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THE SUPREME COURT OF NEW HAMPSHIRE

___________________________

Department of Safety 

No. 2021-0053

APPEAL OF TRADZ, LLC 

(New Hampshire Department of Safety)

Argued: February 17, 2022

Opinion Issued: April 8, 2022

Wadleigh, Starr & Peters, PLLC, of Manchester (Craig Donais and Stephen 

Zaharias on the brief, and Stephen Zaharias orally), for Tradz, LLC.

John M. Formella, attorney general, and Anthony J. Galdieri, solicitor 

general (Christina M. Wilson, assistant attorney general, on the brief and orally), 

for the New Hampshire Division of Motor Vehicles.

DONOVAN, J. The petitioner, Tradz, LLC, appeals a decision of the New 

Hampshire Department of Safety, Bureau of Hearings (bureau), affirming a 

decision of the respondent, the New Hampshire Division of Motor Vehicles 

(DMV), denying the petitioner’s applications for title to ten motor vehicles. The 

petitioner argues that the bureau erred by concluding that New Hampshire’s 

abandoned vehicle statute, RSA 262:40-a (2014), did not provide a basis for it 

to obtain title to the vehicles. We affirm.
2

I. Facts

The following facts were found by the bureau, are supported by the 

record, or are otherwise undisputed. The petitioner is a New Hampshire 

company that performs towing and repossession services. In or about early 

2020, the petitioner submitted title applications for ten motor vehicles, 

claiming that all of the vehicles were abandoned. Six of the vehicles were 

subject to liens and were towed by the petitioner at the request of lienholders. 

Three of the vehicles were towed by the petitioner from a dealership in 

Concord. One of the vehicles was towed by the petitioner from the vehicle 

owner’s property in Massachusetts allegedly at the vehicle owner’s request. 

The petitioner towed all of the vehicles to its property in New Hampshire.

In its title applications, the petitioner claimed title to the vehicles 

pursuant to New Hampshire’s abandoned vehicle statute, asserting that the 

vehicles were either abandoned when the petitioner towed them or

subsequently became abandoned. See RSA 262:40-a, I. The petitioner 

asserted that, even though it provided notice to the owners and the lienholders

in accordance with RSA 262:34 (Supp. 2021), no one paid the towing or storage 

fees, nor did anyone attempt to reclaim the vehicles from its possession. The 

petitioner further asserted that, after providing additional notice in accordance 

with RSA 262:38 (Supp. 2021), it sold the vehicles to itself at public auction for 

one dollar each pursuant to RSA 262:36-a (Supp. 2021) and RSA 262:37

(2014). 

Ultimately, the DMV denied the applications. With respect to the six 

vehicles that the petitioner towed at the request of the lienholders, as well as 

the vehicle it towed from Massachusetts, the DMV determined that the 

petitioner had repossessed the vehicles, and, for that reason, the abandoned 

vehicle statute did not apply. With respect to the three vehicles that the 

petitioner towed from the dealership, the DMV conducted an investigation and 

denied the applications on the basis that the property owner did not request 

the petitioner to tow the vehicles pursuant to RSA 262:40-a, I.

In December 2020, at the petitioner’s request, the bureau held a hearing 

to review the denials. At the hearing, the bureau heard testimony from the 

petitioner’s general manager and one of its employees. The bureau also heard 

testimony from the DMV’s deputy director and the chief of its title bureau, both 

of whom were involved in reviewing and investigating the applications. 

Thereafter, the bureau issued an order affirming the denials “on the basis that 

the process followed constituted an attempt to circumvent repossession

requirements by attempting to categorize them as abandoned vehicles.”

(Quotation omitted.) The bureau further concluded that “[t]he vehicles cannot 

fit the definition of an abandoned vehicle when they are actually repossessed 

vehicles.” 
3

With respect to the six vehicles that the petitioner towed at the 

lienholders’ request, the bureau concluded that the petitioner had engaged in 

“a concerted effort to try to turn a repossession process into an abandoned 

vehicle.” In addition, with respect to the vehicle that the petitioner towed from 

Massachusetts, the bureau characterized the petitioner’s application as 

“another work around to avoid the [Massachusetts] titling requirements,” 

noting that “this is not the forum to determine if this transaction complied with 

[Massachusetts] law.” 

With respect to the vehicles that the petitioner towed from the 

dealership, the bureau noted that “[t]he DMV investigation revealed that there 

was no record of [the dealership] giving notice of removal to a peace officer,” as 

required by RSA 262:40-a, I. The bureau further observed that “it strains 

credulity that two late model . . . vehicles were parked without permission or 

apparently abandoned” at the dealership. (Quotation and ellipsis omitted.) 

Thus, the bureau concluded that “[t]his was clearly an attempt to categorize 

vehicles as ‘abandoned’ that were actually repossessed vehicles.” The bureau 

also concluded that, because the petitioner sold one of the vehicles to a private 

buyer prior to the hearing, the issues pertaining to that vehicle were moot. 

The petitioner filed a motion for rehearing, which the bureau denied. In 

denying the motion, the bureau issued an order with additional findings of fact 

and rulings of law and reaffirmed its conclusion that the abandoned vehicle 

statute does not apply to repossessed vehicles. With respect to the vehicles 

that the petitioner towed from the dealership, the bureau also found, among 

other things, that “the General Manager of the dealership disavowed any 

knowledge of the tow or having given anyone the authority to arrange for a 

tow.” Thus, the bureau concluded that “the preponderance of the evidence is 

that the tow was not authorized by the ‘property owner,’” as required by RSA 

262:40-a, I. This appeal followed.

II. Standard of Review

RSA chapter 541 governs our review of the bureau’s decision. See RSA 

21-P:13, II-a (2020); see also RSA 541:13 (2021). We will not set aside the

decision except for errors of law, unless we are satisfied, by a clear 

preponderance of the evidence, that it is unjust or unreasonable. RSA 541:13. 

The bureau’s findings of fact are presumed prima facie lawful and reasonable. 

See id. The appealing party bears the burden of proving that the decision is 

unjust or unreasonable. Id. When reviewing the bureau’s findings, our task is 

not to determine whether we would have found differently or to reweigh the 

evidence, but, rather, to determine whether the bureau’s findings are 

supported by competent evidence. See Appeal of Brown, 171 N.H. 468, 473 

(2018). We review the bureau’s rulings on issues of law de novo. See id. 
4

Resolving the petitioner’s appeal requires that we interpret several 

provisions of the relevant statutory scheme. Statutory interpretation presents 

a question of law, which, as explained above, we review de novo. See

Sivalingam v. Newton, 174 N.H. 489, 494 (2021). In matters of statutory 

interpretation, the intent of the legislature is expressed in the words of the 

statute considered as a whole. See id. We first look to the language of the 

statute itself and, if possible, construe that language according to its plain and 

ordinary meaning. Id. We interpret statutes as written, and we will not 

consider what the legislature might have said or add language that the 

legislature did not see fit to include. Id.

III. Analysis

The petitioner argues that the bureau erred by concluding that the 

abandoned vehicle statute did not provide a basis for the petitioner to obtain 

title to the vehicles. RSA 262:40-a, I, provides, in relevant part:

I. The owner or person in lawful possession of any private 

property . . . on which a vehicle is parked without permission 

or is apparently abandoned may:

(a) Cause the removal of the vehicle in a reasonable 

manner provided he or she gives notice of such removal 

to a peace officer as soon as reasonably possible; or

(b) Notify a peace officer that he or she wishes to have 

such a vehicle removed from the property, whereupon 

the peace officer or another authorized official shall 

cause the removal of such vehicle pursuant to the 

removal, impoundment, and notice procedures required 

by this subdivision. 

RSA 262:40-a, I. 

When a vehicle is removed from private property pursuant to RSA 

262:40-a, I, the vehicle’s registered owner is entitled to notice of the removal. 

See RSA 262:34. In addition, the vehicle’s registered owner — rather than the 

person who requested the removal — is responsible for the cost of the removal, 

including reasonable towing and storage fees. See RSA 262:40-a, IV. 

If, within a statutorily-defined period of time, the registered owner fails to 

retrieve the vehicle from the company that is storing it, the storage company 

may sell the vehicle at public auction, provided that the company gives the 

registered owner adequate notice. See RSA 262:36-a, :37, :38. The storage 

company may apply the proceeds of the sale toward the cost of towing and 
5

storing the vehicle. See RSA 262:39 (2014). The balance of the proceeds, if 

any, belongs to the owner, and if the owner fails to claim the balance within 

one year, it “shall be paid into the state treasury for the use of the state.” Id. 

New Hampshire Administrative Rule, Saf-C 1913.01 sets forth the process for 

obtaining title to an abandoned vehicle that is purchased at public auction.

A separate statutory scheme governs the repossession of motor vehicles. 

Repossession is “the act of obtaining physical possession of a motor vehicle by 

a lienholder or any person acting on his behalf for any actual or claimed breach 

of any condition contained in a security agreement.” RSA 259:87-a (2014). A 

lienholder’s right to repossess a vehicle in the event of default is governed by 

the Uniform Commercial Code. See RSA 382-A:9-609 (2011). Upon 

repossession, the lienholder may sell the vehicle, provided that the lienholder 

satisfies certain requirements. See RSA 382-A:9-611 to -612 (2011). New 

Hampshire Administrative Rule, Saf-C 1916.01 sets forth the process for 

obtaining title to vehicles that are purchased after repossession. With this 

framework in mind, we turn to the issues presented in the petitioner’s appeal.

A. Vehicles Towed at the Request of the Lienholders

We begin by addressing the six vehicles that the petitioner towed at the 

request of the lienholders. The bureau found, and the record supports its 

finding, that the petitioner repossessed all six of these vehicles on the 

lienholders’ behalf, consistent with the definition set forth in RSA 259:87-a. 

The petitioner does not challenge this finding. Instead, the petitioner argues 

that the bureau erred as a matter of law by concluding that repossessed 

vehicles fall outside the scope of the abandoned vehicle statute. The petitioner 

asserts that nothing in the relevant statutory and regulatory schemes prevents 

repossessed vehicles from “simultaneously meeting both the definition of a 

repossession and an abandoned vehicle.” Even assuming that, under certain 

circumstances, the abandoned vehicle statute applies to repossessed vehicles,

we conclude that the abandoned vehicle statute did not apply to the six 

repossessed vehicles at issue here.

When, as here, a towing company initiates repossession of a vehicle on a 

lienholder’s behalf, consistent with RSA 259:87-a, the towing company’s 

services do not fall within the scope of RSA 262:40-a, I. By definition, a 

lienholder who repossesses a motor vehicle — or who hires a towing company 

to do so on his or her behalf — does not have physical possession of the

vehicle, but, rather, seeks to “obtain[] physical possession” through the 

repossession process. RSA 259:87-a. By contrast, when a towing company 

removes a vehicle pursuant to RSA 262:40-a, I, the person requesting the 

removal already has physical possession of the vehicle, which “is parked 

without permission or is apparently abandoned” on his or her private property. 

RSA 262:40-a, I. Thus, the services a towing company provides pursuant to
6

RSA 262:40-a, I, are mutually exclusive of the services it provides when it 

repossesses a vehicle on a lienholder’s behalf.

Because the evidence supports a finding that the petitioner repossessed 

six of the ten vehicles on the lienholders’ behalf, consistent with RSA 259:87-a,

the evidence also supports a finding that the petitioner did not remove these

vehicles pursuant to RSA 262:40-a, I. There is no evidence that the lienholders 

who hired the petitioner were “owner[s] or person[s] in lawful possession of . . . 

private property” upon which the vehicles were “apparently abandoned.” RSA 

262:40-a, I. We therefore conclude that the abandoned vehicle statute did not 

apply to these six vehicles.

1

The petitioner argues, however, that, even if these vehicles “began as 

repossessions,” they subsequently became abandoned on the petitioner’s 

property when the lienholders and vehicle owners failed to pay the towing and 

storage fees and did not attempt to reclaim the vehicles from the petitioner’s 

possession. According to the petitioner, “[w]hen vehicles are towed in the first 

instance, it is difficult, if not impossible, to conclusive[ly] determine whether a 

vehicle is truly abandoned.” Thus, the petitioner asserts that “abandonment 

cannot . . . conclusively be determined until after the notification process . . . is 

completed and no one claims or retrieves the vehicle.” At that point, the 

petitioner contends, “the statutory and regulatory process pertaining to 

abandoned vehicles should apply with respect to obtaining titles to such 

vehicles.” 

We need not address this argument because, even if the six repossessed 

vehicles became “apparently abandoned” on the petitioner’s property, RSA 

262:40-a, I, the relevant statutory scheme did not authorize the petitioner to 

sell the vehicles to itself at public auction, and, thus, did not provide a basis 

for the petitioner to obtain title to the vehicles. RSA 262:36-a, I, provides that, 

under certain circumstances, “the storage company may dispose of” vehicles 

that have been “removed or stored pursuant to RSA 262:33 or RSA 262:40-a.”2 

 

1 The petitioner asserts that “[o]ne issue here is whether a vehicle that is out for repossession” —

meaning that the lienholder has ordered the repossession, but the repossession has not yet 

occurred — “can be considered abandoned” under the abandoned vehicle statute. Given the facts 

relevant to these six vehicles, we need not address this issue. The record demonstrates that the 

petitioner, in fact, repossessed the vehicles consistent with RSA 259:87-a, not that the petitioner 

removed the vehicles at the request of a private property owner pursuant to RSA 262:40-a, I, while

the vehicles were “out for repossession.” 

 

2 RSA 262:33 sets forth the procedure for removing and storing vehicles pursuant to RSA 262:32, 

which allows “[a]n authorized official” to “cause the removal and storage of a vehicle” under 

certain circumstances. The petitioner does not argue that these provisions apply to any of the 

vehicles at issue in this case, and the record contains no evidence that “[a]n authorized official” 

requested the petitioner to remove or store the vehicles. RSA 262:32. Therefore, for the purpose 

of this appeal, we need only consider whether the petitioner performed services pursuant to RSA 

262:40-a.
7

RSA 262:36-a, I (emphasis added). Similarly, RSA 262:37 provides that “the 

custodian of the vehicle” may dispose of the vehicle by selling it at public 

auction, provided that the vehicle was “stored pursuant to this subdivision and 

all the requirements of RSA 262:36-a have been met.” RSA 262:37 (emphasis 

added). We interpret the phrase “this subdivision” in RSA 262:37 as 

referencing RSA 262:31 to :40-c (2014 & Supp. 2021) (titled “Abandoned 

Vehicles”). 

Based upon the foregoing language, we conclude that the purpose of the 

above-referenced disposal provisions is to allow companies who perform 

services pursuant to RSA 262:40-a, I, to recover fees for those services. See

RSA 262:36-a, :37. As explained above, the petitioner did not initially remove 

the vehicles pursuant to RSA 262:40-a, I, but, rather, repossessed them on 

behalf of the lienholders consistent with the definition set forth in RSA 259:87-

a. Accordingly, to hold that these provisions authorized the petitioner to sell 

the six repossessed vehicles to itself at public auction would contravene the

plain language of the abandoned vehicle statute and its corresponding disposal 

provisions. 

Moreover, even assuming, as the petitioner argues, that the lienholders 

abandoned these vehicles on the petitioner’s property, the petitioner was 

merely an “owner or person in lawful possession of . . . private property” upon 

which the vehicles were “apparently abandoned.” RSA 262:40-a, I. The 

petitioner could have, therefore, caused the removal of the vehicles in a 

reasonable manner, RSA 262:40-a, I(a), or notified a peace officer that it wished 

to have the vehicles removed from the property, RSA 262:40-a, I(b). However, 

nothing in the statutory scheme authorizes an “owner or person in lawful 

possession of . . . private property” to sell or otherwise dispose of such vehicles. 

RSA 262:40-a, I; see RSA 262:36-a to :40-a. It would contravene the plain 

language of the abandoned vehicle statute to conclude that, as the owner of 

private property upon which the vehicles were apparently abandoned, the 

petitioner performed any services pursuant to RSA 262:40-a, I. Accordingly, 

we conclude that the abandoned vehicle statute and its corresponding disposal 

provisions did not authorize the petitioner to sell these six vehicles to itself at 

public auction, and, therefore, did not provide a lawful basis for the petitioner

to obtain title to them.

B. Vehicles Towed from the Dealership

We next address the petitioner’s arguments with respect to the three 

vehicles that the petitioner towed from the dealership in Concord. The 

petitioner argues that the bureau erred by concluding that these vehicles were 

not subject to the abandoned vehicle statute. Even if we conclude, contrary to 

the bureau’s finding, that they were not repossessed, the evidence supports the 

bureau’s finding that the dealership did not request that the petitioner remove 

the vehicles pursuant to RSA 262:40-a, I. At the hearing, the chief of the 
8

DMV’s title bureau testified that, after investigating the removal of these 

vehicles, the DMV “confirmed that the property owner did not order the tow.” 

Similarly, the DMV’s deputy director testified that the dealership’s regional 

sales manager denied that anyone at the dealership requested the petitioner to 

tow the vehicles. The deputy director further testified that, according to the 

sales manager, the dealership “exclusively uses” another company for towing 

services. In addition, the deputy director testified that the DMV was unable to 

determine “how [the petitioner] came into lawful possession” of those vehicles. 

The petitioner, on the other hand, argues that the evidence presented at 

the hearing supported a finding that Jason Asbury, a former sales manager of 

the dealership, requested the petitioner to remove the vehicles pursuant to RSA 

262:40-a, I. The petitioner relies upon testimony from both of its witnesses 

that Mr. Asbury expressly authorized the removals and gave the vehicles’ 

factory keys to one of the petitioner’s employees. In the petitioner’s view, 

“[t]here is no other way [the petitioner] could have obtained the factory keys 

without being given the same by an authorized [dealership] representative.” In 

addition, the deputy director testified that, during an interview with the DMV’s 

investigative team, Mr. Asbury stated that the vehicles were towed “with 

permission from” another manager at the dealership. 

Nonetheless, because neither Mr. Asbury nor the dealership’s sales 

manager testified at the hearing, the bureau did not have an opportunity to 

assess the credibility of their statements.3 To the extent that the witnesses 

who testified at the hearing provided conflicting testimony, we defer to the 

bureau’s judgment on such issues as resolving conflicts in the testimony, 

measuring the credibility of witnesses, and determining the weight to be given 

evidence. See Appeal of Liberty Assembly of God, 163 N.H. 622, 634 (2012). 

As explained above, our task is not to determine whether we would have found 

differently or to reweigh the evidence, but, rather, to determine whether the

bureau’s findings are supported by competent evidence. Brown, 171 N.H. at 

473. We therefore conclude that the evidence supported the bureau’s finding 

that, with respect to the vehicles that the petitioner towed from the dealership, 

“the tow was not authorized by the ‘property owner,’” as required by RSA 

262:40-a, I.

To the extent that the petitioner argues that these vehicles later became 

“apparently abandoned” on its property when no one attempted to reclaim the 

vehicles or pay the towing and storage fees, we iterate our earlier conclusion 

 

3 The petitioner asserts that it “would have called [Mr.] Asbury to testify had there been sufficient 

time, but the examiner cut the hearing short and did not allow [the petitioner] to present more 

than two witnesses.” To the extent that the petitioner argues that the bureau erred by “cut[ting] 

the hearing short,” we conclude that any such argument is not preserved and is insufficiently 

developed, and we decline to address it. See RSA 541:4 (2021); State v. Blackmer, 149 N.H. 47, 

49 (2003). 
9

that, even under such circumstances, the statute did not authorize the 

petitioner to sell the vehicles. As explained above, the petitioner was merely an 

“owner or person in lawful possession of . . . private property,” RSA 262:40-a, I, 

and because it did not — and, indeed, could not — perform any services 

pursuant to RSA 262:40-a, I, it was not entitled to dispose of the vehicles 

pursuant to RSA 262:36-a and RSA 262:37. Accordingly, the bureau correctly 

ruled that the abandoned vehicle statute did not provide a basis for the 

petitioner to obtain title to these vehicles.

C. Vehicle Towed from the Vehicle Owner’s Property in Massachusetts

Finally, we turn to the petitioner’s arguments with respect to the vehicle 

that it removed from the vehicle owner’s property in Massachusetts. The 

petitioner argues that the vehicle owner abandoned the vehicle on her own 

property and that the bureau’s decision with respect to this vehicle was 

premised upon a flawed assumption: that a person cannot abandon his or her

own vehicle on his or her own property. We need not address this argument

because we conclude that RSA 262:40-a, I, does not apply to vehicles that are 

removed from property located outside of New Hampshire.

“Every state has entire jurisdiction over all property, personal as well as 

real, within its own territorial limits.” Clark v. Tarbell, 58 N.H. 88, 88 (1877) 

(emphasis added). In the absence of a valid choice of law provision, property 

located in one state cannot be affected by the law of any other state. See 16 

Am. Jur. 2d Conflict of Laws § 41, at 61 (2009) (explaining that “[t]he dominion 

of a state over personal or moveable property within its borders is complete, 

and its right to regulate the transfer of such property and to subject it to 

process and execution in its own way and by its own laws is unquestioned”); 

see also Curry v. McCanless, 307 U.S. 357, 365 (1939) (recognizing the 

“generally accepted” principle “[t]hat rights in tangibles—land and chattels—are 

to be regarded in many respects as localized at the place where the tangible

itself is located for purposes of the jurisdiction of a court to make disposition of 

putative rights in them” and “for purposes of conflict of laws”). Interpreting 

RSA 262:40-a, I, as applying to vehicles that are “apparently abandoned” on 

out-of-state property would contravene this fundamental principle, 

undermining the authority of other states to regulate property located within 

their borders. We will not assume that the legislature intended such an 

absurd result. See Hogan v. Pat’s Peak Skiing, LLC, 168 N.H. 71, 75 (2015)

(noting that “it is not to be presumed that the legislature would pass an act 

leading to an absurd result”). 

We therefore conclude that, with respect to the vehicle that the petitioner 

removed from Massachusetts, the abandoned vehicle statute did not apply to 

the petitioner’s removal of the vehicle to New Hampshire. To the extent that 

the petitioner argues that this vehicle later became “apparently abandoned” on 
10

its property in New Hampshire, we reiterate our conclusion that, under such 

circumstances, the disposal provisions that correspond to the abandoned 

vehicle statute did not authorize the petitioner to sell the vehicle at public 

auction.4 Accordingly, the bureau did not err by upholding the denial of the 

petitioner’s title application for this vehicle.

Affirmed.

HICKS and HANTZ MARCONI, JJ., concurred.

 

4 We note that the petitioner has not argued, either before the bureau or on appeal, that 

Massachusetts law or a New Hampshire statute, other than the abandoned vehicle statute,

provides a basis for it to obtain title to this vehicle. Accordingly, any such argument is 

unpreserved, and we need not address it. See State v. Batista-Salva, 171 N.H. 818, 822 (2019).