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Post Meeting Packet — Florida Senate Committee on Commerce and Tourism (March 17, 2025)

Summary

The post-meeting packet for the Florida Senate Commerce and Tourism committee meeting of Monday, March 17, 2025, at 1:30 PM, with Senator Leek as Chair and Senator Arrington as Vice Chair. The expanded agenda lists bills including SB 1172 Business Development Incentives for Veterans and Military Spouses, SB 1400 Removal of Altered Sexual Depictions Posted Without Consent, SB 1666 Uniform Commercial Code and SM 1488 United States Sovereign Wealth Fund. Committee actions include Fav/CS with Yeas 9 Nays 0 for SB 1172 and Temporarily Postponed for SB 1438. The packet continues with a bill analysis of CS/SB 1172 and Florida Senate appearance record forms.

Summary drafted by a model from the document's text below and checked by script against that text before publication. It is a navigation aid, not a reading of what the document proves. Where AI is used

Cite this document

“Post Meeting Packet — Florida Senate Committee on Commerce and Tourism (March 17, 2025).” Archived at Pandemic Darlings, https://pandemicdarlings.com/source-documents/2025-03-17-post-meeting-packet-7854-b25debe91c/, SHA-256 d6c27725c57c52ff5c094d48b4947fc6846d59f448239190aaf0d338056b012b.

Full text

Commerce and Tourism - 03/17/2025 1:30 PM                                                       2025 Regular Session
Customized                                                                                       03/18/2025 5:19 PM
Tab

Tab 1      SB 1172 by Jones; Similar to H 00821 Business Development Incentives for Veterans and Military Spouses
198256   A       S      RCS             CM, Jones              Before L.27:                  03/17 04:42 PM


           SB 1400 by Calatayud; Identical to H 01161 Removal of Altered Sexual Depictions Posted Without
Tab 2
          Consent
167756   A        S     RCS           CM, Calatayud          Delete L.95 - 96:               03/17 04:42 PM


Tab 3     SB 1438 by Grall; Identical to H 00931 Online Access to Materials Harmful to Minors


Tab 4      SB 1666 by Grall; Similar to CS/H 00515 Uniform Commercial Code
901058   A       S      RCS              CM, Grall            Delete L.1677 - 2163:             03/17 04:42 PM


Tab 5     SM 1488 by Avila; Identical to H 04063 United States Sovereign Wealth Fund

          CS/SB 480 by BI, DiCeglie; Similar to CS/H 00497 Nonprofit Agricultural Organization Medical Benefit
Tab 6
         Plans

Tab 7      SB 922 by Leek; Identical to H 01219 Employment Agreements
445784   A       S      RCS             CM, Leek              Delete L.126 - 284:               03/17 04:42 PM


Tab 8     SB 1252 by Yarborough; Identical to H 01359 Statewide Pawn Data Database


Tab 9      SB 1776 by McClain; Similar to H 01601 Employment Rights
319032   A       S      RCS            CM, McClain           Delete L.141:                      03/17 04:39 PM




                                                   Page 1 of 1
2025 Regular Session                                 The Florida Senate
                             COMMITTEE MEETING EXPANDED AGENDA
                                              COMMERCE AND TOURISM
                                                 Senator Leek, Chair
                                             Senator Arrington, Vice Chair

            MEETING DATE:     Monday, March 17, 2025
                    TIME:     1:30—3:30 p.m.
                  PLACE:      Toni Jennings Committee Room, 110 Senate Building

                  MEMBERS:    Senator Leek, Chair; Senator Arrington, Vice Chair; Senators Davis, DiCeglie, Gruters, McClain,
                              Smith, Wright, and Yarborough

                                                        BILL DESCRIPTION and
 TAB       BILL NO. and INTRODUCER                   SENATE COMMITTEE ACTIONS                              COMMITTEE ACTION

   1    SB 1172                            Business Development Incentives for Veterans and             Fav/CS
        Jones                              Military Spouses; Citing this act as the “Florida                Yeas 9 Nays 0
        (Similar H 821)                    Veterans and Military Spouse Business Development
                                           Act”; requiring the Department of State to waive
                                           specified fees for certain businesses; providing
                                           specified tax exemptions for certain businesses;
                                           establishing the Veteran and Military Spouse
                                           Entrepreneurship Program in consultation with the
                                           Department of Commerce, etc.

                                           CM       03/17/2025 Fav/CS
                                           FT
                                           AP


   2    SB 1400                            Removal of Altered Sexual Depictions Posted Without          Fav/CS
        Calatayud                          Consent; Citing this act as “Brooke’s Law”; requiring            Yeas 9 Nays 0
        (Identical H 1161)                 covered platforms to establish a process by a
                                           specified date for removal of altered sexual depictions
                                           posted without the consent of the identifiable person;
                                           providing immunity for good faith compliance, etc.

                                           CM       03/17/2025 Fav/CS
                                           CJ
                                           RC


   3    SB 1438                            Online Access to Materials Harmful to Minors;                Temporarily Postponed
        Grall                              Requiring a developer to, beginning on a specified
        (Identical H 931, Compare H        date, make specific determinations about covered
        1503, S 1718)                      applications, provide notice to application stores
                                           about such applications, and provide certain features
                                           for parents to protect a user that is a child; requiring a
                                           covered manufacturer to, beginning on a specified
                                           date, take certain steps to determine specified
                                           information about the user, provide certain notices,
                                           and provide developers of covered applications with a
                                           specified means to verify the age of a user; providing
                                           requirements for devices sold before a specified date;
                                           providing construction, etc.

                                           CM       03/17/2025 Temporarily Postponed
                                           JU
                                           RC




                                                                                                                       S-036 (10/2008)
03172025.1548                                                                                                              Page 1 of 3
COMMITTEE MEETING EXPANDED AGENDA
Commerce and Tourism
Monday, March 17, 2025, 1:30—3:30 p.m.

                                                        BILL DESCRIPTION and
 TAB      BILL NO. and INTRODUCER                    SENATE COMMITTEE ACTIONS                            COMMITTEE ACTION

  4     SB 1666                            Uniform Commercial Code; Creating the “Uniform             Fav/CS
        Grall                              Commercial Code—Controllable Electronic Records”;              Yeas 9 Nays 0
        (Similar CS/H 515)                 specifying when a purchaser of a controllable account
                                           or controllable payment intangible is a qualifying
                                           purchaser; specifying when a person has control of a
                                           controllable electronic record; authorizing account
                                           debtors on a controllable account or controllable
                                           payment intangible to discharge obligations under
                                           certain circumstances; specifying requirements for
                                           perfecting security interests that are enforceable and
                                           perfected before a specified date, etc.

                                           CM       03/17/2025 Fav/CS
                                           JU
                                           RC


  5     SM 1488                            United States Sovereign Wealth Fund; Urging                Favorable
        Avila                              Congress to establish a framework for a sovereign              Yeas 6 Nays 3
        (Identical HM 4063)                wealth fund for the United States, etc.

                                           CM       03/17/2025 Favorable
                                           RC


  6     CS/SB 480                          Nonprofit Agricultural Organization Medical Benefit        Favorable
        Banking and Insurance / DiCeglie   Plans; Defining the term “nonprofit agricultural               Yeas 6 Nays 3
        (Similar CS/H 497)                 organization”; authorizing nonprofit agricultural
                                           organizations to provide medical benefit plans;
                                           specifying that such plans are not insurance for
                                           purposes of the Florida Insurance Code; prohibiting
                                           the nonprofit agricultural organization from marketing
                                           or selling a medical benefit plan through specified
                                           agents, etc.

                                           BI       03/03/2025 Temporarily Postponed
                                           BI       03/10/2025 Fav/CS
                                           CM       03/17/2025 Favorable
                                           RC


  7     SB 922                             Employment Agreements; Creating “The Florida               Fav/CS
        Leek                               Trade Secret Protection Act”; providing that certain           Yeas 6 Nays 3
        (Identical H 1219)                 covered garden leave agreements are not a restraint
                                           of trade or an attempt to monopolize trade or
                                           commerce; requiring a court to enter a preliminary
                                           injunction to stop covered employees, businesses,
                                           entities, or individuals if a breach of a covered garden
                                           leave agreement is alleged; providing that certain
                                           covered noncompete agreements are not a restraint
                                           of trade or an attempt to monopolize trade or
                                           commerce; authorizing a covered employer to reduce
                                           the salary or benefits of a covered employee if he or
                                           she engages in gross misconduct, etc.

                                           CM       03/17/2025 Fav/CS
                                           JU
                                           RC




                                                                                                                     S-036 (10/2008)
03172025.1548                                                                                                            Page 2 of 3
COMMITTEE MEETING EXPANDED AGENDA
Commerce and Tourism
Monday, March 17, 2025, 1:30—3:30 p.m.

                                                       BILL DESCRIPTION and
 TAB      BILL NO. and INTRODUCER                   SENATE COMMITTEE ACTIONS                          COMMITTEE ACTION

  8     SB 1252                           Statewide Pawn Data Database; Providing definitions;     Favorable
        Yarborough                        requiring the Department of Law Enforcement to               Yeas 9 Nays 0
        (Identical H 1359)                create a statewide database of transaction data
                                          electronically reported by specified businesses;
                                          prohibiting certain data transfers by third-party
                                          vendors; providing restrictions on use; providing
                                          requirements for data storage; providing penalties for
                                          violations; authorizing rulemaking, etc.

                                          CM       03/17/2025 Favorable
                                          ACJ
                                          FP


  9     SB 1776                           Employment Rights; Revising the definition of the        Fav/CS
        McClain                           term “independent contractor”; revising the                  Yeas 6 Nays 3
        (Similar H 1601)                  prohibitions against retaliatory personnel action
                                          against an employee by his or her employer;
                                          providing that an employee may not recover in an
                                          action against an employer for a retaliatory personnel
                                          action unless the employee can prove certain claims
                                          by clear and convincing evidence; requiring, rather
                                          than authorizing, a court to award reasonable
                                          attorney fees and costs to the prevailing party for
                                          retaliatory personnel actions, etc.

                                          CM       03/17/2025 Fav/CS
                                          JU
                                          RC


        Other Related Meeting Documents




                                                                                                                  S-036 (10/2008)
03172025.1548                                                                                                         Page 3 of 3
                                                      The Florida Senate
                  BILL ANALYSIS AND FISCAL IMPACT STATEMENT
              (This document is based on the provisions contained in the legislation as of the latest date listed below.)

                  Prepared By: The Professional Staff of the Committee on Commerce and Tourism

BILL:           CS/SB 1172
INTRODUCER:     Commerce and Tourism Committee and Senator Jones
SUBJECT:        Preferences for Veterans and Military Spouses
DATE:           March 17, 2025                  REVISED:


         ANALYST                      STAFF DIRECTOR                 REFERENCE                                 ACTION
1. Renner                           McKay                                 CM              Fav/CS
2.                                                                        FT
3.                                                                        AP



                    Please see Section IX. for Additional Information:
                                   COMMITTEE SUBSTITUTE - Substantial Changes




  I.    Summary:

        CS/SB 1172 creates the Florida Veterans and Military Spouse Business Development Act, to
        attract and support businesses owned by veterans and military spouses through financial and
        operational incentives. The bill defines a veteran-owned or military spouse-owned business as
        one that is at least 51 percent owned, controlled, or managed by one or more veterans or military
        spouses.

        The bill amends s. 295.187, F.S., which entitles a veteran business enterprise to vendor
        preference, to provide that both veteran-owned businesses and those owned by military spouses
        are eligible for vendor contracting preferences.

        The bill requires the Department of State (DOS) to waive all fees for new businesses established
        by veterans or military spouses and existing veteran or military spouse-owned businesses that
        move to Florida between July 1, 2025, and December 31, 2030.

        The bill provides the following tax exemptions for eligible veteran and military spouse-owned
        businesses:
        • A 5-year exemption from the state corporate income tax.
        • A one-time sales tax exemption on equipment and supplies directly related to its business
           operations.
        • For businesses relocating to Florida, tax exemptions apply for 5 years after the certification
           date.
BILL: CS/SB 1172                                                                                                            Page 2


          The bill directs the Florida Department of Veterans Affairs (FDVA) and the Department of
          Commerce to establish the Veteran and Military Spouse Entrepreneurship Program to assist
          veterans and military spouses in securing funding and providing educational resources and
          consulting services.

          The FDVA must submit an annual report to the Governor and the Legislature detailing economic
          metrics and demographic information regarding businesses owned by veterans and military
          spouses. The report must include the number of such businesses established in the state and those
          that have relocated to the state.

          The bill requires that the state and its political subdivisions give preference in appointment and
          retention in positions of employment to the spouses of wartime veterans, veterans, members of
          any reserve component of the U.S. Armed Forces or the Florida National Guard, and certain
          active duty servicemembers.

          The bill authorizes private employers to adopt employment policies that give preference in hiring
          to current members of any reserve component of the U.S. Armed Forces or the National Guard
          and their spouses, and the spouses of active duty servicemembers serving in the U.S. Armed
          Forces.

          The Revenue Estimating Conference has not reviewed the bill.

          The bill takes effect upon becoming law.

    II.   Present Situation:

          Veterans’ Employment Preference

          The state and its political subdivisions1 must give employment preference in hiring and retention
          to the following:2
          • A disabled veteran who has served on active duty in any branch of the U.S. Armed Forces,3
              who has a compensable service-connected disability, and who is receiving compensation,
              disability retirement benefits, or a military pension.
          • The spouse of a veteran4 who:
              o Has a total and permanent service-connected disability and who, because of this
                  disability, does not qualify for employment; or
              o Is missing in action, captured in the line of duty by a hostile force, or forcibly detained or
                  interned in the line of duty by a foreign government or power.



1
  Political subdivision includes counties, cities, towns, villages, special tax school districts, special road and bridge districts,
bridge districts, and all other districts in the state. Section 1.01(8), F.S.
2
  Section 295.07(1)(a)-(g), F.S.
3
  10 USC §101(a) defines the term “Armed Forces” as the Army, Navy, Air Force, Marine Corps, Space Force, and the Coast
Guard.
4
  See s. 1.01(14), F.S.
BILL: CS/SB 1172                                                                                                       Page 3

         •   A veteran of any war who has served at least one day during that wartime period or who has
             been awarded a campaign or expeditionary medal. Active duty for training may not be
             allowed for eligibility under this provision.
         •   The unremarried widow or widower of a veteran who died of a service-connected disability.
         •   The mother, father, legal guardian, or unremarried widow or widower of a member of the
             Armed Forces who died in the line of duty under combat-related conditions, as verified by
             the U.S. Department of Defense.
         •   A veteran as defined in s. 1.01(14), F.S.
         •   A current member of any reserve component of the U.S. Armed Forces or the Florida
             National Guard.

         A private employer is authorized to adopt employment policies that give preference in hiring to:5
         • Honorably discharged veterans.
         • The spouse of a veteran with a service-connected disability.
         • The unremarried widow or widower of a veteran who died of a service-connected disability.
         • The unremarried widow or widower of a member of the U.S. Armed Forces who died in the
            line of duty under combat-related conditions.

         Florida Veteran Business Enterprise Opportunity Act

         The Florida Veteran Business Enterprise Opportunity Act6 exists to rectify the economic
         disadvantage of service-disabled veterans7 and to recognize wartime veterans8 for their
         sacrifices. The Department of Management Services’ (DMS) Office of Supplier Development, in
         partnership with the FDVA, administers the Veteran Business Enterprises program. The DMS is
         responsible for working with the FDVA to establish a certification procedure and either granting,
         denying, or revoking the certification of a veteran business enterprise.9 Responsibilities of the
         FDVA include:10
         • Assisting the DMS in establishing a certification procedure, which must be reviewed
             biennially and updated as necessary;
         • Identifying eligible veteran business enterprises by any electronic means (including email or
             website) or by any other reasonable means; and
         • Encouraging and assisting eligible veteran business enterprises to apply for certification.

         The application process for a veteran business enterprise requires a business to register as a
         vendor on MyFloridaMarketPlace, the state’s procurement website, and submit the required




5
  Section 295.188(2), F.S.
6
  Section 295.187, F.S.
7
  A service-disabled veteran is defined as a veteran who is a permanent Florida resident with a service-connected disability as
determined by the U.S. Department of Veterans Affairs or who has been terminated from military service by reason of
disability by the U.S. Department of Defense. Section 295.187(3)(b), F.S.
8
  A wartime veteran is a veteran that served in a campaign or expedition for which a campaign badge has been authorized or
during a specified period of wartime service. Section 295.187(3)(d), F.S.
9
  Section 295.187(7), F.S.
10
   Section 295.187(6), F.S.
BILL: CS/SB 1172                                                                                                        Page 4

         documentation to the Office of Supplier Development.11 To be certified as a veteran business
         enterprise, a business enterprise must be an independently owned and operated business that:12
         • Employs 200 or fewer permanent full-time employees;
         • Has a net worth of $5 million or less;
         • Is domiciled in Florida;
         • Is at least 51 percent owned by one or more wartime veterans or service-disabled veterans or,
             for a service-disabled veteran with a permanent and total disability, by the spouse or
             permanent caregiver of the veteran.

         A veteran business enterprise is entitled to vendor preference. Vendor preference requires a state
         agency to award a procurement or contract to the certified veteran business enterprise when
         considering two or more bids, proposals, or replies for the procurement of commodities or
         contractual services, at least one of which is from a certified veteran business enterprise, which
         are equal to all relevant considerations, including price, quality, and service. However, if a
         veteran business enterprise entitled to the vendor preference and one or more businesses entitled
         to this preference or another vendor preference provided by law submit bids, proposals, or replies
         for procurement of commodities or contractual services that are equal to all relevant
         considerations, including price, quality, and service, the state agency will award the procurement
         or contract to the business having the smallest net worth.13

         Veterans Employment and Training Services Program

         The Veterans Employment and Training Services Program, created within the FDVA, assists in
         connecting servicemembers, veterans, or their spouses with finding employment in targeted
         industry14 businesses seeking to hire well-trained workers and with opportunities for
         entrepreneurship education, training, and resources. The program aims to meet the workforce
         demands of businesses in Florida by facilitating access to training and education in high-demand
         fields and the development of veteran-owned small businesses. 15

         Functions of the program include:16
         • Conducting marketing and recruiting efforts directed at individuals within the target market
            who reside or have an interest in relocating to Florida and who are seeking employment.
         • Assisting individuals in the target market who reside in or relocate to Florida and who are
            seeking employment with target industry or secondary industry businesses.17
         • Assisting Florida target industry and secondary industry businesses in recruiting and hiring
            individuals.

11
   Department of Management Services, Office of Supplier Development, Get Certified,
https://www.dms.myflorida.com/agency_administration/office_of_supplier_diversity_osd/get_certified (last visited March
14, 2025).
12
   Section 295.187(3)(c), F.S.
13
   Section 295.187(4), F.S.
14
   See s. 288.005, F.S.
15
   Section 292.22(1), F.S.
16
   Section 292.22(4)(a)-(e), F.S.
17
   Secondary industry business is a business that the state has an additional interest in supporting and for which veterans and
their spouses may have directly transferable skills. Such businesses are in the fields of health care, agriculture, commercial
construction, education, law enforcement, and public service. Section 292.22(2)(a), F.S.
BILL: CS/SB 1172                                                                                                       Page 5

         •     Creating a grant program to provide funding to assist individuals in the target market in
               meeting the workforce-skill needs of target industry and secondary industry businesses
               seeking to hire, promote, or generally improve specialized skills of veterans.
         •     Contracting with entities to administer an entrepreneur initiative program.

         Corporation Fees

         A Limited Liability Company (LLC) is a type of business entity recognized by and regulated
         under chapter 605, F.S., the Florida Revised Limited Liability Company Act. Benefits to forming
         a business as an LLC include a flexible tax structure and a vertical liability shield, which limits
         the personal liability of the LLC’s members and managers for company obligations.

         A for-profit corporation is a type of business entity recognized and regulated under chapter 607,
         F.S. To organize, a corporation must file articles of incorporation, including specifics such as a
         corporate name, address, number of shares, and the designation of a registered office and agent. 18

         The DOS is the state’s central location responsible for receiving and maintaining a number of
         corporate records. Florida law requires certain documents to be filed with the Division of
         Corporations (division) of the DOS for a business to be organized as a corporation, partnership,
         LLC, or other business/commercial entity. Business entities can file these documents and check
         their status through an internet portal maintained by the division.

         To help maintain these records, the DOS is statutorily allowed to collect fees. The relevant fees
         for the bill are as follows:19

                                                         Corporation Fees
             New Florida/Foreign Corporation
             Filing Fees                                                                       $35.00
             Registered Agent Designation                                                      $35.00
             Annual Reports
             Annual Report of a For Profit Corporation                                         $150.00
             Annual Report of Not For Profit Corporation                                       $61.25
             Resignation of Agent
             Resignation of Registered Agent of an Active Corporation                          $87.50
             Resignation of Registered Agent of an Administratively                            $35.00
             Dissolved/Voluntarily Dissolved/Withdrawn Corporation/Inactive
             Corporation

                                               Limited Liability Company Fees
             New Florida/Foreign LLC

18
  Section 607.0202, F.S.
19
  The Florida Department of State, Division of Corporations, Fees, available at https://dos.fl.gov/sunbiz/forms/fees/, (last
visited March 14, 2025).
BILL: CS/SB 1172                                                                                       Page 6

          Filing Fee                                                              $100.00
          Registered Agent Designation Fee                                        $25.00
          Annual Reports
          Annual Report                                                           $138.75
          Resignation of Agent
          Resignation of Registered Agent for an active LLC                       $85.00
          Resignation of Registered Agent for a dissolved/inactive LLC            $25.00

         Florida Sales and Use Tax

         Florida levies a 6 percent tax on the sale or rental of most items of tangible personal property,20
         admissions,21 transient rentals,22 and a limited number of services, as well as a 2 percent tax on
         commercial leases.23 Sales tax is added to the price of the taxable good or service and collected
         from the purchaser at the time of sale.24 Counties are authorized to impose local discretionary
         sales surtaxes in addition to the state sales tax.25

         Section 212.05, F.S. provides several exemptions from the sales and use tax, many directly
         related to “business operations.”

         Corporate Income/Franchise Tax

         Florida levies a 5.5 percent tax on the taxable income of corporations and financial institutions
         doing business in Florida.26 Florida utilizes the taxable income determined for federal income tax
         purposes as a starting point to determine the total amount of Florida corporate income tax due.27
         This means that a corporation paying taxes in Florida generally receives the same benefits from
         deductions allowed when determining taxable income for federal tax purposes as it does when
         determining taxable income for state taxation purposes.

         Florida provides various tax benefits for certain corporate activities. These tax benefits take the
         form of subtractions, which reduce the amount of income that is subject to tax; exemptions,
         which prohibit taxation on certain levels of income; and tax credits, which reduce a corporation’s
         tax liability dollar-for-dollar.

III.     Effect of Proposed Changes:

         Section 1 amends s. 295.07, F.S., to require the state and its political subdivisions to give
         preference in appointment and retention in positions of employment to the spouses of wartime



20
   Section 212.05(1)(a)1.a., F.S.
21
   Section 212.04(1)(b), F.S.
22
   Section 212.03(1)(a), F.S.
23
   Section 212.031, F.S.
24
   Section 212.07(2), F.S.
25
   Section 212.055, F.S.
26
   Section 220.11(2), F.S.
27
   Section 220.12, F.S.
BILL: CS/SB 1172                                                                                      Page 7

           veterans, veterans, members of any reserve component of the U.S. Armed Forces or the Florida
           National Guard, and certain active duty servicemembers.

           Section 2 amends s. 295.187, F.S., relating to the “Florida Veteran Business Enterprise
           Opportunity Act,” to define a business owned by a veteran or military spouse and provide that
           such businesses be considered for vendor contracting preferences.

           Section 3 amends s. 295.188, F.S., to authorize private employers to adopt employment policies
           that give preference in hiring to current members of any reserve component of the U.S. Armed
           Forces or the Florida National Guard and their spouses, and the spouses of active duty
           servicemembers serving in the U.S. Armed Forces.

           Section 4 creates s. 295.189, F.S., the Florida Veterans and Military Spouse Business
           Development Act to attract and support veteran-owned and military spouse-owned businesses by
           providing financial and operational incentives.

           The bill defines a veteran-owned or military spouse-owned business as a business entity that is at
           least 51 percent owned, controlled, or managed by one or more veterans or military spouses. The
           bill defines “military spouse” as the spouse of an active duty28 member of the U.S. Armed
           Forces29 or a veteran.

           Fee Waivers
           The DOS must waive all fees for a new business established by a veteran or military spouse or an
           existing veteran-owned or military spouse-owned business that relocates to Florida.

           The DOS must establish registration requirements for the fee waivers, which must include:
           • For veterans - A DD Form 214 or another acceptable form of identification as specified by
              the FDVA; or
           • For military spouses – verification of a relationship with a spouse on active duty.

           The fee waivers apply to such businesses established or certified between July 1, 2025, and
           December 31, 2030, and must receive expedited processing for certifications.

           Tax Exemptions
           Eligible veteran-owned and military spouse-owned business must receive the following tax
           exemptions:
           • A 5-year exemption from the state corporate income tax.
           • A one-time sales tax exemption on equipment and supplies directly related to its business
               operations.
           • For businesses relocating to Florida, tax exemptions apply for 5 years after the certification
               date.

           The Department of Revenue must establish procedures for claiming the exemptions.

28
     See s. 250.01(1), F.S.
29
     See s. 250.01(4), F.S.
BILL: CS/SB 1172                                                                                  Page 8


      Veteran & Military Spouse Entrepreneurship Program
      The bill directs the FDVA, in conjunction with the Department of Commerce, to establish the
      Veteran and Military Spouse Entrepreneurship Program (program), including an application
      process and eligibility criteria. The program must include:
      • Personalized business mentorship and consulting services;
      • Assistance with obtaining startup capital through state and federal funding programs; and
      • Educational resources, including workshops on business planning, marketing, and regulatory
         compliance.

      Priority must be given to applications from veteran-owned or military spouse-owned businesses.

      Other Provisions
      The bill requires the FDVA, the DOS, and the Department of Revenue to develop rules to
      administer the Act and to ensure interagency cooperation.

      The FDVA must submit an annual report to the Governor and the Legislature and include the
      following:
      • The number of veteran-owned or military spouse-owned businesses that were established in
          Florida or relocated to Florida;
      • Economic metrics such as jobs created by and tax revenue impact of veteran-owned or
          military spouse-owned businesses; and
      • Demographic data for the participating veterans and military spouses.

      Section 5 provides the bill takes effect upon becoming law.

IV.   Constitutional Issues:

      A.     Municipality/County Mandates Restrictions:

             Article VII, section 18 of the Florida Constitution requires a two-thirds vote of the
             membership of each house of the Legislature requiring counties and municipalities to
             spend funds, limit their ability to raise revenue, or reduce the percentage of a state tax
             shared with them. This bill does not require counties and municipalities to spend funds,
             limit their ability to raise revenue, or reduce the percentage of a shared state tax.
             Therefore, the provisions of Article VII, section 18 of the Florida Constitution do not
             apply.

      B.     Public Records/Open Meetings Issues:

             None.

      C.     Trust Funds Restrictions:

             None.
BILL: CS/SB 1172                                                                                          Page 9

           D.      State Tax or Fee Increases:

                   The bill does not create or raise a state tax or fee. Therefore, the requirements of Art. VII,
                   s. 19 of the Florida Constitution do not apply.

           E.      Other Constitutional Issues:

                   None identified.

 V.        Fiscal Impact Statement:

           A.      Tax/Fee Issues:

                   The Revenue Estimating Conference has not reviewed the bill. The state would likely
                   collect less in fees and taxes.

           B.      Private Sector Impact:

                   The bill may have a positive fiscal impact on eligible veteran and military spouse-owned
                   businesses that receive tax exemptions and fee waivers and on spouses who find
                   employment with private employers or with the state.

           C.      Government Sector Impact:

                   None.

VI.        Technical Deficiencies:

           None.

VII.       Related Issues:

           Regarding the corporate income/franchise tax, as drafted, the bill does not prohibit or prevent a
           business owned by a veteran or a military spouse from ceasing operation after 5 years under one
           legal entity and creating a new legal entity for an additional 5 years.

           Regarding the sales and use tax exemption, it is unclear if it means the use of the exemption is
           limited to a single purchase transaction, a single item, or a time frame. It is also unclear how long
           the sales tax exemption applies to purchases of equipment and supplies directly related to
           business operations made by a new Florida business or an existing business that relocates to
           Florida.30

           Relating to the annual report required by the FDVA, the bill does not provide a date for which
           the report is due.




30
     Department of Revenue analysis for SB 1172. On file with Senate Commerce and Tourism Committee.
 BILL: CS/SB 1172                                                                                                                     Page 10

VIII.   Statutes Affected:

        This bill substantially amends sections 295.07, 295.187, and 295.188 of the Florida Statutes.
        This bill creates section 295.189 of the Florida Statutes.

 IX.    Additional Information:

        A.       Committee Substitute – Statement of Substantial Changes:
                 (Summarizing differences between the Committee Substitute and the prior version of the bill.)

                 CS by Committee on Commerce and Tourism on March 17, 2025:
                 The CS:
                 • Requires the state and its political subdivisions to give preference in appointment and
                    retention in positions of employment to the spouses of wartime veterans, veterans,
                    members of any reserve component of the U.S. Armed Forces or the Florida National
                    Guard, and certain active duty servicemembers.
                 • Authorizes private employers to adopt employment policies that give preference in
                    hiring to current members of any reserve component of the U.S. Armed Forces or the
                    Florida National Guard and their spouses, and the spouses of active duty
                    servicemembers serving in the U.S. Armed Forces.

        B.       Amendments:

                 None.

         This Senate Bill Analysis does not reflect the intent or official position of the bill’s introducer or the Florida Senate.
     Florida Senate - 2025                           COMMITTEE AMENDMENT        Florida Senate - 2025                           COMMITTEE AMENDMENT
     Bill No. SB 1172                                                           Bill No. SB 1172




                              Ì198256EÎ198256                                                            Ì198256EÎ198256


                              LEGISLATIVE ACTION                           11   employment to:
           Senate                       .                  House           12        (c) A wartime veteran as defined in s. 1.01(14), who has
          Comm: RCS                     .                                  13   served at least 1 day during a wartime period, and his or her
         03/17/2025                     .                                  14   spouse. Active duty for training may not be allowed for
                                        .                                  15   eligibility under this paragraph.
                                        .                                  16        (f) A veteran as defined in s. 1.01(14) and his or her
                                        .                                  17   spouse. Active duty for training may not be allowed for
                                                                           18   eligibility under this paragraph.
                                                                           19        (g) A current member of any reserve component of the United
                                                                           20   States Armed Forces or the Florida National Guard and his or her
                                                                           21   spouse.
                                                                           22        (h) The spouse of an active duty servicemember serving in
                                                                           23   the United States Armed Forces. Active duty training may not be
                                                                           24   allowed for eligibility under this paragraph.
                                                                           25        Section 2.   Section 295.188, Florida Statutes, is amended to
     The Committee on Commerce and Tourism (Jones) recommended the         26   read:
     following:                                                            27        295.188 Preference in hiring veterans and their spouses for
                                                                           28   private employers.—
1        Senate Amendment (with title amendment)                           29        (1) The Legislature intends to establish a permissive
2                                                                          30   preference in private employment for certain veterans and their
3        Before line 27                                                    31   spouses.
4    insert:                                                               32        (2) A private employer may adopt an employment policy that
5        Section 1.   Paragraphs (c), (f), and (g) of subsection (1)       33   gives preference in hiring to an honorably discharged veteran,
6    of section 295.07, Florida Statutes, are amended, and paragraph       34   as defined in s. 1.01(14); the spouse of a veteran with a
7    (h) is added to that subsection, to read:                             35   service-connected disability, as described in s. 295.07(1)(b);
8        295.07 Preference in appointment and retention.—                  36   the unremarried widow or widower of a veteran who died of a
9        (1) The state and its political subdivisions shall give           37   service-connected disability, as described in s. 295.07(1)(d);
10   preference in appointment and retention in positions of               38   or the unremarried widow or widower of a member of the United
                                                                           39   States Armed Forces who died in the line of duty under combat-

                                   Page 1 of 4                                                              Page 2 of 4
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     Florida Senate - 2025                           COMMITTEE AMENDMENT        Florida Senate - 2025                           COMMITTEE AMENDMENT
     Bill No. SB 1172                                                           Bill No. SB 1172




                              Ì198256EÎ198256                                                            Ì198256EÎ198256


40   related conditions; a current member of any reserve component of      69        active duty training from being eligible for such
41   the United States Armed Forces or the Florida National Guard or       70        preference; amending s. 295.187, F.S.; defining the
42   his or her spouse; or the spouse of an active duty servicemember      71        term “veteran-owned or military spouse-owned
43   serving in the United States Armed Forces. Active duty training       72        business”; providing for contracting preferences for
44   may not be allowed for eligibility under this subsection. Such        73        such businesses; creating s. 295.189, F.S.; providing
45   policy shall be applied uniformly to employment decisions             74        a short title; providing
46   regarding hiring and promotion.
47       (3) These preferences are not considered violations of any
48   state or local equal employment opportunity law.
49
50   ================= T I T L E    A M E N D M E N T ================
51   And the title is amended as follows:
52       Delete lines 2 - 7
53   and insert:
54       An act relating to preferences for veterans and
55       military spouses; amending s. 295.07, F.S.; requiring
56       the state and its political subdivisions to give
57       preference in appointment and retention in positions
58       of employment to the spouses of wartime veterans,
59       veterans, members of any reserve component of the
60       United States Armed Forces or the Florida National
61       Guard, and certain active duty servicemembers;
62       amending s. 295.188, F.S.; authorizing private
63       employers to adopt employment policies that give
64       preference in hiring to current members of any reserve
65       component of the United States Armed Forces or the
66       Florida National Guard and their spouses and the
67       spouses of active duty servicemembers serving in the
68       United States Armed Forces; prohibiting members on

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      Florida Senate - 2025                                        SB 1172         Florida Senate - 2025                                      SB 1172



      By Senator Jones




      34-01662-25                                               20251172__         34-01662-25                                             20251172__
1                             A bill to be entitled                          30    subsection (4) of that section is amended, to read:
2          An act relating to business development incentives for            31         295.187 Florida Veteran Business Enterprise Opportunity
3          veterans and military spouses; providing a short                  32    Act.—
4          title; amending s. 295.187, F.S.; defining the term               33         (3) DEFINITIONS.—For the purpose of this section, the term:
5          “veteran-owned or military spouse-owned business”;                34         (d) “Veteran-owned or military spouse-owned business” has
6          providing for contracting preferences for such                    35    the same meaning as in s. 295.189(3).
7          businesses; creating s. 295.189, F.S.; providing                  36         (4) VENDOR PREFERENCE.—
8          definitions; requiring the Department of State to                 37         (a) A state agency, when considering two or more bids,
9          waive specified fees for certain businesses; providing            38    proposals, or replies for the procurement of commodities or
10         eligibility requirements for the fee waivers;                     39    contractual services, at least one of which is from a certified
11         providing applicability; providing specified tax                  40    veteran business enterprise or veteran-owned or military spouse-
12         exemptions for certain businesses; requiring the                  41    owned business, which are equal with respect to all relevant
13         Department of Revenue to develop procedures for such              42    considerations, including price, quality, and service, shall
14         exemptions; providing that such exemptions apply for a            43    award such procurement or contract to the certified veteran
15         specified period for certain businesses relocating to             44    business enterprise or the veteran-owned or military spouse-
16         this state; establishing the Veteran and Military                 45    owned business.
17         Spouse Entrepreneurship Program in consultation with              46         (b) Notwithstanding s. 287.057(12), if a veteran business
18         the Department of Commerce; providing requirements for            47    enterprise or a veteran-owned or military spouse-owned business
19         the program; requiring that certain businesses receive            48    entitled to the vendor preference under this section and one or
20         expedited processing for certain certifications;                  49    more businesses entitled to this preference or another vendor
21         providing for rulemaking and interagency cooperation;             50    preference provided by law submit bids, proposals, or replies
22         providing reporting requirements; providing an                    51    for procurement of commodities or contractual services which are
23         effective date.                                                   52    equal with respect to all relevant considerations, including
24                                                                           53    price, quality, and service, the state agency shall award the
25    Be It Enacted by the Legislature of the State of Florida:              54    procurement or contract to the business having the smallest net
26                                                                           55    worth.
27         Section 1.    Present paragraph (d) of subsection (3) of          56         (c) Political subdivisions of the state are encouraged to
28    section 295.187, Florida Statutes, is redesignated as paragraph        57    offer a similar consideration to businesses certified under this
29    (e), a new paragraph (d) is added to that subsection, and              58    section.

                                   Page 1 of 5                                                                Page 2 of 5
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      Florida Senate - 2025                                       SB 1172           Florida Senate - 2025                                       SB 1172




      34-01662-25                                               20251172__          34-01662-25                                              20251172__
59         Section 2.   Section 295.189, Florida Statutes, is created to     88          2. An existing veteran-owned or military spouse-owned
60    read:                                                                  89     business that relocates to this state.
61         295.189 Business development incentives for veterans and          90          (b) The Department of State shall establish registration
62    military spouses.—                                                     91     requirements for such fee waivers, which must include:
63         (1) SHORT TITLE.—This act may be cited as the “Florida            92          1. For veterans, a DD Form 214 or another acceptable form
64    Veterans and Military Spouse Business Development Act.”                93     of identification as specified by the Department of Veterans’
65         (2) LEGISLATIVE FINDINGS AND INTENT.—                             94     Affairs; or
66         (a) The Legislature finds that veterans and military              95          2. For military spouses, verification of a military spouse
67    spouses contribute significantly to this state’s economy through       96     relationship with a spouse who is on active duty.
68    their skills, expertise, and entrepreneurial efforts.                  97          (c) The fee waivers apply to veteran-owned or military
69         (b) The Legislature recognizes the challenges of frequent         98     spouse-owned businesses established or certified between July 1,
70    relocations and economic instability faced by many military            99     2025, and December 31, 2030.
71    spouses.                                                               100         (5) TAX EXEMPTIONS.—
72         (c) It is the intent of the Legislature that this act             101         (a) Eligible veteran-owned and military spouse-owned
73    attract and support veteran-owned and military spouse-owned            102    businesses shall receive:
74    businesses by providing financial and operational incentives.          103         1. A 5-year exemption from the state corporate income tax
75         (3) DEFINITIONS.—For the purpose of this section, the term:       104    and state franchise tax.
76         (a) “Military spouse” means the spouse of:                        105         2. A one-time sales tax exemption on equipment and supplies
77         1. An active duty member of the United States Armed Forces;       106    directly related to its business operations.
78    or                                                                     107         (b) The Department of Revenue shall establish procedures
79         2. A veteran.                                                     108    for claiming these exemptions.
80         (b) “Veteran” has the same meaning as in s. 1.01(14).             109         (c) For businesses relocating to this state, tax exemptions
81         (c) “Veteran-owned or military spouse-owned business” means       110    apply for 5 years after the date of certification.
82    a business entity that is at least 51 percent owned, controlled,       111         (6) VETERAN AND MILITARY SPOUSE ENTREPRENEURSHIP PROGRAM.—
83    or managed by one or more veterans or military spouses.                112         (a) The Department of Veterans’ Affairs, in conjunction
84         (4) FEE WAIVER.—                                                  113    with the Department of Commerce, shall establish the Veteran and
85         (a) The Department of State shall waive all fees for:             114    Military Spouse Entrepreneurship Program, including an
86         1. A new business established by a veteran or military            115    application process and eligibility criteria. The program must
87    spouse.                                                                116    include:

                                  Page 3 of 5                                                                   Page 4 of 5
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       Florida Senate - 2025                                       SB 1172




       34-01662-25                                              20251172__
117         1. Personalized business mentorship and consulting
118    services.
119         2. Assistance with obtaining startup capital through state
120    and federal funding programs.
121         3. Educational resources, including workshops on business
122    planning, marketing, and regulatory compliance.
123         (b) Priority must be given to applications from businesses
124    that are veteran-owned or military spouse-owned.
125         (7) EXPEDITED PROCESSING.—Veteran-owned and military
126    spouse-owned businesses must receive expedited processing for
127    certifications.
128         (8) ADMINISTRATION.—The Department of Veterans’ Affairs,
129    the Department of Revenue, and the Department of State shall:
130         (a) Develop rules for administering this section.
131         (b) Ensure interagency cooperation for seamless
132    implementation of this section.
133         (9) ANNUAL REPORTING.—The Department of Veterans’ Affairs
134    shall submit an annual report to the Governor, the President of
135    the Senate, and the Speaker of the House of Representatives that
136    includes:
137         (a) The number of veteran-owned or military spouse-owned
138    businesses that were established in this state or that relocated
139    to this state.
140         (b) Economic metrics such as jobs created by and tax
141    revenue impact of veteran-owned or military spouse-owned
142    businesses.
143         (c) Demographic data for the participating veterans and
144    military spouses.
145         Section 3.   This act shall take effect upon becoming a law.

                                   Page 5 of 5
      CODING: Words stricken are deletions; words underlined are additions.
                                        The Florida Senate

                          Committee Agenda Request




To:            Senator Thomas Leek, Chair
               Committee on Commerce and Tourism

Subject:       Committee Agenda Request

Date:          March 4, 2025


I respectfully request that Senate Bill #1172, relating to Business Development Incentives for
Veterans, Retirees, and Military Spouses, be placed on the:

               committee agenda at your earliest possible convenience.

               next committee agenda.




                                             Senator Shevrin D. “Shev” Jones
                                             Florida Senate, District 34




File signed original with committee office                                           S-020 (03/2004)
                                                                          The Florida Senate
                                             L                 APPEARANCE RECORD
                    Meeting Date                                                                                                       Bill Number orTopic
                                                                        Deliver both copies of this form to

     Uafal-.: &e--c-,-.f
                    Committee
                                                                 Senate professional staff conducting the meeting

                                                                                                                               Amendment Barcode (if applicable)


Name                  Se                                                                               Phone        L
Address      zzcr' iln
           Strcet
                                                  Ll   n4 kue                                          Email


                            d,a^
           City                                        State                      Zip




              Speaking:
                             Rror !
                                                Against I        lnformation OR                     waive speaking:   I   tn support   !      Against



                                                               PLEASE CHECK ONE OFTHE FOLLOWING:

[.*i I am aooearino without                                           I am a registered lobbyist,                             I am not a lobbyist, but received
F{.orp"nr.tion or sponsorship.                                        representing:                                           something of value for my appearance
                                                                                                                              (travel, meals, lodging, etc.),
                                                                                                                              sponsored by:




This form is part of the public record for this meeting.                                                                                             s-001 (08/10/2021)
                      2025 AGENCY LEGISLATIVE BILL ANALYSIS
                             DEPARTMENT OF REVENUE


                                         BILL INFORMATION
BILL NUMBER:         SB 1172
BILL TITLE:          Business Development Incentives for Veterans and Military Spouses
BILL SPONSOR:        Senator Jones
EFFECTIVE DATE:      Upon becoming a law


                                    COMMITTEES OF REFERENCE
1) Commerce and Tourism
2) Finance and Tax
3) Appropriations
4)
5)


                                       CURRENT COMMITTEE
N/A


                                             SIMILAR BILLS
BILL NUMBER:         HB 821
SPONSOR:             Representative Gantt


                                            IDENTICAL BILLS
BILL NUMBER:         N/A
SPONSOR:


                                      PREVIOUS LEGISLATION
YEAR/BILL NUMBER/SPONSOR/LAST ACTION:


                                    BILL ANALYSIS INFORMATION
DATE OF ANALYSIS:              March 7, 2025
AGENCY CONTACT:                Alec Yarger (850) 717-6153
SB 1172


                                               POLICY ANALYSIS

1. ANALYSIS OF EACH SECTION THAT AFFECTS THE DEPARTMENT OF REVENUE.

Section 1 (pp. 1-2): Florida Veteran Business Enterprise Opportunity Act

                                             PRESENT SITUATION

Section 295.187, F.S., provides for the Florida Veteran Business Enterprise Opportunity Act, which was
established to rectify the economic disadvantage of service-disabled veterans. Section 295.187(3), F.S.,
provides definitions to administer the act.

                                             EFFECT OF THE BILL

Amends s. 295.187(3), F.S., to provide that the phrase "veteran-owned or military spouse-owned business"
means “a business entity that is at least 51 percent owned, controlled, or managed by one or more veterans or
military spouses,” as defined in proposed s. 295.189, F.S., which is created by section 2 of the bill.

Section 2 (pp. 3-5): Business development incentives for veterans and military spouses

                                             PRESENT SITUATION

Florida does not currently provide specific financial and operational incentives to veteran-owned and military
spouse-owned businesses.

                                             EFFECT OF THE BILL

Creates s. 295.189, F.S., to establish the Florida Veterans and Military Spouse Business Development Act,
which is intended to provide financial and operational incentives in order to attract and support veteran-owned
and military spouse-owned businesses.

As part of the act, s. 295.189(4), F.S., requires the Department of State to waive all fees for new veteran-
owned or military spouse-owned businesses and existing veteran-owned or military spouse-owned businesses
that relocate to Florida.

Section 295.189(5), F.S., provides tax exemptions to a veteran-owned or military spouse-owned business. The
exemptions include a 5-year exemption from Florida corporate income/franchise tax and a one-time sales tax
exemption on purchases of equipment and supplies directly related to the business operations of a veteran-
owned or military spouse-owned business. Provides that the tax exemptions for businesses relocating to
Florida shall apply for 5 years after the date of certification.

Other incentives include the Veteran and Military Spouse Entrepreneurship Program to be established by the
Department of Veterans' Affairs in conjunction with the Department of Commerce, as well as required
expedited processing for certifications.

The Department is required to develop procedures for claiming the tax exemptions, as well as rules for
administering the provisions of the act.

Section 3. (p. 5): Provides the bill shall take effect upon becoming a law.




                                                                                                                 2
SB 1172


2. DOES THE DEPARTMENT EXPECT TO DEVELOP, ADOPT, MODIFY OR ELIMINATE ANY RULES,
   REGULATIONS, POLICIES, OR PROCEDURES?                    ☒ YES     ☐ NO

                                Possible amendment of an existing rule or new rule to administer the
                                SUT exemption. The Department will post TIPs to inform eligible
     If yes, explain:
                                veteran-owned and military spouse-owned businesses about the CIT
                                and SUT exemptions.
     Rule(s) impacted
     (provide references to     To be determined.
     F.A.C., etc.):

3. WHAT IS THE POSITION OF AFFECTED CITIZENS OR STAKEHOLDER GROUPS? N/A

4. DOES THE BILL REQUIRE THE DEPARTMENT TO SUBMIT, MODIFY OR DELETE ANY REPORTS,
   STUDIES OR PLANS?                                         ☐ YES     ☒ NO

     If yes, provide a
     description:
     Date Due:
     Bill Section Number(s):

5. ARE THERE ANY GUBERNATORIAL APPOINTMENTS OR CHANGES TO EXISTING BOARDS, TASK
   FORCES, COUNCILS, COMMISSIONS, ETC. THAT AFFECTS THE DEPARTMENT OF REVENUE
   REQUIRED BY THIS BILL?  ☐ YES       ☒ NO

     Board:
     Board Purpose:
     Who Appoints:
     Changes:
     Bill Section Number(s):

                                            FISCAL ANALYSIS

6. DOES THE BILL HAVE A FISCAL IMPACT TO LOCAL GOVERNMENT? The Department of Revenue
   does not conduct this analysis. The Revenue Estimating Conference will determine the revenue impact, if
   any, to local governments.




                                                                                                             3
SB 1172


7. DOES THE BILL HAVE A FISCAL IMPACT TO STATE GOVERNMENT?

                                  The Department of Revenue does not conduct this analysis. The Revenue
      Revenues:                   Estimating Conference will determine the revenue impact, if any, to state
                                  government.
      Expenditures:
      (Department of
                                  ☐ NO IMPACT ☐ LESS THAN $25,000 ☐ MORE THAN $25,000
      Revenue expenditures
                                  ☐ UNABLE TO DETERMINE ☒ OPERATIONAL IMPACT ONLY
      and operational
      impacts)
      Does the legislation
      contain an appropriation    ☐ YES ☒ NO
      to the Department?

8. DOES THE BILL HAVE A FISCAL IMPACT TO THE PRIVATE SECTOR? The Department of Revenue
   does not conduct this analysis.

9. DOES THE BILL INCREASE OR DECREASE TAXES, FEES OR FINES? The Department of Revenue
   does not conduct this analysis. The Revenue Estimating Conference will determine the revenue impact on
   state and local government, if any.

                                               TECHNOLOGY IMPACT

If any, see attached Fiscal Impact Analysis.

                                                 FEDERAL IMPACT

If any, see Additional Comments section below.

                                               ADDITIONAL COMMENTS

10. STATUTE(S) AFFECTED: Sections 295.187 and 295.189, F.S.

11. HAS SIMILAR LANGUAGE, A COMPANION BILL OR A PREVIOUS VERSION OF THE BILL BEEN
    ANALYZED THIS SESSION? ☒ YES ☐ NO If no, go to #12. If yes:

   A. Identify language or bill number. HB 821

   B. Were issues/problems identified? ☒ YES ☐ NO

           a. If yes, have they been resolved?     ☐ YES ☒ NO If no, briefly explain.

   The issues pointed out for HB 821 remain.

   C. Are new issues/problems created? ☐ YES ☐ NO If yes, briefly identify.

12. DOES THE BILL PRESENT DIFFICULTY IN IMPLEMENTATION, ADMINISTRATION OR
    ENFORCEMENT? ☒ YES ☐ NO

   If yes, describe administrative problems, technical errors, or other difficulties:




                                                                                                              4
SB 1172


Section 2:

      Exemption for corporate income/franchise tax:

       As written, there is nothing to prohibit or prevent a veteran-owned or military spouse-owned business to
       cease operation after 5 years under one legal entity and create a new legal entity for an additional 5-
       year period. The Department assumes that an eligible veteran-owned or military spouse-owned
       business does not have to file a CIT return to get the tax exemption. Since there is not a registration
       requirement for taxpayers subject to CIT, there would be no way to track or discover such entities.

      Exemption for sales and use tax:

       It is unclear if one-time sales tax exemption means the use of the exemption is limited to a single
       purchase transaction, a single item, or time frame. It is unclear how long the sales tax exemption
       applies to purchases of equipment and supplies directly related to business operations made by a new
       Florida business or existing business that relocates to Florida. It is unclear whether the 5-year tax
       exemption period for businesses relocating to Florida applies to both the CIT and SUT exemptions.

       It is unclear how the veteran-owned or military spouse-owned business will document that purchases of
       equipment and supplies are directly related to business operations.

13. RECOMMENDED CORRECTIONS:                   ☒ YES ☐ NO If yes, provide corrections.

      The Department will likely need emergency rulemaking authority to implement the provisions of the bill:

       The Department of Revenue may, and all conditions are deemed met to, adopt emergency rules
       pursuant to s. 120.54(4), Florida Statutes, for the purpose of implementing the provisions of this act.
       Notwithstanding any other law, emergency rules adopted pursuant to this subsection are effective for 6
       months after adoption and may be renewed during the pendency of procedures to adopt permanent
       rules addressing the subject of the emergency rules.

14. OTHER:

      It may be helpful to add reference to the sales and use tax exemption to s. 212.08, F.S.

      It may be helpful to add reference to the corporate income/franchise tax exemption to Ch. 220, F.S.

      If the sales tax exemption is intended to apply to a single purchase transaction, purchase of a single
       item, or purchases made within a limited time frame, the Department recommends that the proposed
       sales tax exemption be provided by way of a refund of the sales tax paid by the veteran-owned or
       military spouse-owned business. There are several existing exemptions administered by way of refund.
       Examples include:

             o   Tax Refund for Building Materials, Rental Items, and Pest Control Services Used in Rural Areas
                 of Opportunity, pursuant to s. 212.08(5)(q), F.S.

             o   Exemption for Building Materials Used in Construction of Eligible Residential Units for
                 Affordable Housing, pursuant to s. 212.08(5)(u), F.S.

             o   Florida Neighborhood Revitalization Program (Tax Refund for Building Materials used in
                 Redevelopment Projects), pursuant to s. 212.08(5)(o), F.S.

             o   Tax Refund for Community Contribution, pursuant to s. 212.08(5)(p), F.S.



                                                                                                             5
                                                      The Florida Senate
                  BILL ANALYSIS AND FISCAL IMPACT STATEMENT
              (This document is based on the provisions contained in the legislation as of the latest date listed below.)

                  Prepared By: The Professional Staff of the Committee on Commerce and Tourism

BILL:           CS/SB 1400
INTRODUCER:     Commerce and Tourism Committee and Senator Calatayud
SUBJECT:        Removal of Altered Sexual Depictions Posted Without Consent
DATE:           March 17, 2025                  REVISED:


          ANALYST                     STAFF DIRECTOR                 REFERENCE                                 ACTION
1. Dike                             McKay                                 CM              Fav/CS
2.                                                                        CJ
3.                                                                        RC



                    Please see Section IX. for Additional Information:
                                   COMMITTEE SUBSTITUTE - Substantial Changes




  I.    Summary:

        CS/SB 1400 amends s. 836.13, F.S., to require covered platforms, such as websites and online
        services, to remove altered sexual depictions and copies of such from their platform upon request
        of the victim. Upon receipt of the request, a covered platform has 48 hours to remove the altered
        sexual depiction. The bill requires covered platforms to provide clear notice of the platform’s
        responsibilities under the bill, including the manner in which a person can submit a notification
        and request for removal of the altered sexual depiction. The bill identifies which platforms are
        bound by these requirements and provides liability protections for platforms’ good faith efforts
        to remove altered sexual depictions. Further, the bill provides a remedy for violations, classifying
        a failure to follow these requirements as an unfair or deceptive act or practice under the Florida
        Deceptive and Unfair Trade Practices Act.

        The bill takes effect upon becoming law.
BILL: CS/SB 1400                                                                                                   Page 2

    II.   Present Situation:

          Nonconsensual Altered Sexual Depictions

          Over the last decade, Americans have started to recognize the growing problem of distribution of
          sexually explicit images without consent, otherwise known as “revenge porn.”1 Although Florida
          and other states have enacted protections against revenge porn, there are still instances in which a
          person may be a victim of nonconsensual pornography in the form of altered sexual depictions,
          more commonly known as “deepfakes.”2 Deepfakes typically take the form of imagery, video,
          and audio material that “is produced or distributed without the consent of the subject and has
          been altered, potentially with artificial intelligence, to show nonconsensual intimate or explicit
          content.”3Advancements in technology, such as increased availability and usage of generative
          AI, have enabled perpetrators to manipulate sexual materials in ways that circumvent revenge
          porn laws.4 For example, “if a photo depicted the victim nude, where the victim’s face was real,
          but the victim’s genitals were computer generated, many laws would not apply because the
          intimate part of the image was not the victim’s.”5

          Researchers have discovered that 98% of the deepfake videos found online are explicitly
          pornographic and 99% of deepfake pornography features women.6 Moreover, the creation of
          deepfake pornography is rapidly increasing, as researchers found that there were 464% more
          deepfake pornographic videos created in 2023 than in 2022.7 Further, 90% of deepfake
          pornography is found on dedicated deepfake pornography platforms.8 In response to the
          prevalence of deepfakes, the Department of Homeland Security has declared that “[d]eepfakes
          and the misuse of synthetic content pose a clear, present, and evolving threat to the public across
          national security, law enforcement, financial, and societal domains.”9

1
  “In 2016, 10 million people, or 2% of Americans had reported being victims of nonconsensual porn. Individuals ages 18-29
generally, and women aged 18-29 specifically, as well as LGTBQ+ Americans were victimized at even higher rates. In 2017,
the number of young Americans ages 18-29 who had become victims of nonconsensual porn jumped to 12%, an increase of
over 100%. In 2019, a larger study suggests that the problem has only grown, showing a 400% increase in the number of
victims from 2016. Taken as a whole, these statistics show the number of victims continues to rise at an alarming rate even
though both the legal system and society as a whole have attempted to address the issue.” Chance Carter, NAT’L ASS’N OF
ATT’Y GEN., An Update on the Legal Landscape of Revenge Porn, available at https://www.naag.org/attorney-general-
journal/an-update-on-the-legal-landscape-of-revenge-porn/#identifier_4_21493 (last visited Mar. 17, 2025).
2
  RAINN, RAINN’s Recommendation for Effectively Addressing Nonconsensual Manipulated Intimate Material (Deepfakes),
available at
https://www.rainn.org/sites/default/files/import/RAINN%20on%20nonconsensual%20manipulated%20intimate%20material
%20-
%20Google%20Docs.pdf#:~:text=We%20refer%20to%20imagery%2C%20video%2C%20audio%2C%20etc.%20that,or%20
explicit%20content%20as%20%E2%80%9Cnonconsensual%20manipulated%20intimate%20material%E2%80%9D (last
visited Mar. 17, 2025).; see also DEPT. OF HOMELAND SEC., Increasing Threat of Deepfake Identities,
https://www.dhs.gov/sites/default/files/publications/increasing_threats_of_deepfake_identities_0.pdf (last visited Mar. 17,
2025).
3
  RAINN, supra note 2.
4
  RAINN, supra note 2.
5
  RAINN, supra note 2.
6
  Security Hero, 2023 State of Deepfakes, available at https://www.securityhero.io/state-of-deepfakes/#concluding-remarks
(last visited Mar. 17, 2025).
7
  Id.
8
  Id.
9
  DEPT. OF HOMELAND SEC., supra note 2.
BILL: CS/SB 1400                                                                                              Page 3


        Florida Law

        In 2022, the Florida Legislature created s. 836.13, F.S., to cover this gap in law. The statute
        addresses deepfake images by providing that a person commits a third degree felony when he or
        she willfully and maliciously promotes any altered sexual depiction of an identifiable person,
        without the consent of the identifiable person, and who knows or reasonably should have known
        that such visual depiction was an altered sexual depiction.10 A victim may initiate a civil action
        against those violating against a person who violates the statute to obtain injunctive relief,
        monetary damages of $10,000 or actual damages, and reasonable attorney’s fees and costs.11
        While this statute may be used by victims to obtain justice against perpetrators for the harm
        caused by deepfake pornography, the statute does not currently provide a mechanism by which
        victims can request removal of such media from online platforms.

        Florida Deceptive and Unfair Trade Practices Act

        It is unlawful under the Florida Deceptive and Unfair Trade Practices Act (FDUTPA), ss.
        501.201-501.213, F.S., for a party to take part in “unfair methods of competition, unconscionable
        acts or practices, and unfair or deceptive acts of practices in the conduct of any trade or
        commerce.”12 Such practices include fraudulent billing,13 misleading a consumer or
        misrepresenting a product’s characteristics,14 or other behavior determined to be unfair by a
        court.15 Under the FDUTPA, the Office of the State Attorney or Department of Legal Affairs,
        either by their own inquiry or through complaints, may investigate violations of the FDUTPA.16
        In addition to other remedies under state and federal law, the enforcing authority may bring
        actions for declaratory judgment, injunctive relief, actual damages on behalf of consumers and
        businesses, cease and desist orders, and civil penalties up to $10,000 per violation.17 Moreover,
        consumers may bring private actions against parties for violating the FDUTPA, resulting in
        either:
        • Declaratory judgment and injunctive relief when the consumer is aggrieved by a FDUTPA
             violation; or
        • Actual damages, attorney fees, and court costs, when the consumer has suffered a loss due to
             the FDUTPA violation.18




10
   Section 836.13, F.S.
11
   Section 836.13(5), F.S.
12
   Section 501.204, F.S.
13
   State Farm Mut. Auto. Ins. Co. v. Medical Service Center of Florida, Inc., 103 F. Supp. 3d 1343 (S.D. Fla. 2015).
14
   Lewis v. Mercedes-Benz USA, LLC, 530 F. Supp. 3d 1183 (S.D. Fla. 2021); Marty v. Anheuser-Busch Companies, LLC, 43
F. Supp. 3d 1333 (S.D. Fla. 2014).
15
   See Siever v. BWGaskets, Inc., 669 F. Supp. 2d 1286, 1292-93 (M.D. Fla. 2009).
16
   The enforcing authority under the FDUTPA may “administer oaths and affirmations, subpoena witnesses or matter, and
collect evidence.” Section 501.206, F.S.
17
   Sections 501.207, 501.2077, 501.2075, 501.208, F.S.
18
   Sections 501.2105, 501.211, F.S.
BILL: CS/SB 1400                                                                                                          Page 4

III.     Effect of Proposed Changes:

         Required Removal Procedure

         CS/SB 1400 requires that no later than December 31, 2025, covered platforms establish a process
         by which a person may notify and request removal of an altered sexual depiction19 that was
         published without their consent. The notification and request for removal must include, in
         writing:
         • A physical or electronic signature of the identifiable person or an authorized person acting on
             their behalf.
         • An identification of, and information reasonably sufficient for the covered platform to locate,
             the altered sexual depiction of the identifiable person.
         • A brief statement that the identifiable person has a good faith belief that any altered sexual
             depiction identified is not consensual, including any relevant information for the covered
             platform to determine the depiction was published without consent.
         • Information sufficient to enable the covered platform to contact the person.

         Upon receipt of a valid removal request, within 48 hours the covered platform must remove the
         altered sexual depiction and make reasonable efforts to identify and remove any known, identical
         copies of such depiction.

         Clear and Conspicuous Notice

         The bill requires a covered platform to provide clear and conspicuous notice of the notice and
         removal process, which:
         • Is easy to read and is in plain language.
         • Provides information regarding the responsibilities of the covered platform under this bill.
         • Includes a description of how a person can submit a notification and request for removal.

         Covered Platforms

         Under the bill, “covered platform” means a website, online service, online application, or mobile
         application that serves the public and:
         • Primarily provides a forum for user-generated content, including messages, videos, images,
            games, and audio files; or
         • For which it is in the regular course of trade or business of the website, online service, online
            application, or mobile application to publish, curate, host, or make available content of
            nonconsensual altered sexual depictions.

         The bill explicitly does not apply to:
         • A provider of information service or telecommunications service, as defined in 47 U.S.C. s.
            153, for content provided by another person.

19
  “Altered sexual depiction” means any visual depiction that, as a result of any type of digital, electronic, mechanical, or
other modification, alteration, or adaptation, depicts a realistic version of an identifiable person: 1. With the nude body parts
of another person as the nude body parts of the identifiable person; 2. With computer-generated nude body parts as the nude
body parts of the identifiable person; or 3. Engaging in sexual conduct as defined in s. 847.001 in which the identifiable
person did not engage. Section 836.13, F.S.
BILL: CS/SB 1400                                                                                  Page 5

      •    Electronic mail.
      •    Except as otherwise provided, an online service, application, or website:
           o That consists primarily of preselected content by the provider, rather than content that is
              user generated; and
           o For which any chat, comment, or interactive functionality is incidental to, directly related
              to, or dependent on the provision of the content described above.

      Liability

      The bill provides that a covered platform shall not be found liable for any claim based on the
      platform’s good faith removal of material claimed to be a nonconsensual altered sexual
      depiction, regardless of whether the altered sexual depiction is ultimately found to be unlawful.

      Remedies

      In addition to the remedies provided in s. 836.13(5), F.S., a failure to comply with the notice and
      removal requirements of the bill constitutes an unfair or deceptive act or practice under the
      FDUTPA.

      Effective Date

      The bill takes effect upon becoming law.

IV.   Constitutional Issues:

      A.      Municipality/County Mandates Restrictions:

              None.

      B.      Public Records/Open Meetings Issues:

              None.

      C.      Trust Funds Restrictions:

              None.

      D.      State Tax or Fee Increases:

              None.

      E.      Other Constitutional Issues:

              None identified.
 BILL: CS/SB 1400                                                                                                                     Page 6

  V.    Fiscal Impact Statement:

        A.       Tax/Fee Issues:

                 None.

        B.       Private Sector Impact:

                 Covered platforms will need to comply with the notification and removal requirements in
                 the bill.

        C.       Government Sector Impact:

                 None.

 VI.    Technical Deficiencies:

        None.

VII.    Related Issues:

        None.

VIII.   Statutes Affected:

        This bill substantially amends section 836.13 of the Florida Statutes.

 IX.    Additional Information:

        A.       Committee Substitute – Statement of Changes:
                 (Summarizing differences between the Committee Substitute and the prior version of the bill.)

                 CS by Commerce and Tourism Committee on March 17, 2024:
                 The committee substitute excludes providers of information service or
                 telecommunications service, for content provided by another person, from the covered
                 platforms under this bill.

        B.       Amendments:

                 None.

         This Senate Bill Analysis does not reflect the intent or official position of the bill’s introducer or the Florida Senate.
    Florida Senate - 2025                         COMMITTEE AMENDMENT
    Bill No. SB 1400




                            Ì167756PÎ167756


                            LEGISLATIVE ACTION
          Senate                    .                   House
         Comm: RCS                  .
        03/17/2025                  .
                                    .
                                    .
                                    .




    The Committee on Commerce and Tourism (Calatayud) recommended
    the following:


1       Senate Amendment
2
3       Delete lines 95 - 96
4   and insert:
5       1. A provider of information service or telecommunications
6   service, as those terms are defined in 47 U.S.C. s. 153, for
7   content provided by another person.




                               Page 1 of 1
    3/13/2025 2:07:43 PM                                 577-02342-25
      Florida Senate - 2025                                        SB 1400         Florida Senate - 2025                                         SB 1400



      By Senator Calatayud




      38-01679A-25                                              20251400__         38-01679A-25                                             20251400__
1                             A bill to be entitled                          30    and:
2          An act relating to removal of altered sexual                      31           1. That primarily provides a forum for user-generated
3          depictions posted without consent; providing a short              32    content, including messages, videos, images, games, and audio
4          title; amending s. 836.13, F.S.; defining the term                33    files; or
5          “covered platform”; requiring covered platforms to                34           2. For which it is in the regular course of trade or
6          establish a process by a specified date for removal of            35    business of the website, online service, online application, or
7          altered sexual depictions posted without the consent              36    mobile application to publish, curate, host, or make available
8          of the identifiable person; providing requirements for            37    content of nonconsensual altered sexual depictions.
9          such process; requiring notice of such a process;                 38           (6)(a) No later than December 31, 2025, a covered platform
10         providing immunity for good faith compliance;                     39    shall establish a process whereby an identifiable person or an
11         prohibiting unreasonable failure to comply; providing             40    authorized person acting on behalf of such person may:
12         for penalties and remedies; providing exceptions;                 41           1. Notify the covered platform of an altered sexual
13         providing an effective date.                                      42    depiction published on the covered platform which includes a
14                                                                           43    depiction of the identifiable person and was published without
15    Be It Enacted by the Legislature of the State of Florida:              44    the consent of the identifiable person; and
16                                                                           45           2. Submit a request for the covered platform to remove such
17         Section 1.   This act may be cited as “Brooke’s Law.”             46    altered sexual depiction.
18         Section 2.   Present paragraphs (b) through (e) of subsection     47           (b) A notification and request for removal of an altered
19    (1) of section 836.13, Florida Statutes, are redesignated as           48    sexual depiction submitted under the process in paragraph (a)
20    paragraphs (c) through (f), respectively, a new paragraph (b) is       49    shall include, in writing:
21    added to that subsection, and present subsections (6), (7), and        50           1. A physical or electronic signature of the identifiable
22    (8) of that section are redesignated as subsections (7), (8),          51    person or authorized person.
23    and (9), respectively, and a new subsection (6) is added to that       52           2. An identification of, and information reasonably
24    section, to read:                                                      53    sufficient for the covered platform to locate, the altered
25         836.13 Promotion of an altered sexual depiction; prohibited       54    sexual depiction of the identifiable person.
26    acts; penalties; applicability.—                                       55           3. A brief statement that the identifiable person has a
27         (1) As used in this section, the term:                            56    good faith belief that any altered sexual depiction identified
28         (b) “Covered platform” means a website, online service,           57    under subparagraph 2. is not consensual, including any relevant
29    online application, or mobile application that serves the public       58    information for the covered platform to determine the altered

                                  Page 1 of 4                                                                   Page 2 of 4
     CODING: Words stricken are deletions; words underlined are additions.        CODING: Words stricken are deletions; words underlined are additions.
      Florida Senate - 2025                                        SB 1400          Florida Senate - 2025                                        SB 1400




      38-01679A-25                                              20251400__          38-01679A-25                                              20251400__
59    sexual depiction was published without the consent of the              88          (f) In addition to the remedies under subsection (5), a
60    identifiable person.                                                   89     failure to reasonably comply with the notice and removal
61         4. Information sufficient to enable the covered platform to       90     obligations under this subsection shall be treated as an unfair
62    contact the identifiable person or authorized person.                  91     or a deceptive act or practice under part II of chapter 501, and
63         (c) A covered platform shall provide on the platform a            92     the person or entity responsible shall be subject to the
64    clear and conspicuous notice, which may be provided through a          93     penalties and remedies provided in part II of chapter 501.
65    clear and conspicuous link to another web page or disclosure, of       94          (g) This subsection does not apply to the following:
66    the notice and removal process established under paragraph (a)         95          1. A provider of broadband Internet access service, as
67    which:                                                                 96     described in 47 C.F.R. s. 8.1(b).
68         1. Is easy to read and in plain language.                         97          2. Electronic mail.
69         2. Provides information regarding the responsibilities of         98          3. Except as provided in subparagraph (1)(b)2., an online
70    the covered platform under this subsection, including a                99     service, application, or website:
71    description of how a person can submit a notification and              100         a. That consists primarily of content that is not user
72    request for removal.                                                   101    generated but is preselected by the provider of such online
73         (d) Upon receiving a valid removal request from an                102    service, application, or website; and
74    identifiable person or an authorized person using the process          103         b. For which any chat, comment, or interactive
75    described in paragraph (a), a covered platform shall, as soon as       104    functionality is incidental to, directly related to, or
76    possible, but not later than 48 hours after receiving such             105    dependent on the provision of the content described in sub-
77    request:                                                               106    subparagraph a.
78         1. Remove the altered sexual depiction.                           107         Section 3.   This act shall take effect upon becoming a law.
79         2. Make reasonable efforts to identify and remove any known
80    identical copies of such altered sexual depiction.
81         (e) A covered platform shall not be liable for any claim
82    based on the covered platform’s good faith disabling of access
83    to, or removal of, material claimed to be a nonconsensual
84    altered sexual depiction based on facts or circumstances from
85    which the unlawful publishing of an altered sexual depiction is
86    apparent, regardless of whether the altered sexual depiction is
87    ultimately determined to be unlawful.

                                 Page 3 of 4                                                                    Page 4 of 4
     CODING: Words stricken are deletions; words underlined are additions.         CODING: Words stricken are deletions; words underlined are additions.
                                        The Florida Senate

                          Committee Agenda Request




To:           Senator Thomas Leek, Chair
              Committee on Commerce and Tourism

Subject:      Committee Agenda Request

Date:         March 7, 2025


I respectfully request that Senate Bill #1400, relating to Removal of Altered Depictions Posted
Without Consent, be placed on the:

              committee agenda at your earliest possible convenience.

              next committee agenda.




                                             Senator Alexis Calatayud
                                             Florida Senate, District 38




File signed original with committee office                                           S-020 (03/2004)
                                                                                                                                              llasoo
                                                                         The Florida Senate
March 17,2025                                                 APPEARANCE RECORD                                     1   400
                    Meeting Date                                                                                                  Bill Number orTopic
                                                                       Deliver both copies of this form to
Commerce & Tourism                                              Senate professional staff conducting the meeting

                     Committee                                                                                            Amendment Barcode (if applicable)


Name
            Barney Bishop lll                                                                         Phone
                                                                                                               850-510-9922

Address 1454 Vieux Carre Drive                                                                        Emair Barney@BarneyBishop.com
           Strcet

            Tallahassee                               FL                          32308
           City                                       State                      zip



              Speaking: -ll]rFor           ttr Against lffi lnformation OR waive speaking, ffi ln support EiAgainst
                                                              PLEASE CHECK ONE OFTHE FOLLOWING:

   lam appearing without
tm compensation or sponsorship.
                                                                    lam a registered lobbyist,
                                                               t_81 representing:                                   m    I am not a lobbyist, but received
                                                                                                                         something ofvalue for my appearance
                                                                                                                         (travel, meals, lodging, etc.),
                                                               Fla. Smart Justice Alliance                               sponsored by:




This form is part of the public record for this   meeting.                                                                                       5-00,| (OB/1O/2O21)
                                                                        The Florida Senate
311712025                                                                                                            1400
                                                              APPEARANCE RECORD
                    Meeting Date                                                                                                   Bill Number orTopic
                                                                      Deliver both copies of this form to
commerce                                                       Senate professional staff conducting the meeting      167756
                    Committee                                                                                              Amendment Barcode (if applicable)


           charles dudley                                                                            Phone
                                                                                                              850-681 -0024
Name


Address 108 s monroe street                                                                          ,n,'.,, cdudley@flapartners.com
           Street


           tallahassee                                ft                         32301
           City                                       Stdte                     Zip




                                           ffi nguinrt ffl tnformation OR waive speakins, m ln support ffi ngainst
                              l:

              Speaking: l[-l rot


                                                              PLEASE CHECK ONE OF THE FOLLOWING:


m lam     appearing without
       compensation or sponsorship.
                                                               m    I am a registered lobbyist,
                                                                    representing:
                                                                                                                     Itr something
                                                                                                                            not
                                                                                                                          I am             but
                                                                                                                                   a lobbyist,
                                                                                                                                   ofvalue for
                                                                                                                                                    received
                                                                                                                                                    my appearance
                                                                                                                          (travel, meals, lodging, etc.),
                                                               Florida lnternet & Television                              sponsored by:

                                                               Association



This form is part of the public record for this   meeting.                                                                                          5-001 (08/10/20211
                                                      The Florida Senate
                  BILL ANALYSIS AND FISCAL IMPACT STATEMENT
              (This document is based on the provisions contained in the legislation as of the latest date listed below.)

                  Prepared By: The Professional Staff of the Committee on Commerce and Tourism

BILL:           SB 1438
INTRODUCER:     Senator Grall
SUBJECT:        Online Access to Materials Harmful to Minors
DATE:           March 14, 2025                  REVISED:


         ANALYST                      STAFF DIRECTOR                 REFERENCE                                 ACTION
1. McMillan                         McKay                                 CM              Pre-meeting
2.                                                                        JU
3.                                                                        RC



  I.    Summary:

        SB 1438 creates ss. 282.803 and 501.1741, F.S., to enhance online protections for minors, and
        establishes requirements for developers and manufacturers of applications and devices.
        Developers are required to assess whether their applications are likely to be accessed by minors,
        and manufacturers must implement age verification measures upon the activation of devices. The
        bill also requires developers to provide features for parental management of a minor’s usage of
        applications and devices.

        The bill amends s. 501.1737, F.S., to require commercial entities to use digital age verification
        methods to verify that a user accessing harmful materials is 18 years or older. “Digital age
        verification” means either anonymous age verification, standard age verification, or device-based
        age verification.

        The bill creates a framework for device-based age verification, which requires that covered
        manufacturers take reasonable steps to determine user age and obtain parental consent for users
        under 16, and requires a website, application, or online service to block access for minors under
        18 years of age. Additionally, the bill requires a website, application, or online service to provide
        disclaimers before displaying known material harmful to minors.

        The Department of Legal Affairs is authorized to adopt rules to enforce the provisions of the bill.

        The bill takes effect July 1, 2025.
BILL: SB 1438                                                                                                     Page 2

    II.   Present Situation:

          Addictive Designs and Deceptive Patterns

          In general, “addictive designs” or “deceptive patterns,” also called “dark patterns,” are deceptive
          user experiences that take advantage of how people habitually use websites, to get them to do
          things that they may not normally do, such as impulse purchasing, giving away personal
          information, or spending excessive time on websites.1

          In 2022, the Federal Trade Commission (FTC) issued a report outlining the ways that companies
          are increasingly using dark patterns to manipulate consumers into buying products or forfeiting
          their privacy.2 Common dark pattern tactics include:
          • Disguising ads by designing advertisements to look like independent editorial content.
          • Claiming to be neutral, but actually ranking companies in exchange for compensation.
          • Using countdown timers designed to make consumers believe they only have a limited time
              to purchase a product or service, even though the offer is not actually time-limited.
          • Making it difficult to cancel subscriptions or charges, which involves tricking someone into
              paying for goods or services without consent.
          • Burying key terms and junk fees, which involves hiding or obscuring material information
              from consumers that they do not see before making a purchase.
          • Tricking consumers into sharing data, which involves falsely giving consumers choices about
              privacy settings or sharing data, but instead steering them toward the option that gives away
              the most personal information.3

          Effects on Children

          Social media has become an important aspect of the digital interactions of minors who use social
          media for entertainment and communication purposes.4 Adolescents are constantly in touch with
          their peers via social media accounts. However, social media has the potential to have both
          positive and negative effects on their health.5 Some 80 percent of teenagers say social media
          allows them to feel more connected to their peers, according to a 2022 Pew Research Center
          survey of U.S. teens ages 13 to 17. Overall, one in three said that social media has had a mostly
          positive effect on them, while 59 percent said that it had neither a positive nor a negative effect.6
          On the other hand, many teens’ use, and overuse, of social media has raised questions about its

1
  Brad Bartlett, Dark Design Patterns: Teach Kids to Recognise Them, Kidslox, Feb. 7, 2023, available at
https://kidslox.com/guide-to/dark-design-patterns/ (last visited Mar. 14, 2025).
2
  Federal Trade Commission (FTC), FTC Report Shows Rise in Sophisticated Dark Patterns Designed to Trick and Trap
Consumers, Sep. 15, 2022, available at https://www.ftc.gov/news-events/news/press-releases/2022/09/ftc-report-shows-rise-
sophisticated-dark-patterns-designed-trick-trap-consumers (last visited Mar. 14, 2025).
3
  Id.
4
  Andrea Irmer & Florian Schmiedek, Associations between youth’s daily social media use and well-being are mediated by
upward comparisons, 1 COMMUN. PSYCHOL. 12 (Aug. 22, 2023), available at https://doi.org/10.1038/s44271-023-00013-0
(last visited Mar. 14, 2025).
5
  Maya Dollarhide, Social Media: Definition, Effects, and List of Top Apps, Investopedia.com, Feb. 19, 2025, available at
https://www.investopedia.com/terms/s/social-media.asp (last visited Mar. 14, 2025).
6
  Monica Anderson et al., Connection, Creativity, and Drama: Teen Life on Social Media in 2022, Pew Research Center,
Nov. 16, 2022, available at https://www.pewresearch.org/internet/2022/11/16/connection-creativity-and-drama-teen-life-on-
social-media-in-2022/ (last visited Mar. 14, 2025).
BILL: SB 1438                                                                                                    Page 3

        effect on their physical and mental health by distracting them, disrupting their sleep, and
        exposing them to bullying, rumor spreading, unrealistic views of other people’s lives, and peer
        pressure.7

        In May 2023, U.S. Surgeon General Dr. Vivek Murthy released an advisory to call attention to
        the effects of social media on youth mental health. The advisory noted that at crucial periods of
        adolescent brain development, social media use is predictive of decreases in life satisfaction, as
        well as additional concerns around body image, sleep issues, and much more.8 He also concluded
        that 13 years old is “too early” for children to use social media, despite most social media
        companies allowing 13-year-olds to use their platforms, because in early adolescence, kids are
        still “developing their identity, their sense of self.”9

        Other experts, such as David Greenfield, a psychologist, agree and assert the platforms lure users
        with powerful tactics. One such tactic is “intermittent reinforcement,” which refers to a reward
        scheme in which the user receives rewards inconsistently and unpredictably. While adults are
        susceptible, young people are particularly at risk because the brain regions that are involved in
        resisting temptation and reward are not nearly as developed in children and teenagers as in
        adults.10

        Based on their preparation and review of studies and other scientific research, many experts have
        called for the regulation of social media, and specifically, regulation of the use of social media
        by children. Dr. Mary Alvord, a member of the American Psychological Association social
        media advisory panel, has stated that just because social media is here to stay, it does not mean
        the dangers have to be accepted. “Just as we decide when kids are old enough to drive, and we
        teach them to be good drivers, we can establish guidelines and teach children to use social media
        safely.” 11

        Safety Measures and Parental Controls

        Providing children with information regarding how to more safely use social media could reduce
        or eliminate harms. Having conversations with them about social media, its benefits, and its
        risks, could promote positive social media usage.12 Parental controls can also protect children



7
  Mayo Clinic, Tween and teen health, available at https://www.mayoclinic.org/healthy-lifestyle/tween-and-teen-health/in-
depth/teens-and-social-media-use/art-20474437 (last visited Mar. 14, 2025).
8
  U.S. Department of Health and Human Services, Office of the Surgeon General, Social Media and Youth Mental Health:
The U.S. Surgeon General’s Advisory (2023), available at https://www.ncbi.nlm.nih.gov/books/NBK594761/ (last visited
Mar. 14, 2025).
9
  Lauraine Langreo, Surgeon General: Kids Under 14 Should Not Use Social Media, EducationWeek, Feb. 2, 2023, available
at https://www.edweek.org/leadership/surgeon-general-kids-under-14-should-not-use-social-media/2023/02 (last visited Mar.
14, 2025).
10
   Matt Richtel, Is Social Media Addictive? Here’s What the Science Says., The New York Times, Oct. 25, 2023,
available at https://www.nytimes.com/2023/10/25/health/social-media-addiction.html (last visited Mar. 14, 2025).
11
   Kirsten Weir, Social media brings benefits and risks to teens. Here’s how psychology can help identify a path forward,
American Psychological Association, Sept. 1, 2023, available at https://www.apa.org/monitor/2023/09/protecting-teens-on-
social-media (last visited Mar. 14, 2025).
12
   WebMD Editorial Contributors, How to Talk to Your Kids About Social Media, WebMD.com, available at
https://www.webmd.com/parenting/how-to-talk-to-kids-about-social-media (last visited Mar. 14, 2025).
BILL: SB 1438                                                                                                            Page 4

         from inappropriate content, cyberbullying, and other online safety issues.13 Examples of parental
         controls include blocking websites, filtering content, imposing limits on screen time, allowing
         parents to monitor online activity, using location tracking, and disabling Wi-Fi.14

         However, two 2018 studies found that parental control apps may actually be counterproductive
         because they harm the trust between a parent and child and reduce the child’s ability to respond
         to online threats. In one of the studies, children believed that the apps were overly restrictive and
         prevented them from doing everyday tasks, such as homework assignments. Additionally, a
         researcher stated that “parental involvement and direct supervision were both associated with
         fewer peer problems and less online victimization for teens, but neither of these factors
         correlated with the use of parental control apps.”15

         Child-Focused Online Privacy Laws

         Federal Children’s Online Privacy Protection Act (COPPA)
         COPPA,16 and its related rules,17 regulate websites’ collection and use of children’s information.
         The operator of a website or online service that is directed to children, or that has actual
         knowledge that it collects children’s personal information (covered entities), must comply with
         requirements regarding data collection and use, privacy policy notifications, and data security.18

         For purposes of COPPA, children are individuals under the age of 13.19 A covered entity may not
         collect personal information from a child under the age of 13 without the prior, verifiable consent
         of his or her parent.20

         COPPA defines personal information as individually identifiable information about an individual
         that is collected online, including:21
         • First and last name.
         • A home or other physical address including street name and name of a city or town.
         • An email address.
         • A telephone number.
         • A social security number.
         • Any other identifier that the FTC determines permits the physical or online contacting of a
             specific individual; or


13
   Internetmatters.org, Parental Controls, available at https://www.internetmatters.org/parental-controls/ (last visited Mar. 14,
2025).
14
   Caroline Knorr, Parents’ Ultimate Guide to Parental Controls, Commonsensemedia.org, Mar. 9, 2021, available at
https://www.commonsensemedia.org/articles/parents-ultimate-guide-to-parental-controls (last visited Mar. 14, 2025).
15
   Barbara Abney & Zenaida Kotala, Apps to Keep Children Safe Online May be Counterproductive, UCF Today, Apr. 2,
2018, available at https://www.ucf.edu/news/apps-keep-children-safe-online-may-counterproductive/ (last visited Mar. 14,
2025).
16
   15 U.S.C. ss. 6501-6505.
17
   16 C.F.R. pt. 312.
18
   Federal Trade Commission, Complying with COPPA: Frequently Asked Questions, available at
https://www.ftc.gov/business-guidance/resources/complying-coppa-frequently-asked-questions (last visited Mar. 14, 2025).
19
   Id.
20
   15 U.S.C. §§ 6502(a)-(b).
21
   Id.
BILL: SB 1438                                                                                                            Page 5

         •   Information concerning the child or the parents of that child that the website collects online
             from the child and combines with an identifier.22

         Operators covered by the rule must:23
         • Provide notice of what information is collected from children by the operator, how the
            operator uses such information, and the operator's disclosure practices for such information.
         • Obtain verifiable parental consent for the collection, use, or disclosure of personal
            information from children.24
         • Upon request of a parent whose child has provided personal information to a website or
            online service, upon proper identification of that parent, to such parent, a description of the
            specific types of personal information collected from the child by that operator.
         • Upon request of a parent whose child has provided personal information to a website or
            online service, upon proper identification of that parent, to such parent, the opportunity at
            any time to refuse to permit the operator's further use or maintenance in retrievable form, or
            future online collection, of personal information from that child.
         • Upon request of a parent whose child has provided personal information to a website or
            online service, upon proper identification of that parent, a means that is reasonable under the
            circumstances for the parent to obtain any personal information collected from that child.
         • Prohibit conditioning a child's participation in a game, the offering of a prize, or another
            activity on the child disclosing more personal information than is reasonably necessary to
            participate in such activity.
         • Require the operator of a website or online service to establish and maintain reasonable
            procedures to protect the confidentiality, security, and integrity of personal information
            collected from children.25

         Violations of COPPA are deemed an unfair or deceptive act or practice and are therefore
         prosecuted by the Federal Trade Commission.26 While there is no criminal prosecution or private
         right of action under COPPA, the act authorizes state attorneys general to enforce violations that
         affect residents of their states.27

         In 2019, Google and its subsidiary YouTube agreed to pay a $170 million settlement for lawsuits
         brought by the commission and the state of New York for violations of COPPA for collecting
         personal information from children without consent. Specifically, it was alleged that YouTube
         tracked cookies28 from viewers of child-directed channels, without first notifying parents and

22
   Id.
23
   Id.
24
   The FTC’s finalized updates to the COPPA include the requirements that operators obtain separate verifiable parental
consent for disclosures to third parties, parents will have to provide consent for disclosures to third parties such as ad
networks. See Federal Trade Commission, Children’s Online Privacy Protection Rule, available at
https://www.ftc.gov/system/files/ftc_gov/pdf/coppa_sbp_1.16_0.pdf (last visited Mar. 14, 2025).
25
   Id.
26
   See id.; see also 15 U.S.C. s. 6502(c); 16 C.F.R. s. 312.9.
27
   See Federal Trade Commission, Complying with COPPA: Frequently Asked Questions, available at
https://www.ftc.gov/business-guidance/resources/complying-coppa-frequently-asked-questions (last visited Mar. 14, 2025).
28
   Cookies are bits of data that are sent to and from a user’s browser to identify the user. When the user opens a website, the
user’s browser sends a piece of data to the web server hosting that website. This data usually appears as strings of numbers
and letters in a text file. Every time the user accesses a website, a cookie is created and placed in a temporary folder on the
user’s device. From here, cookies try to match the user’s preferences for what the user wants to read, see, or purchase.
BILL: SB 1438                                                                                                          Page 6

         obtaining their consent. YouTube earned millions of dollars by using the identifiers to deliver
         targeted ads to viewers of these channels.29

         On January 16, 2025, the FTC finalized updates to the COPPA to set new requirements around
         the collection, use, and disclosure of children’s personal information and give parents new tools
         and protections to help them control what data is provided to third parties about their children.30

         Age Verification Mechanisms

         Many industries are currently required to use online age verification methods, including:
         • Alcohol and tobacco.31
         • Gambling.
         • Adult websites.
         • Firearms.32

         Adult websites in the U.S. generally use checkboxes for users to confirm that they are at least 18
         years of age. Recently, however, numerous states and the United Kingdom have enacted laws
         requiring adult websites to use age verification measures to block adult content from being
         accessed by minors.33

         Additionally, some social media platforms ask for age-identifying information to create new
         accounts, but such information is not always verified. For example, Facebook requires new users
         to self-report a birthdate to confirm that they are at least 13 years old. Meta is currently testing
         new ways to verify age, including through the use of biometrics and online interviews.34




Microsoft, Everything you need to know about Internet cookies, Apr. 25, 2023, available at https://www.microsoft.com/en-
us/edge/learning-center/what-are-cookies?form=MA13I2 (last visited Mar. 14, 2025).
29
   Federal Trade Commission, Google and YouTube Will Pay Record $170 Million for Alleged Violations of Children’s
Privacy Law, Sep. 4, 2019, available at https://www.ftc.gov/news-events/news/press-releases/2019/09/google-youtube-will-
pay-record-170-million-alleged-violations-childrens-privacy-law (last visited Mar. 14, 2025).
30
   Federal Trade Commission, FTC Finalizes Changes to Children’s Privacy Rule Limiting Companies’ Ability to Monetize
Kids’ Data, available at https://www.ftc.gov/news-events/news/press-releases/2025/01/ftc-finalizes-changes-childrens-
privacy-rule-limiting-companies-ability-monetize-kids-
data#:~:text=The%20Federal%20Trade%20Commission%20finalized,was%20last%20updated%20in%202013 (last visited
Mar. 14, 2025).
31
   The U.S. Food and Drug Administration (FDA) recommends using independent, third -party age- and identity-verification
services that compare customer information against third-party data sources for online sellers of tobacco. FDA, Enforcement
Priorities for Electronic Nicotine Delivery Systems (ENDS) and Other Deemed Products on the Market Without Premarket
Authorization (Revised) (April 2020), at 7, available at https://www.fda.gov/media/133880/download (last visited Mar. 14,
2025).
32
   Jan Stepnov, What Is an Age Verification System and Why Incorporate It Into Your Business, Regula, Apr. 21, 2023,
available at https://regulaforensics.com/blog/age-verification-system/ (last visited Mar. 14, 2025).
33
   Masha Borak, UK introduces Online Safety Bill mandating age verification, Oct. 27, 2023, available at
https://www.biometricupdate.com/202310/uk-introduces-online-safety-bill-mandating-age-verification (last visited Mar. 14,
2025); Dmytro Sashchuk, Age verification regulations in the United States of America, Veriff, Oct. 30, 2024, available at
https://www.veriff.com/fraud/learn/age-verification-legalization-in-the-united-states-of-america (last visited Mar. 14, 2025).
34
   Meta, Introducing New Ways to Verify Age on Instagram, Jun. 23, 2022, available at
https://about.fb.com/news/2022/06/new-ways-to-verify-age-on-instagram/ (last visited Mar. 14, 2025).
BILL: SB 1438                                                                                                           Page 7

         There are several ways that Internet companies can verify, or attempt to verify, age. Options
         include using:35
         • Government identity documents, which generally require users to submit government
             documents to a third-party company for review.
         • Phone records, which generally check users’ phones for parental controls.
         • Credit score databases, which generally require the user to enter identifying information that
             is subsequently confirmed through a credit check agency.
         • Biometric age estimation, which generally requires a facial analysis to estimate age.
         • Credit cards, which generally requires users to supply credit card information for validation.
         • Open banking, which generally requires users to log into their own online banking system
             and give approval for date of birth information to be supplied to a bank-approved, third-party
             age verification provider.
         • Algorithmic profiling, which generally assesses the likely ages of users based on their online
             behavior.
         • Self-declaration, which generally requires users to check a box or enter a birthdate.
         • Zero knowledge proofs, which generally enables users to upload identity documents to
             privacy servers and securely share encrypted, anonymous “proofs” of age to a company,
             through a process called “hashing,” without actually transmitting the identity documents to
             the company.

         When verifying age online, people usually share personal information, including:
         • Full name and location.
         • Email or phone number (when using two-factor authorization).
         • Home address.

         Identity theft is a potential risk when users reveal this information, and websites can collect
         information revealed through age verification processes, and combine it with other data for
         targeted advertisements or data-sharing with third parties.36

         Florida’s Laws
         In 2024, the Legislature enacted laws to require age verification for online access to materials
         that are harmful to minors.37

         Florida law requires a commercial entity that knowingly and intentionally publishes or
         distributes material harmful to minors on a website or application, if the website or application
         contains a substantial portion of material harmful to minors to use either anonymous age
         verification or standard age verification to verify that the age of a person attempting to access the
         material is 18 years of age or older and prevent access to the material by a person younger than
         18 years of age.38


35
   The Age Verification Providers Association, How do you check age online?, available at
https://avpassociation.com/avmethods/ (last visited Mar. 14, 2025).
36
   John Reynolds, Don’t risk identity fraud just to play that video game – do this instead, Aleo, Dec. 28, 2023, available at
https://aleo.org/post/dont-risk-identity-fraud-to-play-that-video-game/ (last visited Mar. 14, 2025).
37
   Ch. 2024-42, Laws of Fla.
38
   Section 501.1737, F.S.
BILL: SB 1438                                                                                                          Page 8

         “Standard age verification” means any commercially reasonable method of age verification
         approved by the commercial entity.39

         Any violation of the age verification law is deemed an unfair and deceptive trade practice, and
         the Department of Legal Affairs (department) has enforcement authority. In addition to the
         remedies under the Florida Deceptive and Unfair Trade Practices Act, the department may
         collect a civil penalty of up to $50,000 per violation and reasonable attorney fees and court costs
         for a violation by a third party.40 A commercial entity that violates the age verification
         requirement is liable to the minor for such access, including court costs and reasonable attorney
         fees as ordered by the court. Claimants may be awarded up to $10,000 in damages. A civil action
         for a claim under this paragraph must be brought within 1 year from the date the complainant
         knew, or reasonably should have known, of the alleged violation.41

         Florida law defines the term “anonymous age verification” as a commercially reasonable method
         used by a government agency or a business for the purpose of age verification which is
         conducted by a nongovernmental, independent third party organized under the laws of a state of
         the United States which:
         • Has its principal place of business in a state of the United States; and
         • Is not owned or controlled by a company formed in a foreign country, a government of a
             foreign country, or any other entity formed in a foreign country.42

         A third party conducting anonymous age verification:
         • May not retain personal identifying information used to verify age once the age of an account
            holder or a person seeking an account has been verified;
         • May not use personal identifying information used to verify age for any other purpose;
         • Must keep anonymous any personal identifying information used to verify age; and
         • Must protect personal identifying information used to verify age from unauthorized or illegal
            access, destruction, use, modification, or disclosure through reasonable security procedures
            and practices appropriate to the nature of the personal information.43

         Other States
         At least 17 states require websites with adult content to verify the age of users.44 Many of these
         laws are facing challenges on free speech grounds, and the Supreme Court is considering a case
         from the United States Court of Appeals for the Fifth Circuit, Free Speech Coalition, Inc. v.
         Paxton, which challenges a Texas law that requires websites with adult content to implement age
         verification mechanisms.45 The court applied rational basis review and held that the age-


39
   Section 501.1737, F.S., defines “commercial entity” as a corporation, a limited liability company, a partnership, a limited
partnership, a sole proprietorship, and any other legally recognized entity.
40
   Id.
41
   Id.
42
   Section 501.1738, F.S.
43
   Id.
44
   Technology and Privacy, States with Age Verification Laws available at
https://www.multistate.us/insider/2025/2/5/supreme-court-ruling-could-impact-state-age-verification-laws (last visited Mar.
14, 2025).
45
   Free Speech Coalition, Inc. v. Paxton 95 F.4th 263 (5th Cir. 2024). See also “Constitutional Issues” of this bill analysis.
BILL: SB 1438                                                                                       Page 9

         verification requirement did not violate the First Amendment because the state has an interest in
         protecting the welfare of children and to see that they are safeguarded from abuses.46

         Social Media Laws for Children

         State Requirements for Social Media and Phones in Schools
         Florida law requires students in grades 6 through 12 to receive instruction on the social,
         emotional, and physical effects of social media. The instructional materials must be available
         online, and district school boards must notify parents of the material’s availability.47

         Florida law also prohibits students from using wireless communication devices at school during
         instructional time, except when expressly directed by a teacher solely for educational purposes,
         and requires a teacher to designate an area for wireless communications devices during
         instructional time.48

         State Protection of Children in Online Spaces
         Florida law provides that any online service, product, game, or feature likely to be predominantly
         accessed by children under 18 years of age may not, except under certain situations:
         • Process the personal information of any child if the platform has actual knowledge or
             willfully disregards that the processing may result in substantial harm or privacy risk to
             children.
         • Profile a child.
         • Collect, sell, share, or retain any personal information that is not necessary to provide an
             online service, product, or feature with which a child is actively and knowingly engaged.
         • Use a child’s personal information for any unstated reason.
         • Collect, sell, or share any precise geolocation of data of children.
         • Use dark patterns to:
             o Lead or encourage children to provide personal information beyond what personal
                 information would otherwise be reasonably expected to be provided for that online
                 service, product, game or feature.
             o Forego privacy protections.
             o Take any action that the online platform has actual knowledge of or willfully disregards
                 that may result in substantial harm or privacy risk to children.
         • Use collected information to estimate age or age range for any other purpose or retain that
             personal information longer than necessary to estimate age.49

         In 2024, the Legislature enacted a law to prohibit children under the age of 14 from creating a
         social media account.50 A social media platform must do the following:
         • Terminate any account held by an account holder younger than 14 years of age, including
             accounts that the social media platform treats or categorizes as belonging to an account

46
   Id.
47
   Section 1003.42(2)(o)5., F.S.
48
   Sections 1006.07(2)(f) and 1003.32(1)(a), F.S.
49
   Section 501.1735, F.S.
50
   Ch. 2024-42, Laws of Fla.
BILL: SB 1438                                                                                                         Page 10

             holder who is likely younger than 14 years of age for purposes of targeting content or
             advertising, and provide 90 days for an account holder to dispute such termination.
         •   Allow an account holder younger than 14 years of age to request to terminate the account.
         •   Allow the confirmed parent or guardian of an account holder younger than 14 years of age to
             request that the minor’s account be terminated. Termination must be effective within 10
             business days after such request.
         •   Permanently delete all personal information held by the social media platform relating to the
             terminated account, unless there are legal requirements to maintain such information.51

         A social media platform must prohibit a minor who is 14 or 15 years of age from entering into a
         contract with a social media platform to become an account holder, unless the minor’s parent or
         guardian provides consent for the minor to become an account holder.52

         A social media platform must do the following:
         • Terminate any account held by an account holder who is 14 or 15 years of age, including
            accounts that the social media platform treats or categorizes as belonging to an account
            holder who is likely 14 or 15 years of age for purposes of targeting content or advertising, if
            the account holder’s parent or guardian has not provided consent for the minor to create or
            maintain the account. The social media platform must provide 90 days for an account holder
            to dispute such termination. Termination must be effective upon the expiration of the 90 days
            if the account holder fails to effectively dispute the termination.
         • Allow an account holder who is 14 or 15 years of age to request to terminate the account.
            Termination must be effective within 5 business days after such request.
         • Allow the confirmed parent or guardian of an account holder who is 14 or 15 years of age to
            request that the minor’s account be terminated. Termination must be effective within 10
            business days after such request.
         • Permanently delete all personal information held by the social media platform relating to the
            terminated account, unless there are legal requirements to maintain such information.53

         Any knowing or reckless violation of s. 501.1736(2) or (3), F.S., is deemed an unfair and
         deceptive trade practice, and the department has enforcement authority.54 In addition to the
         remedies under the Florida Deceptive and Unfair Trade Practices Act, the department may
         collect a civil penalty of up to $50,000 per violation and reasonable attorney fees and court costs
         for a violation by a third party.55 When the social media platform’s failure to comply with the
         requirements is a consistent pattern of knowing or reckless conduct, punitive damages may be
         assessed against the social media platform.56

         A social media platform that knowingly or recklessly violates s. 501.1736(2) or (3), F.S., is liable
         to the minor account holder, including court costs and reasonable attorney fees as ordered by the

51
    Section 501.1736, F.S.
52
   Id.
53
   Section 501.1736(4), F.S., provides that if a court enjoins the enforcement of this section, then this section should be
severed and s. 501.1736(4), F.S., will take effect, which prohibits a minor who is 14 or 15 years of age from entering into a
contract with a social media platform to become an account holder.
54
   Section 501.1736, F.S.
55
   Id.
56
   Id.
BILL: SB 1438                                                                                                      Page 11

        court. Claimants may be awarded up to $10,000 in damages. A civil action for a claim must be
        brought within 1 year from the date the complainant knew, or reasonably should have known, of
        the alleged violation.57

        In October of 2024, the Computer and Communications Industry Association and NetChoice
        filed a lawsuit in the U.S. District Court for the Northern District of Florida to challenge
        Florida’s social media law, however, the judge has not yet ruled on the request for a preliminary
        injunction.58

        Florida Deceptive and Unfair Trade Practices Act (FDUTPA)

        The FDUTPA is a consumer and business protection measure that prohibits unfair methods of
        competition, and unconscionable, deceptive, or unfair acts or practices in the conduct of trade or
        commerce.59 The FDUTPA was modeled after the Federal Trade Commission Act.60

        The Department of Legal Affairs or the state attorney’s office in the judicial circuit affected or
        where the violation occurs may bring actions on behalf of consumers or governmental entities
        when it serves the public interest.61 The state attorney’s office may enforce violations of the
        FDUTPA if the violations take place within its jurisdiction. The department has enforcement
        authority when: the violation is multi-jurisdictional; the state attorney defers to the department in
        writing; or the state attorney fails to act within 90 days after a written complaint is filed.62 In
        certain circumstances, consumers may also file suit through private actions.63

        The department and the state attorney’s office have powers to investigate the FDUTPA claims,
        which include:64
        • Administering oaths and affirmations.
        • Subpoenaing witnesses or matter.
        • Collecting evidence.

        The department and the state attorney’s office may seek the following remedies:65
        • Declaratory judgments.
        • Injunctive relief.

57
   Id.
58
   See Ch. 2024-42, Laws of Fla. See also s. 501.1736, F.S. See also NetChoice, CCIA & NetChoice v. Uthmeier (Florida,
2024), available at https://netchoice.org/ccia-netchoice-v-moody-2024/ (last visited Mar. 14, 2025).
59
   Section 501.202, F.S.
60
   See 15 U.S.C. s. 45; see also D. Matthew Allen, et. al., The Federal Character of Florida’s Deceptive and Unfair Trade
Practices Act, 65 U. MIAMI L. REV. 1083 (Summer 2011).
61
   Sections 501.203(2) and 501.207(1)(c) and (2), F.S.; see also David J. Federbush, FDUTPA for Civil Antitrust Additional
Conduct, Party, and Geographic Coverage; State Actions for Consumer Restitution, 76 FLA. BAR J. 52 (Dec. 2002), available
at https://www.floridabar.org/the-florida-bar-journal/fdutpa-for-civil-antitrust-additional-conduct-party-and-geographic-
coverage-state-actions-for-consumer-restitution/ (analyzing the merits of FDUPTA and the potential for deterrence of
anticompetitive conduct in Florida) (last visited Mar. 14, 2025).
62
   Section 501.203(2), F.S.
63
   Section 501.211, F.S.
64
   Section 501.206(1), F.S.
65
   Sections 501.207(1), 501.208, and 501.2075, F.S. Civil Penalties are deposited into general revenue. Enforcing authorities
may also request attorney fees and costs of investigation or litigation. Section 501.2105, F.S.
BILL: SB 1438                                                                                           Page 12

           •    Actual damages on behalf of consumers and businesses.
           •    Cease and desist orders.
           •    Civil penalties of up to $10,000 per willful violation.

           The FDUTPA may not be applied to certain entities in certain circumstances, including:66
           • Any person or activity regulated under laws administered by the Office of Insurance
              Regulation or the Department of Financial Services.
           • Banks, credit unions, and savings and loan associations regulated by the Office of Financial
              Regulation or federal agencies.

III.       Effect of Proposed Changes:

           Online Application Stores

           Definitions
           Section 1 of the bill creates s. 282.803, F.S., which provides the following definitions:
           • “Application store” means a publicly available website, software application, or online
              service that distributes third party platform software applications to a computer, a mobile
              device, or any other general purpose computing device.
           • “Child” means an individual consumer under 18 years of age.
           • “Covered application” means a software application, website, or other online service that is
              likely to be accessed by children and that is intended to be run or directed by a user on a
              computer, mobile device, or any other general purpose computing device. The term does not
              include a broadband Internet access service as defined in 47 C.F.R. s. 8.1(b); a
              telecommunications service as defined in 47 U.S.C. s. 153; or the delivery or use of a
              physical product unconnected to the Internet.
           • “Covered entity” means a covered manufacturer or developer of a covered application.
           • “Covered manufacturer” means a manufacturer of a device, an operating system for a device,
              or an application store.
           • “Developer” means any person, entity, or organization that creates, owns, or controls an
              application and is responsible for the design, development, maintenance, and distribution of
              the application to users through an application store.
           • “Device” means a device or a portion of a device that is designed for and capable of
              communicating across a computer network with other computers or devices for the purpose
              of transmitting, receiving, or storing data, including, but not limited to, a desktop, a laptop, a
              cellular telephone, a tablet, or any other device designed for and capable of communicating
              with or across a computer network and that is used for such purpose. The term does not
              include cable, fiber, or wireless modems, and home routers whether standalone or combined
              with the aforementioned modems; managed set-top boxes; and any physical object that only
              supports communications within a closed user group or private network available to a limited
              set of users.
           • “Likely to be accessed by children” means it is reasonable to expect that an application
              would be accessed by children, based on satisfying any of the following criteria:


66
     Section 501.212(4), F.S.
BILL: SB 1438                                                                                                       Page 13

             o The application is determined, based on competent and reliable evidence regarding
                audience composition, to be routinely accessed by children; or
             o Internal research findings determine that the application is routinely accessed by children.
         •   “Parent” means a biological, foster, or adoptive parent; a stepparent; or a legal guardian.
         •   “User” means an individual consumer of covered applications.

         Developers of Covered Applications
         Beginning January 1, 2026, the bill requires a developer of a covered application to:
         • Determine whether an application the developer provides is likely to be accessed by children
            and, if the application is provided for distribution via an application store, provide notice to
            such application store that the application is likely to be accessed by children.
         • To the extent applicable and technically feasible, provide readily available features for
            parents to protect a user that is a child as appropriate to the risks that arise from the child’s
            use of the developer’s covered application. This includes providing features to help manage
            which accounts are affirmatively linked to the user under the age of 18, to help manage the
            delivery of age appropriate content, and to limit the amount of time that the user under the
            age of 18 spends daily on the developer’s covered application.

         The bill authorizes developers of covered applications to rely on age signals and parental consent
         for purposes of complying with the aforementioned requirements.

         Covered Manufacturers
         The bill requires a covered manufacturer to take commercially reasonable and technically
         feasible steps to:
         • Upon initial activation of a device, determine or estimate the age of the device’s primary
             user.
         • If the covered manufacturer is an application store:
             o Provide a mechanism for a developer to provide notice that an application is likely to be
                 accessed by children;
             o Obtain parental consent before permitting a known child under 16 years of age to
                 download a covered application from the application store;
             o Provide developers of covered applications in the application store a signal regarding
                 whether a parent has provided consent; and
             o Provide the parent with the option to connect the developer of such a covered application
                 with the approving parent for the purpose of facilitating parental supervision tools.
         • Provide developers of covered applications with a digital signal via a real time application
             programming interface regarding whether a user is:
             o Under 13 years of age;
             o At least 13 years of age and under 16 years of age;
             o At least 16 years of age and under 18 years of age; or
             o At least 18 years of age.67



67
  For devices sold before January 1, 2026, the bill requires covered manufacturers to ensure that the requirements are
included in its operating system and app store versions and updates by default after January 1, 2027.
BILL: SB 1438                                                                                      Page 14

      Exceptions
      Except when a covered manufacturer is an application store, section 1 of the bill does not:
      • Require a covered entity to access, collect, retain, reidentify, or link information, that in the
         ordinary course of business, would not otherwise be accessed, collected, retained,
         reidentified, or linked;
      • Require a covered entity to implement new account controls or safety settings if it is not
         necessary to comply with this bill; and
      • Modify, impair, or supersede the operation of any antitrust law.

      Applications Stores
      The bill requires an application store to comply with the requirements in section 1 of the bill in a
      nondiscriminatory manner, including:
      • Imposing at least the same restrictions and obligations on its own applications and
         application distribution as it does on those from third-party applications or application
         distributors.
      • Not using data collected from third parties, or consent mechanisms deployed for third parties,
         in the course of compliance, for any of the following:
         o To compete against those third parties;
         o To give the application store’s services preference relative to those of third parties; and
         o To otherwise use the data or consent mechanism in an anticompetitive manner.

      Enforcement
      The bill requires the Attorney General to provide the covered entity with at least 45 days written
      notice before the date on which the Attorney General initiates an enforcement action against a
      covered entity. The notice must identify each alleged violation and an explanation of the basis
      for each allegation.

      The Attorney General may not initiate an action if the covered entity cures the violation or
      violations described in the notice within 45 days after the notice is sent and provides the
      Attorney General with a written statement indicating that the violation is cured and that no
      further violations will occur. If the violation is not cured, the Attorney General may bring a civil
      action and seek damages for up to $2,500 per violation not to exceed $50,000. The bill does not
      provide a private right of action; the Attorney General has exclusive authority to enforce these
      provisions.

      The bill provides an affirmative defense if the developer acted in reasonable reliance on the
      application store’s determination or estimate that the user is not a child. Additionally, a covered
      manufacturer is not subject to liability for failure to comply with section 1 of the bill if that
      covered manufacturer has taken commercially reasonable and technically feasible steps to
      determine or estimate the age of the user of the relevant device.
BILL: SB 1438                                                                                                         Page 15

         Age Verification for Online Access to Materials Harmful to Minors

         Definitions
         Section 2 of the bill amends s. 501.1737, F.S., and provides the following definitions as used in
         ss. 501.1737 and 501.1741, F.S.:
         • “Application store” means a publicly available website, software application, or online
             service that distributes third party platforms’ software applications to a computer, a mobile
             device, or any other general-purpose computing device.
         • “Covered manufacturer” means a manufacturer of a device, an operating system for a device,
             or an application store.
         • “Device” means equipment or a portion of equipment that is designed for and capable of
             communicating across a computer network with other computers or devices for the purpose
             of transmitting, receiving, or storing data, including, but not limited to, a desktop, a laptop, a
             cellular telephone, a tablet, or any other device designed for and capable of communicating
             with or across a computer network and that is used for such purpose.
         • “Digital age verification” means anonymous age verification, standard age verification, or
             device-based age verification.
         • “Operating system provider” means an entity that develops, distributes, or maintains the
             operating system of, and provides common services for, a device. The term includes the
             design, programming, and supply of operating systems for various devices such as
             smartphones, tablets, and other digital equipment.

         Guidelines
         The bill provides that a commercial entity that knowingly and intentionally publishes or
         distributes material harmful to minors on a website or application, if the website or application
         contains a substantial portion of material harmful to minors, must use digital age verification.68

         The bill requires a commercial entity to ensure that the requirements of s. 501.1738, F.S., which
         provides the framework for “anonymous age verification,” are met unless the commercial entity
         is relying on device-based age verification.69

         Penalties
         The bill provides that a “covered manufacturer” must follow the requirements provided in
         section 3 of the bill, which establishes the framework for “device-based age verification.” If a
         covered manufacturer violates any of those requirements, it is deemed an unfair and deceptive
         trade practice under s. 501.1737(5)(a), F.S.

         The bill removes the provision in s. 501.1737, F.S., that provides a private cause of action to a
         minor.


68
   The bill defines “digital age verification” as either anonymous age verification, standard age verification, or device-based
age verification. The bill requires a commercial entity to offer anonymous age verification and standard age verification, and
a person attempting to access the material may select which method will be used to verify his or her age unless the
commercial entity is relying on device-based age verification.
69
   The bill creates the framework for “device-based age verification” in s. 501.1741, F.S.
BILL: SB 1438                                                                                                         Page 16

         The bill removes the provision in s. 501.1737, F.S., that requires all information held by the
         Department of Legal Affairs pursuant to a notification of a violation or an investigation of a
         violation to be confidential and exempt from s. 119.07(1), F.S., and s. 24(a), Art. I of the State
         Constitution.70

         Device-based Age Verification

         Section 3 of the bill creates s. 501.1741, F.S., which establishes the framework for device-based
         age verification.

         Upon activation of a device, a covered manufacturer must take commercially reasonable and
         technically feasible steps to do the following:
         • Determine or estimate the age of the user of the device.
         • Provide websites, applications, application stores, and online services with a digital signal
             and a real-time application programming interface to verify that a person is:
             o Younger than 13 years of age;
             o At least 13 years of age but younger than 16 years of age;
             o At least 16 years of age but younger than 18 years of age; and
             o Eighteen years of age or older.
         • If the covered manufacturer is an application store, obtain parental or guardian consent
             before permitting a person younger than 16 years of age to download an application from the
             application store and provide the parent or guardian with the option to connect the developer
             of the application with the approving parent or guardian for the purpose of facilitating
             parental supervision tools.
         • Beginning July 1, 2026, ensure that the requirements of this section of the bill are included
             by default in all operating systems and application store versions and updates for devices sold
             after July 1, 2026.

         The bill requires a website, an application, or an online service that makes material harmful to
         minors available to minors to recognize and allow for the receipt of digital age signals.

         The bill requires a website, an application, or an online service that makes available a substantial
         portion of material harmful to minors to do the following:
         • Block access to the website, application, or online service if an age signal is received
             indicating that the person using such website, application, or online service is under 18 years
             of age;
         • Provide a disclaimer to the user or visitors that the website, application, or online service
             contains material harmful to minors; and
         • Label itself as restricted to adults.

         The bill requires a website, an application, or an online service that knowingly makes available
         less than a substantial portion of material harmful to minors to do the following:


70
  Section 119.07(1), F.S., and s. 24(a), Art. I of the State Constitution, guarantees every person the right to inspect or copy
public records made or received in connection with the official business of any public body, officer, or employee of the state,
with certain exceptions.
BILL: SB 1438                                                                                      Page 17

      •    Block access to known material harmful to minors if an age signal is received indicating that
           the person using such website, application, or online service is under 18 years of age; and
      •    Provide a disclaimer to users or visitors before displaying known material harmful to minors.

      The bill requires a website, an application, or an online service with actual knowledge, through
      receipt of a signal regarding a user’s age or otherwise, that a user is under 18 years of age, to the
      extent commercially reasonable and technically feasible, provide readily available features for
      parents or guardians to support a minor with respect to the minor’s use of the service, including
      features to help manage which persons or accounts are affirmatively linked to the minor, to help
      manage the delivery of age appropriate content, and to limit the amount of time that the minor
      spends daily on the website, application, or online service.

      The bill requires a covered manufacturer to comply with the device-based age verification
      requirements in a nondiscriminatory manner, specifically including, but not limited to, imposing
      at least the same restrictions and obligations on its own websites, applications, and online
      services as it does on those from third parties.

      A covered manufacturer is prohibited from taking the following actions:
      • Using data collected from third parties, or consent mechanisms deployed for third parties, in
         the course of compliance with the device-based age verification requirements to compete
         against such third parties;
      • Giving the covered manufacturer’s services preference relative to those of third parties; or
      • Otherwise use data collected from third parties or consent mechanisms deployed by third
         parties in an anticompetitive manner.

      The bill gives the Department of Legal Affairs rule making authority to implement the device-
      based age verification requirements.

      The bill provides that any state law, regulation, or policy or any ordinance, regulation, or policy
      adopted by a county, a municipality, an administrative agency, or other political subdivision of
      Florida which is in conflict with this section of the bill is superseded and is deemed null and void
      to the extent of the conflict.

      Effective Date

      The bill takes effect July 1, 2025.

IV.   Constitutional Issues:

      A.        Municipality/County Mandates Restrictions:

                None.

      B.        Public Records/Open Meetings Issues:

                None.
BILL: SB 1438                                                                                                     Page 18

        C.       Trust Funds Restrictions:

                 None.

        D.       State Tax or Fee Increases:

                 None.

        E.       Other Constitutional Issues:

                 First Amendment Right to Freedom of Speech

                 The First Amendment to the U.S. Constitution guarantees that “Congress shall make no
                 law ... abridging the freedom of speech.”71 Generally, “government has no power to
                 restrict expression because of its message, its ideas, its subject matter, or its content.”72
                 The rights guaranteed by the First Amendment apply with equal force to state
                 governments through the due process clause of the Fourteenth Amendment.73

                 In most circumstances, these protections “are no less applicable when government seeks
                 to control the flow of information to minors”74 as states do not possess “a free-floating
                 power to restrict the ideas to which children may be exposed.”75

                 Many of the questions regarding the constitutionality of age verification laws may
                 concern whether such laws are sufficiently narrow to avoid inhibiting more speech than
                 necessary. The degree of tailoring required may vary depending on whether a given law
                 is content-based or content-neutral. In both circumstances, a law’s constitutionality
                 depends on several factors, including the:
                 • Strength of the government’s interest.
                 • Amount of protected speech that the law directly or indirectly restricts.
                 • Availability of less speech-restrictive alternatives.76
                 Content-neutral regulations on free speech are legitimate if they advance important
                 governmental interests that are not related to suppression of free speech, do so in a way
                 that is substantially related to those interests, and do not substantially burden more speech
                 than necessary to further those interests.77

                 The U.S. Supreme Court regards content-based laws, which limit communication because
                 of the message it conveys, as presumptively unconstitutional.78 Such a law may be
                 justified only if the government shows that the law is required to promote a compelling

71
   U.S. CONST. amend. I.
72
   Police Dept. of City of Chicago v. Mosley, 408 U.S. 92, 95 (1972).
73
   U.S. CONST. amend. XIV; see also FLA. CONST., art. I.
74
   Erznoznik v. City of Jacksonville, 422 U.S. 205, 214 (1975).
75
   Brown v. Ent. Merchants Ass’n, 564 U.S. 786, 794 (2011).
76
   Eric N. Holmes, Congressional Research Service, Online Age Verification (Part III): Select Constitutional Issues (CRS
Report No. LSB11022, August 17, 2023), available at https://crsreports.congress.gov/product/pdf/LSB/LSB11022 (last
visited Mar. 14, 2025).
77
   Turner Broadcasting System, Inc. v. F.C.C., 520 U.S. 180,189 (U.S. 1997).
78
   Reed v. Town of Gilbert, 576 U.S. 155, 163 (2015).
BILL: SB 1438                                                                                                      Page 19

                 state interest and that the least restrictive means have been chosen to further that
                 articulated interest.79

                 In general, the U.S. Supreme Court has held that requiring adults to prove their age to
                 access certain content is an unconstitutional, content-based limit on free speech, when
                 there are less restrictive means to curb access to minors, such as filters and parental
                 controls.80

                 According to Justice O’Connor’s Reno dissent, because technology was insufficient for
                 ensuring that minors could be excluded while still providing adults full access to
                 protected content, the age verification provision was viewed as ultimately
                 unconstitutional; however, she contemplated the possibility that future technological
                 advances may allow for a constitutionally sound age verification law.81

                 Additionally, in determining whether laws requiring age verification to access social
                 media platforms unconstitutionally restrict free speech, courts have found that even if
                 “the state has the power to enforce parental prohibitions it does not follow that the state
                 has the power to prevent children from hearing or saying anything without their parents’
                 prior consent.”82 Moreover:

                          [A]ge-verification requirements are more restrictive than policies enabling
                          or encouraging users (or their parents) to control their own access to
                          information, whether through user-installed devices and filters or
                          affirmative requests to third-party companies. “Filters impose selective
                          restrictions on speech at the receiving end, not universal restrictions at the
                          source.” And “[u]nder a filtering regime, adults ... may gain access to speech
                          they have a right to see without having to identify themselves[.]” Similarly,
                          the State could always “act to encourage the use of filters ... by parents” to
                          protect minors.83

                 State Authority to Regulate to Protect Minors

                 The U.S. Supreme Court has determined that the state has a “compelling interest in
                 protecting the physical and psychological well-being of minors,” which “extends to
                 shielding minors from the influence of literature that is not obscene by adult standards.”84
                 In doing so, however, the means must be narrowly tailored to achieve that end so as not



79
   Sable Commc’s of California, Inc. vs. F.C.C., 492 U.S. 115, 126 (1989).
80
   Reno v. Am. C. L. Union, 521 U.S. 844, 874 (1997); Ashcroft v. American Civil Liberties Union, 542 U.S. 656, 666 (2004);
Ronald Kahn, Reno v. American Civil Liberties Union (1997), Free Speech Center at Middle Tennessee State University,
Dec. 15, 2023, available at https://firstamendment.mtsu.edu/article/reno-v-american-civil-liberties-union/ (last visited Mar.
14, 2025).
81
   Reno, 521 U.S. at 886-91 (O’Connor concurring in part and dissenting in part). The court also considered overbreadth and
vagueness arguments, and determined that the Communications Decency Act of 1996 was too broad and vague. Id. at 883-84.
82
   NetChoice, LLC v. Yost, 2024 WL 104336, *8 (S.D. Ohio Jan. 9, 2024) (internal citations and quotations omitted).
83
   NetChoice, LLC v. Griffin, 2023 WL 5660155, *21 (W.D. Ark. Aug. 31, 2023) (internal citations omitted).
84
   Sable Commc’s of California, Inc., 492 U.S. at 126.
BILL: SB 1438                                                                                                       Page 20

                  to unnecessarily deny adults access to material which is constitutionally protected
                  indecent material.85

                  Supremacy Clause

                  Article VI, Paragraph 2 of the U.S. Constitution, commonly referred to as the Supremacy
                  Clause, establishes that the federal constitution, and federal law generally, take
                  precedence over state laws and constitutions. The Supremacy Clause also prohibits states
                  from interfering with the federal government’s exercise of its constitutional powers and
                  from assuming any functions that are exclusively entrusted to the federal government. It
                  does not, however, allow the federal government to review or veto state laws before they
                  take effect.86

                  Section 230 of the federal Communications Decency Act, in part, specifies that “[n]o
                  provider ... of an interactive computer service shall be treated as the publisher or speaker
                  of any information provided by another information content provider”87 and specifically
                  prohibits all inconsistent causes of action and liability imposed under any state or local
                  law.88

V.       Fiscal Impact Statement:

         A.       Tax/Fee Issues:

                  None.

         B.       Private Sector Impact:

                  The bill requires covered manufacturers and developers of covered applications to take
                  certain steps, provide certain features, and provide certain notices or disclaimers to assist
                  in protecting minors, which will likely increase costs for such entities.

         C.       Government Sector Impact:

                  The Department of Legal Affairs will be required to adopt rules to implement the
                  provisions in this bill.

VI.      Technical Deficiencies:

         None.




85
   Ashcroft, 542 U.S. at 666; Cashatt v. State, 873 So. 2d 430, 434 (Fla. 1st DCA 2004); but see Erznoznik, 422 U.S. at 213
(determining that the city’s regulation was overly broad).
86
   Cornell Law School, Legal Information Institute, Supremacy Clause, available at
https://www.law.cornell.edu/wex/supremacy_clause (last visited Mar. 14, 2025).
87
   47 U.S.C. s. 230(c)(1).
88
   47 U.S.C. s. 230(e)(3).
 BILL: SB 1438                                                                                                                        Page 21

VII.    Related Issues:

        None.

VIII.   Statutes Affected:

        This bill substantially amends section 501.1737 of the Florida Statutes.

        This bill creates the following sections of the Florida Statutes: 282.803 and 501.1741.

 IX.    Additional Information:

        A.       Committee Substitute – Statement of Changes:
                 (Summarizing differences between the Committee Substitute and the prior version of the bill.)

                 None.

        B.       Amendments:

                 None.

         This Senate Bill Analysis does not reflect the intent or official position of the bill’s introducer or the Florida Senate.
      Florida Senate - 2025                                        SB 1438         Florida Senate - 2025                                        SB 1438



      By Senator Grall




      29-00966A-25                                              20251438__         29-00966A-25                                              20251438__
1                             A bill to be entitled                          30         penalties against covered manufacturers; removing
2          An act relating to online access to materials harmful             31         certain liability and damage provisions for certain
3          to minors; creating s. 282.803, F.S.; defining terms;             32         commercial entities; deleting provisions relating to
4          requiring a developer to, beginning on a specified                33         public records exemptions and the Open Government
5          date, make specific determinations about covered                  34         Sunset Review Act; removing the definition of the term
6          applications, provide notice to application stores                35         “proprietary information”; conforming provisions to
7          about such applications, and provide certain features             36         changes made by the act; creating s. 501.1741, F.S.;
8          for parents to protect a user that is a child;                    37         requiring covered manufacturers to take certain steps
9          requiring a covered manufacturer to, beginning on a               38         upon activation of a device; requiring certain
10         specified date, take certain steps to determine                   39         websites, applications, or online services to take
11         specified information about the user, provide certain             40         certain actions based on the amount of material
12         notices, and provide developers of covered                        41         harmful to minors found on such website, application,
13         applications with a specified means to verify the age             42         or online service; requiring covered manufacturers to
14         of a user; providing requirements for devices sold                43         comply with statutory requirements in a
15         before a specified date; providing construction;                  44         nondiscriminatory manner; prohibiting covered
16         requiring an application store to establish                       45         manufacturers from taking certain actions; authorizing
17         nondiscriminatory practices; providing for enforcement            46         the Department of Legal Affairs to adopt rules and
18         actions by the Attorney General; providing an                     47         regulations; providing preemption; providing an
19         affirmative defense; providing a limitation on                    48         effective date.
20         liability for a covered manufacturer under certain                49
21         circumstances; amending s. 501.1737, F.S.; revising               50    Be It Enacted by the Legislature of the State of Florida:
22         definitions and defining terms; revising the age                  51
23         verification method used by certain commercial                    52         Section 1.   Section 282.803, Florida Statutes, is created to
24         entities to verify the age of a person accessing                  53    read:
25         certain material; providing an exception; requiring a             54         282.803 Online application store.—
26         covered manufacturer to ensure certain statutory                  55         (1) As used in this section, the term:
27         requirements are met; authorizing the Department of               56         (a) “Application store” means a publicly available website,
28         Legal Affairs to bring an action against covered                  57    software application, or online service that distributes third-
29         manufacturers; authorizing the imposition of civil                58    party platform software applications to a computer, a mobile

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      Florida Senate - 2025                                         SB 1438          Florida Senate - 2025                                       SB 1438




      29-00966A-25                                             20251438__            29-00966A-25                                              20251438__
59    device, or any other general purpose computing device.                  88     purpose. The term does not include cable, fiber, or wireless
60           (b) “Child” means an individual consumer under 18 years of       89     modems, and home routers whether standalone or combined with the
61    age.                                                                    90     aforementioned modems; managed set-top boxes; and any physical
62           (c) “Covered application” means a software application,          91     object that only supports communications within a closed user
63    website, or other online service that is likely to be accessed          92     group or private network available to a limited set of users.
64    by children and that is intended to be run or directed by a user        93          (h) “Likely to be accessed by children” means it is
65    on a computer, mobile device, or any other general purpose              94     reasonable to expect that an application would be accessed by
66    computing device. The term does not include a broadband Internet        95     children, based on satisfying any of the following criteria:
67    access service as defined in 47 C.F.R. s. 8.1(b); a                     96          1. The application is determined, based on competent and
68    telecommunications service as defined in 47 U.S.C. s. 153; or           97     reliable evidence regarding audience composition, to be
69    the delivery or use of a physical product unconnected to the            98     routinely accessed by children; or
70    Internet.                                                               99          2. Internal research findings determine that the
71           (d) “Covered entity” means a covered manufacturer or             100    application is routinely accessed by children.
72    developer of a covered application.                                     101         (i) “Parent” means a biological, foster, or adoptive
73           (e) “Covered manufacturer” means a manufacturer of a             102    parent; a stepparent; or a legal guardian.
74    device, an operating system for a device, or an application             103         (j) “User” means an individual consumer of covered
75    store.                                                                  104    applications.
76           (f) “Developer” means any person, entity, or organization        105         (2) Beginning January 1, 2026:
77    that creates, owns, or controls an application and is                   106         (a) A developer of a covered application shall:
78    responsible for the design, development, maintenance, and               107         1. Determine whether an application the developer provides
79    distribution of the application to users through an application         108    is likely to be accessed by children and, if the application is
80    store.                                                                  109    provided for distribution via an application store, provide
81           (g) “Device” means a device or a portion of a device that        110    notice to such application store that the application is likely
82    is designed for and capable of communicating across a computer          111    to be accessed by children.
83    network with other computers or devices for the purpose of              112         2. To the extent applicable and technically feasible,
84    transmitting, receiving, or storing data, including, but not            113    provide readily available features for parents to protect a user
85    limited to, a desktop, a laptop, a cellular telephone, a tablet,        114    that is a child as appropriate to the risks that arise from the
86    or any other device designed for and capable of communicating           115    child’s use of the developer’s covered application. This
87    with or across a computer network and that is used for such             116    includes providing features to help manage which accounts are

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       Florida Senate - 2025                                        SB 1438          Florida Senate - 2025                                        SB 1438




       29-00966A-25                                            20251438__            29-00966A-25                                              20251438__
117    affirmatively linked to the user under the age of 18, to help          146    signals and parental consent provided under subparagraph 2. for
118    manage the delivery of age appropriate content, and to limit the       147    purposes of complying with this paragraph.
119    amount of time that the user under the age of 18 spends daily on       148         (c) For devices sold before January 1, 2026, covered
120    the developer’s covered application.                                   149    manufacturers shall ensure that the requirements under paragraph
121         (b) A covered manufacturer shall take commercially                150    (b) are included in its operating system and app store versions
122    reasonable and technically feasible steps to:                          151    and updates by default after January 1, 2027.
123         1. Upon initial activation of a device, determine or              152         (3)(a) Except for the requirements provided in subparagraph
124    estimate the age of the device’s primary user.                         153    (2)(b)2., this section does not:
125         2. If the covered manufacturer is an application store:           154         (b) Require a covered entity to access, collect, retain,
126         a. Provide a mechanism for a developer to provide notice          155    reidentify, or link information, that in the ordinary course of
127    that an application is likely to be accessed by children.              156    business, would not otherwise be accessed, collected, retained,
128         b. Obtain parental consent before permitting a known child        157    reidentified, or linked.
129    under 16 years of age to download a covered application from the       158         (c) Require a covered entity to implement new account
130    application store.                                                     159    controls or safety settings if it is not necessary to comply
131         c. Provide developers of covered applications in the              160    with this act.
132    application store a signal regarding whether a parent has              161         (d) Modify, impair, or supersede the operation of any
133    provided consent when required under this subsection.                  162    antitrust law, including chapter 1331 of the Revised Code and 15
134         d. Provide the parent with the option to connect the              163    U.S.C. ss. 1 et seq.
135    developer of such a covered application with the approving             164         (4) An application store shall comply with this section in
136    parent for the purpose of facilitating parental supervision            165    a nondiscriminatory manner, including:
137    tools.                                                                 166         (a) Imposing at least the same restrictions and obligations
138         3. Provide developers of covered applications with a              167    on its own applications and application distribution as it does
139    digital signal via a real time application programming interface       168    on those from third-party applications or application
140    regarding whether a user is:                                           169    distributors;
141         a. Under 13 years of age.                                         170         (b) Not using data collected from third parties, or consent
142         b. At least 13 years of age and under 16 years of age.            171    mechanisms deployed for third parties, in the course of
143         c. At least 16 years of age and under 18 years of age.            172    compliance with this subsection, for any of the following:
144         d. At least 18 years of age.                                      173         1. To compete against those third parties.
145         4. Developers of covered applications may rely on age             174         2. To give the application store’s services preference

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175    relative to those of third parties.                                    204    section if the developer acted in reasonable reliance on the
176         3. To otherwise use the data or consent mechanism in an           205    application store’s determination or estimate that the user is
177    anticompetitive manner.                                                206    not a child.
178         (5)(a) At least 45 days before the date on which the              207         (7) A covered manufacturer is not subject to liability for
179    Attorney General initiates an enforcement action against a             208    failure to comply with this section if that covered manufacturer
180    covered entity that is subject to the requirements of this             209    has taken commercially reasonable and technically feasible steps
181    section, the Attorney General shall provide the covered entity         210    to determine or estimate the age of the user of the device as
182    with a written notice that identifies each alleged violation and       211    provided in paragraph (2)(b).
183    an explanation of the basis for each allegation.                       212         Section 2.   Section 501.1737, Florida Statutes, is amended
184         (b) The Attorney General may not initiate an action if the        213    to read:
185    covered entity cures the violation or violations described in          214         501.1737 Age verification for online access to materials
186    the notice within 45 days after the notice is sent and provides        215    harmful to minors.—
187    the Attorney General with a written statement indicating that          216         (1) As used in this section and s. 501.1741, the term:
188    the violation is cured and that no further violations will             217         (a) “Anonymous age verification” has the same meaning as in
189    occur.                                                                 218    s. 501.1738.
190         (c) If a covered entity continues to violate this section         219         (b) “Application store” means a publicly available website,
191    in breach of an express written notice provided under paragraph        220    software application, or online service that distributes third-
192    (6)(a), the Attorney General may bring a civil action and seek         221    party platforms’ software applications to a computer, a mobile
193    damages for up to $2,500 per violation of this section not to          222    device, or any other general-purpose computing device.
194    exceed $50,000. Damages shall begin accruing after completion of       223         (c)(b) “Commercial entity” includes a corporation, a
195    the 45-day cure period in paragraph (6)(b).                            224    limited liability company, a partnership, a limited partnership,
196         (d) This subsection does not provide a private right of           225    a sole proprietorship, and any other legally recognized entity.
197    action. The Attorney General has the exclusive authority to            226         (d) “Covered manufacturer” means a manufacturer of a
198    enforce this section.                                                  227    device, an operating system for a device, or an application
199         (e) Paragraph (a) does not apply if the covered entity            228    store.
200    fails to timely cure all of the violations described in the            229         (e)(c) “Department” means the Department of Legal Affairs.
201    notice or commits a subsequent violation of the same type after        230         (f) “Device” means equipment or a portion of equipment that
202    curing the initial violation under that paragraph.                     231    is designed for and capable of communicating across a computer
203         (6) It is an affirmative defense to a violation of this           232    network with other computers or devices for the purpose of

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233    transmitting, receiving, or storing data, including, but not           262    thereof who can provide documentation of such employment.
234    limited to, a desktop, a laptop, a cellular telephone, a tablet,       263         (k) “Operating system provider” means an entity that
235    or any other device designed for and capable of communicating          264    develops, distributes, or maintains the operating system of, and
236    with or across a computer network and that is used for such            265    provides common services for, a device. The term includes the
237    purpose.                                                               266    design, programming, and supply of operating systems for various
238         (g) “Digital age verification” means either anonymous age         267    devices such as smartphones, tablets, and other digital
239    verification, standard age verification, or device-based age           268    equipment.
240    verification.                                                          269         (l)(g) “Publish” means to communicate or make information
241         (h)(d) “Distribute” means to issue, sell, give, provide,          270    available to another person or entity on a publicly available
242    deliver, transfer, transmit, circulate, or disseminate by any          271    website or application.
243    means.                                                                 272         (m)(h) “Resident” means a person who lives in this state
244         (i)(e) “Material harmful to minors” means any material            273    for more than 6 months of the year.
245    that:                                                                  274         (n)(i) “Standard age verification” means any commercially
246         1. The average person applying contemporary community             275    reasonable method of age verification approved by the commercial
247    standards would find, taken as a whole, appeals to the prurient        276    entity.
248    interest;                                                              277         (o)(j) “Substantial portion” means more than 33.3 percent
249         2. Depicts or describes, in a patently offensive way,             278    of total material on a website or application.
250    sexual conduct as specifically defined in s. 847.001(19); and          279         (2) A commercial entity that knowingly and intentionally
251         3. When taken as a whole, lacks serious literary, artistic,       280    publishes or distributes material harmful to minors on a website
252    political, or scientific value for minors.                             281    or application, if the website or application contains a
253         (j)(f) “News-gathering organization” means any of the             282    substantial portion of material harmful to minors, must use
254    following:                                                             283    digital either anonymous age verification or standard age
255         1. A newspaper, news publication, or news source, printed         284    verification to verify that the age of a person attempting to
256    or published online or on a mobile platform, engaged in                285    access the material is 18 years of age or older and prevent
257    reporting current news and matters of public interest, and an          286    access to the material by a person younger than 18 years of age.
258    employee thereof who can provide documentation of such                 287    The commercial entity must offer anonymous age verification and
259    employment.                                                            288    standard age verification, and a person attempting to access the
260         2. A radio broadcast station, television broadcast station,       289    material may select which method will be used to verify his or
261    cable television operator, or wire service, and an employee            290    her age unless the commercial entity is relying on device-based

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291    age verification pursuant to s. 501.1741.                              320    to any other remedy under part II of this chapter, the
292         (3) A commercial entity must ensure that the requirements         321    department may collect a civil penalty of up to $50,000 per
293    of s. 501.1738 are met unless the commercial entity is relying         322    violation and reasonable attorney fees and court costs. When the
294    on device-based age verification pursuant to s. 501.1741. A            323    commercial entity’s or a covered manufacturer’s failure to
295    covered manufacturer must ensure that the requirements of s.           324    comply with subsection (2) or subsection (3) is a consistent
296    501.1741 are met.                                                      325    pattern of conduct of the commercial entity or covered
297         (4)(a) This section does not apply to any bona fide news or       326    manufacturer, punitive damages may be assessed against the
298    public interest broadcast, website video, report, or event and         327    commercial entity or covered manufacturer.
299    does not affect the rights of a news-gathering organization.           328         (b) A third party that performs age verification for a
300         (b) An Internet service provider or its affiliates or             329    commercial entity or covered manufacturer in violation of s.
301    subsidiaries, a search engine, or a cloud service provider does        330    501.1738 is deemed to have committed an unfair and deceptive
302    not violate this section solely for providing access or                331    trade practice actionable under part II of this chapter solely
303    connection to or from a website or other information or content        332    by the department against such third party. If the department
304    on the Internet or a facility, system, or network not under the        333    has reason to believe that the third party is in violation of s.
305    provider’s control, including transmission, downloading,               334    501.1738, the department, as the enforcing authority, may bring
306    intermediate storage, or access software, to the extent the            335    an action against such third party for an unfair or deceptive
307    provider is not responsible for the creation of the content of         336    act or practice. For the purpose of bringing an action pursuant
308    the communication which constitutes material harmful to minors.        337    to this section, ss. 501.211 and 501.212 do not apply. In
309         (5)(a) Any violation of subsection (2) or subsection (3) is       338    addition to other remedies under part II of this chapter, the
310    deemed an unfair and deceptive trade practice actionable under         339    department may collect a civil penalty of up to $50,000 per
311    part II of this chapter solely by the department on behalf of a        340    violation and reasonable attorney fees and court costs.
312    resident minor against a commercial entity or a covered                341         (c) A commercial entity that violates subsection (2) for
313    manufacturer. If the department has reason to believe that a           342    failing to prohibit access or prohibit a minor from future
314    commercial entity or a covered manufacturer is in violation of         343    access to material harmful to minors after a report of
315    subsection (2) or subsection (3), the department, as the               344    unauthorized or unlawful access is liable to the minor for such
316    enforcing authority, may bring an action against the commercial        345    access, including court costs and reasonable attorney fees as
317    entity or a covered manufacturer for an unfair or deceptive act        346    ordered by the court. Claimants may be awarded up to $10,000 in
318    or practice. For the purpose of bringing an action pursuant to         347    damages. A civil action for a claim under this paragraph must be
319    this section, ss. 501.211 and 501.212 do not apply. In addition        348    brought within 1 year from the date the complainant knew, or

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349    reasonably should have known, of the alleged violation.                378    civil action. The subpoena shall inform the party served of its
350         (c)(d) Any action under this subsection may only be brought       379    rights under this subsection.
351    on behalf of or by a resident minor.                                   380         (b) If the matter that the department seeks to obtain by
352         (6) For purposes of bringing an action under subsection           381    subpoena is located outside the state, the entity or person
353    (5), a commercial entity or covered manufacturer that publishes        382    subpoenaed may make it available to the department or its
354    or distributes material harmful to minors on a website or              383    representative to examine the matter at the place where it is
355    application, if the website or application contains a                  384    located. The department may designate representatives, including
356    substantial portion of material harmful to minors and such             385    officials of the state in which the matter is located, to
357    website or application is available to be accessed in this             386    inspect the matter on its behalf and may respond to similar
358    state, is considered to be both engaged in substantial and not         387    requests from officials of other states.
359    isolated activities within this state and operating, conducting,       388         (c) Upon failure of an entity or person without lawful
360    engaging in, or carrying on a business and doing business in           389    excuse to obey a subpoena and upon reasonable notice to all
361    this state, and is therefore subject to the jurisdiction of the        390    persons affected, the department may apply to the circuit court
362    courts of this state.                                                  391    for an order compelling compliance.
363         (7) This section does not preclude any other available            392         (d) The department may request that an entity or person
364    remedy at law or equity.                                               393    that refuses to comply with a subpoena on the ground that
365         (8)(a) If, by its own inquiry or as a result of complaints,       394    testimony or matter may incriminate the entity or person be
366    the department has reason to believe that an entity or person          395    ordered by the court to provide the testimony or matter. Except
367    has engaged in, or is engaging in, an act or practice that             396    in a prosecution for perjury, an entity or individual that
368    violates this section, the department may administer oaths and         397    complies with a court order to provide testimony or matter after
369    affirmations, subpoena witnesses or matter, and collect                398    asserting a valid privilege against self-incrimination shall not
370    evidence. Within 5 days, excluding weekends and legal holidays,        399    have the testimony or matter so provided, or evidence derived
371    after the service of a subpoena or at any time before the return       400    therefrom, received against the entity or person in any criminal
372    date specified therein, whichever is longer, the party served          401    investigation or proceeding.
373    may file in the circuit court in the county in which it resides        402         (e) Any entity or person upon whom a subpoena is served
374    or in which it transacts business and serve upon the enforcing         403    pursuant to this section shall comply with the terms thereof
375    authority a petition for an order modifying or setting aside the       404    unless otherwise provided by order of the court. Any entity or
376    subpoena. The petitioner may raise any objection or privilege          405    person that fails to appear with the intent to avoid, evade, or
377    which would be available upon service of such subpoena in a            406    prevent compliance in whole or in part with any investigation

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407    under this part or that removes from any place, conceals,              436         (c) Upon completion of an investigation or once an
408    withholds, mutilates, alters, or destroys, or by any other means       437    investigation ceases to be active, the following information
409    falsifies any documentary material in the possession, custody,         438    held by the department shall remain confidential and exempt from
410    or control of any entity or person subject to any such subpoena,       439    s. 119.07(1) and s. 24(a), Art. I of the State Constitution:
411    or knowingly conceals any relevant information with the intent         440         1. Information that is otherwise confidential or exempt
412    to avoid, evade, or prevent compliance, shall be liable for a          441    from s. 119.07(1) or s. 24(a), Art. I of the State Constitution.
413    civil penalty of not more than $5,000 per week in violation,           442         2. Personal identifying information.
414    reasonable attorney fees, and costs.                                   443         3. A computer forensic report.
415         (9)(a) All information held by the department pursuant to a       444         4. Information that would otherwise reveal weaknesses in
416    notification of a violation of this section or an investigation        445    the data security of the commercial entity.
417    of a violation of this section is confidential and exempt from         446         5. Information that would disclose the proprietary
418    s. 119.07(1) and s. 24(a), Art. I of the State Constitution,           447    information of the commercial entity.
419    until such time as the investigation is completed or ceases to         448         (d) For purposes of this subsection, the term “proprietary
420    be active. This exemption shall be construed in conformity with        449    information” means information that:
421    s. 119.071(2)(c).                                                      450         1. Is owned or controlled by the commercial entity.
422         (b) During an active investigation, information made              451         2. Is intended to be private and is treated by the
423    confidential and exempt pursuant to paragraph (a) may be               452    commercial entity as private because disclosure would harm the
424    disclosed by the department:                                           453    commercial entity or its business operations.
425         1. In the furtherance of its official duties and                  454         3. Has not been disclosed except as required by law or a
426    responsibilities;                                                      455    private agreement that provides that the information will not be
427         2. For print, publication, or broadcast if the department         456    released to the public.
428    determines that such release would assist in notifying the             457         4. Is not publicly available or otherwise readily
429    public or locating or identifying a person whom the department         458    ascertainable through proper means from another source in the
430    believes to be a victim of an improper use or disposal of              459    same configuration as received by the department.
431    customer records, except that information made confidential and        460         5. Reveals competitive interests, the disclosure of which
432    exempt by paragraph (c) may not be released pursuant to this           461    would impair the competitive advantage of the commercial entity
433    subparagraph; or                                                       462    that is the subject of the information.
434         3. To another governmental entity in the furtherance of its       463         (e) This subsection is subject to the Open Government
435    official duties and responsibilities.                                  464    Sunset Review Act in accordance with s. 119.15 and shall stand

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465    repealed on October 2, 2029, unless reviewed and saved from             494    this section are included by default in all operating systems
466    repeal through reenactment by the Legislature.                          495    and application store versions and updates for devices sold
467           (9)(10) The department may adopt rules to implement this         496    after July 1, 2026.
468    section.                                                                497           (2) A website, an application, or an online service that
469           Section 3.   Section 501.1741, Florida Statutes, is created      498    makes available material harmful to minors must recognize and
470    to read:                                                                499    allow for the receipt of digital age signals pursuant to this
471           501.1741 Device-based age verification.—                         500    section.
472           (1) Upon activation of a device, a covered manufacturer          501           (3) A website, an application, or an online service that
473    must take commercially reasonable and technically feasible steps        502    makes available a substantial portion of material harmful to
474    to do all of the following:                                             503    minors must do all of the following:
475           (a) Determine or estimate the age of the user of the             504           (a) Block access to the website, application, or online
476    device.                                                                 505    service if an age signal is received indicating that the person
477           (b) Provide websites, applications, application stores, and      506    using such website, application, or online service is under 18
478    online services with a digital signal and a real-time                   507    years of age.
479    application programming interface to verify that a person is:           508           (b) Provide a disclaimer to the user or visitors that the
480           1. Younger than 13 years of age.                                 509    website, application, or online service contains material
481           2. At least 13 years of age but younger than 16 years of         510    harmful to minors.
482    age.                                                                    511           (c) Label itself as restricted to adults.
483           3. At least 16 years of age but younger than 18 years of         512           (4) A website, an application, or an online service that
484    age.                                                                    513    knowingly makes available less than a substantial portion of
485           4. Eighteen years of age or older.                               514    material harmful to minors must do all of the following:
486           (c) If the covered manufacturer is an application store,         515           (a) Block access to known material harmful to minors if an
487    obtain parental or guardian consent before permitting a person          516    age signal is received indicating that the person using such
488    younger than 16 years of age to download an application from the        517    website, application, or online service is under 18 years of
489    application store and provide the parent or guardian with the           518    age.
490    option to connect the developer of the application with the             519           (b) Provide a disclaimer to users or visitors before
491    approving parent or guardian for the purpose of facilitating            520    displaying known material harmful to minors.
492    parental supervision tools.                                             521           (5) A website, an application, or an online service with
493           (d) Beginning July 1, 2026, ensure that the requirements of      522    actual knowledge, through receipt of a signal regarding a user’s

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523    age or otherwise, that a user is under 18 years of age must, to        552    law. Any state law, regulation, or policy or any ordinance,
524    the extent commercially reasonable and technically feasible,           553    regulation, or policy adopted by a county, a municipality, an
525    provide readily available features for parents or guardians to         554    administrative agency, or other political subdivision of this
526    support a minor with respect to the minor’s use of the service,        555    state which is in conflict with this section is hereby
527    including features to help manage which persons or accounts are        556    superseded and is deemed null and void to the extent of the
528    affirmatively linked to the minor, to help manage the delivery         557    conflict with this section.
529    of age appropriate content, and to limit the amount of time that       558         Section 4.   This act shall take effect July 1, 2025.
530    the minor spends daily on the website, application, or online
531    service.
532         (6) A covered manufacturer must comply with this section in
533    a nondiscriminatory manner, specifically including, but not
534    limited to, imposing at least the same restrictions and
535    obligations on its own websites, applications, and online
536    services as it does on those from third parties.
537         (7) A covered manufacturer may not:
538         (a) Use data collected from third parties, or consent
539    mechanisms deployed for third parties, in the course of
540    compliance with this section to compete against such third
541    parties;
542         (b) Give the covered manufacturer’s services preference
543    relative to those of third parties; or
544         (c) Otherwise use data collected from third parties or
545    consent mechanisms deployed by third parties in an
546    anticompetitive manner.
547         (8) After requisite notice and public comment, the
548    department may adopt such rules and regulations necessary to
549    establish the processes by which entities are to comply with
550    this section.
551         (9) This section is intended to provide uniformity of the

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                                         The Florida Senate

                          Committee Agenda Request




To:            Senator Thomas Leek, Chair
               Committee on Commerce and Tourism

Subject:       Committee Agenda Request

Date:          March 6, 2025


I respectfully request that Senate Bill #1438, relating to Online Access to Materials Harmful to
Minors, be placed on the:

               committee agenda at your earliest possible convenience.

               next committee agenda.




                                             Senator Erin Grall
                                             Florida Senate, District 29




File signed original with committee office                                            S-020 (03/2004)
                                                        The Florida Senate
                    BILL ANALYSIS AND FISCAL IMPACT STATEMENT
                (This document is based on the provisions contained in the legislation as of the latest date listed below.)

                    Prepared By: The Professional Staff of the Committee on Commerce and Tourism

BILL:             CS/SB 1666
INTRODUCER:       Commerce and Tourism Committee and Senator Grall
SUBJECT:          Uniform Commercial Code
DATE:             March 17, 2025                  REVISED:


           ANALYST                      STAFF DIRECTOR                 REFERENCE                                 ACTION
1. Dike                               McKay                                 CM              Fav/CS
2.                                                                          JU
3.                                                                          RC



                      Please see Section IX. for Additional Information:
                                      COMMITTEE SUBSTITUTE - Technical Changes




    I.    Summary:

          CS/SB 1666 substantially amends portions and creates new sections of the UCC to incorporate
          financial transactions which involve cryptocurrencies and other emerging technologies. These
          changes clarify Florida law to encompass new technology which does not fit into the current
          statutory scheme for commercial contracts.

          The bill takes effect July 1, 2025.

    II.   Present Situation:

          Uniform Commercial Code

          The model Uniform Commercial Code (UCC) was created to govern commercial contracts and
          related financial transactions, providing a homogenous set of rules across jurisdictions.1 Some
          variation of the UCC has been adopted in every state, as well as D.C., Puerto Rico, and the
          Virgin Islands.2 The UCC provides language where contracts are silent, focusing on the sales of
          goods not services. Florida’s UCC, codified in chapters 670-680, F.S., is broken down by subject
          matter as follows:

1
  See Uniform Law Commission, Uniform Commercial Code, available at https://www.uniformlaws.org/acts/ucc (last visited
Mar. 17, 2025).
2
  Duke University, Uniform Commercial Code, available at https://law.duke.edu/sites/default/files/lib/ucc.pdf (last visited
Mar. 17, 2025).
BILL: CS/SB 1666                                                                                                       Page 2

         •   Chapter 670: Fund Transfers
         •   Chapter 671: General Provisions
         •   Chapter 672: Sale of Goods
         •   Chapter 673: Negotiable Instruments
         •   Chapter 674: Bank Deposits and Collections
         •   Chapter 675: Letters of Credit
         •   Chapter 677: Documents of Title
         •   Chapter 678: Investment Securities
         •   Chapter 679: Secured Transactions
         •   Chapter 680: Leases

         In 2022, the Uniform Law Commission, the sponsoring organization of the UCC, developed
         amendments to the UCC to address financial transactions involving emerging technologies, like
         cryptocurrencies, blockchains, and non-fungible tokens (NFTs).3 The UCC’s Article 12
         addresses “controllable electronic records” or intangible digital assets so that cryptocurrency can
         be used in secured transactions.4 As of August 2024, twenty-four states have adopted a version
         of these amendments.5

         The Florida Bar Business Law Section’s Blockchain and Digital Assets Committee and
         UCC/Bankruptcy Committee (Task Force) assessed the new amendments to the UCC and
         proposed changes to Florida’s UCC accordingly. The Task Force found that Florida law does not
         have provisions addressing digital assets—it only contemplates money existing in tangible form,
         such as bills—which can create legal doubt in financial transactions using digital assets.6 As
         there are over 10,000 cryptocurrencies in circulation and the market is worth over $2 trillion,
         there is a growing concern among policymakers to clarify and regulate issues arising from its
         usage.7

         Emerging Technologies

         Cryptocurrencies consist of “both the units of stored value and the networks on which they are
         exchanged.”8 These networks are comprised of unaffiliated participants that download software
         to perform transactions, rather than through a central bank that manages ledgers and approved




3
  There is no one definition for cryptocurrency, but they generally refer to “blockchain-based digital currencies maintained on
decentralized networks. Digital assets are intangible and can be anything of value. Paul Tierno, CONG. RSCH. SERV.,
Cryptocurrency: Selected Policy Issues, available at https://crsreports.congress.gov/product/pdf/R/R47425 (last visited Mar.
17, 2025); see also ARVIND NARAYANAN ET AL., BITCOIN AND CRYPTOCURRENCY TECHNOLOGIES (2016), available at
http://d28rh4a8wq0iu5.cloudfront.net/bitcointech/readings/princeton_bitcoin_book.pdf (last visited Mar. 17, 2025).
4
  Michael D. Contino, CONG. RSCH. SERV., Crypto Assets and Property of the Bankruptcy Estate: An Analysis, available at
https://crsreports.congress.gov/product/pdf/LSB/LSB10832 (last visited Mar. 17, 2025).
5
  Id.
6
  Business Law Section Task Force, White Paper: Florida’s New UCC Article 12: Controllable Electronic Records (“CERs”)
Supporting Secured Transactions for Digital Assets and the Associated UCC Amendments (Aug. 12, 2024).
7
  Tierno, supra note 3.
8
  Tierno, supra note 3.
BILL: CS/SB 1666                                                                                                        Page 3

         transactions.9 Cryptocurrencies can consist of digital tokens10 which are exchanged across public
         blockchains that do not require a central intermediary, such as a bank.11 All cryptocurrencies use
         blockchain technology,12 which is a digital ledger that records all transactions made in
         cryptocurrency and acts as a public record.13 Anytime a transaction is entered into the ledger, a
         member must validate the transaction before it is entered.14 Due to the novel nature of these
         financial transactions, there is no framework for the regulation of cryptocurrencies and digital
         assets, and federal regulators are only beginning to develop comprehensive rules to regulate the
         industry.15

III.     Effect of Proposed Changes:

         General Provisions

         Section 32 amends s. 671.105, F.S., to prescribe that when governing law in the chapter on
         controllable electronic records, s. 669.107, F.S., is specified, a contrary agreement is only
         effective to the extent permitted by that governing law.

         Section 33 amends s. 671.107, F.S., to replace “an authenticated record” with “a signed record”
         regarding waiver or renunciation of a claim or right after breach of contract.

         Section 34 amends s. 671.201, F.S., to redesignate subsections and alter definitions.

         Section 35 amends s. 671.211, F.S., to include ch. 669, F.S., in a list of exceptions with respect
         to negotiable instruments and bank collections.




9
  Tierno, supra note 3.
10
   “Bitcoin is the token of the Bitcoin network, ether is the token of the Ethereum network, and so on. All cryptocurrencies
are digital tokens.” Diego Zuluaga, CATO INST., Should Cryptocurrencies Be Regulated like Securities?, available at
https://www.cato.org/sites/cato.org/files/pubs/pdf/cmfa-briefing-paper-1-updated.pdf (last visited Mar. 17, 2025).
11
   Id.; see also Tierno, supra note 3.
12
   There are some off-chain transactions, wherein an intermediary, such as a payment platform, processes and records the
transaction. Customers typically have accounts with these intermediaries, who can “hold cryptocurrencies in custody for
users, and transactions occur on private ledgers.” Tierno, supra note 3 at 14.
13
   “In the context of cryptocurrency, transactions are grouped together in blocks and, once approved, added to the chain of
previously approved blocks. According to a National Institute of Standards and Technology report, blockchains “enable a
community of users to record transactions in a shared ledger within that community, such that under normal operation of the
blockchain network no transaction can be changed once published.” Computer scientists define blockchains thus as append-
only, which means once published they can be added to but not otherwise amended. This append-only nature of blockchains,
also often referred to as immutability, is crucial because system participants, including network nodes and miners, can
identify attempted tampering.” Tierno, supra note 3 at 4; see also David W. Perkins, CONG. RSCH. SERV., Cryptocurrency:
The Economics of Money and Selected Policy Issues, available at https://crsreports.congress.gov/product/pdf/R/R45427 (last
visited Mar. 17, 2025).
14
   These members, referred to as miners, obtain cryptocurrency in exchange for their efforts in validating the ledger. Id.
15
   “Instead, various state and federal financial industry regulators apply existing regulations to cryptocurrencies and digital
asset exchanges using legal categories developed for traditional financial products and services. Those rules have primarily
been applied through enforcement on a case-by-case basis rather than through rulemaking, meaning firms may operate in
violation of rules for extended periods of time before enforcement actions are undertaken.” Tierno, supra note 3 at 20.
BILL: CS/SB 1666                                                                                                          Page 4

         Control of Controllable Electronic Records

         Rights in Controllable Account or Controllable Electronic Record
         Section 6 creates s. 669.104, F.S., providing that a purchaser of a controllable account or a
         controllable payment intangible is a qualifying purchaser16 if the purchaser obtains control of the
         account/payment intangible or control of the controllable electronic record that evidences such
         account/payment intangible. The bill also establishes:
         • Except as otherwise provided, law other than ch. 669, F.S., determines whether a person
            acquires a right in a controllable electronic record17 and the right the person acquires.
         • A purchaser of a controllable electronic record acquires all rights in the controllable
            electronic record that the transferor had or had power to transfer, to the extent of the interest
            purchased.
         • A qualifying purchaser acquires its rights in the controllable electronic record free of a claim
            of a property right in the controllable electronic record.
         • Except as otherwise provided, a qualifying purchaser takes a right to payment, performance,
            or other interest in property evidenced by the controllable electronic record, subject to a
            claim of a property right in the right to payment, performance, or other interest in property.
         • An action may not be asserted against a qualifying purchaser based on both a purchase by the
            qualifying purchaser of a controllable electronic record and a claim of a property right in
            another controllable electronic record—whether the action is in conversion,18 replevin,19
            constructive trust,20 equitable lien,21 or other theory.
         • Filing of a finance statement under ch. 679, F.S., is not notice of a claim of a property right in
            a controllable electronic record.

         Control of a Controllable Electronic Record
         Section 7 creates s. 669.105, F.S., specifying that a person has control of a controllable
         electronic record if the electronic record attached to or logically associated with the electronic
         record, or a system in which the electronic record is recorded:
         • Gives the person:
             o Power to avail itself of substantially all the benefits from the electronic record; and



16
   “Qualifying purchaser” means a purchaser of a controllable electronic record or an interest in such, that obtains control of
the record for value in good faith, and without notice of a claim of a property right in the record.
17
   “Controllable electronic record” means a record stored in an electronic medium that can be subjected to control under s.
669.105, F.S. The term does not include a controllable account, a controllable payment intangible, a deposit account, an
electronic copy of a record evidencing chattel paper, an electronic document of title, electronic money, investment property,
or a transferable record.
18
   Conversion is an intentional tort that occurs when a party wrongfully takes another’s property. See Joe Hand Promotions,
Inc. v. Creative Ent., LLC, 978 F. Supp. 2d 1236, 1241 (M.D. Fla. 2013).
19
   Replevin is a legal action, seeking return of personal property which has been wrongfully taken by the opposing party. See
Brown v. Reynolds, 872 So. 2d 290 (Fla. 2d DCA 2004).
20
   A constructive trust is a trust created by a court as a judicial remedy to restore property to its rightful owner, either when
property has been acquired by fraud or it is against principles of equity that someone should retain possession of such
property. Silva v. de la Noval, 307 So. 3d 131, 134 (Fla. 3d DCA 2020).
21
   An equitable lien is a type of lien, which is a security interest or legal right acquired in another’s property, granted by a
court as a judicial remedy against certain property. See In re Performance Leasing Corp of Collier Cnty., 385 B.R. 317, 325-
26 (Bankr. M.D. Fla. 2008).
BILL: CS/SB 1666                                                                                    Page 5

          o Exclusive power to (1) prevent others from availing themselves of substantially all the
             benefit from the electronic record and (2) transfer control of the electronic record to
             another person or cause another person to obtain control of another controllable
             electronic record as a result of the transfer of the electronic record.
      •   Enables the person readily to identify themself in any way including by name, identifying
          number, cryptographic key, office, or account number, as having the aforementioned powers.

      If a person has the above-specified powers, the powers are presumed exclusive. The bill
      establishes that a power is exclusive under subsection (1)(a) even if:
      • The controllable electronic record, a record attached to or logically associated with the
           electronic record, or a system in which the electronic record is recorded limits the use of the
           electronic record or has a protocol programmed to cause a change, including a transfer or loss
           of control or a modification of benefits afforded by the electronic record; or
      • The power is shared with another person.

      However, a power of a person is not shared with another person under paragraph (2)(b) and the
      person’s power is not exclusive if:
      • The person can exercise the power only if the power also is exercised by the other person;
          and
      • The other person:
          o Can exercise the power without the exercise of the power by the person; and
          o Is the transferor to the person of an interest in the controllable electronic record,
              controllable account, or controllable payment intangible evidenced by the controllable
              electronic record.

      Further, the bill provides that a person has control of a controllable electronic record if another
      person, other than the transferor to the person of an interest in the controllable electronic record,
      controllable account, or controllable payment intangible evidenced by the controllable electronic
      record:
      • Has control of the electronic record and acknowledges it has control on behalf of the person;
          or
      • Obtains control of the electronic record after having acknowledged that it will obtain control
          of the electronic record on behalf of the person.

      The bill specifies that a person that has control is not required to acknowledge that it has control
      on behalf of another person. If a person acknowledges that it has or will obtain control on behalf
      of another person, unless the person otherwise agrees or law other than this part or ch. 679, F.S.,
      otherwise provides, the person does not owe any duty to the other person and is not required to
      confirm the acknowledgement to anyone.

      Discharge of Account Debtor on Controllable Account or Controllable Payment Intangible
      Section 8 creates s. 669.106, F.S., to provide that an account debtor on a controllable account or
      controllable payment intangible may discharge its obligation by paying:
      • The person having control of the controllable electronic record that evidences the
         controllable account or controllable payment intangible; or
BILL: CS/SB 1666                                                                                     Page 6

      •   Except as provided in subsection (2), a person that formerly had control of the controllable
          electronic record.

      Under the bill, the account debtor may not discharge its obligation by paying a person that
      formerly had control of the controllable electronic record, unless the account debtor receives a
      notification with specified information from the person that formerly had control over the
      controllable electronic record. This notification is ineffective:
      • Unless the account debtor and the person who had control of the controllable electronic
          record agree in a signed record to a commercially reasonable method by which a person may
          furnish reasonable proof that control has been transferred.
      • To the extent an agreement between the account debtor and seller of a payment intangible
          limits the account debtor’s duty to pay a person other than the seller.
      • At the option of the account debtor, if the notification notifies the account debtor to divide
          the payment, provide less than the full amount of an installment, or pay any part of a
          payment by more than one method or to more than one person.
      Further, the bill provides that the person giving notification must also furnish reasonable proof
      that control of the controllable electronic record has been transferred. A person furnishes
      reasonable proof if the transferee has the power to avail itself of substantially all the benefit from
      the controllable electronic record, prevent others from availing themselves of the benefits, and
      transfer such powers to another person. Additionally, the bill specifies that this section is subject
      to law other than this chapter, which establishes a different rule for an account debtor who is an
      individual and who incurred the obligation primarily for personal, family, or household purposes.

      Governing Law
      Section 9 creates s. 669.107, F.S., to establish that the local law of a controllable electronic
      record’s jurisdiction governs a matter covered by Part I. Regarding the discharge of an account
      debtor under s. 699.106, F.S., local law also governs unless an effective agreement determines
      that the local law of another jurisdiction governs. The bill also specifies circumstances in which
      the law of another jurisdiction applies instead.

      Section 11 creates s. 669.501, F.S., which creates a short title.

      Section 12 creates s. 669.502, F.S., providing definitions and principles of construction and
      interpretation applicable to Part II.

      Fund Transfers

      Sections 20 and 22-28 amend ss. 670.103, 670.202, 670.203, 670.207, 670.208, 670.21,
      670.211, and 67.305, F.S., to revise the definition of “payment order” by replacing “written”
      with the word “record.” Under the bill, agreements related to security procedures and payment
      orders may be “evidenced by a record” rather than in “writing.”

      Section 21 amends s. 670.201, F.S., to allow for banks and customers to agree to a security
      procedure that may impose an obligation on either party to use symbols, sounds, and biometrics
      when handling payment orders. The bill specifies that requiring a payment order to be sent from
      a known e-mail address, IP address, or telephone number is not in itself a security procedure.
BILL: CS/SB 1666                                                                                                 Page 7


        Sale of Goods

        Section 38 amends s. 672.102, F.S., to provide that ch. 672, F.S., does not apply to a transaction
        that operates only to create a security interest, even if it is in the form of an unconditional
        contract. The bill also replaces language to establish that ch. 672, F.S., does not impair or repeal
        a statute regulating sales to consumers, farmers, or other specified classes of buyers. Further, in a
        hybrid transaction—one for both the sale of goods and services—if the sale-of-goods aspects do
        not predominate, only the provisions of ch. 672, F.S., that apply primarily to sale-of-goods
        aspects of the transaction apply. If the sale-of-goods aspects predominate, this chapter applies to
        the transaction but des not preclude application in appropriate circumstances of other law to
        aspects of the transaction which do not relate to the sale of goods.

        Section 39 amends s. 672.106, F.S., to include the definition of a hybrid transaction.

        Sections 40-44 amend ss. 672.201, 672.202, 672.203, 672.205, and 672.209, F.S., to change
        references from “written notice” to “notice in a record.”

        Negotiable Instruments

        Section 47 amends s. 673.1041, F.S., establishing that a negotiable instrument22 may contain
        statements on governing law or dispute resolution forums concerning the promise or order.

        Section 48 amends s. 673.1051, F.S., adding to the definition of the term “issue.” Under the bill,
        “issue” means either:
        • The first delivery of an instrument by the maker or drawer, whether to a holder or nonholder,
            for the purpose of giving rights on the instrument to any person; or
        • If agreed to by the payee, the first transmission by the drawer to the payee of an image of an
            item and information derived from the item that enables the depositary bank to collect the
            item by transferring or presenting under federal law an electronic check.

        Section 49 amends s. 673.4011, removing the subsection for how a signature is made on a
        negotiable instrument, as the bill adopts a new term “signed” as defined in s. 671.201, F.S.

        Section 50 amends s. 673.6041, F.S., specifying that the obligation of a party to pay a check is
        not discharged solely by the destruction of the check in connection with a specified process that
        extracts information from the check.

        Letters of Credit

        Section 53 amends s. 675.104, F.S., conforming the requirements for letters of credit with the
        new definition of “signed” under this bill.




22
  The term “negotiable instrument” means an unconditional promise or order to pay a fixed amount of money, with or
without interest or other charges described in the promise or order. Section 673.1041, F.S.
BILL: CS/SB 1666                                                                                    Page 8

      Section 54 amends s. 675.116, F.S., changing language to conform with the new term “record.”
      The bill provides that a branch of a bank is considered to be located at the address indicated in
      the branch’s undertaking or whether the undertaking was issued, for the purposes of choice of
      law and forum.

      Documents of Title

      Section 57 amends s. 677.106, F.S., specifying that a person has control of an electronic
      document of title if an authoritative electronic copy of the document, a record attached to or
      logically associated with the electronic copy, or a system in which the electronic copy is
      recorded:
      • Enables the person to identify each electronic copy as authoritative or non-authoritative;
      • Enables the person to identify itself in any way, including name, identifying number,
          cryptographic key, office, or account number, as the person to which each authoritative
          electronic copy was issued or transferred; and
      • Gives the person exclusive power to prevent others from adding or changing the person to
          which each authoritative electronic copy has been issued/transferred and transfer control of
          each authoritative electronic copy.

      The bill also specifies instances in which the power to prevent others from changing the person
      to which the copy has been issued or transfer control of an authoritative electronic copy is
      exclusive or not. Additionally, the bill provides for situations in which a person can have control
      over the electronic document of title when another person obtains control on their behalf.

      Investment Securities

      Section 60 amends s. 678.1021, F.S., adding references to definitions for “controllable account,”
      “controllable electronic record,” and “controllable payment intangible” as defined in other
      sections of the bill.

      Section 61 amends s. 678.1031, F.S., providing that a controllable account, controllable
      electronic record, or controllable payment intangible is not a financial asset, unless otherwise
      specified.

      Section 62 amends s. 678.1061, F.S., specifying that a purchaser has control over a security
      entitlement if another person, other than the transferor to the purchaser of an interest in the
      security entitlement:
      • Has control of the security entitlement and acknowledges they have control on behalf of the
          purchaser; or
      • Obtains control of the security entitlement after having acknowledged that it will obtain
          control of the security entitlement on behalf of the purchaser.

      Section 63 creates s. 678.1101, F.S., specifying that the local law of the issuer’s jurisdiction
      governs certain matters or transactions in specific circumstances.

      Section 64 amends s. 678.3031, F.S., specifying that protected purchasers acquire interest in a
      security free of any adverse claim.
BILL: CS/SB 1666                                                                                                       Page 9


         Secured Transactions

         Article 9 of the UCC governs transactions intended to create a security interest in personal
         property.23 Ch. 679, F.S., Florida’s version of article 9, provides for the creation, perfection,24
         priority,25 and enforcement of security interests. A security interest occurs when an interest in
         personal property secures payment or performance of an obligation under a contract.26 The bill
         conforms ch. 679, F.S., to validate cryptocurrency as personal property that can be used in
         secured transactions.

         Section 67 amends s. 679.1021, F.S., conforming definitions to the new statutory scheme for
         electronic, intangible forms of payment.

         Section 68 amends s. 679.1041, F.S., specifying that a secured party can have control of a
         deposit account if another person, other than the debtor, has control of the deposit account and
         acknowledges this control is on behalf of the secured party.

         Control of Electronic Chattel Paper
         Section 69 amends 679.1051, F.S., specifying the circumstances under which a purchaser has
         control of electronic chattel paper.27 The bill provides that a system—employed to evidence the
         assignment of interests in chattel paper—must create, store, and assign the records evidencing
         the chattel paper in a certain manner for the purchaser to have control. Control is proven when a
         system has an authoritative electronic copy of the electronic chattel paper, which permits the
         purchaser to readily identify themselves in any way, including by name, identifying number,
         cryptographic key, office, or account number, as the assignee of the authoritative electronic
         copy. The bill also establishes the circumstances in which such control is exclusive or not.

         Control of Electronic Money
         Section 70 creates s. 679.1052, F.S., specifying that a person has control of electronic money if:
         • The electronic money, a record attached/associated with the electronic money, or a system in
            which the electronic money is recorded gives the person power to avail itself of the benefit
            from the electronic money and exclusive power over the electronic money; and




23
   Legal Information Institute, Secured Transactions, available at https://www.law.cornell.edu/wex/Secured_transactions (last
visited Mar. 17, 2025).
24
   Perfection is the process by which a secured party gains priority over other parties with claims to the same collateral. Id.
25
   Priority refers to the order of preference given to different creditors of a security interest. Id.
26
   Id.
27
   “Chattel paper” means: 1. A right to payment of a monetary obligation secured by specific goods, if the right to payment
and security agreement are evidenced by a record; or 2. A right to payment of a monetary obligation owed by a lessee under a
lease agreement with respect to specific goods and a monetary obligation owed by the lessee in connection with the
transaction giving rise to the lease, if: a. The right to payment and lease agreement are evidenced by a record; and b. The
predominant purpose of the transaction giving rise to the lease was to give the lessee the right to possession and use of the
goods. The term does not include a right to payment arising out of a charter or other contract involving the use or hire of a
vessel or a right to payment arising out of the use of a credit or charge card or information contained on or for use with the
card.
BILL: CS/SB 1666                                                                                                        Page 10

         •   The electronic money, a record attached/associated with the electronic money, or a system in
             which the electronic money is recorded enables the person to readily identify itself in any
             way, including by name, identifying number, cryptographic key, office, or account number.

         Under the bill, a person has exclusive power even if the electronic money, record, or system
         limits the use of the electronic money or has a protocol programmed to cause a change, or the
         power is shared with another person. The bill further specifies instances in which a person’s
         power to avail itself of the benefit of the electronic money is or is not exclusive.

         Control of Controllable Electronic Record, Controllable Account, or Controllable Payment
         Intangible
         Section 71 creates s. 679.1053, F.S., mandating that a secured party has control of a controllable
         electronic record as provided in s. 669.105, F.S. Further, a secured party has control of a
         controllable account or controllable payment intangible if the secured party has control of the
         controllable electronic record that evidences such control.

         Section 72 creates s. 679.1054, F.S., providing that acknowledgment is not required when a
         person has control on behalf of another person under ss. 679.1051-679.1053, F.S. Further, if a
         person has control, they have no requirement to confirm the acknowledgment or owe a duty to
         the other person.

         Attachment and Enforceability of Security Interests
         Section 73 amends s. 679.2031, F.S., revising language to conform with the new term “signed”
         and include new types of collateral categories, such as controllable accounts, controllable
         electronic records, controllable payment intangibles, electronic documents, electronic money,
         and chattel paper.

         Section 74 amends 679.2041, F.S., providing that a security interest may attach28 to consumer
         goods as proceeds, comingled goods, commercial tort claims, or under an after-acquired property
         clause under specified statutes.

         Section 75 amends s. 679.2071, F.S., adding a reference to the newly-created s. 679.1052, F.S.,
         under this bill.

         Additional Duties of a Secured Party Having Control of Collateral
         Section 76 amends s. 679.2081, F.S., revising language to conform with new terms “record” and
         “signed.” Further, the bill specifies that when a secured party receives a signed demand by a
         debtor, the secured party must transfer control to the debtor of:
         • An authoritative electronic copy of a record evidencing chattel paper under s. 679.1051, F.S.;
         • An authoritative electronic copy of an electronic document of title under s. 677.106, F.S.;
         • Electronic money under s. 679.1052, F.S.; and
         • A controllable electronic record under s. 669.105, F.S.


28
  “A security interest attaches to collateral when it becomes enforceable against the debtor with respect to the collateral,
unless an agreement expressly postpones the time of attachment.” Section 679.2031, F.S.
BILL: CS/SB 1666                                                                                                       Page 11

         Duties of a Secured Party if the Account Debtor has been Notified of Assignment
         Section 77 amends s. 679.209, F.S., conforming internal cross-references to notice to an account
         debtor under s. 679.4016(1), F.S., or s. 669.106(2), F.S. The bill also conforms language to new
         term “signed.”

         Law Governing Perfection and Priority of Security Interests
         Section 79 amends s. 679.3011, F.S., removing chattel paper from a list of tangible forms of
         money, as chattel paper is now addressed in s. 679.3062, F.S.

         Section 80 amends s. 679.3041, F.S., specifying that the local law of a bank’s jurisdiction
         governs perfection and priority of security interests in deposit accounts, even if the transaction
         does not bear any relation to the bank’s jurisdiction.

         Section 81 amends s. 679.3051, F.S., adding that paragraphs (1)(b), (c), and (d) apply to priority
         and perfection of security interests in investment accounts, even if a transaction does not bear
         any relation to that jurisdiction. These paragraphs specify which local law governs perfection for
         security interests in uncertified securities,29 a security entitlement30 or securities account,31 and a
         commodity contract32 or commodity account.33

         Section 82 creates s. 679.3062, F.S., providing rules to determine the jurisdiction governing
         perfection and priority of security interests in chattel paper. Under the bill, except as provided, if
         chattel paper is evidenced only by an authoritative electronic copy of the chattel paper or is
         evidenced by an authoritative electronic copy and an authoritative tangible copy, the local law of
         the chattel paper’s jurisdiction governs perfection and the priority of a security interest in the
         chattel paper, even if the transaction does not bear any relation to the chattel paper’s jurisdiction.
         The bill also provides that:
         • If the authoritative electronic copy of the record evidencing chattel paper, or record attached
             to or associated with the electronic copy, expressly provides a particular jurisdiction for the
             chattel paper, that jurisdiction’s law governs.
         • If the above does not apply, the governing law of the chattel paper is determined by the rules
             of the system in which the authoritative electronic copy is recorded, if those rules specify a
             particular jurisdiction. This is only for the purposes of s. 679.3061, F.S., this chapter, or the
             UCC.


29
   “Uncertificated security” means a security that is not represented by a certificate. Section 678.1021(1)(r), F.S.
30
   “Security entitlement” means the rights and property interest of an entitlement holder with respect to a financial asset
specified in part V. Section 678.1021(1)(q), F.S.
31
   “Securities account” means an account to which a financial asset is or may be credited in accordance with an agreement
under which the person maintaining the account undertakes to treat the person for whom the account is maintained as entitled
to exercise the rights that comprise the financial asset. Section 678.5011, F.S.
32
   “Commodity contract” means a commodity futures contract, an option on a commodity futures contract, a commodity
option, or another contract if the contract or option is: (1) traded on or subject to the rules of a board of trade that has been
designated as a contract market for such a contract pursuant to federal commodities laws; or (2) traded on a foreign
commodity board of trade, exchange, or market, and is carried on the books of a commodity intermediary for a commodity
customer. Section 679.1021(1)(o), F.S.
33
   “Commodity account” means an account maintained by a commodity intermediary in which a commodity contract is
carried for a commodity customer. Section 679.1021(1)(n), F.S.
BILL: CS/SB 1666                                                                                                      Page 12

         •   If neither of those provisions apply, then the governing law is determined by the jurisdiction
             specified in the authoritative electronic copy or record attached to or associated with it.
         •   If none of the aforementioned provisions apply, the governing law of the chattel paper is
             determined by the rules of the system in which the authoritative electronic copy is recorded,
             if those rules specify a particular jurisdiction.
         •   If none of the aforementioned provisions apply, then the governing law of the chattel paper is
             determined by the jurisdiction in which the debtor is located.

         Additionally, the bill provides that if chattel paper is evidenced by an authoritative tangible copy
         and not an authoritative electronic copy, the local law of the jurisdiction in which the
         authoritative tangible copy is located governs:
         • perfection of a security interest in the chattel paper by possession under s. 679.3152, F.S.;
             and
         • the effect of perfection or nonperfection and the priority of a security interest in the chattel
             paper.

         Last, the local law of the jurisdiction in which the debtor is located governs perfection of a
         security interest in chattel paper by filing.

         Section 83 creates s. 679.3063, F.S., specifying that the local law of the controllable electronic
         record’s jurisdiction specified in s. 669.107(3)-(4), F.S., governs perfection and priority of
         security interests in controllable electronic records, controllable electronic accounts, and
         controllable payment intangibles evidenced by the controllable electronic record. Further, the bill
         provides that the local law of the jurisdiction in which the debtor is located governs:
         • perfection of a security interest in controllable accounts, controllable electronic records, or
             controllable payment intangibles by filing; and
         • automatic perfection of a security interest in a controllable payment intangible created by a
             sale of the controllable payment intangible.

         Perfection of Security Interests
         Section 84 amends s. 679.3101, F.S., revising language to include controllable accounts,
         controllable electronic records, and controllable payment intangibles as a collateral category that
         does not require the filing of a financing statement.34

         Section 85 amends s. 679.3121, F.S., including controllable accounts, controllable electronic
         records, controllable payment intangibles, and negotiable instruments as types of security
         interests that may be perfected by filing. The bill provides that a security interest in electronic
         money may be perfected only by control under s. 679.3141, F.S. Additionally, language is
         revised to conform with the new definition of the word “signed.”


34
   “Financing statement” means a record or records composed of an initial financing statement and any filed record relating to
the initial financing statement. Section 679.1021(1)(mm), F.S.; see also Legal Information Institute, UCC Financing
Statement, available at https://www.law.cornell.edu/wex/ucc_financing_statement (last visited Mar. 17, 2025) (A financing
statement “is a form that creditors file with states in which they have a security interest in a debtor’s personal property. The
financial statement serves a similar purpose as recording a deed for real property: registering debt with a state so other
creditors and the government can track legitimate security interests in property.”).
BILL: CS/SB 1666                                                                                    Page 13

      Section 86 amends s. 679.3131, F.S., adding negotiable tangible documents and tangible money
      to the list of security interests that can be perfected by taking possession of the collateral.
      Language is also revised to conform with the new definition of the word “signed.”

      Section 87 amends s. 679.3141, F.S., providing that controllable accounts, controllable
      electronic records, controllable payment intangibles, deposit accounts, electronic documents,
      electronic money, investment property, or letter-of-credit rights may be perfected by control of
      the collateral under s. 679.1052, F.S., and s. 679.1053, F.S., among other statutes.

      Section 88 creates s. 679.3152, F.S., specifying that a secured party may perfect a security
      interest in chattel paper by taking possession and obtaining control of each authoritative tangible
      copy of the record evidencing the chattel paper. The bill provides a cross-reference to other
      provisions in this chapter that would apply to perfection in this situation.

      Section 89 amends s. 679.3161, F.S., adding chattel paper, controllable accounts, controllable
      electronic records, and controllable payment intangibles to the list of security interests which
      remain perfected, even when there is a change in governing law, for a length of time as specified
      by statute.

      Interests that Take Priority Over or Take Free of Security Interest or Agricultural Lien
      Section 90 amends s. 679.3171, F.S., specifying the rights of buyers and licensees and
      identifying when they take collateral free of security interests. Under the bill:
      • A buyer, other than a secured party, of chattel paper takes free of a security interest if,
          without knowledge of the security interest and before it is perfected, the buyer gives value
          and:
          o Receives delivery of each authoritative tangible copy of the record evidencing the chattel
              paper; and
          o If each authoritative electronic copy of the record evidencing the chattel paper can be
              subjected to control under s. 679.1052, obtains control of each authoritative electronic
              copy.
      • A buyer of an electronic document takes free of a security interest if, without knowledge of
          the security interest and before it is perfected, the buyer gives value and, if each authoritative
          electronic copy of the document can be subjected to control under s. 677.106, obtains control
          of each authoritative electronic copy.
      • A buyer of a controllable electronic record takes free of a security interest if, without
          knowledge of the security interest and before it is perfected, the buyer gives value and
          obtains control of the controllable electronic record.
      • A buyer, other than a secured party, of a controllable account or a controllable payment
          intangible takes free of a security interest if, without knowledge of the security interest and
          before it is perfected, the buyer gives value and obtains control of the controllable account or
          controllable payment intangible.

      Priority of Security Interests
      Section 91 amends s. 679.323, F.S., removing references to a buyer in ordinary course of
      business as an exception to a buyer or lessee who takes free of a security interest.
BILL: CS/SB 1666                                                                                                          Page 14

         Section 93 creates s. 679.3251, F.S., providing that a security interest in a controllable account,
         controllable electronic record, or controllable payment intangible held by a secured party having
         control of the account, electronic record, or payment intangible has priority over a conflicting
         security interest held by a secured party that does not have control.

         Section 94 amends s. 679.330, F.S., specifying the requirements for a purchaser of chattel paper
         or instruments35 to have priority over other security interests based on the purchaser’s possession
         of the authoritative copies of the record evidencing chattel paper.

         Section 95 amends s. 679.331, F.S., providing that ch. 679, F.S., does not limit the rights of a
         qualifying purchaser of a controllable account, controllable electronic record, or controllable
         payment intangible. Under the bill, this purchaser takes priority over an earlier security interest,
         even if perfected, to the extent provided in ch. 669, F.S.

         Section 96 amends s. 679.332, F.S., providing that:
         • A transferee of tangible money takes free of a security interest if the transferee receives
            possession of the money without acting in collusion with the debtor in violating the rights of
            the secured party.
         • A transferee of funds from a deposit account takes free of a security interest in the deposit
            account if the transferee receives the funds without acting in collusion with the debtor in
            violating the rights of the secured party.
         • A transferee of electronic money takes the money free of a security interest if the transferee
            obtains control of the money without acting in collusion with the debtor in violating the
            rights of the secured party.

         Rights of Third Parties
         Section 99 amends s. 679.4061, F.S., conforming language to the new term “signed.” The bill
         also clarifies that the term “promissory note” includes a negotiable instrument that evidences
         chattel paper for s. 679.4061(4), F.S. The bill also creates a new subsection to clarify that
         subsections 1-3 and 7 do not apply to a controllable account or controllable payment intangible.

         Section 100 amends s. 679.4081, F.S., clarifying that for the purposes of this section, the term
         “promissory note” includes a negotiable instrument that evidences chattel paper.

         Default
         Section 103 amends s. 679.601, F.S., conforming language to reference newly created statutes
         under this bill.

         Section 105 amends s. 679.605, F.S., mandating that a secured party owes a duty to a debtor or
         obligor under certain circumstances when a controllable account, controllable electronic record,
         or controllable payment intangible is perfected by control.

35
  “Instrument” means a negotiable instrument or any other writing that evidences a right to the payment of a monetary
obligation, is not itself a security agreement or lease, and is of a type that in the ordinary course of business is transferred by
delivery with any necessary indorsement or assignment. The term does not include investment property, letters of credit, or
writings that evidence a right to payment arising out of the use of a credit or charge card or information contained on or for
use with the card. Section 679.1021(1)(uu), F.S.
BILL: CS/SB 1666                                                                                                           Page 15


         Sections 108 and 109 amend ss. 679.613 and 679.614, F.S., changing the forms required for
         notification of disposition of collateral and sale of property, respectively, and providing
         instructions for use of the forms. Secured parties are required to notify debtors when disposing of
         collateral or selling property.

         Section 117 amends s. 679.628, F.S., providing that certain limitations on liability of secured
         parties do not apply if, at the time the secured party obtains control of collateral that is a
         controllable account, controllable electronic record, or controllable payment intangible or at the
         time the security interest attaches to the collateral, whichever is later:
         • The person is a debtor of obligor; and
         • The secured party knows that the information listed in (2)(a) is not provided by the collateral,
             a record attached to or logically associated with the collateral, or the system in which the
             collateral is recorded.

         Leases

         Section 121 amends s. 680.1021, F.S., clarifying the scope of ch. 680, F.S., as it applies to
         hybrid leases.36 If the lease-of-goods aspects do not predominate:
         • Only the provisions of this chapter which relate primarily to the lease-of-goods aspects of the
            transaction apply, and the provisions that relate primarily to the transaction as a whole do not
            apply;
         • Section 608.209, F.S., applies if the lease is a finance lease; and
         • Section 608.407, F.S., applies to the promises of the lessee in a finance lease to the extent the
            promises are consideration for the right to possession and use of the leased goods.

         Under the bill, if the lease-of-goods aspects predominate, this chapter applies to the transaction
         but does not preclude application in appropriate circumstances of other law to aspects of the
         lease which do not relate to the lease of goods.

         Section 122 amends s. 680.1031, F.S., to provide the definition of a hybrid lease and change
         internal references in the index to conform language to changes in the bill.

         Transitional Provisions, Savings Clauses, and Effectiveness of Contracts

         Section 10 creates Part II of ch. 669, F.S., entitled “Transitional Provisions for Chapter 669 and
         2024 Amendments to Chapter 679.”

         Section 29 creates Part VI of ch. 670, F.S., and titles it “Transitional Provisions.”

         Section 30 creates s. 670.601, F.S., to specify that, except as otherwise provided, a transaction
         entered into before July 1, 2025, and the rights, duties, and interests flowing from the transaction

36
  A lease means a transfer of the right to possession and use of goods for a term in return for consideration, but a sale,
including a sale on approval or a sale or return, or retention or creation of a security interest is not a lease. Unless the context
clearly indicates otherwise, the term includes a sublease. Section 680.1031, F.S. “Hybrid lease” means a single transaction
involving a lease of goods and either (1) the provision of services, (2) the sale of other goods, or (3) a sale, lease, or license of
property other than goods.
BILL: CS/SB 1666                                                                                   Page 16

      remain valid thereafter and may be terminated, completed, consummated, or enforced as required
      or permitted by law other than the UCC, or if applicable, the UCC as though this bill had not
      taken effect.

      Section 36 creates Part IV of ch. 671, F.S., entitled “Transitional Provisions.”

      Section 37 creates s. 671.401, F.S., to provide that, except as otherwise provided, a transaction
      validly entered into before July 1, 2025, and the rights, duties, and interests flowing from such
      transaction remain valid thereafter and may be terminated, completed, consummated, or enforced
      as required or permitted by law other than the Uniform Commercial Code or, if applicable, by
      the Uniform Commercial Code as though this act had not taken effect.

      Section 45 creates Part VIII of ch. 672, F.S., entitled “Transitional Provisions.”

      Section 51 creates s. 673.701, F.S., establishing Part VII of ch. 673, F.S., entitled “Transitional
      Provisions.”

      Section 58 creates Part VIII of ch. 677, F.S., entitling it “Transitional Provisions.”

      Section 65 creates Part VI of ch. 678, F.S., entitled “Transitional Provisions.”

      Section 118 creates Part IX of ch. 679, F.S., consisting of sections 679.901 and 679.902, F.S.,
      and entitling it “Transitional Provisions for 2025 Amendments.”

      Section 129 creates Part VI of ch. 680, F.S., entitled “Transitional Provisions.”

      Savings Clause for General Transitional Purposes
      Sections 13, 37, 46, 52, 55, 59, 66, 119, and 130 create ss. 669.601, 671.401, 672.801, 673.702,
      675.119, 677.701, 678.601, 679.901, and 680.601, F.S., providing that, except as specified, a
      transaction validly entered into before July 1, 2025, and the rights, duties, and interests flowing
      from the transaction remain valid thereafter and may be terminated, completed, consummated, or
      enforced as required or permitted by law other than the Uniform Commercial Code or, if
      applicable, the Uniform Commercial Code as though this bill had not taken effect.

      Savings Clause for Transitional Provisions for Chapters 669 and 679
      Section 14 creates s. 669.701, F.S., providing that:
      • Except as specified, ch. 679, F.S., as it existed on July 1, 2025, and Article 12 apply to a
         transaction, lien, or other interest in property, even if the transaction, lien, or interest was
         entered into, created, or acquired before July 1, 2025.
      • Except as specified, both of the following apply:
         o A transaction, lien, or interest in property that was validly entered into, created, or
             transferred before July 1, 2025, and was not governed by the Uniform Commercial Code,
             but would be subject to ch. 679, F.S., as it existed on July 1, 2025, or Article 12 if it had
             been entered into, created, or transferred on or after July 1, 2025, including the rights,
             duties, and interests flowing from the transaction, lien, or interest, remains valid on and
             after July 1, 2025; and
BILL: CS/SB 1666                                                                                                       Page 17

             o The transaction, lien, or interest may be terminated, completed, consummated, and
                enforced as required or permitted by this bill, or by the law that would apply if this bill
                had not taken effect.
         •   This bill does not affect an action, case, or proceeding commenced before July 1, 2025.

         Security Interests Perfected Before the Effective Date
         Section 15 creates s. 669.702, F.S., establishing that a security interest37 that is enforceable and
         perfected immediately before July 1, 2025, is a perfected security interest under this bill if, on
         July 1, 2025, the requirements for enforceability and perfection38 under this bill are satisfied
         without further action. Furthermore, if a security interest is enforceable and perfected
         immediately before July 1, 2025, but the requirements for perfection are not satisfied by that
         date, the security interest:
         • Is a perfected security interest until the earlier of the time perfection would have ceased
             under the law in effect immediately before July 1, 2025, or the adjustment date;
         • Remains enforceable thereafter only if the security interest satisfies the requirements for
             enforceability under s. 679.2031, as it existed on July 1, 2025, before the adjustment date;
             and
         • Remains perfected thereafter only if the requirements for perfection under this bill are
             satisfied immediately before July 1, 2025.

         Security Interest Unperfected Before the Effective Date
         Section 16 creates s. 669.703, F.S., providing that if a security interest which is enforceable
         immediately before July 1, 2025, but is unperfected at that time:
         • Remains an enforceable security interest until the adjustment date;
         • Remains enforceable thereafter if the security interest becomes enforceable under s.
            679.2031, F.S., as amended by this bill on July 1, 2025, or before the adjustment date; and
         • Becomes perfected:
            o Without further action, on July 1, 2025, if the requirements for perfection under this bill
                are satisfied before or at that time; or
            o When the requirements for perfection are satisfied if the requirements are satisfied after
                that time.

         Effectiveness of Actions Taken Before Effective Date
         Section 17 creates s. 669.704, F.S., providing if action, other than the filing of a financing
         statement, is taken before July 1, 2025, and the action would have resulted in perfection of the
         security interest had the security interest become enforceable before July 1, 2025, the action is
         effective to perfect a security interest that attaches under this bill before the adjustment date. An
         attached security interest becomes unperfected on the adjustment date unless the security interest
         becomes a perfected security interest under this bill before the adjustment date. Further, the filing
         of a financing statement before July 1, 2025, is effective to perfect a security interest on July 1,

37
   A security interest means an interest in personal property or fixtures which secures payment or performance of an
obligation. Section 671.201, F.S.
38
   Perfection is the process by which a security interest becomes legally enforceable, typically through filing, possession, or
control as set out by statute. See Legal Information Institute, Perfected, available at
https://www.law.cornell.edu/wex/perfected (last visited Mar. 17, 2025).
BILL: CS/SB 1666                                                                                     Page 18

      2025, to the extent the filing would satisfy the requirements for perfection under this bill.
      Additionally, action taken before July 1, 2025, is sufficient for the enforceability of a security
      interest on July 1, 2025, if the action would satisfy the requirements for enforceability under this
      bill.

      Priority
      Section 18 creates s. 669.705, F.S., determining the priority of conflicting claims to collateral. If
      the priorities of claims to collateral were established before July 1, 2025, ch. 679, F.S., as in
      effect before July 1, 2025, determines priority. Moreover, on the adjustment date, to the extent
      the priorities determined by ch. 679, F.S., as amended by this bill, modify the priorities
      established before July 1, 2025, the priorities of claims to Article 12 property and electronic
      money established before July 1, 2025, cease to apply.

      Priority of Claims when Priority Rules of Chapter 679 do Not Apply
      Section 19 creates s. 669.706, F.S., establishing that Article 12 determines the priority of
      conflicting claims to Article 12 property when the priority rules of ch. 679, F.S., do not apply.
      However, when the priority rules of ch. 679, F.S., do not apply, and the priorities of claims to
      Article 12 property were established prior to July 1, 2025, law other than Article 12 determines
      priority. When the priority rules of ch. 679, F.S., as amended by this bill do not apply, to the
      extent the priorities determined by this bill modify the priorities established before July 1, 2025,
      the priorities of claims to Article 12 property established before July 1, 2025, cease to apply on
      the adjustment date.

      Other Provisions

      Section 1 creates ch. 669, F.S., with the title “Uniform Commercial Code: Controllable
      Electronic Records and Transitional Provisions.”

      Section 2 creates Part I of ch. 669, F.S., with the title “Controllable Electronic Records.”

      Section 3 specifies a short title for s. 669.101, F.S., “Uniform Commercial Code-Controllable
      Electronic Records.”

      Section 4 creates s. 669.102, F.S., to establish definitions throughout the chapter.

      Section 5 creates s. 669.103, F.S., establishing that if there is a conflict between Part I of ch. 669,
      F.S., and ch. 679, F.S., that ch. 697, F.S., will govern.

      Section 31 amends s. 671.101, F.S., to allow the UCC to be cited as the “Code.”

      Sections 56, 78, 92, 97, 98, 101, 102, 104, 106, 107, 110-116, and 123-128 amend ss. 677.102,
      679.210, 679.324, 679.341, 679.4041, 679.509, 679.513, 679.604, 679.608, 679.611,
      679.615, 679.616, 679.619, 679.620, 679.621, 679.624, 679.625, 680.1071, 680.201, 680.202,
      680.203, 680.205, and 680.208, F.S., conforming language to the newly defined terms “record”
      and “signed.”
BILL: CS/SB 1666                                                                                  Page 19

      Section 120 creates s. 679.902, F.S., to provide that, effective July 1, 2025, chapter 679 shall be
      amended by this act, including the transitional provisions for chapters 669 and 679, as amended
      by this bill and as provided in part II of chapter 669, F.S.

      Sections 131-137 amend ss. 55.205, 319.27, 328.0015, 517.061, 559.9232, 563.022, and 668.50
      F.S., updating internal references to statutes amended by this bill.

      Sections 138-163 reenact ss. 655.55, 685.101, 90.953, 673.1061, 673.1151, 673.1031, 673.6051,
      679.3061, 675.103, 674.2101, 675.1181, 679.1101, 672.103, 674.104, 678.5101, 679.1061,
      679.328, 679.327, 679.1091, 679.709, 679.602, 679.329, 679.320, 727.109, 680.307, 679.626,
      F.S., respectively, for the purpose of incorporating the amendments made under this bill.

      Effective Date

      Section 164 provides an effective date of July 1, 2025.

IV.   Constitutional Issues:

      A.     Municipality/County Mandates Restrictions:

             None.

      B.     Public Records/Open Meetings Issues:

             None.

      C.     Trust Funds Restrictions:

             None.

      D.     State Tax or Fee Increases:

             None.

      E.     Other Constitutional Issues:

             None identified.

V.    Fiscal Impact Statement:

      A.     Tax/Fee Issues:

             None.

      B.     Private Sector Impact:

             Incorporation into the UCC of these types of instruments may facilitate transactions using
             them.
 BILL: CS/SB 1666                                                                                                                     Page 20

        C.       Government Sector Impact:

                 None.

 VI.    Technical Deficiencies:

        None.

VII.    Related Issues:

        None.

VIII.   Statutes Affected:

        This bill substantially amends the following sections of the Florida Statutes: 670.103, 670.201,
        670.202, 670.203, 670.207, 670.208, 670.21, 670.211, 670.305, 671.101, 671.105, 671.107,
        671.201, 671.211, 672.102, 672.106, 672.201, 672.202, 672.203, 672.205, 672.209, 673.1041,
        673.1051, 673.4011, 673.6041, 675.104, 675.116, 677.102, 677.106, 678.1021, 678.1031,
        678.1061, 678.1101, 678.3031, 679.1021, 679.1041, 679.1051, 679.2031, 679.2041, 679.2071,
        679.2081, 679.209, 679.210, 679.3011, 679.3041, 679.3051, 679.3101, 679.3121, 679.3131,
        679.3141, 679.3161, 679.3171, 679.323, 679.324, 679.3251, 679.330, 679.331, 679.332,
        679.341, 679.4041, 679.4061, 679.4081, 679.509, 679.513, 679.601, 679.604, 679.605, 679.608,
        679.611, 679.613, 679.614, 679.615, 679.616, 679.619, 679.620, 679.621, 679.624, 679.625,
        679.628, 680.1021, 680.1031, 680.1071, 680.201, 680.202, 680.203, 680.208, 55.205, 319.27,
        328.0015, 517.061, 559.9232, 563.022, 668.50, 655.55, 685.101, 90.953, 673.1061, 673.1151,
        673.1031, 673.6051, 679.3061, 675.103, 674.2101, 675.1181, 679.1101, 672.103, 674.104,
        678.5101, 679.1061, 679.328, 679.327, 679.1091, 679.709, 679.602, 679.329, 679.320, 727.109,
        680.307, 679.626.

        This bill creates the following sections of the Florida Statutes: 669.101, 669.107, 669.102,
        669.103, 669.104, 669.105, 669.106, 669.501, 669.706, 669.502, 669.601, 669.701, 669.702,
        669.703, 669.704, 669.705, 670.601, 671.401, 672.801, 673.702, 675.119, 677.701, 678.601,
        679.1052, 679.1053, 679.1054, 679.3062, 679.3063, 679.3152, 679.901, 679.902, 680.601.

 IX.    Additional Information:

        A.       Committee Substitute – Statement of Changes:
                 (Summarizing differences between the Committee Substitute and the prior version of the bill.)

                 CS by Commerce and Tourism Committee on March 17, 2025:
                 The committee substitute makes technical changes to the bill to correct drafting errors.

        B.       Amendments:

                 None.

         This Senate Bill Analysis does not reflect the intent or official position of the bill’s introducer or the Florida Senate.
     Florida Senate - 2025                            COMMITTEE AMENDMENT        Florida Senate - 2025                           COMMITTEE AMENDMENT
     Bill No. SB 1666                                                            Bill No. SB 1666




                               Ì901058*Î901058                                                             Ì901058*Î901058


                              LEGISLATIVE ACTION                            11   transferred by a secured party.
           Senate                      .                    House           12       (h) “Assignor” means a person that:
          Comm: RCS                    .                                    13       1. Under a security agreement creates or provides for a
          03/17/2025                   .                                    14   security interest that secures an obligation; or
                                       .                                    15       2. Sells an account, chattel paper, payment intangible, or
                                       .                                    16   promissory note.
                                       .                                    17
                                                                            18   The term includes a secured party that has transferred a
                                                                            19   security interest to another person “Authenticate” means:
                                                                            20       1. To sign; or
                                                                            21       2. With the present intent to adopt or accept a record, to
                                                                            22   attach to or logically associate with the record an electronic
                                                                            23   sound, symbol, or process.
                                                                            24       (l)(k) “Chattel paper” means:
                                                                            25       1. A right to payment of a monetary obligation secured by
     The Committee on Commerce and Tourism (Grall) recommended the          26   specific goods, if the right to payment and security agreement
     following:                                                             27   are evidenced by a record; or
                                                                            28       2. A right to payment of a monetary obligation owed by a
1         Senate Amendment                                                  29   lessee under a lease agreement with respect to specific goods
2                                                                           30   and a monetary obligation owed by the lessee in connection with
3         Delete lines 1677 - 2163                                          31   the transaction giving rise to the lease, if:
4    and insert:                                                            32       a. The right to payment and lease agreement are evidenced
5    agreement, regardless of whether the obligation is outstanding;        33   by a record; and
6    or                                                                     34       b. The predominant purpose of the transaction giving rise
7         2. To which an account, chattel paper, payment intangible,        35   to the lease was to give the lessee the right to possession and
8    or promissory note has been sold.                                      36   use of the goods.
9                                                                           37
10   The term includes a person to which a security interest has been       38   The term does not include a right to payment arising out of a
                                                                            39   charter or other contract involving the use or hire of a vessel

                                 Page 1 of 18                                                                 Page 2 of 18
     3/14/2025 8:00:34 AM                                    577-02371-25        3/14/2025 8:00:34 AM                                   577-02371-25




     Florida Senate - 2025                            COMMITTEE AMENDMENT        Florida Senate - 2025                           COMMITTEE AMENDMENT
     Bill No. SB 1666                                                            Bill No. SB 1666




                               Ì901058*Î901058                                                             Ì901058*Î901058


40   or a right to payment arising out of the use of a credit or            69   records consisting of information stored in an electronic
41   charge card or information contained on or for use with the card       70   medium.
42   a record or records that evidence both a monetary obligation and       71       (ss)(pp) “General intangible” means any personal property,
43   a security interest in specific goods, a security interest in          72   including things in action, other than accounts, chattel paper,
44   specific goods and software used in the goods, a security              73   commercial tort claims, deposit accounts, documents, goods,
45   interest in specific goods and license of software used in the         74   instruments, investment property, letter-of-credit rights,
46   goods, a lease of specific goods, or a lease of specific goods         75   letters of credit, money, and oil, gas, or other minerals before
47   and license of software used in the goods. In this paragraph,          76   extraction. The term includes controllable electronic records,
48   “monetary obligation” means a monetary obligation secured by the       77   payment intangibles, and software.
49   goods or owed under a lease of the goods and includes a monetary       78       (xx)(uu) “Instrument” means a negotiable instrument or any
50   obligation with respect to software used in the goods. The term        79   other writing that evidences a right to the payment of a
51   does not include charters or other contracts involving the use         80   monetary obligation, is not itself a security agreement or
52   or hire of a vessel or records that evidence a right to payment        81   lease, and is of a type that in the ordinary course of business
53   arising out of the use of a credit or charge card or information       82   is transferred by delivery with any necessary indorsement or
54   contained on or for use with the card. If a transaction is             83   assignment. The term does not include investment property,
55   evidenced by records that include an instrument or series of           84   letters of credit, or writings that evidence a right to payment
56   instruments, the group of records taken together constitutes           85   arising out of the use of a credit or charge card or information
57   chattel paper.                                                         86   contained on or for use with the card, or writings that evidence
58        (cc)    “Controllable account” means an account evidenced by a    87   chattel paper.
59   controllable electronic record that provides that the account          88       (eee)     “Money” has the same meaning as in s. 671.201, but
60   debtor undertakes to pay the person that has control under s.          89   does not include a deposit account or money in an electronic
61   669.105 of the controllable electronic record.                         90   form that cannot be subjected to control under s. 679.1052.
62        (dd)    “Controllable payment intangible” means a payment         91       (lll)(iii)     “Payment intangible” means a general intangible
63   intangible evidenced by a controllable electronic record that          92   under which the account debtor’s principal obligation is a
64   provides that the account debtor undertakes to pay the person          93   monetary obligation. The term includes a controllable payment
65   that has control under s. 669.105 of the controllable electronic       94   intangible.
66   record.                                                                95       (qqq)(nnn)     “Proposal” means a record signed authenticated
67        (hh)(ee) “Electronic money” means money in an electronic          96   by a secured party which includes the terms on which the secured
68   form chattel paper” means chattel paper evidenced by a record or       97   party is willing to accept collateral in full or partial

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      Bill No. SB 1666                                                          Bill No. SB 1666




                                Ì901058*Î901058                                                           Ì901058*Î901058


98    satisfaction of the obligation it secures pursuant to ss.           127       “Holder in due course,” s. 673.3021.
99    679.620, 679.621, and 679.622.                                      128       “Issuer” (with respect to a letter of credit
100       (vvv) “Send,” in connection with a record or notification,      129   or letter-of-credit right), s. 675.103.
101   means:                                                              130       “Issuer” (with respect to a security), s. 678.2011.
102       1. To deposit in the mail, deliver for transmission, or         131       “Issuer” (with respect to documents
103   transmit by any other usual means of communication, with postage    132   of title), s. 677.102.
104   or cost of transmission provided for, addressed to any address      133       “Lease,” s. 680.1031.
105   reasonable under the circumstances; or                              134       “Lease agreement,” s. 680.1031.
106       2. To cause the record or notification to be received           135       “Lease contract,” s. 680.1031.
107   within the time that it would have been received if properly        136       “Leasehold interest,” s. 680.1031.
108   sent under subparagraph 1.                                          137       “Lessee,” s. 680.1031.
109       (bbbb)(zzz)   “Tangible money chattel paper” means money in     138       “Lessee in ordinary course of
110   tangible form chattel paper evidenced by a record or records        139   business,” s. 680.1031.
111   consisting of information that is inscribed on a tangible           140       “Lessor,” s. 680.1031.
112   medium.                                                             141       “Lessor’s residual interest,” s. 680.1031.
113       (2) The following definitions in other chapters apply to        142       “Letter of credit,” s. 675.103.
114   this chapter:                                                       143       “Merchant,” s. 672.104.
115       “Applicant,” s. 675.103.                                        144       “Negotiable instrument,” s. 673.1041.
116       “Beneficiary,” s. 675.103.                                      145       “Nominated person,” s. 675.103.
117       “Broker,” s. 678.1021.                                          146       “Note,” s. 673.1041.
118       “Certificated security,” s. 678.1021.                           147       “Proceeds of a letter of credit,” s. 675.114.
119       “Check,” s. 673.1041.                                           148       “Protected purchaser,” s. 678.3031.
120       “Clearing corporation,” s. 678.1021.                            149       “Prove,” s. 673.1031.
121       “Contract for sale,” s. 672.106.                                150       “Qualifying purchaser,” s. 669.102.
122       “Control,” s. 677.106.                                          151       “Sale,” s. 672.106.
123       “Controllable electronic record,” s. 699.102.                   152       “Securities account,” s. 678.5011.
124       “Customer,” s. 674.104.                                         153       “Securities intermediary,” s. 678.1021.
125       “Entitlement holder,” s. 678.1021.                              154       “Security,” s. 678.1021.
126       “Financial asset,” s. 678.1021.                                 155       “Security certificate,” s. 678.1021.

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      Florida Senate - 2025                         COMMITTEE AMENDMENT         Florida Senate - 2025                         COMMITTEE AMENDMENT
      Bill No. SB 1666                                                          Bill No. SB 1666




                                Ì901058*Î901058                                                           Ì901058*Î901058


156       “Security entitlement,” s. 678.1021.                            185   authoritative electronic copy was assigned.
157       “Uncertificated security,” s. 678.1021.                         186       (2) A system satisfies subsection (1) if the record or
158       Section 68.   Subsection (1) of section 679.1041, Florida       187   records evidencing the chattel paper are created, stored, and
159   Statutes, is amended to read:                                       188   assigned in a manner that:
160       679.1041 Control of deposit account.—                           189       (a) A single authoritative copy of the record or records
161       (1) A secured party has control of a deposit account if any     190   exists which is unique, identifiable, and, except as otherwise
162   of the following applies:                                           191   provided in paragraphs (d), (e), and (f), unalterable;
163       (a) The secured party is the bank with which the deposit        192       (b) The authoritative copy identifies the purchaser as the
164   account is maintained.;                                             193   assignee of the record or records;
165       (b) The debtor, secured party, and bank have agreed in a        194       (c) The authoritative copy is communicated to and
166   signed an authenticated record that the bank will comply with       195   maintained by the purchaser or its designated custodian;
167   instructions originated by the secured party directing              196       (d) Copies or amendments that add or change an identified
168   disposition of the funds in the deposit account without further     197   assignee of the authoritative copy can be made only with the
169   consent by the debtor.; or                                          198   consent of the purchaser;
170       (c) The secured party becomes the bank’s customer with          199       (e) Each copy of the authoritative copy and any copy of a
171   respect to the deposit account.                                     200   copy is readily identifiable as a copy that is not the
172       (d) Another person, other than the debtor:                      201   authoritative copy; and
173       1. Has control of the deposit account and acknowledges that     202       (f) Any amendment of the authoritative copy is readily
174   it has control on behalf of the secured party; or                   203   identifiable as authorized or unauthorized.
175       2. Obtains control of the deposit account after having          204       (3) A system satisfies subsection (1), and a purchaser has
176   acknowledged that it will obtain control of the deposit account     205   control of an authoritative electronic copy of a record
177   on behalf of the secured party.                                     206   evidencing chattel paper, if the electronic copy, a record
178       Section 69.   Section 679.1051, Florida Statutes, is amended    207   attached to or logically associated with the electronic copy, or
179   to read:                                                            208   a system in which the electronic copy is recorded:
180       679.1051 Control of electronic chattel paper.—                  209       (a) Enables the purchaser to readily identify each
181       (1) A purchaser has control of an authoritative electronic      210   electronic copy as either an authoritative copy or a
182   copy of a record evidencing chattel paper if a system employed      211   nonauthoritative copy;
183   for evidencing the assignment of interests in the chattel paper     212       (b) Enables the purchaser to readily identify itself in any
184   reliably establishes the purchaser as the person to which the       213   way, including by name, identifying number, cryptographic key,

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      Bill No. SB 1666                                                             Bill No. SB 1666




                                Ì901058*Î901058                                                               Ì901058*Î901058


214   office, or account number, as the assignee of the authoritative        243         (7) A purchaser has control of an authoritative electronic
215   electronic copy; and                                                   244   copy of a record evidencing chattel paper if another person,
216       (c) Gives the purchaser exclusive power, subject to                245   other than the transferor to the purchaser of an interest in the
217   subsection (4), to:                                                    246   chattel paper:
218       1. Prevent others from adding or changing an identified            247         (a) Has control of the authoritative electronic copy and
219   assignee of the authoritative electronic copy; and                     248   acknowledges that it has control on behalf of the purchaser; or
220       2. Transfer control of the authoritative electronic copy.          249         (b) Obtains control of the authoritative electronic copy
221       (4) Subject to subsection (5), a power is exclusive under          250   after having acknowledged that it will obtain control of the
222   subparagraphs (3)(c)1. and 2. even if:                                 251   electronic copy on behalf of the purchaser A secured party has
223       (a) The authoritative electronic copy, a record attached to        252   control of electronic chattel paper if a system employed for
224   or logically associated with the authoritative electronic copy,        253   evidencing the transfer of interests in the chattel paper
225   or a system in which the authoritative electronic copy is              254   reliably establishes the secured party as the person to which
226   recorded limits the use of the authoritative electronic copy or        255   the chattel paper was assigned.
227   has a protocol programmed to cause a change, including a               256         (2) A system satisfies subsection (1), and a secured party
228   transfer or loss of control; or                                        257   has control of electronic chattel paper, if the record or
229       (b) The power is shared with another person.                       258   records comprising the chattel paper are created, stored, and
230       (5)    A power of a purchaser is not shared with another           259   assigned in such a manner that:
231   person as provided in paragraph (4)(b) and the purchaser’s power       260         (a) A single authoritative copy of the record or records
232   is not exclusive if:                                                   261   exists which is unique, identifiable and, except as otherwise
233       (a) The purchaser can exercise the power only if the power         262   provided in paragraphs (d), (e), and (f), unalterable;
234   also is exercised by the other person; and                             263         (b) The authoritative copy identifies the secured party as
235       (b) The other person:                                              264   the assignee of the record or records;
236       1. Can exercise the power without exercise of the power by         265         (c) The authoritative copy is communicated to and
237   the purchaser; or                                                      266   maintained by the secured party or its designated custodian;
238       2. Is the transferor to the purchaser of an interest in the        267         (d) Copies or amendments that add or change an identified
239   chattel paper.                                                         268   assignee of the authoritative copy can be made only with the
240       (6) If a purchaser has the powers specified in                     269   consent of the secured party;
241   subparagraphs (3)(c)1. and 2., the powers are presumed to be           270         (e) Each copy of the authoritative copy and any copy of a
242   exclusive.                                                             271   copy is readily identifiable as a copy that is not the

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      Florida Senate - 2025                            COMMITTEE AMENDMENT         Florida Senate - 2025                           COMMITTEE AMENDMENT
      Bill No. SB 1666                                                             Bill No. SB 1666




                                Ì901058*Î901058                                                               Ì901058*Î901058


272   authoritative copy; and                                                301   associated with the electronic money, or a system in which the
273       (f) Any amendment of the authoritative copy is readily             302   electronic money is recorded limits the use of the electronic
274   identifiable as authorized or unauthorized.                            303   money or has a protocol programmed to cause a change, including
275       Section 70.     Section 679.1052, Florida Statutes, is created     304   a transfer or loss of control; or
276   to read:                                                               305         (b) The power is shared with another person.
277       679.1052 Control of electronic money.—                             306         (3) A power of a person is not shared with another person
278       (1) A person has control of electronic money if both of the        307   under paragraph (2)(b) and the person’s power is not exclusive
279   following apply:                                                       308   if:
280       (a) The electronic money, a record attached to or logically        309         (a) The person can exercise the power only if the power
281   associated with the electronic money, or a system in which the         310   also is exercised by the other person; and
282   electronic money is recorded gives the person:                         311         (b) The other person:
283       1. Power to avail itself of substantially all the benefit          312         1. Can exercise the power without exercise of the power by
284   from the electronic money; and                                         313   the person; or
285       2. Exclusive power, subject to subsection (2), to:                 314         2. Is the transferor to the person of an interest in the
286       a. Prevent others from availing themselves of substantially        315   electronic money.
287   all the benefit from the electronic money; and                         316         (4) If a person has the powers specified in sub-
288       b. Transfer control of the electronic money to another             317   subparagraphs (1)(a)2.a. and b., the powers are presumed to be
289   person or cause another person to obtain control of other              318   exclusive.
290   electronic money as a result of the transfer of the electronic         319         (5) A person has control of electronic money if another
291   money.                                                                 320   person, other than the transferor to the person of an interest
292       (b) The electronic money, a record attached to or logically        321   in the electronic money:
293   associated with the electronic money, or a system in which the         322         (a) Has control of the electronic money and acknowledges
294   electronic money is recorded enables the person readily to             323   that it has control on behalf of the person; or
295   identify itself in any way, including by name, identifying             324         (b) Obtains control of the electronic money after having
296   number, cryptographic key, office, or account number, as having        325   acknowledged that it will obtain control of the electronic money
297   the powers under paragraph (a).                                        326   on behalf of the person.
298       (2) Subject to subsection (3), a power is exclusive under          327         Section 71.   Section 679.1053, Florida Statutes, is created
299   sub-subparagraphs (1)(a)2.a. and b. even if:                           328   to read:
300       (a) The electronic money, a record attached to or logically        329         679.1053 Control of controllable electronic record,

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      Florida Senate - 2025                           COMMITTEE AMENDMENT          Florida Senate - 2025                           COMMITTEE AMENDMENT
      Bill No. SB 1666                                                             Bill No. SB 1666




                                Ì901058*Î901058                                                              Ì901058*Î901058


330   controllable account, or controllable payment intangible.—             359         (c) One of the following conditions is met:
331       (1) A secured party has control of a controllable                  360         1. The debtor has signed authenticated a security agreement
332   electronic record as provided in s. 669.105.                           361   that provides a description of the collateral and, if the
333       (2) A secured party has control of a controllable account          362   security interest covers timber to be cut, a description of the
334   or controllable payment intangible if the secured party has            363   land concerned;
335   control of the controllable electronic record that evidences the       364         2. The collateral is not a certificated security and is in
336   controllable account or controllable payment intangible.               365   the possession of the secured party under s. 679.3131 pursuant
337       Section 72.     Section 679.1054, Florida Statutes, is created     366   to the debtor’s security agreement;
338   to read:                                                               367         3. The collateral is a certificated security in registered
339       679.1054 No requirement to acknowledge or confirm; no              368   form and the security certificate has been delivered to the
340   duties.—                                                               369   secured party under s. 678.3011 pursuant to the debtor’s
341       (1) A person that has control under s. 679.1051, s.                370   security agreement; or
342   679.1052, or s. 679.1053 is not required to acknowledge that it        371         4. The collateral is controllable accounts, controllable
343   has control on behalf of another person.                               372   electronic records, controllable payment intangibles, deposit
344       (2) If a person acknowledges that it has or will obtain            373   accounts, electronic documents, electronic money chattel paper,
345   control on behalf of another person, unless the person otherwise       374   investment property, or letter-of-credit rights, or electronic
346   agrees, or law other than this chapter otherwise provides, the         375   documents, and the secured party has control under s. 669.105,
347   person does not owe any duty to the other person and is not            376   s. 677.106, s. 679.1041, s. 679.1051, s. 679.1061, or s.
348   required to confirm the acknowledgment to any other person.            377   679.1071 pursuant to the debtor’s security agreement; or
349       Section 73.     Subsections (2) and (10) of section 679.2031,      378         5. The collateral is chattel paper and the secured party
350   Florida Statutes, are amended to read:                                 379   has possession and control under s. 679.3152 pursuant to the
351       679.2031 Attachment and enforceability of security                 380   debtor’s security agreement.
352   interest; proceeds; supporting obligations; formal requisites.—        381         (10) A security interest in an account consisting of a
353       (2) Except as otherwise provided in subsections (3) through        382   right to payment of a monetary obligation for the sale of real
354   (10), a security interest is enforceable against the debtor and        383   property that is the debtor’s homestead under the laws of this
355   third parties with respect to the collateral only if:                  384   state is not enforceable unless:
356       (a) Value has been given;                                          385         (a) The description of the account in the security
357       (b) The debtor has rights in the collateral or the power to        386   agreement conspicuously states that the collateral includes the
358   transfer rights in the collateral to a secured party; and              387   debtor’s right to payment of a monetary obligation for the sale

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      Florida Senate - 2025                           COMMITTEE AMENDMENT          Florida Senate - 2025                           COMMITTEE AMENDMENT
      Bill No. SB 1666                                                             Bill No. SB 1666




                                Ì901058*Î901058                                                              Ì901058*Î901058


388   of real property;                                                      417         (b) To a commercial tort claim as proceeds under s.
389       (b) The description of the account in the security                 418   679.3151(1); or
390   agreement includes a legal description of the real property;           419         (c) Under an after-acquired property clause to property
391       (c) The description of the account in the security                 420   that is proceeds of consumer goods or a commercial tort claim.
392   agreement conspicuously states that the real property is the           421         Section 75.   Subsection (3) of section 679.2071, Florida
393   debtor’s homestead; and                                                422   Statutes, is amended to read:
394       (d) The security agreement is also signed authenticated by         423         679.2071 Rights and duties of secured party having
395   the debtor’s spouse, if the debtor is married; if the debtor’s         424   possession or control of collateral.—
396   spouse is incompetent, then the method of signature                    425         (3) Except as otherwise provided in subsection (4), a
397   authentication by the debtor’s spouse is the same as provided by       426   secured party having possession of collateral or control of
398   the laws of this state, other than this chapter, which apply to        427   collateral under s. 677.106, s. 679.1041, s. 679.1051, s.
399   the alienation or encumbrance of homestead property by an              428   679.1052, s. 679.1061, or s. 679.1071:
400   incompetent person.                                                    429         (a) May hold as additional security any proceeds, except
401       Section 74.     Present subsection (3) of section 679.2041,        430   money or funds, received from the collateral;
402   Florida Statutes, is redesignated as subsection (4), a new             431         (b) Shall apply money or funds received from the collateral
403   subsection (3) is added to that section, and subsection (2) of         432   to reduce the secured obligation, unless remitted to the debtor;
404   that section is amended, to read:                                      433   and
405       679.2041 After-acquired property; future advances.—                434         (c) May create a security interest in the collateral.
406       (2) Subject to subsection (3), a security interest does not        435         Section 76.   Subsection (2) of section 679.2081, Florida
407   attach under a term constituting an after-acquired property            436   Statutes, is amended to read:
408   clause to:                                                             437         679.2081 Additional duties of secured party having control
409       (a) Consumer goods, other than an accession when given as          438   of collateral.—
410   additional security, unless the debtor acquires rights in them         439         (2) Within 10 days after receiving a signed an
411   within 10 days after the secured party gives value; or                 440   authenticated demand by the debtor:
412       (b) A commercial tort claim.                                       441         (a) A secured party having control of a deposit account
413       (3) Subsection (2) does not prevent a security interest            442   under s. 679.1041(1)(b) shall send to the bank with which the
414   from attaching:                                                        443   deposit account is maintained a signed record an authenticated
415       (a) To a consumer good as proceeds under s. 679.3151(1) or         444   statement that releases the bank from any further obligation to
416   commingled goods under s. 679.336(3);                                  445   comply with instructions originated by the secured party;

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      Bill No. SB 1666                                                             Bill No. SB 1666




                              Ì901058*Î901058                                                              Ì901058*Î901058


446       (b) A secured party having control of a deposit account            475   securities intermediary or commodity intermediary with which the
447   under s. 679.1041(1)(c) shall:                                         476   security entitlement or commodity contract is maintained a
448       1. Pay the debtor the balance on deposit in the deposit            477   signed an authenticated record that releases the securities
449   account; or                                                            478   intermediary or commodity intermediary from any further
450       2. Transfer the balance on deposit into a deposit account          479   obligation to comply with entitlement orders or directions
451   in the debtor’s name;                                                  480   originated by the secured party;
452       (c) A secured party, other than a buyer, having control            481       (e) A secured party having control of a letter-of-credit
453   under s. 679.1051 of an authoritative electronic copy of a             482   right under s. 679.1071 shall send to each person having an
454   record evidencing chattel paper shall transfer control of the          483   unfulfilled obligation to pay or deliver proceeds of the letter
455   electronic copy to the debtor or a person designated by the            484   of credit to the secured party a signed an authenticated release
456   debtor; a secured party, other than a buyer, having control of         485   from any further obligation to pay or deliver proceeds of the
457   electronic chattel paper under s. 679.1051 shall:                      486   letter of credit to the secured party; and
458       1. Communicate the authoritative copy of the electronic            487       (f) A secured party having control under s. 677.106 of an
459   chattel paper to the debtor or its designated custodian;               488   authoritative electronic copy of an electronic document of title
460       2. If the debtor designates a custodian that is the                489   shall transfer control of the electronic copy to the debtor or a
461   designated custodian with which the authoritative copy of the          490   person designated by the debtor;
462   electronic chattel paper is maintained for the secured party,          491       (g) A secured party having control under s. 679.1052 of
463   communicate to the custodian an authenticated record releasing
464   the designated custodian from any further obligation to comply
465   with instructions originated by the secured party and
466   instructing the custodian to comply with instructions originated
467   by the debtor; and
468       3. Take appropriate action to enable the debtor or the
469   debtor’s designated custodian to make copies of or revisions to
470   the authoritative copy which add or change an identified
471   assignee of the authoritative copy without the consent of the
472   secured party;
473       (d) A secured party having control of investment property
474   under s. 678.1061(4)(b) or s. 679.1061(2) shall send to the

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      Florida Senate - 2025                                        SB 1666         Florida Senate - 2025                                        SB 1666



      By Senator Grall




      29-00273A-25                                              20251666__         29-00273A-25                                              20251666__
1                             A bill to be entitled                          30         controllable payment intangible to discharge
2          An act relating to the Uniform Commercial Code;                   31         obligations under certain circumstances; providing
3          providing a directive to the Division of Law Revision;            32         requirements for such discharge; prohibiting account
4          creating part I of ch. 669, F.S., relating to                     33         debtors from waiving or varying certain rights and
5          controllable electronic records; creating s. 669.101,             34         options; providing construction; creating s. 669.107,
6          F.S.; providing a short title; creating s. 669.102,               35         F.S.; specifying the governing laws and jurisdictions
7          F.S.; defining terms; providing construction; creating            36         relating to controllable electronic records; creating
8          s. 669.103, F.S.; providing construction; creating s.             37         part II of ch. 669, F.S., relating to transitional
9          669.104, F.S.; providing applicability; specifying                38         provisions; creating s. 669.501, F.S.; providing a
10         when a purchaser of a controllable account or                     39         short title; creating s. 669.502, F.S.; defining
11         controllable payment intangible is a qualifying                   40         terms; creating ss. 669.601 and 669.701, F.S.;
12         purchaser; specifying rights acquired relating to                 41         providing saving clauses for certain transactions;
13         controllable electronic records; prohibiting actions              42         providing applicability; providing construction;
14         from being asserted against qualifying purchasers                 43         creating s. 669.702, F.S.; specifying requirements for
15         under certain circumstances; specifying that filing a             44         perfecting security interests that are enforceable and
16         certain financial statement is not notice of a claim              45         perfected before a specified date; creating s.
17         of a property right in a controllable electronic                  46         669.703, F.S.; specifying requirements for security
18         record; creating s. 669.105, F.S.; specifying when a              47         interests that were unperfected before a specified
19         person has control of a controllable electronic                   48         date; creating s. 669.704, F.S.; specifying the
20         record; providing when a person’s power relating to               49         effectiveness of certain actions relating to security
21         controllable electronic records is or is not                      50         interests taken before a specified date; creating ss.
22         exclusive; providing that a person who has control of             51         669.705 and 669.706, F.S.; providing priority for
23         a controllable electronic record is not required to               52         conflicting claims to collateral; amending s. 670.103,
24         acknowledge such control; specifying that a person                53         F.S.; revising the definition of the term “payment
25         that acknowledges control of a controllable electronic            54         order”; amending s. 670.201, F.S.; revising
26         record does not owe any duty to the other person and              55         authorizations and requirements relating to security
27         is not required to confirm the acknowledgment to any              56         procedures; amending s. 670.202, F.S.; revising the
28         other person; creating s. 669.106, F.S.; authorizing              57         circumstances under which payment orders received by
29         account debtors on a controllable account or                      58         banks are effective as the order of a customer; making

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      29-00273A-25                                              20251666__          29-00273A-25                                              20251666__
59         technical changes; amending s. 670.203, F.S.; revising            88          “issue”; amending s. 673.4011, F.S.; conforming
60         rules that apply to payment orders that are not                   89          provisions to changes made by the act; amending s.
61         authorized orders of certain customers; amending ss.              90          673.6041, F.S.; specifying that the obligation of a
62         670.207, 670.208, 670.21, and 670.211, F.S.; making               91          party to pay a check is not discharged solely by
63         technical changes; amending s. 670.305, F.S.; revising            92          destruction of the check in connection with a
64         liability requirements relating to payment orders;                93          specified process; creating part VII of ch. 673, F.S.,
65         creating part VI of ch. 670, F.S., relating to                    94          relating to transitional provisions; creating s.
66         transitional provisions; creating s. 670.601, F.S.;               95          673.702, F.S.; providing applicability; amending s.
67         providing applicability; amending s. 671.101, F.S.;               96          675.104, F.S.; conforming provisions to changes made
68         making technical changes; amending s. 671.105, F.S.;              97          by the act; amending s. 675.116, F.S.; providing that
69         revising applicability; amending s. 671.107, F.S.;                98          a branch of a bank is considered to be located at the
70         making a technical change; amending s. 671.201, F.S.;             99          address indicated in the branch’s undertaking or, if
71         revising definitions; defining terms; amending s.                 100         more than one address is indicated, the address from
72         671.211, F.S.; conforming a cross-reference; creating             101         which the undertaking was issued; making technical
73         part IV of ch. 671, F.S., relating to transitional                102         changes; creating s. 675.119, F.S.; providing
74         provisions; creating s. 671.401, F.S.; providing                  103         applicability; amending s. 677.102, F.S.; deleting
75         applicability; amending s. 672.102, F.S.; revising                104         definitions of the terms “record” and “sign”; amending
76         applicability; amending s. 672.106, F.S.; defining the            105         s. 677.106, F.S.; specifying when a system satisfies
77         term “hybrid transaction”; making technical changes;              106         certain requirements and a person has control of an
78         amending ss. 672.201, 672.202, 672.203, and 672.205,              107         electronic document of title; specifying when certain
79         F.S.; making technical changes; amending s. 672.209,              108         powers are or are not exclusive; providing that a
80         F.S.; revising a prohibition on modifying or                      109         person that has control of an electronic document or
81         rescinding a signed agreement that excludes                       110         title does not need to acknowledge that it has control
82         modification or rescission; creating part VIII of ch.             111         on behalf of another person; specifying that a person
83         672, F.S., relating to transitional provisions;                   112         does not owe any duty to another person under certain
84         creating s. 672.801, F.S.; providing applicability;               113         circumstances; creating part VII of ch. 677, F.S.,
85         amending s. 673.1041, F.S.; revising the definition of            114         related to transitional provisions; creating s.
86         the term “negotiable instrument”; amending s.                     115         677.701, F.S.; providing applicability; amending s.
87         673.1051, F.S.; revising the definition of the term               116         678.1021, F.S.; revising definitions; revising the

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117         applicability of definitions; amending s. 678.1031,               146         creating s. 679.1053, F.S.; specifying when a person
118         F.S.; specifying that a controllable account,                     147         has control of controllable electronic records,
119         controllable electronic record, or controllable                   148         controllable accounts, or controllable payment
120         payment intangible is not a financial asset under                 149         intangibles; creating s. 679.1054, F.S.; providing
121         certain circumstances; conforming a cross-reference;              150         that specified persons with certain control are not
122         amending s. 678.1061, F.S.; revising the circumstances            151         required to acknowledge such control; specifying that
123         under which purchasers have control of security                   152         such persons do not owe any duty to certain persons
124         entitlements; specifying that a person that has such              153         and are not required to confirm acknowledgment to any
125         control is not required to acknowledge such control on            154         other person; amending s. 679.2031, F.S.; revising the
126         behalf of a purchaser; specifying that certain persons            155         circumstances under which a security interest is
127         do not owe any duty to purchasers and are not required            156         enforceable against a debtor and third parties;
128         to confirm certain acknowledgment under certain                   157         conforming a cross-reference and provisions to changes
129         circumstances; amending s. 678.1101, F.S.; providing              158         made by the act; amending s. 679.2041, F.S.; revising
130         applicability; amending s. 678.3031, F.S; specifying              159         the circumstances under which a security interest does
131         that protected purchasers acquire interest in a                   160         not attach under a term constituting an after-acquired
132         security free of any adverse claim; creating part VI              161         property clause; amending s. 679.2071, F.S.;
133         of ch. 678, F.S., relating to transitional provisions;            162         conforming a provision to changes made by the act;
134         creating s. 678.601, F.S.; providing applicability;               163         amending s. 679.2081, F.S.; revising duties relating
135         amending s. 679.1021, F.S.; defining terms; revising              164         to secured parties having control of collateral;
136         and deleting definitions; revising the applicability              165         amending s. 679.209, F.S.; revising duties relating to
137         of definitions; amending s. 679.1041, F.S.; revising              166         secured parties if an account debtor has been notified
138         the circumstances under which a secured party has                 167         of an assignment; revising cross-references; amending
139         control of a deposit account; making a technical                  168         s. 679.210, F.S.; conforming provisions to changes
140         change; amending s. 679.1051, F.S.; revising when a               169         made by the act; amending s. 679.3011, F.S.; revising
141         person has control of electronic chattel paper;                   170         requirements relating to laws governing perfection and
142         specifying when power of such control is or is not                171         priority of security interests; revising a cross-
143         exclusive; creating s. 679.1052, F.S.; specifying when            172         reference; amending s. 679.3041, F.S.; specifying that
144         a person has control of electronic money; specifying              173         the local law of a bank’s jurisdiction governs even if
145         when power of such control is or is not exclusive;                174         a transaction does not bear any relation to the bank’s

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175         jurisdiction; amending s. 679.3051, F.S.; revising                204         F.S.; conforming provisions to changes made by the
176         applicability; creating s. 679.3062, F.S.; specifying             205         act; creating s. 679.3251, F.S.; specifying that
177         which laws govern the perfection and priority of                  206         certain security interests in controllable accounts,
178         security interests in chattel paper; creating s.                  207         controllable electronic records, or controllable
179         679.3063, F.S.; specifying which laws govern the                  208         payment intangibles have priority over conflicting
180         perfection and priority of security interests in                  209         security interests; amending s. 679.330, F.S.;
181         controllable accounts, controllable electronic                    210         revising the circumstances under which purchasers of
182         records, and controllable payment intangibles;                    211         chattel paper have priority over certain security
183         amending s. 679.3101, F.S.; revising the circumstances            212         interests in the chattel paper; revising
184         under which the filing of a financing statement is not            213         applicability; making a technical change; amending s.
185         necessary to perfect a security interest; amending s.             214         679.331, F.S.; revising construction; amending s.
186         679.3121, F.S.; providing requirements for perfecting             215         679.332, F.S.; revising the circumstances under which
187         a security interest in controllable accounts,                     216         a transferee takes money or funds free of a security
188         controllable electronic records, and controllable                 217         interest; amending ss. 679.341 and 679.4041, F.S.;
189         payment intangibles; amending s. 679.3131, F.S.;                  218         conforming provisions to changes made by the act;
190         conforming provisions to changes made by the act;                 219         amending s. 679.4061, F.S.; defining the term
191         amending s. 679.3141, F.S.; revising requirements for             220         “promissory note”; conforming provisions to changes
192         perfection by control; creating s. 679.3152, F.S.;                221         made by the act; revising applicability; amending s.
193         providing requirements for perfecting a security                  222         679.4081, F.S.; defining the term “promissory note”;
194         interest in chattel paper by possession and control;              223         amending ss. 679.509, 679.513, 679.601, and 679.604,
195         amending s. 679.3161, F.S.; revising requirements                 224         F.S.; conforming provisions to changes made by the
196         relating to maintaining perfection of security                    225         act; amending s. 679.605, F.S.; specifying when a
197         interests following a change in governing law;                    226         secured party owes a duty to a person based on the
198         revising cross-references; amending s. 679.3171, F.S.;            227         party’s status as a secured party; amending ss.
199         revising the circumstances under which persons take               228         679.608 and 679.611, F.S.; conforming provisions to
200         free of a security interest or agricultural lien;                 229         changes made by the act; making technical changes;
201         amending s. 679.323, F.S.; revising the circumstances             230         amending s. 679.613, F.S.; revising the form for
202         under which a buyer or lessee of goods takes free of a            231         notification of the disposition of collateral;
203         security interest or leasehold; amending s. 679.324,              232         providing requirements relating to such form; amending

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233         s. 679.614, F.S.; revising form requirements for                  262         amendment made to s. 673.1041, F.S., in references
234         notice of a plan to sell property; providing                      263         thereto; reenacting s. 673.1031(2), F.S., relating to
235         requirements relating to such form; amending ss.                  264         definitions, to incorporate the amendments made to ss.
236         679.615, 679.616, 679.619, 679.620, 679.621, 679.624,             265         673.1041 and 673.1051, F.S., in references thereto;
237         and 679.625, F.S.; conforming provisions to changes               266         reenacting s. 673.6051(2), F.S., relating to discharge
238         made by the act; amending s. 679.628, F.S.; providing             267         of indorsers and accommodation parties, to incorporate
239         applicability; creating part IX of ch. 670, F.S.,                 268         the amendment made to s. 673.6041, F.S., in a
240         relating to transitional provisions; creating ss.                 269         reference thereto; reenacting s. 679.3061(2), F.S.,
241         679.901 and 679.902, F.S.; providing construction;                270         relating to law governing perfection and priority of
242         amending s. 680.1021, F.S.; revising applicability;               271         security interests in letter-of-credit rights, to
243         amending s. 680.1031, F.S.; defining the term “hybrid             272         incorporate the amendment made to s. 675.116, F.S., in
244         lease”; conforming cross-references; amending ss.                 273         a reference thereto; reenacting s. 675.103(1)(j),
245         680.1071, 680.201, 680.202, 680.203, 680.205, 680.208,            274         F.S., relating to definitions, to incorporate the
246         F.S.; conforming provisions to changes made by the                275         amendment made to s. 675.104, F.S., in a reference
247         act; creating part VI of ch. 680, F.S., relating to               276         thereto; reenacting ss. 674.2101(3), 675.1181(2), and
248         transitional provisions; creating s. 680.601, F.S.;               277         679.1101, F.S., relating to security interest of
249         providing applicability; amending ss. 55.205, 319.27,             278         collecting bank in items, accompanying documents, and
250         328.0015, 517.061, 559.9232, 563.022, 668.50, F.S.;               279         proceeds; security interest of issuer or nominated
251         conforming cross-references; reenacting ss. 655.55(1)             280         person; and security interests arising under chapter
252         and (2) and 685.101(2), F.S., relating to law                     281         672 or chapter 680, respectively, to incorporate the
253         applicable to deposits in and contracts relating to               282         amendment made to s. 679.2031, F.S., in references
254         extensions of credit by a deposit or lending                      283         thereto; reenacting ss. 672.103(3) and 674.104(3),
255         institution located in this state and choice of law,              284         F.S., relating to definitions and index of
256         respectively, to incorporate the amendment made to s.             285         definitions, to incorporate the amendment made to s.
257         671.105, F.S., in references thereto; reenacting ss.              286         677.106, F.S., in references thereto; reenacting ss.
258         90.953(1), 673.1061(1), (3), and (4), and 673.1151(2),            287         678.5101(3) and 679.1061(1), F.S., relating to rights
259         F.S., relating to admissibility of duplicates,                    288         of purchaser of security entitlement from entitlement
260         unconditional promise or order, and incomplete                    289         holder and control of investment property,
261         instruments, respectively, to incorporate the                     290         respectively, to incorporate the amendment made to s.

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291         678.1061, F.S., in references thereto; reenacting s.              320         attachment or levy on, security interests in, and
292         679.328(2), (5), and (7), F.S., relating to priority              321         other claims to goods, to incorporate the amendment
293         of security interests in investment property, to                  322         made to ss. 679.3171 and 679.323, F.S., in references
294         incorporate the amendments made to ss. 678.1061,                  323         thereto; reenacting s. 679.626(3), F.S., relating to
295         679.3131, 679.3141, and 679.323, F.S., in references              324         action in which deficiency or surplus is in issue, to
296         thereto; reenacting s. 679.327(1) and (2), F.S.,                  325         incorporate the amendment made to s. 679.628, F.S., in
297         relating to priority of security interests in deposit             326         a reference thereto; providing an effective date.
298         account, to incorporate the amendment made to ss.                 327
299         679.1041 and 679.3141, F.S., in references thereto;               328    Be It Enacted by the Legislature of the State of Florida:
300         reenacting s. 679.1091(4), F.S., relating to scope, to            329
301         incorporate the amendment made to ss. 679.2031 and                330         Section 1.   The Division of Law Revision is directed to
302         679.4041, F.S., in references thereto; reenacting s.              331    create chapter 669, Florida Statutes, to be entitled “Uniform
303         679.709(2), F.S., relating to priority, to incorporate            332    Commercial Code: Controllable Electronic Records and
304         the amendment made to s. 679.2031, F.S., in a                     333    Transitional Provisions.”
305         reference thereto; reenacting s. 679.602(2), F.S.,                334         Section 2.   Part I of chapter 669, Florida Statutes,
306         relating to waiver and variance of rights and duties,             335    consisting of ss. 669.101-669.107, Florida Statutes, is created
307         to incorporate the amendment made to s. 679.210, F.S.,            336    and entitled “Controllable Electronic Records.”
308         in a reference thereto; reenacting s. 679.329, F.S.,              337         Section 3.   Section 669.101, Florida Statutes, is created to
309         relating to priority of security interests in deposit             338    read:
310         account and priority of security interests in letter-             339         669.101 Short title.—This part may be cited as “Uniform
311         of-credit right, respectively, to incorporate the                 340    Commercial Code—Controllable Electronic Records.”
312         amendment made to s. 679.3141, F.S., in references                341         Section 4.   Section 669.102, Florida Statutes, is created to
313         thereto; reenacting s. 679.320(3), F.S., buyer of                 342    read:
314         goods, to incorporate the amendment made to s.                    343         669.102 Definitions.—
315         679.3161, F.S., in references thereto; reenacting s.              344         (1) As used in this part, the term:
316         727.109(8)(b), F.S., relating to power of the court,              345         (a) “Controllable electronic record” means a record in an
317         to incorporate the amendment made to s. 679.3171,                 346    electronic medium, subject to control under s. 669.105. The term
318         F.S., in a reference thereto reenacting s. 680.307(3),            347    does not include a controllable account, a controllable payment
319         F.S., relating to priority of liens arising by                    348    intangible, a deposit account, an electronic chattel paper, an

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349    electronic document of title, electronic money, investment             378         (1) If there is conflict between this part and chapter 679,
350    property, or a transferable record.                                    379    chapter 679 governs.
351          (b) “Qualifying purchaser” means a purchaser of a                380         (2) A transaction subject to this part is subject to any
352    controllable electronic record or an interest in a controllable        381    applicable rule of law that establishes a different rule for
353    electronic record which obtains control of the controllable            382    consumers; any other law or regulation that regulates the rates,
354    electronic record for value, in good faith, and without notice         383    charges, agreements, and practices for loans, credit sales, or
355    of a claim of a property right in the controllable electronic          384    other extensions of credit; and chapter 501.
356    record.                                                                385         Section 6.   Section 669.104, Florida Statutes, is created to
357          (c) “Transferable record” has the same meaning as provided       386    read:
358    in:                                                                    387         669.104 Rights in controllable account, controllable
359          1. Section 201(a)(1) of the Electronic Signatures in Global      388    electronic record, and controllable payment intangible.—
360    and National Commerce Act, 15 U.S.C. s. 7021(a)(1); or                 389         (1) This section applies to the acquisition and purchase of
361          2. Section 668.50(16)(a).                                        390    rights in a controllable account or controllable payment
362          (d) “Value” has the meaning provided in s. 673.3031(1), as       391    intangible, including the rights and benefits under subsections
363    if references in that subsection to an “instrument” were               392    (3), (4), (5), (7), and (8) of a purchaser and qualifying
364    references to a controllable account, controllable electronic          393    purchaser, in the same manner in which this section applies to a
365    record, or controllable payment intangible. A controllable             394    controllable electronic record.
366    electronic record is subject to control as specified in s.             395         (2) In determining whether a purchaser of a controllable
367    669.105.                                                               396    account or a controllable payment intangible is a qualifying
368          (2) The definitions in s. 679.1021 for the terms “account        397    purchaser, the purchaser obtains control of the account or
369    debtor,” “chattel paper,” “controllable account,” “controllable        398    payment intangible if it obtains control of the controllable
370    payment intangible,” “deposit account,” “electronic money,” and        399    electronic record that evidences the account or payment
371    “investment property” apply to this part.                              400    intangible.
372          (3) Chapter 671 contains general definitions and principles      401         (3) Except as provided in this section, law other than this
373    of construction and interpretation applicable throughout this          402    part determines whether a person acquires a right in a
374    part.                                                                  403    controllable electronic record and the right that the person
375          Section 5.   Section 669.103, Florida Statutes, is created to    404    acquires.
376    read:                                                                  405         (4) A purchaser of a controllable electronic record
377          669.103 Relation to chapter 679 and consumer laws.—              406    acquires all rights in the controllable electronic record which

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407    the transferor had, or had power to transfer, except that a            436    which the electronic record is recorded:
408    purchaser of a limited interest in a controllable electronic           437          (a) Gives the person:
409    record acquires rights only to the extent of the interest              438          1. Power to avail itself of substantially all of the
410    purchased.                                                             439    benefit from the electronic record; and
411         (5) A qualifying purchaser acquires its rights in the             440          2. Exclusive power, subject to paragraph (b), to:
412    controllable electronic record free of a claim of a property           441          a. Prevent others from availing themselves of substantially
413    right in the controllable electronic record.                           442    all of the benefit from the electronic record; and
414         (6) Except as provided in subsections (1) and (5) for a           443          b. Transfer control of the electronic record to another
415    controllable account and a controllable payment intangible or in       444    person or cause another person to obtain control of another
416    law other than this part, a qualifying purchaser takes a right         445    controllable electronic record as a result of the transfer of
417    to payment, right to performance, or other interest in property        446    the electronic record; and
418    evidenced by the controllable electronic record subject to a           447          (b) Enables the person to identify itself readily in any
419    claim of a property right in the right to payment, right to            448    way, including by name, identifying number, cryptographic key,
420    performance, or other interest in property.                            449    office, or account number, as having the powers specified in
421         (7) An action may not be asserted against a qualifying            450    paragraph (a).
422    purchaser based on both a purchase by the qualifying purchaser         451          (2) Except as provided in subsection (3), a power is
423    of a controllable electronic record and a claim of a property          452    exclusive under sub-subparagraphs (1)(a)2.a. and b. even if:
424    right in another controllable electronic record, regardless of         453          (a) The controllable electronic record, a record attached
425    whether the action is framed in conversion, replevin,                  454    to or logically associated with the electronic record, or a
426    constructive trust, equitable lien, or other theory.                   455    system in which the electronic record is recorded limits the use
427         (8) Filing of a financing statement under chapter 679 is          456    of the electronic record or has a protocol programmed to cause a
428    not notice of a claim of a property right in a controllable            457    change, including a transfer or loss of control or a
429    electronic record.                                                     458    modification of benefits afforded by the electronic record; or
430         Section 7.   Section 669.105, Florida Statutes, is created to     459          (b) The power is shared with another person.
431    read:                                                                  460          (3) A power of a person is not shared with another person
432         669.105 Control of controllable electronic record.—               461    under paragraph (2)(b) and the person’s power is not exclusive
433         (1) A person has control of a controllable electronic             462    if:
434    record if the electronic record, a record attached to or               463          (a) The person can exercise the power only if the power
435    logically associated with the electronic record, or a system in        464    also is exercised by the other person; and

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465         (b) The other person:                                             494    read:
466         1. Can exercise the power without exercise of the power by        495         669.106 Discharge of account debtor on controllable account
467    the person; or                                                         496    or controllable payment intangible.—
468         2. Is the transferor to the person of an interest in the          497         (1) An account debtor on a controllable account or
469    controllable electronic record or a controllable account or            498    controllable payment intangible may discharge its obligation by
470    controllable payment intangible evidenced by the controllable          499    paying:
471    electronic record.                                                     500         (a) The person having control of the controllable
472         (4) If a person has the powers specified in sub-                  501    electronic record that evidences the controllable account or
473    subparagraphs (1)(a)2.a. and b., the powers are presumed to be         502    controllable payment intangible; or
474    exclusive.                                                             503         (b) Except as provided in subsection (2), a person that
475         (5) A person has control of a controllable electronic             504    formerly had control of the controllable electronic record.
476    record if another person, other than the transferor to the             505         (2) Subject to subsection (4), the account debtor may not
477    person of an interest in the controllable electronic record or a       506    discharge its obligation by paying a person that formerly had
478    controllable account or controllable payment intangible                507    control of the controllable electronic record if the account
479    evidenced by the controllable electronic record:                       508    debtor receives a notification that:
480         (a) Has control of the electronic record and acknowledges         509         (a) Is signed by a person that formerly had control or the
481    that it has control on behalf of the person; or                        510    person to which control was transferred;
482         (b) Obtains control of the electronic record after having         511         (b) Reasonably identifies the controllable account or
483    acknowledged that it will obtain control of the electronic             512    controllable payment intangible;
484    record on behalf of the person.                                        513         (c) Notifies the account debtor that control of the
485         (6) A person that has control under this section is not           514    controllable electronic record that evidences the controllable
486    required to acknowledge that it has control on behalf of another       515    account or controllable payment intangible was transferred;
487    person unless the person otherwise agrees or law other than this       516         (d) Identifies the transferee, in any reasonable way,
488    part or chapter 679 provides otherwise.                                517    including by name, identifying number, cryptographic key,
489         (7) If a person acknowledges that it has or will obtain           518    office, or account number; and
490    control on behalf of another person, the person does not owe any       519         (e) Provides a commercially reasonable method by which the
491    duty to the other person and is not required to confirm the            520    account debtor is to pay the transferee.
492    acknowledgment to any other person.                                    521         (3) After receipt of a notification that complies with
493         Section 8.   Section 669.106, Florida Statutes, is created to     522    subsection (2), the account debtor may discharge its obligation

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523    by paying in accordance with the notification and may not              552    control, even if the account debtor has received a notification
524    discharge the obligation by paying a person that formerly had          553    under subsection (2).
525    control.                                                               554         (6) A person furnishes reasonable proof under subsection
526         (4) Subject to subsection (8), notification is ineffective        555    (5) that control has been transferred if the person demonstrates
527    under subsection (2):                                                  556    that, using the method in an agreement made under paragraph
528         (a) Unless, before the notification is sent, the account          557    (4)(a), the transferee has the power to:
529    debtor and the person that, at that time, had control of the           558         (a) Avail itself of substantially all the benefit from the
530    controllable electronic record that evidences the controllable         559    controllable electronic record;
531    account or controllable payment intangible agree in a signed           560         (b) Prevent others from availing themselves of
532    record to a commercially reasonable method by which a person may       561    substantially all the benefit from the controllable electronic
533    furnish reasonable proof that control has been transferred;            562    record; and
534         (b) To the extent an agreement between the account debtor         563         (c) Transfer the powers specified in paragraphs (a) and (b)
535    and seller of a payment intangible limits the account debtor’s         564    to another person.
536    duty to pay a person other than the seller and the limitation is       565         (7) Subject to subsection (8), an account debtor may not
537    effective under law other than this part; or                           566    waive or vary its rights under paragraph (4)(a) and subsection
538         (c) At the option of the account debtor, if the                   567    (5) or its option under paragraph (4)(c).
539    notification notifies the account debtor to:                           568         (8) This section is subject to law other than this part
540         1. Divide a payment;                                              569    which establishes a different rule for an account debtor who is
541         2. Make less than the full amount of an installment or            570    an individual and who incurred the obligation primarily for
542    other periodic payment; or                                             571    personal, family, or household purposes.
543         3. Pay any part of a payment by more than one method or to        572         Section 9.   Section 669.107, Florida Statutes, is created to
544    more than one person.                                                  573    read:
545         (5) Subject to subsection (8), if requested by the account        574         669.107 Governing law.—
546    debtor, the person giving the notification under subsection (2)        575         (1) Except as provided in subsection (2), the local law of
547    must seasonably furnish reasonable proof that, using the method        576    a controllable electronic record’s jurisdiction governs a matter
548    in the agreement referred to in paragraph (4)(a), control of the       577    covered by this part.
549    controllable electronic record has been transferred. Unless the        578         (2) For a controllable electronic record that evidences a
550    person complies with the request, the account debtor may               579    controllable account or controllable payment intangible, the
551    discharge its obligation by paying a person that formerly had          580    local law of the controllable electronic record’s jurisdiction

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581    governs a matter covered by s. 669.106 unless an effective             610    provide that the controllable electronic record or the system is
582    agreement determines that the local law of another jurisdiction        611    governed by the law of a particular jurisdiction, that
583    governs.                                                               612    jurisdiction is the controllable electronic record’s
584         (3) The following rules determine a controllable electronic       613    jurisdiction.
585    record’s jurisdiction under this section:                              614         (e) If paragraphs (a)-(d) do not apply, the controllable
586         (a) If the controllable electronic record, or a record            615    electronic record’s jurisdiction is the District of Columbia.
587    attached to or logically associated with the controllable              616         (4) If paragraph (3)(e) applies, and Article 12 is not in
588    electronic record and readily available for review, expressly          617    effect without material modification in the District of
589    provides that a particular jurisdiction is the controllable            618    Columbia, the governing law for a matter subject to this part is
590    electronic record’s jurisdiction for purposes of this part or          619    the law of the District of Columbia as though Article 12 were in
591    the Uniform Commercial Code, that jurisdiction is the                  620    effect without material modification in the District of
592    controllable electronic record’s jurisdiction.                         621    Columbia. For the purposes of this subsection, the term “Article
593         (b) If paragraph (a) does not apply and the rules of the          622    12” means Article 12 of the Uniform Commercial Code Amendments
594    system in which the controllable electronic record is recorded         623    (2022).
595    are readily available for review and expressly provide that a          624         (5) To the extent subsections (1) and (2) provide that the
596    particular jurisdiction is the controllable electronic record’s        625    local law of the controllable electronic record’s jurisdiction
597    jurisdiction for purposes of this part or the Uniform Commercial       626    governs a matter covered by this part, that law governs even if
598    Code, that jurisdiction is the controllable electronic record’s        627    the matter or a transaction to which the matter relates does not
599    jurisdiction.                                                          628    bear any relation to the controllable electronic record’s
600         (c) If paragraphs (a) and (b) do not apply and the                629    jurisdiction.
601    controllable electronic record, or a record attached to or             630         (6) The rights acquired under s. 669.104 by a purchaser or
602    logically associated with the controllable electronic record and       631    qualifying purchaser are governed by the law applicable under
603    readily available for review, expressly provides that the              632    this section at the time of purchase.
604    controllable electronic record is governed by the law of a             633         Section 10.   Part II of chapter 669, Florida Statutes,
605    particular jurisdiction, that jurisdiction is the controllable         634    consisting of ss. 669.501-669.706, Florida Statutes, is created
606    electronic record’s jurisdiction.                                      635    and entitled “Transitional Provisions.”
607         (d) If paragraphs (a), (b), and (c) do not apply and the          636         Section 11.   Section 669.501, Florida Statutes, is created
608    rules of the system in which the controllable electronic record        637    to read:
609    is recorded are readily available for review and expressly             638         669.501 Short title.—This part may be cited as “Uniform

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639    Commercial Code-Controllable Electronic Records.”                      668         Section 14.   Section 669.701, Florida Statutes, is created
640         Section 12.   Section 669.502, Florida Statutes, is created       669    to read:
641    to read:                                                               670         669.701 Saving clause.—
642         669.502 Definitions.—As used in this part:                        671         (1) Except as provided in this part, chapter 679 as it
643         (1)(a) “Adjustment date” means July 1, 2026.                      672    existed on July 1, 2025, and Article 12 apply to a transaction,
644         (b) “Article 12” means Article 12 of the Uniform Commercial       673    lien, or other interest in property, even if the transaction,
645    Code.                                                                  674    lien, or interest was entered into, created, or acquired before
646         (c) “Article 12 property” means a controllable account,           675    July 1, 2025.
647    controllable electronic record, or controllable payment                676         (2) Except as provided in subsection (3) and ss. 669.702-
648    intangible.                                                            677    669.706, both of the following apply:
649         (2) Other definitions applying to this chapter and the            678         (a) A transaction, lien, or interest in property that was
650    sections in which they appear are:                                     679    validly entered into, created, or transferred before July 1,
651         “Controllable account,” s. 679.1021.                              680    2025, and that was not governed by the Uniform Commercial Code
652         “Controllable electronic record,” s. 669.102.                     681    but would be subject to chapter 679 as it existed on July 1,
653         “Controllable payment intangible,” s. 679.1021.                   682    2025, or to Article 12 if the transaction had been entered into,
654         “Electronic money,” s. 679.1021.                                  683    created, or transferred on or after July 1, 2025, including the
655         “Financing statement,” s. 679.1021.                               684    rights, duties, and interests flowing from the transaction,
656         (3) The general definitions and principles of construction        685    lien, or interest, remains valid on and after July 1, 2025.
657    and interpretation contained in chapter 671 apply to this part.        686         (b) The transaction, lien, or interest may be terminated,
658         Section 13.   Section 669.601, Florida Statutes, is created       687    completed, consummated, and enforced as required or permitted by
659    to read:                                                               688    this part or by the law that would apply if this part had not
660         669.601 Saving clause.—Except as otherwise provided in this       689    taken effect.
661    part, a transaction validly entered into before July 1, 2025,          690         (3) This section does not affect an action, a case, or a
662    and the rights, duties, and interests flowing from such                691    proceeding commenced before July 1, 2025.
663    transaction remain valid thereafter and may be terminated,             692         Section 15.   Section 669.702, Florida Statutes, is created
664    completed, consummated, or enforced as required or permitted by        693    to read:
665    law other than the Uniform Commercial Code or, if applicable, by       694         669.702 Security interest perfected before effective date.—
666    the Uniform Commercial Code as though this act had not taken           695         (1) A security interest that is enforceable and perfected
667    effect.                                                                696    immediately before July 1, 2025, is a perfected security

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697    interest under this act if, on July 1, 2025, the requirements          726         (a) Without further action, by July 1, 2025, if the
698    for enforceability and perfection under this section are fully         727    requirements for perfection under this act are satisfied on or
699    satisfied without further action.                                      728    before that date; or
700         (2) If a security interest is enforceable and perfected           729         (b) When the requirements for perfection are satisfied, if
701    immediately before July 1, 2025, but the requirements for              730    satisfaction occurs after July 1, 2025.
702    enforceability or perfection under this act are not satisfied by       731         Section 17.   Section 669.704, Florida Statutes, is created
703    July 1, 2025, all of the following apply to the security               732    to read:
704    interest:                                                              733         669.704 Effectiveness of actions taken before effective
705         (a) It is a perfected security interest until the earlier         734    date.—
706    of the time perfection would have ceased under the law in effect       735         (1) If action, other than the filing of a financing
707    immediately before July 1, 2025, or the adjustment date.               736    statement, is taken before July 1, 2025, and the action would
708         (b) It remains enforceable thereafter only if the security        737    have resulted in perfection of the security interest had the
709    interest satisfies the requirements for enforceability under s.        738    security interest become enforceable before July 1, 2025, the
710    679.2031, as it existed on July 1, 2025, before the adjustment         739    action is effective to perfect a security interest that attaches
711    date.                                                                  740    under this part before the adjustment date. An attached security
712         (c) It remains perfected thereafter only if the                   741    interest becomes unperfected on the adjustment date unless the
713    requirements for perfection under this section are satisfied           742    security interest becomes a perfected security interest under
714    immediately before July 1, 2025.                                       743    this part before the adjustment date.
715         Section 16.   Section 669.703, Florida Statutes, is created       744         (2) The filing of a financing statement before July 1,
716    to read:                                                               745    2025, is effective to perfect a security interest on July 1,
717         669.703 Security interest unperfected before effective            746    2025, to the extent the filing would satisfy the requirements
718    date.—A security interest that is enforceable immediately before       747    for perfection under this part.
719    July 1, 2025, but is unperfected by that date:                         748         (3) Action taken before July 1, 2025, is sufficient for the
720         (1) Remains an enforceable security interest until the            749    enforceability of a security interest as of July 1, 2025, if the
721    adjustment date;                                                       750    action satisfies the requirements for enforceability under this
722         (2) Remains enforceable thereafter if the security interest       751    part.
723    becomes enforceable under s. 679.2031, as it existed on July 1,        752         Section 18.   Section 669.705, Florida Statutes, is created
724    2025, or before the adjustment date; and                               753    to read:
725         (3) Becomes perfected:                                            754         669.705 Priority.—

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755         (1) Subject to subsections (2) and (3), this section              784          Section 20.   Paragraph (c) of subsection (1) of section
756    determines the priority of conflicting claims to collateral.           785    670.103, Florida Statutes, is amended to read:
757         (2) Subject to subsection (3), if the priority of claims to       786          670.103 Payment order: definitions.—
758    collateral was established before July 1, 2025, chapter 679 as         787          (1) In this chapter, the term:
759    in effect before July 1, 2025, determines priority.                    788          (c) “Payment order” means an instruction of a sender to a
760         (3) On the adjustment date, to the extent the priorities          789    receiving bank, transmitted orally or in a record,
761    determined by chapter 679 as amended by this part modify the           790    electronically, or in writing, to pay, or to cause another bank
762    priorities established before July 1, 2025, the priorities of          791    to pay, a fixed or determinable amount of money to a beneficiary
763    claims to Article 12 property and electronic money established         792    if:
764    before July 1, 2025, cease to apply.                                   793          1. The instruction does not state a condition to payment to
765         Section 19.   Section 669.706, Florida Statutes, is created       794    the beneficiary other than time of payment;
766    to read:                                                               795          2. The receiving bank is to be reimbursed by debiting an
767         669.706 Priority of claims when priority rules of chapter         796    account of, or otherwise receiving payment from, the sender; and
768    679 do not apply.—                                                     797          3. The instruction is transmitted by the sender directly to
769         (1) Subject to subsections (2) and (3), Article 12                798    the receiving bank or to an agent, funds-transfer system, or
770    determines the priority of conflicting claims to Article 12            799    communication system for transmittal to the receiving bank.
771    property when the priority rules of chapter 679 as amended by          800          Section 21.   Section 670.201, Florida Statutes, is amended
772    this act do not apply.                                                 801    to read:
773         (2) Subject to subsection (3), when the priority rules of         802          670.201 Security procedure.—For purposes of this section,
774    chapter 679 as amended by this act do not apply and the                803    the term “security procedure” means a procedure established by
775    priorities of claims to Article 12 property were established           804    agreement of a customer and a receiving bank for the purpose of:
776    before July 1, 2025, law other than Article 12 determines              805          (1) Verifying that a payment order or communication
777    priority.                                                              806    amending or canceling a payment order is that of the customer;
778         (3) When the priority rules of chapter 679 as amended by          807    or
779    this part do not apply, to the extent the priorities determined        808          (2) Detecting error in the transmission or the content of
780    by this act modify the priorities established as of July 1,            809    the payment order or communication.
781    2025, the priorities of claims to Article 12 property                  810
782    established before July 1, 2025, cease to apply on the                 811    A security procedure may impose an obligation on the receiving
783    adjustment date.                                                       812    bank or the customer and may require the use of algorithms or

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813    other codes, identifying words, or numbers, symbols, sounds,           842    is a question of law to be determined by considering the wishes
814    biometrics, encryption, callback procedures, or similar security       843    of the customer expressed to the bank; the circumstances of the
815    devices. Comparison of a signature on a payment order or               844    customer known to the bank, including the size, type, and
816    communication with an authorized specimen signature of the             845    frequency of payment orders normally issued by the customer to
817    customer or requiring a payment order to be sent from a known e-       846    the bank; alternative security procedures offered to the
818    mail address, Internet protocol address, or telephone number is        847    customer; and security procedures in general use by customers
819    not by itself a security procedure.                                    848    and receiving banks similarly situated. A security procedure is
820         Section 22.   Subsections (2) and (3) of section 670.202,         849    deemed to be commercially reasonable if:
821    Florida Statutes, are amended, and subsection (6) of that              850         (a) The security procedure was chosen by the customer after
822    section is republished, to read:                                       851    the bank offered, and the customer refused, a security procedure
823         670.202 Authorized and verified payment orders.—                  852    that was commercially reasonable for that customer; and
824         (2) If a bank and its customer have agreed that the               853         (b) The customer expressly agreed in a record writing to be
825    authenticity of payment orders issued to the bank in the name of       854    bound by any payment order, whether or not authorized, issued in
826    the customer as sender will be verified pursuant to a security         855    its name and accepted by the bank in compliance with the bank’s
827    procedure, a payment order received by the receiving bank is           856    obligations under the security procedure chosen by the customer.
828    effective as the order of the customer, whether or not                 857         (6) Except as provided in this section and in s.
829    authorized, if the security procedure is a commercially                858    670.203(1)(a), rights and obligations arising under this section
830    reasonable method of providing security against unauthorized           859    or s. 670.203 may not be varied by agreement.
831    payment orders and the bank proves that it accepted the payment        860         Section 23.   Paragraph (a) of subsection (1) of section
832    order in good faith and in compliance with the bank’s                  861    670.203, Florida Statutes, is amended to read:
833    obligations under the security procedure and any written               862         670.203 Unenforceability of certain verified payment
834    agreement or instruction of the customer, evidenced by a record,       863    orders.—
835    restricting acceptance of payment orders issued in the name of         864         (1) If an accepted payment order is not, under s.
836    the customer. The bank is not required to follow an instruction        865    670.202(1), an authorized order of a customer identified as
837    that violates an a written agreement with the customer,                866    sender, but is effective as an order of the customer pursuant to
838    evidenced by a record, or notice of which is not received at a         867    s. 670.202(2), the following rules apply:
839    time and in a manner affording the bank a reasonable opportunity       868         (a) By express written agreement evidenced by a record, the
840    to act on it before the payment order is accepted.                     869    receiving bank may limit the extent to which it is entitled to
841         (3) The commercial reasonableness of a security procedure         870    enforce or retain payment of the payment order.

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871         Section 24.   Paragraph (b) of subsection (3) of section          900          (b) If the sender is not a bank and the receiving bank
872    670.207, Florida Statutes, is amended to read:                         901    proves that the sender, before the payment order was accepted,
873         670.207 Misdescription of beneficiary.—                           902    had notice that the receiving bank might rely on the number as
874         (3) If a payment order described in subsection (2) is             903    the proper identification of the intermediary or beneficiary’s
875    accepted, the originator’s payment order described the                 904    bank even if it identifies a person different from the bank
876    beneficiary inconsistently by name and number, and the                 905    identified by name, the rights and obligations of the sender and
877    beneficiary’s bank pays the person identified by number as             906    the receiving bank are governed by paragraph (a), as though the
878    permitted by paragraph (2)(a), the following rules apply:              907    sender were a bank. Proof of notice may be made by any
879         (b) If the originator is not a bank and proves that the           908    admissible evidence. The receiving bank satisfies the burden of
880    person identified by number was not entitled to receive payment        909    proof if it proves that the sender, before the payment order was
881    from the originator, the originator is not obliged to pay its          910    accepted, signed a record writing stating the information to
882    order unless the originator’s bank proves that the originator,         911    which the notice relates.
883    before acceptance of the originator’s order, had notice that           912          Section 26.   Subsection (1) of section 670.21, Florida
884    payment of a payment order issued by the originator might be           913    Statutes, is amended to read:
885    made by the beneficiary’s bank on the basis of an identifying or       914          670.21 Rejection of payment order.—
886    bank account number even if it identifies a person different           915          (1) A payment order is rejected by the receiving bank by a
887    from the named beneficiary. Proof of notice may be made by any         916    notice of rejection transmitted to the sender orally,
888    admissible evidence. The originator’s bank satisfies the burden        917    electronically, or in a record writing. A notice of rejection
889    of proof if it proves that the originator, before the payment          918    need not use any particular words and is sufficient if it
890    order was accepted, signed a record writing stating the                919    indicates that the receiving bank is rejecting the order or will
891    information to which the notice relates.                               920    not execute or pay the order. Rejection is effective when the
892         Section 25.   Paragraph (b) of subsection (2) of section          921    notice is given if transmission is by a means that is reasonable
893    670.208, Florida Statutes, is amended to read:                         922    in the circumstances. If notice of rejection is given by a means
894         670.208 Misdescription of intermediary bank or                    923    that is not reasonable, rejection is effective when the notice
895    beneficiary’s bank.—                                                   924    is received. If an agreement of the sender and receiving bank
896         (2) This subsection applies to a payment order identifying        925    establishes the means to be used to reject a payment order:
897    an intermediary bank or the beneficiary’s bank both by name and        926          (a) Any means complying with the agreement is reasonable;
898    an identifying number if the name and number identify different        927    and
899    persons.                                                               928          (b) Any means not complying is not reasonable unless no

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929    significant delay in receipt of the notice resulted from the use       958         Section 29.   Part VI of chapter 670, Florida Statutes,
930    of the noncomplying means.                                             959    consisting of s. 670.601, Florida Statutes, is created and
931         Section 27.   Subsection (1) of section 670.211, Florida          960    entitled “Transitional Provisions.”
932    Statutes, is amended to read:                                          961         Section 30.   Section 670.601, Florida Statutes, is created
933         670.211 Cancellation and amendment of payment order.—             962    to read:
934         (1) A communication of the sender of a payment order              963         670.601 Saving clause.—Except as provided in ss. 669.501-
935    canceling or amending the order may be transmitted to the              964    669.706, a transaction validly entered into before July 1, 2025,
936    receiving bank orally, electronically, or in a record writing.         965    and the rights, duties, and interests flowing from such
937    If a security procedure is in effect between the sender and the        966    transaction remain valid thereafter and may be terminated,
938    receiving bank, the communication is not effective to cancel or        967    completed, consummated, or enforced as required or permitted by
939    amend the order unless the communication is verified pursuant to       968    law other than the Uniform Commercial Code or, if applicable,
940    the security procedure or the bank agrees to the cancellation or       969    the Uniform Commercial Code as though this act had not taken
941    amendment.                                                             970    effect.
942         Section 28.   Subsections (3) and (4) of section 670.305,         971         Section 31.   Subsection (1) of section 671.101, Florida
943    Florida Statutes, are amended to read:                                 972    Statutes, is amended to read:
944         670.305 Liability for late or improper execution or failure       973         671.101 Short title; scope of chapter.—
945    to execute payment order.—                                             974         (1) Chapters 669-680 670-680 may be cited as the “Uniform
946         (3) In addition to the amounts payable under subsections          975    Commercial Code” or “code.”
947    (1) and (2), damages, including consequential damages, are             976         Section 32.   Paragraphs (a) through (f) of subsection
948    recoverable to the extent provided in an express written               977    671.105, Florida Statutes, are redesignated as paragraphs (b)
949    agreement of the receiving bank, evidenced by a record.                978    through (h), respectively, a new paragraph (a) is added to that
950         (4) If a receiving bank fails to execute a payment order it       979    subsection, and present paragraphs (d) and (e) of that
951    was obliged by express agreement to execute, the receiving bank        980    subsection are republished, to read:
952    is liable to the sender for its expenses in the transaction and        981         671.105 Territorial application of the code; parties’ power
953    for incidental expenses and interest losses resulting from the         982    to choose applicable law.—
954    failure to execute. Additional damages, including consequential        983         (2) When one of the following provisions of this code
955    damages, are recoverable to the extent provided in an express          984    specifies the applicable law, that provision governs; and a
956    written agreement of the receiving bank, evidenced by a record,        985    contrary agreement is effective only to the extent permitted by
957    but are not otherwise recoverable.                                     986    the law (including the conflict-of-laws rules) so specified:

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987          (a) Governing law in the chapter on controllable electronic         1016    operate ought to have noticed it. Whether a term is
988     records. (s. 669.107).                                                   1017    “conspicuous” is a decision for the court. Conspicuous terms
989          (e)(d) Applicability of the chapter on letters of credit.           1018    include the following:
990     (s. 675.116)                                                             1019         (a) A heading in capitals equal to or greater in size than
991          (f)(e) Applicability of the chapter on investment                   1020    the surrounding text, or in contrasting type, font, or color to
992     securities. (s. 678.1101)                                                1021    the surrounding text of the same or lesser size; and
993          Section 33.    Section 671.107, Florida Statutes, is amended        1022         (b) Language in the body of a record or display in larger
994     to read:                                                                 1023    type than the surrounding text or set off from surrounding text
995          671.107 Waiver or renunciation of claim or right after              1024    of the same size by symbols or other marks that call attention
996     breach.—A claim or right arising out of an alleged breach can be         1025    to the language.
997     discharged in whole or in part without consideration by                  1026         (16) “Delivery,” with respect to an electronic document of
998     agreement of the aggrieved party in a signed an authenticated            1027    title, means voluntary transfer of control and, “delivery,” with
999     record.                                                                  1028    respect to instruments, tangible document of title, or an
1000         Section 34.    Present subsections (18) through (47) of             1029    authoritative tangible copy of a record evidencing chattel
1001    section 671.201, Florida Statutes, are redesignated as                   1030    paper, or certificated securities, means voluntary transfer of
1002    subsections (19) through (48), respectively, a new subsection            1031    possession.
1003    (18) is added to that section, and present subsections (11),             1032         (18) “Electronic” means relating to technology having
1004    (16), (22), (26), (27), (31), (40), and (41) of that section are         1033    electrical, digital, magnetic, wireless, optical,
1005    amended, to read:                                                        1034    electromagnetic, or similar capabilities.
1006         671.201 General definitions.—Unless the context otherwise           1035         (23)(22) “Holder” means:
1007    requires, words or phrases defined in this section, or in the            1036         (a) The person in possession of a negotiable instrument
1008    additional definitions contained in other chapters of this code          1037    that is payable either to bearer or to an identified person that
1009    which apply to particular chapters or parts thereof, have the            1038    is the person in possession;
1010    meanings stated. Subject to definitions contained in other               1039         (b) The person in possession of a negotiable tangible
1011    chapters of this code which apply to particular chapters or              1040    document of title if the goods are deliverable either to bearer
1012    parts thereof, the term:                                                 1041    or to the order of the person in possession; or
1013         (11) “Conspicuous,” with reference to a term, means so              1042         (c) The person in control, other than pursuant to s.
1014    written, displayed, or presented that, based on the totality of          1043    677.106(7), of a negotiable electronic document of title.
1015    the circumstances, a reasonable person against which it is to            1044         (27)(26) Subject to subsection (29) (28), a person has

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1045    “notice” of a fact if the person:                                      1074    Commercial Code which limits, or conditionally limits if
1046         (a) Has actual knowledge of it;                                   1075    conditions specified under the law are satisfied, the ability of
1047         (b) Has received a notice or notification of it; or               1076    a creditor of the entity or of any other protected series of the
1048         (c) From all the facts and circumstances known to the             1077    entity to satisfy a claim from assets of the protected series.
1049    person at the time in question, has reason to know that it             1078         (41)(40) “Send,” in connection with a writing, record, or
1050    exists. A person “knows” or has “knowledge” of a fact when the         1079    notification notice, means:
1051    person has actual knowledge of it. “Discover” or “learn” or a          1080         (a) To deposit in the mail, or deliver for transmission, or
1052    word or phrase of similar import refers to knowledge rather than       1081    transmit by any other usual means of communication, with postage
1053    to reason to know. The time and circumstances under which a            1082    or cost of transmission provided for, and properly addressed
1054    notice or notification may cease to be effective are not               1083    and, in the case of an instrument, to an address specified
1055    determined by this section.                                            1084    thereon or otherwise agreed or, if there be none, to any address
1056         (28)(27) A person “notifies” or “gives” a notice or               1085    reasonable under the circumstances; or
1057    notification to another person by taking such steps as may be          1086         (b) To cause the record or notification to be received
1058    reasonably required to inform the other person in ordinary             1087    within the time it would have been received if properly sent
1059    course, whether or not the other person actually comes to know         1088    under paragraph (a) In any other way to cause to be received any
1060    of it. Subject to subsection (29) (28), a person “receives” a          1089    record or notice within the time it would have arrived if
1061    notice or notification when:                                           1090    properly sent.
1062         (a) It comes to that person’s attention; or                       1091         (42)(41) “Sign,” “signing,” “signed,” or “signature” means,
1063         (b) It is duly delivered in a form reasonable under the           1092    with present intent to authenticate or adopt a record, to:
1064    circumstances at the place of business through which the               1093         (a) Execute or adopt a tangible symbol; or
1065    contract was made or at another location held out by that person       1094         (b) Attach to or logically associate with the record an
1066    as the place for receipt of such communications.                       1095    electronic symbol, sound, or process means bearing any symbol
1067         (32)(31) “Person” means an individual; corporation;               1096    executed or adopted by a party with present intention to adopt
1068    business trust; estate; trust; partnership; limited liability          1097    or accept a writing.
1069    company; association; joint venture; government; governmental          1098         Section 35.   Section 671.211, Florida Statutes, is amended
1070    subdivision, agency, or instrumentality; public corporation; or        1099    to read:
1071    any other legal or commercial entity. The term includes a              1100         671.211 Value.—Except as otherwise provided with respect to
1072    protected series, however denominated, of an entity if the             1101    negotiable instruments and bank collections as provided in
1073    protected series is established under law other than the Uniform       1102    chapter 669 and ss. 673.3031, 674.2101, and 674.2111, a person

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1103    gives value for rights if the person acquires them:                    1132    provided in subsection (2), this chapter applies to transactions
1104         (1) In return for a binding commitment to extend credit or        1133    in goods and, in the case of a hybrid transaction:
1105    for the extension of immediately available credit whether or not       1134         (a) If the sale-of-goods aspects do not predominate, only
1106    drawn upon and whether or not a charge-back is provided for in         1135    those provisions of this chapter which relate primarily to the
1107    the event of difficulties in collection;                               1136    sale-of-goods aspects of the transaction apply, and those
1108         (2) As security for, or in total or partial satisfaction          1137    provisions that relate primarily to the transaction as a whole
1109    of, a preexisting claim;                                               1138    do not apply.
1110         (3) By accepting delivery under a preexisting contract for        1139         (b) If the sale-of-goods aspects predominate, this chapter
1111    purchase; or                                                           1140    applies to the transaction but does not preclude application in
1112         (4) In return for any consideration sufficient to support a       1141    appropriate circumstances of other law to aspects of the
1113    simple contract.                                                       1142    transaction which do not relate to the sale of goods.
1114         Section 36.   Part IV of chapter 671, Florida Statutes,           1143         (2) This chapter does not do the following:
1115    consisting of s. 671.401, Florida Statutes, is created and             1144         (a) Apply to a transaction that, even though in the form of
1116    entitled “Transitional Provisions.”                                    1145    an unconditional contract to sell or present sale, operates only
1117         Section 37.   Section 671.401, Florida Statutes, is created       1146    to create a security interest.
1118    to read:                                                               1147         (b) Impair or repeal a statute regulating sales to
1119         671.401 Saving clause.—Except as provided in ss. 669.501-         1148    consumers, farmers, or other specified classes of buyers; it
1120    669.706, a transaction validly entered into before July 1, 2025,       1149    does not apply to any transaction which although in the form of
1121    and the rights, duties, and interests flowing from such                1150    an unconditional contract to sell or present sale is intended to
1122    transaction remain valid thereafter and may be terminated,             1151    operate only as a security transaction nor does this chapter
1123    completed, consummated, or enforced as required or permitted by        1152    impair or repeal any statute regulating sales to consumers,
1124    law other than the Uniform Commercial Code or, if applicable, by       1153    farmers or other specified classes of buyers.
1125    the Uniform Commercial Code as though this act had not taken           1154         Section 39.   Section 672.106, Florida Statutes, is amended
1126    effect.                                                                1155    to read:
1127         Section 38.   Section 672.102, Florida Statutes, is amended       1156         672.106 Definitions: “contract”; “agreement”; “contract for
1128    to read:                                                               1157    sale”; “sale”; “present sale”; “conforming” to contract;
1129         672.102 Scope; certain security and other transactions            1158    “termination”; “cancellation.”; “hybrid transaction.”—
1130    excluded from this chapter.—                                           1159         (1) In this chapter, unless the context clearly requires
1131         (1) Unless the context otherwise requires, and except as          1160    otherwise, the meaning of the terms requires “contract” and

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1161    “agreement” is are limited to those contracts and agreements           1190         (1) Except as otherwise provided in this section a contract
1162    relating to the present or future sale of goods. The term              1191    for the sale of goods for the price of $500 or more is not
1163    “contract for sale” includes both a present sale of goods and a        1192    enforceable by way of action or defense unless there is a record
1164    contract to sell goods at a future time. A “sale” consists in          1193    some writing sufficient to indicate that a contract for sale has
1165    the passing of title from the seller to the buyer for a price          1194    been made between the parties and signed by the party against
1166    (s. 672.401). A “present sale” means a sale which is                   1195    whom enforcement is sought or by the party’s his or her
1167    accomplished by the making of the contract.                            1196    authorized agent or broker. A record writing is not insufficient
1168         (2) Goods or conduct including any part of a performance          1197    because it omits or incorrectly states a term agreed upon but
1169    are “conforming” or conform to the contract when they are in           1198    the contract is not enforceable under this subsection paragraph
1170    accordance with the obligations under the contract.                    1199    beyond the quantity of goods shown in the record such writing.
1171         (3) “Termination” occurs when either party pursuant to a          1200         (2) Between merchants if within a reasonable time a record
1172    power created by agreement or law puts an end to the contract          1201    writing in confirmation of the contract and sufficient against
1173    otherwise than for its breach. Upon On termination, all                1202    the sender is received and the party receiving it has reason to
1174    obligations that which are still executory on both sides are           1203    know its contents, it satisfies the requirements of subsection
1175    discharged but any right based on prior breach or performance          1204    (1) against the such party unless written notice in a record of
1176    survives.                                                              1205    objection to its contents is given within 10 days after it is
1177         (4) “Cancellation” occurs when either party puts an end to        1206    received.
1178    the contract for breach by the other and its effect is the same        1207         Section 41.   Section 672.202, Florida Statutes, is amended
1179    as that of “termination” except that the canceling party also          1208    to read:
1180    retains any remedy for breach of the whole contract or any             1209         672.202 Final written expression; parol or extrinsic
1181    unperformed balance.                                                   1210    evidence.—Terms with respect to which the confirmatory memoranda
1182         (5) The term “hybrid transaction” means a single                  1211    of the parties agree or which are otherwise set forth in a
1183    transaction involving a sale of goods and any of the following:        1212    record writing intended by the parties as a final expression of
1184         (a) The provision of services.                                    1213    their agreement with respect to such terms as are included
1185         (b) A lease of other goods.                                       1214    therein may not be contradicted by evidence of any prior
1186         (c) A sale, lease, or license of property other than goods.       1215    agreement or of a contemporaneous oral agreement but may be
1187         Section 40.   Subsections (1) and (2) of section 672.201,         1216    explained or supplemented:
1188    Florida Statutes, are amended to read:                                 1217         (1) By course of dealing or usage of trade (s. 671.205) or
1189         672.201 Formal requirements; statute of frauds.—                  1218    by course of performance (s. 672.208); and

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1219         (2) By evidence of consistent additional terms unless the         1248    consisting of s. 672.801, Florida Statutes, is created and
1220    court finds the record writing to have been intended also as a         1249    entitled “Transitional Provisions.”
1221    complete and exclusive statement of the terms of the agreement.        1250          Section 46.   Section 672.801, Florida Statutes, is created
1222         Section 42.   Section 672.203, Florida Statutes, is amended       1251    to read:
1223    to read:                                                               1252          672.801 Saving clause.—Except as provided in ss. 669.501-
1224         672.203 Seals inoperative.—The affixing of a seal to a            1253    669.706, a transaction validly entered into before July 1, 2025,
1225    record writing evidencing a contract for sale or an offer to buy       1254    and the rights, duties, and interests flowing from such
1226    or sell goods does not constitute a record the writing a sealed        1255    transaction remain valid thereafter and may be terminated,
1227    instrument and the law with respect to sealed instruments does         1256    completed, consummated, or enforced as required or permitted by
1228    not apply to such a contract or offer.                                 1257    law other than the Uniform Commercial Code or, if applicable, by
1229         Section 43.   Section 672.205, Florida Statutes, is amended       1258    the Uniform Commercial Code as though this act had not taken
1230    to read:                                                               1259    effect.
1231         672.205 Firm offers.—An offer by a merchant to buy or sell        1260          Section 47.   Subsection (1) of section 673.1041, Florida
1232    goods in a signed record writing which by its terms gives              1261    Statutes, is amended to read:
1233    assurance that it will be held open is not revocable, for lack         1262          673.1041 Negotiable instrument.—
1234    of consideration, during the time stated or if no time is stated       1263          (1) Except as provided in subsections (3), (4), and (11),
1235    for a reasonable time, but in no event may such period of              1264    the term “negotiable instrument” means an unconditional promise
1236    irrevocability exceed 3 months; but any such term of assurance         1265    or order to pay a fixed amount of money, with or without
1237    on a form supplied by the offeree must be separately signed by         1266    interest or other charges described in the promise or order, if
1238    the offeror.                                                           1267    it:
1239         Section 44.   Subsection (2) of section 672.209, Florida          1268          (a) Is payable to bearer or to order at the time it is
1240    Statutes, is amended to read:                                          1269    issued or first comes into possession of a holder;
1241         672.209 Modification, rescission, and waiver.—                    1270          (b) Is payable on demand or at a definite time; and
1242         (2) A signed agreement which excludes modification or             1271          (c) Does not state any other undertaking or instruction by
1243    rescission except by a signed writing or other signed record           1272    the person promising or ordering payment to do any act in
1244    cannot be otherwise modified or rescinded, but except as between       1273    addition to the payment of money, but the promise or order may
1245    merchants such a requirement on a form supplied by the merchant        1274    contain:
1246    must be separately signed by the other party.                          1275          1. An undertaking or power to give, maintain, or protect
1247         Section 45.   Part VIII of chapter 672, Florida Statutes,         1276    collateral to secure payment;

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1277         2. An authorization or power to the holder to confess             1306         (a) Manually or by means of a device or machine; and
1278    judgment or realize on or dispose of collateral; or                    1307         (b) By the use of any name, including a trade or assumed
1279         3. A waiver of the benefit of any law intended for the            1308    name, or by a word, mark, or symbol executed or adopted by a
1280    advantage or protection of an obligor;                                 1309    person with present intention to authenticate a writing.
1281         4. A term that specifies the law that governs the promise         1310         Section 50.   Subsection (1) of section 673.6041, Florida
1282    or order; or                                                           1311    Statutes, is amended to read:
1283         5. An undertaking to resolve, in a specified forum, a             1312         673.6041 Discharge by cancellation or renunciation.—
1284    dispute concerning the promise or order.                               1313         (1) A person entitled to enforce an instrument, with or
1285         Section 48.   Subsection (1) of section 673.1051, Florida         1314    without consideration, may discharge the obligation of a party
1286    Statutes, is amended to read:                                          1315    to pay the instrument:
1287         673.1051 Issue of instrument.—                                    1316         (a) By an intentional voluntary act, such as:
1288         (1) The term “issue” means:                                       1317         1. Surrender of the instrument to the party;
1289         (a) The first delivery of an instrument by the maker or           1318         2. Destruction, mutilation, or cancellation of the
1290    drawer, whether to a holder or nonholder, for the purpose of           1319    instrument;
1291    giving rights on the instrument to any person; or                      1320         3. Cancellation or striking out of the party’s signature;
1292         (b) If agreed to by the payee, the first transmission by          1321    or
1293    the drawer to the payee of an image of an item and information         1322         4. Addition of words to the instrument indicating
1294    derived from the item which enables the depositary bank to             1323    discharge; or
1295    collect the item under federal law by transferring or presenting       1324         (b) By agreeing not to sue or otherwise renouncing rights
1296    an electronic check.                                                   1325    against the party by a signed writing.
1297         Section 49.   Section 673.4011, Florida Statutes, is amended      1326
1298    to read:                                                               1327    The obligation of a party to pay a check is not discharged
1299         673.4011 Signature.—                                              1328    solely by destruction of the check in connection with a process
1300         (1) A person is not liable on an instrument unless:               1329    that involves the extraction of information from the check and
1301         (a) the person signed the instrument; or                          1330    an image of the check is made and, subsequently, the information
1302         (b) the person is represented by an agent or representative       1331    and image are transmitted for payment.
1303    who signed the instrument, and the signature is binding on the         1332         Section 51.   Part VII of chapter 673, Florida Statutes,
1304    represented person under s. 673.4021.                                  1333    consisting of s. 673.702, Florida Statutes, is created and
1305         (2) A signature may be made:                                      1334    entitled “Transitional Provisions.”

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1335         Section 52.   Section 673.702, Florida Statutes, is created       1364         (2) Unless subsection (1) applies, the liability of an
1336    to read:                                                               1365    issuer, nominated person, or adviser for action or omission is
1337         673.702 Savings clause.—Except as provided in ss. 669.501-        1366    governed by the law of the jurisdiction in which the person is
1338    669.706, a transaction validly entered into before July 1, 2025,       1367    located. The person is considered to be located at the address
1339    and the rights, duties, and interests flowing from such                1368    indicated in the person’s undertaking. If more than one address
1340    transaction remain valid thereafter and may be terminated,             1369    is indicated, the person is considered to be located at the
1341    completed, consummated, or enforced as required or permitted by        1370    address from which the person’s undertaking was issued.
1342    law other than the Uniform Commercial Code or, if applicable, by       1371         (a) For the purpose of jurisdiction, choice of law, and
1343    the Uniform Commercial Code as though this act had not taken           1372    recognition of interbranch letters of credit, but not
1344    effect.                                                                1373    enforcement of a judgment, all branches of a bank are considered
1345         Section 53.   Section 675.104, Florida Statutes, is amended       1374    separate juridical entities and a bank is considered to be
1346    to read:                                                               1375    located at the place where its relevant branch is considered to
1347         675.104 Formal requirements.—A letter of credit,                  1376    be located under paragraph (b) this subsection.
1348    confirmation, advice, transfer, amendment, or cancellation may         1377         (b) A bank branch is considered to be located at the
1349    be issued in any form that is a signed record and is                   1378    address indicated in the branch’s undertaking. If more than one
1350    authenticated by a signature or in accordance with the agreement       1379    address is indicated, the branch is considered to be located at
1351    of the parties or the standard practice referred to in s.              1380    the address from which the undertaking was issued.
1352    675.108(5).                                                            1381         (c)(3) Except as otherwise provided in this paragraph
1353         Section 54.   Section 675.116, Florida Statutes, is amended       1382    subsection, the liability of an issuer, nominated person, or
1354    to read:                                                               1383    adviser is governed by any rules of custom or practice, such as
1355         675.116 Choice of law and forum.—                                 1384    the Uniform Customs and Practice for Documentary Credits, to
1356         (1) The liability of an issuer, nominated person, or              1385    which the letter of credit, confirmation, or other undertaking
1357    adviser for action or omission is governed by the law of the           1386    is expressly made subject. If this chapter governs the liability
1358    jurisdiction chosen by an agreement in the form of a record            1387    of an issuer, nominated person, or adviser under subsection (1)
1359    signed or otherwise authenticated by the affected parties in the       1388    or this subsection (2), the relevant undertaking incorporates
1360    manner provided in s. 675.104 or by a provision in the person’s        1389    rules of custom or practice, and there is conflict between this
1361    letter of credit, confirmation, or other undertaking. The              1390    chapter and such rules as applied to that undertaking, such
1362    jurisdiction whose law is chosen need not bear any relation to         1391    rules govern except to the extent of any conflict with the
1363    the transaction.                                                       1392    nonvariable provisions specified in s. 675.102(3).

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1393         (3)(4) This chapter governs to the extent of any conflict         1422         Section 57.   Subsection (2) of section 677.106, Florida
1394    between this chapter and chapter 670, chapter 673, chapter 674,        1423    Statutes, is amended, and subsections (3) through (9) are added
1395    or chapter 679.                                                        1424    to that section, to read:
1396         (4)(5) The forum for settling disputes arising out of an          1425         677.106 Control of electronic document of title.—
1397    undertaking within this chapter may be chosen in the manner and        1426         (2) A system satisfies subsection (1), and a person has is
1398    with the binding effect that governing law may be chosen in            1427    deemed to have control of an electronic document of title, if
1399    accordance with subsection (1).                                        1428    the document is created, stored, and transferred assigned in a
1400         Section 55.   Section 675.119, Florida Statutes, is created       1429    manner that:
1401    to read:                                                               1430         (a) A single authoritative copy of the document exists
1402         675.119 Saving clause.—Except as provided in ss. 669.501-         1431    which is unique, identifiable, and, except as otherwise provided
1403    669.706, a transaction validly entered into before July 1, 2025,       1432    in paragraphs (d), (e), and (f), unalterable;
1404    and the rights, duties, and interests flowing from such                1433         (b) The authoritative copy identifies the person asserting
1405    transaction remain valid thereafter and may be terminated,             1434    control as:
1406    completed, consummated, or enforced as required or permitted by        1435         1. The person to which the document was issued; or
1407    law other than the Uniform Commercial Code or, if applicable, by       1436         2. If the authoritative copy indicates that the document
1408    the Uniform Commercial Code as though this act had not taken           1437    has been transferred, the person to which the document was most
1409    effect.                                                                1438    recently transferred;
1410         Section 56.   Paragraphs (j) and (l) of subsection (1) of         1439         (c) The authoritative copy is communicated to and
1411    section 677.102, Florida Statutes, are amended to read:                1440    maintained by the person asserting control or its designated
1412         677.102 Definitions and index of definitions.—                    1441    custodian;
1413         (1) In this chapter, unless the context otherwise requires:       1442         (d) Copies or amendments that add or change an identified
1414         (j) “Record” means information that is inscribed on a             1443    transferee assignee of the authoritative copy can be made only
1415    tangible medium or that is stored in an electronic or other            1444    with the consent of the person asserting control;
1416    medium and is retrievable in perceivable form.                         1445         (e) Each copy of the authoritative copy and any copy of a
1417         (l) “Sign” means, with present intent to authenticate or          1446    copy is readily identifiable as a copy that is not the
1418    adopt a record:                                                        1447    authoritative copy; and
1419         1. To execute or adopt a tangible symbol; or                      1448         (f) Any amendment of the authoritative copy is readily
1420         2. To attach to or logically associate with the record an         1449    identifiable as authorized or unauthorized.
1421    electronic sound, symbol, or process.                                  1450         (3) A system satisfies subsection (1), and a person has

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1451    control of an electronic document of title, if an authoritative        1480    also is exercised by the other person; and
1452    electronic copy of the document, a record attached to or               1481         (b) The other person:
1453    logically associated with the electronic copy, or a system in          1482         1. Can exercise the power without exercise of the power by
1454    which the electronic copy is recorded:                                 1483    the person; or
1455          (a) Enables the person to readily identify each electronic       1484         2. Is the transferor to the person of an interest in the
1456    copy as either an authoritative copy or a nonauthoritative copy;       1485    document of title.
1457          (b) Enables the person to readily identify itself in any         1486         (6) If a person has the powers specified in subparagraphs
1458    way, including by name, identifying number, cryptographic key,         1487    (3)(c)1. and 2., the powers are presumed to be exclusive.
1459    office, or account number, as the person to which each                 1488         (7) A person has control of an electronic document of title
1460    authoritative electronic copy was issued or transferred; and           1489    if another person, other than the transferor to the person of an
1461          (c) Gives the person exclusive power, subject to subsection      1490    interest in the document:
1462    (4), to:                                                               1491         (a) Has control of the document and acknowledges that it
1463          1. Prevent others from adding or changing the person to          1492    has control on behalf of the person; or
1464    which each authoritative electronic copy has been issued or            1493         (b) Obtains control of the document after having
1465    transferred; and                                                       1494    acknowledged that it will obtain control of the document on
1466          2. Transfer control of each authoritative electronic copy.       1495    behalf of the person.
1467          (4) Subject to subsection (5), a power is exclusive under        1496         (8) A person that has control as provided under this
1468    subparagraphs (3)(c)1. and 2. even if:                                 1497    section is not required to acknowledge that it has control on
1469          (a) The authoritative electronic copy, a record attached to      1498    behalf of another person.
1470    or logically associated with the authoritative electronic copy,        1499         (9) If a person acknowledges that it has or will obtain
1471    or a system in which the authoritative electronic copy is              1500    control on behalf of another person, unless the person otherwise
1472    recorded limits the use of the document of title or has a              1501    agrees or law other than this chapter or chapter 679 otherwise
1473    protocol that is programmed to cause a change, including a             1502    provides, the person does not owe any duty to the other person
1474    transfer or loss of control; or                                        1503    and is not required to confirm the acknowledgment to any other
1475          (b) The power is shared with another person.                     1504    person.
1476          (5) A power of a person is not shared with another person        1505         Section 58.   Part VII of chapter 677, Florida Statutes,
1477    under paragraph (4)(b) and the person’s power is not exclusive         1506    consisting of s. 677.701, Florida Statutes, is created and
1478    if:                                                                    1507    entitled “Transitional Provisions.”
1479          (a) The person can exercise the power only if the power          1508         Section 59.   Section 677.701, Florida Statutes, is created

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        29-00273A-25                                              20251666__           29-00273A-25                                              20251666__
1509    to read:                                                               1538    intermediary has expressly agreed with the other person that the
1510         677.701 Saving clause.—Except as provided in ss. 669.501-         1539    property is to be treated as a financial asset under this
1511    669.706, a transaction validly entered into before July 1, 2025,       1540    chapter. As context requires, the term means either the interest
1512    and the rights, duties, and interests flowing from such                1541    itself or the means by which a person’s claim to it is
1513    transaction remain valid thereafter and may be terminated,             1542    evidenced, including a certificated or uncertificated security,
1514    completed, consummated, or enforced as required or permitted by        1543    a security certificate, or a security entitlement.
1515    law other than the Uniform Commercial Code or, if applicable, by       1544         (2) The following Other definitions in applying to this
1516    the Uniform Commercial Code as though this act had not have            1545    chapter and other chapters apply to this section the sections in
1517    taken effect.                                                          1546    which they appear are:
1518         Section 60.   Paragraph (f) of subsection (1) and subsection      1547         “Appropriate person,” s. 678.1071.
1519    (2) of section 678.1021, Florida Statutes, are amended, and            1548         “Control,” s. 678.1061.
1520    paragraph (i) of subsection (1) of that section is republished,        1549         “Controllable account,” s. 679.1021.
1521    to read:                                                               1550         “Controllable electronic record,” s. 669.102.
1522         678.1021 Definitions.—                                            1551         “Controllable payment intangible,” s. 679.1021.
1523         (1) In this chapter:                                              1552         “Delivery,” s. 678.3011.
1524         (f) “Communicate” means to:                                       1553         “Investment company security,” s. 678.1031(2).
1525         1. Send a signed record writing; or                               1554         “Issuer,” s. 678.2011.
1526         2. Transmit information by any mechanism agreed upon by the       1555         “Overissue,” s. 678.2101.
1527    persons transmitting and receiving the information.                    1556         “Protected purchaser,” s. 678.3031.
1528         (i) “Financial asset,” except as otherwise provided in s.         1557         “Securities account,” s. 678.5011.
1529    678.1031, means:                                                       1558         Section 61.    Subsection (6) of section 678.1031, Florida
1530         1. A security;                                                    1559    Statutes, is amended, and subsection (8) is added to that
1531         2. An obligation of a person or a share, participation, or        1560    section, to read:
1532    other interest in a person or in property or an enterprise of a        1561         678.1031 Rules for determining whether certain obligations
1533    person, which is, or is of a type, dealt in or traded on               1562    and interests are securities or financial assets.—
1534    financial markets, or which is recognized in any area in which         1563         (6) A commodity contract, as defined in s. 679.1021(1) s.
1535    it is issued or dealt in as a medium for investment; or                1564    679.1021(1)(o), is not a security or a financial asset.
1536         3. Any property that is held by a securities intermediary         1565         (8) A controllable account, controllable electronic record,
1537    for another person in a securities account if the securities           1566    or controllable payment intangible is not a financial asset

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        29-00273A-25                                             20251666__            29-00273A-25                                              20251666__
1567    unless s. 678.1021(1)(i) applies.                                      1596    person.
1568         Section 62.   Subsection (4) of section 678.1061, Florida         1597         Section 63.   Subsection (7) is added to section 678.1101,
1569    Statutes, is amended, and subsections (8) and (9) are added to         1598    Florida Statutes, to read:
1570    that section, to read:                                                 1599         678.1101 Applicability; choice of law.—
1571         678.1061 Control.—                                                1600         (7) The local law of the issuer’s jurisdiction or the
1572         (4) A purchaser has “control” of a security entitlement if:       1601    securities intermediary’s jurisdiction governs a matter or
1573         (a) The purchaser becomes the entitlement holder;                 1602    transaction specified in subsection (1) or subsection (2) even
1574         (b) The securities intermediary has agreed that it will           1603    if the matter or transaction does not bear any relation to the
1575    comply with entitlement orders originated by the purchaser             1604    jurisdiction.
1576    without further consent by the entitlement holder; or                  1605         Section 64.   Subsection (2) of section 678.3031, Florida
1577         (c) Another person, other than the transferor to the              1606    Statutes, is amended to read:
1578    purchaser of an interest in the security entitlement:                  1607         678.3031 Protected purchaser.—
1579         1. Has control of the security entitlement and acknowledges       1608         (2) In addition to acquiring the rights of a purchaser, A
1580    that it has control on behalf of the purchaser; or                     1609    protected purchaser also acquires its interest in the security
1581         2. Obtains control of the security entitlement after having       1610    free of any adverse claim.
1582    acknowledged that it will obtain control of the security               1611         Section 65.   Part VI of chapter 678, Florida Statutes,
1583    entitlement on behalf of the purchaser has control of the              1612    consisting of s. 678.601, Florida Statutes, is created and
1584    security entitlement on behalf of the purchaser or, having             1613    entitled “Transitional Provisions.”
1585    previously acquired control of the security entitlement,               1614         Section 66.   Section 678.601, Florida Statutes, is created
1586    acknowledges that the person has control on behalf of the              1615    to read:
1587    purchaser.                                                             1616         678.601 Saving clause.—Except as provided in ss. 669.501-
1588         (8) A person that has control under this section is not           1617    669.706, a transaction validly entered into before July 1, 2025,
1589    required to acknowledge that it has control on behalf of a             1618    and the rights, duties, and interests flowing from such
1590    purchaser.                                                             1619    transaction remain valid thereafter and may be terminated,
1591         (9) If a person acknowledges that it has or will obtain           1620    completed, consummated, or enforced as required or permitted by
1592    control on behalf of a purchaser unless the person otherwise           1621    law other than the Uniform Commercial Code, or if applicable, by
1593    agrees, or law other than this section or chapter 679 otherwise        1622    the Uniform Commercial Code as though this act had not taken
1594    provides, the person does not owe any duty to the purchaser and        1623    effect.
1595    is not required to confirm the acknowledgment to any other             1624         Section 67.   Present paragraphs (h) through (aa), (bb)

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1625    through (bbb), and (ccc) through (bbbb) of subsection (1) of           1654    instrument; commercial tort claims; deposit accounts; investment
1626    section 679.1021, Florida Statutes, are redesignated as                1655    property; letter-of-credit rights or letters of credit; or
1627    paragraphs (i) through (bb), (ee) through (ddd), and (fff)             1656    rights to payment for money or funds advanced or sold, other
1628    through (dddd), respectively, new paragraphs (h), (cc), (dd),          1657    than rights arising out of the use of a credit or charge card or
1629    and (eee) are added to that subsection, and paragraphs (b), (c),       1658    information contained on or for use with the card; or rights to
1630    (d), and (g) and present paragraphs (k), (ee), (pp), (uu),             1659    payment evidenced by an instrument.
1631    (iii), (nnn), (vvv), and (zzz) of subsection (1) and subsection        1660         (c) “Account debtor” means a person obligated on an
1632    (2) of that section are amended, to read:                              1661    account, chattel paper, or general intangible. The term does not
1633         679.1021 Definitions and index of definitions.—                   1662    include persons obligated to pay a negotiable instrument, even
1634         (1) In this chapter, the term:                                    1663    if the negotiable instrument evidences constitutes part of
1635         (b) “Account,” except as used in “account for,” “account          1664    chattel paper.
1636    statement,” “account to,” “commodity account” as used in               1665         (d) “Accounting,” except as used in the term “accounting
1637    paragraph (o), “customer account,” “deposit account” as used in        1666    for,” means a record:
1638    paragraph (ff), “on account of,” and “statement of account,”           1667         1. Signed Authenticated by a secured party;
1639    means a right to payment of a monetary obligation, regardless of       1668         2. Indicating the aggregate unpaid secured obligations as
1640    whether or not earned by performance, for property that has been       1669    of a date not more than 35 days earlier or 35 days later than
1641    or is to be sold, leased, licensed, assigned, or otherwise             1670    the date of the record; and
1642    disposed of; for services rendered or to be rendered; for a            1671         3. Identifying the components of the obligations in
1643    policy of insurance issued or to be issued; for a secondary            1672    reasonable detail.
1644    obligation incurred or to be incurred; for energy provided or to       1673         (g) “Assignee,” except as used in “assignee for benefit of
1645    be provided; for the use or hire of a vessel under a charter or        1674    creditors,” means a person:
1646    other contract; arising out of the use of a credit or charge           1675         1. In whose favor a security interest that secures an
1647    card or information contained on or for use with the card; or as       1676    obligation is created or provided for under a security
1648    winnings in a lottery or other game of chance operated or              1677    agreement, regardless of whether the obligation is outstanding,
1649    sponsored by a state, governmental unit of a state, or person          1678    and includes; or
1650    licensed or authorized to operate the game by a state or               1679         2. To which an account, chattel paper, payment intangible,
1651    governmental unit of a state. The term includes controllable           1680    or promissory note has been sold.
1652    accounts and health-care-insurance receivables. The term does          1681
1653    not include rights to payment evidenced by chattel paper or an         1682    The term includes a person to which a security interest has been

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1683    transferred by a secured party.                                        1712    or a right to payment arising out of the use of a credit or
1684         (h) “Assignor” means a person that:                               1713    charge card or information contained on or for use with the card
1685         1. Under a security agreement creates or provides for a           1714    a record or records that evidence both a monetary obligation and
1686    security interest that secures an obligation; or                       1715    a security interest in specific goods, a security interest in
1687         2. Sells an account, chattel paper, payment intangible, or        1716    specific goods and software used in the goods, a security
1688    promissory note.                                                       1717    interest in specific goods and license of software used in the
1689                                                                           1718    goods, a lease of specific goods, or a lease of specific goods
1690    The term includes a secured party that has transferred a               1719    and license of software used in the goods. In this paragraph,
1691    security interest to another person “Authenticate” means:              1720    “monetary obligation” means a monetary obligation secured by the
1692         1. To sign; or                                                    1721    goods or owed under a lease of the goods and includes a monetary
1693         2. With the present intent to adopt or accept a record, to        1722    obligation with respect to software used in the goods. The term
1694    attach to or logically associate with the record an electronic         1723    does not include charters or other contracts involving the use
1695    sound, symbol, or process.                                             1724    or hire of a vessel or records that evidence a right to payment
1696         (l)(k) “Chattel paper” means:                                     1725    arising out of the use of a credit or charge card or information
1697         1. A right to payment of a monetary obligation secured by         1726    contained on or for use with the card. If a transaction is
1698    specific goods, if the right to payment and security agreement         1727    evidenced by records that include an instrument or series of
1699    are evidenced by a record; or                                          1728    instruments, the group of records taken together constitutes
1700         2. A right to payment of a monetary obligation owed by a          1729    chattel paper.
1701    lessee under a lease agreement with respect to specific goods          1730         (cc) “Controllable account” means an account evidenced by a
1702    and a monetary obligation owed by the lessee in connection with        1731    controllable electronic record that provides that the account
1703    the transaction giving rise to the lease, if:                          1732    debtor undertakes to pay the person that has control under s.
1704         a. The right to payment and lease agreement are evidenced         1733    669.105 of the controllable electronic record.
1705    by a record; and                                                       1734         (dd) “Controllable payment intangible” means a payment
1706         b. The predominant purpose of the transaction giving rise         1735    intangible evidenced by a controllable electronic record that
1707    to the lease was to give the lessee the right to possession and        1736    provides that the account debtor undertakes to pay the person
1708    use of the goods.                                                      1737    that has control under s. 669.105 of the controllable electronic
1709                                                                           1738    record.
1710    The term does not include a right to payment arising out of a          1739         (hh)(ee) “Electronic money” means money in an electronic
1711    charter or other contract involving the use or hire of a vessel        1740    form chattel paper” means chattel paper evidenced by a record or

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        29-00273A-25                                            20251666__             29-00273A-25                                            20251666__
1741    records consisting of information stored in an electronic              1770    satisfaction of the obligation it secures pursuant to ss.
1742    medium.                                                                1771    679.620, 679.621, and 679.622.
1743         (ss)(pp) “General intangible” means any personal property,        1772         (vvv) “Send,” in connection with a record or notification,
1744    including things in action, other than accounts, chattel paper,        1773    means:
1745    commercial tort claims, deposit accounts, documents, goods,            1774         1. To deposit in the mail, deliver for transmission, or
1746    instruments, investment property, letter-of-credit rights,             1775    transmit by any other usual means of communication, with postage
1747    letters of credit, money, and oil, gas, or other minerals before       1776    or cost of transmission provided for, addressed to any address
1748    extraction. The term includes controllable electronic records,         1777    reasonable under the circumstances; or
1749    payment intangibles, and software.                                     1778         2. To cause the record or notification to be received
1750         (xx)(uu) “Instrument” means a negotiable instrument or any        1779    within the time that it would have been received if properly
1751    other writing that evidences a right to the payment of a               1780    sent under subparagraph 1.
1752    monetary obligation, is not itself a security agreement or             1781         (bbbb)(zzz)   “Tangible money chattel paper” means money in
1753    lease, and is of a type that in the ordinary course of business        1782    tangible form chattel paper evidenced by a record or records
1754    is transferred by delivery with any necessary indorsement or           1783    consisting of information that is inscribed on a tangible
1755    assignment. The term does not include investment property,             1784    medium.
1756    letters of credit, or writings that evidence a right to payment        1785         (2) The following definitions in other chapters apply to
1757    arising out of the use of a credit or charge card or information       1786    this chapter:
1758    contained on or for use with the card, or writings that evidence       1787         “Applicant,” s. 675.103.
1759    chattel paper.                                                         1788         “Beneficiary,” s. 675.103.
1760         (eee) “Money” has the same meaning as in s. 671.201, but          1789         “Broker,” s. 678.1021.
1761    does not include a deposit account or money in an electronic           1790         “Certificated security,” s. 678.1021.
1762    form that cannot be subjected to control under s. 679.1052.            1791         “Check,” s. 673.1041.
1763         (lll)(iii)   “Payment intangible” means a general intangible      1792         “Clearing corporation,” s. 678.1021.
1764    under which the account debtor’s principal obligation is a             1793         “Contract for sale,” s. 672.106.
1765    monetary obligation. The term includes a controllable payment          1794         “Control,” s. 677.106.
1766    intangible.                                                            1795         “Controllable electronic record,” s. 699.102.
1767         (qqq)(nnn)   “Proposal” means a record signed authenticated       1796         “Customer,” s. 674.104.
1768    by a secured party which includes the terms on which the secured       1797         “Entitlement holder,” s. 678.1021.
1769    party is willing to accept collateral in full or partial               1798         “Financial asset,” s. 678.1021.

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1799         “Holder in due course,” s. 673.3021.                              1828         “Security entitlement,” s. 678.1021.
1800         “Issuer” (with respect to a letter of credit                      1829         “Uncertificated security,” s. 678.1021.
1801    or letter-of-credit right), s. 675.103.                                1830         Section 68.   Subsection (1) of section 679.1041, Florida
1802         “Issuer” (with respect to a security), s. 678.2011.               1831    Statutes, is amended to read:
1803         “Issuer” (with respect to documents                               1832         679.1041 Control of deposit account.—
1804    of title), s. 677.102.                                                 1833         (1) A secured party has control of a deposit account if any
1805         “Lease,” s. 680.1031.                                             1834    of the following applies:
1806         “Lease agreement,” s. 680.1031.                                   1835         (a) The secured party is the bank with which the deposit
1807         “Lease contract,” s. 680.1031.                                    1836    account is maintained.;
1808         “Leasehold interest,” s. 680.1031.                                1837         (b) The debtor, secured party, and bank have agreed in a
1809         “Lessee,” s. 680.1031.                                            1838    signed an authenticated record that the bank will comply with
1810         “Lessee in ordinary course of                                     1839    instructions originated by the secured party directing
1811    business,” s. 680.1031.                                                1840    disposition of the funds in the deposit account without further
1812         “Lessor,” s. 680.1031.                                            1841    consent by the debtor.; or
1813         “Lessor’s residual interest,” s. 680.1031.                        1842         (c) The secured party becomes the bank’s customer with
1814         “Letter of credit,” s. 675.103.                                   1843    respect to the deposit account.
1815         “Merchant,” s. 672.104.                                           1844         (d) Another person, other than the debtor:
1816         “Negotiable instrument,” s. 673.1041.                             1845         1. Has control of the deposit account and acknowledges that
1817         “Nominated person,” s. 675.103.                                   1846    it has control on behalf of the secured party; or
1818         “Note,” s. 673.1041.                                              1847         2. Obtains control of the deposit account after having
1819         “Proceeds of a letter of credit,” s. 675.114.                     1848    acknowledged that it will obtain control of the deposit account
1820         “Protected purchaser,” s. 678.3031.                               1849    on behalf of the secured party.
1821         “Prove,” s. 673.1031.                                             1850         Section 69.   Section 679.1051, Florida Statutes, is amended
1822         “Qualifying purchaser,” s. 669.102.                               1851    to read:
1823         “Sale,” s. 672.106.                                               1852         679.1051 Control of electronic chattel paper.—
1824         “Securities account,” s. 678.5011.                                1853         (1) A purchaser has control of an authoritative electronic
1825         “Securities intermediary,” s. 678.1021.                           1854    copy of a record evidencing chattel paper if a system employed
1826         “Security,” s. 678.1021.                                          1855    for evidencing the assignment of interests in the chattel paper
1827         “Security certificate,” s. 678.1021.                              1856    reliably establishes the purchaser as the person to which the

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1857    authoritative electronic copy was assigned.                            1886    office, or account number, as the assignee of the authoritative
1858         (2) A system satisfies subsection (1) if the record or            1887    electronic copy; and
1859    records evidencing the chattel paper are created, stored, and          1888         (c) Gives the purchaser exclusive power, subject to
1860    assigned in a manner that:                                             1889    subsection (4), to:
1861         (a) A single authoritative copy of the record or records          1890         1. Prevent others from adding or changing an identified
1862    exists which is unique, identifiable, and, except as otherwise         1891    assignee of the authoritative electronic copy; and
1863    provided in paragraphs (d), (e), and (f), unalterable;                 1892         2. Transfer control of the authoritative electronic copy.
1864         (b) The authoritative copy identifies the purchaser as the        1893         (4) Subject to subsection (5), a power is exclusive under
1865    assignee of the record or records;                                     1894    subparagraphs (3)(c)1. and 2. even if:
1866         (c) The authoritative copy is communicated to and                 1895         (a) The authoritative electronic copy, a record attached to
1867    maintained by the purchaser or its designated custodian;               1896    or logically associated with the authoritative electronic copy,
1868         (d) Copies or amendments that add or change an identified         1897    or a system in which the authoritative electronic copy is
1869    assignee of the authoritative copy can be made only with the           1898    recorded limits the use of the authoritative electronic copy or
1870    consent of the purchaser;                                              1899    has a protocol programmed to cause a change, including a
1871         (e) Each copy of the authoritative copy and any copy of a         1900    transfer or loss of control; or
1872    copy is readily identifiable as a copy that is not the                 1901         (b) The power is shared with another person.
1873    authoritative copy; and                                                1902         (5) A power of a purchaser is not shared with another
1874         (f) Any amendment of the authoritative copy is readily            1903    person as provided in paragraph (4)(b) and the purchaser’s power
1875    identifiable as authorized or unauthorized.                            1904    is not exclusive if:
1876         (3) A system satisfies subsection (1), and a purchaser has        1905         (a) The purchaser can exercise the power only if the power
1877    control of an authoritative electronic copy of a record                1906    also is exercised by the other person; and
1878    evidencing chattel paper, if the electronic copy, a record             1907         (b) The other person:
1879    attached to or logically associated with the electronic copy, or       1908         1. Can exercise the power without exercise of the power by
1880    a system in which the electronic copy is recorded:                     1909    the purchaser; or
1881         (a) Enables the purchaser to readily identify each                1910         2. Is the transferor to the purchaser of an interest in the
1882    electronic copy as either an authoritative copy or a                   1911    chattel paper.
1883    nonauthoritative copy;                                                 1912         (6) If a purchaser has the powers specified in
1884         (b) Enables the purchaser to readily identify itself in any       1913    subparagraphs (3)(c)1. and 2., the powers are presumed to be
1885    way, including by name, identifying number, cryptographic key,         1914    exclusive.

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1915         (7) A purchaser has control of an authoritative electronic        1944    authoritative copy; and
1916    copy of a record evidencing chattel paper if another person,           1945         (f) Any amendment of the authoritative copy is readily
1917    other than the transferor to the purchaser of an interest in the       1946    identifiable as authorized or unauthorized.
1918    chattel paper:                                                         1947         Section 70.   Section 679.1052, Florida Statutes, is created
1919         (a) Has control of the authoritative electronic copy and          1948    to read:
1920    acknowledges that it has control on behalf of the purchaser; or        1949         679.1052 Control of electronic money.—
1921         (b) Obtains control of the authoritative electronic copy          1950         (1) A person has control of electronic money if both of the
1922    after having acknowledged that it will obtain control of the           1951    following apply:
1923    electronic copy on behalf of the purchaser A secured party has         1952         (a) The electronic money, a record attached to or logically
1924    control of electronic chattel paper if a system employed for           1953    associated with the electronic money, or a system in which the
1925    evidencing the transfer of interests in the chattel paper              1954    electronic money is recorded gives the person:
1926    reliably establishes the secured party as the person to which          1955         1. Power to avail itself of substantially all the benefit
1927    the chattel paper was assigned.                                        1956    from the electronic money; and
1928         (2) A system satisfies subsection (1), and a secured party        1957         2. Exclusive power, subject to subsection (2), to:
1929    has control of electronic chattel paper, if the record or              1958         a. Prevent others from availing themselves of substantially
1930    records comprising the chattel paper are created, stored, and          1959    all the benefit from the electronic money; and
1931    assigned in such a manner that:                                        1960         b. Transfer control of the electronic money to another
1932         (a) A single authoritative copy of the record or records          1961    person or cause another person to obtain control of other
1933    exists which is unique, identifiable and, except as otherwise          1962    electronic money as a result of the transfer of the electronic
1934    provided in paragraphs (d), (e), and (f), unalterable;                 1963    money.
1935         (b) The authoritative copy identifies the secured party as        1964         (b) The electronic money, a record attached to or logically
1936    the assignee of the record or records;                                 1965    associated with the electronic money, or a system in which the
1937         (c) The authoritative copy is communicated to and                 1966    electronic money is recorded enables the person readily to
1938    maintained by the secured party or its designated custodian;           1967    identify itself in any way, including by name, identifying
1939         (d) Copies or amendments that add or change an identified         1968    number, cryptographic key, office, or account number, as having
1940    assignee of the authoritative copy can be made only with the           1969    the powers under paragraph (a).
1941    consent of the secured party;                                          1970         (2) Subject to subsection (3), a power is exclusive under
1942         (e) Each copy of the authoritative copy and any copy of a         1971    sub-subparagraphs (1)(a)2.a. and b. even if:
1943    copy is readily identifiable as a copy that is not the                 1972         (a) The electronic money, a record attached to or logically

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1973    associated with the electronic money, or a system in which the         2002    controllable account, or controllable payment intangible.—
1974    electronic money is recorded limits the use of the electronic          2003         (1) A secured party has control of a controllable
1975    money or has a protocol programmed to cause a change, including        2004    electronic record as provided in s. 669.105.
1976    a transfer or loss of control; or                                      2005         (2) A secured party has control of a controllable account
1977          (b) The power is shared with another person.                     2006    or controllable payment intangible if the secured party has
1978          (3) A power of a person is not shared with another person        2007    control of the controllable electronic record that evidences the
1979    under paragraph (2)(b) and the person’s power is not exclusive         2008    controllable account or controllable payment intangible.
1980    if:                                                                    2009         Section 72.   Section 679.1054, Florida Statutes, is created
1981          (a) The person can exercise the power only if the power          2010    to read:
1982    also is exercised by the other person; and                             2011         679.1054 No requirement to acknowledge or confirm; no
1983          (b) The other person:                                            2012    duties.—
1984          1. Can exercise the power without exercise of the power by       2013         (1) A person that has control under s. 679.1051, s.
1985    the person; or                                                         2014    679.1052, or s. 679.1053 is not required to acknowledge that it
1986          2. Is the transferor to the person of an interest in the         2015    has control on behalf of another person.
1987    electronic money.                                                      2016         (2) If a person acknowledges that it has or will obtain
1988          (4) If a person has the powers specified in sub-                 2017    control on behalf of another person, unless the person otherwise
1989    subparagraphs (1)(a)2.a. and b., the powers are presumed to be         2018    agrees, or law other than this chapter otherwise provides, the
1990    exclusive.                                                             2019    person does not owe any duty to the other person and is not
1991          (5) A person has control of electronic money if another          2020    required to confirm the acknowledgment to any other person.
1992    person, other than the transferor to the person of an interest         2021         Section 73.   Subsections (2) and (10) of section 679.2031,
1993    in the electronic money:                                               2022    Florida Statutes, are amended to read:
1994          (a) Has control of the electronic money and acknowledges         2023         679.2031 Attachment and enforceability of security
1995    that it has control on behalf of the person; or                        2024    interest; proceeds; supporting obligations; formal requisites.—
1996          (b) Obtains control of the electronic money after having         2025         (2) Except as otherwise provided in subsections (3) through
1997    acknowledged that it will obtain control of the electronic money       2026    (10), a security interest is enforceable against the debtor and
1998    on behalf of the person.                                               2027    third parties with respect to the collateral only if:
1999          Section 71.   Section 679.1053, Florida Statutes, is created     2028         (a) Value has been given;
2000    to read:                                                               2029         (b) The debtor has rights in the collateral or the power to
2001          679.1053 Control of controllable electronic record,              2030    transfer rights in the collateral to a secured party; and

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2031         (c) One of the following conditions is met:                       2060    of real property;
2032         1. The debtor has signed authenticated a security agreement       2061         (b) The description of the account in the security
2033    that provides a description of the collateral and, if the              2062    agreement includes a legal description of the real property;
2034    security interest covers timber to be cut, a description of the        2063         (c) The description of the account in the security
2035    land concerned;                                                        2064    agreement conspicuously states that the real property is the
2036         2. The collateral is not a certificated security and is in        2065    debtor’s homestead; and
2037    the possession of the secured party under s. 679.3131 pursuant         2066         (d) The security agreement is also signed authenticated by
2038    to the debtor’s security agreement;                                    2067    the debtor’s spouse, if the debtor is married; if the debtor’s
2039         3. The collateral is a certificated security in registered        2068    spouse is incompetent, then the method of signature
2040    form and the security certificate has been delivered to the            2069    authentication by the debtor’s spouse is the same as provided by
2041    secured party under s. 678.3011 pursuant to the debtor’s               2070    the laws of this state, other than this chapter, which apply to
2042    security agreement; or                                                 2071    the alienation or encumbrance of homestead property by an
2043         4. The collateral is controllable accounts, controllable          2072    incompetent person.
2044    electronic records, controllable payment intangibles, deposit          2073         Section 74.    Present subsection (3) of section 679.2041,
2045    accounts, electronic documents, electronic money chattel paper,        2074    Florida Statutes, is redesignated as subsection (4), a new
2046    investment property, or letter-of-credit rights, or electronic         2075    subsection (3) is added to that section, and subsection (2) of
2047    documents, and the secured party has control under s. 669.105,         2076    that section is amended, to read:
2048    s. 677.106, s. 679.1041, s. 679.1051, s. 679.1061, or s.               2077         679.2041 After-acquired property; future advances.—
2049    679.1071 pursuant to the debtor’s security agreement; or               2078         (2) Subject to subsection (3), a security interest does not
2050         5. The collateral is chattel paper and the secured party          2079    attach under a term constituting an after-acquired property
2051    has possession and control under s. 679.3152 pursuant to the           2080    clause to:
2052    debtor’s security agreement.                                           2081         (a) Consumer goods, other than an accession when given as
2053         (10) A security interest in an account consisting of a            2082    additional security, unless the debtor acquires rights in them
2054    right to payment of a monetary obligation for the sale of real         2083    within 10 days after the secured party gives value; or
2055    property that is the debtor’s homestead under the laws of this         2084         (b) A commercial tort claim.
2056    state is not enforceable unless:                                       2085         (3) Subsection (2) does not prevent a security interest
2057         (a) The description of the account in the security                2086    from attaching:
2058    agreement conspicuously states that the collateral includes the        2087         (a) To a consumer good as proceeds under s. 679.3151(1) or
2059    debtor’s right to payment of a monetary obligation for the sale        2088    commingled goods under s. 679.336(3);

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2089          (b) To a commercial tort claim as proceeds under s.              2118         (b) A secured party having control of a deposit account
2090    679.3151(1); or                                                        2119    under s. 679.1041(1)(c) shall:
2091          (c) Under an after-acquired property clause to property          2120         1. Pay the debtor the balance on deposit in the deposit
2092    that is proceeds of consumer goods or a commercial tort claim.         2121    account; or
2093          Section 75.   Subsection (3) of section 679.2071, Florida        2122         2. Transfer the balance on deposit into a deposit account
2094    Statutes, is amended to read:                                          2123    in the debtor’s name;
2095          679.2071 Rights and duties of secured party having               2124         (c) A secured party, other than a buyer, having control
2096    possession or control of collateral.—                                  2125    under s. 679.1051 of an authoritative electronic copy of a
2097          (3) Except as otherwise provided in subsection (4), a            2126    record evidencing chattel paper shall transfer control of the
2098    secured party having possession of collateral or control of            2127    electronic copy to the debtor or a person designated by the
2099    collateral under s. 677.106, s. 679.1041, s. 679.1051, s.              2128    debtor; a secured party, other than a buyer, having control of
2100    679.1052, s. 679.1061, or s. 679.1071:                                 2129    electronic chattel paper under s. 679.1051 shall:
2101          (a) May hold as additional security any proceeds, except         2130         1. Communicate the authoritative copy of the electronic
2102    money or funds, received from the collateral;                          2131    chattel paper to the debtor or its designated custodian;
2103          (b) Shall apply money or funds received from the collateral      2132         2. If the debtor designates a custodian that is the
2104    to reduce the secured obligation, unless remitted to the debtor;       2133    designated custodian with which the authoritative copy of the
2105    and                                                                    2134    electronic chattel paper is maintained for the secured party,
2106          (c) May create a security interest in the collateral.            2135    communicate to the custodian an authenticated record releasing
2107          Section 76.   Subsection (2) of section 679.2081, Florida        2136    the designated custodian from any further obligation to comply
2108    Statutes, is amended to read:                                          2137    with instructions originated by the secured party and
2109          679.2081 Additional duties of secured party having control       2138    instructing the custodian to comply with instructions originated
2110    of collateral.—                                                        2139    by the debtor; and
2111          (2) Within 10 days after receiving a signed an                   2140         3. Take appropriate action to enable the debtor or the
2112    authenticated demand by the debtor:                                    2141    debtor’s designated custodian to make copies of or revisions to
2113          (a) A secured party having control of a deposit account          2142    the authoritative copy which add or change an identified
2114    under s. 679.1041(1)(b) shall send to the bank with which the          2143    assignee of the authoritative copy without the consent of the
2115    deposit account is maintained a signed record an authenticated         2144    secured party;
2116    statement that releases the bank from any further obligation to        2145         (d) A secured party having control of investment property
2117    comply with instructions originated by the secured party;              2146    under s. 678.1061(4)(b) or s. 679.1061(2) shall send to the

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2147    securities intermediary or commodity intermediary with which the       2176    electronic document is maintained for the secured party,
2148    security entitlement or commodity contract is maintained a             2177    communicate to the custodian an authenticated record releasing
2149    signed an authenticated record that releases the securities            2178    the designated custodian from any further obligation to comply
2150    intermediary or commodity intermediary from any further                2179    with instructions originated by the secured party and
2151    obligation to comply with entitlement orders or directions             2180    instructing the custodian to comply with instructions originated
2152    originated by the secured party;                                       2181    by the debtor; and
2153         (e) A secured party having control of a letter-of-credit          2182         3. Take appropriate action to enable the debtor or its
2154    right under s. 679.1071 shall send to each person having an            2183    designated custodian to make copies of or revisions to the
2155    unfulfilled obligation to pay or deliver proceeds of the letter        2184    authenticated copy which add or change an identified assignee of
2156    of credit to the secured party a signed an authenticated release       2185    the authoritative copy without the consent of the secured party.
2157    from any further obligation to pay or deliver proceeds of the          2186         Section 77.   Subsection (2) of section 679.209, Florida
2158    letter of credit to the secured party; and                             2187    Statutes, is amended to read:
2159         (f) A secured party having control under s. 677.106 of an         2188         679.209 Duties of secured party if account debtor has been
2160    authoritative electronic copy of an electronic document of title       2189    notified of assignment.—
2161    shall transfer control of the electronic copy to the debtor or a       2190         (2) Within 10 days after receiving a signed an
2162    person designated by the debtor;                                       2191    authenticated demand by the debtor, a secured party shall send
2163         (g) A secured party having control under Section 9-105A of        2192    to an account debtor that has received notification under s.
2164    electronic money shall transfer control of the electronic money        2193    669.106(2) or s. 679.4016(1) of an assignment to the secured
2165    to the debtor or a person designated by the debtor; and                2194    party as assignee a signed under s. 679.4061(1) an authenticated
2166         (h) A secured party having control under s. 669.105 of a          2195    record that releases the account debtor from any further
2167    controllable electronic record, other than a buyer of a                2196    obligation to the secured party.
2168    controllable account or controllable payment intangible                2197         Section 78.   Section 679.210, Florida Statutes, is amended
2169    evidenced by the controllable electronic record, shall transfer        2198    to read:
2170    control of the controllable electronic record to the debtor or a       2199         679.210 Request for accounting; request regarding list of
2171    person designated by the debtor of an electronic document shall:       2200    collateral or statement of account.—
2172         1. Give control of the electronic document to the debtor or       2201         (1) In this section, the term:
2173    its designated custodian;                                              2202         (a) “Request” means a record of a type described in
2174         2. If the debtor designates a custodian that is the               2203    paragraph (b), paragraph (c), or paragraph (d).
2175    designated custodian with which the authoritative copy of the          2204         (b) “Request for an accounting” means a record signed

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2205    authenticated by a debtor requesting that the recipient provide        2234         (a) In the case of a request for an accounting, by signing
2206    an accounting of the unpaid obligations secured by collateral          2235    authenticating and sending to the debtor an accounting; and
2207    and reasonably identifying the transaction or relationship that        2236         (b) In the case of a request regarding a list of collateral
2208    is the subject of the request.                                         2237    or a request regarding a statement of account, by signing
2209         (c) “Request regarding a list of collateral” means a record       2238    authenticating and sending to the debtor an approval or
2210    signed authenticated by a debtor requesting that the recipient         2239    correction.
2211    approve or correct a list of what the debtor believes to be the        2240         (3) A secured party that claims a security interest in all
2212    collateral securing an obligation and reasonably identifying the       2241    of a particular type of collateral owned by the debtor may
2213    transaction or relationship that is the subject of the request.        2242    comply with a request regarding a list of collateral by sending
2214         (d) “Request regarding a statement of account” means a            2243    to the debtor a signed an authenticated record including a
2215    record signed authenticated by a debtor requesting that the            2244    statement to that effect within 14 days after receipt.
2216    recipient approve or correct a statement indicating what the           2245         (4) A person who receives a request regarding a list of
2217    debtor believes to be the aggregate amount of unpaid obligations       2246    collateral, claims no interest in the collateral when the
2218    secured by collateral as of a specified date and reasonably            2247    request is received, and claimed an interest in the collateral
2219    identifying the transaction or relationship that is the subject        2248    at an earlier time shall comply with the request within 14 days
2220    of the request.                                                        2249    after receipt by sending to the debtor a signed an authenticated
2221         (e) “Reasonably identifying the transaction or                    2250    record:
2222    relationship” means that the request provides information              2251         (a) Disclaiming any interest in the collateral; and
2223    sufficient for the person to identify the transaction or               2252         (b) If known to the recipient, providing the name and
2224    relationship and respond to the request. Pursuant to s.                2253    mailing address of any assignee of or successor to the
2225    679.603(1), a secured party and debtor may determine by                2254    recipient’s interest in the collateral.
2226    agreement the standards for measuring fulfillment of this duty.        2255         (5) A person who receives a request for an accounting or a
2227         (f) “Person” means a person or entity that is or was a            2256    request regarding a statement of account, claims no interest in
2228    secured party or otherwise claims or has claimed an interest in        2257    the obligations when the request is received, and claimed an
2229    the collateral.                                                        2258    interest in the obligations at an earlier time shall comply with
2230         (2) Subject to subsections (3)-(6) (3), (4), (5), and (6),        2259    the request within 14 days after receipt by sending to the
2231    a secured party, other than a buyer of accounts, chattel paper,        2260    debtor a signed an authenticated record:
2232    payment intangibles, or promissory notes or a consignor, shall         2261         (a) Disclaiming any interest in the obligations; and
2233    comply with a request within 14 days after receipt:                    2262         (b) If known to the recipient, providing the name and

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2263    mailing address of any assignee of or successor to the                 2292    security interest in collateral:
2264    recipient’s interest in the obligations.                               2293          (1) Except as otherwise provided in this section, while a
2265         (6) A debtor is entitled under this section without charge        2294    debtor is located in a jurisdiction, the local law of that
2266    to one response to a request for an accounting or a request            2295    jurisdiction governs perfection, the effect of perfection or
2267    regarding a statement of account for each secured obligation           2296    nonperfection, and the priority of a security interest in
2268    during any 6-month period. A debtor in a consumer transaction is       2297    collateral.
2269    entitled to a single response to a request regarding a list of         2298          (2) While collateral is located in a jurisdiction, the
2270    collateral without charge during any 6-month period. The secured       2299    local law of that jurisdiction governs perfection, the effect of
2271    party may require payment of a charge not exceeding $25 for each       2300    perfection or nonperfection, and the priority of a possessory
2272    additional response to a request for an accounting, a request          2301    security interest in that collateral.
2273    regarding a statement of account, or a request regarding a list        2302          (3) Except as otherwise provided in subsections (4) and
2274    of collateral for a consumer transaction. To the extent provided       2303    (5), while tangible negotiable documents, goods, instruments, or
2275    in a signed an authenticated record, the secured party may             2304    tangible money, or tangible chattel paper is located in a
2276    require the payment of reasonable expenses, including attorney’s       2305    jurisdiction, the local law of that jurisdiction governs:
2277    fees, reasonably incurred in providing a response to a request         2306          (a) Perfection of a security interest in the goods by
2278    regarding a list of collateral for a transaction other than a          2307    filing a fixture filing;
2279    consumer transaction under this section; otherwise, the secured        2308          (b) Perfection of a security interest in timber to be cut;
2280    party may not charge more than $25 for each request regarding a        2309    and
2281    list of collateral. Excluding a request related to a proposed          2310          (c) The effect of perfection or nonperfection and the
2282    satisfaction of the secured obligation, a secured party is not         2311    priority of a nonpossessory security interest in the collateral.
2283    required to respond to more than 12 of each of the permitted           2312          (4) The local law of the jurisdiction in which the wellhead
2284    requests in any 12-month period.                                       2313    or minehead is located governs perfection, the effect of
2285         Section 79.   Section 679.3011, Florida Statutes, is amended      2314    perfection or nonperfection, and the priority of a security
2286    to read:                                                               2315    interest in as-extracted collateral.
2287         679.3011 Law governing perfection and priority of security        2316          (5) The law of this state governs:
2288    interests.—Except as otherwise provided in ss. 679.1091,               2317          (a) The perfection of a security interest in goods that are
2289    679.3031, 679.3041, 679.3051, and 679.3061, and 679.3062, the          2318    or are to become fixtures in this state by the filing of a
2290    following rules determine the law governing perfection, the            2319    fixture filing.
2291    effect of perfection or nonperfection, and the priority of a           2320          (b) The effect of perfection or nonperfection and the

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2321    priority of a security interest in goods that are or are to            2350    interest in the chattel paper, even if the transaction does not
2322    become fixtures in this state.                                         2351    bear any relation to the chattel paper’s jurisdiction.
2323         Section 80.   Subsection (1) of section 679.3041, Florida         2352         (2) The following rules determine the chattel paper’s
2324    Statutes, is amended to read:                                          2353    jurisdiction under this section:
2325         679.3041 Law governing perfection and priority of security        2354         (a) If the authoritative electronic copy of the record
2326    interests in deposit accounts.—                                        2355    evidencing chattel paper, or a record attached to or logically
2327         (1) The local law of a bank’s jurisdiction governs                2356    associated with the electronic copy and readily available for
2328    perfection, the effect of perfection or nonperfection, and the         2357    review, expressly provides that a particular jurisdiction is the
2329    priority of a security interest in a deposit account maintained        2358    chattel paper’s jurisdiction for purposes of s. 679.3061, this
2330    with that bank even if the transaction does not bear any               2359    chapter, or the Uniform Commercial Code, that jurisdiction is
2331    relation to the bank’s jurisdiction.                                   2360    the chattel paper’s jurisdiction.
2332         Section 81.   Paragraph (e) is added to subsection (1) of         2361         (b) If paragraph (a) does not apply and the rules of the
2333    section 679.3051, Florida Statutes, to read:                           2362    system in which the authoritative electronic copy is recorded
2334         679.3051 Law governing perfection and priority of security        2363    are readily available for review and expressly provide that a
2335    interests in investment property.—                                     2364    particular jurisdiction is the chattel paper’s jurisdiction for
2336         (1) Except as otherwise provided in subsection (3), the           2365    purposes of s. 679.3061, this chapter, or the Uniform Commercial
2337    following rules apply:                                                 2366    Code, that jurisdiction is the chattel paper’s jurisdiction.
2338         (e) Paragraphs (b), (c), and (d) apply even if the                2367         (c) If paragraphs (a) and (b) do not apply and the
2339    transaction does not bear any relation to the jurisdiction.            2368    authoritative electronic copy, or a record attached to or
2340         Section 82.   Section 679.3062, Florida Statutes, is created      2369    logically associated with the electronic copy and readily
2341    to read:                                                               2370    available for review, expressly provides that the chattel paper
2342         679.3062 Law governing perfection and priority of security        2371    is governed by the law of a particular jurisdiction, that
2343    interests in chattel paper.—                                           2372    jurisdiction is the chattel paper’s jurisdiction.
2344         (1) Except as provided in subsection (4), if chattel paper        2373         (d) If paragraphs (a), (b), and (c) do not apply and the
2345    is evidenced only by an authoritative electronic copy of the           2374    rules of the system in which the authoritative electronic copy
2346    chattel paper or is evidenced by an authoritative electronic           2375    is recorded are readily available for review and expressly
2347    copy and an authoritative tangible copy, the local law of the          2376    provide that the chattel paper or the system is governed by the
2348    chattel paper’s jurisdiction governs perfection, the effect of         2377    law of a particular jurisdiction, that jurisdiction is the
2349    perfection or nonperfection, and the priority of a security            2378    chattel paper’s jurisdiction.

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2379         (e) If paragraphs (a)-(d) do not apply, the chattel paper’s       2408    account, controllable electronic record, or controllable payment
2380    jurisdiction is the jurisdiction in which the debtor is located.       2409    intangible by filing; and
2381         (3) If an authoritative tangible copy of a record evidences       2410           (b) Automatic perfection of a security interest in a
2382    chattel paper and the chattel paper is not evidenced by an             2411    controllable payment intangible created by a sale of the
2383    authoritative electronic copy, while the authoritative tangible        2412    controllable payment intangible.
2384    copy of the record evidencing chattel paper is located in a            2413           Section 84.   Subsection (2) of section 679.3101, Florida
2385    jurisdiction, the local law of that jurisdiction governs:              2414    Statutes, is amended, and subsection (1) of that section is
2386         (a) Perfection of a security interest in the chattel paper        2415    republished, to read:
2387    by possession under s. 679.3152; and                                   2416           679.3101 When filing required to perfect security interest
2388         (b) The effect of perfection or nonperfection and the             2417    or agricultural lien; security interests and agricultural liens
2389    priority of a security interest in the chattel paper.                  2418    to which filing provisions do not apply.—
2390         (4) The local law of the jurisdiction in which the debtor         2419           (1) Except as otherwise provided in subsection (2) and s.
2391    is located governs perfection of a security interest in chattel        2420    679.3121(2), a financing statement must be filed to perfect all
2392    paper by filing.                                                       2421    security interests and agricultural liens.
2393         Section 83.   Section 679.3063, Florida Statutes, is created      2422           (2) The filing of a financing statement is not necessary to
2394    to read:                                                               2423    perfect a security interest:
2395         679.3063 Law governing perfection and priority of security        2424           (a) That is perfected under s. 679.3081(4), (5), (6), or
2396    interests in controllable accounts, controllable electronic            2425    (7);
2397    records, and controllable payment intangibles.—                        2426           (b) That is perfected under s. 679.3091 when it attaches;
2398         (1) Except as provided in subsection (2), the local law of        2427           (c) In property subject to a statute, regulation, or treaty
2399    the controllable electronic record’s jurisdiction specified in         2428    described in s. 679.3111(1);
2400    s. 669.107(3) and (4) governs perfection, the effect of                2429           (d) In goods in possession of a bailee which is perfected
2401    perfection or nonperfection, and the priority of a security            2430    under s. 679.3121(4)(a) or (b);
2402    interest in a controllable electronic record and a security            2431           (e) In certificated securities, documents, goods, or
2403    interest in a controllable account or controllable payment             2432    instruments which is perfected without filing, control, or
2404    intangible evidenced by the controllable electronic record.            2433    possession under s. 679.3121(5), (6), or (7);
2405         (2) The local law of the jurisdiction in which the debtor         2434           (f) In collateral in the secured party’s possession under
2406    is located governs:                                                    2435    s. 679.3131;
2407         (a) Perfection of a security interest in a controllable           2436           (g) In a certificated security which is perfected by

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        29-00273A-25                                              20251666__           29-00273A-25                                            20251666__
2437    delivery of the security certificate to the secured party under        2466         (c) A security interest in tangible money may be perfected
2438    s. 679.3131;                                                           2467    only by the secured party’s taking possession under s. 679.3131.
2439         (h) In controllable accounts, controllable electronic             2468         (d) A security interest in electronic money may be
2440    records, controllable payment intangibles, deposit accounts,           2469    perfected only by control under s. 679.3141.
2441    electronic chattel paper, electronic documents, investment             2470         (3) While goods are in the possession of a bailee that has
2442    property, or letter-of-credit rights which is perfected by             2471    issued a negotiable document covering the goods:
2443    control under s. 679.3141(1) s. 679.3141;                              2472         (a) A security interest in the goods may be perfected by
2444         (i) In proceeds which is perfected under s. 679.3151; or          2473    perfecting a security interest in the document; and
2445         (j) That is perfected under s. 679.3161.                          2474         (b) A security interest perfected in the document has
2446         Section 85.   Section 679.3121, Florida Statutes, is amended      2475    priority over any security interest that becomes perfected in
2447    to read:                                                               2476    the goods by another method during that time.
2448         679.3121 Perfection of security interests in chattel paper,       2477         (4) While goods are in the possession of a bailee that has
2449    controllable accounts, controllable electronic records,                2478    issued a nonnegotiable document covering the goods, a security
2450    controllable payment intangibles, deposit accounts, documents,         2479    interest in the goods may be perfected by:
2451    goods covered by documents, instruments, investment property,          2480         (a) Issuance of a document in the name of the secured
2452    letter-of-credit rights, and money; perfection by permissive           2481    party;
2453    filing; temporary perfection without filing or transfer of             2482         (b) The bailee’s receipt of notification of the secured
2454    possession.—                                                           2483    party’s interest; or
2455         (1) A security interest in chattel paper, controllable            2484         (c) Filing as to the goods.
2456    accounts, controllable electronic records, controllable payment        2485         (5) A security interest in certificated securities,
2457    intangibles negotiable documents, instruments, or investment           2486    negotiable documents, or instruments is perfected without filing
2458    property, or negotiable documents may be perfected by filing.          2487    or the taking of possession or control for a period of 20 days
2459         (2) Except as otherwise provided in s. 679.3151(3) and (4)        2488    from the time it attaches to the extent that it arises for new
2460    for proceeds:                                                          2489    value given under a signed an authenticated security agreement.
2461         (a) A security interest in a deposit account may be               2490         (6) A perfected security interest in a negotiable document
2462    perfected only by control under s. 679.3141.                           2491    or goods in possession of a bailee, other than one that has
2463         (b) And except as otherwise provided in s. 679.3081(4), a         2492    issued a negotiable document for the goods, remains perfected
2464    security interest in a letter-of-credit right may be perfected         2493    for 20 days without filing if the secured party makes available
2465    only by control under s. 679.3141.                                     2494    to the debtor the goods or documents representing the goods for

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        29-00273A-25                                            20251666__              29-00273A-25                                             20251666__
2495    the purpose of:                                                         2524    other than the debtor, the secured party, or a lessee of the
2496         (a) Ultimate sale or exchange; or                                  2525    collateral from the debtor in the ordinary course of the
2497         (b) Loading, unloading, storing, shipping, transshipping,          2526    debtor’s business, when:
2498    manufacturing, processing, or otherwise dealing with them in a          2527         (a) The person in possession signs authenticates a record
2499    manner preliminary to their sale or exchange.                           2528    acknowledging that it holds possession of the collateral for the
2500         (7) A perfected security interest in a certificated                2529    secured party’s benefit; or
2501    security or instrument remains perfected for 20 days without            2530         (b) The person takes possession of the collateral after
2502    filing if the secured party delivers the security certificate or        2531    having signed authenticated a record acknowledging that the
2503    instrument to the debtor for the purpose of:                            2532    person will hold possession of the collateral for the secured
2504         (a) Ultimate sale or exchange; or                                  2533    party’s benefit.
2505         (b) Presentation, collection, enforcement, renewal, or             2534         (4) If perfection of a security interest depends upon
2506    registration of transfer.                                               2535    possession of the collateral by a secured party, perfection
2507         (8) After the 20-day period specified in subsection (5),           2536    occurs not no earlier than the time the secured party takes
2508    subsection (6), or subsection (7) expires, perfection depends           2537    possession and continues only while the secured party retains
2509    upon compliance with this chapter.                                      2538    possession.
2510         Section 86.   Subsections (1), (3), and (4) of section             2539         Section 87.   Section 679.3141, Florida Statutes, is amended
2511    679.3131, Florida Statutes, are amended to read:                        2540    to read:
2512         679.3131 When possession by or delivery to secured party           2541         679.3141 Perfection by control.—
2513    perfects security interest without filing.—                             2542         (1) A security interest in controllable accounts,
2514         (1) Except as otherwise provided in subsection (2), a              2543    controllable electronic records, controllable payment
2515    secured party may perfect a security interest in tangible               2544    intangibles, deposit accounts, electronic documents, electronic
2516    negotiable documents, goods, instruments, negotiable tangible           2545    money, investment property, or letter-of-credit rights
2517    documents, or tangible money, or tangible chattel paper by              2546    investment property, deposit accounts, letter-of-credit rights,
2518    taking possession of the collateral. A secured party may perfect        2547    electronic chattel paper, or electronic documents may be
2519    a security interest in certificated securities by taking                2548    perfected by control of the collateral under s. 677.106, s.
2520    delivery of the certificated securities under s. 678.3011.              2549    679.1041, s. 679.1052, s. 679.1053 s. 679.1051, s. 679.1061, or
2521         (3) With respect to collateral other than certificated             2550    s. 679.1071.
2522    securities and goods covered by a document, a secured party             2551         (2) A security interest in controllable accounts,
2523    takes possession of collateral in the possession of a person            2552    controllable electronic records, controllable payment

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2553    intangibles, deposit accounts, electronic documents, electronic        2582    electronic record evidencing the chattel paper.
2554    money, or letter-of-credit rights deposit accounts, electronic         2583         (2) A security interest is perfected under subsection (1)
2555    chattel paper, letter-of-credit rights, or electronic documents        2584    not earlier than the time the secured party takes possession and
2556    is perfected by control under s. 677.106, s. 679.1041, s.              2585    obtains control and remains perfected under subsection (1) only
2557    679.1052, s. 679.1053 s. 679.1051, or s. 679.1071 not earlier          2586    while the secured party retains possession and control.
2558    than the time when the secured party obtains control and remains       2587         (3) Section 679.3131(3) and (5)-(8) applies to perfection
2559    perfected by control only while the secured party retains              2588    by possession of an authoritative tangible copy of a record
2560    control.                                                               2589    evidencing chattel paper.
2561         (3) A security interest in investment property is perfected       2590         Section 89.   Subsections (1) and (6) of section 679.3161,
2562    by control under s. 679.1061 not earlier than from the time the        2591    Florida Statutes, are amended to read:
2563    secured party obtains control and remains perfected by control         2592         679.3161 Continued perfection of security interest
2564    until:                                                                 2593    following change in governing law.—
2565         (a) The secured party does not have control; and                  2594         (1) A security interest perfected pursuant to the law of
2566         (b) One of the following occurs:                                  2595    the jurisdiction designated in s. 679.3011(1), or s.
2567         1. If the collateral is a certificated security, the debtor       2596    679.3051(3), s. 679.3062(4), or s. 679.3063(2) remains perfected
2568    has or acquires possession of the security certificate;                2597    until the earliest of:
2569         2. If the collateral is an uncertificated security, the           2598         (a) The time perfection would have ceased under the law of
2570    issuer has registered or registers the debtor as the registered        2599    that jurisdiction;
2571    owner; or                                                              2600         (b) The expiration of 4 months after a change of the
2572         3. If the collateral is a security entitlement, the debtor        2601    debtor’s location to another jurisdiction; or
2573    is or becomes the entitlement holder.                                  2602         (c) The expiration of 1 year after a transfer of collateral
2574         Section 88.   Section 679.3152, Florida Statutes, is created      2603    to a person who thereby becomes a debtor and is located in
2575    to read:                                                               2604    another jurisdiction.
2576         679.3152 Perfection by possession and control of chattel          2605         (6) A security interest in chattel paper, controllable
2577    paper.—                                                                2606    accounts, controllable electronic records, controllable payment
2578         (1) A secured party may perfect a security interest in            2607    intangibles, deposit accounts, letter-of-credit rights, or
2579    chattel paper by taking possession of each authoritative               2608    investment property which is perfected under the law of the
2580    tangible copy of the record evidencing the chattel paper and           2609    chattel paper’s jurisdiction, the controllable electronic
2581    obtaining control of each authoritative electronic copy of the         2610    record’s jurisdiction, the bank’s jurisdiction, the issuer’s

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        29-00273A-25                                             20251666__            29-00273A-25                                             20251666__
2611    jurisdiction, a nominated person’s jurisdiction, the securities        2640    of the collateral without knowledge of the security interest or
2612    intermediary’s jurisdiction, or the commodity intermediary’s           2641    agricultural lien and before it is perfected.
2613    jurisdiction, as applicable, remains perfected until the earlier       2642         (4) Subject to subsections (6), (7), and (8), a licensee of
2614    of:                                                                    2643    a general intangible or a buyer, other than a secured party, of
2615          (a) The time the security interest would have become             2644    collateral other than electronic money tangible chattel paper,
2616    unperfected under the law of that jurisdiction; or                     2645    tangible documents, goods, instruments, tangible documents, or a
2617          (b) The expiration of 4 months after a change of the             2646    certificated security takes free of a security interest if the
2618    applicable jurisdiction to another jurisdiction.                       2647    licensee or buyer gives value without knowledge of the security
2619          Section 90.   Subsections (2) and (4) of section 679.3171,       2648    interest and before it is perfected.
2620    Florida Statutes, are amended, subsections (8) through (11) are        2649         (8) A buyer, other than a secured party, of chattel paper
2621    added to that section, and subsection (1) of that section is           2650    takes free of a security interest if, without knowledge of the
2622    republished, to read:                                                  2651    security interest and before it is perfected, the buyer gives
2623          679.3171 Interests that take priority over or take free of       2652    value and:
2624    security interest or agricultural lien.—                               2653         (a) Receives delivery of each authoritative tangible copy
2625          (1) A security interest or agricultural lien is subordinate      2654    of the record evidencing the chattel paper; and
2626    to the rights of:                                                      2655         (b) If each authoritative electronic copy of the record
2627          (a) A person entitled to priority under s. 679.322; and          2656    evidencing the chattel paper can be subjected to control under
2628          (b) Except as otherwise provided in subsection (5), a            2657    s. 679.1052, obtains control of each authoritative electronic
2629    person who becomes a lien creditor before the earlier of the           2658    copy.
2630    time:                                                                  2659         (9) A buyer of an electronic document takes free of a
2631          1. The security interest or agricultural lien is perfected;      2660    security interest if, without knowledge of the security interest
2632    or                                                                     2661    and before it is perfected, the buyer gives value and, if each
2633          2. One of the conditions specified in s. 679.2031(2)(c) is       2662    authoritative electronic copy of the document can be subjected
2634    met and a financing statement covering the collateral is filed.        2663    to control under s. 677.106, obtains control of each
2635          (2) Except as otherwise provided in subsection (5), a            2664    authoritative electronic copy.
2636    buyer, other than a secured party, of tangible chattel paper,          2665         (10) A buyer of a controllable electronic record takes free
2637    tangible documents, goods, instruments, tangible documents, or a       2666    of a security interest if, without knowledge of the security
2638    certificated security takes free of a security interest or             2667    interest and before it is perfected, the buyer gives value and
2639    agricultural lien if the buyer gives value and receives delivery       2668    obtains control of the controllable electronic record.

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2669         (11) A buyer, other than a secured party, of a controllable       2698    lessee of goods, other than a lessee in ordinary course of
2670    account or a controllable payment intangible takes free of a           2699    business, takes the leasehold interest free of a security
2671    security interest if, without knowledge of the security interest       2700    interest to the extent that it secures advances made after the
2672    and before it is perfected, the buyer gives value and obtains          2701    earlier of:
2673    control of the controllable account or controllable payment            2702         (a) The time the secured party acquires knowledge of the
2674    intangible.                                                            2703    lease; or
2675         Section 91.   Subsections (4) and (6) of section 679.323,         2704         (b) Forty-five days after the lease contract becomes
2676    Florida Statutes, are amended, and subsection (1) of that              2705    enforceable.
2677    section is republished, to read:                                       2706         Section 92.   Subsections (2) and (4) of section 679.324,
2678         679.323 Future advances.—                                         2707    Florida Statutes, are amended to read:
2679         (1) Except as otherwise provided in subsection (3), for           2708         679.324 Priority of purchase-money security interests.—
2680    purposes of determining the priority of a perfected security           2709         (2) Subject to subsection (3) and except as otherwise
2681    interest under s. 679.322(1)(a), perfection of the security            2710    provided in subsection (7), a perfected purchase-money security
2682    interest dates from the time an advance is made to the extent          2711    interest in inventory has priority over a conflicting security
2683    that the security interest secures an advance that:                    2712    interest in the same inventory, has priority over a conflicting
2684         (a) Is made while the security interest is perfected only:        2713    security interest in chattel paper or an instrument constituting
2685         1. Under s. 679.3091 when it attaches; or                         2714    proceeds of the inventory and in proceeds of the chattel paper,
2686         2. Temporarily under s. 679.3121(5), (6), or (7); and             2715    if so provided in s. 679.330, and, except as otherwise provided
2687         (b) Is not made pursuant to a commitment entered into             2716    in s. 679.327, also has priority in identifiable cash proceeds
2688    before or while the security interest is perfected by a method         2717    of the inventory to the extent the identifiable cash proceeds
2689    other than under s. 679.3091 or s. 679.3121(5), (6), or (7).           2718    are received on or before the delivery of the inventory to a
2690         (4) Except as otherwise provided in subsection (5), a buyer       2719    buyer, if:
2691    of goods other than a buyer in ordinary course of business takes       2720         (a) The purchase-money security interest is perfected when
2692    free of a security interest to the extent that it secures              2721    the debtor receives possession of the inventory;
2693    advances made after the earlier of:                                    2722         (b) The purchase-money secured party sends a signed an
2694         (a) The time the secured party acquires knowledge of the          2723    authenticated notification to the holder of the conflicting
2695    buyer’s purchase; or                                                   2724    security interest;
2696         (b) Forty-five days after the purchase.                           2725         (c) The holder of the conflicting security interest
2697         (6) Except as otherwise provided in subsection (7), a             2726    receives the notification within 5 years before the debtor

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2727    receives possession of the inventory; and                              2756    account, electronic record, or payment intangible has priority
2728         (d) The notification states that the person sending the           2757    over a conflicting security interest held by a secured party
2729    notification has or expects to acquire a purchase-money security       2758    that does not have control.
2730    interest in inventory of the debtor and describes the inventory.       2759         Section 94.   Subsections (1), (2), and (6) of section
2731         (4) Subject to subsection (5) and except as otherwise             2760    679.330, Florida Statutes, are amended, and subsection (4) of
2732    provided in subsection (7), a perfected purchase-money security        2761    that section is republished, to read:
2733    interest in livestock that are farm products has priority over a       2762         679.330 Priority of purchaser of chattel paper or
2734    conflicting security interest in the same livestock, and, except       2763    instrument.—
2735    as otherwise provided in s. 679.327, a perfected security              2764         (1) A purchaser of chattel paper has priority over a
2736    interest in their identifiable proceeds and identifiable               2765    security interest in the chattel paper which is claimed merely
2737    products in their unmanufactured states also has priority, if:         2766    as proceeds of inventory subject to a security interest if:
2738         (a) The purchase-money security interest is perfected when        2767         (a) In good faith and in the ordinary course of the
2739    the debtor receives possession of the livestock;                       2768    purchaser’s business, the purchaser gives new value, and takes
2740         (b) The purchase-money secured party sends a signed an            2769    possession of each authoritative tangible copy of the record
2741    authenticated notification to the holder of the conflicting            2770    evidencing the chattel paper, and or obtains control under s.
2742    security interest;                                                     2771    679.1051 of each authoritative electronic copy of the record
2743         (c) The holder of the conflicting security interest               2772    evidencing chattel paper under s. 679.1051; and
2744    receives the notification within 6 months before the debtor            2773         (b) The authoritative copies of the record evidencing the
2745    receives possession of the livestock; and                              2774    chattel paper do does not indicate that the chattel paper it has
2746         (d) The notification states that the person sending the           2775    been assigned to an identified assignee other than the
2747    notification has or expects to acquire a purchase-money security       2776    purchaser.
2748    interest in livestock of the debtor and describes the livestock.       2777         (2) A purchaser of chattel paper has priority over a
2749         Section 93.   Section 679.3251, Florida Statutes, is created      2778    security interest in the chattel paper which is claimed other
2750    to read:                                                               2779    than merely as proceeds of inventory subject to a security
2751         679.3251 Priority of security interest in controllable            2780    interest if the purchaser gives new value, and takes possession
2752    account, controllable electronic record, and controllable              2781    of each authoritative copy of the record evidencing the chattel
2753    payment intangible.—A security interest in a controllable              2782    paper, and or obtains control under s. 679.1051 of each
2754    account, controllable electronic record, or controllable payment       2783    authoritative electronic copy of the record evidencing the
2755    intangible held by a secured party having control of the               2784    chattel paper under s. 679.1051 in good faith, in the ordinary

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2785    course of the purchaser’s business, and without knowledge that         2814    take priority over an earlier security interest, even if
2786    the purchase violates the rights of the secured party.                 2815    perfected, to the extent provided in chapters 669, 673, 677, and
2787         (4) Except as otherwise provided in s. 679.331(1), a              2816    678.
2788    purchaser of an instrument has priority over a security interest       2817           (2) This chapter does not limit the rights of or impose
2789    in the instrument perfected by a method other than possession if       2818    liability on a person to the extent that the person is protected
2790    the purchaser gives value and takes possession of the instrument       2819    against the assertion of an adverse claim under chapter 669 or
2791    in good faith and without knowledge that the purchase violates         2820    chapter 678.
2792    the rights of the secured party.                                       2821           (3) Filing under this chapter does not constitute notice of
2793         (6) For purposes of subsections (2) and (4), if the               2822    a claim or defense to the holders, purchasers, or persons
2794    authoritative copies of the record evidencing chattel paper or         2823    described in subsections (1) and (2).
2795    an instrument indicate indicates that the chattel paper or             2824           Section 96.   Section 679.332, Florida Statutes, is amended
2796    instrument it has been assigned to an identified secured party         2825    to read:
2797    other than the purchaser, a purchaser of the chattel paper or          2826           679.332 Transfer of money; transfer of funds from deposit
2798    instrument has knowledge that the purchase violates the rights         2827    account; transfer of electronic money.—
2799    of the secured party.                                                  2828           (1) A transferee of tangible money takes the money free of
2800         Section 95.   Section 679.331, Florida Statutes, is amended       2829    a security interest if the transferee receives possession of the
2801    to read:                                                               2830    money without acting unless the transferee acts in collusion
2802         679.331 Priority of rights of purchasers of controllable          2831    with the debtor in violating the rights of the secured party.
2803    accounts, controllable electronic records, controllable payment        2832           (2) A transferee of funds from a deposit account takes the
2804    intangibles instruments, documents, instruments, and securities        2833    funds free of a security interest in the deposit account if the
2805    under other articles; priority of interests in financial assets        2834    transferee receives the funds without acting unless the
2806    and security entitlements and protection against assertion of          2835    transferee acts in collusion with the debtor in violating the
2807    claim under chapters 669 and chapter 678.—                             2836    rights of the secured party.
2808         (1) This chapter does not limit the rights of a holder in         2837           (3) A transferee of electronic money takes the money free
2809    due course of a negotiable instrument, a holder to which a             2838    of a security interest if the transferee obtains control of the
2810    negotiable document of title has been duly negotiated, or a            2839    money without acting in collusion with the debtor in violating
2811    protected purchaser of a security, or a qualifying purchase of a       2840    the rights of the secured party.
2812    controllable account, controllable electronic record, or               2841           Section 97.   Section 679.341, Florida Statutes, is amended
2813    controllable payment intangible. These holders or purchasers           2842    to read:

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2843         679.341 Bank’s rights and duties with respect to deposit          2872          679.4061 Discharge of account debtor; notification of
2844    account.—Except as otherwise provided in s. 679.340(3), and            2873    assignment; identification and proof of assignment; restrictions
2845    unless the bank otherwise agrees in a signed an authenticated          2874    on assignment of accounts, chattel paper, payment intangibles,
2846    record, a bank’s rights and duties with respect to a deposit           2875    and promissory notes ineffective.—
2847    account maintained with the bank are not terminated, suspended,        2876          (1) Subject to subsections (2)-(9) (2) through (9) and
2848    or modified by:                                                        2877    (13), an account debtor on an account, chattel paper, or a
2849         (1) The creation, attachment, or perfection of a security         2878    payment intangible may discharge its obligation by paying the
2850    interest in the deposit account;                                       2879    assignor until, but not after, the account debtor receives a
2851         (2) The bank’s knowledge of the security interest; or             2880    notification, signed authenticated by the assignor or the
2852         (3) The bank’s receipt of instructions from the secured           2881    assignee, that the amount due or to become due has been assigned
2853    party.                                                                 2882    and that payment is to be made to the assignee. After receipt of
2854         Section 98.   Subsection (1) of section 679.4041, Florida         2883    the notification, the account debtor may discharge its
2855    Statutes, is amended to read:                                          2884    obligation by paying the assignee and may not discharge the
2856         679.4041 Rights acquired by assignee; claims and defenses         2885    obligation by paying the assignor.
2857    against assignee.—                                                     2886          (2) Subject to subsections (8) and (13) subsection (8),
2858         (1) Unless an account debtor has made an enforceable              2887    notification is ineffective under subsection (1):
2859    agreement not to assert defenses or claims, and subject to             2888          (a) If it does not reasonably identify the rights assigned;
2860    subsections (2)-(5) (2) through (5), the rights of an assignee         2889          (b) To the extent that an agreement between an account
2861    are subject to:                                                        2890    debtor and a seller of a payment intangible limits the account
2862         (a) All terms of the agreement between the account debtor         2891    debtor’s duty to pay a person other than the seller and the
2863    and assignor and any defense or claim in recoupment arising from       2892    limitation is effective under law other than this chapter; or
2864    the transaction that gave rise to the contract; and                    2893          (c) At the option of an account debtor, if the notification
2865         (b) Any other defense or claim of the account debtor              2894    notifies the account debtor to make less than the full amount of
2866    against the assignor which accrues before the account debtor           2895    any installment or other periodic payment to the assignee, even
2867    receives a notification of the assignment signed authenticated         2896    if:
2868    by the assignor or the assignee.                                       2897          1. Only a portion of the account, chattel paper, or payment
2869         Section 99.   Subsections (1) through (4) and (7) of section      2898    intangible has been assigned to that assignee;
2870    679.4061, Florida Statutes, are amended, and subsection (13) is        2899          2. A portion has been assigned to another assignee; or
2871    added to that section, to read:                                        2900          3. The account debtor knows that the assignment to that

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2901    assignee is limited.                                                   2930          (13) Subsections (1), (2), (3), and (7) do not apply to a
2902         (3) Subject to subsections (8) and (13) subsection (8), if        2931    controllable account or controllable payment intangible.
2903    requested by the account debtor, an assignee shall seasonably          2932          Section 100.   Subsection (9) is added to section 679.4081,
2904    furnish reasonable proof that the assignment has been made.            2933    Florida Statutes, to read:
2905    Unless the assignee complies, the account debtor may discharge         2934          679.4081 Restrictions on assignment of promissory notes,
2906    its obligation by paying the assignor, even if the account             2935    health-care-insurance receivables, and certain general
2907    debtor has received a notification under subsection (1).               2936    intangibles ineffective.—
2908         (4) For the purposes of this subsection, the term                 2937          (9) For the purposes of this section, the term “promissory
2909    “promissory note” includes a negotiable instrument that                2938    note” includes a negotiable instrument that evidences chattel
2910    evidences chattel paper. Except as otherwise provided in               2939    paper.
2911    subsections (5) and (12) and ss. 680.303 and 679.4071, and             2940          Section 101.   Subsections (1) and (2) of section 679.509,
2912    subject to subsection (8), a term in an agreement between an           2941    Florida Statutes, are amended to read:
2913    account debtor and an assignor or in a promissory note is              2942          679.509 Persons entitled to file a record.—
2914    ineffective to the extent that it:                                     2943          (1) A person may file an initial financing statement,
2915         (a) Prohibits, restricts, or requires the consent of the          2944    amendment that adds collateral covered by a financing statement,
2916    account debtor or person obligated on the promissory note to the       2945    or amendment that adds a debtor to a financing statement only
2917    assignment or transfer of, or the creation, attachment,                2946    if:
2918    perfection, or enforcement of a security interest in, the              2947          (a) The debtor authorizes the filing in a signed an
2919    account, chattel paper, payment intangible, or promissory note;        2948    authenticated record or pursuant to subsection (2) or subsection
2920    or                                                                     2949    (3); or
2921         (b) Provides that the assignment or transfer or the               2950          (b) The person holds an agricultural lien that has become
2922    creation, attachment, perfection, or enforcement of the security       2951    effective at the time of filing and the financing statement
2923    interest may give rise to a default, breach, right of                  2952    covers only collateral in which the person holds an agricultural
2924    recoupment, claim, defense, termination, right of termination,         2953    lien.
2925    or remedy under the account, chattel paper, payment intangible,        2954          (2) By signing authenticating or becoming bound as a debtor
2926    or promissory note.                                                    2955    by a security agreement, a debtor or new debtor authorizes the
2927         (7) Subject to subsections (8) and (13) subsection (8), an        2956    filing of an initial financing statement, and an amendment,
2928    account debtor may not waive or vary its option under paragraph        2957    covering:
2929    (2)(c).                                                                2958          (a) The collateral described in the security agreement; and

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2959         (b) Property that becomes collateral under s.                     2988    other person obligated has discharged its obligation;
2960    679.3151(1)(b), whether or not the security agreement expressly        2989         (c) The financing statement covers goods that were the
2961    covers proceeds.                                                       2990    subject of a consignment to the debtor but are not in the
2962         Section 102.   Subsections (2) and (3) of section 679.513,        2991    debtor’s possession; or
2963    Florida Statutes, are amended to read:                                 2992         (d) The debtor did not authorize the filing of the initial
2964         679.513 Termination statement.—                                   2993    financing statement.
2965         (2) To comply with subsection (1), a secured party shall          2994         Section 103.   Subsection (2) of section 679.601, Florida
2966    cause the secured party of record to file the termination              2995    Statutes, is amended, and subsection (4) of that section is
2967    statement:                                                             2996    republished, to read:
2968         (a) Within 1 month after there is no obligation secured by        2997         679.601 Rights after default; judicial enforcement;
2969    the collateral covered by the financing statement and no               2998    consignor or buyer of accounts, chattel paper, payment
2970    commitment to make an advance, incur an obligation, or otherwise       2999    intangibles, or promissory notes.—
2971    give value; or                                                         3000         (2) A secured party in possession of collateral or control
2972         (b) If earlier, within 20 days after the secured party            3001    of collateral under s. 679.1041, s. 679.1051, s. 679.1052, s.
2973    receives a signed an authenticated demand from a debtor.               3002    679.1053, s. 679.1061, or s. 679.1071 has the rights and duties
2974         (3) In cases not governed by subsection (1), within 20 days       3003    provided in s. 679.2071.
2975    after a secured party receives a signed an authenticated demand        3004         (4) Except as otherwise provided in subsection (7) and s.
2976    from a debtor, the secured party shall cause the secured party         3005    679.605, after default, a debtor and an obligor have the rights
2977    of record for a financing statement to send to the debtor a            3006    provided in this part and by agreement of the parties.
2978    termination statement for the financing statement or file the          3007         Section 104.   Subsection (4) of section 679.604, Florida
2979    termination statement in the filing office if:                         3008    Statutes, is amended to read:
2980         (a) Except in the case of a financing statement covering          3009         679.604 Procedure if security agreement covers real
2981    accounts or chattel paper that has been sold or goods that are         3010    property or fixtures.—
2982    the subject of a consignment, there is no obligation secured by        3011         (4) A secured party that removes collateral shall promptly
2983    the collateral covered by the financing statement and no               3012    reimburse any encumbrancer or owner of the real property, other
2984    commitment to make an advance, incur an obligation, or otherwise       3013    than the debtor, for the cost of repair of any physical injury
2985    give value;                                                            3014    caused by the removal. The secured party need not reimburse the
2986         (b) The financing statement covers accounts or chattel            3015    encumbrancer or owner for any diminution in value of the real
2987    paper that has been sold but as to which the account debtor or         3016    property caused by the absence of the goods removed or by any

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3017    necessity of replacing them. A person entitled to reimbursement        3046         (b) The secured party knows that the information relating
3018    may refuse permission to remove until the secured party gives          3047    to the person in subparagraph (1)(a)1., subparagraph (1)(a)2.,
3019    adequate assurance for the performance of the obligation to            3048    or subparagraph (1)(a)3. is not provided by the collateral, a
3020    reimburse. This subsection does not prohibit a secured party and       3049    record attached to or logically associated with the collateral,
3021    the person entitled to reimbursement from entering into a signed       3050    or the system in which the collateral is recorded.
3022    an authenticated record providing for the removal of fixtures          3051         Section 106.   Paragraph (a) of subsection (1) and subsection
3023    and reimbursement for any damage caused thereby.                       3052    (3) of section 679.608, Florida Statutes, are amended to read:
3024         Section 105.   Section 679.605, Florida Statutes, is amended      3053         679.608 Application of proceeds of collection or
3025    to read:                                                               3054    enforcement; liability for deficiency and right to surplus.—
3026         679.605 Unknown debtor or secondary obligor.—                     3055         (1) If a security interest or agricultural lien secures
3027         (1) Except as provided in subsection (2), a secured party         3056    payment or performance of an obligation, the following rules
3028    does not owe a duty based on its status as secured party:              3057    apply:
3029         (a)(1) To a person who is a debtor or obligor, unless the         3058         (a) A secured party shall apply or pay over for application
3030    secured party knows:                                                   3059    the cash proceeds of collection or enforcement under s. 679.607
3031         1.(a) That the person is a debtor or obligor;                     3060    in the following order to:
3032         2.(b) The identity of the person; and                             3061         1. The reasonable expenses of collection and enforcement
3033         3.(c) How to communicate with the person; or                      3062    and, to the extent provided for by agreement and not prohibited
3034         (b)(2) To a secured party or lienholder that has filed a          3063    by law, reasonable attorney’s fees and legal expenses incurred
3035    financing statement against a person, unless the secured party         3064    by the secured party;
3036    knows:                                                                 3065         2. The satisfaction of obligations secured by the security
3037         1.(a) That the person is a debtor; and                            3066    interest or agricultural lien under which the collection or
3038         2.(b) The identity of the person.                                 3067    enforcement is made; and
3039         (2) A secured party owes a duty based on its status as a          3068         3. The satisfaction of obligations secured by any
3040    secured party to a person if, at the time the secured party            3069    subordinate security interest in or other lien on the collateral
3041    obtains control of collateral that is a controllable account,          3070    subject to the security interest or agricultural lien under
3042    controllable electronic record, or controllable payment                3071    which the collection or enforcement is made if the secured party
3043    intangible or at the time the security interest attaches to the        3072    receives a signed an authenticated demand for proceeds before
3044    collateral, whichever is later:                                        3073    distribution of the proceeds is completed.
3045         (a) The person is a debtor or obligor; and                        3074         (3) If the secured party in good faith cannot determine the

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3075    validity, extent, or priority of a subordinate security interest       3104    by any party in an interpleader action commenced under this
3076    or other lien or there are conflicting claims of subordinate           3105    section.
3077    interests or liens, the secured party may commence an                  3106         Section 107.   Subsections (1), (2), (3), (5), and (6) of
3078    interpleader action with respect to remaining proceeds in excess       3107    section 679.611, Florida Statutes, are amended to read:
3079    of $2,500 in the circuit or county court, as applicable based          3108         679.611 Notification before disposition of collateral.—
3080    upon the amount to be deposited, where the collateral was              3109         (1) In this section, the term “notification date” means the
3081    located or collected or in the county where the debtor has its         3110    earlier of the date on which:
3082    chief executive office or principal residence in this state, as        3111         (a) A secured party sends to the debtor and any secondary
3083    applicable. If authorized in a signed an authenticated record,         3112    obligor a signed an authenticated notification of disposition;
3084    the interpleading secured party is entitled to be paid from the        3113    or
3085    remaining proceeds the actual costs of the filing fee and an           3114         (b) The debtor and any secondary obligor waive the right to
3086    attorney attorney’s fee in the amount of $250 incurred in              3115    notification.
3087    connection with filing the interpleader action and obtaining an        3116         (2) Except as otherwise provided in subsection (4), a
3088    order approving the interpleader of funds. The debtor in a             3117    secured party that disposes of collateral under s. 679.610 shall
3089    consumer transaction may not be assessed for the reasonable            3118    send to the persons specified in subsection (3) a reasonable
3090    attorney attorney’s fees and costs incurred in the interpleader        3119    signed authenticated notification of disposition.
3091    action by the holders of subordinate security interests or other       3120         (3) To comply with subsection (2), the secured party shall
3092    liens based upon disputes among said holders, and a debtor in a        3121    send a signed an authenticated notification of disposition to:
3093    transaction other than a consumer transaction may only recover         3122         (a) The debtor;
3094    such fees and costs to the extent provided for in a signed an          3123         (b) Any secondary obligor; and
3095    authenticated record. If authorized in a signed an authenticated       3124         (c) If the collateral is other than consumer goods:
3096    record, the court in the interpleader action may award                 3125         1. Any other person from whom the secured party has
3097    reasonable attorney attorney’s fees and costs to the prevailing        3126    received, before the notification date, a signed an
3098    party in a dispute between the debtor and a holder of a security       3127    authenticated notification of a claim of an interest in the
3099    interest or lien which claims an interest in the remaining             3128    collateral;
3100    interplead proceeds, but only if the debtor challenges the             3129         2. Any other secured party or lienholder that, 10 days
3101    validity, priority, or extent of said security interest or lien.       3130    before the notification date, held a security interest in or
3102    Except as provided in this subsection, a debtor may not be             3131    other lien on the collateral perfected by the filing of a
3103    assessed reasonable attorney attorney’s fees and costs incurred        3132    financing statement that:

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3133         a. Identified the collateral;                                     3162    for such notification purposes or the secured party has actual
3134         b. Was indexed under the debtor’s name as of that date; and       3163    knowledge of the address of the debtor’s chief executive office
3135         c. Was filed in the office in which to file a financing           3164    or principal residence, as applicable, at the time the
3136    statement against the debtor covering the collateral as of that        3165    notification is sent;
3137    date; and                                                              3166         (b) If the collateral is other than consumer goods, to any
3138         3. Any other secured party that, 10 days before the               3167    secondary obligor at the address, if any, in the signed
3139    notification date, held a security interest in the collateral          3168    authenticated agreement, unless the secured party has received a
3140    perfected by compliance with a statute, regulation, or treaty          3169    signed an authenticated record from the secondary obligor
3141    described in s. 679.3111(1).                                           3170    notifying the secured party of a different address for such
3142         (5) A secured party complies with the requirement for             3171    notification purposes or the secured party has actual knowledge
3143    notification prescribed by subparagraph (3)(c)2. if:                   3172    of the address of the secondary obligor’s chief executive office
3144         (a) Not later than 20 days or earlier than 30 days before         3173    or principal residence, as applicable, at the time the
3145    the notification date, the secured party requests, in a                3174    notification is sent; and
3146    commercially reasonable manner, information concerning financing       3175         (c) If the collateral is other than consumer goods:
3147    statements indexed under the debtor’s name in the office               3176         1. To the person described in subparagraph (3)(c)1., at the
3148    indicated in subparagraph (3)(c)2.; and                                3177    address stated in the notification;
3149         (b) Before the notification date, the secured party:              3178         2. To the person described in subparagraph (3)(c)2., at the
3150         1. Did not receive a response to the request for                  3179    address stated in the financing statement;
3151    information; or                                                        3180         3. To the person described in subparagraph (3)(c)3., at the
3152         2. Received a response to the request for information and         3181    address stated in the official records of the recording or
3153    sent a signed an authenticated notification of disposition to          3182    registration agency.
3154    each secured party or other lienholder named in that response          3183         Section 108.   Subsection (5) of section 679.613, Florida
3155    whose financing statement covered the collateral.                      3184    Statutes, is amended to read:
3156         (6) For purposes of subsection (3), the secured party may         3185         679.613 Contents and form of notification before
3157    send the signed authenticated notification as follows:                 3186    disposition of collateral; general.—Except in a consumer-goods
3158         (a) If the collateral is other than consumer goods, to the        3187    transaction, the following rules apply:
3159    debtor at the address in the financing statement, unless the           3188         (5)(a) The following form of notification and the form
3160    secured party has received a signed an authenticated record from       3189    appearing in s. 679.614(3)(a) s. 679.614(3), when completed in
3161    the debtor notifying the secured party of a different address          3190    accordance with the instructions in paragraph (b), each provides

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3191    sufficient information:                                                3220    applicable] for a charge of $.....
3192                                                                           3221         Item 6. You may request an accounting by calling us at
3193                          NOTIFICATION OF DISPOSITION                      3222    ...(telephone number)....
3194                                OF COLLATERAL                              3223         (b) The following instructions apply to the form set forth
3195                                                                           3224    in paragraph (a):
3196    To:...(Name of debtor, obligor, or other person to which the           3225         1. Do not include the item numbers in the notification, as
3197    notification is sent)...                                               3226    they are used only for the purpose of clarification.
3198    From:...(Name, address, and telephone number of secured                3227         2. Include and complete Item 1 only if there is a debtor
3199    party)...                                                              3228    that is not an addressee of the notification and list the name
3200         Item 1. Name of any debtor that is not an addressee               3229    or names.
3201    Debtor(s):...(Name of each debtor Include only if debtor(s) are        3230         3. Include and complete either Item 2, if the notification
3202    not an addressee)...                                                   3231    relates to a public disposition of the collateral, or Item 3, if
3203    [For a public disposition:]                                            3232    the notification relates to a private disposition of the
3204         Item 2. We will sell [or lease or license, as applicable]         3233    collateral. If Item 2 is completed, include the words “to the
3205    the ...(describe collateral)...to the highest qualified bidder         3234    highest qualified bidder” only if applicable.
3206    at public sale. A sale could include a lease or a license. The         3235         4. Include and complete Items 4 and 6.
3207    sale will be held in public as follows:                                3236         5. Include and complete Item 5 only if the sender will
3208    Day and Date:                                                          3237    charge the recipient for an accounting.
3209    Time:                                                                  3238         Section 109.   Subsection (3) of section 679.614, Florida
3210    Place:                                                                 3239    Statutes, is amended to read:
3211    [For a private disposition:]                                           3240         679.614 Contents and form of notification before
3212         Item 3. We will sell [or lease or license, as applicable]         3241    disposition of collateral; consumer-goods transaction.—In a
3213    the ...(describe collateral)... at a private sale privately            3242    consumer-goods transaction, the following rules apply:
3214    sometime after ...(day and date).... A sale could include a            3243         (3)(a) The following form of notification, when completed
3215    lease or a license.                                                    3244    in accordance with the instructions set forth in paragraph (b),
3216         Item 4. You are entitled to an accounting of the unpaid           3245    provides sufficient information:
3217    indebtedness secured by the property that we intend to sell or,        3246
3218    as applicable, [or lease or license.                                   3247    ...(Name and address of secured party)...
3219         Item 5. If you request an accounting, you must pay, as            3248    ...(Date)...

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3249                                                                           3278         Item 5. If you want us to explain to you ...(in writing or
3250                    NOTICE OF OUR PLAN TO SELL PROPERTY                    3279    in description of electronic record)... how we have figured the
3251                                                                           3280    amount that you owe us, Item 6. you may call us at ...(telephone
3252    ...(Name and address of any obligor who is also a debtor)...           3281    number)..., or write us at ...(secured party’s address)..., or
3253    Subject:...(Identify Identification of Transaction)...                 3282    contact us by ...(description of electronic communication
3254         We have your ...(describe collateral)..., because you broke       3283    method)... Item 7. and request a written explanation, an
3255    promises in our agreement.                                             3284    explanation in ...(description of electronic record)....
3256         [For a public disposition:]                                       3285         Item 8. We will charge you $.... for the explanation if we
3257         Item 1. We will sell ...(describe collateral)... at public        3286    sent you another written explanation of the amount you owe us
3258    sale. A sale could include a lease or license. The sale will be        3287    within the last 6 months.
3259    held as follows:                                                       3288         Item 9. If you need more information about the sale, call
3260         Date:                                                             3289    us at ...(telephone number)..., or write us at ...(secured
3261         Time:                                                             3290    party’s address)..., or contact us by ...(description of
3262         Place:                                                            3291    electronic communication method)....
3263                                                                           3292         Item 10. We are sending this notice to the following other
3264         You may attend the sale and bring bidders if you want.            3293    people who have an interest in ...(describe collateral)... or
3265         [For a private disposition:]                                      3294    who owe money under your agreement:
3266         Item 2. We will sell ...(describe collateral)... at private       3295         ...(Names of all other debtors and obligors, if any)...
3267    sale sometime after ...(date).... A sale could include a lease         3296         (b) The following instructions apply to the form of
3268    or license.                                                            3297    notification in paragraph (a):
3269         Item 3. The money that we get from the sale (after paying         3298         1. The instructions in this paragraph refer to the numbers
3270    our costs) will reduce the amount you owe. If we get less money        3299    before items in the form of notification in paragraph (a). Do
3271    than you owe, you ...(will or will not, as applicable)... still        3300    not include the numbers in the notification. The numbers are
3272    owe us the difference. If we get more money than you owe, you          3301    used only for the purpose of these instructions.
3273    will get the extra money, unless we must pay it to someone else.       3302         2. Include and complete either Item 1, if the notification
3274         Item 4. You can get the property back at any time before we       3303    relates to a public disposition of the collateral, or Item 2, if
3275    sell it by paying us the full amount you owe, (not just the past       3304    the notification relates to a private disposition of the
3276    due payments), including our expenses. To learn the exact amount       3305    collateral.
3277    you must pay, call us at ...(telephone number)....                     3306         3. Include and complete Items 3, 4, 5, 6, and 7.

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3307           4. In Item 5, include and complete any one of the three          3336    the cash proceeds of disposition under s. 679.610 in the
3308    alternative methods for the explanation identified in paragraph         3337    following order to:
3309    (a).                                                                    3338         (a) The reasonable expenses of retaking, holding, preparing
3310           5. In Item 6, include the telephone number. In addition,         3339    for disposition, processing, and disposing, and, to the extent
3311    the sender may include and complete either or both of the two           3340    provided for by agreement and not prohibited by law, reasonable
3312    additional alternative methods of communication identified in           3341    attorney’s fees and legal expenses incurred by the secured
3313    paragraph (a) for the recipient of the notification to                  3342    party;
3314    communicate with the sender. Neither of the two additional              3343         (b) The satisfaction of obligations secured by the security
3315    methods of communication is required to be included.                    3344    interest or agricultural lien under which the disposition is
3316           6. In Item 7, include and complete the method or methods         3345    made;
3317    for the explanation—writing, writing or electronic record, or           3346         (c) The satisfaction of obligations secured by any
3318    electronic record—included in Item 5.                                   3347    subordinate security interest in or other subordinate lien on
3319           7. Include and complete Item 8 only if a written                 3348    the collateral if:
3320    explanation is included in Item 5 as a method for communicating         3349         1. The secured party receives from the holder of the
3321    the explanation and the sender will charge the recipient for            3350    subordinate security interest or other lien a signed an
3322    another written explanation.                                            3351    authenticated demand for proceeds before distribution of the
3323           8. In Item 9, include either the telephone number or the         3352    proceeds is completed; and
3324    address, or both. In addition, the sender may include and               3353         2. In a case in which a consignor has an interest in the
3325    complete the additional method of communication identified in           3354    collateral, the subordinate security interest or other lien is
3326    paragraph (a) for the recipient of the notification to                  3355    senior to the interest of the consignor; and
3327    communicate with the sender. The additional method of electronic        3356         (d) A secured party that is a consignor of the collateral
3328    communication is not required to be included.                           3357    if the secured party receives from the consignor a signed an
3329           9. If Item 10 does not apply, insert “None” after                3358    authenticated demand for proceeds before distribution of the
3330    “agreement:.”                                                           3359    proceeds is completed.
3331           Section 110.   Subsection (1) of section 679.615, Florida        3360         Section 111.    Subsections (1), (2), and (3) of section
3332    Statutes, is amended to read:                                           3361    679.616, Florida Statutes, are amended to read:
3333           679.615 Application of proceeds of disposition; liability        3362         679.616 Explanation of calculation of surplus or
3334    for deficiency and right to surplus.—                                   3363    deficiency.—
3335           (1) A secured party shall apply or pay over for application      3364         (1) In this section, the term:

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3365          (a) “Explanation” means a record writing that:                   3394    deficiency, within 14 days after receipt of a request, send to
3366          1. States the amount of the surplus or deficiency;               3395    the consumer obligor a record waiving the secured party’s right
3367          2. Provides an explanation in accordance with subsection         3396    to a deficiency.
3368    (3) of how the secured party calculated the surplus or                 3397         (3) To comply with subparagraph (1)(a)2., an explanation a
3369    deficiency;                                                            3398    writing must provide the following information in the following
3370          3. States, if applicable, that future debits, credits,           3399    order:
3371    charges, including additional credit service charges or                3400         (a) The aggregate amount of obligations secured by the
3372    interest, rebates, and expenses may affect the amount of the           3401    security interest under which the disposition was made, and, if
3373    surplus or deficiency; and                                             3402    the amount reflects a rebate of unearned interest or credit
3374          4. Provides a telephone number or mailing address from           3403    service charge, an indication of that fact, calculated as of a
3375    which additional information concerning the transaction is             3404    specified date:
3376    available.                                                             3405         1. If the secured party takes or receives possession of the
3377          (b) “Request” means a record:                                    3406    collateral after default, not more than 35 days before the
3378          1. Signed Authenticated by a debtor or consumer obligor;         3407    secured party takes or receives possession; or
3379          2. Requesting that the recipient provide an explanation;         3408         2. If the secured party takes or receives possession of the
3380    and                                                                    3409    collateral before default or does not take possession of the
3381          3. Sent after disposition of the collateral under s.             3410    collateral, not more than 35 days before the disposition;
3382    679.610.                                                               3411         (b) The amount of proceeds of the disposition;
3383          (2) In a consumer-goods transaction in which the debtor is       3412         (c) The aggregate amount of the obligations after deducting
3384    entitled to a surplus or a consumer obligor is liable for a            3413    the amount of proceeds;
3385    deficiency under s. 679.615, the secured party shall:                  3414         (d) The amount, in the aggregate or by type, and types of
3386          (a) Send an explanation to the debtor or consumer obligor,       3415    expenses, including expenses of retaking, holding, preparing for
3387    as applicable, after the disposition and:                              3416    disposition, processing, and disposing of the collateral, and
3388          1. Before or when the secured party accounts to the debtor       3417    attorney’s fees secured by the collateral which are known to the
3389    and pays any surplus or first makes written demand in a record         3418    secured party and relate to the current disposition;
3390    on the consumer obligor after the disposition for payment of the       3419         (e) The amount, in the aggregate or by type, and types of
3391    deficiency; and                                                        3420    credits, including rebates of interest or credit service
3392          2. Within 14 days after receipt of a request; or                 3421    charges, to which the obligor is known to be entitled and which
3393          (b) In the case of a consumer obligor who is liable for a        3422    are not reflected in the amount in paragraph (a); and

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3423           (f) The amount of the surplus or deficiency.                    3452         2. Any other person, other than the debtor, holding an
3424           Section 112.   Subsection (1) of section 679.619, Florida       3453    interest in the collateral subordinate to the security interest
3425    Statutes, is amended to read:                                          3454    that is the subject of the proposal;
3426           679.619 Transfer of record or legal title.—                     3455         (c) If the collateral is consumer goods, the collateral is
3427           (1) In this section, the term “transfer statement” means a      3456    not in the possession of the debtor when the debtor consents to
3428    record signed authenticated by a secured party stating:                3457    the acceptance; and
3429           (a) That the debtor has defaulted in connection with an         3458         (d) Subsection (5) does not require the secured party to
3430    obligation secured by specified collateral;                            3459    dispose of the collateral or the debtor waives the requirement
3431           (b) That the secured party has exercised its post-default       3460    pursuant to s. 679.624.
3432    remedies with respect to the collateral;                               3461         (2) A purported or apparent acceptance of collateral under
3433           (c) That, by reason of the exercise, a transferee has           3462    this section is ineffective unless:
3434    acquired the rights of the debtor in the collateral; and               3463         (a) The secured party consents to the acceptance in a
3435           (d) The name and mailing address of the secured party,          3464    signed an authenticated record or sends a proposal to the
3436    debtor, and transferee.                                                3465    debtor; and
3437           Section 113.   Subsections (1), (2), (3), and (6) of section    3466         (b) The conditions of subsection (1) are met.
3438    679.620, Florida Statutes, are amended to read:                        3467         (3) For purposes of this section:
3439           679.620 Acceptance of collateral in full or partial             3468         (a) A debtor consents to an acceptance of collateral in
3440    satisfaction of obligation; compulsory disposition of                  3469    partial satisfaction of the obligation it secures only if the
3441    collateral.—                                                           3470    debtor agrees to the terms of the acceptance in a record signed
3442           (1) Except as otherwise provided in subsection (7), a           3471    authenticated after default; and
3443    secured party may accept collateral in full or partial                 3472         (b) A debtor consents to an acceptance of collateral in
3444    satisfaction of the obligation it secures only if:                     3473    full satisfaction of the obligation it secures only if the
3445           (a) The debtor consents to the acceptance under subsection      3474    debtor agrees to the terms of the acceptance in a record signed
3446    (3);                                                                   3475    authenticated after default or the secured party:
3447           (b) The secured party does not receive, within the time set     3476         1. Sends to the debtor after default a proposal that is
3448    forth in subsection (4), a notification of objection to the            3477    unconditional or subject only to a condition that collateral not
3449    proposal signed authenticated by:                                      3478    in the possession of the secured party be preserved or
3450           1. A person to whom the secured party was required to send      3479    maintained;
3451    a proposal under s. 679.621; or                                        3480         2. In the proposal, proposes to accept collateral in full

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3481    satisfaction of the obligation it secures, and, in a consumer          3510         2. Was indexed under the debtor’s name as of that date; and
3482    transaction, provides notice that the proposal will be deemed          3511         3. Was filed in the office or offices in which to file a
3483    accepted if it is not objected to by an authenticated notice           3512    financing statement against the debtor covering the collateral
3484    within 30 days after the date the proposal is sent by the              3513    as of that date; and
3485    secured party; and                                                     3514         (c) Any other secured party that, 10 days before the debtor
3486         3. Does not receive a notification of objection signed            3515    consented to the acceptance, held a security interest in the
3487    authenticated by the debtor within 30 days after the proposal is       3516    collateral perfected by compliance with a statute, regulation,
3488    sent.                                                                  3517    or treaty described in s. 679.3111(1).
3489         (6) To comply with subsection (5), the secured party shall        3518         Section 115.   Section 679.624, Florida Statutes, is amended
3490    dispose of the collateral:                                             3519    to read:
3491         (a) Within 90 days after taking possession; or                    3520         679.624 Waiver.—
3492         (b) Within any longer period to which the debtor and all          3521         (1) A debtor or secondary obligor may waive the right to
3493    secondary obligors have agreed in an agreement to that effect          3522    notification of disposition of collateral under s. 679.611 only
3494    entered into and signed authenticated after default.                   3523    by an agreement to that effect entered into and signed
3495         Section 114.    Subsection (1) of section 679.621, Florida        3524    authenticated after default.
3496    Statutes, is amended to read:                                          3525         (2) A debtor may waive the right to require disposition of
3497         679.621 Notification of proposal to accept collateral.—           3526    collateral under s. 679.620(5) only by an agreement to that
3498         (1) A secured party that desires to accept collateral in          3527    effect entered into and signed authenticated after default.
3499    full or partial satisfaction of the obligation it secures shall        3528         (3) Except in a consumer-goods transaction, a debtor or
3500    send its proposal to:                                                  3529    secondary obligor may waive the right to redeem collateral under
3501         (a) Any person from whom the secured party has received,          3530    s. 679.623 only by an agreement to that effect entered into and
3502    before the debtor consented to the acceptance, a signed an             3531    signed authenticated after default.
3503    authenticated notification of a claim of an interest in the            3532         Section 116.   Subsections (1) and (5) of section 679.625,
3504    collateral;                                                            3533    Florida Statutes, are amended, and subsections (3), (6), and (7)
3505         (b) Any other secured party or lienholder that, 10 days           3534    are republished, to read:
3506    before the debtor consented to the acceptance, held a security         3535         679.625 Remedies for failure to comply with article.—
3507    interest in or other lien on the collateral perfected by the           3536         (1) If it is established that a secured party is not
3508    filing of a financing statement that:                                  3537    proceeding in accordance with this chapter, a court may order or
3509         1. Identified the collateral;                                     3538    restrain collection, enforcement, or disposition of collateral

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3539    on appropriate terms and conditions. This subsection does shall        3568    after receipt of a signed an authenticated record notifying the
3540    not preclude a debtor other than a consumer and a secured party,       3569    person of such noncompliance;
3541    or two or more secured parties in other than a consumer                3570         (e) Fails to comply with s. 679.616(2)(a) and whose failure
3542    transaction, from agreeing in a signed an authenticated record         3571    is part of a pattern, or consistent with a practice, of
3543    that the debtor or secured party must first provide to the             3572    noncompliance; or
3544    alleged offending secured party notice of a violation of this          3573         (f) Fails to comply with s. 679.616(2)(b).
3545    chapter and opportunity to cure before commencing any legal            3574         (6) A debtor or consumer obligor may recover damages under
3546    proceeding under this section.                                         3575    subsection (2) and, in addition, $500 in each case from a person
3547         (3) Except as otherwise provided in s. 679.628:                   3576    who, without reasonable cause, fails to comply with a request
3548         (a) A person who, at the time of the failure, was a debtor,       3577    under s. 679.210. A recipient of a request under s. 679.210
3549    was an obligor, or held a security interest in or other lien on        3578    which never claimed an interest in the collateral or obligations
3550    the collateral may recover damages under subsection (2) for the        3579    that are the subject of a request under that section has a
3551    person’s loss; and                                                     3580    reasonable excuse for failure to comply with the request within
3552         (b) If the collateral is consumer goods, a person who was a       3581    the meaning of this subsection.
3553    debtor or a secondary obligor at the time a secured party failed       3582         (7) If a secured party fails to comply with a request
3554    to comply with this part may recover for that failure in any           3583    regarding a list of collateral or a statement of account under
3555    event an amount not less than the credit service charge plus 10        3584    s. 679.210, the secured party may claim a security interest only
3556    percent of the principal amount of the obligation or the time-         3585    as shown in the list or statement included in the request as
3557    price differential plus 10 percent of the cash price.                  3586    against a person who is reasonably misled by the failure.
3558         (5) In lieu of damages recoverable under subsection (2),          3587         Section 117.   Subsections (1) and (2) of section 679.628,
3559    the debtor, consumer obligor, or person named as a debtor in a         3588    Florida Statutes, are amended, and subsection (6) is added to
3560    filed record, as applicable, may recover $500 in each case from        3589    that section, to read:
3561    a person who:                                                          3590         679.628 Nonliability and limitation on liability of secured
3562         (a) Fails to comply with s. 679.2081;                             3591    party; liability of secondary obligor.—
3563         (b) Fails to comply with s. 679.209;                              3592         (1) Subject to subsection (6), unless a secured party knows
3564         (c) Files a record that the person is not entitled to file        3593    that a person is a debtor or obligor, knows the identity of the
3565    under s. 679.509(1);                                                   3594    person, and knows how to communicate with the person:
3566         (d) Fails to cause the secured party of record to file or         3595         (a) The secured party is not liable to the person, or to a
3567    send a termination statement as required by s. 679.513(1) or (3)       3596    secured party or lienholder that has filed a financing statement

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3597    against the person, for failure to comply with this chapter; and       3626    consisting of ss. 679.901 and 679.902, Florida Statutes, is
3598         (b) The secured party’s failure to comply with this chapter       3627    created and entitled “Transitional Provisions.”
3599    does not affect the liability of the person for a deficiency.          3628         Section 119.   Section 679.901, Florida Statutes, is created
3600         (2) Subject to subsection (6), a secured party is not             3629    to read:
3601    liable because of its status as a secured party:                       3630         679.901 Saving clause.—Except as otherwise provided in ss.
3602         (a) To a person who is a debtor or obligor, unless the            3631    669.501-669.706, a transaction validly entered into before July
3603    secured party knows:                                                   3632    1, 2025, and the rights duties, and interests flowing from such
3604         1. That the person is a debtor or obligor;                        3633    transaction remain valid thereafter and may be terminated,
3605         2. The identity of the person; and                                3634    completed, consummated, or enforced as required or permitted by
3606         3. How to communicate with the person; or                         3635    law other than the Uniform Commercial Code or, if applicable, by
3607         (b) To a secured party or lienholder that has filed a             3636    the Uniform Commercial Code as though this act had not taken
3608    financing statement against a person, unless the secured party         3637    effect.
3609    knows:                                                                 3638         Section 120.   Section 679.902, Florida Statutes, is created
3610         1. That the person is a debtor; and                               3639    to read:
3611         2. The identity of the person.                                    3640         679.902 Transitional provisions.—Effective July 1, 2025,
3612         (6) Subsections (1) and (2) do not apply to limit the             3641    chapter 679 shall be amended by this act, including the
3613    liability of a secured party to a person if, at the time the           3642    transitional provisions for chapters 669 and 679, as amended by
3614    secured party obtains control of collateral that is a                  3643    this act, as provided in part II of chapter 669.
3615    controllable account, controllable electronic record, or               3644         Section 121.   Section 680.1021, Florida Statutes, is amended
3616    controllable payment intangible or at the time the security            3645    to read:
3617    interest attaches to the collateral, whichever is later:               3646         680.1021 Scope.—
3618         (a) The person is a debtor or obligor; and                        3647         (1) This chapter applies to any transaction, regardless of
3619         (b) The secured party knows that the information in               3648    form, that creates a lease and, in the case of a hybrid lease,
3620    subparagraph (2)(a)1., subparagraph (2)(a)2., or subparagraph          3649    applies to the extent provided in subsection (2).
3621    (2)(a)3., relating to the person is not provided by the                3650         (2) In a hybrid lease, both of the following apply:
3622    collateral, a record attached to or logically associated with          3651         (a) If the lease-of-goods aspects do not predominate:
3623    the collateral, or the system in which the collateral is               3652         1. Only the provisions of this chapter which relate
3624    recorded.                                                              3653    primarily to the lease-of-goods aspects of the transaction
3625         Section 118.   Part IX of chapter 670, Florida Statutes,          3654    apply, and the provisions that relate primarily to the

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3655    transaction as a whole do not apply;                                   3684         (f) “Document,” s. 679.1021(1) s. 679.1021(1)(dd).
3656          2. Section 608.209 applies if the lease is a finance lease;      3685         (h) “General intangible,” s. 679.1021(1) s.
3657    and                                                                    3686    679.1021(1)(pp).
3658          3. Section 608.407 applies to the promises of the lessee in      3687         (j) “Instrument,” s. 679.1021(1) s. 679.1021(1)(uu).
3659    a finance lease to the extent that the promises are                    3688         (l) “Mortgage,” s. 679.1021(1) s. 679.1021(1)(ccc).
3660    consideration for the right to possession and use of the leased        3689         (m) “Pursuant to a commitment,” s. 679.1021(1) s.
3661    goods.                                                                 3690    679.1021(1)(ppp).
3662          (b) If the lease-of-goods aspects predominate, this chapter      3691         Section 123.   Section 680.1071, Florida Statutes, is amended
3663    applies to the transaction, but does not preclude application in       3692    to read:
3664    appropriate circumstances of other law to aspects of the lease         3693         680.1071 Waiver or renunciation of claim or right after
3665    which do not relate to the lease of goods.                             3694    default.—Any claim or right arising out of an alleged default or
3666          Section 122.   Present paragraphs (i) through (z) of             3695    breach of warranty may be discharged in whole or in part without
3667    subsection (1) of section 680.1031, Florida Statutes, are              3696    consideration by a written waiver or renunciation in a signed
3668    redesignated as paragraphs (j) through (aa), respectively, a new       3697    record and delivered by the aggrieved party.
3669    paragraph (i) is added to that subsection, and paragraphs (a),         3698         Section 124.   Subsections (1), (3), and (5) of section
3670    (d), (e), (f), (h), (j), (l), and (m) of subsection (3) of that        3699    680.201, Florida Statutes, are amended to read:
3671    section are amended, to read:                                          3700         680.201 Statute of frauds.—
3672          680.1031 Definitions and index of definitions.—                  3701         (1) A lease contract is not enforceable by way of action or
3673          (1) In this chapter, unless the context otherwise requires:      3702    defense unless:
3674          (i) “Hybrid lease” means a single transaction involving a        3703         (a) In a lease contract that is not a consumer lease, the
3675    lease of goods and:                                                    3704    total payments to be made under the lease contract, excluding
3676          1. The provision of services;                                    3705    payments for options to renew or buy, are less than $1,000; or
3677          2. A sale of other goods; or                                     3706         (b) There is a record writing, signed by the party against
3678          3. A sale, lease, or license of property other than goods.       3707    whom enforcement is sought or by that party’s authorized agent,
3679          (3) The following definitions in other chapters of this          3708    sufficient to indicate that a lease contract has been made
3680    code apply to this chapter:                                            3709    between the parties and to describe the goods leased and the
3681          (a) “Account,” s. 679.1021(1) s. 679.1021(1)(b).                 3710    lease term.
3682          (d) “Chattel paper,” s. 679.1021(1) s. 679.1021(1)(k).           3711         (3) A record writing is not insufficient because it omits
3683          (e) “Consumer goods,” s. 679.1021(1) s. 679.1021(1)(w).          3712    or incorrectly states a term agreed upon, but the lease contract

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3713    is not enforceable under paragraph (1)(b) beyond the lease term        3742    record writing evidencing a lease contract or an offer to enter
3714    and the quantity of goods shown in the record writing.                 3743    into a lease contract does not render the record writing a
3715         (5) The lease term under a lease contract referred to in          3744    sealed instrument, and the law with respect to sealed
3716    subsection (4) is:                                                     3745    instruments does not apply to the lease contract or offer.
3717         (a) If there is a record writing signed by the party              3746         Section 127.   Section 680.205, Florida Statutes, is amended
3718    against whom enforcement is sought or by that party’s authorized       3747    to read:
3719    agent specifying the lease term, the term so specified;                3748         680.205 Firm offers.—An offer by a merchant to lease goods
3720         (b) If the party against whom enforcement is sought admits        3749    to or from another person in a signed record writing that by its
3721    in that party’s pleading, testimony, or otherwise in court a           3750    terms gives assurance it will be held open is not revocable, for
3722    lease term, the term so admitted; or                                   3751    lack of consideration, during the time stated or, if no time is
3723         (c) A reasonable lease term.                                      3752    stated, for a reasonable time, but in no event may the period of
3724         Section 125.    Section 680.202, Florida Statutes, is amended     3753    irrevocability exceed 3 months. Any such term of assurance on a
3725    to read:                                                               3754    form supplied by the offeree must be separately signed by the
3726         680.202 Final written expression: parol or extrinsic              3755    offeror.
3727    evidence.—Terms with respect to which the confirmatory memoranda       3756         Section 128.   Subsection (2) of section 680.208, Florida
3728    of the parties agree or which are otherwise set forth in a             3757    Statutes, is amended to read:
3729    record writing intended by the parties as a final expression of        3758         680.208 Modification, rescission, and waiver.—
3730    their agreement with respect to such terms as are included             3759         (2) A signed lease agreement that excludes modification or
3731    therein may not be contradicted by evidence of any prior               3760    rescission except by a signed record writing may not be
3732    agreement or of a contemporaneous oral agreement but may be            3761    otherwise modified or rescinded, but, except as between
3733    explained or supplemented:                                             3762    merchants, such a requirement on a form supplied by a merchant
3734         (1) By course of dealing or usage of trade or by course of        3763    must be separately signed by the other party.
3735    performance; and                                                       3764         Section 129.   Part VI of chapter 680, Florida Statutes,
3736         (2) By evidence of consistent additional terms unless the         3765    consisting of s. 680.601, Florida Statutes, is created and
3737    court finds the record writing to have been intended also as a         3766    entitled “Transitional Provisions.”
3738    complete and exclusive statement of the terms of the agreement.        3767         Section 130.   Section 680.601, Florida Statutes, is created
3739         Section 126.    Section 680.203, Florida Statutes, is amended     3768    to read:
3740    to read:                                                               3769         680.601 Saving clause.—Except as provided in ss. 669.501-
3741         680.203 Seals inoperative.—The affixing of a seal to a            3770    669.706, a transaction validly entered into before July 1, 2025,

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3771    and the rights, duties, and interests flowing from such                3800    child support, upon a motor vehicle or mobile home upon which a
3772    transaction remain valid thereafter and may be terminated,             3801    Florida certificate of title has been issued shall be
3773    completed, consummated, or enforced as required or permitted by        3802    enforceable in any of the courts of this state against creditors
3774    law other than the Uniform Commercial Code or, if applicable, by       3803    or subsequent purchasers for a valuable consideration and
3775    the Uniform Commercial Code as though this act had not taken           3804    without notice, unless a sworn notice of such lien has been
3776    effect.                                                                3805    filed in the department and such lien has been noted upon the
3777         Section 131.   Subsection (6) of section 55.205, Florida          3806    certificate of title of the motor vehicle or mobile home. Such
3778    Statutes, is amended to read:                                          3807    notice shall be effective as constructive notice when filed. The
3779         55.205 Effect of judgment lien.—                                  3808    interest of a statutory nonpossessory lienor; the interest of a
3780         (6) A judgment lien acquired under s. 55.202 may be               3809    nonpossessory execution, attachment, or equitable lienor; or the
3781    enforced only through judicial process, including attachment           3810    interest of a lien creditor as defined in s. 679.1021(1) s.
3782    under chapter 76; execution under chapter 56; garnishment under        3811    679.1021(1)(zz), if nonpossessory, is shall not be enforceable
3783    chapter 77; a charging order under s. 605.0503, s. 620.1703, or        3812    against creditors or subsequent purchasers for a valuable
3784    s. 620.8504; or proceedings supplementary to execution under s.        3813    consideration unless such interest becomes a possessory lien or
3785    56.29. A holder of a judgment lien acquired under s. 55.202, who       3814    is noted upon the certificate of title for the subject motor
3786    is not enforcing separate lien rights in a judgment debtor’s           3815    vehicle or mobile home prior to the occurrence of the subsequent
3787    property, may not enforce his or her rights under this section         3816    transaction. Provided the provisions of this subsection relating
3788    through self-help repossession or replevin without a court order       3817    to a nonpossessory statutory lienor; a nonpossessory execution,
3789    or without the express consent of the judgment debtor contained        3818    attachment, or equitable lienor; or the interest of a lien
3790    in a record authenticated in accordance with s. 668.50 or s.           3819    creditor as defined in s. 679.1021(1) does s. 679.1021(1)(zz)
3791    679.1021(1) s. 679.1021(1)(g) after the judgment lien attaches.        3820    shall not apply to liens validly perfected before prior to
3792         Section 132.   Subsection (2) and paragraph (b) of subsection     3821    October 1, 1988. The notice of lien must shall provide the
3793    (3) of section 319.27, Florida Statutes, are amended to read:          3822    following information:
3794         319.27 Notice of lien on motor vehicles or mobile homes;          3823         (a) The date of the lien if a security agreement, retain
3795    notation on certificate; recording of lien.—                           3824    title contract, conditional bill of sale, chattel mortgage, or
3796         (2) No lien for purchase money or as security for a debt in       3825    other similar instrument was executed prior to the filing of the
3797    the form of a security agreement, retain title contract,               3826    notice of lien;
3798    conditional bill of sale, chattel mortgage, or other similar           3827         (b) The name and address of the registered owner;
3799    instrument or any other nonpossessory lien, including a lien for       3828         (c) A description of the motor vehicle or mobile home,

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3829    showing the make, type, and vehicle identification number; and         3858    679.1021(1)(w).
3830         (d) The name and address of the lienholder.                       3859         (e) “Debtor” as defined in s. 679.1021(1) s.
3831         (3)                                                               3860    679.1021(1)(bb).
3832         (b) As applied to a determination of the respective rights        3861         (f) “Knowledge” as defined in s. 671.209.
3833    of a secured party under this chapter and a lien creditor as           3862         (g) “Lease” as defined in s. 680.1031(1) s. 680.1031(1)(j).
3834    defined by s. 679.1021(1) s. 679.1021(1)(zz), or a nonpossessory       3863         (h) “Lessor” as defined in s. 6801031(1) s. 680.1031(1)(p).
3835    statutory lienor, a security interest under this chapter shall         3864         (i) “Notice” as defined s. 671.209.
3836    be perfected upon the filing of the notice of lien with the            3865         (j) “Representative” as defined in s. 671.201 s.
3837    department, the county tax collector, or their agents. Provided,       3866    671.201(37).
3838    however, the date of perfection of a security interest of such         3867         (k) “Sale” as defined in s. 672.106(1).
3839    secured party shall be the same date as the execution of the           3868         (l) “Security agreement” as defined in s. 679.1021(1) s.
3840    security agreement or other similar instrument if the notice of        3869    679.1021(1)(uuu).
3841    lien is filed in accordance with this subsection within 15 days        3870         (m) “Seller” as defined in s. 672.103(1) s. 672.103(1)(d).
3842    after the debtor receives possession of the motor vehicle or           3871         (n) “Send” as defined in s. 671.201 s. 671.201(40).
3843    mobile home and executes such security agreement or other              3872         (o) “Value” as defined in s. 671.211.
3844    similar instrument. The date of filing of the notice of lien           3873         Section 134.   Subsection (13) of section 517.061, Florida
3845    shall be the date of its receipt by the department central             3874    Statutes, is amended to read:
3846    office in Tallahassee, if first filed there, or otherwise by the       3875         517.061 Exempt transactions.—Except as otherwise provided
3847    office of the county tax collector, or their agents.                   3876    in subsection (11), the exemptions provided herein from the
3848         Section 133.   Subsection (2) of section 328.0015, Florida        3877    registration requirements of s. 517.07 are self-executing and do
3849    Statutes, is amended to read:                                          3878    not require any filing with the office before being claimed. Any
3850         328.0015 Definitions.—                                            3879    person who claims entitlement to an exemption under this section
3851         (2) The following definitions and terms also apply to this        3880    bears the burden of proving such entitlement in any proceeding
3852    part:                                                                  3881    brought under this chapter. The registration provisions of s.
3853         (a) “Agreement” as defined in s. 671.201 s. 671.201(3).           3882    517.07 do not apply to any of the following transactions;
3854         (b) “Buyer in ordinary course of business” as defined in s.       3883    however, such transactions are subject to s. 517.301:
3855    671.201 s. 671.201(9).                                                 3884         (13) By or for the account of a pledgeholder, a secured
3856         (c) “Conspicuous” as defined in s. 671.201 s. 671.201(11).        3885    party as defined in s. 679.1021(1) s. 679.1021(1)(ttt), or a
3857         (d) “Consumer goods” as defined in s. 679.1021(1) s.              3886    mortgagee selling or offering for sale or delivery in the

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3887    ordinary course of business and not for the purposes of avoiding       3916         (g) “Good faith” means honesty in fact in the conduct or
3888    the provisions of this chapter, to liquidate a bona fide debt, a       3917    transaction concerned as defined and interpreted under s.
3889    security pledged in good faith as security for such debt.              3918    671.201 s. 671.201(21).
3890         Section 135.   Subsection (2) of section 559.9232, Florida        3919         Section 137.   Paragraph (d) of subsection (16) of section
3891    Statutes, is amended to read:                                          3920    668.50, Florida Statutes, is amended, and paragraph (b) of
3892         559.9232 Definitions; exclusion of rental-purchase                3921    subsection (3) of that section is republished, to read:
3893    agreements from certain regulations.—                                  3922         668.50 Uniform Electronic Transaction Act.—
3894         (2) A rental-purchase agreement that complies with this act       3923         (3) SCOPE.—
3895    may shall not be construed to be, nor be governed by, any of the       3924         (b) This section does not apply to a transaction to the
3896    following:                                                             3925    extent the transaction is governed by:
3897         (a) A lease or agreement that constitutes a credit sale as        3926         1. A provision of law governing the creation and execution
3898    defined in 12 C.F.R. s. 226.2(a)(16) and s. 1602(g) of the             3927    of wills, codicils, or testamentary trusts;
3899    federal Truth in Lending Act, 15 U.S.C. ss. 1601 et seq.;              3928         2. The Uniform Commercial Code other than s. 671.107 and
3900         (b) A lease that constitutes a “consumer lease” as defined        3929    chapters 672 and 680; or
3901    in 12 C.F.R. s. 213.2(a)(6);                                           3930         3. The Uniform Computer Information Transactions Act.
3902         (c) Any lease for agricultural, business, or commercial           3931         (16) TRANSFERABLE RECORDS.—
3903    purposes;                                                              3932         (d) Except as otherwise agreed, a person having control of
3904         (d) Any lease made to an organization;                            3933    a transferable record is the holder, as defined in s. 671.201 s.
3905         (e) A lease or agreement that constitutes a “retail               3934    671.201(22), of the transferable record and has the same rights
3906    installment contract” or “retail installment transaction” as           3935    and defenses as a holder of an equivalent record or writing
3907    those terms are defined in s. 520.31; or                               3936    under the Uniform Commercial Code, including, if the applicable
3908         (f) A security interest as defined in s. 671.201 s.               3937    statutory requirements under s. 673.3021, s. 677.501, or s.
3909    671.201(39).                                                           3938    679.330 are satisfied, the rights and defenses of a holder in
3910         Section 136.   Paragraph (g) of subsection (2) of section         3939    due course, a holder to which a negotiable document of title has
3911    563.022, Florida Statutes, is amended to read:                         3940    been duly negotiated, or a purchaser, respectively. Delivery,
3912         563.022 Relations between beer distributors and                   3941    possession, and indorsement are not required to obtain or
3913    manufacturers.—                                                        3942    exercise any of the rights under this paragraph.
3914         (2) DEFINITIONS.—In construing this section, unless the           3943         Section 138.   For the purpose of incorporating the amendment
3915    context otherwise requires, the word, phrase, or term:                 3944    made by this act to section 671.105, Florida Statutes, in a

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3945    reference thereto, subsections (1) and (2) of section 655.55,          3974    expressly provides that it will be governed by the law of this
3946    Florida Statutes, are reenacted to read:                               3975    state, regardless of the citizenship, residence, location, or
3947         655.55 Law applicable to deposits in and contracts relating       3976    domicile of any other party to such contract and regardless of
3948    to extensions of credit by a deposit or lending institution            3977    any provision of any law of the jurisdiction of the residence,
3949    located in this state.—                                                3978    location, or domicile of such other party, whether or not such
3950         (1) The law of this state, excluding its law regarding            3979    contract bears any other relation to this state, except that
3951    comity and conflict of laws, governs all aspects, including            3980    this section does not apply to any such contract to the extent
3952    without limitation the validity and effect, of any deposit             3981    provided to the contrary in s. 671.105(2).
3953    account in a branch or office in this state of a deposit or            3982         Section 139.   For the purpose of incorporating the amendment
3954    lending institution, including a deposit account otherwise             3983    made by this act to section 671.105, Florida Statutes, in a
3955    covered by s. 671.105(1), regardless of the citizenship,               3984    reference thereto, subsection (2) of section 685.101, Florida
3956    residence, location, or domicile of any other party to the             3985    Statutes, is reenacted to read:
3957    contract or agreement governing such deposit account, and              3986         685.101 Choice of law.—
3958    regardless of any provision of any law of the jurisdiction of          3987         (2) This section does not apply to any contract, agreement,
3959    the residence, location, or domicile of such other party,              3988    or undertaking:
3960    whether or not such deposit account bears any other relation to        3989         (a) Regarding any transaction which does not bear a
3961    this state, except that this section does not apply to any such        3990    substantial or reasonable relation to this state in which every
3962    deposit account:                                                       3991    party is either or a combination of:
3963         (a) To the extent provided to the contrary in s.                  3992         1. A resident and citizen of the United States, but not of
3964    671.105(2); or                                                         3993    this state; or
3965         (b) To the extent that all parties to the contract or             3994         2. Incorporated or organized under the laws of another
3966    agreement governing such deposit account have agreed in writing        3995    state and does not maintain a place of business in this state;
3967    that the law of another jurisdiction will govern it.                   3996         (b) For labor or employment;
3968         (2) The law of this state, excluding its law regarding            3997         (c) Relating to any transaction for personal, family, or
3969    comity and conflict of laws, governs all aspects, including            3998    household purposes, unless such contract, agreement, or
3970    without limitation the validity and effect, of any contract            3999    undertaking concerns a trust at least one trustee of which
3971    relating to an extension of credit made by a branch or office in       4000    resides or transacts business as a trustee in this state, in
3972    this state of a deposit or lending institution, including a            4001    which case this section applies;
3973    contract otherwise covered by s. 671.105(1), if the contract           4002         (d) To the extent provided to the contrary in s.

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4003    671.105(2); or                                                         4032    A reference to another writing does not of itself make the
4004         (e) To the extent such contract, agreement, or undertaking        4033    promise or order conditional.
4005    is otherwise covered or affected by s. 655.55.                         4034         (3) If a promise or order requires, as a condition to
4006         Section 140.   For the purpose of incorporating the amendment     4035    payment, a countersignature by a person whose specimen signature
4007    made by this act to section 673.1041, Florida Statutes, in a           4036    appears on the promise or order, the condition does not make the
4008    reference thereto, subsection (1) of section 90.953, Florida           4037    promise or order conditional for the purposes of s. 673.1041(1).
4009    Statutes, is reenacted to read:                                        4038    If the person whose specimen signature appears on an instrument
4010         90.953 Admissibility of duplicates.—A duplicate is                4039    fails to countersign the instrument, the failure to countersign
4011    admissible to the same extent as an original, unless:                  4040    is a defense to the obligation of the issuer, but the failure
4012         (1) The document or writing is a negotiable instrument as         4041    does not prevent a transferee of the instrument from becoming a
4013    defined in s. 673.1041, a security as defined in s. 678.1021, or       4042    holder of the instrument.
4014    any other writing that evidences a right to the payment of             4043         (4) If a promise or order at the time it is issued or first
4015    money, is not itself a security agreement or lease, and is of a        4044    comes into possession of a holder contains a statement, required
4016    type that is transferred by delivery in the ordinary course of         4045    by applicable statutory or administrative law, to the effect
4017    business with any necessary endorsement or assignment.                 4046    that the rights of a holder or transferee are subject to claims
4018         Section 141.   For the purpose of incorporating the amendment     4047    or defenses that the issuer could assert against the original
4019    made by this act to section 673.1041, Florida Statutes, in a           4048    payee, the promise or order is not thereby made conditional for
4020    reference thereto, subsections (1), (3), and (4) of section            4049    the purposes of s. 673.1041(1); but if the promise or order is
4021    673.1061, Florida Statutes, are reenacted to read:                     4050    an instrument, there cannot be a holder in due course of the
4022         673.1061 Unconditional promise or order.—                         4051    instrument.
4023         (1) Except as provided in this section, for the purposes of       4052         Section 142.   For the purpose of incorporating the amendment
4024    s. 673.1041(1), a promise or order is unconditional unless it          4053    made by this act to section 673.1041, Florida Statutes, in a
4025    states:                                                                4054    reference thereto, subsection (2) of section 673.1151, Florida
4026         (a) An express condition to payment;                              4055    Statutes, is reenacted to read:
4027         (b) That the promise or order is subject to or governed by        4056         673.1151 Incomplete instrument.—
4028    another writing; or                                                    4057         (2) Subject to subsection (3), if an incomplete instrument
4029         (c) That rights or obligations with respect to the promise        4058    is an instrument under s. 673.1041, it may be enforced according
4030    or order are stated in another writing.                                4059    to its terms if it is not completed, or according to its terms
4031                                                                           4060    as augmented by completion. If an incomplete instrument is not

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4061    an instrument under s. 673.1041, but, after completion, the            4090         “Negotiable instrument,” s. 673.1041.
4062    requirements of s. 673.1041 are met, the instrument may be             4091         “Negotiation,” s. 673.2011.
4063    enforced according to its terms as augmented by completion.            4092         “Note,” s. 673.1041.
4064         Section 143.   For the purpose of incorporating the amendment     4093         “Payable at a definite time,” s. 673.1081.
4065    made by this act to sections 673.1041 and 673.1051, Florida            4094         “Payable on demand,” s. 673.1081.
4066    Statutes, in a reference thereto, subsection (2) of section            4095         “Payable to bearer,” s. 673.1091.
4067    673.1031, Florida Statutes, is reenacted to read:                      4096         “Payable to order,” s. 673.1091.
4068         673.1031 Definitions.—                                            4097         “Payment,” s. 673.6021.
4069         (2) Other definitions applying to this chapter and the            4098         “Person entitled to enforce,” s. 673.3011.
4070    sections in which they appear are:                                     4099         “Presentment,” s. 673.5011.
4071         “Acceptance,” s. 673.4091.                                        4100         “Reacquisition,” s. 673.2071.
4072         “Accommodated party,” s. 673.4191.                                4101         “Special indorsement,” s. 673.2051.
4073         “Accommodation party,” s. 673.4191.                               4102         “Teller’s check,” s. 673.1041.
4074         “Alteration,” s. 673.4071.                                        4103         “Transfer of instrument,” s. 673.2031.
4075         “Anomalous indorsement,” s. 673.2051.                             4104         “Traveler’s check,” s. 673.1041.
4076         “Blank indorsement,” s. 673.2051.                                 4105         “Value,” s. 673.3031.
4077         “Cashier’s check,” s. 673.1041.                                   4106         Section 144.   For the purpose of incorporating the amendment
4078         “Certificate of deposit,” s. 673.1041.                            4107    made by this act to section 673.6041, Florida Statutes, in a
4079         “Certified check,” s. 673.4091.                                   4108    reference thereto, subsection (2) of section 673.6051, Florida
4080         “Check,” s. 673.1041.                                             4109    Statutes, is reenacted to read:
4081         “Consideration,” s. 673.3031.                                     4110         673.6051 Discharge of indorsers and accommodation parties.—
4082         “Draft,” s. 673.1041.                                             4111         (2) Discharge, under s. 673.6041, of the obligation of a
4083         “Holder in due course,” s. 673.3021.                              4112    party to pay an instrument does not discharge the obligation of
4084         “Incomplete instrument,” s. 673.1151.                             4113    an indorser or accommodation party having a right of recourse
4085         “Indorsement,” s. 673.2041.                                       4114    against the discharged party.
4086         “Indorser,” s. 673.2041.                                          4115         Section 145.   For the purpose of incorporating the amendment
4087         “Instrument,” s. 673.1041.                                        4116    made by this act to section 675.116, Florida Statutes, in a
4088         “Issue,” s. 673.1051.                                             4117    reference thereto, subsection (2) of section 679.3061, Florida
4089         “Issuer,” s. 673.1051.                                            4118    Statutes, is reenacted to read:

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4119         679.3061 Law governing perfection and priority of security        4148    associated documents for purposes other than collection, the
4120    interests in letter-of-credit rights.—                                 4149    security interest continues to that extent and is subject to
4121         (2) For purposes of this part, an issuer’s jurisdiction or        4150    chapter 679, but:
4122    nominated person’s jurisdiction is the jurisdiction whose law          4151          (a) No security agreement is necessary to make the security
4123    governs the liability of the issuer or nominated person with           4152    interest enforceable (s. 679.2031(2)(c)1.);
4124    respect to the letter-of-credit right as provided in s. 675.116.       4153          (b) No filing is required to perfect the security interest;
4125         Section 146.   For the purpose of incorporating the amendment     4154    and
4126    made by this act to section 675.104, Florida Statutes, in a            4155          (c) The security interest has priority over conflicting
4127    reference thereto, paragraph (j) of subsection (1) of section          4156    perfected security interests in the item, accompanying
4128    675.103, Florida Statutes, is reenacted to read:                       4157    documents, or proceeds.
4129         675.103 Definitions.—                                             4158          Section 148.   For the purpose of incorporating the amendment
4130         (1) For purposes of this chapter:                                 4159    made by this act to section 679.2031, Florida Statutes, in a
4131         (j) “Letter of credit” means a definite undertaking that          4160    reference thereto, subsection (2) of section 675.1181, Florida
4132    satisfies the requirements of s. 675.104 by an issuer to a             4161    Statutes, is reenacted to read:
4133    beneficiary at the request or for the account of an applicant          4162          675.1181 Security interest of issuer or nominated person.—
4134    or, in the case of a financial institution, to itself or for its       4163          (2) As long as and to the extent that an issuer or
4135    own account, to honor a documentary presentation by payment or         4164    nominated person has not been reimbursed or has not otherwise
4136    delivery of an item of value.                                          4165    recovered the value given with respect to a security interest in
4137         Section 147.   For the purpose of incorporating the amendment     4166    a document under subsection (1), the security interest continues
4138    made by this act to section 679.2031, Florida Statutes, in a           4167    and is subject to chapter 679, but a security agreement is not
4139    reference thereto, subsection (3) of section 674.2101, Florida         4168    necessary to make the security interest enforceable under s.
4140    Statutes, is reenacted to read:                                        4169    679.2031(2)(c):
4141         674.2101 Security interest of collecting bank in items,           4170          (a) If the document is presented in a medium other than a
4142    accompanying documents, and proceeds.—                                 4171    written or other tangible medium, the security interest is
4143         (3) Receipt by a collecting bank of a final settlement for        4172    perfected; and
4144    an item is a realization on its security interest in the item,         4173          (b) If the document is presented in a written or other
4145    accompanying documents, and proceeds. So long as the bank does         4174    tangible medium and is not a certificated security, chattel
4146    not receive final settlement for the item or give up possession        4175    paper, a document of title, an instrument, or a letter of
4147    of the item or possession or control of the accompanying or            4176    credit, the security interest is perfected and has priority over

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4177    a conflicting security interest in the document so long as the         4206         “Consumer goods,” s. 679.1021.
4178    debtor does not have possession of the document.                       4207         “Control,” s. 677.106.
4179         Section 149.    For the purpose of incorporating the amendment    4208         “Dishonor,” s. 673.5021.
4180    made by this act to section 679.2031, Florida Statutes, in a           4209         “Draft,” s. 673.1041.
4181    reference thereto, section 679.1101, Florida Statutes, is              4210         Section 151.   For the purpose of incorporating the amendment
4182    reenacted to read:                                                     4211    made by this act to section 677.106, Florida Statutes, in a
4183         679.1101 Security interests arising under chapter 672 or          4212    reference thereto, subsection (3) of section 674.104, Florida
4184    chapter 680.—A security interest arising under s. 672.401, s.          4213    Statutes, is reenacted to read:
4185    672.505, s. 672.711(3), or s. 680.508(5) is subject to this            4214         674.104 Definitions and index of definitions.—
4186    chapter. However, until the debtor obtains possession of the           4215         (3) The following definitions in other chapters apply to
4187    goods:                                                                 4216    this chapter:
4188         (1) The security interest is enforceable, even if s.              4217         “Acceptance,” s. 673.4091.
4189    679.2031(2)(c) has not been satisfied;                                 4218         “Alteration,” s. 673.4071.
4190         (2) Filing is not required to perfect the security                4219         “Cashier’s check,” s. 673.1041.
4191    interest;                                                              4220         “Certificate of deposit,” s. 673.1041.
4192         (3) The rights of the secured party after default by the          4221         “Certified check,” s. 673.4091.
4193    debtor are governed by chapter 672 or chapter 680; and                 4222         “Check,” s. 673.1041.
4194         (4) The security interest has priority over a conflicting         4223         “Control,” s. 677.106.
4195    security interest created by the debtor.                               4224         “Good faith,” s. 673.1031.
4196         Section 150.    For the purpose of incorporating the amendment    4225         “Holder in due course,” s. 673.3021.
4197    made by this act to section 677.106, Florida Statutes, in a            4226         “Instrument,” s. 673.1041.
4198    reference thereto, subsection (3) of section 672.103, Florida          4227         “Notice of dishonor,” s. 673.5031.
4199    Statutes, is reenacted to read:                                        4228         “Order,” s. 673.1031.
4200         672.103 Definitions and index of definitions.—                    4229         “Ordinary care,” s. 673.1031.
4201         (3) The following definitions in other chapters apply to          4230         “Person entitled to enforce,” s. 673.3011.
4202    this chapter:                                                          4231         “Presentment,” s. 673.5011.
4203         “Check,” s. 673.1041.                                             4232         “Promise,” s. 673.1031.
4204         “Consignee,” s. 677.102.                                          4233         “Prove,” s. 673.1031.
4205         “Consignor,” s. 677.102.                                          4234         “Teller’s check,” s. 673.1041.

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4235         “Unauthorized signature,” s. 673.4031.                            4264    reference thereto, subsection (1) of section 679.1061, Florida
4236         Section 152.    For the purpose of incorporating the amendment    4265    Statutes, is reenacted to read:
4237    made by this act to section 678.1061, Florida Statutes, in a           4266         679.1061 Control of investment property.—
4238    reference thereto, subsection (3) of section 678.5101, Florida         4267         (1) A person has control of a certificated security,
4239    Statutes, is reenacted to read:                                        4268    uncertificated security, or security entitlement as provided in
4240         678.5101 Rights of purchaser of security entitlement from         4269    s. 678.1061.
4241    entitlement holder.—                                                   4270         Section 154.    For the purpose of incorporating the amendment
4242         (3) In a case not covered by the priority rules in chapter        4271    made by this act to sections 678.1061, 679.3131, 679.3141, and
4243    679, a purchaser for value of a security entitlement, or an            4272    679.323, Florida Statutes, in references thereto, subsections
4244    interest therein, who obtains control has priority over a              4273    (2), (5), and (7) of section 679.328, Florida Statutes, are
4245    purchaser of a security entitlement, or an interest therein, who       4274    reenacted to read:
4246    does not obtain control. Except as otherwise provided in               4275         679.328 Priority of security interests in investment
4247    subsection (4), purchasers who have control rank according to          4276    property.—The following rules govern priority among conflicting
4248    priority in time of:                                                   4277    security interests in the same investment property:
4249         (a) The purchaser’s becoming the person for whom the              4278         (2) Except as otherwise provided in subsections (3) and
4250    securities account, in which the security entitlement is               4279    (4), conflicting security interests held by secured parties each
4251    carried, is maintained, if the purchaser obtained control under        4280    of which has control under s. 679.1061 rank according to
4252    s. 678.1061(4)(a);                                                     4281    priority in time of:
4253         (b) The securities intermediary’s agreement to comply with        4282         (a) If the collateral is a security, obtaining control;
4254    the purchaser’s entitlement orders with respect to security            4283         (b) If the collateral is a security entitlement carried in
4255    entitlements carried or to be carried in the securities account        4284    a securities account and:
4256    in which the security entitlement is carried, if the purchaser         4285         1. If the secured party obtained control under s.
4257    obtained control under s. 678.1061(4)(b); or                           4286    678.1061(4)(a), the secured party’s becoming the person for
4258         (c) If the purchaser obtained control through another             4287    which the securities account is maintained;
4259    person under s. 678.1061(4)(c), the time on which priority would       4288         2. If the secured party obtained control under s.
4260    be based under this subsection if the other person were the            4289    678.1061(4)(b), the securities intermediary’s agreement to
4261    secured party.                                                         4290    comply with the secured party’s entitlement orders with respect
4262         Section 153.    For the purpose of incorporating the amendment    4291    to security entitlements carried or to be carried in the
4263    made by this act to section 678.1061, Florida Statutes, in a           4292    securities account; or

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4293         3. If the secured party obtained control through another          4322    (4), security interests perfected by control under s. 679.3141
4294    person under s. 678.1061(4)(c), the time on which priority would       4323    rank according to priority in time of obtaining control.
4295    be based under this paragraph if the other person were the             4324         Section 156.   For the purpose of incorporating the amendment
4296    secured party; or                                                      4325    made by this act to sections 679.2031 and 679.4041, Florida
4297         (c) If the collateral is a commodity contract carried with        4326    Statutes, in a reference thereto, subsection (4) of section
4298    a commodity intermediary, the satisfaction of the requirement          4327    679.1091, Florida Statutes, is reenacted to read:
4299    for control specified in s. 679.1061(2)(b) with respect to             4328         679.1091 Scope.—
4300    commodity contracts carried or to be carried with the commodity        4329         (4) This chapter does not apply to:
4301    intermediary.                                                          4330         (a) A landlord’s lien, other than an agricultural lien;
4302         (5) A security interest in a certificated security in             4331         (b) A lien, other than an agricultural lien, given by
4303    registered form which is perfected by taking delivery under s.         4332    statute or other rule of law for services or materials, but s.
4304    679.3131(1) and not by control under s. 679.3141 has priority          4333    679.333 applies with respect to priority of the lien;
4305    over a conflicting security interest perfected by a method other       4334         (c) An assignment of a claim for wages, salary, or other
4306    than control.                                                          4335    compensation of an employee;
4307         (7) In all other cases, priority among conflicting security       4336         (d) A sale of accounts, chattel paper, payment intangibles,
4308    interests in investment property is governed by ss. 679.322 and        4337    or promissory notes as part of a sale of the business out of
4309    679.323.                                                               4338    which they arose;
4310         Section 155.   For the purpose of incorporating the amendment     4339         (e) An assignment of accounts, chattel paper, payment
4311    made by this act to sections 679.1041 and 679.3141, Florida            4340    intangibles, or promissory notes which is for the purpose of
4312    Statutes, in references thereto, subsections (1) and (2) of            4341    collection only;
4313    section 679.327, Florida Statutes, are reenacted to read:              4342         (f) An assignment of a right to payment under a contract to
4314         679.327 Priority of security interests in deposit account.—       4343    an assignee that is also obligated to perform under the
4315    The following rules govern priority among conflicting security         4344    contract;
4316    interests in the same deposit account:                                 4345         (g) An assignment of a single account, payment intangible,
4317         (1) A security interest held by a secured party having            4346    or promissory note to an assignee in full or partial
4318    control of the deposit account under s. 679.1041 has priority          4347    satisfaction of a preexisting indebtedness;
4319    over a conflicting security interest held by a secured party           4348         (h) A transfer of an interest in or an assignment of a
4320    that does not have control.                                            4349    claim under a policy of insurance, other than an assignment by
4321         (2) Except as otherwise provided in subsections (3) and           4350    or to a health-care provider of a health-care-insurance

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4351    receivable and any subsequent assignment of the right to               4380         (o) A transfer or pledge of, or creation of a security
4352    payment, but ss. 679.3151 and 679.322 apply with respect to            4381    interest in, any interest or right or portion of any interest or
4353    proceeds and priorities in proceeds;                                   4382    right in any storm-recovery property as defined in s. 366.8260.
4354         (i) An assignment of a right represented by a judgment,           4383         Section 157.   For the purpose of incorporating the amendment
4355    other than a judgment taken on a right to payment that was             4384    made by this act to section 679.2031, Florida Statutes, in a
4356    collateral;                                                            4385    reference thereto, subsection (2) of section 679.709, Florida
4357         (j) A right of recoupment or set-off, but:                        4386    Statutes, is reenacted to read:
4358         1. Section 679.340 applies with respect to the                    4387         679.709 Priority.—
4359    effectiveness of rights of recoupment or set-off against deposit       4388         (2) For purposes of s. 679.322(1), the priority of a
4360    accounts; and                                                          4389    security interest that becomes enforceable under s. 679.2031 of
4361         2. Section 679.4041 applies with respect to defenses or           4390    this act dates from the time this act takes effect if the
4362    claims of an account debtor;                                           4391    security interest is perfected under this act by the filing of a
4363         (k) The creation or transfer of an interest in or lien on         4392    financing statement before this act takes effect which would not
4364    real property, including a lease or rents thereunder, except to        4393    have been effective to perfect the security interest under
4365    the extent that provision is made for:                                 4394    chapter 679, Florida Statutes 2000. This subsection does not
4366         1. Liens on real property in ss. 679.2031 and 679.3081;           4395    apply to conflicting security interests each of which is
4367         2. Fixtures in s. 679.334;                                        4396    perfected by the filing of such a financing statement.
4368         3. Fixture filings in ss. 679.5011, 679.5021, 679.512,            4397         Section 158.   For the purpose of incorporating the amendment
4369    679.516, and 679.519; and                                              4398    made by this act to section 679.210, Florida Statutes, in a
4370         4. Security agreements covering personal and real property        4399    reference thereto, subsection (2) of section 679.602, Florida
4371    in s. 679.604;                                                         4400    Statutes, is reenacted to read:
4372         (l) An assignment of a claim arising in tort, other than a        4401         679.602 Waiver and variance of rights and duties.—Except as
4373    commercial tort claim, but ss. 679.3151 and 679.322 apply with         4402    otherwise provided in s. 679.624, to the extent that they give
4374    respect to proceeds and priorities in proceeds;                        4403    rights to a debtor or obligor and impose duties on a secured
4375         (m) An assignment of a deposit account, other than a              4404    party, the debtor or obligor may not waive or vary the rules
4376    nonnegotiable certificate of deposit, in a consumer transaction,       4405    stated in the following listed sections:
4377    but ss. 679.3151 and 679.322 apply with respect to proceeds and        4406         (2) Section 679.210, which deals with requests for an
4378    priorities in proceeds;                                                4407    accounting and requests concerning a list of collateral and
4379         (n) Any transfer by a government or governmental unit; or         4408    statement of account;

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        29-00273A-25                                              20251666__            29-00273A-25                                              20251666__
4409           Section 159.   For the purpose of incorporating the amendment    4438         727.109 Power of the court.—The court shall have power to:
4410    made by this act to section 679.3141, Florida Statutes, in a            4439         (8) Hear and determine any of the following actions brought
4411    reference thereto, section 679.329, Florida Statutes, is                4440    by the assignee, which she or he is empowered to maintain:
4412    reenacted to read:                                                      4441         (b) Determine the validity, priority, and extent of a lien
4413           679.329 Priority of security interests in letter-of-credit       4442    or other interests in assets of the estate, or to subordinate or
4414    right.—The following rules govern priority among conflicting            4443    avoid an unperfected security interest pursuant to the
4415    security interests in the same letter-of-credit right:                  4444    assignee’s rights as a lien creditor under s. 679.3171.
4416           (1) A security interest held by a secured party having           4445         Section 162.   For the purpose of incorporating the amendment
4417    control of the letter-of-credit right under s. 679.1071 has             4446    made by this act to sections 679.3171 and 679.323, Florida
4418    priority to the extent of its control over a conflicting                4447    Statutes, in references thereto, subsection (3) of section
4419    security interest held by a secured party that does not have            4448    680.307, Florida Statutes, is reenacted to read:
4420    control.                                                                4449         680.307 Priority of liens arising by attachment or levy on,
4421           (2) Security interests perfected by control under s.             4450    security interests in, and other claims to goods.—
4422    679.3141 rank according to priority in time of obtaining                4451         (3) Except as otherwise provided in ss. 679.3171, 679.321,
4423    control.                                                                4452    and 679.323, a lessee takes a leasehold interest subject to a
4424           Section 160.   For the purpose of incorporating the amendment    4453    security interest held by a creditor or lessor.
4425    made by this act to section 679.3161, Florida Statutes, in a            4454         Section 163.   For the purpose of incorporating the amendment
4426    reference thereto, subsection (3) of section 679.320, Florida           4455    made by this act to section 679.628, Florida Statutes, in a
4427    Statutes, is reenacted to read:                                         4456    reference thereto, subsection (3) of section 679.626, Florida
4428           679.320 Buyer of goods.—                                         4457    Statutes, is reenacted to read:
4429           (3) To the extent that it affects the priority of a              4458         679.626 Action in which deficiency or surplus is in issue.—
4430    security interest over a buyer of goods under subsection (2),           4459    In an action arising from a transaction in which the amount of a
4431    the period of effectiveness of a filing made in the jurisdiction        4460    deficiency or surplus is in issue, the following rules apply:
4432    in which the seller is located is governed by s. 679.3161(1) and        4461         (3) Except as otherwise provided in s. 679.628, if a
4433    (2).                                                                    4462    secured party fails to prove that the collection, enforcement,
4434           Section 161.   For the purpose of incorporating the amendment    4463    disposition, or acceptance was conducted in accordance with the
4435    made by this act to section 679.3171, Florida Statutes, in a            4464    provisions of this part relating to collection, enforcement,
4436    reference thereto, paragraph (b) of subsection (8) of section           4465    disposition, or acceptance, the liability of a debtor or a
4437    727.109, Florida Statutes, is reenacted to read:                        4466    secondary obligor for a deficiency is limited to an amount by

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        29-00273A-25                                            20251666__
4467    which the sum of the secured obligation, reasonable expenses,
4468    and, to the extent provided for by agreement and not prohibited
4469    by law, attorney’s fees exceeds the greater of:
4470         (a) The proceeds of the collection, enforcement,
4471    disposition, or acceptance; or
4472         (b) The amount of proceeds that would have been realized
4473    had the noncomplying secured party proceeded in accordance with
4474    the provisions of this part relating to collection, enforcement,
4475    disposition, or acceptance.
4476         Section 164.   This act shall take effect July 1, 2025.




                                  Page 155 of 155
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                                        The Florida Senate

                          Committee Agenda Request




To:           Senator Thomas Leek, Chair
              Committee on Commerce and Tourism

Subject:      Committee Agenda Request

Date:         March 7, 2025


I respectfully request that Senate Bill #1666, relating to Uniform Commercial Code, be placed
on the:

              committee agenda at your earliest possible convenience.

              next committee agenda.




                                             Senator Erin Grall
                                             Florida Senate, District 29




File signed original with committee office                                         S-020 (03/2004)
                                                                         The Florida Senate

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                                                                         The Florida Senate


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                                                        The Florida Senate
                    BILL ANALYSIS AND FISCAL IMPACT STATEMENT
                (This document is based on the provisions contained in the legislation as of the latest date listed below.)

                    Prepared By: The Professional Staff of the Committee on Commerce and Tourism

BILL:             SM 1488
INTRODUCER:       Senator Avila
SUBJECT:          United States Sovereign Wealth Fund
DATE:             March 10, 2025                  REVISED:


           ANALYST                      STAFF DIRECTOR                 REFERENCE                                 ACTION
1. Renner                             McKay                                 CM              Favorable
2.                                                                          RC



    I.    Summary:

          SM 1488 is a memorial urging the members of Congress to establish a framework for a
          sovereign wealth fund.

          Memorials have no force of law, as they are mechanisms for formally petitioning the federal
          government to act on a particular subject.

          The memorial does not have a fiscal impact on the state or local governments.


    II.   Present Situation:

          Memorials

          A memorial is an official legislative document address to Congress, the President of the United
          States, or some other governmental entity that expresses the will of the Legislature on a matter
          within the jurisdiction of the recipient. A memorial requires passage by both legislative houses
          but does not require the Governor’s approval nor is it subject to a veto.1

          Sovereign Wealth Funds

          While there is no universally agreed-upon definition, sovereign wealth funds (SWFs) are
          generally defined as investment funds owned and managed by national governments.2 The

1
  The Florida Senate, Office of Bill Drafting Services, Manual for Drafting Legislation, 137-138 (2009), available at
https://flsenate.sharepoint.com/sites/Secretary/Publications%20Library/Forms/AllItems.aspx?id=%2Fsites%2FSecretary%2F
Publications%20Library%2FManual%20for%20Drafting%20Legislation%20%28Senate%29%2Epdf&parent=%2Fsites%2F
Secretary%2FPublications%20Library (last visited March 14, 2025).
2
  Congressional Research Service, Sovereign Wealth Funds: Background and Policy Issues for Congress (Jan. 15, 2009), 1,
https://www.everycrsreport.com/files/20090115_RL34336_a7ea655551d2435a8e05992d4ac1b1367b3e3635.pdf (last visited
March 14, 2025).
BILL: SM 1488                                                                                                         Page 2

         United States Treasury Department narrowly defines SWFs as “a government investment vehicle
         which is funded by foreign exchange assets, and which manages those assets separately from the
         official reserves of the monetary authorities (the Central Bank and reserve-related functions of
         the Finance Ministry).”3 SWFs were created in the 1950s by oil and resource-producing
         countries (Kuwait in 1953 and Kiribati in 1956) to help stabilize their economies against
         fluctuating commodity prices and provide a wealth source for future generations.4 SWFs
         generally have a targeted purpose, and the funding for SWFs comes from sources such as:5
         • State-owned natural resource revenues.
         • Trade surpluses.
         • Bank reserves that accumulate from budget excesses.
         • Foreign currency operations.
         • Money from privatizations.
         • Governmental transfer payments.

         There are several categories of SWFs, including:6
         • Stabilization Funds—These are funds set aside by a government to shield the country from
            economic shocks that can cause drastic changes in economic growth.
         • Future Generation Funds – These funds are set up to ease pressure on a government’s
            budget in the future.
         • Reserve Investment Funds—Funds are set aside for investment purposes, and the primary
            goal is to generate funds that can be invested in long-term high-yield investments.
         • Pension Reserve Funds – Money is set aside to finance a country’s pension system so that
            the burden of paying pensions doesn’t fall entirely on the government’s budget.

         The largest SWFs ranked by assets include:7
         • Norway Government Pension Fund Global; - over $1.7 trillion
         • China Investment Corporation – Over $1.3 trillion
         • SAFE Investment Company – Over $1 trillion
         • Abu Dhabi Investment Authority – Over $1 trillion
         • Kuwait Investment Authority – Over $1 trillion
         • Public Investment Fund of Saudi Arabia - $925 billion
         • GIC Private Limited – Over $800 billion
         • Badan Pengelola Investasti Daya Anagata Nusantara – Over $600 billion
         • Qatar Investment Authority – Over $525 billion
         • Hong Kong Monetary Authority Investment Portfolio – Over $510 billion



3
  Id. at 2
4
  Id. at 4.
5
  Investopedia, Sovereign Wealth Fund: Definition, Examples, and Types (Feb. 3, 2025), available at
https://www.investopedia.com/terms/s/sovereign_wealth_fund.asp (last visited March 14, 2025).
6
  Corporate Finance Institute, Sovereign Wealth Fund, available at https://corporatefinanceinstitute.com/resources/career-
map/sell-side/capital-markets/sovereign-wealth-fund-swf/ (last visited March 14, 2025).
7
  Investopedia, Sovereign Wealth Fund: Definition, Examples, and Types (Feb. 3, 2025), available at
https://www.investopedia.com/terms/s/sovereign_wealth_fund.asp (last visited March 14, 2025).
BILL: SM 1488                                                                                                       Page 3

        Executive Order Establishing a United States Sovereign Wealth Fund

        On February 3, 2025, President Trump signed an executive order instructing the Secretary of the
        Treasury and the Secretary of Commerce to create a strategy for establishing a Sovereign Wealth
        Fund (SWF). The purpose of the initiative is to encourage fiscal responsibility, reduce the tax
        burden on American families and small businesses, secure economic stability for future
        generations, and enhance the United States' economic and strategic influence on the global
        stage.8

        The plan must include recommendations for funding mechanisms, investment strategies, fund
        structure, and a governance model. Furthermore, it should assess the legal factors in establishing
        and managing a SWF, including any potential legislation.9


III.    Effect of Proposed Changes:

        The memorial urges Congress to establish a framework for a sovereign wealth fund.

        Florida’s Secretary of State will send copies of the memorial to the President, the President of
        the Senate, the Speaker of the House of Representatives, and each member of the Florida
        delegation to the Congress.

        Legislative memorials are not subject to the governor’s veto power. Memorials have no force of
        law, as they are mechanisms for formally petitioning the federal government to act on a
        particular subject.

IV.     Constitutional Issues:

        A.       Municipality/County Mandates Restrictions:

                 None.

        B.       Public Records/Open Meetings Issues:

                 None.

        C.       Trust Funds Restrictions:

                 None.

        D.       State Tax or Fee Increases:

                 None.


8
  The White House, A Plan for Establishing a United States Sovereign Wealth Fund, (Feb. 3, 2025), available at
https://www.whitehouse.gov/presidential-actions/2025/02/a-plan-for-establishing-a-united-states-sovereign-wealth-fund/ (last
visited March 14, 2025).
9
  Id.
 BILL: SM 1488                                                                                                                        Page 4

        E.       Other Constitutional Issues:

                 None identified.

  V.    Fiscal Impact Statement:

        A.       Tax/Fee Issues:

                 None.

        B.       Private Sector Impact:

                 None.

        C.       Government Sector Impact:

                 None.

 VI.    Technical Deficiencies:

        None.

VII.    Related Issues:

        None.

VIII.   Statutes Affected:

        None.

 IX.    Additional Information:

        A.       Committee Substitute – Statement of Changes:
                 (Summarizing differences between the Committee Substitute and the prior version of the bill.)

                 None.

        B.       Amendments:

                 None.

         This Senate Bill Analysis does not reflect the intent or official position of the bill’s introducer or the Florida Senate.
      Florida Senate - 2025                                        SM 1488         Florida Senate - 2025                                      SM 1488



      By Senator Avila




      39-00643C-25                                              20251488__         39-00643C-25                                            20251488__
1                              Senate Memorial                               30    directed to dispatch copies of this memorial to the President of
2          A memorial to the Congress of the United States,                  31    the United States, to the President of the United States Senate,
3          urging Congress to establish a framework for a                    32    to the Speaker of the United States House of Representatives,
4          sovereign wealth fund for the United States.                      33    and to each member of the Florida delegation to the Congress of
5                                                                            34    the United States.
6          WHEREAS, on February 3, 2025, President Donald J. Trump
7     issued an executive order that directs the Secretary of the
8     United States Department of the Treasury and the Secretary of
9     the United States Department of Commerce to develop a plan
10    within 90 days for the creation of a sovereign wealth fund, and
11         WHEREAS, while the secretaries are developing the plan,
12    Congress should be proactive and establish the framework for the
13    sovereign wealth fund, and
14         WHEREAS, if Congress establishes the framework, the
15    sovereign wealth fund can be more efficiently implemented, and
16         WHEREAS, the sovereign wealth fund can be used to promote
17    fiscal sustainability, lessen the burden of taxes on families
18    and small business, establish long-term economic security, fund
19    critical projects, and promote the United States’ economic and
20    strategic leadership internationally, NOW, THEREFORE,
21
22    Be It Resolved by the Legislature of the State of Florida:
23
24         That the Congress of the United States is urged to
25    establish a framework for a sovereign wealth fund.
26         BE IT FURTHER RESOLVED that the Legislature urges Congress
27    to enact any legislation necessary to establish the framework
28    for the sovereign wealth fund.
29         BE IT FURTHER RESOLVED that the Secretary of State is

                                   Page 1 of 2                                                                Page 2 of 2
     CODING: Words stricken are deletions; words underlined are additions.        CODING: Words stricken are deletions; words underlined are additions.
                                                  THE FLORIDA SENATE                                         COMMITTEES:
                                                                                                             COMMITTEES:
                                                        Tallahassee, Florida 32399-1100                      Finance and Tax, Chair
                                                                                                             Transportation, Vice Chair
                                                         Avila.bryan.web@flsenate.gov                        Appropriations Committee on Transportation,
                                                                                                             Tourism, and Economic Development
                                                                                                             Environmental and Natural Resources
                                                                                                             Ethics and Elections

SENATOR BRYAN AVILA                                                                                          Fiscal Policy
       39th District                                                                                         Rules




                                                                                               March 6th, 2025

The Honorable Senator Thomas J. Leek
The Florida Senate
310 Knott Building
404 South Monroe Street
Tallahassee, Florida 32399-1100

REF: Request to be Heard

Honorable Chair Leek,

I respectfully request SM 1488 United States Sovereign Wealth Fund be placed on the
next committee agenda.

United States Sovereign Wealth Fund: The bill urges Congress to establish a framework
for a sovereign wealth fund for the United State

Sincerely,


Senator Bryan Avila

CC: Todd McKay, Staff Director
    Renita Hayes, Administrative Assistant
   Michael Murtha, Legislative Assistant




                        309 Senate Building, 404 South Monroe Street, Tallahassee, Florida 32399-1100 (850) 487-5039




                            Ben Albritton                                                             Jason Brodeur
                       President of the Senate                                                    President Pro Tempore
                                                                           The Florida Senate

             3
                    Meeting Date
                                                              APPEARANCE RECORD
                                                                         Deliver both copies of this form to
                                                                                                                                 1^ I4rlccrt)
                                                                                                                                         Bill Number orTopic

                                                                  Senate professional staff conducting the meeting


   'I-6uri ,-J       Committee                                                                                                    Amendment Barcode (if applicable)


Name                                                                                                    Phone                                        0
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Address'                                                          0                         e           Email
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           City
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                                                      State                        Zip
                                                                                         3)
              Speaking: !            ror ponu'nu              !   lnformation OR                     Waive Speaking:   !    ln Support    I    Against



                                                              PLEASE CHECK ONE OF THE FOLLOWING:

       I am appearing without                                          I am a registered lobbyist,                               I am not a lobbyist, but received

       compensation or sponsorship.                                    representing:                                             something of value for my appearance
                                                                                                                                 (travel, meals, lodging, etc.),
                                                                                                                                 sponsored by:




This form is part of the public record for this   meeting.                                                                                             5-001 (OB/lO/202i)
                                                       The Florida Senate
                   BILL ANALYSIS AND FISCAL IMPACT STATEMENT
               (This document is based on the provisions contained in the legislation as of the latest date listed below.)

                   Prepared By: The Professional Staff of the Committee on Commerce and Tourism

BILL:            CS/SB 480
INTRODUCER:      Banking and Insurance Committee and Senator DiCeglie
SUBJECT:         Nonprofit Agricultural Organization Medical Benefit Plans
DATE:            March 14, 2025                  REVISED:


          ANALYST                      STAFF DIRECTOR                 REFERENCE                                 ACTION
1. Johnson                           Knudson                               BI              Fav/CS
2. McKay                             McKay                                 CM              Favorable
3.                                                                         RC



                     Please see Section IX. for Additional Information:
                                    COMMITTEE SUBSTITUTE - Substantial Changes




    I.   Summary:

         CS/SB 480 allows nonprofit agricultural organizations to offer medical benefit plans and
         specifies that such plans are not insurance for purposes of the Florida Insurance Code (code).
         The exemption of these plans from the code will provide individuals and families with access to
         non-insurance products, medical benefit plans, through membership in a nonprofit agricultural
         organization. Many rural communities have limited access to medical providers and affordable
         health insurance coverage.1 The medical benefit plans offered by an eligible nonprofit
         agricultural organization authorized pursuant to the bill will be exempt from insurance regulation
         and consumer protections that apply to health insurers, health maintenance organizations, and
         their policies and contracts under the code.

         The bill may have an indeterminate negative fiscal impact on state government premium tax
         revenues to the extent that purchasers of health insurance policies or health maintenance
         organization contracts shift their business from these insurance products insurance to the exempt
         health plans offered by nonprofit agricultural organizations.

         The bill takes effect July 1, 2025.



1
  Brownfield, State Farm Bureaus work to join successful health care coverage program (Mar. 22, 2024),
https://www.brownfieldagnews.com/news/state-farm-bureaus-work-to-join-successful-health-care-coverage-program/
(last visited Feb. 25, 2025).
BILL: CS/SB 480                                                                                                      Page 2

    II.   Present Situation:

          The Patient Protection and Affordable Care Act (PPACA)2

          On March 23, 2010, PPACA was signed into law. Among its sweeping changes to the U.S.
          health insurance system are requirements for health insurers to make coverage available to all
          individuals and employers,3 without exclusions, for preexisting medical conditions4 and without
          basing premiums on any health-related factors. PPACA imposes many insurance requirements,
          such as coverage of essential health benefits,5 prohibition on lifetime dollar limits6 on essential
          health benefits, rating and underwriting standards, reporting of medical loss ratios and payment
          of rebates,7 internal and external appeals of adverse benefit determinations, and other
          requirements.8 PPACA preempts any state law that prevents the application of a PPACA.

          Some health insurance products that consumers may purchase are not required to comply with all
          the federal health insurance requirements. For example, short-term limited duration insurance9
          and excepted benefits10 are not required to comply with PPACA requirements. The short-term
          plans generally have substantially lower premiums than PPACA plans. However, they exclude
          individuals with pre-existing conditions and offer more limited benefits than PPACA plans.11

          Regulation of Insurance in Florida

          Florida’s Office of Insurance Regulation (OIR)12 is responsible for the regulation of all activities
          of insurers and other risk-bearing entities, including licensure, rates,13 policy forms, market
          conduct, claims, solvency, administrative supervision, as provided under the Florida Insurance

2
  P.L. 111-148, 124 Stat. 119-1945 (2010). PPACA was amended by P.L. 111-152, the Health Care and Education
Reconciliation Act of 2010.
3
  PPACA s. 1201; PHSA s. 2702 (42 U.S.C. s. 300gg-1).
4
  42 U.S.C. s. 300gg-3.
5
  Department of Financial Services, Division of Consumer Services, Health Care Reform and You (Sept. 2021),
https://myfloridacfo.com/docs-sf/consumer-services-libraries/consumerservices-documents/understanding-
coverage/consumer-guides/health-care-reform_english-web_fl.pdf?sfvrsn=97e2ae45_1 (last visited Feb. 24, 2025).
6
  PPACA s. 1001; PHSA s. 2711 (42 U.S.C. s. 300gg-11).
7
  42 USC 300gg-1. PPACA requires health insurers to report to the HHS information concerning the percent of premium
revenue spent on claims for clinical services and activities (medical loss ratio or MLR). Insurers must provide a rebate to
consumers if the MLR is less than 85 percent in the large group market and 80 percent in the small group and individual
markets.
8
   The federal Tax Cut and Jobs Act of 2017 eliminated the individual coverage mandate tax penalty, effective 2019. Public
Law No. 115-97.
9
  Centers for Medicare and Medicaid Services, Short-term, limited-duration insurance and independent, coordinated excepted
benefits coverage (Mar. 28, 2024), https://www.cms.gov/newsroom/fact-sheets/short-term-limited-duration-insurance-and-
independent-noncoordinated-excepted-benefits-coverage-cms (last visited Feb. 25, 2025).
10
   45 CFR s. 148.220. Excepted benefits include coverage only for accident, disability income insurance, liability insurance,
workers’ compensation insurance, automobile medical payments insurance, and other specified coverage.
11
   Kaiser Family Foundation, Why Do Short-Term Health Insurance Plans Have Lower Premiums Than Plans That Comply
with the ACA? (Oct. 31, 2018), https://www.kff.org/affordable-care-act/issue-brief/why-do-short-term-health-insurance-
plans-have-lower-premiums-than-plans-that-comply-with-the-aca/ (last visited Feb. 25, 2025).
12
   The OIR is an office under the Financial Services Commission (commission), which is composed of the Governor, the
Attorney General, the Chief Financial Officer, and the Commissioner of Agriculture. The commission is not subject to
control, supervision, or direction by the Department of Financial Services in any manner, including purchasing, transactions
involving real or personal property, personnel, or budgetary matters. Section 20.121(3), F.S.
13
   Pursuant to s. 627.062(1), F.S., rates may not be excessive, inadequate, or unfairly discriminatory.
BILL: CS/SB 480                                                                                                         Page 3

         Code (code).14 Insurance is classified into the following kinds of insurance: life, health, property,
         casualty, surety, marine, and title.15 The code defines “insurance” as a contract whereby one
         undertakes to indemnify another or pay or allow a specified amount or a determinable benefit
         upon determinable contingencies.16 Health insurance is insurance of human beings against bodily
         injury, disablement, or death by accident or accidental means, or the expense thereof, or against
         disablement or expense resulting from sickness, and every insurance pertaining to it.17 Health
         insurance does not include workers’ compensation coverage, except as provided in s. 624.406,
         F.S.18

         The OIR monitors the solvency of insurers, and takes administrative action, if necessary, against
         any authorized insurer if OIR determines that the continued operation of the insurer may be
         deemed hazardous to its policyholders or creditors, or to the general public.19 If an insurer is
         found to be insolvent and is ordered to be liquidated by a court, a receiver takes over the insurer
         under court supervision and processes the assets and liabilities through liquidation.

         Generally, once an insurance company is liquidated, an insurance guaranty association becomes
         liable for the policy or contract obligations of the liquidated insurance company. In Florida, the
         Florida Life and Health Insurance Guaranty Association (association)20 is the guaranty
         association for most insurance companies that write life, health insurance or annuities in
         Florida.21 Insurance guaranty funds are designed to protect policyholders of liquidated insurers
         from financial losses and delays in claim payments, up to limits provided by law.22 The
         association services covered policies and contracts, collects premiums, and pays valid claims.23
         All insurers authorized to write life insurance policies, health insurance policies, supplemental
         contracts, and annuity contracts (with exceptions) in Florida are required, as a condition of doing
         business in this state, to be member insurers of the association.24

         Health Benefits Exempt from the Florida’s Insurance Code
         Currently the code exempts nonprofit religious organizations,25 commonly known as a health
         care sharing ministry, from the regulatory requirements and consumer protections if the
         nonprofit religious organization meets the following requirements:

14
   Section 20.121(3)(a)1., F.S.
15
   Section 624.6011, F.S.
16
   Section 624.402, F.S.
17
   Section 624.403, F.S.
18
   Id.
19
   Section 624.805, F.S.
20
   For a consumer or subscriber that has coverage through a health maintenance organization (HMO), the Health Maintenance
Organization Consumer Assistance Plan under part IV of chapter 631, F.S., was created to protect subscribers of HMOs,
subject to certain limitations, against the failure of an HMO to perform its contractual obligations due to its solvency. Section
631.812, F.S.
21
   Part III of ch. 631, F.S.
22
   Section 631.712, F.S.
23
   See the association’s website available at https://www.flahiga.org/About (last viewed Feb. 24, 2025). The maximum
amount of protection provided by the association for major medical health insurance is $500,000 per insured life. Florida Life
& Health Insurance Guaranty Association - Frequently Asked Questions (last visited Feb. 25, 2025).
24
   Sections 631.713 and 631.715, F.S.
25
   Section 624.1265, F.S., refers to health care sharing ministries as “nonprofit religious organizations.” A health care sharing
ministry is an organization that facilitates the sharing of health care expenses among individuals with similar and sincerely
BILL: CS/SB 480                                                                                                  Page 4

        •   Qualifies under Title 26, s. 501 of the Internal Revenue Code of 1986, as amended.
        •   Limits its participants to those members who share a common set of ethical or religious
            beliefs.
        •   Acts as a facilitator among participants who have financial, physical, or medical needs to
            assist those with financial, physical, or medical needs in accordance with criteria established
            by the nonprofit religious organization.
        •   Provides for the financial or medical needs of a participant through contributions from other
            participants, or through payments directly from one participant to another participant.
        •   Provides amounts that participants may contribute, with no assumption of risk and no
            promise to pay among the participants or by the nonprofit religious organization to the
            participants.
        •   Provides a monthly accounting to the participants of the total dollar amount of qualified
            needs shared in the previous month in accordance with criteria established by the nonprofit
            religious organization.
        •   Conducts an annual financial audit that is performed by an independent certified public
            accountant in accordance with generally accepted accounting principles and that is made
            available to the public by providing a copy upon request or by posting on the nonprofit
            religious organization’s website.
        •   Does not market or sell health plans through insurance agents licensed by the Department of
            Financial Services under Ch. 626, F.S.

        The nonprofit religious organization must provide a written disclaimer on or accompanying all
        applications and guideline materials distributed by or on behalf of the nonprofit religious
        organization. The disclaimer must read in substance:

                 “Notice: The organization facilitating the sharing of medical expenses is not an insurance
                 company, and neither its guidelines nor its plan of operation is an insurance policy.
                 Membership is not offered through an insurance company, and the organization is not
                 subject to the regulatory requirements or consumer protections of the Florida Insurance
                 Code. Whether anyone chooses to assist you with your medical bills will be totally
                 voluntary because no other participant is compelled by law to contribute toward your
                 medical bills. As such, participation in the organization or a subscription to any of its
                 documents should never be considered to be insurance. Regardless of whether you
                 receive any payments for medical expenses or whether this organization continues to
                 operate, you are always personally responsible for the payment of your own medical
                 bills.”

        However, the provisions of s. 624.1265, F.S. do not prevent:
        • A participant from limiting the financial or medical needs that may be eligible for payment;
          or
        • The nonprofit religious organization from canceling the membership of a participant when
          such participant indicates his or her unwillingness to participate by failing to meet the
          conditions of membership for a period greater than 60 days.


held beliefs. These organizations resemble insurance in that members generally pay monthly membership fees and submit
claims when they incur medical bills.
BILL: CS/SB 480                                                                                                   Page 5

        Approximately 30 states have exempted health care sharing ministries (HCSM) explicitly from
        insurance regulation.26 A member of a health care sharing ministry (HCSM) will typically
        contribute a monthly payment to cover the qualifying medical expenses of other members. The
        HCSMs will match paying members who need the health care funds or pool all the monthly
        shares and administer payments to members directly. Some people may enroll in HCSMs
        because of their typically lower upfront costs, compared to PPACA-compliant plans. HCSMs are
        not insurance and cannot guarantee payment of claims, i.e., while they may share funds with
        members who have health needs, they are not legally required to do so. Further, the HCSMs do
        not have to comply with state or federal insurance regulations and consumer protections.

        According to the Department of Financial Services,27 plans offered by the HCSM are not subject
        to federal and state mandated benefits and there is no guaranty fund if a company ceases
        operation. There is little oversight of the organizations since no state or federal agency has
        regulatory authority unless the organization is determined to be operating illegally in a state.
        There is a history of illicit organizations claiming they are exempt from state laws based on a
        health care sharing ministry exemption. Several of these organizations have ceased to operate
        over the past several years and left individuals throughout the United States with unpaid medical
        bills.

        Nonprofit Agricultural Organizations that Offer Medical Benefit Plans Exempted from
        Insurance Regulation in Other States

        The American Farm Bureau Federation is a national organization that was established in 1919 to
        advocate for the interests of farmers, ranchers, and other persons associated with agriculture.
        There are state farm bureau offices in all 50 states and in Puerto Rico.28 Membership in a local
        farm bureau is open to anyone who pays the membership fee. Each state farm bureau provides
        member benefits, which may include offering health care benefits to its members.29

        Several states have exempted nonprofit agricultural organizations or cooperatives, which offer
        and sell medical benefit plans, from state insurance regulations and consumer protections. State
        Farm Bureaus offer medical benefit plans in several states30 an alternative to health insurance
        coverage that aims to offer lower costs for individual benefits to members and their families,
        self-employed farmers, and others.31 The Farm Bureau Health Plans in Tennessee, a member
        service company of the Tennessee Farm Bureau Federation, has been offering medical benefit


26
   National Association of Insurance Commissioners, What you should know about health care sharing ministries, discount
plans, and risk sharing plans, (Dec. 13, 2023), https://content.naic.org/article/what-you-should-know-about-health-care-
sharing-ministries-discount-plans-and-risk-sharing-plans (last visited Feb. 25, 2025).
27
   Department of Financial Services, Legislative Bill Analysis of SB 480, as filed (Feb. 14, 2025).
28
   American Farm Bureau Federation, Who we are, https://www.fb.org/about/who-we-are (last visited Feb. 24, 2025).
29
   Congressional Research Service, Applicability of Federal Requirements to Selected Coverage Arrangements: An Overview
(Nov. 13, 2019), https://crsreports.congress.gov/product/pdf/IF/IF11359/3 (last visited Feb. 24, 2025).
30
   Arkansas (2023 SB 324), Indiana (IN Code s. 27-1-2.2-4), Iowa (IA s. 505.20), Kansas (KS Stat s.40-2222), Nebraska (NE
Code s. 44-7,119), North Dakota (2023 SB 2349), South Dakota (2021 SB 87), Tennessee (TN Code s. 56-2-121), Texas (TX
Ins Code s. 1682.005).
31
   Insurance Newsnet, Farm bureau launches new health plan that is everything but 'insurance' (Oct. 12, 2024),
 https://insurancenewsnet.com/oarticle/farm-bureau-launches-new-health-plan-that-is-everything-but-insurance (last visited
Feb. 24, 2025).
BILL: CS/SB 480                                                                                                     Page 6

        plans since 1947 and currently provides medical benefit plans for more than 200,000 residents.32
        The vast majority of farmers and farm workers who lack health insurance coverage have incomes
        below 400 percent of the federal poverty level, which is the income cut-off for federal subsidies
        on policies offered on the Health Insurance Marketplace33 that help pay for premiums in the
        individual health insurance market.34 In addition to individual and family plans, Medicare, dental
        and vision, and small employer medical benefit plans are offered to members.35

        In regard to pre-existing condition waiting periods, benefits will not be provided until a member
        has completed a waiting period of at least six months for all contracts and nine months for
        maternity on family contracts.36 These plans require medical underwriting,37 which may affect
        eligibility and rates.38 The plans are not compliant with PPACA, which means they can
        medically underwrite covered individuals, impose waiting periods for preexisting conditions, and
        are not required to provide essential health benefits, etc. These plans are only available to Farm
        Bureau members, though an individual does not necessarily need to be affiliated with the
        agricultural industry to become a member.9

        In 2017, Minnesota39 enacted legislation that allows for the formation of agricultural
        cooperatives to operate self-funded health plans. Plan membership is restricted to farmers or
        other people in the agriculture industry.40 The plans accept all who apply but are underwritten
        such that people with prior health conditions can be charged higher premiums.41


III.    Effect of Proposed Changes:

        Section 1 creates s. 624.4032, F.S., relating to nonprofit agricultural organization medical benefit
        plans, to authorize nonprofit agricultural organizations to offer health benefit options to their


32
   Farm Bureau Health Plans Tennessee, Why Choose Farm Bureau Health Plans? | Farm Bureau Health Plans (last visited
Feb. 27, 2025).
33 HealthCare.gov, Welcome to the Health Insurance Marketplace, Welcome to the Health Insurance Marketplace® |
HealthCare.gov (last visited Feb. 25, 2025). The website provides individuals with access to obtaining PPACA-compliant
health insurance coverage during open enrollment and special enrollment periods. Individuals may qualify for subsidies or
Medicaid, contingent on their income.
34
   Center on Budget and Policy Priorities, Expanding Skimpy Health Plans Is the Wrong Solution for Uninsured Farmers and
Farm Workers (Jul. 17, 2018),
https://www.cbpp.org/research/health/expanding-skimpy-health-plans-is-the-wrong-solution-for-uninsured-farmers-and-farm
(last visited Feb. 25, 2025)
35
   Farm Bureau Health Plans Tennessee, Frequently Asked Questions | Farm Bureau Health Plans (last visited Feb. 25, 2025).
36
   Farm Bureau Health Plans Tennessee, Individual and Family Plans | Core Choice | Farm Bureau Health Plans (last visited
Feb. 25, 2025).
37
   Medical underwriting is a process used by insurers to determine the health status of an applicant for insurance coverage,
and to determine whether to offer an applicant coverage, at what price, and with what exclusions or limits. See
https://www.healthcare.gov/glossary/medical-underwriting/ (last visited Feb. 26, 2025).
38
   Farm Bureau Health Plans Tennessee, Home (last visited Jan. 25, 2025).
39
   State Health Access Data Assistance Center, Alternatives to ACA Compliant Plans in the Individual Market (Nov. 15,
2019), https://www.shadac.org/news/alternatives-aca-compliant-plans-individual-market (last visited Feb. 25, 2025).
40
   The Minnesota Star Tribune, Farmer cooperative health plans may rattle individual market in Minnesota (Nov. 14, 2017),
https://www.startribune.com/farmer-cooperative-health-plans-may-rattle-individual-market-in-minnesota/457321193 (last
visited Feb. 25, 2025).
41
   Id.
BILL: CS/SB 480                                                                                        Page 7

           members. The term “nonprofit agricultural organization” means an organization that meets the
           following criteria:
           • Is domiciled in Florida.
           • Is exempt from federal income tax under s. 501(c)(3) of the Internal Revenue Code.
           • Was created primarily to promote programs for the development of rural communities and
               the economic stability and sustainability of farmers in Florida.
           • Exists to serve its members beyond only offering health coverage.
           • Collects annual dues from its members.
           • Was in existence before 1945.
           • Is composed of members who, collectively, are residents of the majority of counties in this
               state.

           Further, a nonprofit agricultural association:
           • May offer medical benefit plans to its members. Such plans are not insurance for purposes of
              the Florida Insurance Code.
           • Must provide a written disclaimer on or accompanying all applications and marketing
              materials for a medical benefit plan, regardless of whether such applications and marketing
              materials are distributed by or on behalf of the nonprofit agricultural organization. The
              disclaimer must read substantially in the following form:

                   “Notice: This medical benefit plan is not a health insurance policy or health maintenance
                   organization contract and is not subject to the regulatory requirements and consumer
                   protections that apply to health insurance policies or health maintenance organization
                   contracts under the Florida Insurance Code. The nonprofit agricultural organization
                   offering this medical benefit plan is not an authorized insurer or authorized health
                   maintenance organization in Florida and the nonprofit agricultural organization is not
                   subject to the regulatory requirements or consumer protections of the Florida Insurance
                   Code.”

           •   May not market or sell health benefit plans through agents licensed by the department.42
           •   Must conduct an annual financial audit that is performed by an independent certified public
               accountant and make a copy of the audit publicly available upon request or post it online on
               the organization’s website.

           Because such medical benefit plans are not insurance, various state statutes relating to regulation
           of forms and rates, financial regulations, availability of a guaranty funds in the event of an
           insolvency and other consumer protections, and mandated benefits will not apply to nonprofit
           agricultural organization plans.

           Section 2 provides this act takes effect July 1, 2025.




42
     The term “department” means the Department of Financial Services.
BILL: CS/SB 480                                                                                    Page 8

IV.    Constitutional Issues:

       A.      Municipality/County Mandates Restrictions:

               None.

       B.      Public Records/Open Meetings Issues:

               None.

       C.      Trust Funds Restrictions:

               None.

       D.      State Tax or Fee Increases:

               None.

       E.      Other Constitutional Issues:

               None.

 V.    Fiscal Impact Statement:

       A.      Tax/Fee Issues:

               None.

       B.      Private Sector Impact:

               Individuals, families, or small businesses who are ineligible for subsidies through the
               Health Insurance Marketplace may be able to obtain a lower cost alternative to health
               insurance through plans offered by nonprofit agricultural organizations.

               If the nonprofit agricultural organization is unable to pay claims or becomes insolvent,
               there is no state guaranty fund to pay claims.

       C.      Government Sector Impact:

               Insurance premium tax revenues may be reduced to the extent that purchasers of health
               plans shift their business from health insurance to the exempt health plans proposed by
               the bill.

VI.    Technical Deficiencies:

       None.

VII.   Related Issues:

       None.
 BILL: CS/SB 480                                                                                                                      Page 9

VIII.   Statutes Affected:

        This bill creates section 624.4032 of the Florida Statutes

 IX.    Additional Information:

        A.       Committee Substitute – Statement of Substantial Changes:
                 (Summarizing differences between the Committee Substitute and the prior version of the bill.)

                 CS by Banking and Insurance on Mar. 10, 2025:
                 The CS:
                    • Revises and transfers the provisions of the bill from newly created Part II of ch.
                       632, F.S., to newly created s. 624.4032, F.S.
                    • Replaces the term, “health coverage,” a health insurance related term, with the
                       term, “medical benefit plans.”
                    • Authorizes nonprofit agricultural organizations to offer health benefit plans to
                       their members, and specifies such coverage is not insurance for purposes of the
                       Florida Insurance Code.
                    • Requires a nonprofit agricultural organization to provide a written disclaimer on
                       or accompanying all applications and marketing materials for a medical benefit
                       plan.
                    • Provides that a nonprofit agricultural organization may not market or sell health
                       benefit plans through agents licensed by the department.
                    • Requires a nonprofit agricultural organization to conduct an annual financial audit
                       that is performed by an independent certified public accountant and make a copy
                       publicly available upon request or post it online on the organization’s website.

        B.       Amendments:

                 None.

         This Senate Bill Analysis does not reflect the intent or official position of the bill’s introducer or the Florida Senate.
      Florida Senate - 2025                                  CS for SB 480         Florida Senate - 2025                                  CS for SB 480



      By the Committee on Banking and Insurance; and Senator DiCeglie




      597-02250-25                                               2025480c1         597-02250-25                                               2025480c1
1                             A bill to be entitled                          30         (a) Is domiciled in this state.
2          An act relating to nonprofit agricultural organization            31         (b) Is exempt from federal income tax under s. 501(c)(3) of
3          medical benefit plans; creating s. 624.4032, F.S.;                32    the Internal Revenue Code.
4          providing legislative purpose; defining the term                  33         (c) Was created primarily to promote programs for the
5          “nonprofit agricultural organization”; authorizing                34    development of rural communities and the economic stability and
6          nonprofit agricultural organizations to provide                   35    sustainability of farmers in this state.
7          medical benefit plans; specifying that such plans are             36         (d) Exists to serve its members beyond only offering
8          not insurance for purposes of the Florida Insurance               37    medical expense plans.
9          Code; requiring a specified disclosure; providing                 38         (e) Collects annual dues from its members.
10         requirements for the disclosure; prohibiting the                  39         (f) Was in existence before 1945.
11         nonprofit agricultural organization from marketing or             40         (g) Is composed of members who, collectively, are residents
12         selling a medical benefit plan through specified                  41    of the majority of counties in this state.
13         agents; requiring the nonprofit agricultural                      42         (3) A nonprofit agricultural organization:
14         organization to conduct an annual financial audit and             43         (a) May offer medical benefit plans to its members. Such
15         make such audit publicly available; providing an                  44    plans are not insurance for purposes of the Florida Insurance
16         effective date.                                                   45    Code.
17                                                                           46         (b) Shall provide a written disclaimer on or accompanying
18    Be It Enacted by the Legislature of the State of Florida:              47    all applications and marketing materials for a medical benefit
19                                                                           48    plan, regardless of whether such applications and marketing
20         Section 1.   Section 624.4032, Florida Statutes, is created       49    materials are distributed by or on behalf of the nonprofit
21    to read:                                                               50    agricultural organization. The disclaimer must be in contrasting
22         624.4032 Nonprofit agricultural organization medical              51    color and at least 12-point type. The disclaimer must read in
23    benefit plans.—                                                        52    substantially the following form:
24         (1) The purpose of this section is to authorize nonprofit         53
25    agricultural organizations to offer medical benefit plans to           54         Notice: This medical benefit plan is not a health
26    their members.                                                         55         insurance policy or health maintenance organization
27         (2) For purposes of this section, the term “nonprofit             56         contract and is not subject to the regulatory
28    agricultural organization” means an organization that meets all        57         requirements and consumer protections that apply to
29    of the following criteria:                                             58         health insurance policies or health maintenance

                                   Page 1 of 3                                                                  Page 2 of 3
     CODING: Words stricken are deletions; words underlined are additions.        CODING: Words stricken are deletions; words underlined are additions.
      Florida Senate - 2025                                 CS for SB 480




      597-02250-25                                              2025480c1
59         organization contracts under the Florida Insurance
60         Code. The nonprofit agricultural organization offering
61         this medical benefit plan is not an authorized insurer
62         or authorized health maintenance organization in
63         Florida and the nonprofit agricultural organization is
64         not subject to the regulatory requirements or consumer
65         protections of the Florida Insurance Code.
66
67         (c) May not market or sell medical benefit plans through
68    agents licensed by the department.
69         (d) Must conduct an annual financial audit that is
70    performed by an independent certified public accountant in
71    accordance with generally accepted accounting principles and
72    make it publicly available either by providing a copy upon
73    request or posting it on the nonprofit agricultural
74    organization’s website.
75         Section 2.   This act shall take effect July 1, 2025.




                                  Page 3 of 3
     CODING: Words stricken are deletions; words underlined are additions.
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                                                      The Florida Senate
                  BILL ANALYSIS AND FISCAL IMPACT STATEMENT
              (This document is based on the provisions contained in the legislation as of the latest date listed below.)

                  Prepared By: The Professional Staff of the Committee on Commerce and Tourism

BILL:           CS/SB 922
INTRODUCER:     Commerce and Tourism Committee and Senator Leek
SUBJECT:        Employment Agreements
DATE:           March 18, 2025                  REVISED:


         ANALYST                      STAFF DIRECTOR                 REFERENCE                                 ACTION
1. McMillan                         McKay                                 CM              Fav/CS
2.                                                                        JU
3.                                                                        RC



                    Please see Section IX. for Additional Information:
                                    COMMITTEE SUBSTITUTE - Technical Changes




  I.    Summary:

        CS/SB 922 creates the “Florida Trade Secret Protection Act, which establishes the framework
        and use of covered garden leave agreements and covered noncompete agreements between a
        covered employer and a covered employee.

        The bill defines “covered garden leave agreement” as a written agreement between a covered
        employee and covered employer in which:
        • The parties agree to up to, but no more than, 4 years of advance, express notice before
           terminating the employment or contractor relationship;
        • The covered employee agrees not to resign before the end of the notice period; and
        • The covered employer agrees to retain the covered employee for the duration of the notice
           period and to continue providing the same salary and benefits that the employee was
           receiving in the last month before commencement of the notice period.

        The bill takes effect July 1, 2025.

 II.    Present Situation:

        Federal Antitrust Laws

        In 1890, Congress passed the first antitrust law, the Sherman Act, as a comprehensive charter of
        economic liberty aimed at preserving free and unfettered competition as the rule of trade.
BILL: CS/SB 922                                                                                                   Page 2

        Congress subsequently passed two additional antitrust laws in 1914: the Federal Trade
        Commission Act, which created the Federal Trade Commission (FTC), and the Clayton Act.
        Currently, these are the three core federal antitrust laws.1

        The Sherman Act
        The Sherman Act outlaws every contract, combination, or conspiracy in restraint of trade, and
        any monopolization, attempted monopolization, or conspiracy or combination to monopolize.
        The Sherman Act does not prohibit every restraint of trade – only those that are unreasonable.
        For example, an agreement between two individuals to form a partnership may restrain trade, but
        may not do so unreasonably, and thus may be lawful under the antitrust laws. In contrast, certain
        acts are considered “per se” violations of the Sherman Act because they are harmful to
        competition. These include plain arrangements among competing individuals or businesses to fix
        prices, divide markets, or rig bids.2

        The penalties for violating the Sherman Act can be severe. Although most enforcement actions
        are civil, the Sherman Act is also a criminal law, and individuals and businesses that violate it
        may be prosecuted by the U.S. Department of Justice. Criminal prosecutions are typically limited
        to intentional and clear violations. The Sherman Act imposes criminal penalties of up to $10
        million for a corporation and $350,000 for an individual, along with up to 3 years in prison.3
        Under some circumstances, the maximum fines can be higher.4

        The Federal Trade Commission Act
        The Federal Trade Commission Act prohibits unfair methods of competition and unfair or
        deceptive acts or practices.5 The U.S. Supreme Court has ruled that all violations of the Sherman
        Act also violate the FTC Act. Therefore, the FTC can bring cases under the FTC Act against the
        same kinds of activities that violate the Sherman Act. The FTC Act also reaches other practices
        that harm competition but may not fit neatly into categories of conduct formally prohibited by
        the Sherman Act. Only the FTC may bring cases under the FTC Act.6

        The Clayton Act
        The Clayton Act addresses specific practices that the Sherman Act does not clearly prohibit, such
        as mergers and interlocking directorates.7 It also bans mergers and acquisitions where the effect
        may substantially lessen competition or create a monopoly. As amended by the Robinson-
        Patman Act of 1936, the Clayton Act also prohibits certain discriminatory prices, services, and
        allowances in dealings between merchants. The Clayton Act was amended again in 1976 by the

1
  See The Antitrust Laws, Federal Trade Commission, available at https://www.ftc.gov/tips-advice/competition-
guidance/guide-antitrust-laws/antitrust-laws (last visited Mar. 18, 2025).
2
  Id.
3
  Antitrust Enforcement and the Consumer, U.S. Department of Justice, available at
https://www.govinfo.gov/content/pkg/GOVPUB-J-PURL-LPS16084/pdf/GOVPUB-J-PURL-LPS16084.pdf (last visited
Mar. 18, 2025). See also 15 U.S.C.A. § 2
4
  Id.
5
  15 U.S.C. §§ 41-58.
6
  The Antitrust Laws, Federal Trade Commission, available at https://www.ftc.gov/tips-advice/competition-guidance/guide-
antitrust-laws/antitrust-laws (last visited Mar. 18, 2025).
7
  “Interlocking directorates” means the same person making business decisions for competing companies. See also Id.
BILL: CS/SB 922                                                                                                      Page 3

        Hart-Scott-Rodino Antitrust Improvements Act to require companies planning large mergers or
        acquisitions to notify the government of their plans in advance. Additionally, private parties are
        authorized to sue for triple damages when they have been harmed by conduct that violates either
        the Sherman or Clayton Act and to obtain a court order prohibiting the anticompetitive practice
        prospectively.8

        Florida Antitrust Laws

        Florida law also provides protections against anticompetitive practices. Chapter 542, F.S., the
        Florida Antitrust Act of 1980, intended to complement the body of federal law prohibiting
        restraints of trade or commerce in order to foster effective competition.9 It outlaws every
        contract, combination, or conspiracy in restraint of trade or commerce in Florida10 and any
        person from monopolizing or attempting or conspiring to monopolize any part of trade.11

        Contracts in Restraint of Trade or Commerce
        Generally, a contract in restraint of trade or commerce in Florida is unlawful.12 However, non-
        competition restrictive covenants13 contained in employment agreements that are reasonable in
        time, area, and line of business, are not prohibited.14 In any action concerning enforcement of a
        restrictive covenant, a court may not enforce a restrictive covenant unless it is set forth in a
        writing signed by the person against whom enforcement is sought, and the person seeking
        enforcement of a restrictive covenant must prove the existence of one or more legitimate
        business interests justifying the restrictive covenant.15 The term “legitimate business interest”
        includes, but is not limited to:
        • Trade secrets;16
        • Valuable confidential business or professional information that does not otherwise qualify as
            trade secrets;
        • Substantial relationships with specific prospective or existing customers, patients, or clients;
        • Customer, patient, or client goodwill associated with:
            o An ongoing business or professional practice, by way of trade name, trademark, service
                 mark, or “trade dress;”
            o A specific geographic location; or
            o A specific marketing or trade area; or
        • Extraordinary or specialized training.17

8
  Id.
9
  Section 542.16, F.S.
10
   Section 542.18, F.S.
11
   Section 542.19, F.S.
12
   Section 542.18, F.S.
13
   Section 542.335, F.S. employs the term “restrictive covenants” and includes all contractual restrictions such as
noncompetition/nonsolicitation agreements, confidentiality agreements, exclusive dealing agreements, and all other
contractual restraints of trade. See Henao v. Prof'l Shoe Repair, Inc., 929 So.2d 723, 726 (Fla. 5th DCA 2006).
14
   Section 542.335(1), F.S.
15
   Id.
16
   Section 688.002(4), F.S., defines a “trade secret” as information, including a formula, pattern, compilation, program,
device, method, technique, or process that derives independent economic value, actual or potential, from not being generally
known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its
disclosure or use; and is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.
17
   Section 542.335(1)(b), F.S.
BILL: CS/SB 922                                                                                                      Page 4

        Any restrictive covenant not supported by a legitimate business interest is unlawful and is void
        and unenforceable.18 A person seeking enforcement of a restrictive covenant must prove that the
        contractually specified restraint is reasonably necessary to protect the legitimate business interest
        or interests justifying the restriction.19

        Trade Secrets

        Section 812.081, F.S., defines a “trade secret” as the whole or any portion or phase of any
        formula, pattern, device, combination of devices, or compilation of information which is for use,
        or is used, in the operation of a business and which provides the business an advantage, or an
        opportunity to obtain an advantage, over those who do not know or use it. The term includes any
        scientific, technical, or commercial information, including financial information, and includes
        any design, process, procedure, list of suppliers, list of customers, business code, or
        improvement thereof, whether tangible or intangible, and regardless of whether or how it is
        stored, compiled, or memorialized physically, electronically, graphically, photographically, or in
        writing. Irrespective of novelty, invention, patentability, the state of the prior art, and the level of
        skill in the business, art, or field to which the subject matter pertains, a trade secret is considered
        to be:
        • Secret;
        • Of value;
        • For use or in use by the business; and
        • Of advantage to the business, or providing an opportunity to obtain an advantage, over those
            who do not know or use it.20

        Penalties
        Florida law criminalizes the disclosure or theft of trade secrets. For example:
        • Section 815.04, F.S., makes it a third degree felony21 for a person to willfully, knowingly,
            and without authorization disclose or take data, programs, or supporting documentation that
            are trade secrets that reside or exist internal or external to a computer, computer system,
            computer network, or electronic device.22
        • Section 812.081(2), F.S., makes it a third degree felony for a person to willfully and without
            authorization, obtain or use, or endeavor to obtain or use, a trade secret with the intent to
            either temporarily or permanently:
            o Deprive or withhold from the trade secret’s owner the control or benefit of a trade secret;
                or
            o Appropriate a trade secret to his or her own use or to the use of another person not
                entitled to the trade secret.




18
   Id.
19
   Section 542.335(1)(c), F.S.
20
   Section 812.081(1)(f), F.S.
21
   A third degree felony is punishable by up to 5 years imprisonment and a $5,000 fine. See ss. 775.082 and 775.083, F.S.
22
   The offense is a second degree felony if committed for the purpose of devising or executing any scheme or artifice to
defraud or to obtain property.
BILL: CS/SB 922                                                                                                            Page 5

         •    Section 812.081(3), F.S., makes it a second degree felony23 for a person who traffics in, or
              endeavors to traffic in, a trade secret that he or she knows or should know was obtained or
              used without authorization.

         Restrictive Covenants in Florida Health Care
         Under s. 542.336, F.S., a restrictive covenant entered into with a physician who practices a
         medical specialty in a county where one entity employs or contracts with all physicians who
         practice that specialty in that county, is not supported by a legitimate business interest and is
         void and unenforceable.24 The restrictive covenant remains void and unenforceable until three
         years after the date on which a second entity that employs or contracts with one or more
         physicians who practice that specialty begins serving patients in that county.25
         In 21st Century Oncology, Inc., the plaintiff sought a preliminary injunction to enjoin the
         application and enforcement of s. 542.336, F.S. In August of 2019, the U.S. District Court for the
         Northern District of Florida denied the injunction. While s. 542.336, F.S., was found to impair
         the plaintiff's employment contracts within the meaning of the Contracts Clause, the court held
         that the degree of impairment did not outweigh the statute’s significant, legitimate public
         purpose.26

         Federal Trade Commission Rule

         In September of 2024, the FTC’s rule27 against noncompete agreements was set to take effect to
         promote competition by banning noncompete agreements nationwide.28 Under the rule, existing
         noncompete agreements29 for most workers would no longer be enforceable.30 Existing

23
   A second degree felony is punishable by up to 15 years imprisonment and a $10,000 fine. See ss. 775.082 and 775.083,
F.S.
24
   Section 542.336, F.S.
25
   Id.
26
   The ostensible public purpose of section 542.336 is to reduce healthcare costs and improve patients' access to physicians.
See s. 542.336, F.S.; ECF No. 64 at 8 (Attorney General's post-hearing brief, stating “section 542.336 explicitly sets forth its
own rational basis in declaring that the restrictive covenants addressed by it are not supported by a legitimate business
interest, restrict patient access to physicians, and increase costs”). It is well settled that access to affordable healthcare is a
legitimate state interest.” See also 21st Century Oncology, Inc. v. Moody, 402 F. Supp. 3d 1351, 1359 (N.D. Fla. 2019).
“Allopathy” is a system of medical practice that emphasizes diagnosing and treating disease and the use of conventional,
evidence-based therapeutic measures (such as drugs or surgery). See also Merriam-Webster Dictionary, “allopathy,”
available at https://www.merriam-webster.com/dictionary/allopathy (last visited Mar. 18, 2025). “Osteopathy” is a system of
medical practice that emphasizes a holistic and comprehensive approach to patient care and utilizes the manipulation of
musculoskeletal tissues along with therapeutic measures to prevent or treat disease. See also Merriam-Webster Dictionary,
“osteopathy,” available at https://www.merriam-webster.com/dictionary/osteopathy (last visited Mar. 18, 2025).
27
   16 C.F.R. § 910.1-6
28
   FTC Announces Rule Banning Noncompetes, The Federal Trade Commission, available at https://www.ftc.gov/news-
events/news/press-releases/2024/04/ftc-announces-rule-banning-noncompetes (last visited Mar. 18, 2025).
29
   The rule defines “noncompete clause” as one that prevents the worker from seeking or accepting new employment “after
the conclusion” of the current employment. Thus, under the rule “garden leave agreements” may or may not be prohibited
depending on how they are structured. For instance, a garden leave agreement where the employee remains employed but is
not allowed to access the business during the garden leave period should be permissible. See id.
30
   Id. The following are exceptions listed under the rule: (1) noncompete agreements that are entered into by a person
pursuant to a bona fide sale of a business entity, of the person’s ownership interest in a business entity, or of all or
substantially all of a business entity’s operating assets; (2) noncompete agreements where a cause of action related to a
noncompete clause accrued prior to the effective date of the rule; and (3) where a person has a good faith basis to believe that
the rule is inapplicable. See 16 C.F.R. § 910.1-6.
BILL: CS/SB 922                                                                                                        Page 6

         noncompete agreements for senior executives31 would remain in force, however, new
         noncompete agreements, even if they involve senior executives would be banned.32 Additionally,
         the rule requires employers to provide notice to workers other than senior executives who are
         bound by an existing noncompete agreement that they will not be enforceable.33 Ultimately, the
         rule determined that it is an unfair method of competition for employers to enter into
         noncompete agreements with workers, and therefore noncompete agreements are a violation of
         Section 5 of the FTC Act.34

         On July 23, 2024, the U.S. District Court for the Eastern District of Pennsylvania issued a
         decision, which held that the FTC had the authority to issue its rule banning most employment
         based noncompete agreements.35

         On August 14, 2024, the U.S. District Court for the Middle District of Florida entered a limited
         injunction prohibiting the FTC from enforcing the FTC’s noncompete rule. The court used the
         “major questions doctrine” to argue that the FTC did not have a valid grant of congressional
         authority to enact the rule.36

         On August 20, 2024, the U.S. District Court for the Northern District of Texas granted summary
         judgement to the plaintiffs in Ryan, LLC v. FTC, which sets aside the FTC’s noncompete clause
         rule.37 The court found that the FTC has no authority to promulgate substantive rules regarding
         unfair competition, and the rule is invalid because it is arbitrary and capricious.38

III.     Effect of Proposed Changes:

         Section 1 of the bill creates Part I of ch. 542, F.S., consisting of ss. 542.15-542.36, F.S., entitled
         “The Florida Antitrust Act of 1980.”

         The Florida Trade Secret Protection Act

         Section 2 of the bill creates Part II of ch. 542, F.S., consisting of ss. 542.41-542.25, F.S., entitled
         “The Florida Trade Secret Protection Act.”



31
   The FTC defines “senior executive” as someone who earns at least $151,164 per year and has “policy making” authority.
“Policy making” authority means a role that involves making decisions that significantly impact business.
32
   Id. The final rule defines “senior executives” as workers earning more than $151,164 annually and who are in policy-
making positions. See id. See also 16 C.F.R. § 910.1-6.
33
   Id.
34
   Id. The FTC found that employers have several alternatives to noncompete agreements that still enable them to protect
their investments without having to enforce a noncompete agreement. For instance, trade secret laws and non-disclosure
agreements both provide employers with means to protect proprietary and other sensitive information. See id.
35
   ATS Tree Services, LLC. v. Federal Trade Commission, WL 3511630 (E.D. Pa. 2024). The court found that the FTC has
broad authority to regulate “unfair methods of competition” under the FTC Act. See also 15 U.S.C. §§ 41-58.
36
   Properties of the Villages, Inc. v. Federal Trade Commission, WL 3870380 (M.D. Fla. 2024). The “major questions
doctrine” requires administrative agencies issuing rules of extraordinary economic and political significance to point to clear
and unambiguous congressional intent to confer such power on the agency.
37
   Ryan, LLC v. Federal Trade Commission, 746 F.Supp.3d 369 (N.D. Tex. 2024). This is a nation wide injunction. The FTC
is
38
   Id.
BILL: CS/SB 922                                                                                                        Page 7

         The bill establishes that the Legislature finds a proper and legitimate state interest is served by
         enforcing strong legal protections in contracts between employers and contracted personnel
         which encourage optimal levels of information sharing and training and development. The
         Legislature further finds that alternative means of protecting confidential information and client,
         relationships, such as nondisclosure agreements, fixed-duration term contracts, and
         nonsolicitation clauses in employment contracts, are inadequate to protect against the significant
         global risks faced by companies in Florida. Additionally, the Legislature finds that predictability
         in the enforcement of contracts described in Part II of ch. 542, F.S., encourages investment in
         Florida. Therefore, the Legislature determines and declares that Part II of ch. 542, F.S., fulfills an
         important state interest.

         Definitions

         The bill creates the following definitions:
         • “Annual mean wage of employees in Florida” or “annual mean wage” means the most recent
            annual mean wage as calculated by the United States Department of Labor Bureau of Labor
            Statistics, or its successor calculation, for all occupations in Florida.39
         • “Benefit” means access to health insurance, life insurance, or disability insurance that is the
            same as or similar to the insurance that a covered employee had access to and at the same
            cost to that employee during the month before the commencement of his or her notice period.
         • “Covered employee” means an employee or individual contractor who earns or is reasonably
            expected to earn a salary greater than twice the annual mean wage, or who has access to his
            or her employer’s or client’s confidential information or customer relationships. A court must
            presume that an employee or individual contractor has access to confidential information or
            customer relationships if the employee or individual contractor acknowledges the access or
            receipt of such access in writing. The term does not include a person classified as a medical
            professional40 as defined in s. 1006.0626, F.S.
         • “Covered employer” means an entity or individual who employs or engages a covered
            employee.
         • “Covered garden leave agreement” means a written agreement, or part of a written
            agreement, between a covered employee and covered employer in which:
            o The covered employee and covered employer agree to up to, but no more than, 4 years of
                 advance, express notice before terminating the employment or contractor relationship;
            o The covered employee agrees not to resign before the end of such notice period; and
            o The covered employer agrees to retain the covered employee for the duration of such
                 notice period and to continue paying the covered employee the same salary and providing
                 the same benefits that the covered employee received from the covered employer in the
                 last month before the commencement of the notice period.41


39
   According to the United States Department of Labor Bureau of Labor Statistics, the most recent annual mean wage for all
occupations in Florida is $60,210. Occupational Employment and Wage Statistics, U.S. Bureau of Labor Statistics, available
at https://www.bls.gov/oes/current/oes_fl.htm#00-0000 (last visited Mar. 18, 2025).
40
   Section 1006.0626, F.S., defines “medical professional” as a physician licensed under chapter 458 or chapter 459, F.S., a
physician assistant licensed under chapter 458 or chapter 459, F.S., or an advanced practice registered nurse licensed under
s. 464.012, F.S, who provides epilepsy or seizure disorder care.
41
   The bill provides that the covered employer is not obligated to provide discretionary incentive compensation or benefits or
have the covered employee continue performing any work during the notice period.
BILL: CS/SB 922                                                                                                           Page 8

         •   “Covered noncompete agreement” means a written agreement, or a portion of a written
             agreement, between a covered employee and a covered employer in which, for a period not
             to exceed 4 years and within a specified geographic area, which may be global in scope, the
             covered employee agrees not to assume a role with or for another business, entity, or
             individual:
             o In which the covered employee would provide services similar to the services provided to
                 the covered employer during the 3 years preceding the noncompete period; or
             o In which it is reasonably likely the covered employee would use the confidential
                 information or customer relationships of the covered employer.
         •   “Noncompete period” means the time from the covered employee’s termination of
             employment through the end of the agreed-upon postemployment period of noncompetition
             as set forth in the covered noncompete agreement.
         •   “Notice period” means the date from the covered employee’s or covered employer’s written
             notice of intent to terminate the covered employee’s employment through the date of
             termination as set forth in a covered garden leave agreement.
         •   “Primary place of work” means the location where the covered employee spends more work
             time than any other single workplace.
         •   “Salary” means the base compensation, calculated on an annualized basis, which a covered
             employer pays a covered employee, including a base wage, a salary, a professional fee, or
             other compensation for personal services, and the fair market value of any benefit other than
             cash. Salary does not include health care benefits, severance pay, retirement benefits,
             expense reimbursement, distribution of earnings and profits not included as compensation for
             personal services, discretionary incentives or awards, or anticipated but indeterminable
             compensation, including tips, bonuses, or commissions.

         Applicability

         This section of the bill applies to a covered garden leave agreement or a covered noncompete
         agreement with a covered employee42 who maintains a primary place of work in Florida, as well
         as to a covered employee who is subject to a covered garden leave agreement or a covered
         noncompete agreement with a covered employer that has a significant nexus with Florida.43 If
         any provision of ss. 542.44 or 542.45, F.S., are in conflict with any other law, the provisions of
         ss. 542.44 or 542.45, F.S., must govern.




42
   A “covered employee” means an employee or individual contractor who earns or is reasonably expected to earn a salary
greater than twice the annual mean wage, or who has access to his or her employer’s or client’s confidential information or
customer relationships. A court must presume that an employee or individual contractor has access to confidential
information or customer relationships if the employee or individual contractor acknowledges the access or receipt of such
access in writing.
43
   “Significant nexus” with Florida includes: (1) Having employees, agents, or independent contractors conducting sales or
other business activities in Florida; (2) Maintaining an office or other place of business in Florida; (3) Assembling, installing,
servicing, or repairing products in Florida; (4) Owning, renting, or leasing real property or tangible personal property in
Florida; or (5) Delivering goods to Florida customers using your company-owned leased truck. See Information for Out-of-
State Businesses, The Florida Department of Revenue, available at
https://floridarevenue.com/taxes/businesses/Pages/outstate.aspx#:~:text=Some%20common%20examples%20of%20activitie
s,place%20of%20business%20in%20Florida (last visited March 18, 2025).
BILL: CS/SB 922                                                                                        Page 9

           Garden Leave Agreements
           The bill provides that a covered garden leave agreement does not violate public policy as a
           restraint of trade44 or as an attempt to monopolize trade or commerce45 in Florida, and is fully
           enforceable according to its terms, if the following requirements are met:
           • A covered employee is provided proper notice of the covered garden leave agreement before
               its execution; and
           • The covered garden leave agreement provides that:
               o After the first 90 days of the notice period, the covered employee does not have to
                    provide services to the covered employer;
               o The covered employee may engage in nonwork activities at any time, including during
                    normal business hours, during the remainder of the notice period; and
               o The covered employee may, with the permission of the covered employer wile still
                    employed by the covered employer during the remainder of the notice period.

           Noncompete Agreements
           The bill establishes that a covered noncompete agreement does not violate public policy as a
           restraint of trade, or as an attempt to monopolize trade or commerce in Florida, and is fully
           enforceable according to its terms, provided that:
           • A covered employee is provided proper notice of the covered noncompete agreement before
               its execution; and
           • A covered noncompete agreement provides that the noncompete period is reduced day-for-
               day by any nonworking portion of the notice period, pursuant to a covered garden leave
               agreement between the covered employee and the covered employer, if applicable.

           Notice

           Both Garden Leave Agreements and Noncompete Agreements
           The bill requires proper notice of a covered garden leave agreement or a covered noncompete
           agreement in the following circumstances:
           • For a prospective covered employee, at least 7 days before a prospective covered employee’s
               offer of employment expires; or
           • For a current covered employee, at least 7 days before an offer to enter into a covered garden
               leave agreement expires.

           In either case, a prospective or current covered employee is required to acknowledge in writing
           that he or she was expressly advised of the right to seek legal counsel before the execution of the
           covered garden leave agreement or the covered noncompete agreement. However, the covered
           employer may, without breach of the covered garden leave agreement, waive any portion of the
           notice requirement by providing at least 30 days’ advance notice in writing to the covered
           employee.




44
     See s. 542.18, F.S.
45
     See s. 542.19, F.S.
BILL: CS/SB 922                                                                                      Page 10

      Other Agreements

      Both Garden Leave Agreements and Noncompete Agreements
      The bill provides that this section of the bill does not affect or limit the enforceability of any
      other employment agreement or any other agreement.

      Remedies

      Garden Leave Agreements
      Upon application by a covered employer, a court must preliminarily enjoin a covered employee
      from providing services to any business, entity, or individual other than the covered employer
      during the notice period. The court may modify or dissolve the injunction only if the covered
      employee establishes by clear and convincing evidence that:
      • The covered employee will not perform, during the notice period, any work similar to the
          services provided to the covered employer during the 3-year period preceding the
          commencement of the notice period, or use confidential information or customer
          relationships of the covered employer; or
      • The covered employer has failed to pay or provide the salary and benefits provided for in the
          covered garden leave agreement during the notice period and has had a reasonable
          opportunity to cure the failure.

      Noncompete Agreements
      Upon application by a covered employer, a court must preliminarily enjoin a business, an entity,
      or an individual from engaging a covered employee during the covered employee’s noncompete
      period. The court may modify or dissolve the injunction only if the business, entity, or individual
      establishes by clear and convincing evidence, based on public or other nonconfidential
      information, that:
      • The covered employee will not provide any services similar to the services provided to the
          covered employer during the 3-year period preceding the commencement of the noncompete
          period, or use confidential information or customer relationships of the covered employer; or
      • The business or individual seeking to employ or engage the covered employee is not engaged
          in, and is not planning or preparing to engage in, any business activity similar to those
          engaged in by the covered employer during the noncompete period.

      Both Garden Leave Agreements and Noncompete Agreements
      Any information filed with the court which the covered employer deems to be confidential must
      be filed under seal to protect trade secrets or avoid substantial injury.

      The injunctive relief provided is not an exclusive remedy, and a prevailing covered employer is
      entitled to recover all available monetary damages for all available claims.

      In any action to enforce this section, the prevailing party is entitled to reasonable attorney fees
      and costs.
BILL: CS/SB 922                                                                                     Page 11

        If the covered employee engages in gross misconduct against the covered employer, the covered
        employer may reduce the salary or benefits of the covered employee or take other appropriate
        action during the notice period or the noncompete period, which reduction or other action may
        not be considered a breach of the covered garden leave agreement or the covered noncompete
        agreement.

        The bill provides that any action regarding a restrictive covenant that does not meet the
        definition set forth in this bill of a covered garden leave agreement or a covered noncompete
        agreement is governed by s. 542.335, F.S.

        Effective Date

        The bill takes effect July 1, 2025.

IV.     Constitutional Issues:

        A.       Municipality/County Mandates Restrictions:

                 None.

        B.       Public Records/Open Meetings Issues:

                 None.

        C.       Trust Funds Restrictions:

                 None.

        D.       State Tax or Fee Increases:

                 None.

        E.       Other Constitutional Issues:

                 Article VI, Paragraph 2 of the U.S. Constitution, commonly referred to as the Supremacy
                 Clause, establishes that the federal constitution, and federal law generally, take
                 precedence over state laws and constitutions. The Supremacy Clause also prohibits states
                 from interfering with the federal government’s exercise of its constitutional powers and
                 from assuming any functions that are exclusively entrusted to the federal government. It
                 does not, however, allow the federal government to review or veto state laws before they
                 take effect.46

                 As described in the “Present Situation” of this bill analysis, on August 20, 2024, the U.S.
                 District Court for the Northern District of Texas issued an order stopping the FTC from
                 enforcing the noncompete rule. The FTC has appealed the decision.


46
  Supremacy Clause, Cornell Law School, Legal Information Institute, available at
https://www.law.cornell.edu/wex/supremacy_clause (last visited Mar. 18, 2025).
 BILL: CS/SB 922                                                                                                                      Page 12

  V.    Fiscal Impact Statement:

        A.       Tax/Fee Issues:

                 None.

        B.       Private Sector Impact:

                 None.

        C.       Government Sector Impact:

                 None.

 VI.    Technical Deficiencies:

        None.

VII.    Related Issues:

        None.

VIII.   Statutes Affected:

        This bill creates the following sections of the Florida Statutes: 542.41, 542.45, 542.42, 542.43,
        542.44.

 IX.    Additional Information:

        A.       Committee Substitute – Statement of Changes:
                 (Summarizing differences between the Committee Substitute and the prior version of the bill.)

                 CS by Commerce and Tourism on March 17, 2025
                 The committee substitute clarifies that a covered employer is not obligated to provide
                 "discretionary benefits” or have the covered employee continue performing any work
                 during the notice period. The amendment also clarifies that a provision should read
                 "covered garden leave agreement," instead of "covered garden agreement." Lastly, the
                 amendment fixes a drafting error to the title of a subsection in the bill.

                 None.

        B.       Amendments:

                 None.

         This Senate Bill Analysis does not reflect the intent or official position of the bill’s introducer or the Florida Senate.
     Florida Senate - 2025                         COMMITTEE AMENDMENT        Florida Senate - 2025                         COMMITTEE AMENDMENT
     Bill No. SB 922                                                          Bill No. SB 922




                             Ì445784LÎ445784                                                             Ì445784LÎ445784


                             LEGISLATIVE ACTION                          11   not to exceed 4 years and within a specified geographic area,
           Senate                       .                 House          12   which may be global in scope, the covered employee agrees not to
          Comm: RCS                     .                                13   assume a role with or for another business, entity, or
         03/17/2025                     .                                14   individual:
                                        .                                15       (a) In which the covered employee would provide services
                                        .                                16   similar to the services provided to the covered employer during
                                        .                                17   the 3 years preceding the noncompete period; or
                                                                         18       (b) In which it is reasonably likely the covered employee
                                                                         19   would use the confidential information or customer relationships
                                                                         20   of the covered employer.
                                                                         21       (7) “Noncompete period” means the time from the covered
                                                                         22   employee’s termination of employment through the end of the
                                                                         23   agreed-upon postemployment period of noncompetition as set forth
                                                                         24   in the covered noncompete agreement.
                                                                         25       (8) “Notice period” means the date from the covered
     The Committee on Commerce and Tourism (Leek) recommended the        26   employee’s or covered employer’s written notice of intent to
     following:                                                          27   terminate the covered employee’s employment through the date of
                                                                         28   termination as set forth in a covered garden leave agreement.
1        Senate Amendment                                                29       (9) “Primary place of work” means the location where the
2                                                                        30   covered employee spends more work time than any other single
3        Delete lines 126 - 284                                          31   workplace.
4    and insert:                                                         32       (10) “Salary” means the base compensation, calculated on an
5    provide discretionary incentive compensation or discretionary       33   annualized basis, which a covered employer pays a covered
6    benefits or have the covered employee continue performing any       34   employee, including a base wage, a salary, a professional fee,
7    work during the notice period.                                      35   or other compensation for personal services, and the fair market
8        (6) “Covered noncompete agreement” means a written              36   value of any benefit other than cash. Salary does not include
9    agreement, or a portion of a written agreement, between a           37   health care benefits, severance pay, retirement benefits,
10   covered employee and a covered employer in which, for a period      38   expense reimbursement, distribution of earnings and profits not
                                                                         39   included as compensation for personal services, discretionary

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     Bill No. SB 922                                                          Bill No. SB 922




                             Ì445784LÎ445784                                                             Ì445784LÎ445784


40   incentives or awards, or anticipated but indeterminable             69   covered employer, work for another employer while still employed
41   compensation, including tips, bonuses, or commissions.              70   by the covered employer during the remainder of the notice
42       542.44 Covered garden leave agreement.—                         71   period.
43       (1) APPLICABILITY.—This section applies to:                     72       (3) NOTICE; WAIVER OF NOTICE.—
44       (a) A covered garden leave agreement with a covered             73       (a) Proper notice of a covered garden leave agreement
45   employee who maintains a primary place of work in this state,       74   requires:
46   regardless of any applicable choice of law provisions; or           75       1. For a prospective covered employee, at least 7 days
47       (b) A covered employee who is subject to a covered garden       76   before a prospective covered employee’s offer of employment
48   leave agreement with a covered employer with a significant nexus    77   expires.
49   to this state.                                                      78       2. For a current covered employee, at least 7 days before
50                                                                       79   an offer to enter into a covered garden leave agreement expires.
51   If any provision of this section is in conflict with any other      80       (b) A prospective or current covered employee must
52   law, the provisions of this section shall govern.                   81   acknowledge in writing that he or she was expressly advised of
53       (2) RESTRAINT OF TRADE.—A covered garden leave agreement        82   the right to seek legal counsel before the execution of the
54   does not violate public policy as a restraint of trade, as          83   covered garden leave agreement.
55   described in s. 542.18, or an attempt to monopolize trade or        84       (c) The covered employer may, without breach of the covered
56   commerce in this state, as described in s. 542.19, and is fully     85   garden leave agreement, waive any portion of this subsection by
57   enforceable according to its terms, provided that:                  86   providing at least 30 days’ advance notice in writing to the
58       (a) A covered employee is provided proper notice of the         87   covered employee.
59   covered garden leave agreement before its execution, as             88       (4) OTHER AGREEMENTS.—This section does not affect or limit
60   described in subsection (3); and                                    89   the enforceability of any other employment agreement or any
61       (b) The covered garden leave agreement provides that:           90   other agreement.
62       1. After the first 90 days of the notice period, the            91       (5) BREACH OF A COVERED GARDEN LEAVE AGREEMENT; REMEDIES.—
63   covered employee does not have to provide services to the           92       (a) Upon application by a covered employer, a court must
64   covered employer;                                                   93   preliminarily enjoin a covered employee from providing services
65       2. The covered employee may engage in nonwork activities at     94   to any business, entity, or individual other than the covered
66   any time, including during normal business hours, during the        95   employer during the notice period. The court may modify or
67   remainder of the notice period; and                                 96   dissolve the injunction only if the covered employee establishes
68       3. The covered employee may, with the permission of the         97   by clear and convincing evidence that:

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      Bill No. SB 922                                                            Bill No. SB 922




                               Ì445784LÎ445784                                                             Ì445784LÎ445784


98        1. The covered employee will not perform, during the notice      127       (c) The injunctive relief provided under this section is
99    period, any work similar to the services provided to the covered     128   not an exclusive remedy, and a prevailing covered employer is
100   employer during the 3-year period preceding the commencement of      129   entitled to recover all available monetary damages for all
101   the notice period, or use confidential information or customer       130   available claims.
102   relationships of the covered employer; or                            131       (d) In any action to enforce this section, the prevailing
103       2. The covered employer has failed to pay or provide the         132   party is entitled to reasonable attorney fees and costs.
104   salary and benefits provided for in the covered garden leave         133       (e) If the covered employee engages in gross misconduct
105   agreement during the notice period and has had a reasonable          134   against the covered employer, the covered employer may reduce
106   opportunity to cure the failure.                                     135   the salary or benefits of the covered employee or take other
107       (b) Upon application by a covered employer, a court must         136   appropriate action during the notice period, which reduction or
108   preliminarily enjoin a business, an entity, or an individual         137   other action may not be considered a breach of the covered
109   from engaging a covered employee during the covered employee’s       138   garden leave agreement.
110   notice period. The court may modify or dissolve the injunction       139       542.45   Covered noncompete agreements.—
111   only if the business, entity, or individual establishes by clear     140       (1) APPLICABILITY.—This section applies to:
112   and convincing evidence, based on public or other                    141       (a) A covered noncompete agreement with a covered employee
113   nonconfidential information, that:                                   142   who maintains a primary place of work in this state, regardless
114       1. The covered employee will not provide any services            143   of any applicable choice of law provisions; or
115   similar to the services provided to the covered employer during      144       (b) A covered employee who is subject to a covered
116   the 3-year period preceding the commencement of the notice           145   noncompete agreement with a covered employer with a significant
117   period, or use confidential information or customer                  146   nexus to this state.
118   relationships of the covered employer; or                            147
119       2. The business or individual seeking to employ or engage        148   In either case, if any provision of this section is in conflict
120   the covered employee is not engaged in, and is not planning or       149   with any other law, the provisions of this section govern.
121   preparing to engage in, any business activity similar to those       150       (2) RESTRAINT OF TRADE.—A covered noncompete agreement does
122   engaged in by the covered employer during the notice period.         151   not violate public policy as a restraint of trade, as described
123                                                                        152   in s. 542.18, or an attempt to monopolize trade or commerce in
124   Any information filed with the court which the covered employer      153   this state, as described in s. 542.19, and is fully enforceable
125   deems to be confidential must be filed under seal to protect         154   according to its terms, provided that:
126   trade secrets or avoid substantial injury.                           155       (a) A covered employee is provided proper notice of the

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      Florida Senate - 2025                         COMMITTEE AMENDMENT
      Bill No. SB 922




                               Ì445784LÎ445784


156   covered noncompete agreement before its execution, as described
157   in subsection (3); and
158       (b) A covered noncompete agreement provides that the
159   noncompete period is reduced day-for-day by any nonworking
160   portion of the notice period, pursuant to a covered garden leave
161   agreement between the covered employee and the covered employer,
162   if applicable.
163       (3) NOTICE.—Proper notice of a covered




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      Florida Senate - 2025                                         SB 922         Florida Senate - 2025                                         SB 922



      By Senator Leek




      7-00626A-25                                                2025922__         7-00626A-25                                                2025922__
1                             A bill to be entitled                          30         party is entitled to reasonable attorney fees and
2          An act relating to employment agreements; creating                31         costs; authorizing a covered employer to reduce the
3          part I of ch. 542, F.S., entitled “The Florida                    32         salary or benefits of a covered employee if he or she
4          Antitrust Act of 1980”; creating part II of ch. 542,              33         engages in gross misconduct; providing that such a
5          F.S., entitled “The Florida Trade Secret Protection               34         reduction is not a breach of the covered garden leave
6          Act”; creating s. 542.41, F.S.; providing a short                 35         agreement; creating s. 542.45, F.S.; providing
7          title; creating s. 542.42, F.S.; providing legislative            36         applicability; providing that certain covered
8          findings; creating s. 542.43, F.S.; defining terms;               37         noncompete agreements are not a restraint of trade or
9          creating s. 542.44, F.S.; providing applicability;                38         an attempt to monopolize trade or commerce; providing
10         providing that certain covered garden leave agreements            39         notice requirements for covered noncompete agreements;
11         are not a restraint of trade or an attempt to                     40         providing that covered noncompete agreements do not
12         monopolize trade or commerce; providing notice                    41         affect other agreements; requiring a court to enter a
13         requirements for covered garden leave agreements;                 42         preliminary injunction to stop covered employees,
14         providing that a covered employer may waive any                   43         businesses, entities, or individuals if a breach of a
15         portion of such notice requirements by providing a                44         covered noncompete agreement is alleged; authorizing
16         specified amount of advance written notice to the                 45         the court to modify such an injunction if a covered
17         covered employee; providing that covered garden leave             46         employee, business, entity, or individual establishes
18         agreements do not affect other agreements; requiring a            47         certain information by clear and convincing evidence;
19         court to enter a preliminary injunction to stop                   48         requiring that certain information be provided to the
20         covered employees, businesses, entities, or                       49         court under seal; providing that a prevailing covered
21         individuals if a breach of a covered garden leave                 50         employer is entitled to recover all available monetary
22         agreement is alleged; authorizing the court to modify             51         damages for all available claims; providing that a
23         such an injunction if a covered employee, business,               52         prevailing party is entitled to reasonable attorney
24         entity, or individual establishes certain information             53         fees and costs; authorizing a covered employer to
25         by clear and convincing evidence; requiring that                  54         reduce the salary or benefits of a covered employee if
26         certain information be provided to the court under                55         he or she engages in gross misconduct; providing that
27         seal; providing that a prevailing covered employer is             56         such a reduction is not a breach of the covered
28         entitled to recover all available monetary damages for            57         noncompete agreement; providing construction regarding
29         all available claims; providing that a prevailing                 58         a restrictive covenant that does not meet the

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      Florida Senate - 2025                                         SB 922          Florida Senate - 2025                                        SB 922




      7-00626A-25                                                2025922__          7-00626A-25                                                2025922__
59         definition of a covered garden leave agreement or a               88          542.43 Definitions.—For the purposes of this part, the
60         covered noncompete agreement; providing an effective              89     term:
61         date.                                                             90          (1) “Annual mean wage of employees in Florida” or “annual
62                                                                           91     mean wage” means the most recent annual mean wage as calculated
63    Be It Enacted by the Legislature of the State of Florida:              92     by the United States Department of Labor Bureau of Labor
64                                                                           93     Statistics, or its successor calculation, for all occupations in
65         Section 1.   Part I of chapter 542, Florida Statutes,             94     this state.
66    consisting of ss. 542.15-542.36, Florida Statutes, is created          95          (2) “Benefit” means access to health insurance, life
67    and entitled “The Florida Antitrust Act of 1980.”                      96     insurance, or disability insurance that is the same as or
68         Section 2.   Part II of chapter 542, Florida Statutes,            97     similar to the insurance that a covered employee had access to
69    consisting of ss. 542.41-542.45, Florida Statutes, is created          98     and at the same cost to that employee during the month before
70    and entitled “The Florida Trade Secret Protection Act.”                99     the commencement of his or her notice period.
71         542.41 Short title.—This part may be cited as “The Florida        100         (3) “Covered employee” means an employee or individual
72    Trade Secret Protection Act.”                                          101    contractor who earns or is reasonably expected to earn a salary
73         542.42 Legislative findings.—The Legislature finds that a         102    greater than twice the annual mean wage, or who has access to
74    proper and legitimate state interest is served by enforcing            103    his or her employer’s or client’s confidential information or
75    strong legal protections in contracts between employers and            104    customer relationships. A court must presume that an employee or
76    contracted personnel which encourage optimal levels of                 105    individual contractor has access to confidential information or
77    information sharing and training and development. The                  106    customer relationships if the employee or individual contractor
78    Legislature further finds that alternative means of protecting         107    acknowledges the access or receipt of such access in writing.
79    confidential information and client relationships, such as             108    The term does not include a person classified as a medical
80    nondisclosure agreements, fixed-duration term contracts, and           109    professional as defined in s. 1006.0626.
81    nonsolicitation clauses in employment contracts, are inadequate        110         (4) “Covered employer” means an entity or individual who
82    to protect against the significant global risks faced by               111    employs or engages a covered employee.
83    companies in this state. The Legislature further finds that            112         (5) “Covered garden leave agreement” means a written
84    predictability in the enforcement of contracts described in this       113    agreement, or part of a written agreement, between a covered
85    part encourages investment in this state. Therefore, the               114    employee and covered employer in which:
86    Legislature determines and declares that this part fulfills an         115         (a) The covered employee and covered employer agree to up
87    important state interest.                                              116    to, but no more than, 4 years of advance, express notice before

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       7-00626A-25                                               2025922__           7-00626A-25                                               2025922__
117    terminating the employment or contractor relationship;                 146         (8) “Notice period” means the date from the covered
118         (b) The covered employee agrees not to resign before the          147    employee’s or covered employer’s written notice of intent to
119    end of such notice period; and                                         148    terminate the covered employee’s employment through the date of
120         (c) The covered employer agrees to retain the covered             149    termination as set forth in a covered garden leave agreement.
121    employee for the duration of such notice period and to continue        150         (9) “Primary place of work” means the location where the
122    paying the covered employee the same salary and providing the          151    covered employee spends more work time than any other single
123    same benefits that the covered employee received from the              152    workplace.
124    covered employer in the last month before the commencement of          153         (10) “Salary” means the base compensation, calculated on an
125    the notice period. The covered employer is not obligated to            154    annualized basis, which a covered employer pays a covered
126    provide discretionary incentive compensation or benefits or have       155    employee, including a base wage, a salary, a professional fee,
127    the covered employee continue performing any work during the           156    or other compensation for personal services, and the fair market
128    notice period.                                                         157    value of any benefit other than cash. Salary does not include
129         (6) “Covered noncompete agreement” means a written                158    health care benefits, severance pay, retirement benefits,
130    agreement, or a portion of a written agreement, between a              159    expense reimbursement, distribution of earnings and profits not
131    covered employee and a covered employer in which, for a period         160    included as compensation for personal services, discretionary
132    not to exceed 4 years and within a specified geographic area,          161    incentives or awards, or anticipated but indeterminable
133    which may be global in scope, the covered employee agrees not to       162    compensation, including tips, bonuses, or commissions.
134    assume a role with or for another business, entity, or                 163         542.44 Covered garden leave agreement.—
135    individual:                                                            164         (1) APPLICABILITY.—This section applies to:
136         (a) In which the covered employee would provide services          165         (a) A covered garden leave agreement with a covered
137    similar to the services provided to the covered employer during        166    employee who maintains a primary place of work in this state,
138    the 3 years preceding the noncompete period; or                        167    regardless of any applicable choice of law provisions; or
139         (b) In which it is reasonably likely the covered employee         168         (b) A covered employee who is subject to a covered garden
140    would use the confidential information or customer relationships       169    leave agreement with a covered employer with a significant nexus
141    of the covered employer.                                               170    to this state.
142         (7) “Noncompete period” means the time from the covered           171
143    employee’s termination of employment through the end of the            172    If any provision of this section is in conflict with any other
144    agreed-upon postemployment period of noncompetition as set forth       173    law, the provisions of this section shall govern.
145    in the covered noncompete agreement.                                   174         (2) RESTRAINT OF TRADE.—A covered garden leave agreement

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175    does not violate public policy as a restraint of trade, as             204    covered garden leave agreement.
176    described in s. 542.18, or an attempt to monopolize trade or           205         (c) The covered employer may, without breach of the covered
177    commerce in this state, as described in s. 542.19, and is fully        206    garden leave agreement, waive any portion of this subsection by
178    enforceable according to its terms, provided that:                     207    providing at least 30 days’ advance notice in writing to the
179         (a) A covered employee is provided proper notice of the           208    covered employee.
180    covered garden agreement before its execution, as described in         209         (4) OTHER AGREEMENTS.—This section does not affect or limit
181    subsection (3); and                                                    210    the enforceability of any other employment agreement or any
182         (b) The covered garden leave agreement provides that:             211    other agreement.
183         1. After the first 90 days of the notice period, the              212         (5) BREACH OF A COVERED GARDEN LEAVE AGREEMENT; REMEDIES.—
184    covered employee does not have to provide services to the              213         (a) Upon application by a covered employer, a court must
185    covered employer;                                                      214    preliminarily enjoin a covered employee from providing services
186         2. The covered employee may engage in nonwork activities at       215    to any business, entity, or individual other than the covered
187    any time, including during normal business hours, during the           216    employer during the notice period. The court may modify or
188    remainder of the notice period; and                                    217    dissolve the injunction only if the covered employee establishes
189         3. The covered employee may, with the permission of the           218    by clear and convincing evidence that:
190    covered employer, work for another employer while still employed       219         1. The covered employee will not perform, during the notice
191    by the covered employer during the remainder of the notice             220    period, any work similar to the services provided to the covered
192    period.                                                                221    employer during the 3-year period preceding the commencement of
193         (3) NOTICE; WAIVER OF NOTICE.—Proper notice of a covered          222    the notice period, or use confidential information or customer
194    garden leave agreement requires:                                       223    relationships of the covered employer; or
195         (a) For a prospective covered employee, at least 7 days           224         2. The covered employer has failed to pay or provide the
196    before a prospective covered employee’s offer of employment            225    salary and benefits provided for in the covered garden leave
197    expires.                                                               226    agreement during the notice period and has had a reasonable
198         (b) For a current covered employee, at least 7 days before        227    opportunity to cure the failure.
199    an offer to enter into a covered garden leave agreement expires.       228         (b) Upon application by a covered employer, a court must
200                                                                           229    preliminarily enjoin a business, an entity, or an individual
201    In either case, a prospective or current covered employee must         230    from engaging a covered employee during the covered employee’s
202    acknowledge in writing that he or she was expressly advised of         231    notice period. The court may modify or dissolve the injunction
203    the right to seek legal counsel before the execution of the            232    only if the business, entity, or individual establishes by clear

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233    and convincing evidence, based on public or other                      262         (a) A covered noncompete agreement with a covered employee
234    nonconfidential information, that:                                     263    who maintains a primary place of work in this state, regardless
235         1. The covered employee will not provide any services             264    of any applicable choice of law provisions; or
236    similar to the services provided to the covered employer during        265         (b) A covered employee who is subject to a covered
237    the 3-year period preceding the commencement of the notice             266    noncompete agreement with a covered employer with a significant
238    period, or use confidential information or customer                    267    nexus to this state.
239    relationships of the covered employer; or                              268
240         2. The business or individual seeking to employ or engage         269    In either case, if any provision of this section is in conflict
241    the covered employee is not engaged in, and is not planning or         270    with any other law, the provisions of this section govern.
242    preparing to engage in, any business activity similar to those         271         (2) RESTRAINT OF TRADE.—A covered noncompete agreement does
243    engaged in by the covered employer during the notice period.           272    not violate public policy as a restraint of trade, as described
244                                                                           273    in s. 542.18, or an attempt to monopolize trade or commerce in
245    Any information filed with the court which the covered employer        274    this state, as described in s. 542.19, and is fully enforceable
246    deems to be confidential must be filed under seal to protect           275    according to its terms, provided that:
247    trade secrets or avoid substantial injury.                             276         (a) A covered employee is provided proper notice of the
248         (c) The injunctive relief provided under this section is          277    covered noncompete agreement before its execution, as described
249    not an exclusive remedy, and a prevailing covered employer is          278    in subsection (3); and
250    entitled to recover all available monetary damages for all             279         (b) A covered noncompete agreement provides that the
251    available claims.                                                      280    noncompete period is reduced day-for-day by any nonworking
252         (d) In any action to enforce this section, the prevailing         281    portion of the notice period, pursuant to a covered garden leave
253    party is entitled to reasonable attorney fees and costs.               282    agreement between the covered employee and the covered employer,
254         (e) If the covered employee engages in gross misconduct           283    if applicable.
255    against the covered employer, the covered employer may reduce          284         (3) NOTICE; WAIVER OF NOTICE.—Proper notice of a covered
256    the salary or benefits of the covered employee or take other           285    noncompete agreement requires:
257    appropriate action during the notice period, which reduction or        286         (a) For a prospective covered employee, at least 7 days
258    other action may not be considered a breach of the covered             287    before a prospective covered employee’s offer of employment
259    garden leave agreement.                                                288    expires.
260         542.45 Covered noncompete agreements.—                            289         (b) For a current covered employee, at least 7 days before
261         (1) APPLICABILITY.—This section applies to:                       290    an offer to enter into a covered noncompete agreement expires.

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291                                                                           320    injunction only if the business, entity, or individual
292    In either case, a prospective or current covered employee must         321    establishes by clear and convincing evidence, based on public or
293    acknowledge in writing that he or she was expressly advised of         322    other nonconfidential information, that:
294    the right to seek legal counsel before the execution of the            323         1. The covered employee will not provide any services
295    covered noncompete agreement.                                          324    similar to the services provided to the covered employer during
296         (4) OTHER AGREEMENTS.—This section does not affect or limit       325    the 3-year period preceding the commencement of the noncompete
297    the enforceability of any other employment agreement or any            326    period, or use confidential information or customer
298    other agreement.                                                       327    relationships of the covered employer; or
299         (5) BREACH OF COVERED NONCOMPETE AGREEMENT; REMEDIES.—            328         2. The business or individual seeking to employ or engage
300         (a) Upon application by a covered employer, a court must          329    the covered employee is not engaged in, and is not planning or
301    preliminarily enjoin a covered employee from providing services        330    preparing to engage in, any business activity similar to those
302    to any business, entity, or individual other than the covered          331    engaged in by the covered employer during the noncompete period.
303    employer during the noncompete period. The court may modify or         332
304    dissolve the injunction only if the covered employee establishes       333    Any information filed with the court which the covered employer
305    by clear and convincing evidence that:                                 334    deems to be confidential must be filed under seal to protect
306         1. The covered employee will not perform, during the              335    trade secrets or avoid substantial injury.
307    noncompete period, any work similar to the services provided to        336         (c) The injunctive relief provided in this section is not
308    the covered employer during the 3-year period preceding the            337    an exclusive remedy, and a prevailing covered employer is
309    commencement of the noncompete period, or use confidential             338    entitled to recover all available monetary damages for all
310    information or customer relationships of the covered employer;         339    available claims.
311    or                                                                     340         (d) In any action to enforce this section, the prevailing
312         2. The covered employer has failed to pay or provide the          341    party is entitled to reasonable attorney fees and costs.
313    salary and benefits provided for in the covered noncompete             342         (e) If the covered employee engages in gross misconduct
314    agreement during the noncompete period and has had a reasonable        343    against the covered employer, the covered employer may reduce
315    opportunity to cure the failure.                                       344    the salary or benefits of the covered employee or take other
316         (b) Upon application by a covered employer, a court must          345    appropriate action during the noncompete period, which reduction
317    preliminarily enjoin a business, an entity, or an individual           346    or other action may not be considered a breach of the covered
318    from engaging a covered employee during the covered employee’s         347    noncompete agreement.
319    noncompete period. The court may modify or dissolve the                348

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349    Any action regarding a restrictive covenant that does not meet
350    the definition set forth in this section of a covered garden
351    leave agreement or a covered noncompete agreement is governed by
352    s. 542.335.
353         Section 3.   This act shall take effect July 1, 2025.




                                  Page 13 of 13
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                                                                         The Florida Senate
        3 -l r v >tr                                          APPEARANCE RECORD                                        5               )             c
                                                                                                                                   Bill Number orTopic
                    Meqtng.Date
                                                                       Deliver both copies of this form to

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                                                                                                                            Amendment Barcode (if applicable)
    T b aviJ n       Committee


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       lam appearing without                                         lam a registered lobbyist,                          I am not a lobbyist, but rece.ived

       compensation or sponsorship.                                  representing:                                       something of value for my appearance
                                                                                                                         (travel, meals, lodging, etc.),
                                                                                                                           sponsored by:




This form is part of the public record for this   meeting.                                                                                       S-OO1 (O8/1O/2O21\
                                                                         The Florida Senate
3.17.25                                                       APPEARANCE RECORD                                      SB 922
                    Meeting Date                                                                                                  Bill Number orTopic
                                                                       Deliver both copies of this form to
Commerce and Tourism                                            Senate professional staff conducting the meeting

                     Committee                                                                                            Amendment Barcode (if applicable)

           Cameron Fink                                                                               Phone
                                                                                                               8509334665
Name


Address 516 N Adams st                                                                                ,n.,",, cfink@aif.com
           Street


           Tallahassee                                FL                          32301
           City                                       State                      zip



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                                                                   am a registered lobbyist,
                                                               IE representing:
                                                                     I
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                                                                                                                                     of value for my appearance
                                                                                                                         (travel. meals, lodging, etc.),
                                                               Associated lndustries of Florida                          sponsored by:




This form is part of the public record for this meeting.                                                                                        5-001 $8110/2021)
                                                                            The Florida Senate

          =       /rt lo(
                    Meeting Date
                                                               APPEARANCE RECORD
                                                                          Deliver both copies of this form to
                                                                                                                                      ? z7-
                                                                                                                                         Bill Number orTopic


       f; fr.*'ce    Committee
                                                                   Senate professional staff conducting the meeting

                                                                                                                                 Amendment Barcode (if applicable)


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                                                                                                                                                        etc.),
                                                                                                                                sponsored by:




This form is part of the public record for this meeting.                                                                                                s-oo1 (o8/10/2021)
                                                      The Florida Senate
                  BILL ANALYSIS AND FISCAL IMPACT STATEMENT
              (This document is based on the provisions contained in the legislation as of the latest date listed below.)

                  Prepared By: The Professional Staff of the Committee on Commerce and Tourism

BILL:           SB 1252
INTRODUCER:     Senator Yarborough
SUBJECT:        Statewide Pawn Data Database
DATE:           March 14, 2025                  REVISED:


         ANALYST                      STAFF DIRECTOR                 REFERENCE                                 ACTION
1. Renner                           McKay                                 CM              Favorable
2.                                                                        ACJ
3.                                                                        FP



  I.    Summary:

        SB 1252 requires the Department of Law Enforcement (FDLE) and law enforcement agencies to
        create a centralized statewide system for sharing pawn data by December 31, 2026. Pawn data is
        defined by the bill to include information related to transactions of secondhand dealers and
        secondary metals recyclers under ch. 538, F.S., and pawn shops regulated under ch. 539, F.S.

        All law enforcement agencies must have free, unrestricted access to the system for real-time
        sharing of pawn data to aid criminal investigations and public safety. The system must ensure
        interoperability among different databases and jurisdictions and meet established data standards.

        Pawn data is the exclusive property of law enforcement and cannot be sold or transferred to third
        parties for commercial purposes. Private vendors must comply with privacy laws and ensure
        pawn data is accessible to law enforcement without restrictions.

        Violations related to vendors selling, reselling, or commodifying pawn data are subject to civil
        penalties, with fines up to $500,000. Law enforcement agencies that fail to share pawn data may
        face administrative penalties and restrictions on accessing other databases.

        The bill may have an indeterminate fiscal impact on local governments. See Section V. Fiscal
        Impact Statement.

        The bill takes effect July 1, 2025.
BILL: SB 1252                                                                                                       Page 2

    II.   Present Situation:

          Secondhand Dealers

          Chapter 538, F.S., regulates secondhand dealers and secondary metal recyclers in the trade of
          secondhand goods. The purpose of such regulations is to assist law enforcement in recovering
          stolen property and in solving other theft-related crimes.1

          A secondhand dealer is defined as any person, corporation, or other business organization or
          entity that is not a secondary metals recycler and is engaged in purchasing, consigning, or trading
          secondhand goods. The term also includes a secondhand dealer engaged in purchasing
          secondhand goods through an automated kiosk.2

          Secondhand goods are previously owned or used personal property purchased, consigned, or
          traded as used property.3 The term also includes gift certificates and credit memos4 that are
          purchased, consigned, or traded by a secondhand dealer. Secondhand goods do not include office
          furniture, pianos, books, clothing, organs, coins, motor vehicles, costume jewelry; gold, silver,
          platinum, palladium, or rhodium bullion that has been assayed and is properly marked as to its
          weight and fineness; cardio and strength training or conditioning equipment designed primarily
          for indoor use, and secondhand sports equipment that is not permanently labeled with a serial
          number.5

          A secondhand dealer must annually register his or her business with the Department of Revenue
          (DOR).6

          Secondhand Dealer Transaction Forms
          Upon each acquisition of secondhand goods, a secondhand dealer must complete a transaction
          form that details the goods purchased and the seller’s identity. The secondhand dealer must
          retain this document for at least 3 years and forward a copy to the appropriate law enforcement
          agency within 24 hours after the acquisition of the secondhand goods.7 In addition to the
          descriptive statements of the secondhand goods and the seller’s identity, the transaction record
          must also include:
          • A statement of the date, time, and place of the transaction;


1
  See ss. 538.04, 538.06, F.S. (identifying recordkeeping requirements and holding periods in connection with secondhand
goods); see also Jarret C. Oeltjen, Florida Pawnbroking: An Industry in Transition, 23 FLA. ST. U. L. REV. 995, 1013 (Spring
1996) (noting that “[t]he main impetus behind [ch. 538, F.S.] was to confront the problem of property theft and drug-related
crimes by facilitating recovery of stolen goods and apprehending those criminals who may turn to secondhand dealers for
cash”).
2
  Section 538.03(1)(h), F.S.
3
  Section 538.03(1)(i), F.S.
4
  Section 501.95, F.S., defines “credit memo” as a certificate, card, stored value card, or similar instrument issued in
exchange for returned merchandise when the certificate, card, or similar instrument is redeemable for merchandise, food, or
services regardless of whether any cash may be paid to the owner of the certificate, card, or instrument as part of the
redemption transaction.
5
  Section 538.03(1)(i), F.S.
6
  See generally s. 538.09, F.S. (providing for registration).
7
  Section 538.04(1), F.S.
BILL: SB 1252                                                                                                             Page 3

         •   A summary of the goods acquired, including brand name, model number, serial number, and
             other unique identifiers;
         •   Digital photographs of the goods acquired in the report that is submitted to law enforcement;
             and
         •   A description of the person from whom the goods were acquired, including his or her right
             thumbprint, name and address, and a physical description.8

         If the appropriate law enforcement official supplies a secondhand dealer with appropriate
         software and the secondhand dealer has computer capability, the secondhand dealer must
         electronically transmit the required transaction records.9 Additionally, if a secondhand dealer
         lacks computer capability, the appropriate law enforcement official may provide a computer and
         all of the equipment necessary to electronically transmit transactions.10

         Secondhand dealers must hold all secondhand goods for at least 15 days after acquiring the
         property. However, secondhand dealers are required to hold a precious metal,11 gemstone,
         jewelry; antique furnishings, fixtures, or decorative objects; or an item of art as defined in s.
         686.501, F.S.,12 for 30 days after they acquire the property.13 Additionally, a secondhand good
         must be held for 30 days if the secondhand dealer uses an automated kiosk.14

         Penalties
         If a law enforcement officer has probable cause to believe that the goods held by a secondhand
         dealer are stolen, the officer may place a 90-day written hold order on the goods.15 This prevents
         the secondhand dealer from selling the goods and preserves them for use as evidence in a
         criminal trial. Additionally, it allows for the possibility of the goods being returned to their
         rightful owner.16

         Law enforcement agencies having jurisdiction enforce compliance with registration, record
         keeping, holding periods, and inspection requirements.17 A person who knowingly violates the


8
  Id.
9
  Section 538.04(6), F.S.
10
   Id.
11
   Section 538.03(1)(f), F.S., defines “precious metals” as any item containing any gold, silver, or platinum, or any
combination thereof, excluding any chemical or any automotive, photographic, electrical, medical, or dental materials or
electronic parts.
12
   Section 686.501(1), F.S., defines “art” as a painting, sculpture, drawing, work of graphic art, pottery, weaving, batik,
macramé, quilt, print, photograph, or craft work executed in materials including, but not limited to, clay, textile, paper, fiber,
wood, tile, metal, plastic, or glass. The term includes a rare map which is offered as a limited edition or a map 80 years old or
older; or a rare document or rare print which includes, a print, engraving, etching, woodcut, lithograph, or serigraph which is
offered as a limited edition, or one 80 years old or older.
13
   Section 538.06(1), F.S.
14
   Id. An “automated kiosk” is an interactive device that is permanently installed within a secure retail space and that has the
following technological functions: remotely monitored by a live representative during all business hours; verification of a
seller’s identity by government-issued photographic identification card; automated reading and recording of item serial
numbers; ability to compare item serial numbers against databases of stolen items; secure storage of goods accepted by the
kiosk; and capture and storage of images during the transaction. Section 538.03(1)(c), F.S.
15
   Section 538.06(3), F.S.
16
   Id.
17
   Section 538.05, F.S.
BILL: SB 1252                                                                                                      Page 4

        requirements governing secondhand dealers in ch. 538, F.S., commits a first degree
        misdemeanor.18

        Pawnbrokers

        Pawnbrokers19 must apply for and obtain a license from the DACS annually.20 To be eligible for
        the license, each pawnshop must maintain a net worth of at least $50,000 or file security in the
        form of a surety bond, letter of credit, or certificate of deposit of $10,000 for each license.21
        DACS is authorized to impose penalties of up to $5,000 for noncompliance with the law.22

        Pawnbroker Transaction Forms
        At the time a pawnbroker enters into any pawn or purchase transaction, the pawnbroker is
        required to complete a pawnbroker transaction form.23 The form must include an indication of
        whether the transaction is a pawn or a purchase, and the seller must also sign the form.24

        A pawnbroker is required to maintain a copy of each completed pawnbroker transaction form on
        the pawnshop premises for at least 1 year after the date of the transaction.25 On or before the end
        of each business day, the pawnbroker must deliver the original pawnbroker transaction forms for
        each of the transactions occurring during the previous business day to the appropriate law
        enforcement official.26 Additionally, an electronic image that is accepted for a transaction, must
        be maintained electronically in order to meet the same recordkeeping requirements.27

        In lieu of physically delivering the original pawnbroker transaction forms, a local law
        enforcement agency may supply software to a pawnbroker so the pawnbroker may electronically
        transfer the transaction forms to the law enforcement agency. If a pawnbroker does not have a
        computer to use such software, the law enforcement agency may provide a computer to the
        pawnbroker. The law enforcement agency retains ownership of the computer unless otherwise
        agreed upon. The pawnbroker must maintain the computer in good working order, ordinary wear
        and tear excepted.28




18
   Section 538.07(1), F.S. A first degree misdemeanor is punishable by up to 1 year in county jail and a $10,000 fine.
Sections 775.082 and 775.083, F.S.
19
   A “pawnbroker” is a person who is engaged in the business of making pawns; who makes a public display containing the
term “pawn,” “pawnbroker,” or “pawnshop” or any derivative thereof; or who publicly displays a sign or symbol historically
identified with pawns. Pawnbrokers may also engage in purchasing goods which includes consignment and trade. Section
539.001(1)(i), F.S. A “pawn” is any advancement of funds on the security of pledged goods on condition that the pledged
goods are left in the possession of the pawnbroker for the duration of the pawn and may be redeemed by the pledgor on
certain terms and conditions. Section 539.001(1)(h), F.S.
20
   Section 539.001(3), F.S.
21
   Section 539.001(4), F.S.
22
   Fla. Admin. Code R. 5J-13.004 (2016).
23
   Section 593.001(8)(a), F.S.
24
   Id.
25
   Section 593.001(9)(a), F.S.
26
   Id.
27
   Id.
28
   Section 539.001(9)(b), F.S.
BILL: SB 1252                                                                                                         Page 5

         Penalties
         A person who willfully makes a false entry on a transaction form or any other record required
         under chapter 539, F.S., commits a first degree misdemeanor.29 Clerical or recordkeeping errors
         on a document or required record does not constitute a willful violation.

         At the department’s request, the FDLE must supply the department with any arrest and
         conviction records in its possession of an individual applying for or holding a license.30

         Any person who traffics in, or endeavors to traffic in, property that he or she knows or should
         know was stolen is guilty of a second degree felony.31

III.     Effect of Proposed Changes:

         Section 1 creates s. 539.004, F.S., requiring the FDLE and local and regional law enforcement
         agencies to create a centralized statewide system for sharing pawn data by December 31, 2026.
         This applies to second-hand dealers, secondary metals recyclers, and pawn shops. The system
         will allow all law enforcement agencies in the state to access, update, and share pawn data in
         real-time to support criminal investigations and enhance public safety.

         All law enforcement agencies must have free, unrestricted access to the database and are not
         required to pay fees to access or share pawn data. The pawn data sharing system must ensure
         interoperability between different law enforcement databases, software solutions, and
         jurisdictions and meet established data standards to facilitate seamless communication between
         agencies.

         The bill provides that pawn data is the exclusive property of law enforcement agencies and may
         not be transferred or sold to any third-party vendor for any purpose other than the direct use of
         the reporting law enforcement agency. Law enforcement agencies must retain full access to all
         pawn data they report and are prohibited from charging a fee or premium for accessing their own
         data.

         The bill prohibits a private vendor from selling, leasing, sublicensing, or otherwise transferring
         pawn data for any commercial purpose, including resale to other law enforcement agencies.

         Private vendors providing services related to pawn data must ensure that all pawn data is stored,
         managed, and transmitted in compliance with applicable privacy and security laws and remain
         accessible to law enforcement agencies without restrictions. They must also ensure data is shared
         freely between agencies to support multi-jurisdictional investigations.

         Any private vendor selling, reselling, or otherwise commodifying pawn data is subject to civil
         penalties, including fines of up to $500,000 per violation.


29
   Section 539.001(17), F.S. A third degree felony is punishable by up to 5 years imprisonment and a $5,000 fine and a first
degree misdemeanor is punishable by up to 1 year in county jail and a $1,000 fine. Sections 775.082 and 775.083, F.S.
30
   Section 539.001(19), F.S.
31
   Section 812.019(1), F.S. A second degree felony is punishable by up to 15 years imprisonment and a $10,000 fine.
Sections 775.082 and 775.083, F.S.
BILL: SB 1252                                                                                       Page 6

      Any law enforcement agency that does not share pawn data with other agencies through the
      database is subject to administrative penalties and may face restrictions on its ability to access
      other law enforcement databases, as determined by the FDLE.

      The FDLE is authorized to adopt rules.

      The bill defines the following terms:
      • Pawn data - information relating to the transactions of second-hand dealers and secondary
         metals recyclers, including pawn shops. This data is required to be reported electronically to
         law enforcement officials. It includes but is not limited to, property description, seller
         information, transaction dates, and any other data related to the exchange of goods.
      • Private vendor – any third-party company or entity that provides services relating to the
         intake, management, storage, or sharing of pawn data for law enforcement agencies.
      • Law enforcement data – data electronically reported by second-hand dealers to law
         enforcement under chapters 538 and 539, F.S., which is necessary for criminal investigations
         and public safety efforts.

      Section 2 provides the bill takes effect July 1, 2025.

IV.   Constitutional Issues:

      A.        Municipality/County Mandates Restrictions:

                None.

      B.        Public Records/Open Meetings Issues:

                None.

      C.        Trust Funds Restrictions:

                None.

      D.        State Tax or Fee Increases:

                None.

      E.        Other Constitutional Issues:

                None identified.

V.    Fiscal Impact Statement:

      A.        Tax/Fee Issues:

                None.
 BILL: SB 1252                                                                                                      Page 7

            B.      Private Sector Impact:

                    The bill prohibits a private vendor from selling, reselling, or monetizing pawn data. As
                    such, private vendors who currently provide data collection interfaces and then charge
                    agencies to access the data that has been collected may experience a loss of revenue.

            C.      Government Sector Impact:

                    The bill may have an indeterminate fiscal impact on local government due to the bill
                    eliminating the current charge/expense of supporting local repositories of pawn
                    information and the necessity to procure additional software due to the otherwise limited
                    access to surrounding local repositories.32

 VI.        Technical Deficiencies:

            None.

VII.        Related Issues:

            It is unclear if the bill requires the affected businesses to use the database.

            Section 539.003, F.S., contains a public record exemption for records relating to pawnbroker
            transactions delivered to law enforcement. The bill uses the term “pawn data,” so it is unclear if
            the public records exemption would apply to the database.

            The FDLE recommends conducting a “feasibility study to determine the technical requirements,
            provide a detailed scope of work, timeline, and a local cost to include startup and maintenance
            costs for the project. The study will also review the impact to local law enforcement.”33

            The estimated cost for a feasibility study is $250,000.

            The bill may immediately impact vendors who currently possess a substantial amount of pawn
            transaction data through existing contracts with local law enforcement agencies.

VIII.       Statutes Affected:

            This bill creates section 539.004 of the Florida Statutes.

 IX.        Additional Information:

            A.      Committee Substitute – Statement of Changes:
                    (Summarizing differences between the Committee Substitute and the prior version of the bill.)

                    None.



 32
      FDLE analysis for SB 1252. On file with Senate Commerce and Tourism Committee.
 33
      Id.
BILL: SB 1252                                                                                                                        Page 8

      B.        Amendments:

                None.

        This Senate Bill Analysis does not reflect the intent or official position of the bill’s introducer or the Florida Senate.
      Florida Senate - 2025                                        SB 1252         Florida Senate - 2025                                        SB 1252



      By Senator Yarborough




      4-01602-25                                               20251252__          4-01602-25                                                20251252__
1                             A bill to be entitled                          30    descriptions of property, seller information, transaction dates,
2          An act relating to the statewide pawn data database;              31    and any other data related to the exchange of goods.
3          creating s. 539.004, F.S.; providing definitions;                 32         (d) “Private vendor” means any third-party company or
4          requiring the Department of Law Enforcement to create             33    entity that provides services related to the intake, management,
5          a statewide database of transaction data                          34    storage, or sharing of pawn data for law enforcement agencies.
6          electronically reported by specified businesses;                  35         (2) STATEWIDE PAWN DATA SHARING SYSTEM.—
7          providing requirements for the database; prohibiting              36         (a) The department shall work with local and regional law
8          certain data transfers by third-party vendors;                    37    enforcement agencies to establish a centralized, statewide
9          providing restrictions on use; providing requirements             38    system for the sharing of pawn transaction data no later than
10         for data storage; providing penalties for violations;             39    December 31, 2026. This system will allow law enforcement
11         authorizing rulemaking; providing an effective date.              40    agencies in all counties in this state to access, update, and
12                                                                           41    share pawn data in real time to support criminal investigations
13    Be It Enacted by the Legislature of the State of Florida:              42    and enhance public safety.
14                                                                           43         (b) All law enforcement agencies in this state shall have
15         Section 1.   Section 539.004, Florida Statutes, is created to     44    free, unrestricted access to the statewide pawn data sharing
16    read:                                                                  45    system for the purpose of conducting investigations. Agencies
17         539.004 Pawn data database; data usage; storage;                  46    shall not be required to pay fees to access or share pawn data.
18    violations.—                                                           47         (c) The statewide pawn data sharing system shall ensure
19         (1) DEFINITIONS.—As used in this section, the term:               48    interoperability between different law enforcement databases,
20         (a) “Department” means the Department of Law Enforcement.         49    software solutions, and jurisdictions. The system must meet
21         (b) “Law enforcement data” means data electronically              50    established data standards to facilitate seamless communication
22    reported by second-hand dealers to law enforcement under chapter       51    between agencies.
23    538 and this chapter which is necessary for criminal                   52         (3) DATA TRANSFER PROHIBITED.—
24    investigations and public safety efforts.                              53         (a) Pawn data reported to law enforcement agencies remains
25         (c) “Pawn data” means information related to the                  54    the exclusive property of the respective law enforcement
26    transactions of second-hand dealers and secondary metals               55    agencies and may not be transferred or sold to any third-party
27    recyclers, including pawn shops, which is required by chapter          56    vendor for any purpose other than the direct use of the
28    538 and this chapter to be reported electronically to law              57    reporting law enforcement agency. Law enforcement agencies shall
29    enforcement officials. This includes, but is not limited to,           58    retain full access to all pawn data they report and may not be

                                  Page 1 of 3                                                                   Page 2 of 3
     CODING: Words stricken are deletions; words underlined are additions.        CODING: Words stricken are deletions; words underlined are additions.
      Florida Senate - 2025                                        SB 1252




      4-01602-25                                                20251252__
59    charged a fee or premium for accessing their own data.
60         (b) It is unlawful for a private vendor to sell, lease,
61    sublicense, or otherwise transfer pawn data for any commercial
62    purposes, including resale to other law enforcement agencies.
63         (4) DATA STORAGE.—Private vendors providing services
64    related to pawn data must ensure that all pawn data is stored,
65    managed, and transmitted in compliance with applicable privacy
66    and security laws and that it remains accessible to law
67    enforcement agencies without restrictions. Private vendors must
68    also ensure that data is shared freely between agencies to
69    support multi-jurisdictional investigations.
70         (5) PENALTIES FOR VENDOR VIOLATIONS.—Any private vendor
71    that sells, resells, or otherwise commodifies pawn data in
72    violation of this section is subject to civil penalties,
73    including fines of up to $500,000 per violation.
74         (6) PENALTIES FOR LAW ENFORCEMENT AGENCIES.—Any law
75    enforcement agency that fails to share pawn data with other
76    agencies through the statewide system is subject to
77    administrative penalties and may face restrictions on its
78    ability to access other law enforcement databases, as determined
79    by the department.
80         (7) RULEMAKING.—The department may adopt rules to implement
81    this section.
82         Section 2.   This act shall take effect July 1, 2025.




                                  Page 3 of 3
     CODING: Words stricken are deletions; words underlined are additions.
                                          The Florida Senate

                            Gommittee Agenda Request




To               Senator Thomas Leek, Chair
                 Committee on Commerce and Tourism


Subject: Committee Agenda Request
Date:            March 1t,2025



I respectfully request that Senate Blll#125| relating to Statewide Pawn Data Database, be
placed on the:

        !        committee agenda at your earliest possible convenience.

        X        next committee agenda.




                                               Senator Clay
                                               Florida Senate, District 4




File signed originalwith committee office                                          s-020 (03/2004)
                                   2025 FDLE LEGISLATIVE
                                       BILL ANALYSIS



                                              BILL INFORMATION

BILL NUMBER:        SB 1252

BILL TITLE:         Statewide Pawn Data Database

BILL SPONSOR:       Senator Yarborough

EFFECTIVE DATE:     July 1, 2025


     COMMITTEES OF REFERENCE                                     CURRENT COMMITTEE
1) Senate Commerce and Tourism                         Senate Commerce and Tourism
2) Senate Appropriations Committee on Criminal and
Civil Justice
                                                                      SIMILAR BILLS
3) Fiscal Policy
                                                       BILL NUMBER:
4)
                                                       SPONSOR:
5)

                                                                    IDENTICAL BILLS
         PREVIOUS LEGISLATION
                                                       BILL NUMBER:    HB 1359
BILL NUMBER:     SB 314
                                                       SPONSOR:        Rep. Michael
SPONSOR:         BOYD

YEAR:            2024                                  Is this bill part of an agency package?

LAST ACTION:     Died in committee                     No


                                   BILL ANALYSIS INFORMATION
DATE OF ANALYSIS:              March 12, 2025

LEAD AGENCY ANALYST:           Lori Mizell

ADDITIONAL ANALYST(S):         John Murphy

LEGAL ANALYST:                 Phil Lindley

FISCAL ANALYST:                Elizabeth Martin
2025 FDLE Bill Analysis



                                                     POLICY ANALYSIS

1. EXECUTIVE SUMMARY

The bill requires the Florida Department of Law Enforcement (FDLE) to work with local and regional law enforcement
agencies to establish a Statewide Pawn Data Database by December 31, 2026. The bill prohibits the sale or transfer of
pawn data to third-party vendors and provides restrictions on data use. The bill provides requirements for data storage and
penalties for violations. The bill takes effect July 1, 2025.
2. SUBSTANTIVE BILL ANALYSIS
1.     PRESENT SITUATION:
       Section 538.04, F.S., requires secondhand dealers to maintain records or transactions, including descriptions of the
       goods acquired and information about the seller. A copy of the completed transaction must be kept on the registered
       premises for a minimum of one year. The secondhand dealer must maintain a copy of the transaction form for a
       minimum of three years. The dealer must also deliver the official record of the transaction within 24 hours of acquiring
       any secondhand goods to the appropriate law enforcement official unless other arrangements have been agreed to by
       other parties. This section also specifies what information constitutes a complete and accurate description of the goods
       acquired.
       Third-party vendors provide solutions for pawn shops to collect and report transaction information to law enforcement
       agencies. These solutions are used to aggregate and then monetize the data. The practice of charging a fee to access
       pawn transactions that are statutorily required to be provided may appear to contradict the intent of existing statutes,
       but it is not prohibited. Many law enforcement agencies use an existing vendor-based solution rather than expend time
       and funds to create an internal solution. Pawn data exists as a chain of information. Florida Statutes currently address
       the Create and Collect steps, while the proposed legislation primarily addresses the Store and Query steps.

             •   Create:    Generated by a private transaction with a secondhand business.
             •   Collect:   Required information is reported to a law enforcement agency.
             •   Store:     Transaction information is stored for, or by, law enforcement.
             •   Query:     Transaction information is queried.

2.     EFFECT OF THE BILL:

       Section 1: The bill creates s. 539.004, F.S., to create a Statewide Pawn Data Database. The bill requires FDLE to work
       with local and regional law enforcement agencies to establish a centralized, statewide system for the sharing of pawn
       transaction data to support criminal investigations and enhance public safety. The system must be established no later
       than December 31, 2026. The bill specifies prohibited data transfer, provides pawn data storage requirements for
       private vendors, and creates penalties for specified violations. The bill authorizes FDLE to adopt rules to implement
       the bill.

       Section 2: This act shall take effect July 1, 2025.

 3. DOES THE LEGISLATION DIRECT OR ALLOW THE AGENCY/BOARD/COMMISSION/DEPARTMENT TO
      DEVELOP, ADOPT, OR ELIMINATE RULES, REGULATIONS, POLICIES OR PROCEDURES? Y           N
  If yes, explain:            Lines 80-81: FDLE may adopt rules to implement this section.

     What is the expected impact to
     the agency’s core mission?
     Rule(s) impacted (provide
     references to F.A.C., etc.):


4.     WHAT IS THE POSITION OF AFFECTED CITIZENS OR STAKEHOLDER GROUPS?
     List any known proponents and
     opponents:




                                                                                                                            2
2025 FDLE Bill Analysis



  Provide a summary of the
  proponents’ and opponents’
  positions:

5. ARE THERE ANY REPORTS OR STUDIES REQUIRED BY THIS BILL? Y                        N
  If yes, provide a description:

  Date Due:

  Bill Section Number:



6. ARE THERE ANY NEW GUBERNATORIAL APPOINTMENTS OR CHANGES TO EXISTING BOARDS, TASK
   FORCES, COUNCILS, COMMISSION, ETC. REQUIRED BY THIS BILL? Y N
  Board:

  Board Purpose:

  Who Appointments:

  Appointee Term:

  Changes:

  Bill Section Number(s):



                                                FISCAL ANALYSIS

1. DOES THE BILL HAVE A FISCAL IMPACT TO LOCAL GOVERNMENT? Y                  N
  Revenues:                 Eliminates the current charge/expense of supporting local repositories of pawn
                            information and the necessity to procure additional software due to the otherwise
                            limited access to surrounding local repositories.
  Expenditures:

  Does the legislation increase     No
  local taxes or fees?
  If yes, does the legislation
  provide for a local referendum
  or local governing body public
  vote prior to implementation of
  the tax or fee increase?

2. DOES THE BILL HAVE A FISCAL IMPACT TO STATE GOVERNMENT? Y                        N
  Revenues:


  Expenditures:                     FDLE recommends conducting a feasibility study to determine the technical
                                    requirements, provide a detailed scope of work, timeline, and a total cost to include



                                                                                                                        3
2025 FDLE Bill Analysis



                                     startup and maintenance costs for the project. The study will also review the impact
                                     to local law enforcement. The estimated cost for a feasibility study is $250,000.

                                     Total FDLE Fiscal: $250,000

  Does the legislation contain a
  State Government
  appropriation?
  If yes, was this appropriated
  last year?



3. DOES THE BILL HAVE A FISCAL IMPACT TO THE PRIVATE SECTOR? Y                           N
  Revenues:                          Private vendors who currently provide data collection interfaces, and then charge
                                     agencies to access the data that has been collected will experience a loss of revenue.
                                     This bill prohibits a private vendor from selling, reselling, or monetizing pawn data.

  Expenditures:

  Other:

4. DOES THE BILL INCREASE OR DECREASE TAXES, FEES, OR FINES? Y                           N
  Does the bill increase taxes,      The bill establishes civil penalties including fines but does not indicate who levies
  fees or fines?                     and collects the fine or where the fine is to be deposited.

  Does the bill decrease taxes,      No.
  fees or fines?
  What is the impact of the          Lines 70-73: Any private vendor that sells, resells, or otherwise commodifies pawn
  increase or decrease?              data in violation of this section is subject to civil penalties, including fines of up to
                                     $500,000 per violation.
  Bill Section Number:               Section 1.




                                                  TECHNOLOGY IMPACT
1. DOES THE LEGISLATION IMPACT THE AGENCY’S TECHNOLOGY SYSTEMS (I.E., IT SUPPORT, LICENSING,
   SOFTWARE, DATA STORAGE, ETC.)? Y   N
  If yes, describe the anticipated   FDLE recommends conducting a feasibility study to determine the technical
  impact to the agency including     requirements, provide a detailed scope of work, timeline, and a total cost to include
  any fiscal impact.                 startup and maintenance costs for the project. The study will also review the impact
                                     to local law enforcement. The estimated cost for a feasibility study is $250,000.



                                                    FEDERAL IMPACT
1. DOES THE LEGISLATION HAVE A FEDERAL IMPACT (I.E., FEDERAL COMPLIANCE, FEDERAL FUNDING,
   FEDERAL AGECY INVOLVEMENT, ETC.)? Y   N
  If yes, describe the anticipated
  impact including any fiscal
  impact.



                                                                                                                             4
2025 FDLE Bill Analysis



                              LEGAL - GENERAL COUNSEL’S OFFICE REVIEW

    Issues/concerns/comments and
    recommended action:              To ensure there is no conflict with current Florida law prohibiting the creation or
                                     keeping of a list, record, or registry or legally owned firearms (s. 790.335), the new
                                     database should exclude the names associated with the pawned firearm. Section
                                     790.335(3)(f)5, F.S., allows “secondhand dealers and pawnbrokers to electronically
                                     submit limited firearms records consisting solely of the manufacturer, model, serial
                                     number and caliber of pawned or purchased firearms to a third-party private vendor.”



                                              ADDITIONAL COMMENTS
•    Line 39- FDLE is unable to determine if the December 31, 2026, implementation date for the statewide pawn database
     can be met. A feasibility study is needed to determine the scope of the project and detailed timeline.

•    Some vendors are aggregating the pawn transaction data with other publicly accessible data. It must be noted the
     statewide system will only provide data related to pawn transactions.

•    Vendors currently possess a substantial amount of pawn transaction data through existing contracts with local law
     enforcement agencies. The length and terms of these contracts are not known by FDLE but may be immediately
     impacted upon passage of this bill.




                                                                                                                         5
                                                      The Florida Senate
                  BILL ANALYSIS AND FISCAL IMPACT STATEMENT
              (This document is based on the provisions contained in the legislation as of the latest date listed below.)

                  Prepared By: The Professional Staff of the Committee on Commerce and Tourism

BILL:           CS/SB 1776
INTRODUCER:     Commerce and Tourism Committee and Senator McClain
SUBJECT:        Employment Rights
DATE:           March 17, 2025                  REVISED:


          ANALYST                     STAFF DIRECTOR                 REFERENCE                                 ACTION
1. Dike                             McKay                                 CM              Fav/CS
2.                                                                        JU
3.                                                                        RC



                    Please see Section IX. for Additional Information:
                                   COMMITTEE SUBSTITUTE - Substantial Changes




  I.    Summary:

        CS/SB 1776 amends Florida’s whistleblower protections for employees of private employers.
        The bill states that an employer may not retaliate against an employee who:
        • Disclosed a practice of the employer, which the employee had a good faith belief would be
           illegal, to a government agency under oath.
        • Threatened to disclose an unlawful practice of the employer to a government agency.
        • Objected to or refused to participate in an unlawful practice of the employer.

        An employee is required to prove, by clear and convincing evidence, that they notified a
        supervisor or employer about the alleged violation, and the supervisor or employer was given an
        opportunity to correct the illegal activity. If the employer proffers evidence that the personnel
        action was taken for a reason other than the employee’s exercise of a right under this act, then
        the employee has the burden to prove otherwise.

        Further, the bill alters provisions for definitions, attorney fees and costs, and remedies available
        to the employee.

        The bill also modifies the public whistleblower provisions by excluding from the definition of
        “independent contractor” any private, individual, firm, partnership, institution, corporation, or
        association that employs ten or more people.

        The bill takes effect July 1, 2025.
BILL: CS/SB 1776                                                                                                          Page 2



    II.   Present Situation:

          Florida’s Whistleblower’s Act

          Florida’s Whistleblower’s Act (FWA), ss. 112.3187-112.31895, F.S., provides protections for
          public employees who report an employer’s violation of law to an appropriate government
          agency. Under state law, any government agency1 or independent contractor2 “shall not dismiss,
          discipline, or take any other adverse personnel action against an employee for disclosing:
          • Any violation or suspected violation of any federal, state, or local law, rule, or regulation
              committed by an employee or agent of an agency or independent contractor which creates
              and presents a substantial and specific danger to the public's health, safety, or welfare.
          • Any act or suspected act of gross mismanagement, malfeasance, misfeasance, gross waste of
              public funds, suspected or actual Medicaid fraud or abuse, or gross neglect of duty
              committed by an employee or agent of an agency or independent contractor.”3

          The FWA allows employees who experience retaliation to obtain reinstatement of their position,
          compensation for lost wages, payment of reasonable cost and attorney fees, and issuance of an
          injunction by a court.

          Ch. 448, F.S., provides general labor provisions for employers and employees in the state of
          Florida. More specifically, ss. 448.101-448.105, F.S., prohibit retaliatory attacks on employees in
          private workplaces who disclose illegal workplace practices and the remedies and rights that
          flow from that prohibition. While these statutes are not given a name, they are commonly known
          as Florida’s Private Sector Whistleblower’s Act.4

          Case Law

          Currently, there is an unresolved question of law arising from the provisions of FWA that has
          resulted in a certified conflict5 between the First and Fourth District Courts of Appeal (DCA).6 In
          2013, the Fourth DCA determined that an employee is protected by the FWA if the employee has
          a good faith, objectively reasonable belief that their activity is protected by the statute.7 Even if
          the activity which the employee is refusing to take part in was legal, if the employee had a good
          faith belief the employer’s activity was illegal, they are protected under the FWA.8 Meanwhile,
          the First and Second DCAs held that an employee must prove they objected to an actual violation

1
  “Agency” means any state, regional, county, local, or municipal government entity, whether executive, judicial, or
legislative; any official, officer, department, division, bureau, commission, authority, or political subdivision therein; or any
public school, community college, or state university. Section 112.3187(3)(b), F.S.
2
  “Independent contractor” means a person, other than an agency, engaged in any business and who enters into a contract,
including a provider agreement, with an agency. Section 112.3187(3)(e), F.S.
3
  Section 112.3187, F.S.
4
  Golf Channel v. Jenkins, 752 So. 2d 561, 562 (Fla. 2000).
5
  The Florida Supreme Court gains jurisdiction to hear a case when a district court of appeal certifies that its decision is in
direct conflict with another district court of appeal’s decision. Fla. Const. art. V, sec. 3(b)(4).
6
  Gessner v. Southern Co., 396 So. 3d 908, 910 (Fla. 1st DCA 2024).
7
  Aery v. Wallace Lincoln-Mercury, LLC, 118 So. 3d 904, 916 (Fla. 4th DCA 2013).
8
  Id.
BILL: CS/SB 1776                                                                                            Page 3

           of law under s. 448.102(3), F.S., rather than relying on a good faith belief that there was a
           violation of law.9 The First DCA contends that “had the Legislature wished to provide the same
           whistleblower protections for private sector employees who disclose suspected violations of
           law… it could have done so.”10

           Although the Florida Supreme Court has jurisdiction over the case, the Court has the authority to
           choose whether to hear an appeal on this issue. As a result, the issue of whether an employee’s
           good faith belief of a violation of law is sufficient to gain protection under the FWA, currently
           depends on which DCA governs the area of Florida in which the employee lives.

III.       Effect of Proposed Changes:

           Definitions

           Section 2 amends s. 448.101, F.S., to provide the following definitions:
           • “Appropriate governmental agency” means any agency of government charged with the
              enforcement of laws, rules, or regulations governing an activity, a policy, or a practice of an
              employer in which the employee objected to; refused to participate in; or testified, provided
              information, made a disclosure, or threatened to make a disclosure concerning an employer’s
              activity, policy, or practice.
           • “Of the employer,” when used in reference to an actual or proposed activity, policy, practice,
              or proposal, does not include an activity, a policy, a practice, or a proposal of or by one or
              more employees acting outside the course and scope of their employment or which is
              contrary to the employer’s policies, practices, or directives.
           • “Retaliatory personnel action” means the discharge, suspension, or demotion by an employer
              of an employee or any serious and material change by an employer in the terms and
              conditions of an employee’s employment.

           This change narrows the government agencies to which an employee can disclose illegal activity
           to those which are charged with the enforcement of that particular policy or practice. The bill’s
           new definition “of the employer” narrows the type of illegal activities the employee can disclose
           or object to, to those activities within the scope of their employment. The bill also changes the
           definition of retaliation from “any other adverse employment actions” to “serious and material
           changes” to the terms and conditions of employment.

           Prohibitions

           Section 3 amends s. 448.102, F.S., to provide that a private employer may not take retaliatory
           personnel action against an employee because the employee has:
           • Disclosed to any appropriate governmental agency, under oath in writing, an activity, policy,
               or practice of the employer which the employee has a good faith belief that such activity,
               policy, or practice has violated a statute or regulation, or if implemented would violate a
               statute or regulation.



9
    Gessner, 396 So. 3d at 913; Kearns v. Farmer Acquisition Co., 157 So. 3d 458, 465 (Fla. 2d DCA 2015).
10
    Gessner, 396 So. 3d at 913.
BILL: CS/SB 1776                                                                                      Page 4

      •   Threatened to disclose to any appropriate governmental agency, under oath, in writing, an
          activity, a policy, or a practice of the employer which actually violated a law, a rule, or a
          regulation, or any proposed course of action of the employer which, if implemented, would
          violate a law, a rule, or regulation.
      •   Objected to, or refused to participate in, an activity, a policy, or a practice of the employer
          which, at the time of the objection or refusal, was in violation of a law, a rule, or a regulation,
          or any proposed activity, policy, or practice of the employer which, if implemented, would
          actually violate a law, a rule, or a regulation.

      Further, the bill sets out that these provisions do not apply unless the employee notifies the
      supervisor or employer in writing the activity, policy, or practice of the employer to which the
      employee objects or in which the employee refuses to participate. The employee must also give
      the supervisor or employer a reasonable opportunity to correct the actual or proposed activity,
      policy, or practice.

      Remedies

      Section 4 amends s. 448.103, F.S., to specify that an employee may not recover in a legal action
      brought against their employer for a violation of s. 448.102, F.S., unless:
         • The employee proves by clear and convincing evidence that they notified a supervisor or
             employer about the alleged violation; and
         • The supervisor or employer was afforded a reasonable opportunity to correct the actual or
             proposed illegal activity.

      Additionally, the bill provides that an employee may not recover in a legal action claiming a
      violation if the retaliatory personnel action was based on a ground other than the employee’s
      exercise of a right protected by this act. If the employer proffers an alternate reason for its
      personnel action than the employee’s exercise of a right under this act, the burden shifts to the
      employee to prove each of the employer’s proffered reasons are false.

      Section 5 amends s. 448.104, F.S., mandating that courts award reasonable attorney fees, court
      costs, and expenses to the prevailing party in a case. This section also limits such attorney fees,
      costs, and expenses pursuant to s. 768.79, F.S., which requires courts to assess fees and costs
      based on offers and demands of judgment.

      Rights

      Section 6 amends s. 448.105, F.S., to specify if an employee has another available statutory
      remedy for conduct that would otherwise violate this chapter, the remedies under that statute
      preclude claims under this chapter.

      Public Employer Whistleblowers

      Section 1 amends s. 112.3187, F.S., to exclude “any private individual, firm, partnership,
      institution, corporation, or association that employs ten or more” people from the definition of
      “independent contractor” under the FWA.
BILL: CS/SB 1776                                                                                   Page 5

      Reenactment

      Section 7 reenacts s. 448.111, F.S., for the purpose of incorporating the amendments to s.
      448.103, F.S.

      Effective Date

      Section 8 provides an effective date of July 1, 2025.

IV.   Constitutional Issues:

      A.      Municipality/County Mandates Restrictions:

              None.

      B.      Public Records/Open Meetings Issues:

              None.

      C.      Trust Funds Restrictions:

              None.

      D.      State Tax or Fee Increases:

              None.

      E.      Other Constitutional Issues:

              None identified.

V.    Fiscal Impact Statement:

      A.      Tax/Fee Issues:

              None.

      B.      Private Sector Impact:

              Indeterminate.

      C.      Government Sector Impact:

              Indeterminate.

VI.   Technical Deficiencies:

      None.
 BILL: CS/SB 1776                                                                                                                     Page 6

VII.    Related Issues:

        None.

VIII.   Statutes Affected:

        This bill substantially amends the following sections of the Florida Statutes: 112.3187, 448.101,
        448.102, 448.103, 448.104, 448.105, 448.111.

 IX.    Additional Information:

        A.       Committee Substitute – Statement of Changes:
                 (Summarizing differences between the Committee Substitute and the prior version of the bill.)

                 CS by Commerce and Tourism Committee on March 17, 2025:
                 The amendment clarifies that the provision precluding claims under this chapter if other
                 remedies are available applies to employees, not employers.

        B.       Amendments:

                 None.

         This Senate Bill Analysis does not reflect the intent or official position of the bill’s introducer or the Florida Senate.
     Florida Senate - 2025                           COMMITTEE AMENDMENT        Florida Senate - 2025                        COMMITTEE AMENDMENT
     Bill No. SB 1776                                                           Bill No. SB 1776




                             Ì319032wÎ319032                                                            Ì319032wÎ319032


                             LEGISLATIVE ACTION                            11       448.105, F.S.; providing that if an employee has
           Senate                       .                  House
          Comm: RCS                     .
         03/17/2025                     .
                                        .
                                        .
                                        .




     The Committee on Commerce and Tourism (McClain) recommended the
     following:


1        Senate Amendment (with title amendment)
2
3        Delete line 141
4    and insert:
5        448.105 Existing rights.—If an employee has another
6
7    ================= T I T L E    A M E N D M E N T ================
8    And the title is amended as follows:
9        Delete line 21
10   and insert:



                                   Page 1 of 2                                                            Page 2 of 2
     3/13/2025 7:33:43 AM                                   577-02337-25        3/13/2025 7:33:43 AM                                   577-02337-25
      Florida Senate - 2025                                        SB 1776         Florida Senate - 2025                                        SB 1776



      By Senator McClain




      9-01484-25                                                20251776__         9-01484-25                                              20251776__
1                             A bill to be entitled                          30
2          An act relating to employment rights; amending s.                 31    Be It Enacted by the Legislature of the State of Florida:
3          112.3187, F.S.; revising the definition of the term               32
4          “independent contractor”; amending s. 448.101, F.S.;              33         Section 1.   Paragraph (e) of subsection (3) of section
5          revising the definitions of the terms “appropriate                34    112.3187, Florida Statutes, is amended to read:
6          governmental agency” and “retaliatory personnel                   35         112.3187 Adverse action against employee for disclosing
7          action”; defining the term “of the employer”; amending            36    information of specified nature prohibited; employee remedy and
8          s. 448.102, F.S.; revising the prohibitions against               37    relief.—
9          retaliatory personnel action against an employee by               38         (3) DEFINITIONS.—As used in this act, unless otherwise
10         his or her employer; providing construction; amending             39    specified, the following words or terms shall have the meanings
11         s. 448.103, F.S.; providing that an employee may not              40    indicated:
12         recover in an action against an employer for a                    41         (e) “Independent contractor” means a person, other than an
13         retaliatory personnel action unless the employee can              42    agency, engaged in any business and who enters into a contract,
14         prove certain claims by clear and convincing evidence;            43    including a provider agreement, with an agency. For the purposes
15         providing that an employee has the burden of proof if             44    of this act, a person who is an employer as defined in s.
16         the employer proffers certain grounds for the                     45    448.101 is not an independent contractor.
17         retaliatory action; amending s. 448.104, F.S.;                    46         Section 2.   Present subsections (5) and (6) of section
18         requiring, rather than authorizing, a court to award              47    448.101, Florida Statutes, are redesignated as subsections (6)
19         reasonable attorney fees and costs to the prevailing              48    and (7), respectively, a new subsection (5) is added to that
20         party for retaliatory personnel actions; amending s.              49    section, and subsection (1) and present subsection (5) of that
21         448.105, F.S.; providing that if an employer has                  50    section are amended, to read:
22         another available statutory remedy for conduct that               51         448.101 Definitions.—As used in ss. 448.101-448.105, the
23         would otherwise violate the act, then the remedies                52    term:
24         under the other statute preclude a claim under the                53         (1) “Appropriate governmental agency” means any agency of
25         act; reenacting s. 448.111(2), F.S., relating to                  54    government charged with the enforcement of laws, rules, or
26         evidentiary standards for actions of a business during            55    regulations governing an activity, a policy, or a practice of an
27         an emergency, to incorporate the amendment made to s.             56    employer in which an employee objected to; refused to
28         448.103, F.S., in a reference thereto; providing an               57    participate in; or testified, provided information, made a
29         effective date.                                                   58    disclosure, or threatened to make a disclosure concerning an

                                  Page 1 of 7                                                                  Page 2 of 7
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      Florida Senate - 2025                                       SB 1776           Florida Senate - 2025                                       SB 1776




      9-01484-25                                                20251776__          9-01484-25                                                20251776__
59    employer’s activity, policy, or practice.                              88     a regulation.
60         (5) “Of the employer,” when used in reference to an actual        89          (3) Objected to, or refused to participate in, an activity,
61    or proposed activity, policy, practice, or proposal, does not          90     a policy, or a practice of the employer which, at the time of
62    include an activity, a policy, a practice, or a proposal of or         91     the objection or refusal, was that is in violation of a law, a
63    by one or more employees acting outside the course and scope of        92     rule, or a regulation, or any proposed. However, this subsection
64    their employment or which is contrary to the employer’s                93     does not apply unless the employee has, in writing, brought the
65    policies, practices, or directives.                                    94     activity, policy, or practice of the employer which, if
66         (6)(5) “Retaliatory personnel action” means the discharge,        95     implemented, would actually violate a law, a rule, or a
67    suspension, or demotion by an employer of an employee or any           96     regulation to the attention of a supervisor or the employer and
68    serious and material change other adverse employment action            97     has afforded the employer a reasonable opportunity to correct
69    taken by an employer against an employee in the terms and              98     the activity, policy, or practice.
70    conditions of an employee’s employment.                                99          (4)(2) Provided information to, or testified before, any
71         Section 3.   Section 448.102, Florida Statutes, is amended to     100    appropriate governmental agency, person, or entity conducting an
72    read:                                                                  101    investigation, hearing, or inquiry into an alleged violation of
73         448.102 Prohibitions.—An employer may not take any                102    a law, rule, or regulation by the employer.
74    retaliatory personnel action against an employee because the           103
75    employee has:                                                          104    (3) Subsections (1), (2), and (3) do not apply unless the
76         (1) Disclosed, or threatened to disclose, to any                  105    employee brings to the attention of a supervisor or the
77    appropriate governmental agency, under oath, in writing, an            106    employer, in writing, the Objected to, or refused to participate
78    activity, a policy, or a practice of the employer which the            107    in, any activity, policy, or practice of the employer which the
79    employee has a good faith belief that such activity, policy, or        108    employee objects to or refuses to participate in and affords the
80    practice violated a law, a rule, or a regulation, or any               109    supervisor or employer a reasonable opportunity to correct the
81    proposed course of action of the employer which, if implemented,       110    actual or proposed activity, policy, or practice which is in
82    would actually violate a law, a rule, or a regulation.                 111    violation of a law, rule, or regulation.
83         (2) Threatened to disclose to any appropriate governmental        112         Section 4.   Paragraph (c) of subsection (1) of section
84    agency, under oath, in writing, an activity, a policy, or a            113    448.103, Florida Statutes, is amended, and paragraph (d) is
85    practice of the employer which actually violated a law, a rule,        114    added to that subsection, to read:
86    or a regulation, or any proposed course of action of the               115         448.103 Employee’s remedy; relief.—
87    employer which, if implemented, would violate a law, a rule, or        116         (1)

                                  Page 3 of 7                                                                   Page 4 of 7
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       Florida Senate - 2025                                        SB 1776          Florida Senate - 2025                                       SB 1776




       9-01484-25                                              20251776__            9-01484-25                                              20251776__
117         (c) An employee may not recover in any action brought             146    other law or rule or under any collective bargaining agreement
118    claiming a violation of s. 448.102(1), (2), or (3), unless the         147    or employment contract.
119    employee proves, by clear and convincing evidence, that he or          148         Section 7.   For the purpose of incorporating the amendment
120    she notified a supervisor or an employer about the alleged             149    made by this act to section 448.103, Florida Statutes, in a
121    violation, and the supervisor or employer was afforded a               150    reference thereto, subsection (2) of section 448.111, Florida
122    reasonable opportunity to correct the actual or proposed illegal       151    Statutes, is reenacted to read:
123    activity.                                                              152         448.111 Evidentiary standards for actions of a business
124         (d) An employee may not recover in any action brought             153    during an emergency.—
125    claiming a violation of this act pursuant to this subsection if        154         (2) Notwithstanding any other law, the following actions of
126    he or she failed to notify the employer about the illegal              155    a business, if taken during a public health emergency declared
127    activity, policy, or practice as required by s. 448.102(1) or if       156    by the State Health Officer under s. 381.00315 or a state of
128    the retaliatory personnel action was predicated upon a ground          157    emergency declared by the Governor under s. 252.36, may not be
129    other than the employee’s exercise of a right protected by this        158    used as evidence in a civil cause of action brought under s.
130    act. If the employer proffers one or more grounds for its              159    440.10, s. 440.192, s. 440.38, s. 440.381, s. 448.103, s.
131    personnel action other than the employee’s exercise of a right         160    448.110, s. 448.25, chapter 532, or s. 717.115, or in a civil
132    protected by this act, the employee has the burden to prove each       161    cause of action, as provided for under general law, to recover
133    of the employer’s proffered reasons are false.                         162    lost wages, salary, employment benefits, or other compensation,
134         Section 5.   Section 448.104, Florida Statutes, is amended to     163    because an individual has not been properly classified as an
135    read:                                                                  164    employee:
136         448.104 Attorney Attorney’s fees and costs.—A court shall         165         (a) Providing financial assistance to previously engaged
137    may award reasonable attorney attorney’s fees, court costs, and        166    individuals who are unable to work because of health and safety
138    expenses to the prevailing party, pursuant to s. 768.79.               167    concerns.
139         Section 6.   Section 448.105, Florida Statutes, is amended to     168         (b) Directly providing benefits that are related to the
140    read:                                                                  169    health and safety of engaged individuals, including medical or
141         448.105 Existing rights.—If an employer has another               170    cleaning supplies, personal protective equipment, health checks,
142    available statutory remedy for conduct that would otherwise            171    or medical testing.
143    violate this chapter, the remedies under that statute preclude         172         (c) Providing training or information related to the health
144    claims under this chapter This act does not diminish the rights,       173    and safety of engaged individuals or the public.
145    privileges, or remedies of an employee or employer under any           174         (d) Taking any action, including action required or

                                   Page 5 of 7                                                                   Page 6 of 7
      CODING: Words stricken are deletions; words underlined are additions.         CODING: Words stricken are deletions; words underlined are additions.
       Florida Senate - 2025                                        SB 1776




       9-01484-25                                              20251776__
175    suggested by any federal, state, or local law, ordinance, order,
176    or directive which is intended to protect public health and
177    safety.
178         Section 8.   This act shall take effect July 1, 2025.




                                   Page 7 of 7
      CODING: Words stricken are deletions; words underlined are additions.
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              Jessica Kraynak                                                                          Phone
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Address       227 South Adams Street                                                                   ,,r,u,, jessica@frf.org
              Street


              Tallahassee                                  Florida                32301
              Crty                                     State                     Zip




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IE compensation
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                                                              PLEASE CHECK ONE OF THE FOLLOWING:

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