On 5th December, New York took a decisive step to modernise its commercial legal framework with the enactment of the New York Emerging Technologies Amendments to the Uniform Commercial Code (UCC). UCC is a set of laws that governs commercial transactions in the United States. It provides a standardised legal framework to facilitate commerce by harmonising the rules across states, covering areas such as sales, leases, negotiable instruments, and secured transactions.

Signed into law by Governor Kathy Hochul, these amendments introduce a new Article 12, focusing on Controllable Electronic Records (CERs), and provide a legal foundation for transactions involving digital assets and tokenised property. 

The legislative journey of these amendments is a collaborative effort between the New York City Bar Association, the Uniform Law Commission, and state legislators. The City Bar’s Presidential Task Force on Artificial Intelligence also played an important role in shaping the amendments. 

“We thank Governor Hochul for signing this forward-looking legislation. The Amendments position New York to lead in the digital economy and maintain its role as the preferred law and jurisdiction for commerce and finance,” quoted City Bar President Muhammad U. Faridi. 

State Senator Brad Hoylman-Sigal and Assembly Member Alex Bores championed the bill through the legislature, emphasising the need to update laws originally drafted nearly a century ago to reflect the demands of 21st-century commerce.

Article 12: Defining the future of digital trade

The introduction of Article 12 is the core of the New York Emerging Technologies Amendments, which establishes a clear legal framework for CERs. 

Unlike traditional paper documents, CERs are digital records that can be controlled, transferred, and authenticated electronically, much like physical assets. This recognition is crucial because it grants digital assets, such as electronic payment rights and tokenised property, the same legal status and enforceability as their tangible counterparts.

The Article covers what CERs are and sets rules for how to control and transfer them to help businesses and financial institutions be confident for digital transactions. This clarity minimises risks, promotes the use of digital collateral, and enables secure electronic commerce.

Additionally, Article 12 is designed to be technology-neutral and adaptable, making it future-proof as innovations such as blockchain and distributed ledger technologies (DLT) continue to evolve. 

This flexibility ensures that New York’s legal framework can accommodate emerging digital asset classes and trading methods without requiring constant legislative updates.

Law aligning with technological advances

The amendments align commercial law with technological advancements in digital asset transactions by providing clear legal certainty around these assets. 

This reduces transactional friction, lowering costs, and improving operational efficiency. 

Additionally, the amendments create a consistent legal framework, addressing jurisdictional issues that often complicate cross-border digital transactions and increase compliance costs.

Senator Hoylman-Sigal noted that “By updating the UCC to address emerging technologies and remove barriers to electronic commerce, our bill ensures that New York courts will continue to hear disputes on those transactions in the decades to come. I am grateful to Assemblymember Alex Bores for passing our bill in the Assembly and to the New York City Bar for leading the coalition that ensured our bill’s passage. As New York and its economy continue to advance, so too should our law. As of today, I’m excited to say that our law governing commercial transactions now reflects our state’s technological progress.”

Assembly Member Bores also quoted that “New York can’t stay the financial capital of the world if the rules for business are written for 1925, not 2025. Now, our businesses can use digital money, electronic contracts, and do business smoothly with other states. This is a win for New Yorkers, New York businesses, and our entire economy.”

Positioning New York for global competitiveness

The amendments position New York to compete effectively with other states and countries that are rapidly adapting their commercial laws. 

For instance, California has the California Consumer Privacy Act (CCPA) and the California Privacy Rights Act (CPRA), which include provisions impacting digital asset data privacy and consumer protections. 

Globally, India has the Information Technology Act that controls digital assets and cryptocurrencies. 

Similarly, the UK is developing rules for digital assets, with the Financial Conduct Authority (FCA) overseeing and authorising crypto firms. 

As of early September 2025, the UK government plans to extend regulation to cover a wider range of crypto activities, including stablecoins and decentralised finance (DeFi), under the Financial Services and Markets Act (FSMA).

Article 12 will give New York a competitive edge. On this, Edwin Smith, Chair of the Drafting Committee for the 2022 model Amendments to the UCC, stated that “The bill, now signed by the Governor, moves New York’s commercial law into the modern age and enables New York to be competitive with other states and countries, facilitating electronic commerce and new and emerging technologies. Congratulations to the Governor, the New York Legislature, and all those in New York who moved this bill forward.”

The new amendments will encourage multinational businesses to continue choosing the state as their preferred jurisdiction. 

The Amendments lower the risks and costs of transferring digital assets. This boosts market liquidity and supports the innovation of new financial products, giving consumers and businesses more access to financial services and investment opportunities.