Goldberg Kohn Bankruptcy attorneys Eva Gadzheva and Jeremy Downs, along with Litigation principal David Morrison, have authored "Retention of Title Disputes: Don’t Take the Uniform Commercial Code for Granted," published in the October 2021 issue of The Bankruptcy Strategist.
They write that: "Secured lenders to U.S. companies should generally expect to defeat competing retention of title claims asserted by foreign vendors, but this should not be taken for granted. The supporting legal framework is open to judicial interpretation and requires a disciplined application of numerous Uniform Commercial Code (UCC) terms. For an outcome that many secured lenders assume without much hesitation, applicable law does little to justify easy confidence."
The article covers the conflict-of-laws analysis at the heart of such retention of title disputes, and then discusses the multi-step UCC analysis that is also required.