Quote:
Originally Posted by Exhibitman
On the asset seizure question, in order to keep your items separate from Goldin's you would need to file a UCC1 financing statement with Delaware. This is true of anything you consign or deliver to anyone. If the UCC1 is filed it puts the world on notice that the items are yours. If not, the seizing party is entitled to lump them in with the assets of the holder.
|
Why is simply shipping your cards to the vault a consignment that implicates UCC filing requirements? At least if you haven't instructed Goldin to sell them? And even if Goldin was so instructed, the UCC says it still isn't a consignment because Goldin is an auctioneer and is known to be selling the goods of others.
"UCC Section 9-
102(a)(20) defines a consignment as a
transaction in which a person delivers
goods to a merchant for purposes of sale,
and (a) the merchant deals in goods of that
kind under a name other than the name of
the person making delivery,
is not an auctioneer
and is not generally known by its
creditors to be substantially engaged in
selling the goods of others"
In any case, while it is not my area, it seems to me at least some transactions in which the cards are shipped to Goldin would be more like a bailment in which there is no need to file a UCC-1.
"A bailment is a delivery of goods by the
owner, the bailor, to another party, the
bailee, for some express purpose. After fulfilling
this purpose, the bailee is obligated
to return the goods to the bailor or dispose
of the goods according to the bailor’s
instructions. As such, a bailment is an
entrustment under UCC Article 2-403(3).
The bailor has a right to the goods with
priority over the bailee in possession of the
goods and creditors of the bailee with a
security interest or lien in such goods. A
bailment is not a sale or consignment, and
is therefore not subject to the Article 9
UCC filling requirements and other rules."
I could be completely wrong but I'm not seeing the need to file a UCC-1 to keep those cards from Goldin's creditors?