COMMERCIAL PAPER

COMMERCIAL PAPER

A written instrument or document such as a
check, draft, promissory note, or a certificate of
deposit, that manifests the pledge or duty of one
individual to pay money to another.
Commercial paper is ordinarily used in
business transactions, since it is a reliable and
expedient means of dealing with large sums of
money and minimizes the risks inherent in
using cash, such as the increased possibility of
theft.

One of the most significant aspects of com-
mercial paper is that it is negotiable, which
means that it can be freely transferred from one
party to another, either through endorsement
or delivery. The terms commercial paper and
negotiable instrument can be used inter-
changeably.

Since commercial paper constitutes PER-
SONAL PROPERTY, it is transferable by sale or gift
and can be loaned, lost, stolen, and taxed. Com-
mercial paper is a specific type of property pri-
marily governed by article 3 of the UNIFORM
COMMERCIAL CODE (UCC), which is in effect in
all 50 states, the District of Columbia, and the
Virgin Islands. Although Louisiana has not
enacted all the articles of the UCC, it has
adopted article 3.

Types of Commercial Paper
The UCC identifies four basic kinds of com-
mercial paper: promissory notes, drafts, checks,
and certificates of deposit. The most fundamen-
tal type of commercial paper is a promissory
note, a written pledge to pay money. A promis-
sory note is a two-party paper. The maker is the
individual who promises to pay while the payee
or holder is the person to whom payment is
promised. The payee can be either a specifically named individual or merely the bearer of the instrument who has it in his or her physical possession
when he or she seeks to be paid according
to its terms. A note payable to “bearer” can
be paid to the person who presents it for remuneration.
Such an instrument is said to be bearer
paper.

A promissory note that is payable on demand
can be redeemed by the payee at any time,
whereas a time note has a date for payment on its
face that establishes the date when the holder
will have an enforceable right to receive payment
under it. There is no obligation to pay a time
note until the date designated on its face.
The ordinary purpose of a promissory note
is to borrow money. Promissory notes should
not be confused with credit or loan agreements,
which are separate instruments that are usually
signed at the same time as promissory notes, but
which merely describe the terms of the transactions.
A promissory note serves as documentary
evidence of a debt. It can be endorsed and sold
at a discount to other parties, and each subsequent
endorser becomes secondarily liable for
the amount specified on the face of the instrument.
A number of CONSUMER CREDIT dealings
are funded through the use of promissory
notes.

Certain types of promissory notes are sold at
a discount, such as U.S. savings bonds and corporation
bonds. Such an instrument is sold for
an amount below its face value and can subsequently
be redeemed on the due date or date of
maturity for the entire face amount. The interest
obtained by the holder of the instrument is the
difference between the purchase price and the
redemption price. In certain instances, bonds
that are not redeemed immediately upon maturity
accumulate interest following the due date
and are ultimately worth more than their face
value when redeemed at a later time. If such
bonds are cashed in before maturity, the holder
receives less than the face value.
A draft, also known as a bill of exchange, is a
three-party paper ordering the payment of
money. The drawer is the individual issuing the
order to pay, while the drawee is the party to
whom the order to pay is given. As in the case of
a promissory note, the payee is either a specified
individual or the bearer of the draft who is to
receive payment according to its terms. The
draft is made payable on demand or on a certain
date. A common example of a draft is a cashier’s
check.

A draft is often used in business to obtain
payment for items that must be shipped over
long distances. Drafts are often the preferred
method of payment for purchasers who want to
examine goods prior to payment or who do not
have the necessary funds available at the time of
sale. The vendor might have reservations concerning
the buyer’s credit and desire payment as
soon as possible. The procedure ordinarily followed
in such instances is that upon shipment of
the goods, the seller receives a bill of lading from
the carrier. The bill of lading also serves as a certificate
of title to the goods, which is ordinarily
in the seller’s name.

Upon shipment, the seller draws a draft
against the buyer-drawee, who is required to pay
the draft. The seller’s bank is named as the
payee. The seller endorses the bill of lading to
the payee and attaches the bill to the draft. The
seller can either negotiate these instruments to
the payee at a discount or use them as security
for a loan. Subsequently, the papers are endorsed
by the seller’s bank and delivered to a correspondent
bank in the community where the
buyer is located. The correspondent bank seeks
payment of the draft from the buyer and when
payment is made, the bank transfers ownership
of the goods from seller to buyer by endorsing the bill of lading to the buyer. The buyer can
then obtain the goods from the carrier upon
presentation of the bill of lading, which demonstrates
his or her title to the shipped goods.
A check is a specific kind of draft, which is
drawn on a bank and payable on demand to a
particular individual or to the bearer, in which
case it can be written payable to “cash.”
An individual who opens a checking account
is engaged in a contractual relationship with a
bank. The individual agrees to deposit money
therein, while the bank agrees that it is indebted
to the depositor for the amount in the account,
in addition to promising to honor checks written
for payment against the account when there
are sufficient funds on hand to do so.
A certificate of deposit, frequently referred
to as a CD, is a written recognition by a bank of
the acquisition of a sum of money from a depositor
for a designated period of time at a specified
interest rate, coupled with a promise of repayment.
The bank is both the maker and the
drawee, and the individual making the deposit is
the payee.

Ordinarily, certificates of deposit come in
specific denominations that vary according to
the length of the term that the bank will hold the
funds and are available only for large sums of
money. They are used mainly by corporations
and individuals as savings devices since they
generally bear higher interest rates than ordinary
savings accounts. They must, however, be
left on deposit for the designated time period.
Ordinarily, a CD can be cashed in prior to the
date of maturity, but some interest will be forfeited.
Depending upon the provisions of the
CD, however, a bank may have the legal right to
refuse to close an account before the expiration
of the designated date of maturity.
Negotiability

There are basic requirements for the negotiability
of commercial paper. The instrument
must be in writing and signed by either its
maker or its drawer. In addition, it must be
either an unconditional promise, as in the case
of a promissory note, or an order to pay a specific
amount of money, such as a draft. It must
be payable either on demand or at a fixed time
to order or to bearer.
The requirement that the instrument must
be in writing can be met in various ways. The
paper can be printed, typed, engraved, or written
in longhand, either in ink, pencil, or both.
Ordinarily, specimens of commercial paper can
be obtained from banks or stationery stores.
Similarly, there are a number of ways to
comply with the signature requirement. The signature
may legally be either handwritten, typed,
printed, or stamped by a machine. Individuals
who are unable to write their names can sign
with a simple mark, such as an X. Also permissible
are initials, a symbol, a business or TRADE
NAME, or an assumed name.
The pledge or order for payment must be
unconditional to insure certainty that the
instrument will be paid, since it is used in place
of money and as a means of obtaining credit.
When the paper includes an unconditional
promise or order, supplementary facts can be
mentioned that will not defeat its negotiability.
For example, the paper can indicate the transaction
was secured by a mortgage. It might mention
a specific account or fund out of which
payment is expected, although not required.
Ordinarily, such a collateral statement is made
for purposes of accounting and does not create
a conditional promise or order to pay. Payment
can, however, be limited to the total assets of a
partnership, unincorporated association, or
trust.

A promise to pay is conditional when it indicates
that it is either subject to or governed by
another agreement. When payment is conditional,
negotiability is terminated and the
instrument is not commercial paper. The holder
of the paper cannot rely upon the face of the
document to establish and fix his or her right to
payment.

A paper does not qualify for treatment as a
negotiable instrument if payment of it is to be
made exclusively from a particular fund, unless
such instrument is issued by a government or
division thereof.

In dealing with a promissory note, practically
any terms that state a definite promise will
suffice to make the instrument legally enforceable.
The phrase “I promise to pay” clearly
demonstrates an unconditional pledge of payment;
whereas an IOU is not deemed definite
enough to warrant payment and, therefore, is
not a negotiable instrument. There must be an
order to pay in a check or a draft. A mere
request, as in “I wish you would pay,” is insufficient.
Language used for courtesy, such as
“please pay,” does not, however, defeat the order.
Suitable language to instruct payment would be
“pay to the order of X.”

The holder of the negotiable instrument
must be able to ascertain the precise value of the
paper by looking at its face. In certain instances,
it might be necessary to compute interest, as in
the case of a promissory note that bears a certain
annual rate. A provision for interest does not
impair the determination of the actual sum. In
addition, certainty regarding the amount is not
altered by the fact that the interest rate can differ
before or after default or before or after a
particular date.

The amount payable remains a fixed sum
even in the event that it is paid in installments,
or reduced by agreement of payment prior to a
set time or increased following the date of payment.
In addition, the certainty of the sum is not
affected by a provision for collection of expenses
and lawyer’s fees.
The sum must be payable in money, which is
a medium of exchange adopted by governments;
otherwise, the document is not considered commercial
paper.
An instrument must be payable either on
demand or at a set time in order to have negotiability.
Papers that are payable on demand are
payable upon presentation, such as checks.
When a note or a draft is payable on, or prior
to, a fixed date or for a set period thereafter, it is
considered to be negotiable at a definite time.
When an instrument is payable on or before a
certain date, payment is required no later than
the date indicated, although it can be made
prior to that date. Similarly, a paper made
payable at an established time after sight is
payable at a definite time. After sight means that
upon presentation of the instrument to the
maker by the holder, payment will occur after
the expiration of the time designated on the
note. The payee of a note due one week after
sight must be paid by the maker within a week
of the date it is presented for payment. It need
not be paid immediately upon presentation,
since the terms of the note do not make it a
demand instrument.
If the time provided for payment of an
instrument is definite except for the presence of
an acceleration clause, the time of payment of
the instrument is still considered definite. That
is, a note can provide that the time for payment
will be accelerated if a certain event takes place
or at the option of one of the parties to the
agreement without destroying its negotiability.
Also acceptable are extensions of the payment
period, which can be made at the choice of the
holder, maker, or acceptor, or immediately when
a particular act occurs.
An instrument retains its negotiable quality
even if it is undated, antedated, or postdated. An
undated instrument takes effect immediately
upon delivery to the payee. An antedated paper
is given a date that has passed, and a postdated
instrument is given a future date. In the event
that an instrument is either antedated or postdated,
the determination of the date on which it
becomes legally operative is contingent upon the
date that appears on its face and upon whether
it is payable on demand or on a certain date. A
postdated check cannot be cashed prior to the
date appearing on its face, in spite of the fact
that a check is ordinarily payable on demand.
An instrument is not negotiable if it is
payable upon an occurrence of indefinite timing,
even when the event is certain to happen,
such as death.
The requirement that an instrument be
made payable either to order or to bearer is met
when the paper is made available to the bearer,
or to an individual specifically designated, or to
the order of that person, as in “X, or his order.”
An estate, trust, corporation, partnership, or
unincorporated association may be designated
as a payee of a commercial paper.
An instrument can be made payable to two
or more people, either together or in the alternative.
If the paper is made out to two parties
together, as in “to X and Y,” then both payees
must endorse it before payment will be made.
An instrument made out in the alternative, however,
as in “To X or Y,” requires endorsement by
only one payee in order to be paid.
Checks and drafts are ordinarily written on
printed forms, made payable both to order and
bearer. An empty space is left between the words
“pay to the order of” and “or bearer.”When the
name of the payee is inserted by the drawer, the
paper is regarded as an order instrument in spite
of the fact that the phrase “or bearer” is not
deleted. In such instances, the presumption is
that the drawer merely neglected to eliminate
this language. An instrument is bearer paper,
however, when it is made payable to a specific
payee and the words “or bearer” are either typed
or handwritten on the document as additions to
it.
Bearer paper is made payable either to the
holder, a specific individual, the bearer, or to cash.
It is common for such an instrument to read “pay
to the order of bearer.” This occurs in the case where a printed form is used and the term bearer
is written in following “pay to the order of.” The
word bearer serves to make the instrument bearer
paper in such an instance.
Bearer instruments are tantamount to cash
because they are freely transferrable from one
person to another without requiring an
endorsement. They are thereby not as secure as
order instruments since if they are stolen, their
terms permit payment to be made to whoever
possesses them at the time they are presented for
payment. Many banks require customers to
endorse bearer paper prior to payment as a
safety measure. This provides both the drawer
and the bank with the name of the individual
who is given payment.
Endorsements
An endorsement is the process of signing the
back of a paper, thereby imparting the rights
that the signer had in the paper to another person.
The number of times an instrument may be
endorsed is unlimited. There is no requirement
that the word “order” be embodied in the
endorsement. Four principal kinds of endorsements
exist: special, blank, restrictive, and qualified.
An endorsement that clearly indicates the
individual to whom the instrument is payable is
a special endorsement.
A paper containing a blank endorsement is
one that has the signature of the payee but no
specific endorsee is designated. A check that is
made payable to the order of X is endorsed in
the blank when X signs it. Once endorsed, it
becomes bearer paper and is negotiable by anyone
who physically holds it. A blank endorsement
is changed into a special endorsement if
certain words are written above the endorsee’s
signature, such as “pay to the order of Y.”
A qualified endorsement is one wherein liability
is disclaimed by the endorser through
inclusion of a phrase preceding his or her signature.
Ordinarily, an unqualified endorser’s liability
may be either secondary, whereby the
endorser is bound to pay if the individual
expected to pay defaults and certain conditions
are met or by WARRANTY, by which the endorser
incurs liability upon ALTERATION OF THE
INSTRUMENT. To disclaim secondary liability,
the endorser can include the words “without
recourse,” thereby relieving himself or herself of
any responsibility to pay it.
Attorneys who are the recipients of checks
drawn in settlement of the claims of their clients
commonly sign their clients’ checks with qualified
endorsements. This type of check is ordinarily
made payable to the lawyer and client
jointly. It is generally endorsed by the lawyer
WITHOUT RECOURSE and given to the client.
The attorney then is not liable if the client does
not receive the money promised by the terms of
the check.
A restrictive endorsement is conditional and
attempts to prevent subsequent transfer of the
document. The language of the endorsement
indicates that the instrument is intended for
limited use, such as “for deposit only,” or specifies
that the paper is meant for the benefit of the
endorser or another individual, as in “Pay X in
trust for Y.” The condition imposed by a restrictive
endorsement must be satisfied before payment
can be properly made.
However, an endorsement that tries to prohibit
further transfer of an instrument will not
succeed. If a check says “Pay X only,” it is still
completely negotiable upon its endorsement
by X.
Liability of Parties
An individual who signs an instrument is
either primarily or secondarily liable for payment.
Primary liability is extended to the person
who is expected to pay first, and the individual
who is legally responsible to pay upon the failure
of the first party to do so is secondarily liable.
The maker of a promissory note is primarily
liable, since that person is the individual who
has originally promised to pay. He or she must
meet this obligation when payment becomes
due unless he or she has a valid defense or has
been discharged of the debt.
The drawer of a check or draft is secondarily
liable, since that individual does not make an
unconditional promise to pay the instrument.
He or she expects the bank to pay and promises
to pay the amount of the instrument only upon
notification of dishonor, a refusal by the drawee
to accept the paper when properly presented for
payment. This might occur, for example, if the
bank refuses to pay a check due to insufficient
funds in the drawer’s checking account or
because he or she has notified the drawee to stop
payment.
The drawee of a draft or check has primary
liability to the holder, an individual who has
lawfully acquired possession and is entitled to
payment, upon acceptance of the instrument by
the drawee. A draft is accepted for payment
when the acceptance is indicated by the drawee on the face of the document. Certification of an
instrument, such as a check, is its acceptance by
a bank guaranteeing that payment will be forthcoming.
A drawee is liable to the drawer if the
drawee refuses to pay a draft or check that is
properly drawn and presented because such
action constitutes a noncompliance of the
drawee’s contractual obligation to the drawer.
Any person who places his or her unqualified
endorsement on a commercial paper incurs
secondary liability for its payment. Such liability
occurs when the individual who has the primary
duty to pay defaults on his or her obligation.
A maker or drawer is not relieved from payment
of an instrument endorsed with the
payee’s name when an imposter manages to have
a paper issued to himself or herself by the maker
or drawer; when an individual signing on the
behalf of the maker or drawer plans that the
payee shall have no interest in the paper, for
example, the case of a check being made out to a
fictitious payee; and when the agent or employee
of the maker or drawer designates the name of a
payee with the intent that the named party will
actually have no interest in the instrument. In
the last two instances, the failure of the employer
to use reasonable care in choosing and supervising
employees makes the employer personally
responsible for all losses that arise from his or
her NEGLIGENCE.Many employers guard against
such risks by taking out fidelity insurance policies
to cover losses that might occur through
employee misconduct.
Secondary Liability
Individuals who are secondarily liable on a
negotiable instrument are not obliged to pay
unless it has been presented for payment and
dishonored. The commercial paper must first be
given to the person who is primarily liable for
payment. In the event that the instrument clearly
notes the date of payment, the instrument must
be presented on the date indicated. If payment is
unjustifiably refused by the individual who has
primary liability, the secondary party must be
given notice of the dishonor and the presentation
of the instrument for payment must be
made within a reasonable period of time. What
constitutes a reasonable time is contingent upon
what type of instrument is involved. If the paper
is a check, the drawer has primary liability for
thirty days following the date on the check or the
day it was given or sent to the payee, with the
later date prevailing. An endorser is secondarily
liable for seven days following his or her
endorsement.When presentation does not occur
within these time periods, either the drawer or
the endorser may escape liability.
Individuals who are secondarily liable must
receive notice of the dishonor of a commercial
paper in order to be held liable for its payment.
Such notice must be given by a bank prior to
midnight on the date following the dishonor.
Notice can be oral or in writing, as long as the
language identifies the paper and indicates that
it has been dishonored. If more than one person
is eligible to obtain payment, only one of them
need notify those parties who are secondarily
liable.
Holders
A holder is an individual who is in possession
of an instrument that is either payable to him or her as the payee, endorsed to him or her,
or payable to the bearer. Those who obtain
instruments after the payee are holders if such
instrument is either payable to the bearer or
endorsed properly to their order. The party in
possession is not considered to be the holder in
a case in which a necessary endorsement has
been forged.
According to law, a holder may either be an
ordinary holder or a holder in due course, who
has preemptive rights to payment. An ordinary
holder becomes a holder in due course upon
taking an instrument subject to the reasonable
belief that it will be paid and that there are no
legal reasons why payment will not occur.
In more technical terms, to be a holder in
due course, the party must take the paper for
value, in GOOD FAITH, and absent the notice that
it is overdue, has been dishonored, or is subject
to an adverse claim. Such notice of problems
affecting the validity of the instrument exists if
the party either is specifically informed about
something or otherwise has reason to believe in
the existence of a problem.
A holder takes a paper for value when the
holder has imparted something of value, such as
property or services, in exchange for the value of
the paper, as evidenced by its terms. In such a
case, the individual becomes the holder for
value.
If a paper is used in satisfaction of or as
security for the repayment of a debt, even
though the debt might not be due when the
paper is taken, the instrument is taken for value.
In addition, value is given when one commercial
paper is traded for another.
A person who receives a check or other type
of negotiable instrument as a gift is an ordinary
holder as opposed to a holder in due course,
since no consideration that is bargained-for
value has been exchanged by the parties. A
holder in due course has greater legal rights concerning
protection for enforcement of the provisions
for payment of a negotiable instrument
than does an ordinary holder.
For an individual to be a holder in due
course, the negotiable instrument must be taken
in good faith that it represents a valuable legal
right. There must be honesty in the transaction,
but the determination of whether or not good
faith is present is totally subjective.
Frequently, a due date is clearly specified on
the face of the document. A holder is presumed
to have knowledge of the terms appearing on the
paper. If an individual is presented with a note
on May 15 that is payable on May 1, he or she is
regarded as having knowledge that it is overdue.
A person is legally considered to have knowledge
that a demand instrument is overdue if he or she
accepts it after being informed that a demand
for payment has previously been made and
refused or if a reasonable period of time has
elapsed since its issuance. Ordinarily, 30 days
after the date on which a check was issued is a
reasonable time period within which its presentation
to a bank for payment should occur. An
individual who accepts a check that is more than
30 days old is assumed to be doing so with the
knowledge that it is overdue.
An instrument that has been dishonored
ordinarily has that fact indicated on its face. For
example, a check might be stamped “insufficient
funds,” “account closed,” or “payment stopped.”
An individual who accepts such a document
possessing knowledge of its dishonor cannot be
a holder in due course. A person cannot be a
holder in due course if he or she takes an instrument
subject to his or her knowledge that a
claim exists against it, such as when it has been
stolen or transferred as a result of FRAUD.
Defenses
A holder of a negotiable instrument who has
been refused payment when payment was due
has a CAUSE OF ACTION against the party or parties
liable for payment. Ordinarily, when an
individual is sued on a negotiable paper, he or
she will try to defend his or her right to refuse
payment. Certain defenses, known as real
defenses, are valid against ordinary holders as
well as holders in due course, whereas personal
defenses are only valid against ordinary holders.
Normally, any defense that can be asserted in
an action concerning a contract may also be
used in an action brought to enforce payment of
a negotiable instrument. The legal incapacity of
the maker, drawer, or endorser, a signature
effected by duress, illegality, or fraud, and alteration
of the instrument qualify as real defenses.
One of the most prevalent legal incapacity
defenses asserted is infancy. The law affords protection
to INFANTS by permitting them to evade
their contractual obligations, even when, in
some instances, they have reaped the benefits. A
holder is usually excluded from receiving payment
on a note from a minor.
Another incapacity defense is legal insanity
or INCOMPETENCY.A party who has been legally
declared insane or incompetent is not liable for any contractual obligations entered during that
time so that if such a person signs or endorses a
negotiable instrument, the transaction is nullified.
Intoxication is not a valid defense to dishonor
of a commercial paper.
Duress may be used as a defense in the event
that the individual against whom a suit is
brought can prove that he or she was subject to
extreme pressure caused by another at the time
of the execution of the paper. If the defendant
signed the instrument subject to a threat of
immediate physical violence or death, he or she
is not legally bound to honor its terms since he
or she had not freely entered into the transaction.
Certain types of duress, such as a threat to
report a wrongdoing to the police or to bring a
civil lawsuit, are not valid against a holder in due
course, although they can be used as valid personal
defenses against an ordinary holder.
Certain jurisdictions deem a paper that has
been negotiated to pay a usurious loan or gambling
debt null and void. An individual can
legally avoid payment to the holder in due
course of such an instrument based on the illegal
nature of the debt it was meant to pay.
Two basic types of fraud exist: fraud in the
essence and fraud in the inducement. Fraud in the
essence occurs when an individual is intentionally
lied to about the nature of the instrument or
its terms. It is a defense that is valid against both
an ordinary holder and a holder in due course.
Fraud in the inducement takes place when the
party signing the paper is cognizant of its nature
and terms but is misled into believing that the
reasons for its creation have been satisfied when
in actuality they have not. For example, an individual
might be induced to issue a check for a
certain amount to a mechanic who claims to
have repaired a car. If the individual subsequently
discovers that the car was not repaired,
fraud may be used as a personal defense against
the mechanic who has not performed his or her
part of the contract to repair the car. Fraud in
the inducement is only valid against an ordinary
holder, not a holder in due course.
A material alteration is an addition or deletion
of the language of an instrument, which
changes the obligations of any party to it. A
defendant may avoid liability for payment of a
commercial paper if its terms have been materially
altered. Examples of such alterations are a
change in the date of payment or amount to be
paid. When an individual’s own negligence is a
contributing factor to a material alteration, that
negligence may not be asserted by him or her as
a defense against someone who pays the instrument
in good faith or against a holder in due
course.
An alteration made by a holder that is both
material and fraudulent can be used as a
defense against enforcing the payment of the
document by all those people whose agreements
were changed. If these two conditions of
materiality and fraud are not met, the instrument
is ordinarily enforceable according to the
way it was initially written, and none of those
involved can use the alteration as a defense
against payment.
When a holder in due course takes a paper
following its fraudulent alteration by the previous
holder, he or she is entitled to receive payment
according to the original terms of the instrument
prior to its alteration.None of the parties responsible
for payment can use the alteration as a
defense against a holder in due course, but it may
be used against an ordinary holder.
Discharge from Liability
The most common way to be discharged
from liability on a commercial paper is through
payment. The intentional CANCELLATION OF AN
INSTRUMENT by the holder by either marking
the instrument paid or by destroying it discharges
all liability.
The holder may also discharge an individual
from liability for payment through renunciation.
This can be accomplished when a document
is signed and delivered by the holder or
when a paper is relinquished to the party who is
being discharged. A stop-payment order put on
a check by its drawer has the effect of discharging
the bank from liability for refusing to honor
the check when presented for payment. It cannot,
however, discharge the drawer from liability
in cases where the drawer was contractually or
otherwise obligated to pay the payee.

FURTHER READINGS
Bamford, Janet. 1992. The Consumer Reports Money Book.
New York: Consumers Reports.
Blue, Ron. 1993.Master Your Money: A Step-by-Step Plan for
Financial Freedom. Nashville, TN: Thomas Nelson.
Corley, Robert N., and William J. Robert. 1979. Principles of
Business Law. Englewood Cliffs, NJ: Prentice-Hall.
Milling, Bryan E. 1993. How to Get a Loan or Line of Credit
for Your Business: A Banker Shows You Exactly What You
Need to Do to Get a Loan. Naperville, TN: Sourcebooks.

CROSS-REFERENCES
Bonds; Documentary Evidence.