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American Bar Association - Defending Liberty, Pursuing Justice

Winter 2009

Vol. 5, No. 2

Business Law

 

ULC Or UFO? What the Heck Is the Uniform Law Commission?

When first faced with a copy of the Uniform Commercial Code, law students and lawyers alike may approach its 2000 pages the same way one may approach a meteorite—slightly trepidatious of what it contains, yet filled with wonder thinking what sort of extraterrestrial body created it. Although an understanding of each line of the Code may escape even the most seasoned lawyer, the organization responsible for it, and more than 200 other uniform laws, remains active in each state and encourages all lawyers to participate in its work.

The Uniform Law Commission (also known as the National Conference of Commissioners on Uniform State Laws) convened for the first time in 1892 at the Grand Union Hotel in Saratoga Springs, New York. The twelve commissioners present answered the charge issued by the American Bar Association in 1889 calling for a group to work toward “uniformity of the laws” between the states. Then as now, the lack of uniformity creates unnecessary legal barriers affecting multistate business interests as well as affecting families moving between states. By 1912, every state had appointed commissioners to the ULC. The U.S. Virgin Islands was the last jurisdiction to join, appointing its first commissioners in 1988.

Undoubtedly, it is the commissioners that form the heart and soul of the ULC. The only requirement for the more than 300 commissioners is that they must be members of the bar. As a result, the commission consists of judges and professors, big firm lawyers and solo practitioners, legislators, and legislative drafting attorneys. Over the years, commissioners have included a President (Woodrow Wilson), Supreme Court Justices (Louis Brandeis, David Souter, William Rehnquist, Wiley Blount Rutledge), and influential jurists (Karl Llewellyn, Roscoe Pound). Once appointed to the ULC, commissioners are required to “leave their clients and political beliefs at the door” and work toward compromise, cooperation, and progress rather than a specific agenda. Despite spending an average of 150 hours a year on uniform law business, commissioners do not receive any form of compensation. The cumulative value of the commissioner’s efforts exceeds $10 million annually. The diverse interests and expertise of each of the commissioners and their individual dedication to the ULC is invaluable to the drafting of uniform acts.

Each uniform act takes years to complete. The process starts when the Scope and Program Committee initiates the study on an area of law for which uniformity is desirable. Proposals for new acts come from commissioners, ABA committees, and the general public. After a study phase, a drafting committee may be appointed. Drafting committees meet several times during a year to study and refine the act. Each committee is comprised of a number of commissioners, an official ABA advisor, and any number of observers from the public that have an interest in the act. Draft acts are not submitted to the ULC until they have been thoroughly vetted by the committee.

Once the committee feels it has a viable act, the act is presented before the entirety of the ULC at an annual meeting. Each act must be considered section by section, at no less than two annual meetings by all commissioners sitting as a Committee of the Whole. The draft act receives an additional level of scrutiny and rarely, if ever, will an act remain in its original form. Once the Committee of the Whole approves an act, it must then be voted on by each state. A majority of the states present, and no less than 20 states, must approve an act before it can be officially called a “Uniform Act.”

The openness and transparency of the process ensures that each act will be scrutinized by a wide variety of people from diverse perspectives. The process reveals problems that would affect the enactability of an act and forces solutions to these problems. With a nation that is at times polarized by ideologies, it is somewhat awe-inspiring that a group of individuals from across the spectrum can come to consensus on fundamental laws that govern daily business and family relations.

Those with an interest in becoming involved with this process should stay apprised of the ULC’s work by visiting www.nccusl.org. The website informs the public about ongoing committee work, provides drafts and memorandums for comment, and contains direction for those interested in submitting a proposal for a uniform act. The website also contains copies of and commentary to active uniform acts. Practitioners may find the commentary especially helpful when needing to explain or argue about the meaning of a section of law. Additionally, the website contains information about the legislative efforts under way in all states. Increased participation and awareness will help refine the ULC’s mission to sustain the independence of the states while achieving a uniform legal system for the nation.

Eric M. Fish serves as a legislative counsel for the Uniform Law Commission based in Chicago. As legislative counsel, Mr. Fish is responsible for providing support to legislators considering uniform acts. He also advises committees drafting future uniform acts. Mr. Fish graduated from the University of Chicago and the Loyola University Chicago School of Law.

© Copyright 2009, American Bar Association.