Sponsored by:
Senator NELLIE POU
District 35 (Bergen and Passaic)
SYNOPSIS
Makes various revisions to Uniform Fraudulent Transfer Act renames act to Uniform Voidable Transactions Act.
CURRENT VERSION OF TEXT
As introduced.
An Act concerning voidable transactions, amending various sections of the statutory law and supplementing chapter 2 of Title 25 of the Revised Statutes.
Be It Enacted by the Senate and General Assembly of the State of New Jersey:
1. R.S.25:2-20 is amended to read as follows:
25:2-20. Short title.
This article [shall be] which was formerly known [and may be cited] as the "Uniform Fraudulent Transfer Act" shall be known and may be cited as the Uniform Voidable Transactions Act, on or after the effective date of P.L. , c. (pending before the Legislature as this bill).
(cf: R.S.25:2-20)
2. R.S.25:2-21 is amended to read as follows:
25:2-21. Definitions: A to H.
As used in this article:
"Affiliate" means:
a. A person who directly or indirectly owns, controls, or holds with power to vote, 20% or more of the outstanding voting securities of the debtor, other than a person who holds the securities[,]:
(1) As a fiduciary or agent without sole discretionary power to vote the securities; or
(2) Solely to secure a debt, if the person has not in fact exercised the power to vote;
b. A corporation 20% or more of whose outstanding voting securities are directly or indirectly owned, controlled, or held with power to vote, by the debtor or a person who directly or indirectly owns, controls, or holds with power to vote, 20% or more of the outstanding voting securities of the debtor, other than a person who holds the securities[,]:
(1) As a fiduciary or agent without sole discretionary power to vote the securities; or
(2) Solely to secure a debt, if the person has not in fact exercised the power to vote;
c. A person whose business is operated by the debtor under a lease or other agreement, or a person substantially all of whose assets are controlled by the debtor; or
d. A person who operates the debtor's business under a lease or other agreement or controls substantially all of the debtor's assets.
"Asset" means property of a debtor, but the term does not include:
a. Property to the extent it is encumbered by a valid lien;
b. Property to the extent it is generally exempt under nonbankruptcy law; or
c. An interest in property held in tenancy by the entireties to the extent it is not subject to process by a creditor holding a claim against only one tenant.
"Claim", except as used in claim for relief, means a right to payment, whether or not the right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured, or unsecured.
"Creditor" means a person who has a claim.
"Debt" means liability on a claim.
"Debtor" means a person who is liable on a claim.
Electronic means relating to technology having electrical, digital, magnetic, wireless, optical, electromagnetic, or similar capabilities.
(cf: R.S.25:2-21)
3. R.S.25:2-22 is amended to read as follows:
25:2-22. Definitions: I to Z.
As used in this article:
"Insider" includes:
a. If the debtor is an individual [,]:
(1) A relative of the debtor or of a general partner of the debtor;
(2) A partnership in which the debtor is a general partner;
(3) A general partner in a partnership described in paragraph (2) of subsection a. of this definition; or
(4) A corporation of which the debtor is a director, officer, or person in control;
b. If the debtor is a corporation[,]:
(1) A director of the debtor;
(2) An officer of the debtor;
(3) A person in control of the debtor;
(4) A partnership in which the debtor is a general partner;
(5) A general partner in a partnership described in paragraph (4) of subsection b. of this definition; or
(6) A relative of a general partner, director, officer, or person in control of the debtor;
c. If the debtor is a partnership [,]:
(1) A general partner in the debtor;
(2) A relative of a general partner in, or a general partner of, or a person in control of the debtor;
(3) Another partnership in which the debtor is a general partner;
(4) A general partner in a partnership described in paragraph (3) of subsection c. of this definition; or
(5) A person in control of the debtor;
d. An affiliate, or an insider of an affiliate as if the affiliate were the debtor; and
e. A managing agent of the debtor.
"Lien" means a charge against or an interest in property to secure payment of a debt or performance of an obligation, and includes a security interest created by agreement, a judicial lien obtained by legal or equitable process or proceedings, a common-law lien, or a statutory lien.
Organization means a person other than an individual.
"Person" means an individual, estate, partnership, [corporation,] association, [organization,] trust, business or nonprofit entity, public corporation, government or governmental subdivision [or] ,