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Delaware Rapid Arbitration Act Approved by Governor
Updated April 9, 2015

On April 2, 2015, Governor Jack Markell signed into law House Bill No. 49, as amended by House Amendment No.1. The legislation adds Chapter 58, the Delaware Rapid Arbitration Act, to Title 10 of the Delaware Code and takes effect 30 days after enactment.  


The Act is intended to provide an additional option by which sophisticated Delaware business entities may resolve their business disputes in a prompt, cost-effective and efficient manner through voluntary arbitration conducted by expert arbitrators and to ensure rapid resolution of those disputes. Nothing in the act is intended to impair the ability of entities to use other arbitral procedures of their own choosing.


For more information, click here to view the full text of House Bill No. 49.

DC Extends Biennial Report Filing Deadline to May 1st
Updated March 19, 2015

Due to unanticipated delays with sending out some biennial report notices, the Corporations Division of the Department of Consumer and Regulatory Affairs in the District of Columbia has extended the deadline for all report filers to May 1, 2015. Those who file on or before that date will not incur late fees. The deadline is normally April 1st.

All companies that conduct business in the District of Columbia and that are registered with the Corporations Division must file reports. The first report is due on April 1 following registration, and then every two years following the initial report. 

If you have any questions, feel free to contact your NCR service specialist.

Holiday Closings for April and May 2015
Updated March 16, 2015

To assist you in planning closing dates and avoiding unpleasant surprises, National Corporate Research (NCR) has compiled a list of U.S. state holiday closings for April and May. To download the list in PDF format, click here. secure  


For clients who work on international transactions, we have also compiled a list of corporate registry holiday closures in select countries. To access our international list of holiday closings for April and May, click here. secure  


Please note that some jurisdictions declare holidays at the last minute. So if a particular filing date is important to you, contact your NCR service specialist and we will double check at that time to ensure the filing office will be open on the date you are interested in. Also note that as we become aware of any changes to the holiday closing lists, we will post updated versions of the lists to this page of our website.


If you have any questions, feel free to contact your NCR service specialist.


Subscribe to our updates to receive e-mail alerts of holiday closings every two months.


Burundi to Begin Accepting Apostilles on February 13, 2015
Updated January 23, 2015

Please note that effective February 13, 2015, documents destined for use in Burundi will no longer require consular or embassy legalization. An apostille from the appropriate Secretary of State or U.S. Department of State will be accepted.  (However, the following countries have raised an objection to the accession of Burundi, meaning that the convention will not enter into force between these countries and Burundi: Austria, Germany, Czech Republic and Poland)


Registered clients of NCR can download a complete list of countries and territories that are party to the Hague Convention Abolishing the Requirement of Legalization from the Authentication/Legalization Resources page of our website. On this page, you will also find our list of useful Authentication/Legalization websites and our list of notary search websites where you can verify the status of notaries.


If you are a client of NCR and would like to apply for a password, click here.      


If you have any questions, please feel free to contact your NCR service specialist.

Appeals Court Rules in Favor of Unsecured Creditors in GM Bankruptcy Case
Updated January 22, 2015

On January 21, 2015, the U.S. Court of Appeals for the Second Circuit ruled that the $1.5 billion loan made to General Motors Co. prior to its 2009 Chapter 11 bankruptcy filing was unsecured debt as a result of a UCC3 termination statement that was filed in error. The court held that “although the termination statement mistakenly identified for termination a security interest that the lender did not intend to terminate, the secured lender authorized the filing of the document, and the termination statement was effective to terminate the security interest.”


In the initial stages of the Chapter 11 proceeding, the loan was repaid. This ruling will enable unpaid creditors from the 2009 bankruptcy to ask JPMorgan Chase Bank N.A. and its group of lenders to return the money so that it can be claimed by all of the unsecured creditors of the old General Motors.


To view the details of this ruling, click here.


For more background on this case, see our previous blog article, Delaware Supreme Court Finds Mistaken UCC Termination Statement Effective.

New York Enacts Article 9 Amendments
Updated December 18, 2014

On December 17, 2014, New York Assembly Bill 9933, which amends Articles 1, 7 and 9 of the Uniform Commercial Code, was signed into law by Governor Andrew Cuomo. This legislation became effective immediately.


As discussed in our previous update, New York’s version of the Article 9 Amendments includes Alternative A for individual debtor names (§ 9-503), thus requiring UCC financing statements to provide the name indicated on the individual debtor’s unexpired driver’s license or other state-issued photo ID card. If the debtor does not have a current driver’s license or state-issued ID card, the financing statement must provide the debtor’s surname (last name) and first personal name.


The omission of the transition provisions (Part 8) from New York’s enactment of the 2010 model Amendments to Article 9 may create issues that secured parties will need to address. For more information on this, and other key omissions from the model amendments, see the previous posting we made to our Corporate Transactions and Compliance blog.