Chapter 1314

Section 1314.101

• Effective: October 6, 2026
• Latest Legislation: House Bill 195 - 136th General Assembly

Title [UCC 12-101]

This chapter may be cited as "Uniform Commercial Code, controllable electronic records."

Last updated July 20, 2026 at 4:12 PM

Section 1314.102

• Effective: October 6, 2026
• Latest Legislation: House Bill 195 - 136th General Assembly

Definitions [UCC 12-102]

As used in this chapter:

(A) "Controllable electronic record" means a record stored in an electronic medium that can be subjected to control under section 1314.105 of the Revised Code. "Controllable electronic record" does not include a controllable account, a controllable payment intangible, a deposit account, an electronic copy of a record evidencing chattel paper, an electronic document of title, electronic money, investment property, or a transferable record.

(B) "Qualifying purchaser" means a purchaser of a controllable electronic record or an interest in a controllable electronic record that obtains control of the controllable electronic record for value, in good faith, and without notice of a claim of a property right in the controllable electronic record.

(C) "Transferable record" means both of the following:

(1) A "transferable record," as defined in section 1306.15 of the Revised Code;

(2) A "transferable record," as defined in the "Electronic Signatures in Global and National Commerce Act," 15 U.S.C 7021(a)(1).

(D) "Value" has the same meaning as in section 1303.33 of the Revised Code, as if references in that section to an "instrument" were references to a controllable account, controllable electronic record, or controllable payment intangible.

(E) "Account debtor," "controllable account," "controllable payment intangible," "chattel paper," "deposit account," "electronic money," and "investment property" have the same meanings as in section 1309.102 of the Revised Code.

Last updated July 20, 2026 at 4:13 PM

Section 1314.103

• Effective: October 6, 2026
• Latest Legislation: House Bill 195 - 136th General Assembly

Relation to Chapter 1309. of the Revised Code and consumer laws [UCC 12-103]

(A) If there is a conflict between this chapter and Chapter 1309. of the Revised Code, Chapter 1309. of the Revised Code governs.

(B) A transaction subject to this chapter is subject to any applicable rule of law that establishes a different rule for consumers.

Last updated July 20, 2026 at 4:14 PM

Section 1314.104

• Effective: October 6, 2026
• Latest Legislation: House Bill 195 - 136th General Assembly

Rights in controllable account, controllable electronic record, and controllable payment intangible [UCC 12-104]

(A) This section applies to the acquisition and purchase of rights in a controllable account or a controllable payment intangible, including the rights and benefits under divisions (C), (D), (E), (G), and (H) of this section of a purchaser and qualifying purchaser, in the same manner this section applies to a controllable electronic record.

(B) To determine whether the purchaser of a controllable account or a controllable payment intangible is a qualifying purchaser, the purchaser obtains control of the account or payment intangible if it obtains control of the controllable electronic record that evidences the account or payment intangible.

(C) Except as provided in this section, law other than this chapter determines whether a person acquires a right in a controllable electronic record and the right the person acquires.

(D) A purchaser of a controllable electronic record acquires all rights in the controllable electronic record that the transferor had or had power to transfer, except that a purchaser of a limited interest in a controllable electronic record acquires rights only to the extent of the interest purchased.

(E) A qualifying purchaser acquires its rights in the controllable electronic record free of a claim of a property right in the controllable electronic record.

(F) Except as otherwise provided in divisions (A) and (E) of this section for a controllable account and a controllable payment intangible, or law other than this chapter, a qualifying purchaser takes a right to payment, right to performance, or other interest in property evidenced by the controllable electronic record subject to a claim of a property right in the right of payment, right to performance, or other interest in the property.

(G) An action shall not be asserted against a qualifying purchaser based on both a purchase by the qualifying purchaser of a controllable electronic record and a claim of a property right in another controllable electronic record, whether the action is framed in conversion, replevin, constructive trust, equitable lien, or other theory.

(H) Filing of a financing statement under Chapter 1309. of the Revised Code is not notice of a claim of a property right in a controllable electronic record.

Last updated July 20, 2026 at 4:14 PM

Section 1314.105

• Effective: October 6, 2026
• Latest Legislation: House Bill 195 - 136th General Assembly

Control of controllable electronic record [UCC 12-105]

(A) A person has control of a controllable electronic record if the electronic record, a record attached to or logically associated with the electronic record, or a system in which the electronic record is recorded:

(1) Gives the person both of the following:

(a) Power to avail itself of substantially all the benefits from the electronic record;

(b) Exclusive power, subject to division (B) of this section, to do both of the following:

(i) Prevent others from availing themselves of substantially all the benefits from the electronic record;

(ii) Transfer control of the electronic record to another person or cause another person to obtain control of another controllable electronic record as a result of the transfer of the electronic record.

(2) Enables the person to readily identify itself in any way, including by name, identifying number, cryptographic key, office, or account number, as having the powers specified in division (A)(1) of this section.

(B) Subject to division (C) of this section, a power is exclusive under divisions (A)(1)(b)(i) and (ii) of the Revised Code even if either or both of the following apply:

(1) The controllable electronic record, a record attached to or logically associated with the electronic record, or a system in which the electronic record is recorded limits the use of the electronic record or has a protocol programmed to cause a change, including a transfer or loss of control or a modification of benefits afforded by the electronic record;

(2) The power is shared with another person.

(C) A power of a person is not shared with another person under division (B)(2) of this section and the person's power is not exclusive if both of the following apply:

(1) The person can exercise the power only if the power is also exercised by the same person;

(2) The other person either:

(a) Can exercise the power without exercise of the power by the person;

(b) Is the transferor to the person of an interest in the controllable electronic record or a controllable account or controllable payment intangible evidenced by the controllable electronic record.

(D) If a person has the powers specified in divisions (A)(1)(b)(i) and (ii) of this section, the powers are presumed to be exclusive.

(E) A person has control of a controllable electronic record if another person, other than the transferor to the person of an interest in the controllable electronic record or a controllable account or controllable payment intangible evidenced by the controllable electronic record either:

(1) Has control of the electronic record and acknowledges that it has control on behalf of the person;

(2) Obtains control of the electronic record after having acknowledged that it will obtain control of the electronic record on behalf of the person.

(F) A person that has control under this section is not required to acknowledge that it has control on behalf of another person.

(G) If a person acknowledges that it has or will obtain control on behalf of another person, unless the person otherwise agrees or law other than this chapter or Chapter 1309. of the Revised Code provides otherwise, the person does not owe any duty to the other person and is not required to confirm the acknowledgment to any other person.

Last updated July 20, 2026 at 4:15 PM

Section 1314.106

• Effective: October 6, 2026
• Latest Legislation: House Bill 195 - 136th General Assembly

Discharge of account debtor on controllable account or controllable payment intangible [UCC 12-106]

(A) An account debtor on a controllable account or controllable payment intangible may discharge its obligation by paying either:

(1) The person having control of the controllable electronic record that evidences the controllable account or controllable payment intangible;

(2) Except as provided in division (B) of this section, a person that formerly had control of the controllable electronic record.

(B) Subject to division (D) of this section, the account debtor may not discharge its obligation by paying a person that formerly had control of the controllable electronic record if the account debtor receives a notification that complies with all of the following:

(1) Is signed by a person that formerly had control or the person to which control was transferred;

(2) Reasonably identifies the controllable account or controllable payment intangible;

(3) Notifies the account debtor that control of the controllable electronic record that evidences the controllable account or controllable payment intangible was transferred;

(4) Identifies the transferee in any reasonably way, including by name, identifying number, cryptographic key, office, or account number;

(5) Provides a commercially reasonable method by which the account debtor is to pay the transferee.

(C) After receipt of a notification that complies with division (B) of this section, the account debtor may discharge its obligation by paying in accordance with the notification and may not discharge the obligation by paying a person that formerly had control.

(D) Subject to division (H) of this section, notification is ineffective under division (B) of this section if any of the following apply:

(1) Unless, before the notification is sent, the account debtor and the person that, at that time, had control of the controllable electronic record that evidences the controllable account or controllable payment intangible agree in a signed record to a commercially reasonable method by which a person may furnish reasonable proof that control has been transferred;

(2) To the extent an agreement between the account debtor and seller of a payment intangible limits the account debtor's duty to pay a person other than the seller and the limitation is effective under law other than this chapter;

(3) At the option of the account debtor, if the notification notifies the account debtor to do any of the following:

(a) Divide a payment;

(b) Make less than the full amount of an installment or other periodic payment;

(c) Pay any part of a payment by more than one method or to more than one person.

(E) Subject to division (H) of this section, if requested by the account debtor, the person giving the notification under division (B) of this section seasonably shall furnish reasonable proof, using the method in the agreement referred to in division (D)(1) of this section, that control of the controllable electronic record has been transferred. Unless the person complies with the request, the account debtor may discharge its obligations by paying a person that formerly had control, even if the account debtor has received a notification under division (B) of this section.

(F) A person furnishes reasonable proof under division (E) of this section that control has been transferred if the person demonstrates, using the method in the agreement referred to in division (D)(1) of this section, that the transferee has the power to do all of the following:

(1) Avail itself of substantially all the benefit from the controllable electronic record;

(2) Prevent others from availing themselves of substantially all the benefit from the controllable electronic record;

(3) Transfer the powers specified in divisions (F)(1) and (2) of this section to another person.

(G) Subject to division (H) of this section, an account debtor may not waive or vary its rights under divisions (D)(1) and (E) of this section, or its option under division (D)(3) of this section.

(H) This section is subject to law other than this chapter which establishes a different rule for an account debtor who is an individual and who incurred the obligation primarily for personal, family, or household purposes.

Last updated July 20, 2026 at 4:16 PM

Section 1314.107

• Effective: October 6, 2026
• Latest Legislation: House Bill 195 - 136th General Assembly

Governing law [UCC 12-107]

(A) Except as otherwise provided in division (B) of this section, the local law of a controllable electronic record's jurisdiction governs a matter covered by this chapter.

(B) For a controllable electronic record that evidences a controllable account or controllable payment intangible, the local law of the controllable electronic record's jurisdiction governs a matter covered by section 1314.106 of the Revised Code unless an effective agreement determines that the local law of another jurisdiction governs.

(C) The following rules determine a controllable electronic record's jurisdiction under this section:

(1) If the controllable electronic record, or a record attached to or logically associated with the controllable electronic record and readily available for review, expressly provides that a particular jurisdiction is the controllable electronic record's jurisdiction for purposes of this chapter or Chapters 1301., 1302., 1303., 1304., 1305., 1307., 1308., 1309., or 1310. of the Revised Code, that jurisdiction is the controllable electronic record's jurisdiction.

(2) If division (C)(1) of this section does not apply and the rules of the system in which the controllable electronic record is recorded are readily available for review and expressly provide that a particular jurisdiction is the controllable electronic record's jurisdiction for purposes of this chapter or Chapters 1301., 1302., 1303., 1304., 1305., 1307., 1308., 1309., or 1310. of the Revised Code, that jurisdiction is the controllable electronic record's jurisdiction.

(3) If divisions (C)(1) and (2) of this section do not apply and the controllable electronic record, or a record attached to or logically associated with the controllable electronic record and readily available for review, expressly provides that the controllable electronic record is governed by the law of a particular jurisdiction, that jurisdiction is the controllable electronic record's jurisdiction.

(4) If divisions (C)(1), (2), and (3) of this section do not apply and the rules of the system in which the controllable electronic record is recorded are readily accessible for review and expressly provide that the controllable electronic record or the system is governed by the law of a particular jurisdiction, that jurisdiction is the controllable electronic record's jurisdiction.

(5) If divisions (C)(1), (2), (3), and (4) of this section do not apply, the controllable electronic record's jurisdiction is the District of Columbia.

(D) If division (C)(5) of this section applies and article twelve is not in effect in the District of Columbia without material modification, the governing law for a matter covered by this chapter is the law of the District of Columbia as though article twelve were in effect in the District of Columbia without material modification. In this division, "article twelve" means article twelve of the uniform commercial code.

(E) To the extent divisions (A) and (B) of this section provide that the local law of the controllable electronic record's jurisdiction governs a matter covered by this chapter, that law governs even if the matter or transaction to which the matter relates does not bear any relation to the controllable electronic record's jurisdiction.

(F) The rights acquired under section 1314.104 of the Revised Code by a purchaser or qualifying purchaser are governed by the law applicable under this section at the time of purchase.

Last updated July 20, 2026 at 4:16 PM