This case is before us pursuant to the grant of a writ of certiorari to the Court of Appeals. See Corim, Inc. v. Belvin, 202 Ga. App. 396 (414 SE2d 491) (1991)
. The Court of Appeals determined that the preference for purchase money security interests reflected in the Uniform Commercial Code (OCGA 11-9-201
et seq.) was not applicable in this case and held that Corim's 1986 properly recorded judgment lien against the debtor had priority over Crossroads' 1989 perfected purchase money security interest. We disagree and reverse.
1. OCGA 11-9-310
establishes that a duly rendered judgment of a court having jurisdiction takes priority over a perfected security interest in collateral only if
execution or notice of such . . . judgment is duly recorded in the place designated by statute applicable thereto, and if record thereof is made prior to the perfection of the subject security interest, and if the subject security interest is not a purchase money security interest entitled to priority under subsection (2) of Code Section 11-9-301
If the secured party files with respect to a purchase money security interest before or within 15 days after the debtor receives possession of the collateral, he takes priority over the rights of. . . a lien creditor which arise between the time the security interest attaches and the time of filing.
The Court of Appeals determined that the reference to OCGA 11-9-301
(2) in 11-9-310
(d) incorporated the priority scheme of 11-9-301
(2) into 11-9-310
(d), thereby giving priority to a judgment lien that pre-dated the debtor's acquisition of the collateral; 2
appellant and amici curiae assert that the reference merely describes the type of purchase money secured creditor who has priority over the judgment lien.
Resolution of the ambiguity requires judicial construction of the statute, and the court is statutorily required to "look diligently for the intention of the General Assembly . . ." (OCGA 1-3-1
(a)), with the goal of interpreting the statute "to effectuate as nearly as possible the will of the legislature." Blanchard v. Blanchard, 261 Ga. 11 (401 SE2d 714) (1991)
. The history of the legislation is an important tool in ascertaining the legislative intent. International Minerals & Chem. Corp. v. Bledsoe, 126 Ga. App. 243 (190 SE2d 572) (1972)
The General Assembly passed Georgia's version of the Uniform Commercial Code in order to "simplify, clarify, and modernize the law governing commercial transactions," to "permit the continued expansion of commercial practices through custom, usage, and agreement of the parties," and to "make uniform the law among the various jurisdictions." OCGA 11-1-102
(2) (a)-(c). Initially, the General Assembly enacted the uniform version of 9-310 of the UCC, thereby giving priority over perfected security interests to liens securing claims arising from work intended to enhance or preserve the value of the collateral. See Ga. L. 1962, pp. 156, 405; Official Comment to 9-310. Prior to the effective date of the 1962 law, however, the General Assembly repealed 9-310 and replaced it with a nonuniform version which provided that a purchase money security interest had priority over a judgment lien. Ga. L. 1963, pp. 188, 199. 3
After the 1963 version of 9-310 was seen as providing priority to unperfected and untimely perfected purchase money security interests, 9-310 (d) was amended to its present form, including the reference to 11-9-301
(2). Ga. L. 1978, pp. 1081, 1111. The Georgia Revisers' Comments noted that the amendment specified that a purchase money security interest would have priority over a prior judgment lien only to the extent permitted by 11-9-301
(2), which established a 15-day grace period for filing the purchase money security interest. Thus, the 1978 amendment subordinated unperfected and untimely-perfected purchase money security interests to a judgment lien. Without this clarification, the Revisers noted, "it is arguable that [ 11-9-310
(d)] contradicts 9-301 (2)."
The Court of Appeals' construction of 11-9-310
(d) embodies the Revisers' fears. As a result, the separate priority schemes for judgment lienholders and for lien creditors have become unnecessarily entangled. A judgment lienholder has been equated with a "lien creditor," 4
and that does not effectuate the will of the legislature. If a judgment lienholder becomes a lien creditor by merely obtaining a judgment and recording it on the general execution docket, then 11-9-310
(d), which establishes a priority scheme for judgment liens, is superfluous because all judgment lienholders would be lien creditors who have a priority scheme set forth in 11-9-301
As " '[a] legislative body should always be presumed to mean something by the passage of an act[,]' " (Wilson v. Bd. of Regents, 246 Ga. 649
, 650 (272 SE2d 496
) (1980)), we cannot endorse a statutory interpretation that renders a statute meaningless. See Holcomb v. Gray, 234 Ga. 7
, 9 (214 SE2d 512
The 30-year legislative history of 11-9-310
evinces a legislative desire to give a timely perfected purchase money security interest priority over a judgment lien. Over that time span, the legislature has attempted to achieve the stated goals of the UCC to simplify, clarify, and modernize the law of commercial transactions in Georgia, and to make Georgia commercial law uniform with that of the various jurisdictions which have adopted the UCC. Realization of the latter goal has come about, insofar as the priority scheme is concerned, by adopting and modifying a nonuniform 11-9-310
in order to accommodate Georgia's somewhat unique "floating" judgment lien. We conclude that, by referring to 11-9-301
(2) in the 1978 version of OCGA 11-9-310
(d), the legislature intended to make judgment liens subordinate to purchase money security interests perfected within the grace period contained in 11-9-301
Long, Aldridge & Norman, W. Stell Huie, Richard A. Hills, Jr., Jones, Day, Reavis & Pogue, W. Rhett Tanner, Dale S. Voyles, Macey, Wilensky, Cohen, Wittner & Kessler, Richard P. Kessler, Groover & Childs, Denmark Groover, Jr., amici curiae.