Obtaining and Enforcing a Security Interest in Local Currency Under Article 9 of the UCC

Marina C. Leary* 

Community currency is known by many names including complementary currency, alternative currency, and parallel currency. Community currency operates alongside an official or national currency (e.g., dollars or euros) with the purpose of circulating within a small geographic area to facilitate the sale of goods and services. In other words, community currency refers to a privatized form of currency that is not backed by a government entity. With the increased use of community currency, it has the potential to serve as collateral for a security interest under the Article 9 of the Uniform Commercial Code. Although there are several types of community currency, this article will focus on obtaining and enforcing a security interest in local currency. After analyzing local currency under the UCC in its current form, this comment will offer several suggestions to better handle a security interest in local currency under the UCC.

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* J.D. Candidate, 2019, University of Richmond School of Law. B.A., 2014, Virginia Polytechnic Institute and State University. I would like to thank Professor David Frisch for his invaluable guidance and support throughout the writing process. I would also like to thank Jonathan Lazarow and Frances Lazarow for their thoughtful feedback on my comment. Lastly, I would like to thank the University of Richmond Law Review staff and editors for their assistance during the publishing process.

Evaluating a Permanent Court Solution for International Investment Disputes

Emily Palombo*

Despite the original objective of investor state dispute settlement (“ISDS”)—to create an unbiased arbitration mechanism to resolve conflicts between states and foreign investors—ISDS tribunals have gained the reputation of being one-sided, nontransparent, and inconsistent in decisions rendered. A major reform proposed to address the criticism of ISDS is the creation of one permanent tribunal, rather than numerous ad hoc tribunals constituted separately for each investment dispute. Discussion of ISDS reform in light of its historical context poses the question: is ISDS really a broken system, or have our global priorities and concerns changed over time? While improvements can be made, the current ISDS system is still faithfully serving its original purpose as a neutral tribunal where disputes can be arbitrated. In contrast, the creation of a permanent investment tribunal may thwart the principles envisioned for ISDS at its inception, most importantly, the balance between the protection of state sovereignty and the recognition of the investor as an autonomous private entity. This comment discusses a permanent court solution to international investment disputes in light of the European Council’s 2018 directive authorizing the European Commission to negotiate, on behalf of the European Union, a convention to establish a permanent body to settle investment disputes called the multilateral investment court (“MIC”). It compares the proposed MIC with the structure of the permanent investment tribunal, known as the Investment Court System, contemplated by the Comprehensive Economic and Trade Agreement. Ultimately, this comment concludes that ISDS tribunals can address many concerns through reform to the existing ad hoc system without requiring permanency, thus continuing to respect the original aims of the ISDS system and to foster international investment.

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* J.D. Candidate, 2019, University of Richmond School of Law. B.A., 2014, Christopher Newport University. I am grateful to Professor Chiara Giorgetti for her thoughtful comments on my draft, and to Emma Greger and the rest of the University of Richmond Law Review staff for their time and effort spent ensuring this comment was ready for publication.

Civil Practice and Procedure

Christopher S. Dadak*

This article addresses changes and notable analyses in approximately a year’s worth of Supreme Court of Virginia opinions, passed legislation, and revisions to the Rules of the Supreme Court of Virginia affecting Virginia civil procedure. This article is not meant to be all encompassing, but it does endeavor to capture the highlights of changes or analyses regarding Virginia civil procedure. The opinions discussed throughout this article do not all reflect changes in Virginia jurisprudence on civil procedure. Some address clarifications or reminders from the court on certain issues it has deemed worthy of addressing (and that practitioners continue to raise). The article first addresses opinions of the supreme court, then new legislation enacted during the 2018 General Assembly Session, and finally approved revisions to the Rules of the Supreme Court of Virginia.

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* Associate, Guynn & Waddell, P.C., Salem, Virginia. J.D., 2012, University of Richmond School of Law; B.A., 2008, Washington and Lee University. The author thanks the University of Richmond Law Review editors and staff for their patience and perseverance in bringing the Annual Survey book to fruition and particularly their efforts on this article.

Corporate and Business Law

Christopher L. McLean*

The past two years have produced a number of pieces of legislation from the Virginia General Assembly that serve to bring the set of Virginia business entity statutes up to date with its peers around the country. Part I highlights changes to the Virginia Stock Corporation Act (“VSCA”) and the Virginia Nonstock Corporation Act (“VNSCA”). Part II highlights changes to the Virginia Securities Act (“VSA”) and other statutes affecting Virginia business entities. Part III reviews two significant cases that the Supreme Court of Virginia decided over the past two years with respect to Virginia corporate law. Those decisions provided guidance on the concept of a foreign company “transacting business” in Virginia, the ability of a foreign company to maintain a suit in Virginia without properly obtaining a certificate from the Virginia State Corporation Commission (“Commission”) as a registered foreign company, and the survival of the “futility exception” with respect to derivative suits by members of a limited liability company (“LLC”).

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* Member, Kaufman & Canoles, P.C., McLean, Virginia. J.D., 2010, University of Richmond School of Law; B.A., 2007, University of Virginia.

Criminal Law and Procedure

Aaron J. Campbell*, John I. Jones, IV** & Rachel L. Yates***

This article surveys recent developments in criminal law and procedure in Virginia. Because of space limitations, the authors have limited their discussion to the most significant appellate decisions and legislation.

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* Assistant Attorney General,Criminal Appeals Section, Office of the Attorney General, Commonwealth of Virginia. J.D., 2009, University of Richmond School of Law; B.A., 2002, Concord University.
** Assistant Attorney General, Criminal Appeals Section, Office of the Attorney General, Commonwealth of Virginia. J.D., 2015, Regent University School of Law; B.S., 2009, Central Christian College of Kansas.
*** Assistant Attorney General, Criminal Appeals Section, Office of the Attorney General, Commonwealth of Virginia. J.D., 2013, University of Richmond School of Law; B.A., 2009, University of Virginia.