Location of Debtor

  1. Law
  2. Georgia Code
  3. Commercial Code
  4. Secured Transactions
  5. Perfection and Priority
  6. Location of Debtor

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  1. "Place of business." As used in this Code section, the term "place of business" means a place where a debtor conducts its affairs.
  2. Debtor's location; general rules. Except as otherwise provided in this Code section, the following rules determine a debtor's location:
    1. A debtor who is an individual is located at the individual's principal residence;
    2. A debtor that is an organization and has only one place of business is located at its place of business; and
    3. A debtor that is an organization and has more than one place of business is located at its chief executive office.
  3. Limitation of applicability of subsection (b) of this Code section. Subsection (b) of this Code section applies only if a debtor's residence, place of business, or chief executive office, as applicable, is located in a jurisdiction whose law generally requires information concerning the existence of a nonpossessory security interest to be made generally available in a filing, recording, or registration system as a condition or result of the security interest's obtaining priority over the rights of a lien creditor with respect to the collateral. If subsection (b) of this Code section does not apply, the debtor is located in the District of Columbia.
  4. Continuation of location; cessation of existence, etc. A person that ceases to exist, have a residence, or have a place of business continues to be located in the jurisdiction specified by subsections (b) and (c) of this Code section.
  5. Location of registered organization organized under state law. A registered organization that is organized under the law of a state is located in that state.
  6. Location of registered organization organized under federal law; bank branches and agencies. Except as otherwise provided in subsection (i) of this Code section, a registered organization that is organized under the law of the United States and a branch or agency of a bank that is not organized under the law of the United States or a state are located:
    1. In the state that the law of the United States designates, if the law designates a state of location;
    2. In the state that the registered organization, branch, or agency designates, if the law of the United States authorizes the registered organization, branch, or agency to designate its state of location, including by designating its main office, home office, or other comparable office; or
    3. In the District of Columbia, if neither paragraph (1) nor (2) of this subsection applies.
  7. Continuation of location; change in status of registered organization. A registered organization continues to be located in the jurisdiction specified by subsection (e) or (f) of this Code section notwithstanding:
    1. The suspension, revocation, forfeiture, or lapse of the registered organization's status as such in its jurisdiction of organization; or
    2. The dissolution, winding up, or cancellation of the existence of the registered organization.
  8. Location of United States. The United States is located in the District of Columbia.
  9. Location of foreign bank branch or agency if licensed in only one state. A branch or agency of a bank that is not organized under the law of the United States or a state is located in the state in which the branch or agency is licensed, if all branches and agencies of the bank are licensed in only one state.
  10. Location of foreign air carrier. A foreign air carrier under the Federal Aviation Act of 1958, as amended, is located at the designated office of the agent upon which service of process may be made on behalf of the carrier.
  11. Code section applies only to this part. This Code section applies only for purposes of this part.

(Code 1981, §11-9-307, enacted by Ga. L. 2001, p. 362, § 1; Ga. L. 2013, p. 690, § 3/SB 185.)

The 2013 amendment, effective July 1, 2013, added ", including by designating its main office, home office, or other comparable office" at the end of paragraph (f)(2).

RESEARCH REFERENCES

U.L.A.

- Uniform Commercial Code (U.L.A.) § 9-307.

PART 2 PERFECTION 11-9-308. When security interest or agricultural lien is perfected; continuity of perfection.
  1. Perfection of security interest. Except as otherwise provided in this Code section and Code Section 11-9-309, a security interest is perfected if it has attached and all of the applicable requirements for perfection in Code Sections 11-9-310 through 11-9-316 have been satisfied. A security interest is perfected when it attaches if the applicable requirements are satisfied before the security interest attaches.
  2. Perfection of agricultural lien. An agricultural lien is perfected if it has become effective and all of the applicable requirements for perfection in Code Section 11-9-310 have been satisfied. An agricultural lien is perfected when it becomes effective if the applicable requirements are satisfied before the agricultural lien becomes effective.
  3. Continuous perfection; perfection by different methods. A security interest or agricultural lien is perfected continuously if it is originally perfected by one method under this article and is later perfected by another method under this article, without an intermediate period when it was unperfected.
  4. Supporting obligation. Perfection of a security interest in collateral also perfects a security interest in a supporting obligation for the collateral.
  5. Lien securing right to payment. Perfection of a security interest in a right to payment or performance also perfects a security interest in a security interest, mortgage, or other lien on personal or real property securing the right.
  6. Security entitlement carried in securities account. Perfection of a security interest in a securities account also perfects a security interest in the security entitlements carried in the securities account.
  7. Commodity contract carried in commodity account. Perfection of a security interest in a commodity account also perfects a security interest in the commodity contracts carried in the commodity account.

(Code 1981, §11-9-308, enacted by Ga. L. 2001, p. 362, § 1.)

Cross references.

- When instruments requiring recording take effect, § 44-2-2.

Law reviews.

- For note examining the conflict between the floating lien in after-acquired property under the Uniform Commercial Code and the voidable preferences provisions of the Bankruptcy Act, see 9 Ga. L. Rev. 685 (1975).

JUDICIAL DECISIONS

Editor's notes.

- In the light of the similarity of the provisions, decisions under former Article 9 are included in the annotations for this Code section. For a table of comparable provisions, see the table at the beginning of the Article.

Perfection, generally.

- Security interest is perfected when it has attached under former § 11-9-204(1) and when all applicable steps required for perfection have been taken under former § 11-9-312(4). Continental Oil Co. Agrico Chem. Co. Div. v. Sutton, 126 Ga. App. 78, 189 S.E.2d 925 (1972) (decided under former Code Section11-9-303).

To perfect a purchase money security interest and for it to be enforceable against debtor and third parties, there must be a written agreement, signed by debtor under former § 11-9-203(1)(b) and filing of financing statement under former § 11-9-302(1). Food Serv. Equip. Co. v. First Nat'l Bank, 121 Ga. App. 421, 174 S.E.2d 216 (1970) (decided under former Code Section11-9-303).

Judgment on note.

- Judgment on debt for unpaid balance on note does not in itself operate to perfect security interest in collateral listed on note, and payee's rights are subordinate to those of lien creditor who has no knowledge of security interest. Fas-Pac, Inc. v. Fillingame, 123 Ga. App. 203, 180 S.E.2d 243 (1971) (decided under former Code Section11-9-303).

Extent of security interest.

- In absence of special circumstances, security interest can attach only to extent of debtor's interest. First Nat'l Bank & Trust Co. v. Smithloff, 119 Ga. App. 284, 167 S.E.2d 190 (1969) (decided under former Code Section11-9-303).

Perfected security interest had priority over attempted reservation of title.

- Peanut growers' attempted reservation of title when the growers delivered peanuts to a peanut company at a peanut broker's direction amounted to a security interest; however, the growers never perfected the growers' security interests. a cooperative bank's security interest in the peanuts was perfected as the growers had filed financing statements and the security interest had attached so that the bank's perfected security interest had priority over the growers' unperfected security interests. Farm Credit of Northwest Fla., ACA v. Easom Peanut Co., 312 Ga. App. 374, 718 S.E.2d 590 (2011), cert. denied, No. S12C0444, 2012 Ga. LEXIS 315 (Ga. 2012).

Cited in Mack Trucks, Inc. v. Ryder Truck Rental, Inc., 110 Ga. App. 68, 137 S.E.2d 718 (1964); Green v. King Edward Employees' Fed. Credit Union, 373 F.2d 613 (5th Cir. 1967); Johnson v. Dempsey, 117 Ga. App. 722, 161 S.E.2d 889 (1968); First Nat'l Bank & Trust Co. v. McElmurray, 120 Ga. App. 134, 169 S.E.2d 720 (1969); Bank of Madison v. Tri-County Livestock Auction Co., 123 Ga. App. 768, 182 S.E.2d 687 (1971); Enterprises Now, Inc. v. Citizens & S. Dev. Corp., 135 Ga. App. 602, 218 S.E.2d 309 (1975); Tuftco Sales Corp. v. Garrison Carpet Mills, Inc., 158 Ga. App. 674, 282 S.E.2d 159 (1981); GTE Leasing Corp. v. Load-It, Inc., 860 F.2d 393 (11th Cir. 1988); Southern Horizons Aviation v. F & M Bank, 231 Ga. App. 55, 497 S.E.2d 637 (1998).

RESEARCH REFERENCES

Am. Jur. 2d.

- 68A Am. Jur. 2d, Secured Transactions, §§ 288-293, 310, 311, 412-448.

C.J.S.

- 6A C.J.S., Assignments, §§ 79, 80, 85. 72 C.J.S., Pledges, § 22.

U.L.A.

- Uniform Commercial Code (U.L.A.) § 9-308.


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