- previously known as -
Caution state law variances!
"Organization" and "Person" Defined
What is an "Organization"?
§ 1(10) “Organization” means a person other than an individual.
Reporter's Comment 10. The definition of “organization” is derived from Uniform Commercial Code § 1 201(b)(25) (2014).
JayNote: The term "person" in § 1(10) is defined in § 1(11) below. The term "organization" has its own definition to accommodate the requirements of the Dark Lords who delve in the arcane nuances of the Uniform Commercial Code.
What is a "Person"?
§ 1(11) “Person” means an individual, estate, partnership, association, trust, business or nonprofit entity, public corporation, government or governmental subdivision, agency, or instrumentality, or other legal or commercial entity.
Reporter's Comment: 11. The definition of “person” is derived from the standard definition of that term used in acts prepared by the Uniform Law Commission as of 2014. Section 11 renders a “protected series” of a “series organization” a “person” for purposes of this Act, even though the “protected series” may not qualify as a “person” under paragraph (11) of this section.
2016 Technical Correction: 11. The definition of “person” is derived from the standard definition of that term used in acts prepared by the Uniform Law Commission as of 2014. Section 11 renders a “protected series” of a “series organization” a “person” for purposes of this Act, even though the “protected series” may not qualify as a “person” under paragraph (11) of this section.
JayNote: Having served on the Drafting Committees for both Uniform Voidable Transactions Act and the (proposed as of this writing) Uniform Limited Liability Company Protected Series Act, nobody really knew what the hell "person" meant or was supposed to mean as applied to Series LLCs, but this sounded good to everybody involved and so it was included gratis. I don't mean this statement wholly tongue-in-cheek. Certainly, it was not anything like a blessing by the UVTA Committee for the hoped-for interpretation of "person" by the ULLCPSA Committee, and thus should be taken with a rather large grain of salt. Long after this definition as applied to Series LLC was adopted by the UVTA Committee, the ULLCPSA Committee itself continued to struggle mightily with the entire concept.
UVTA - Logical Organization (Designed For Litigators)
Learn The Vocabulary Of The Act
Learn The Vocabulary Of The Act (Main Page)
Step 1: Has A Voidable Transaction Occurred?
Step 2: Does the Transferee Have A Defense?
Step 3: What Remedies Are Available?
Other Helpful Provisions
UVTA - Numerical Organization (Confusing & Difficult To Use)
The Uniform Law Commission's complete copy of the UVTA with comments in PDF format is available here. The webpage for the UVTA, showing states that have enacted and much other information regarding the Act is found here.
1 - Definitions
(1) Affiliate -- (2) Asset -- (3) Claim -- (4) Creditor -- (5) Debt -- (6) Debtor -- (7) Electronic -- (8) Insider -- (9) Lien -- (10) Organization -- (11) Person -- (12) Property -- (13) Record -- (14) Relative -- (15) Sign -- (16) Transfer -- (17) Valid Lien
2 - Insolvency
3 - Value
4 - Transfer Or Obligation Voidable As To Present Or Future Creditor
5 - Transfer or Obligation Voidable As To Present Creditor
8 - Defenses, Liability, And Protection Of Transferee Or Obligee
10 - Governing Law
15 - Short Title
Voidable Transaction Decision Chart
A chart to assist in the determination of whether a fraudulent transfer has occurred, whether the transferee has a defense, and if a useful remedy is available. Click here
A collection of useful articles and other resources on the Uniform Voidable Transactions Act and fraudulent transfer law generally, click here
Expert - Consultant - Litigation
Expert witness, litigation consulting, and litigation services offered by Jay D. Adkisson, click here
Other Websites By Jay Adkisson
About Jay Adkisson
Jay's personal webpage with his background, lists of his books and articles, and past and future speaking appearances, are found at jayadkisson.com
Captive Insurance Companies
Jay is the author of Adkisson's Captive Insurance Companies, which is the all-time best-selling work on the subject, and a collection of his musings and articles about captives are found at captiveinsurancecompanies.com
An examination, with Jay's commentary, about the so-called Harmonized Acts (the Uniform Partnership Act, the Uniform Limited Partnership Act, and the Uniform Limited Liability Company Act) as they relate to charging orders, and a collection of Jay's articles on the subject, is found at chargingorder.com
Jay's award-winning and frequently cited website regarding various tax schemes and financial scams, with a popular comment board for those scams, is found at quatloos.com
Riser Adkisson LLP
For the website of Jay's law firm, Riser Adkisson LLP, and information about his legal services, see risad.com
© 2017 Jay D. Adkisson. All rights reserved. No claim to government works or the works of the Uniform Law Commission. The information contained in this website is for general educational purposes only, does not constitute any legal advice or opinion, and should not be relied upon in relation to particular cases. Use this information at your own peril; it is no substitute for the legal advice or opinion of an attorney licensed to practice law in the appropriate jurisdiction. This site http://www.voidabletransactions.com