Administrative Orders and Circular Letters
Clarification on certified copy fees
Forms for filing, amending, terminating or reporting financing statements
Clarifications regarding the term for filing the Continuing Financial Disclosure Statement in light of Act No. 17-2014.
The Commercial Transactions Registry is operated pursuant to Chapter 9 on "Secured Transactions," amended and added by Act 21-2012 to the Commercial Transactions Act, Act No. 241-1996, as amended.
With the adoption of this measure, Puerto Rico incorporated modern financing legislation that is on par with the world market, particularly related to the uniform ruling of the United States, better known as the Uniform Commercial Code, UCC, for its acronym in English.
The Department of State is the government agency responsible for maintaining a public registry of all liens in which movable property is used as security for an obligation incurred.
This registry operates through filing a financing statement, a document that reports liens on personal property. Likewise, any change in the Declaration is handled here.
What is a lien?
A lien is a charge on property, which provides the creditor with a right to certain property as security for an obligation.
Movable property is property susceptible of appropriation and, in general, all property that can be transported from one point to another without detriment to the same.
- Examples include furniture, furnishings, electronic equipment, agricultural and construction machinery and jewelry.
Documents, instruments, incorporeal goods, financial paper or accounts, any purchase and sale of accounts or financial paper and consignment sales are also considered as movable property.
Real estate property
Immovable property is that which does not move, is firm, and is invariable, such as buildings, houses and/or farms.
Real estate property by destination
An immovable by virtue of its purpose is a movable property attached to real property, such as standing crops to be planted or standing timber.
Important note: Only encumbrances on movable property may be registered in this registry.
To register liens on real property or real estate by its destination, please contact the Property Registry of the Department of Justice. To register liens on motor vehicles, please go to the relevant registry of the Department of Transportation and Public Works.
Main advantages of this registry
- Perfects liens on movable property.
- Provides access to a debtor's history in relation to a movable asset.
- Allows to verify that the personal property offered as collateral for financing does not have other encumbrances that affect the collateral offered.
- It allows for an agile and reliable registry of encumbrances on movable property.
- It serves to protect both the creditor and the consumer.
To request the registration of a financing statement, you must access the Commercial Transaction Register link at www.estado.pr.gov.
Who can register and for how long is it valid?
If there is no agreement in the contract between the debtor and the creditor, the secured creditor will be the one indicated to present the transaction.
- The Declaration is valid for 5 years.
Changes to the Financing Statement
To manage changes to the Financing Statement, you must submit them electronically.
- Continuation – It is filed prior to the due date of the Declaration. The validity of the Declaration will continue for a period of 5 years, counted from the expiration date of the previous declaration.
- Termination – It is filed prior to the due date of the Statement, making reference to the affected Statement number.
- Assignment – A creditor may assign all or part of its rights, stating the name of the creditor and the debtor, the filing record number of the original Financing Statement, the name and address of the assignee and a description of the encumbered property assigned.
- Release – A creditor may release all or part of any encumbered property.
- Amendment – A financing statement may be amended. An amendment does not extend the effective period of a Declaration. If any amendment adds encumbered property, it will be effective with respect to that property as of the date of the amendment.
What other services does the Registry offer to the public?
- Certifications of Financing Statements.
- Certification indicating whether at a certain date and time there exists a financing statement naming a particular debtor, and if such financing statement exists, the name and address of each creditor secured thereby.
- Copy (certified or not) of any document in the Registry.
- Electronic access to the Registry.
The rights, obligations and rates in force were described in detail in regulation number 7874 of June 29, 2010. In the following link you can obtain a copy of the regulation (Download)
Below, we list the different forms used for the Registration of Commercial Transactions. These forms and/or applications are in PDF format.
- UCC1PR – Financing Statement (Download)
- UCC1AdPR – Attachment to Financing Statement (Download)
- UCC1APPR – Additional Part in Financing Statement (Download)
- UCC3PR – Amendment to Financing Statement (Download)
- UCC3AdPR – Addendum to Amendment to Financing Statement (Download)
- UCC3APPR – Supplemental Part in Amendment to Financing Statement (Download)
- UCC5PR – Information Statement (Download)
- UCC11 – Request for Information (Download)
- Financing Statement $25.00
- Continuation Statement $25.00
- Amendment Statement $25.00
- Statement of Termination $25.00
- Information Statement $25.00