House commerce committee reviews H.206 to adopt 2022 UCC amendments on digital assets and secured transactions

The Lamar House Committee on Commerce & Economic Development on March 11, 2025, received a technical walkthrough of H.206, the bill to adopt the 2022 amendments to the Uniform Commercial Code, and agreed to pause final action until a small amendment can be drafted and circulated.

The matter matters because the 2022 amendments add an Article 12 to the UCC to treat certain digital assets — including some virtual currencies and nonfungible tokens — as "controllable electronic records," and they update definitional rules and secured-transaction law that businesses, banks and courts use to decide who has ownership or priority in intangible assets.

Carl Lisman, a long-serving Uniform Law Commissioner who presented the bill, told the committee that the 2022 package responds to three trends: the growth of electronic commerce and digital assets, the rise of hybrid transactions that mix sales of goods with services, and the need to clarify definitions after recent court decisions. "For the record, my name is Carl Lisman," he said, and later explained that "I am here as a uniform law commissioner." He summarized the core change: "What this really says is that controllable electronic record is a record that is information that's retrievable in perceivable form. It's a controllable electronic record if it is stored in an electronic medium and can be subjected to control under 12 1 0 5."

Under the draft amendments, controllable electronic records are a limited subset of digital records to which special rules apply for buyers and secured parties. Lisman said the amendments pair Article 12 with conforming changes to Article 9 (secured transactions) so lenders…