Section 9--305. Law Governing Perfection and Priority of Security

Interests in Investment Property.

(a) Governing law: general rules. Except as otherwise provided in
subsections (c) and (d), the following rules apply:

(1) While a security certificate is located in a jurisdiction,

the local law of that jurisdiction governs perfection, the

effect of perfection or nonperfection, and the priority of a

security interest in the certificated security represented

thereby.

(2) The local law of the issuer's jurisdiction as specified in

Section 8--110(d) governs perfection, the effect of

perfection or nonperfection, and the priority of a security

interest in an uncertificated security.

(3) The local law of the securities intermediary's jurisdiction

as specified in Section 8--110(e) governs perfection, the

effect of perfection or nonperfection, and the priority of a

security interest in a security entitlement or securities

account.

(4) The local law of the commodity intermediary's jurisdiction

governs perfection, the effect of perfection or

nonperfection, and the priority of a security interest in a

commodity contract or commodity account.

(b) Commodity intermediary's jurisdiction. The following rules
determine a commodity intermediary's jurisdiction for purposes of this
part:

(1) If an agreement between the commodity intermediary and

commodity customer governing the commodity account expressly

provides that a particular jurisdiction is the commodity

intermediary's jurisdiction for purposes of this part, this

article, or this chapter, that jurisdiction is the commodity

intermediary's jurisdiction.

(2) If paragraph (1) does not apply and an agreement between the

commodity intermediary and commodity customer governing the

commodity account expressly provides that the agreement is

governed by the law of a particular jurisdiction, that

jurisdiction is the commodity intermediary's jurisdiction.

(3) If neither paragraph (1) nor paragraph (2) applies and an

agreement between the commodity intermediary and commodity

customer governing the commodity account expressly provides

that the commodity account is maintained at an office in a

particular jurisdiction, that jurisdiction is the commodity

intermediary's jurisdiction.

(4) If none of the preceding paragraphs apply, the commodity

intermediary's jurisdiction is the jurisdiction in which the

office identified in an account statement as the office

serving the commodity customer's account is located.

(5) If none of the preceding paragraphs apply, the commodity

intermediary's jurisdiction is the jurisdiction in which the

chief executive office of the commodity intermediary is

located.

(c) When perfection governed by law of jurisdiction where debtor
located. The local law of the jurisdiction in which the debtor is
located governs:

(1) perfection of a security interest in investment property by

filing;

(2) automatic perfection of a security interest in investment

property created by a broker or securities intermediary; and

(3) automatic perfection of a security interest in a commodity

contract or commodity account created by a commodity

intermediary.

(d) Cooperative interests. Subsections (a) through (c) do not apply to
cooperative interests.