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Last resort might be to refile the entire UCC-1 with correct debtor name and then immediately file continuation. You'd lose your original priority date but at least maintain perfection going forward.
True but better to have subordinate perfection than no perfection at all with a $2.8M loan.
Definitely a last resort option. Try the corrective amendment route first before starting over.
I've dealt with NY UCC filings extensively and they are absolutely rigid about exact name matches. Your best bet is to file a UCC-3 amendment to correct the debtor name first, citing it as a "minor error" correction, then immediately follow with your continuation filing. NY does allow corrective amendments even after lapse in certain circumstances, especially when you can demonstrate it's clearly the same legal entity. Make sure to include supporting documentation showing the corporation has always been "ABC Manufacturing Corporation" and that the original abbreviated filing was an error. The key is acting quickly - every day that passes makes it harder to argue the correction is valid.
Update us on how this resolves! I'm dealing with a potential similar situation and would love to know if the mobility of the equipment ends up being the deciding factor for priority. Good luck with the recovery.
Will definitely update the thread once we get resolution. Meeting with our attorney next week to develop strategy based on all the great advice here. Thanks everyone!
Looking forward to the update. These priority disputes are becoming more common as construction lending increases. Real-world outcomes help all of us understand how courts are interpreting these competing claims.
This is exactly why I always recommend adding a specific covenant to equipment financing agreements requiring borrowers to immediately notify the lender of any construction projects where the equipment will be used. We also require them to provide advance notice before moving equipment to any construction site. It doesn't prevent mechanics lien issues entirely, but it gives you better visibility into potential conflicts before they become priority disputes. The mobile nature of your equipment should work in your favor here - just make sure you have documentation showing it was never permanently affixed to any real property.
That's really smart proactive planning! As someone new to equipment financing, I'm learning there are so many potential pitfalls that experienced lenders plan for upfront. The advance notice requirement for construction site usage is brilliant - gives you the chance to get mechanics lien waivers or adjust your risk assessment before problems arise. I'm definitely going to incorporate these covenant ideas into my future deals. Question though - do borrowers typically push back on these notification requirements, or do they see them as reasonable business protections?
Bottom line on UCC-1 meaning: it's a simple but critical document that gives your lender legal rights to your collateral. For your $275K equipment loan, expect them to file a UCC-1 listing the equipment as collateral. Make sure your legal business name is exactly correct on all documents, and remember the filing expires in 5 years. Your attorney will guide you through the specifics, but now you'll understand what they're talking about!
Glad we could help clarify the UCC-1 meaning for you. Good luck with your equipment loan!
This is a great comprehensive discussion! I went through a similar situation with a $180K manufacturing equipment loan last year. One thing I'd add about UCC-1 meaning is that you should always request a copy of the filed UCC-1 from your lender once it's processed. I kept mine with my loan documents and it came in handy when we had to provide proof of existing liens for our insurance company. Also, if you're buying used equipment, make sure to run a UCC search on the seller to ensure there aren't any existing liens that could complicate your purchase. Better to discover those issues before closing than after!
Bottom line - UCC filings are a normal part of secured business lending. They protect lenders and create transparency in the marketplace. As long as you make your payments and understand what assets are pledged, they shouldn't cause you any problems.
Happy to help! We've all been there with the learning curve.
Great thread everyone! As someone who works with small businesses on financing regularly, I'd add that understanding UCC filings upfront can actually help you negotiate better loan terms. When you know what collateral the lender truly needs vs. what they're asking for, you have more leverage. Also worth noting that some alternative lenders use UCC filings more aggressively than traditional banks - they might file blanket liens even for smaller loans where banks would be more specific. Always read the security agreement carefully before signing, not just the promissory note.
Julian Paolo
Bottom line on UCC filing definition: it's the legal mechanism that makes your security interest in collateral enforceable against third parties. File a UCC-1 to start the process, use UCC-3 forms to maintain it over time, and make sure every detail is accurate because small mistakes can have big consequences.
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Ella Knight
•This thread has been super helpful. Finally feel like I understand what people are talking about when they mention UCC filings.
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William Schwarz
•Same here. Going to bookmark this for reference when I start working on my first secured loan.
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Tyler Murphy
This is exactly what I needed to understand! As someone new to secured lending, I was getting lost in all the terminology. The way everyone explained it as a public notification system really clicks for me. One follow-up question - when you're describing the collateral on the UCC-1, how specific do you need to be? Like if it's equipment, do you need serial numbers or is "all equipment" sufficient? I want to make sure I don't mess up the collateral description when I'm helping with our loan docs.
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Amun-Ra Azra
•Great question! For equipment collateral, you generally don't need serial numbers on the UCC-1 filing itself - "all equipment" or "equipment used in debtor's business" is usually sufficient for the public filing. The key is making it broad enough to cover what you intend while still being reasonably descriptive. However, your underlying security agreement should be much more specific and list actual serial numbers, model numbers, etc. The UCC-1 is just the public notice, but the security agreement is what actually defines exactly what collateral secures the loan. Just make sure whatever description you use on the UCC-1 encompasses all the specific items listed in your security agreement.
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