PPSA Section | Collateral Class | Transaction |
Extinguished? Security interests granted by immediate seller or lessor |
Extinguished? Security interests granted by previous owners |
Will knowledge prevent extinguishment? |
Does extinguishment operate if buyer or lessee holds as inventory? |
43 | All personal property | Sale or lease |
Yes (only for unperfected security interests). |
Yes (only for unperfected security interests). |
No |
Yes (only for unperfected security interests). |
44 | Sale or lease | Yes | Yes |
No (but must search register against serial number immediately before time of sale or lease, and obtain a clear search). |
No | |
45(1)-(2) | Motor vehicles (private sales) | Sale or lease (private) | Yes | Yes
(grantor of security to be extinguished must have lost right to possession). |
Yes (actual or constructive knowledge of existence of security interest). Also necessary to search register against serial number either on previous day or same day as sale or lease, and obtain a clear search. |
No |
PPSA Section | Collateral Class | Transaction |
Extinguished? Security interests granted by immediate seller or lessor |
Extinguished? Security interests granted by previous owners |
Will knowledge prevent extinguishment? |
Does extinguishment operate if buyer or lessee holds as inventory? |
45(3)-(4) |
Motor Vehicles (licensed dealer). |
Sale or lease (from licensed dealer). |
Yes | Yes |
Yes (actual or constructive knowledge that security agreement terms breached by sale/ lease). |
No |
46 |
All personal property. |
Sale or lease in ordinary course of business. |
Yes | No |
Yes (actual knowledge that security agreement terms breached by sale/ lease). |
Yes, except for serial numbered property held as inventory. |
47 |
Personal, domestic or household property other than serial numbered property |
Sale or lease of value $5k or less2 |
Yes | Yes |
Yes (actual or constructive knowledge that security agreement terms breached by sale/ lease) |
N/A |
48 |
Currency. |
Payment of currency subject to a security interest. |
Yes | Yes |
Yes (actual or constructive knowledge of the existence security interest). |
N/A |
49 |
Investment instruments and intermediated securities. |
Purchase in ordinary course |
Yes | Yes |
No. Extinguishment operates despite knowledge. |
N/A |
PPSA Section | Collateral Class | Transaction |
Extinguished? Security interests granted by immediate seller or lessor |
Extinguished? Security interests granted by previous owners |
Will knowledge prevent extinguishment? |
Does extinguishment operate if buyer or lessee holds as inventory? |
50 |
Investment instruments. |
Any transaction where counterparty takes an interest |
Yes | Yes |
Yes (actual or constructive knowledge that security agreement terms breached by sale/ lease). |
N/A |
51 |
Intermediated securities. |
Taking any interest in intermediated securities. |
Yes, if a “consensual transaction” (eg, not a mistake or similar). |
Yes, again if |
Yes (actual or constructive knowledge that security agreement terms breached by sale/ lease). |
N/A |
52 |
Goods. Proceeds of personal property. Negotiable documents of title. |
Purchase or (a) goods, (b) proceeds of personal property, or (c) negotiable documents of title.
|
Yes | Yes |
Yes (actual knowledge that security agreement terms breached by sale/ lease). |
N/A |
There is more. Many extinguishment rules do not operate if the collateral sold or leased is inventory in the hands of the buyer or lessee.
Notes:
1 patents, trade marks, designs, plant breeder’s rights
2 property not serial numbered property
3 Includes sale, lease, discount, assignment, negotiation, mortgage, pledge, lien or any other transaction.
4 For example, security interests temporarily perfected over proceeds. Does not apply to transitional security interests.