Registered Organization

Registered Organization in the United States

Definition of “Registered Organization”

The Uniform Commercial Code offered a definition of “registered organization” to reflect that an
organization is a registered organization if it is formed or organized solely under the law of a
single state by the filing of a public record with the state rather than by the state merely being required to maintain a public record showing that the organization has been organized.

This definition more accurately reflect that a registered organization includes an organization whose “birth certificate” emanates from the act of making a public filing.
Furthermore, the Amendments expand the definition of “registered organization” to include a common law trust that is formed for a business or commercial purpose and is requiredby a state’s business trust statute to file with the state an organic record, such as the trust
agreement for a common law trust. This definition means that a Massachusetts business trust,
for example, will be considered to be a registered organization rather than, as would appear to be the case under older legislation in many states, an organization that is not a registered organization.

Name of Registered Organization

The Uniform Commercial Code clarifies that, for a financing statement to be sufficient, the name of the registered organization debtor to be provided on the financing statement is the name reflected on the “public organic record” of the registered organization. In most cases, a registered organization’s “public organic record” is the publicly available record filed with the state to form or organize the registered organization.


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