The Uniform Commercial Code

The American Law Institute, established in 1923, is the leading independent organization in the United States producing scholarly work to clarify, modernize, and otherwise improve the law. The Institute (whose membership consists of more than 4300 lawyers, judges, and law professors of the highest qualifications) drafts, discusses, revises, and publishes Restatements of the Law, Principles of the Law, and model statutes that are enormously influential in the courts and legislatures, as well as in legal scholarship and education. ALI has long been influential internationally and, in recent years, more of its work has become international in scope.

By participating in the Institute's work, its distinguished members have the opportunity to influence the development of the law in both existing and emerging areas, to work with other eminent lawyers, judges, and academics, to give back to a profession to which they are deeply dedicated, and to contribute to the public good.

How the Institute Works

A project is undertaken by the Institute only upon the careful consideration and prior approval of the Council, its governing body. When a project has been authorized, an expert in the field of law to be considered, usually a legal scholar, is designated as Reporter. The Reporter does the basic research and prepares the initial draft of the material.

This initial draft is submitted for suggestions and revisions to a small group of advisers (judges, lawyers, and law teachers) with special knowledge of the subject. In most projects, the draft is also reviewed by a Members Consultative Group consisting of members of the Institute with particular interest in the subject. The revised draft is next submitted for further analysis and consideration to the Council. When approved by the Council, the draft as further revised is presented to an annual meeting of the entire ALI membership for discussion.

A series of drafts is produced in this manner over a period of years. When all drafts have been approved both by the Council and the ALI membership, the official text of the Institute is prepared for publication. The final product, the work of highly competent group scholarship, thus reflects the searching review and criticism of learned and experienced members of the bench and bar. Many Institute publications have been accorded an authority greater than that imparted to any legal treatise, an authority more nearly comparable to that accorded to judicial decisions.

The Uniform Law Commission (ULC, also known as the National Conference of Commissioners on Uniform State Laws), established in 1892, provides states with non-partisan, well-conceived and well-drafted legislation that brings clarity and stability to critical areas of state statutory law. It is a non-profit unincorporated association, comprised of state commissions on uniform laws from each state, the District of Columbia, the Commonwealth of Puerto Rico, and the U.S. Virgin Islands. Each jurisdiction determines the method of appointment and the number of commissioners actually appointed. Most jurisdictions provide for their commission by statute.

There is only one fundamental requirement for the more than 300 uniform law commissioners: that they be members of the bar. While some commissioners serve as state legislators, most are practitioners, judges, and law professors. They serve for specific terms, and receive no salaries or fees for their work with the ULC.

The state uniform law commissioners come together as the Uniform Law Commission for one purpose: to study and review the law of the states to determine which areas of law should be uniform. The commissioners promote the principle of uniformity by drafting and proposing specific statutes in areas of the law where uniformity between the states is desirable. It must be emphasized that the ULC can only propose. No uniform law is effective until a state legislature adopts it.

The ULC is a working organization. The uniform law commissioners participate in drafting specific acts; they discuss, consider, and amend drafts of other commissioners; they decide whether to recommend an act as a uniform or a model act; and they work toward enactment of ULC acts in their home jurisdictions.