., the powers are presumed to be
  242  exclusive.
  243         (7) A purchaser has control of an authoritative electronic
  244  copy of a record evidencing chattel paper if another person,
  245  other than the transferor to the purchaser of an interest in the
  246  chattel paper:
  247         (a) Has control of the authoritative electronic copy and
  248  acknowledges that it has control on behalf of the purchaser; or
  249         (b) Obtains control of the authoritative electronic copy
  250  after having acknowledged that it will obtain control of the
  251  electronic copy on behalf of the purchaser A secured party has
  252  control of electronic chattel paper if a system employed for
  253  evidencing the transfer of interests in the chattel paper
  254  reliably establishes the secured party as the person to which
  255  the chattel paper was assigned.
  256         (2) A system satisfies subsection (1), and a secured party
  257  has control of electronic chattel paper, if the record or
  258  records comprising the chattel paper are created, stored, and
  259  assigned in such a manner that:
  260         (a) A single authoritative copy of the record or records
  261  exists which is unique, identifiable and, except as otherwise
  262  provided in paragraphs (d), (e), and (f), unalterable;
  263         (b) The authoritative copy identifies the secured party as
  264  the assignee of the record or records;
  265         (c) The authoritative copy is communicated to and
  266  maintained by the secured party or its designated custodian;
  267         (d) Copies or amendments that add or change an identified
  268  assignee of the authoritative copy can be made only with the
  269  consent of the secured party;
  270         (e) Each copy of the authoritative copy and any copy of a
  271  copy is readily identifiable as a copy that is not the
  272  authoritative copy; and
  273         (f) Any amendment of the authoritative copy is readily
  274  identifiable as authorized or unauthorized.
  275         Section 70. Section 679.1052, Florida Statutes, is created
  276  to read:
  277         679.1052 Control of electronic money.—
  278         (1)A person has control of electronic money if both of the
  279  following apply:
  280         (a)The electronic money, a record attached to or logically
  281  associated with the electronic money, or a system in which the
  282  electronic money is recorded gives the person:
  283         1.Power to avail itself of substantially all the benefit
  284  from the electronic money; and
  285         2.Exclusive power, subject to subsection (2), to:
  286         a.Prevent others from availing themselves of substantially
  287  all the benefit from the electronic money; and
  288         b.Transfer control of the electronic money to another
  289  person or cause another person to obtain control of other
  290  electronic money as a result of the transfer of the electronic
  291  money.
  292         (b)The electronic money, a record attached to or logically
  293  associated with the electronic money, or a system in which the
  294  electronic money is recorded enables the person readily to
  295  identify itself in any way, including by name, identifying
  296  number, cryptographic key, office, or account number, as having
  297  the powers under paragraph (a).
  298         (2)Subject to subsection (3), a power is exclusive under
  299  sub-subparagraphs (1)(a)2.a. and b. even if:
  300         (a)The electronic money, a record attached to or logically
  301  associated with the electronic money, or a system in which the
  302  electronic money is recorded limits the use of the electronic
  303  money or has a protocol programmed to cause a change, including
  304  a transfer or loss of control; or
  305         (b)The power is shared with another person.
  306         (3)A power of a person is not shared with another person
  307  under paragraph (2)(b) and the person’s power is not exclusive
  308  if:
  309         (a)The person can exercise the power only if the power
  310  also is exercised by the other person; and
  311         (b)The other person:
  312         1.Can exercise the power without exercise of the power by
  313  the person; or
  314         2.Is the transferor to the person of an interest in the
  315  electronic money.
  316         (4)If a person has the powers specified in sub
  317  subparagraphs (1)(a)2.a. and b., the powers are presumed to be
  318  exclusive.
  319         (5)A person has control of electronic money if another
  320  person, other than the transferor to the person of an interest
  321  in the electronic money:
  322         (a)Has control of the electronic money and acknowledges
  323  that it has control on behalf of the person; or
  324         (b)Obtains control of the electronic money after having
  325  acknowledged that it will obtain control of the electronic money
  326  on behalf of the person.
  327         Section 71. Section 679.1053, Florida Statutes, is created
  328  to read:
  329         679.1053 Control of controllable electronic record,
  330  controllable account, or controllable payment intangible.—
  331         (1)A secured party has control of a controllable
  332  electronic record as provided in s. 669.105.
  333         (2)A secured party has control of a controllable account
  334  or controllable payment intangible if the secured party has
  335  control of the controllable electronic record that evidences the
  336  controllable account or controllable payment intangible.
  337         Section 72. Section 679.1054, Florida Statutes, is created
  338  to read:
  339         679.1054 No requirement to acknowledge or confirm; no
  340  duties.—
  341         (1)A person that has control under s. 679.1051, s.
  342  679.1052, or s. 679.1053 is not required to acknowledge that it
  343  has control on behalf of another person.
  344         (2)If a person acknowledges that it has or will obtain
  345  control on behalf of another person, unless the person otherwise
  346  agrees, or law other than this chapter otherwise provides, the
  347  person does not owe any duty to the other person and is not
  348  required to confirm the acknowledgment to any other person.
  349         Section 73. Subsections (2) and (10) of section 679.2031,
  350  Florida Statutes, are amended to read:
  351         679.2031 Attachment and enforceability of security
  352  interest; proceeds; supporting obligations; formal requisites.—
  353         (2) Except as otherwise provided in subsections (3) through
  354  (10), a security interest is enforceable against the debtor and
  355  third parties with respect to the collateral only if:
  356         (a) Value has been given;
  357         (b) The debtor has rights in the collateral or the power to
  358  transfer rights in the collateral to a secured party; and
  359         (c) One of the following conditions is met:
  360         1. The debtor has signed authenticated a security agreement
  361  that provides a description of the collateral and, if the
  362  security interest covers timber to be cut, a description of the
  363  land concerned;
  364         2. The collateral is not a certificated security and is in
  365  the possession of the secured party under s. 679.3131 pursuant
  366  to the debtor’s security agreement;
  367         3. The collateral is a certificated security in registered
  368  form and the security certificate has been delivered to the
  369  secured party under s. 678.3011 pursuant to the debtor’s
  370  security agreement; or
  371         4. The collateral is controllable accounts, controllable
  372  electronic records, controllable payment intangibles, deposit
  373  accounts, electronic documents, electronic money chattel paper,
  374  investment property, or letter-of-credit rights, or electronic
  375  documents, and the secured party has control under s. 669.105,
  376  s. 677.106, s. 679.1041, s. 679.1051, s. 679.1061, or s.
  377  679.1071 pursuant to the debtor’s security agreement; or
  378         5.The collateral is chattel paper and the secured party
  379  has possession and control under s. 679.3152 pursuant to the
  380  debtor’s security agreement.
  381         (10) A security interest in an account consisting of a
  382  right to payment of a monetary obligation for the sale of real
  383  property that is the debtor’s homestead under the laws of this
  384  state is not enforceable unless:
  385         (a) The description of the account in the security
  386  agreement conspicuously states that the collateral includes the
  387  debtor’s right to payment of a monetary obligation for the sale
  388  of real property;
  389         (b) The description of the account in the security
  390  agreement includes a legal description of the real property;
  391         (c) The description of the account in the security
  392  agreement conspicuously states that the real property is the
  393  debtor’s homestead; and
  394         (d) The security agreement is also signed authenticated by
  395  the debtor’s spouse, if the debtor is married; if the debtor’s
  396  spouse is incompetent, then the method of signature
  397  authentication by the debtor’s spouse is the same as provided by
  398  the laws of this state, other than this chapter, which apply to
  399  the alienation or encumbrance of homestead property by an
  400  incompetent person.
  401         Section 74. Present subsection (3) of section 679.2041,
  402  Florida Statutes, is redesignated as subsection (4), a new
  403  subsection (3) is added to that section, and subsection (2) of
  404  that section is amended, to read:
  405         679.2041 After-acquired property; future advances.—
  406         (2) Subject to subsection (3), a security interest does not
  407  attach under a term constituting an after-acquired property
  408  clause to:
  409         (a) Consumer goods, other than an accession when given as
  410  additional security, unless the debtor acquires rights in them
  411  within 10 days after the secured party gives value; or
  412         (b) A commercial tort claim.
  413         (3)Subsection (2) does not prevent a security interest
  414  from attaching:
  415         (a)To a consumer good as proceeds under s. 679.3151(1) or
  416  commingled goods under s. 679.336(3);
  417         (b)To a commercial tort claim as proceeds under s.
  418  679.3151(1); or
  419         (c)Under an after-acquired property clause to property
  420  that is proceeds of consumer goods or a commercial tort claim.
  421         Section 75. Subsection (3) of section 679.2071, Florida
  422  Statutes, is amended to read:
  423         679.2071 Rights and duties of secured party having
  424  possession or control of collateral.—
  425         (3) Except as otherwise provided in subsection (4), a
  426  secured party having possession of collateral or control of
  427  collateral under s. 677.106, s. 679.1041, s. 679.1051, s.
  428  679.1052, s. 679.1061, or s. 679.1071:
  429         (a) May hold as additional security any proceeds, except
  430  money or funds, received from the collateral;
  431         (b) Shall apply money or funds received from the collateral
  432  to reduce the secured obligation, unless remitted to the debtor;
  433  and
  434         (c) May create a security interest in the collateral.
  435         Section 76. Subsection (2) of section 679.2081, Florida
  436  Statutes, is amended to read:
  437         679.2081 Additional duties of secured party having control
  438  of collateral.—
  439         (2) Within 10 days after receiving a signed an
  440  authenticated demand by the debtor:
  441         (a) A secured party having control of a deposit account
  442  under s. 679.1041(1)(b) shall send to the bank with which the
  443  deposit account is maintained a signed record an authenticated
  444  statement that releases the bank from any further obligation to
  445  comply with instructions originated by the secured party;
  446         (b) A secured party having control of a deposit account
  447  under s. 679.1041(1)(c) shall:
  448         1. Pay the debtor the balance on deposit in the deposit
  449  account; or
  450         2. Transfer the balance on deposit into a deposit account
  451  in the debtor’s name;
  452         (c) A secured party, other than a buyer, having control
  453  under s. 679.1051 of an authoritative electronic copy of a
  454  record evidencing chattel paper shall transfer control of the
  455  electronic copy to the debtor or a person designated by the
  456  debtor; a secured party, other than a buyer, having control of
  457  electronic chattel paper under s. 679.1051 shall:
  458         1. Communicate the authoritative copy of the electronic
  459  chattel paper to the debtor or its designated custodian;
  460         2. If the debtor designates a custodian that is the
  461  designated custodian with which the authoritative copy of the
  462  electronic chattel paper is maintained for the secured party,
  463  communicate to the custodian an authenticated record releasing
  464  the designated custodian from any further obligation to comply
  465  with instructions originated by the secured party and
  466  instructing the custodian to comply with instructions originated
  467  by the debtor; and
  468         3. Take appropriate action to enable the debtor or the
  469  debtor’s designated custodian to make copies of or revisions to
  470  the authoritative copy which add or change an identified
  471  assignee of the authoritative copy without the consent of the
  472  secured party;
  473         (d) A secured party having control of investment property
  474  under s. 678.1061(4)(b) or s. 679.1061(2) shall send to the
  475  securities intermediary or commodity intermediary with which the
  476  security entitlement or commodity contract is maintained a
  477  signed an authenticated record that releases the securities
  478  intermediary or commodity intermediary from any further
  479  obligation to comply with entitlement orders or directions
  480  originated by the secured party;
  481         (e) A secured party having control of a letter-of-credit
  482  right under s. 679.1071 shall send to each person having an
  483  unfulfilled obligation to pay or deliver proceeds of the letter
  484  of credit to the secured party a signed an authenticated release
  485  from any further obligation to pay or deliver proceeds of the
  486  letter of credit to the secured party; and
  487         (f) A secured party having control under s. 677.106 of an
  488  authoritative electronic copy of an electronic document of title
  489  shall transfer control of the electronic copy to the debtor or a
  490  person designated by the debtor;
  491         (g)A secured party having control under s. 679.1052 of