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Enron Mail |
Sounds reasonable to me. I'm afraid the difficult questions are the one you
posed to Peter and whether or not Credit will agree. Carol St Clair 10/20/99 11:07 AM To: Mark Taylor/HOU/ECT@ECT, Sara Shackleton/HOU/ECT@ECT, Shari Stack/HOU/ECT@ECT, Marie Heard/HOU/ECT@ECT, Tana Jones/HOU/ECT@ECT, Susan Bailey/HOU/ECT@ECT, Susan Flynn/HOU/ECT@ECT cc: Peter Keohane/CAL/ECT@ECT Subject: Cash Collateral in Canada I have spoken with Daivd Mitchell about the issue that I raised in my e-mail yesterday regarding which law would govern the "perfection" of our interest in cash collateral pledged to Enron North America Corp. by a Canadian counterparty and held by us in an account in the US. David confirmed that while a New York/Texas court should apply US law for perfection purposes, there is a possibility that a court would say that the law where the pledgor is located would govern perfection. Because of this uncertainty and because of the perfection issues under Canadian law regarding cash collateral, do you all agree that in our masters involving ENA and a Canadian counterparty that Cash is not an acceptable form of collateral? Peter, As I mentioned to you yesterday, with respect to LC's that are issued for our benefit, there could be a circumstance where we would draw and hold the cash as collateral. In that circumstance, I think we need some guidnace from you and Stikeman as to what we should be doing to perfect our interest in such cash. I would be interested in knowing whether in a bankruptcy context involving a Canadian counterparty, whether the court would hold that such cash proceeds are property of the estate. Let me know what you think. My assistant is trying to set up a call with you, me and Shari to go through the other Canadian law issues that I raised in my e-mail to you yesterday. Carol
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