employees retirement system number one eight one eight four one one rico aaa portfolio bond fund of the employees of the employees retirement system at all number one eight five five number one eight financing statement is because a financing statement means a record or records composed of an initial filing statement and any file record relating to the initial financing statement and so when the court when piece of paper by piece of paper recognizing that six statements were returned from the in from a search that was actually the wrong way to look at the pieces of paper you're supposed to look at them all together and i'll come back to that and secondly i think it  asked starting with klaus the relevant sections are at the back of our reply brief because that came up in in sections of the puerto rico u c c and and so chapter and note that talks about filing not perfection so the filing continues and goes all the way past the change in the wall and then the next provision to look at is twenty  there were two sets of transition provisions that were enacted by puerto rico the first set of transition provisions made perfectly clear that the existing filed financing statements would remain effective again not a silly prophetically protected ones with file financing statements would be affected for ten years and now it really did have retroactive effect but it again it didn't matter because it  and years and they were just continuing the existing period a year later puerto rico decided they want to conform to the rest of the country with respect to newly filed financing statements and that's when they enact it the five year limit the not to the five year limit the same retroactive provision wasn't applicable there was no retroactive provision for the second five year period and so the that's that that made clear that the ten year period continue for financing statements that have been filed before the effective date of the amendment this was the subject of not just a summary letter but a fairly thorough letter via the business transaction registry of the commonwealth of puerto rico which is that our supplemental abandonment page thirty eight and i think it runs for a few pages with the exhibits and there's both in english and spanish version and so the spanish transaction registry issued it both ways so the english language version is it's supplemental identity thirty eight and thirty nine and then the spanish version is that supplemental it and i'm forty and forty one there are i think they're both there and so i think that deals with the lapse question he'd be other issues i guess relates to whether or not an amendment if it has to stand alone  against a filing in the original name is good for all collateral own until the name change plus four months and so when anyone is looking at lending new money to arrest they've got to think about getting purdy not with respect to property part after the name change of course your wrist didn't wire much property after the name change but if you have to get a sr lien with respect to property that was our before the name change so if you think there's been a name change again we don't honor but i think you you do have to recognize the fact that that there's basically two different searches that are required here one is with respect to collateral that was acquired before the name change and one is with respect to collateral or property of the debtor that was acquired after the name change so there's you you have to search the first name and the front none of the financing statements or amendments are seriously misleading with respect to the first name and that of course deals with all collateral all property of that that or that was acquired by the debtor before the name change and that's mostly what we're talking about years actually all or all property so not so are you saying that if everybody was the main no doubt about that amended is still relate back to them and you get there because of the definition of via six statement and even the mall definition of financing state which is somewhat narrower included a menace as part of the financing statement so so when you get six reports least with respect to collateral or property acquired by the debtor before the name change it mended links up two ways one it relates to the filing number of the initial filings so no matter what name was on it but you search by number i don't think you can search by number but if you search by the by the old name you get all six whether it came up because of the number sees that actually may be a function of the change along between the prior law required the debtor also to sign a financing statement where as by the time that the amendments came around financing statements could be signed only by the secure party and amendments never had to be signed by the secured party must collateral was added so i think that that may be just an attribute of the back to washington between only additional remedy accorded in the event of nonpayment is a cruel of interest for the creditor now though the bankruptcy court tried to get around that by positing the existence of some form of on personal property that might be enforceable at some point in time but would not be enforceable the point of a judgment and of course there's a lot of authority both in the puerto rico system all the way up the supreme court but also to decisions was improperly investors versus park industries there really can't be an argument about that and there and since the since if there's anything in the language of act sixty six that's perfectly clear it prohibits any seizures or property change in possession so where does that take us it basically means that at least for the purposes of puerto rico after acts sixty six and by the way probably before these things because one of this court's opinions recognized that even before  sixty six seizures are property of the this apologies was also prohibited but certainly after act sixty six there are no rights of the mean right that there are at the oversight board can succeed to and if there are any rights that the board can succeed to they're not enforceable so they aren't much in the way of rights at all and they would instead feed the security interest privately granted whether or not it was perfected now there's an effort by the oversight  try to say that the uniform commercial code actually expands the bankruptcy code and makes five forty four broader than it is that's not true either additionally there are no trustees in bankruptcy in the police a case there in police  period there's a definitional change in the word trustee to recognize that so the oversight board have certain rights of a trustee because in some places including bankruptcy code section five forty four the statute is supposed to read oversight board instead of trustee because there is no trustee this same kind of argument came up in the jefferson county case we cited in the brief but we didn't probably talk about it enough in jefferson county case the issue was whether twenty eight u s c section nine fifty nine another statute a federal law that refers to trustees at any obligation in that chapter nine case and judge bennett no relation to that took a very long journey through exactly what was going on in chapter nine in terms of the definitional replacement been determined very clearly that there were no trustees in chapter nine that none of the different trustee provisions that are throughout chapter eleven and chapter seven have been incorporated in any way and be the end result law does most prominently i guess is the bank of new england case where you are considering the rule of explicit this which is a state wide doctrine that it's sometimes used to effect bankruptcy law applications the only other place i'd like to go back to is to the original financing statements themselves which your honor asked me to skip over and i did at least initially but i think it's worth going back to them because we're not dealing with a case where there is no collateral description at all here we're dealing with a collateral description reference and in this instance it is a cross reference not to a document that's in someone's file not to a document that anyone would have difficulty finding not to document it has to have a way where you mean official wouldn't have difficulty you can't find it anywhere else official statements that there's only dentures there's no notes there are notes but they're not in the classic sense they don't lose all the obligations in this polity anyone thinking about lending money change where the alleged name change falls to me so i'd like to begin by answering judge lynch's question your honor while i agree with all of the issues you set out in those are all arguments we've made i do believe there are there is an additional argument that we make with is the one that i don't think was on your honors list and only to those so there is actually i would submit a very straightforward and easy way to resolve this case and that is because the question is did the district  standard way in each and every civil action that exists in this country as to how we define the issues in dispute and that is that we start with the pleadings one of the reasons maybe the factual record on this issue was not as developed as otherwise could have been is that this issue was never put in while come some of your more substantive arguments ok here and then that is so then let's look at this as the district court did as a question of construction and terminating what was the intent of the law in puerto rico when the name when the district court found the name was admitted in two thousand and thirteen and iraq correctly listed out but i would like to expand on some of those arguments it is not only a question it is undeniably true that puerto rico law says that if there's a conflict between the act as it was initially and acted and a subsequent translation the initial act controls that's not really true is a question of law but it is also the only sensible and  only possible resolution of the question whenever we look at any question of law which is what was the intent of the legislature the translations the official translation which the dish report found to be the organic record in this case is not blessed by it is not reviewed by the legislature  in fact it did not come into existence until about eight or nine months after the law in effect if it was passed until and so if the question presented is did the legislature of puerto rico intend to change the name in two thousand and thirteen as we have to assume it's correct ten years later spanish will change is the same they were translated in the news doctrine they realized they goofed they got the spanish translation wrong so it's corrected and put in a new translation we don't know with the new one is correct or not but we have to assume since you are filing in english that but the legislature said a rather what the english translation said is the current point most recent one don't when i agreed to disagree with you when you say that if you look at the two thousand and thirteen amendment itself it certainly gives no indication that there was an intent to change the name indeed the first line of that amendment uses the  definition of system which is used in that amendment a hundred times continues the definition of e r s and it is clearly true that even if and i don't i don't believe this is the correct way to think of it but even if we assume that that one translation was the only record that we should examine there is no basis even from just looking at that record to find that the intent to change the name was ers that is starting to change today from anything other than here if i could address one other part of your question your honor and that is it i just want to be clear we say in the papers and it is true that the name e r s which is employee retirement system of the government of the commonwealth of puerto rico which is the full name has been used consistently since two thousand and four that's true if we look just at the e r as part so there had been prior to two thousand and four times when the leader part you know government of the commonwealth of puerto rico there were some changes what's the right translation what's the wrong translation however i do think it's important to note that if you look at the way those words had been translated prior to two thousand and thirteen they had been consistently translated as e r ass all the way back since the same but the subtle name was the wrong one of the less you look within the subsequent legislation itself as you started to point out and find inconsistency there draw start with the part of the question that i think your honor and i agree on which is you're absolutely correct even if you only look at the two thousand and thirteen amendment you can't find intent to change the name because there's no set of facts under which you would intend to change the name even if it was the translator making the determination and not change the other references including the definition of system which is used throughout so i agree even if you only looked this up it you thousand and thirteen record you can't find an intent anywhere to change the name and i don't want to belabor the point your honor but i do think there is something think there are a couple of potential answers to that question i guess i'll start with the last point which is even if we assume that that's true and i'd like to explain in a moment why it i think that's not correct but even if it was there is nothing in the u c c and chaotic i have covered badly three times so the other part of the answer your honor is this on the facts of this case we happen to have a public entity which is named by the legislature so the u c c would apply both the public entities or to private entities and in this so i don't think it speaks specifically to with a governmental agency how we determine how the name is changed i think that would be a question of puerto rico law but under puerto rico law it is the legislature not the translator that has that with lapse after ten years puerto rico and virtually all fifty states amended the u c c in twenty in two thousand and twelve and dues the ten year lapse period to five years two specifically provided that the moves apply except where there is an exception specifically stated in the newsstand and the only east stat the only provision in the two thousand and twelve accidentally kept the ten year old lapse period in effect and what we know it's accidental because in that adding up the statute it says five years but in the text of the statute it says ten years that was corrected one year later so that potentially gave the bondholders and additional one year that that display had gotten amended financing statement they still could have had the benefit of that ten year plan speech but they holders of perfected securities so again it was just repeating the transition will that wasn't purporting to create a new law or or an interpretation different from the transition in the as this court stated in utah while acquiring strip compliance with article known can be harsh and sometimes result in a hardship on individual creditors but that's the cost of having a reliable easy to use  use the correct name and assuming it was in the appropriate place in the financing statement that was in our document with maple was that it was in the correct field but i i think i don't where your  then then the we would they still need to have a correct name if if if they have a correct lateral description in two thousand and eight they would have needed to get a correct name after the name after the name change and two thousand and thirteen to have a perfect security interest and their two thousand and eight security interests with its would need to be continued to be in effect on the date of the of the pro so if the name if your argument is is that they had to use this new name would suddenly appeared in this translation if it wanted if i had been looking in the eight months between the time the statute was news that was passed and the translation what name when i searched on no translation  no translation that you know he did your your brother's as it was eight months between the time the statute was passed and the translation so i am now looking i come in six months i'm doing a search they could have the bondholders could have used the spanish name and there you see one filings they use the spanish name i would have had to search the organic documents in spanish they could have used and on day two his name y on day three when i search i need to search both x and y don't die if i want to really find out what security perfected there is a four month the within the grace period aren't you always isn't a diligent search are always going to search by prior names within more than some period of time as a practical matter the answer is yes translation and read it in its entirety and then someone asks me what is the english name of that entity how can i be sure which it is given the prolific use of the the prior english translation as well as the new english translation which is only one sentence was it says designated but there's lots of other stuff and i know when i look at the other stuff you know one of your arguments would be well the designation clause could be the official one and the other uses of your last could be trade them except when i look at the spanish i see in both instances just in the most recent legislation that the spanish itself is the same in both places that would suggest that the only possible proper english translation is the same both places so then i'm left with an apparent inconsistency not because there's been a change from the prior law but because within the body of the new english translation against the context of the spanish law i've got an inconsistency so we're not sure both names in the situation as a practical matter  assume that we get by that argument if i'm a if i'm a routine searcher in order rico and i've been around for a long time i go in or even not a long time i go into search went i use when i first look at the name which  always been in use well first i would look at the organic record which is what the statute provides and see what name on the part to search even you i would look at the latest translation that's done boxes and it required the statute requires that those be filled in so that the filing officer doesn't make mistakes and doesn't have to search through pages to figure out how to file this thing and to do so that's why i say perjury to get it right and if the buffalo in the predator is unsure because of an ambiguity then the filing creditor has the burden to file under both names to make sure not on the search or to search both knaves that's the whole purpose of the honor i believe that's correct but i don't want to answer with certainty to judge starr's question because i don't have a friend of my mind on that because what i'm interested in if there was a translation back in they even if one which by the enemy and mrs about notice well it is but i think if you follow that path here then the courts are going to be confronted i mean again i hope not i you can think about nine three one seven of the puerto rico u c c which gives priority to a bankruptcy trustee as applicable a promise up and is it really necessary to take the extra step of the better not to bring the congress was well aware that generally speaking under municipal law as this court recognized in in the when it held the recovery act unconstitutional later affirmed by the supreme court but  senate reporters in acting in this will bankruptcy law and then along comes making seventy eight and they include five forty four a and they incorporate that into premise up shortly after this court issues the recovery act decision and shortly two years after her become an active x sixty six we need to presume that congress and i think we're required to assume the congress was aware of the state of the law and as the supreme court has said in the united states against your village the settled rule is that a statute must if possible and construed in such fashion that every word has some operative effect and if the bondholders are correct then including five forty four in the statute for a output or in their view out of the filing this is going to places any to start with a response to judge sauls requests for some information there is in fact one of the opinion letters in the record and it turns out it's an opinion letter that was rendered by counsel for four ers after the bank of new york made the additional filings and the bank of new york apparently asked for confirmation that the perfection was adequate it's at the  pages eleven seventy two and eleven seventy three and i would commend all of you to the first she's base second for paragraph on page two in the middle where they actually go out of their way to state we find that the collateral description contained in the financing answering a question i had that i think has significance for the whole idea of whether the public record should be regarded as a permitted cross reference for the definition and i and and if the if if the debtor thought it was i think it belongs someplace on the scale another person we were asked is where in the code does it say that the amendment should've only has to have the filing number that's new puerto rico u c c number nine dash five one to open print a second one twenty one and one nine hundred ninety two case of this court the court was as follows after being urged to strict enforcement views quote we will follow the codes directives to construe its provisions liberally period close quote by the way was where which office you file in so that's a lot different because there are you if you don't have a filing in at the right office and the creditor goes to the right office comes up with nothing so i think that may have informed the agree with your line of questioning that suggested that what you come away with when you read the english translation is confusion and there's and and so i think the practical thing is to read search both things but there's another practical thing which is clearly this translation is got to translations let's go back to look at the statue see if anyone was changing the name and i would point out also that about the nine hundred fifty one point raised by judge stall that the legislature and puerto rico translation i mean i don't know it's handy to have this case i don't know what that means either but all i'm saying is that the that the that be congress that the legislature knew with his name was and could have directed the change of the english name if that's what they wanted it doesn't sound think this particular statute says if you've got one the the filer has done his or her job but then you would have to determine what's right suppose it's a computer which has to work right doesn't it as a policy matter wouldn't it make more sense to  in the brief i don't remember them all off the top of my head that i want to repeat that it's extremely important that the definition of the financing statement says read everything that comes back and so once you get things back because you do look for the heiress name which i think you're required to do because  of nine five o seven you get every conceivable piece of information that is required by the code on at sixty six and whether and whether or not that turns five forty four into a dead letter as your honour's probably no will though probably will be that this is the first circuits problem the virgin islands are also in trouble this law would like me to apply to them to the best of my knowledge the virgin islands does not have an act sixty six so there's nothing about what's happening in this courtroom today that would turn bankruptcy code section five forty four into a dead letter in the municipal finance space or in puerto rico all it would do is recognize that puerto rico itself has taken attachments and garnishments in other forms of seizures of governmental property off the field as permitted predators remedies and by doing so took them off the field as to what is a the oversight board can assert as a five forty four hypothetical in credit or about why not place the burden on of the legislative intent we spoke earlier about why legislative intent i believe does control it here because we have the translation issue we have very clear indication  file to find and since need months one on period name because if we take the hypothetical and all apply to the facts in this case but to be directly responsive i'll just respond in the abstract  is mr bennett said it said that if you have two names you only have to search one you know we have sure you don't have to file under one of their for search both but i think that's right because it is very little burden on the searcher that sees that in big you would be to resolve it by one know that you have to search both names so if you were if the search were done by the name of all terror and would be a different matter when you look up all statements so here you would run your ass and you would have found our statements right i thought the hypothetical question is should there be a requirement that you search r s c which just and i don't want to belabor that yes but on this record there is no indication that that name was ever used anywhere so there is no reason that is if you want to apply the hypothetical searcher to the facts of this record you would see already see it in your rest and you would have potential confusion based on that are are you not into i do not mean to fight the hypothetical i did want to point out two points one you're right we don't believe that there's true have a duty to even if there was on this record no sugar would be confused by our  because that's not a name that's ever appeared anywhere but to address your question about your policy if we assume that there was legitimate confusion it maybe it's just an issue of which different minds reasonable minds can differ but i don't see any basis to find that it is better as a matter of policy if your suit there are two reasonable conclusions as the name to put the burden on the filer to file multiple times under both names as opposed to the search or just simply in that instance where you have and i think it's probably pretty rare because usually it's not as much confusion there from the beginning absolutely the same in your there's nothing i search has never had there was nothing in it the legislative record or the original spanish text or anything other than this translation issue in two say that one has that one has that visual translation comes out then they have an obligation that would be handed to me would you say that so i believe there is no support in the law both for the reasons that we discussed before the translation under puerto rico law the translation cannot trump the legislation and the discussion that we've been having here if you did find based on the translation that there were two names the law says either filing under either name is appropriate and so our findings will be proper english is as i mean for the more typical and certainly here remember the decision to follow english was in the original financing statements which were made by your