Except as otherwise provided with respect to consignments or sales of accounts, chattel paper, payment intangibles or promissory notes, the provisions of Chapter 55, Article 9 NMSA 1978 with regard to rights and obligations apply whether title to collateral is in the secured party or the debtor.

History: 1978 Comp., § 55-9-202, enacted by Laws 2001, ch. 139, § 12.

OFFICIAL COMMENTS

UCC Official Comments by ALI & the NCCUSL. Reproduced with permission of the PEB for the UCC. All rights reserved.

1. Source. Former section 9-202.

2. Title Immaterial. The rights and duties of parties to a secured transaction and affected third parties are provided in this article without reference to the location of "title" to the collateral. For example, the characteristics of a security interest that secures the purchase price of goods are the same whether the secured party appears to have retained title or the debtor appears to have obtained title and then conveyed title or a lien to the secured party.

3. When Title Matters.

a. Under This Article. This section explicitly acknowledges two circumstances in which the effect of certain article 9 provisions turns on ownership (title). First, in some respects sales of accounts, chattel paper, payment intangibles, and promissory notes receive special treatment. See, e.g., sections 9-207(a), 9-210(b), and 9-615(e). Buyers of receivables under former article 9 were treated specially, as well. See, e.g., former section 9-502(2). Second, the remedies of a consignor under a true consignment and, for the most part, the remedies of a buyer of accounts, chattel paper, payment intangibles, or promissory notes are determined by other law and not by part 6. See section 9-601(g).

b. Under Other Law. This article does not determine which line of interpretation (e.g., title theory or lien theory, retained title or conveyed title) should be followed in cases in which the applicability of another rule of law depends upon who has title. If, for example, a revenue law imposes a tax on the "legal" owner of goods or if a corporation law makes a vote of the stockholders prerequisite to a corporation "giving" a security interest but not if it acquires property "subject" to a security interest, this article does not attempt to define whether the secured party is a "legal" owner or whether the transaction "gives" a security interest for the purpose of such laws. Other rules of law or the agreement of the parties determines the location and source of title for those purposes.

Repeals and reenactments. — Laws 2001, ch. 139, § 12 repealed former 55-9-202 NMSA 1978, as enacted by Laws 1961, ch. 96, § 9-202, and enacted a new section, effective July 1, 2001.

Law reviews. — For comment on Graham v. Stoneham, 73 N.M. 382, 388 P.2d 389 (1963), see 4 Nat. Resources J. 175 (1964).

For article, "Buyers and Sellers of Goods in Bankruptcy," see 1 N.M. L. Rev. 435 (1971).