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.
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Hey Adam,
I believe you are more on the legal side, whereas I am from the accounting side of things. I haven't really looked into it, but I kind of thought the original concept PWCC started with their "vault" in Oregon, and that Goldin now seems to be following with their "vault" in Delaware, was based on the fact that neither of those states had a sales tax. For anything bought online or through the mail, the seller would collect sales tax, if applicable, based on the mailing/shipping address where the buyer was receiving the item(s) purchased. So if a buyer decided to use either the PWCC or Goldin "vault", they could simply have their purchases shipped there and no sales tax would be supposedly charged. My understanding was that a purchaser didn't have to actually buy/acquire their item(s) through PWCC or Goldin to avail themselves of the respective "vaults" either, and therefore get around the sales tax, or so I thought. Someone setting up a "vault" with either PWCC or Goldin could for example win something off Ebay, and list their delivery address as either in Oregon or Delaware, depending on which "vault" service they used. Also, if I remember correctly, isn't there supposed to be some fee or rent being charged by PWCC and Goldin for the use of the "vaults" as well? If my assumptions and thinking are correct, doesn't that mean that someone using the "vault" at either location is therefore technically renting/leasing space for their items being stored there, somewhat similar to a safe deposit box at a bank, or a space/unit at a storage rental operation? And if that is true, doesn't that not give the owner of the item(s) in their respective "vault" some additional protection from claims by outside creditors should the bank or rental storage business fail? In other words, if you rent storage space from someone and keep an item in it, as opposed to consigning that same item to someone to sell/auction off for you, isn't the item you stored protected from being grabbed by an outside creditor of your landlord/lessor, as opposed to an item you consigned to someone being grabbed by an outside creditor of your consignee?
I've never heard of a single instance where someone who rented a safe deposit box or storage unit had to go to court or file a protective UCC claim to keep outside creditors of a bank or storage rental company away from items they legally own. Am I wrong about that?
Now if what I was previously saying is accurate, wouldn't a person who had an item(s) stored in either of these "vaults" that suddenly decided they wanted to sell something, and they contacted whomever controlled the "vault" it was stored in, PWCC or Goldin, and authorized them through a formal consignmment agreement to now sell that item for them, wouldn't that be tantamount to technically the same thing as that person going to their safe deposit box to remove an item and then giving it to some auction house on consignment to sell for them, thereby putting the item being consigned now at risk of seizure by a third party creditor of the auction house/consignee?
If there is such a difference between an item being stored or consigned, I would hope for the sake of people using these "vaults" that PWCC and Goldin have everything fully and properly documented so there is no doubt as to whether an item is being stored for an owner, or on consignment from an owner, and there is no doubt as to which is which. I would even be curious to find out if these "vaults" were physically separate from where they stored consignments and other items being handled by PWCC and Goldin, so as to further prove and validate the status of items in the "vaults".
Obviously such rules and laws vary state by state, but I would think these would be somewhat similar in Oregon and Delaware, the two states directly involved in these questions.