Hartford Business Journal

18 HARTFORDBUSINESS.COM | AUGUST 25, 2025 FOCUS | Banking & Finance Rep. Jack Fazzino (D-Meriden) says Connecticut's revised Universal Commercial Code is important because it defines assets that didn't exist 10 years ago, and how they can be used in commercial deals. Contributed Photo Up To Code First major overhaul in decades modernizes CT's business transaction laws for digital assets co-chair of an advisory committee that made smaller-scale revisions to the commercial codes in 2010. He's written books on the subject, and has been honored by the General Assembly for his efforts. "The Uniform Commercial Code is one of the most important sets of laws in the United States," Welsh said. First adopted in the 1950s and '60s, the UCC establishes uniform rules for common commercial transactions, he said — from buying, leasing and selling goods to governing electronic payments, negotiable instruments and bank deposits. "Basically, it's the backbone of all commercial business transactions in the United States," Welsh said. The model for each state's UCC is developed by the Uniform Law Commission, an association composed of over 300 individuals nominated from each state, including members of the American Law Institute, of which Welsh is a member. He said creating the UCC and having it adopted by each state and territory was "actually easier and better" than to try to get an act of Congress. "We don't need any culture wars over commercial transactions," he quipped. Still, he acknowledges that each state makes "little tweaks" to the UCC "to fit into their systems." The latest changes made by Connecticut have now been enacted by 32 states, Welsh said. Six other states — Maryland, Massachusetts, New York, Ohio, South Carolina and Texas — have By David Krechevsky davidk@hartfordbusiness.com A lot has changed in commerce since 2001. From the debut of the iPhone to the rise of mobile banking, e-com- merce, cryptocurrency and nonfungible tokens (NFTs), business and personal transactions in today's economy look far different than they did nearly 25 years ago. And yet, the laws regulating those transactions and assets have not kept pace with changes in technology. The state General Assembly, though, approved legislation during the 2025 session to address this issue. House Bill 6970 was approved by the Senate and House, and then signed into law by Gov. Ned Lamont on July 8. It makes major changes to the state's Uniform Commercial Code (UCC), a set of rules adopted by all U.S. states and territories to provide uniform laws to govern most major business transactions. While each state's version contains subtle differences, the UCC has been in place for more than 60 years. The bill passed by the Connecticut legislature this year provided the first comprehensive update to the state's commercial codes since 2001, according to state officials and legal experts. It makes changes to every section of the UCC and adds a new one. For example, it broadens the UCC's definition of a signature so it clearly covers electronic signatures for busi- ness transactions. It also adds biomet- rics, sounds and symbols as recognized security measures for fund transfers. However, the most significant changes are found in Article 9, which now recognizes digital assets as property that can be held, bought and sold, and in the newly introduced Article 12, which defines a new category of digital assets called "controllable electronic records." All the changes in the 166-page law are the result of several years of work, not only by state legislators, but also by members of the Connecticut Bar Asso- ciation and Uniform Law Commission, a national group of academics, senior attorneys and experts. While the UCC revision law is lengthy and complex, it's also arguably one of the most important pieces of legisla- tion approved by the General Assembly in 2025. "This is probably some of the most pro-business legislation, and some of the most heavily vetted legislation that we saw this year," Rep. Jack Fazzino (D-Meriden), vice chair of the Judiciary Committee, told the Hartford Business Journal. A review of the code's history and a look at the changes approved by the state legislature support that assessment. The 'backbone' Thomas J. Welsh — an attorney and counsel at law firm Updike, Kelly & Spellacy P.C., which has offices in Hartford, Middletown and New Haven — is a member of the Connecticut Law Revision Commission. He has spent decades helping to fine-tune the UCC, including serving as Thomas Welsh

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