Iowa Code

Iowa Code § 554.9105 (2026)

Control of electronic copy of record evidencing chattel paper

✓ current as of July 2026

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1. General rule: control of electronic copy of record evidencing chattel paper. A purchaser has control of an authoritative electronic copy of a record evidencing chattel paper if a system employed for evidencing the assignment of interests in the chattel paper reliably establishes the purchaser as the person to which the authoritative electronic copy was assigned.

2. Single authoritative copy. A system satisfies subsection 1 if the record or records evidencing the chattel paper are created, stored, and assigned in a manner that:

a. a single authoritative copy of the record or records exists which is unique, identifiable, and, except as otherwise provided in paragraphs “d”, “e”, and “f”, unalterable;

b. the authoritative copy identifies the purchaser as the assignee of the record or records;\n\nTue Dec 09 22:02:42 2025 Iowa Code 2026, Chapter 554 (108, 4) §554.9105, UNIFORM COMMERCIAL CODE 156\n\n c. the authoritative copy is communicated to and maintained by the purchaser or its designated custodian;

d. copies or amendments that add or change an identified assignee of the authoritative copy can be made only with the consent of the purchaser;

e. each copy of the authoritative copy and any copy of a copy is readily identifiable as a copy that is not the authoritative copy; and

f. any amendment of the authoritative copy is readily identifiable as authorized or unauthorized.

3. One or more authoritative copies. A system satisfies subsection 1, and a purchaser has control of an authoritative electronic copy of a record evidencing chattel paper, if the electronic copy, a record attached to or logically associated with the electronic copy, or a system in which the electronic copy is recorded:

a. enables the purchaser readily to identify each electronic copy as either an authoritative copy or a nonauthoritative copy;

b. enables the purchaser readily to identify itself in any way, including by name, identifying number, cryptographic key, office, or account number, as the assignee of the authoritative electronic copy; and

c. gives the purchaser exclusive power, subject to subsection 4, to:

(1) prevent others from adding or changing an identified assignee of the authoritative electronic copy; and

(2) transfer control of the authoritative electronic copy.

4. Meaning of exclusive. Subject to subsection 5, a power is exclusive under subsection 3, paragraph “c”, subparagraphs (1) and (2), even if:

a. the authoritative electronic copy, a record attached to or logically associated with the authoritative electronic copy, or a system in which the authoritative electronic copy is recorded limits the use of the authoritative electronic copy or has a protocol programmed to cause a change, including a transfer or loss of control; or

b. the power is shared with another person.

5. When power not shared with another person. A power of a purchaser is not shared with another person under subsection 4, paragraph “b”, and the purchaser’s power is not exclusive if:

a. the purchaser can exercise the power only if the power also is exercised by the other person; and

b. the other person:

(1) can exercise the power without exercise of the power by the purchaser; or

(2) is the transferor to the purchaser of an interest in the chattel paper.

6. Presumption of exclusivity of certain powers. If a purchaser has the powers specified in subsection 3, paragraph “c”, subparagraphs (1) and (2), the powers are presumed to be exclusive.

7. Obtaining control through another person. A purchaser has control of an authoritative electronic copy of a record evidencing chattel paper if another person, other than the transferor to the purchaser of an interest in the chattel paper:

a. has control of the authoritative electronic copy and acknowledges that it has control on behalf of the purchaser; or

b. obtains control of the authoritative electronic copy after having acknowledged that it will obtain control of the electronic copy on behalf of the purchaser. 2000 Acts, ch 1149, §5, 185, 187; 2012 Acts, ch 1052, §4, 37; 2024 Acts, ch 1023, §43 Referred to in §554.9107B, 554.9207, 554.9208, 554.9317, 554.9330, 554.9601\n\n 554.9105A Control of electronic money.

1. General rule: control of electronic money. A person has control of electronic money if:

a. the electronic money, a record attached to or logically associated with the electronic money, or a system in which the electronic money is recorded gives the person:

(1) power to avail itself of substantially all the benefit from the electronic money; and

(2) exclusive power, subject to subsection 2, to:\n\nTue Dec 09 22:02:42 2025 Iowa Code 2026, Chapter 554 (108, 4) 157 UNIFORM COMMERCIAL CODE, §554.9107\n\n (a) prevent others from availing themselves of substantially all the benefit from the electronic money; and

(b) transfer control of the electronic money to another person or cause another person to obtain control of other electronic money as a result of the transfer of the electronic money; and

b. the electronic money, a record attached to or logically associated with the electronic money, or a system in which the electronic money is recorded enables the person readily to identify itself in any way, including by name, identifying number, cryptographic key, office, or account number, as having the powers under paragraph “a”.

2. Meaning of exclusive. Subject to subsection 3, a power is exclusive under subsection 1, paragraph “a”, subparagraph (2), subparagraph divisions (a) and (b) even if:

a. the electronic money, a record attached to or logically associated with the electronic money, or a system in which the electronic money is recorded limits the use of the electronic money or has a protocol programmed to cause a change, including a transfer or loss of control; or

b. the power is shared with another person.

3. When power not shared with another person. A power of a person is not shared with another person under subsection 2, paragraph “b” and the person’s power is not exclusive if:

a. the person can exercise the power only if the power also is exercised by the other person; and

b. the other person:

(1) can exercise the power without exercise of the power by the person; or

(2) is the transferor to the person of an interest in the electronic money.

4. Presumption of exclusivity of certain powers. If a person has the powers specified in subsection 1, paragraph “a”, subparagraph (2), subparagraph divisions (a) and (b) the powers are presumed to be exclusive.

5. Control through another person. A person has control of electronic money if another person, other than the transferor of an interest in the electronic money:

a. has control of the electronic money and acknowledges that it has control on behalf of the person, or

b. obtains control of the electronic money after having acknowledged that it will obtain control of the electronic money on behalf of the person. 2022 Acts, ch 1117, §16; 2024 Acts, ch 1023, §44 Referred to in §554.9102, 554.9107B, 554.9203, 554.9207, 554.9208, 554.9314, 554.9601 \n

Notes of Decisions

Cited in 19 cases, 1970–2014 · leading case: Ellefson v. Centech Corp., 606 N.W.2d 324 (Iowa 2000).

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Ellefson v. Centech Corp., 606 N.W.2d 324 (Iowa 2000). · cites it 6× “i to a transfer of an interest in any deposit account (section 554.9105, subsection 1).... ” (Emphasis added.”

Fed. Deposit Ins. Corp. v. Mount Pleasant Prof'l Bldg., 426 N.W.2d 126 (Iowa 1988). · cites it 4× ““Debtor” is defined as “the person who owes payment or other performance of the obligation secured, whether or not he owns or has rights in the collateral_” Iowa Code § 554.9105 (l)(d). Clearly, MPB is the debtor in the repurchase *132 agreements.”

First Sec. Bank & Trust Co. v. Voelker, 252 N.W.2d 400 (Iowa 1977). · cites it 2× “‘Chattel paper’ means a writing or writings which evidence both a monetary obligation and a security interest in or a lease of specific goods.”

Schley v. Peoples Bank (In re Schley), 509 B.R. 901 (Bankr. D. Iowa 2014). · cites it 2× “” Compare Iowa Code § 554.9105 (1999) (lacking a definition of, or reference to an “agricultural lien”); with Iowa Code § 554.”

United States v. Jensen, 418 N.W.2d 65 (Iowa 1988). · cites it 3× “9105(l)(d) (1985) provides this definition of a debtor: “Debtor” means the person who owes payment or other performance of the obligation secured, whether or not the person owns or has rights in the collateral, and includes the seller of accounts or chattel paper.”

Citizens Sav. Bank v. Sac City State Bank, 315 N.W.2d 20 (Iowa 1982). “See §§ 554.9105(l)(d) (debt- or), .1201(30) (person), .”

Merchants Nat'l Bank of Cedar Rapids v. Halberstadt, 425 N.W.2d 429 (Iowa Ct. App. 1988). · cites it 4× “In this case, Melbourne took possession of the jewelry in order to perfect its security interest. There is no doubt Halberstadt could pledge his jewelry since he was the owner.”

Peterson v. Ford Motor Credit Co., 448 N.W.2d 316 (Iowa 1989). · cites it 2× “See also Iowa Code § 554.9105 (1)(I). The security agreement must manifest an intent to create or provide for a security interest.”

Matter of Est. of Simpson, 403 N.W.2d 791 (Iowa 1987). · cites it 2× “NOTES [1] "Obligations covered by a security agreement may include future advances or other value whether or not the advances or value are given pursuant to commitment (section 554.9105, subsection 1)."”

United States v. Lincoln Sav. Bank (In Re Com. Millwright Serv. Corp.), 245 B.R. 597 (Bankr. D. Iowa 1999). · cites it 2× “Iowa Code § 554.9105 (1). The basics of a security agreement are (1) a writing manifesting an intent to create or provide for a security interest, (2) signed by the debtor, and (3) containing a description of the collateral.”

Swets Motor Sales, Inc. v. Pruisner, 236 N.W.2d 299 (Iowa 1975). “” It is equally clear that a secured party under Article 9 of the Uniform Commercial Code (§ 554.9105(l)(i), The Code, 1973) is a “purchaser” within the meaning of § 554.”

John Deere Leasing Co. v. Fraker, 395 N.W.2d 885 (Iowa 1986). “”); § 554.9105(4) (article 1 general definitions apply to article 9).”

Show all 19 citing cases →

— Iowa Code § 554.9105(1) — 1 case

Kaiser Aluminum & Chem. Sales, Inc. v. Hurst, 176 N.W.2d 166 (Iowa 1970).

— Iowa Code § 554.9105(1)(Z) — 1 case

Bossingham v. Bloomington Prod. Credit Ass'n (In Re Bossingham), 49 B.R. 345 (S.D. Iowa 1985).

— Iowa Code § 554.9105(4) — 1 case

John Deere Leasing Co. v. Fraker, 395 N.W.2d 885 (Iowa 1986). “”); § 554.9105(4) (article 1 general definitions apply to article 9).”

— Iowa Code § 554.9105(l)(d) — 3 cases

United States v. Jensen, 418 N.W.2d 65 (Iowa 1988). “9105(l)(d) (1985) provides this definition of a debtor: “Debtor” means the person who owes payment or other performance of the obligation secured, whether or not the person owns or has rights in the collateral, and includes the seller of accounts or chattel paper.”

Citizens Sav. Bank v. Sac City State Bank, 315 N.W.2d 20 (Iowa 1982). “See §§ 554.9105(l)(d) (debt- or), .1201(30) (person), .”

A.L.C. Fin. Corp. v. Ray, 437 N.W.2d 593 (Iowa Ct. App. 1989).

— Iowa Code § 554.9105(l)(e) — 1 case

Ellefson v. Centech Corp., 606 N.W.2d 324 (Iowa 2000). “i to a transfer of an interest in any deposit account (section 554.9105, subsection 1).... ” (Emphasis added.”

— Iowa Code § 554.9105(l)(h) — 1 case

Matter of Aztec Concrete, Inc., 136 B.R. 535 (Bankr. S.D. Iowa 1992).

— Iowa Code § 554.9105(l)(i) — 1 case

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