Adrian Tabin Corp. v. Climax Boutique, Inc.

Munder, J. (dissenting).

The issue here is simply whether an affidavit of “no creditors ’’ relieves the purchaser at a bulk sale of the duty to make careful inquiry as to the possible existence of creditors of whom he had no actual knowledge, under section 6-104 of the Uniform Commercial Code.

I conclude the answer is no.

The majority reaches the opposite conclusion and relies upon subdivision (3) of section 6-104 in doing so. That subdivision provides that ‘ ‘ responsibility for the completeness and accuracy of the list of creditors rests on the transferor, and the transfer is not rendered…