UCC §9-105 Compliance
Loyva's compliance engine automates the requirements of UCC §9-105 (Uniform Commercial Code, Article 9, Section 105), which governs the control of electronic chattel paper.
What is electronic chattel paper?
Chattel paper is a record that evidences both a monetary obligation and a security interest in goods. Common examples:
- Equipment leases
- Vehicle financing agreements
- Secured installment contracts
When these records exist electronically (rather than on paper), they must meet specific requirements to establish "control" — the electronic equivalent of physical possession.
Why it matters
Under UCC §9-105, a secured party has control of electronic chattel paper only if a system reliably establishes the secured party as the entity to which the chattel paper was assigned. Loyva evaluates 8 structured checks that together cover every element of the statute.
Without proper control:
- The secured party's security interest may not be perfected
- Priority disputes with other creditors may be lost
- The electronic record may not be enforceable
Loyva's approach
Loyva automates compliance through:
- Vault pipeline — Automatically stores signed documents as tamper-evident authoritative copies (
ucc-vault) with SHA-256 hashing - Compliance engine — Evaluates all 8 checks after every signature event and on demand
- Compliance certificates — Generates a machine-readable JSON certificate alongside each authoritative copy
- Custody chain — Tracks transfers of control between parties via
custodian_permissions - Authoritative version history — Every replacement of an authoritative copy is retained in
authoritative_versionsso the full revision chain is preserved - Integrity re-verification — A weekly Cloudflare Worker cron re-downloads every vaulted PDF, re-hashes it, and appends the result to
integrity_check_history - Tamper-evident audit log —
audit_logsandvault_access_logsare hash-chained (each row hashes the previous row's hash) for post-hoc tamper detection
Compliance score
Each envelope receives a compliance score from 0 to 100:
| Score | Meaning |
|---|---|
| 100 | Fully compliant — all 8 checks pass |
| 1–99 | Partially compliant — some checks failing |
| 0 | Not evaluated or no checks passing |
Only a score of 100 means the envelope is UCC §9-105 compliant. The score is computed as round((satisfied_checks / 8) * 100).
Next steps
- Compliance Checks — Detailed breakdown of each of the 8 requirements
- Vault Pipeline — How documents flow through the vault
- Compliance API — Evaluate and report on compliance programmatically