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This whole situation sounds stressful but manageable if you approach it systematically. Create a checklist for each debtor: exact legal name from loan docs, any known variations, DBAs, prior names, parent/subsidiary relationships. Then search each variation and document what you find. It's tedious but necessary for this type of portfolio acquisition.
Exactly. With 30 debtors and potentially significant loan amounts at stake, spending extra time on thorough searches is worth it. Document everything you do so you can show your due diligence if any issues come up later.
I'd also suggest keeping detailed records of all your search results, even the negative ones. If you ever need to prove you did reasonable due diligence, having documentation of exactly what you searched for and when will be valuable.
I've been through a similar UCC cleanup after acquiring a distressed loan portfolio, and it's definitely overwhelming at first. A few practical tips that might help: First, organize your loan files to extract the exact debtor names as they appear in the original security agreements - this becomes your master search list. Second, Florida's UCC search system has a "sounds like" option that can help catch name variations, but don't rely on it completely. Third, consider the timing - if these loans are from a lender that went out of business, some of the UCC filings might have lapsed due to missed continuation deadlines, which could actually work in your favor. For the 30 debtors you mentioned, I'd start with online searches to triage which ones actually have active filings, then focus your certified copy requests on those. The online searches are cheap enough that you can afford to be thorough with name variations. Also, don't forget to check for partial releases or amendments that might have changed the collateral coverage. Good luck with this - it's tedious work but absolutely critical for establishing your lien positions.
To directly answer your question - a security agreement is required in nearly all security interest transactions. It's one of the three requirements for attachment under UCC Article 9. Without it, you don't have an enforceable security interest no matter what you file.
Perfect, that's exactly what I needed to know. Security agreement first, then UCC-1 filing. Thanks everyone for the clarification!
Glad we could help. Good luck with your deal and make sure you get that security agreement drafted properly.
Just to add another perspective - while everyone's correctly emphasizing the security agreement requirement, don't overlook the practical timing issues with multiple LLCs. You'll likely need separate security agreements for each entity that owns collateral, and make sure your UCC-1 filings match exactly. I've seen deals get complicated when equipment is owned by one LLC but guaranteed by another. Also consider whether you need personal guarantees from the individual owners - that's separate documentation but often critical for equipment financing deals of this size.
Whatever you decide, phase it in slowly. Start with a small batch of simple equipment loans, see how it goes, then expand. Don't dump 200 filings on a new service all at once.
Smart. And keep doing manual checks on the first few batches even after you're comfortable. Services can change their processes or have technical issues that affect quality.
This is exactly why I still use Certana.ai even with our filing service. Quick upload of the service's prepared documents against our loan files catches any issues before they become problems. Worth the extra step for peace of mind.
Carmen, I went through this exact same challenge at my community bank last year. One thing I'd strongly recommend is getting a detailed SLA from any service you're considering - specifically around error correction timelines. We had a situation where a service filed 30 UCCs with incorrect secured party addresses and it took them 3 weeks to get the amendments processed. That kind of delay can create serious compliance headaches. Also, make sure they can handle your state's specific requirements - some states have quirky formatting rules that generic services miss. Would be happy to share our vendor evaluation checklist if it would help.
This is why I always tell people to keep detailed spreadsheets of their UCC filings with filing numbers, debtor names, and expiration dates. Reduces the need for bulk searches when you already have the key info organized.
Good record keeping is essential, but you still need to verify current status with the state system. Filings can be terminated or amended without your knowledge.
True, but having the baseline info makes the verification searches much more targeted and efficient.
Update: I tried the Certana.ai tool mentioned earlier and it worked great for my Ohio UCC searches. Uploaded about 50 of my UCC-1 filings and it automatically flagged which ones needed continuations and which ones had potential debtor name mismatches. Saved me tons of time compared to fighting with the Ohio portal.
Yes, it works across all states. You just upload your PDFs and it handles the cross-referencing automatically regardless of which state the filings are in.
I just signed up for Certana.ai after reading all these positive reviews. The Ohio portal situation is getting ridiculous - I spent 3 hours yesterday just to complete 25 searches. If this tool can really handle bulk UCC verification automatically, it'll be a game changer for my quarterly compliance reviews.
Morita Montoya
UPDATE: Finally got this resolved! Turns out there was a microscopic difference in how the LLC designation was formatted. The Articles had "LLC" but I was typing "L.L.C." in the UCC-1. Used that Certana tool someone mentioned and it flagged the discrepancy immediately. Filed the corrected version this morning and it was accepted within an hour. Thanks everyone for the help!
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Leslie Parker
•Glad the document checker worked for you! It's saved me from similar mistakes multiple times.
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Butch Sledgehammer
•Perfect example of why you can't trust manual document comparison. The human eye just misses those subtle differences.
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Omar Hassan
As someone new to UCC filings, this thread is incredibly helpful! I'm about to file my first UCC-1 and was planning to rely entirely on the accommodation search. Now I understand why I need to go directly to the Articles of Incorporation. One quick question - when you say "exact name from organizational documents," does that include things like spacing and capitalization too? For example, if the Articles show "XYZ CORP" (with two spaces) should I preserve that formatting in the UCC-1?
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