Secured Transactions on the Multistate Essay Exam: Highly Tested Topics and Tips
Here, we give you an overview of Secured Transactions on the Multistate Essay Exam (MEE). We will reveal some of the highly tested topics and give you tips for approaching a Secured Transactions MEE question.
Note that Secured Transactions is regularly tested on the Multistate Essay Exam. It is tested, on average, about once a year.
Secured Transactions on the Multistate Essay Exam
1. First, be aware of how Secured Transactions is tested
As noted previously, Secured Transactions is tested, on average, about once a year. It is generally tested on its own (i.e., it is not combined with another subject). However, it has been tested with Commercial Paper (which is no longer tested on the Multistate Essay Exam) and has shown up in Sales and Real Property questions.
Secured Transactions is somewhat predictable in terms of what is tested. However, it is a difficult subject to learn. Even predictable topics can pose challenges to those familiar with them. Here, we give you some tips in terms of what to know and how to best study for Secured Transactions on the Multistate Essay Exam.
2. Be aware of the highly tested Secured Transactions issues
The Examiners tend to test several of the same issues repeatedly in Secured Transactions MEE questions. You can maximize your score by being aware of these highly tested issues. (We have a summary of these in our MEE One-Sheets if you want to see all of them and have them all in one place.)
Some of the highly tested Secured Transactions Multistate Essay Exam issues include:
Kinds of goods
Be aware of the distinctions between the four kinds of goods. Goods can be classified into the following categories:
- consumer goods (bought primarily for personal, family, or household purposes),
- inventory (this is highly tested—examples include inventory at a store—e.g., anything being held for sale or lease, raw materials for that inventory, work in process, or materials used or consumed in a business),
- farm products (never tested), and
- equipment (anything that is not consumer goods, inventory, or farm products).
Some students spend a long time really focusing on how to classify the general intangibles and intangibles. It is true that things like accounts and chattel paper have been tested (very few times). But documents, commercial tort claims, investment property, and general intangibles have not been tested on the MEE in the last 20+ years. Focus on what is tested, especially if you did not take Secured Transactions in law school.
Attachment is how the lien “attaches” to the collateral. It is what makes the security agreement binding as between the secured party and the debtor. If attachment does not occur, the secured party will not have an enforceable security interest.
Be able to say that there are three requirements for attachment:
- (1) value must be given by the secured party to the debtor,
- (2) the debtor must have rights in the collateral, and
- (3) there must be a binding security agreement.
Attachment is something you should know very well! You should memorize these three requirements and state them in your introduction any time that attachment is an issue.
Perfection is frequently tested. It is an issue when there are multiple creditors who have an interest in just one piece of collateral. This issue is similar to recording acts in Real Property—whether a creditor followed a recording act is only relevant if there is more than one creditor claiming priority in the land. And, the same is true here except personal property is at issue rather than real property.
- You should know the different ways to perfect—filing, automatic perfection (for, e.g., a PMSI in a consumer good), possession (not highly tested), and control (not highly tested).
- One principle that has been tested over and over: When two secured parties have a security interest in the same collateral, the first to file or perfect has priority. If no party perfects, then the first to attach has priority. This principle has been tested numerous times so make sure you memorize and understand it!
A few other issues that have appeared on the exam:
- Application of UCC Article 9 (it applies even if the parties do not realize that they are entering into a secured transaction!)
- As a general rule, a buyer in the ordinary course of business takes free from a security interest even if it is perfected. This principle has been tested quite a few times.
- Default used to be tested pretty heavily but is not tested as often recently. It is still worth it to know the rules regarding default, notice requirements, “self-help,” etc. Some of the MEE answers are quite detailed regarding the notice requirements.
3. Make sure you understand the basics
Secured Transactions is difficult to learn, especially if you are learning it for the first time in bar prep. If you are learning it for the first time, focus on the basics (e.g., what is a security interest? What is attachment? What is perfection?).
It is very important to be well-versed in the vocabulary and know when it applies. We recommend you seek tutoring or get help from a friend if you struggle with understanding the basics of this subject because it is going to be very difficult to answer a Secured Transactions question without an understanding of the fundamental rules.
A few notes on the basics
- Secured transactions are voluntary transactions. Both the creditor and the debtor agree to it ahead of time. (It is not involuntary—like a judicial lien.)
- An example of how a secured transaction occurs: Let’s say I ask you to borrow $5,000. You don’t trust me and say no. I say, “look, I’ll give you my ring, worth $5,000, to hold onto. So if you lend me the money, and I don’t pay you back, at least you have my ring that you can sell and get the money that way. And when I am paid in full, you give it back.” You agree. This is a secured transaction (even if we don’t call it that or don’t know what it is). I am the debtor because I owe you money. You are the creditor and the secured party. And the ring is the collateral.
- Both the creditor and the debtor have the same goal—they both want the debtor to pay the debt. Neither party wants the secured party to have to foreclose. Some students are under the impression that the secured party wants to foreclose on its interest. (In the example above, you don’t want to have to sell my ring. That is a hassle! You would much rather that I just pay you back under the terms of whatever our agreement is.)
- As noted above, attachment is how the security agreement “attaches” to the collateral. It is what makes it enforceable. Generally, an authenticated writing is needed (but not always—e.g., not in the case where the secured party has possession, like above).
- Perfection is only an issue when more than one creditor is fighting for priority in the same collateral. It comes up a lot on the MEE!
4. Learn the basic introductions and vocabulary to use for each set of rules that are tested
When Secured Transactions is tested, using key words (“attachment,” “perfection,” “secured party,” “debtor,” “default,” etc.) is key. Some students write entire Secured Transactions essay answers without using one of these words! Even if they understand the basic principles, if they cannot articulate the proper vocabulary to use, they will not score high.
So, make sure you memorize these key vocabulary words as well as the introduction to the terms, which are stated above (e.g., “attachment has three requirements…(1)…(2)…(3)”).
If you do this, you will walk into the exam more confidently because you will have something to write right away. Also, you will maximize your points on the MEE because the grader will certainly be looking for these basic elements in your Secured Transactions Multistate Essay Exam answer.
Practice is critical if you want to master Secured Transactions on the Multistate Essay Exam. Some of the concepts are difficult to learn in theory but make much more sense after you see how they are actually tested on the MEE. And, many concepts are tested in the same way on the MEE.
Here are some links to (free) Secured Transactions Multistate Essay Exam questions and National Conference of Bar Examiners (NCBE) point sheets. (If you would like to purchase a book of Secured Transactions MEE questions and NCBE point sheets, check out our MEE books here. You can also see some additional exams on the NCBE website for free here.)
- Feb 2013 MEE: attachment, perfection, buyer in the ordinary course of business
- July 2011 MEE: attachment, perfection, default
- July 2009 MEE: Article 9, perfection, default
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