International Harvester Credit Corp. v. Vos

290 N.W.2d 401, 95 Mich. App. 45, 28 U.C.C. Rep. Serv. (West) 1187, 1980 Mich. App. LEXIS 2430
CourtMichigan Court of Appeals
DecidedJanuary 22, 1980
DocketDocket 78-3486, 78-3487
StatusPublished
Cited by4 cases

This text of 290 N.W.2d 401 (International Harvester Credit Corp. v. Vos) is published on Counsel Stack Legal Research, covering Michigan Court of Appeals primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
International Harvester Credit Corp. v. Vos, 290 N.W.2d 401, 95 Mich. App. 45, 28 U.C.C. Rep. Serv. (West) 1187, 1980 Mich. App. LEXIS 2430 (Mich. Ct. App. 1980).

Opinions

M. J. Kelly, J.

The present case requires that we address an issue of first impression under the Uniform Commercial Code, MCL 440.1101 et seq.; MSA 19.1101 et seq.: when is a debtor’s residence determined for purposes of perfecting a security interest in farm equipment under MCL 440.9401(l)(a); MSA 19.9401(l)(a), which requires filing in the office of the register of deeds in the county of the debtor’s residence?

Facts

On February 25, 1975, Harder & Sons, Inc., an International Harvester dealership in Ionia, Michigan, sold a used International Harvester 1066 diesel tractor to one Terry Blaser on an installment contract. The contract also included three other pieces of farm equipment, but since they are unimportant to the controversy we treat the transaction as though it pertained only to the diesel tractor. The contract listed Blaser’s address as Ionia County; however, as found by the trial court, at the time of purchase Blaser informed Harder that he was going to rent a farm or work and live on a farm in Barry County. On February 28, 1975, Blaser took delivery of the tractor at the Ionia County address. A financing statement, which was executed with the contract, was filed in Barry County on February 28, 1975. The contract and security agreement were immediately assigned to plaintiff, International Harvester Credit Corporation (IHCC).

Blaser subsequently moved to the Aukerman [49]*49farm in Barry County on the 15th of March, 1975, and lived there continuously until the end of June, 1975. He moved back to Ionia County for a few months, then to Kent County for three weeks, and, finally, to Muskegon County where he sold the tractor to defendants Jay and Dale Vos. At the time, he informed the Vos brothers that he was the owner of the tractor, but did not tell them that the tractor was subject to a lien. In order to obtain financing for the purchase of the tractor, the Vos brothers went to the codefendant, First Michigan Bank & Trust Company. In making a loan application, they asked the bank official to check for liens on the tractor. Three days later the banker informed Dale Vos that the application was accepted and that no prior liens had been discovered. Relying on the accuracy of the bank’s title search, the Vos brothers paid Blaser $12,000 for the tractor, financing $7,000 through the bank.

On May 19, 1977, plaintiff filed this suit against the Vos brothers seeking possession of the tractor on the grounds that plaintiff had a prior, perfected security interest. The Vos brothers first learned of plaintiff’s interest in the tractor when they were served with a complaint and summons initiating this action. Following a bench trial, the lower court found that the filing of a financing statement in Barry County and the subsequent residence of Blaser in that county constituted a proper perfection of the security interest. As a result, the trial court entered judgment awarding possession of the tractor to plaintiff.

In holding for the plaintiff, the trial court acknowledged that, if the defendants had acquired the tractor before Blaser moved to Barry County, they would be protected as intervening lien creditors against plaintiff’s unperfected security inter-

[50]*50est. MCL 440.9301(b); MSA 19.9301(b). However, the court held that, when Blaser became a resident of Barry County, there was a "unity” of the requisites of perfection, i.e., a security agreement, attachment and filing in the county of the debtor’s residence, which "cured” the misfiled finance statement and perfected plaintiffs security interest. In reaching this conclusion, the court reasoned that, because the UCC recognizes both early and late filing, MCL 440.9402(1); MSA 19.9402(1), MCL 440.9301(l)(b); MSA 19.9301(l)(b), the sequence of steps in obtaining perfection is not determinative, so that perfection would occur whenever and wherever these requisites were met. Furthermore, the court viewed this position as consistent with the defendant’s perceived duty (as a subsequent purchaser and secured party) to search the records in every prior county of the debtor’s residence during the life of the collateral. In re Simpson, 4 UCC Rptr 250, 255 (WD Mich, 1966), In re Gac, 11 UCC Rptr 412 (WD Mich, 1972). Pursuant to this reasoning, the court found the defendants to be on constructive notice of plaintiffs perfected security interest in Barry County as of March 15, 1975, and held that plaintiffs security interest prevailed over subsequent claims.

Discussion

Although it is the purpose of the UCC to simplify and clarify the law regarding the creation and regulation of security interests, certain relatively straightforward questions of commercial law remain unanswered. This case presents one such question: when is a debtor’s residence determined for purposes of perfecting a security interest in farm equipment by local filing? The briefs of the parties, the case law of other jurisdictions, and the [51]*51opinion of the lower court each supply conflicting answers to the posited question. The plaintiff adopts the position expressed in the lower court opinion and argues that residency is a fluid concept; that is, it is determined when the existence of a security interest, the debtor’s attachment, and filing in the county of the debtor’s residence coalesce in a particular location. On the other hand, the defendants argüe that the debtor’s residence should be determined at a specific moment: that is, when the debtor’s interest in the collateral attaches. Therefore, our disposition of the issue requires a two-tier analysis: first, to ascertain the nature of the determination of residency, and second, if that determination is made at a specific time, whether it be the moment of attachment or filing.

We hold that the trial court erred when it found that plaintiff’s misfiling in Barry County was "cured” when the factors necessary for perfection subsequently coalesced in Barry County. We find the lower court erred in several respects. First, although the sequence of steps necessary for perfecting the lien is immaterial, each step, nevertheless, must be properly undertaken. If the secured party files a financing statement in the wrong county, then that filing is improper and, regardless of its sequence in relation to the other requisites, perfection is unattainable. Secondly, we overrule the lower court’s conclusion that Michigan law imposes an obligation on prospective purchasers to search the records of every county in which the debtor resided during the life of the collateral. In our opinion, this conclusion imposes an onerous burden on the subsequent purchaser which is unwarranted by our case law. Here, Blaser resided in Ionia County and subsequently relocated to Barry [52]*52County, then Ionia, then Kent, and finally Muskegon County between February 25, 1975, and November 1, 1975. Under the trial court’s ruling, defendant would have had to check the records of each county since a financing statement representing a purchase money security interest filed in any one of them would have resulted in perfection when Blaser ultimately assumed residency there.

Both of the cases relied upon by the lower court in this respect are distinguishable and discuss the point in dicta. In the case of In re Simpson, supra, the risk to the prospective purchaser, which warranted an expansive search of county records, was that of a competing security interest by a subsequent subordinate creditor, not the original purchase money lender.

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International Harvester Credit Corp. v. Vos
290 N.W.2d 401 (Michigan Court of Appeals, 1980)

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Bluebook (online)
290 N.W.2d 401, 95 Mich. App. 45, 28 U.C.C. Rep. Serv. (West) 1187, 1980 Mich. App. LEXIS 2430, Counsel Stack Legal Research, https://law.counselstack.com/opinion/international-harvester-credit-corp-v-vos-michctapp-1980.