UCC Document Community

The bottom line on UCC findings: they're your roadmap to understanding what liens exist and how they affect your proposed financing. Take time to properly analyze them rather than just collecting the search results. A thorough findings review can save you from expensive surprises down the road.

As someone new to secured transactions, this discussion has been eye-opening. I'm wondering about timing - how far in advance of closing should we be conducting UCC searches and reviewing findings? I assume you don't want the search results to be too stale, but you also need time to analyze potential conflicts and negotiate subordination agreements if needed. What's the typical timeline for this process in equipment financing deals?

Just get the LLC formation documents from the Secretary of State and use whatever name appears there for your UCC-1. The bailee's warehouse receipts don't determine the legal name of your debtor. Simple as that.

I've handled several bailee UCC situations and the name mismatch issue is definitely something to take seriously. The good news is that courts generally focus on whether a reasonable searcher would find your filing when searching under the debtor's correct legal name. Since you're dealing with just a comma difference between "Johnson Construction LLC" and "Johnson Construction, LLC", this is likely a minor variation that wouldn't invalidate your filing. However, given the $180K value at stake, I'd recommend: 1) Pull the official LLC formation documents to confirm the exact legal name, 2) File using that exact name, and 3) Consider filing a second UCC-1 with the alternative name variation as extra protection. The filing fee for a second UCC-1 is minimal compared to the risk of losing perfection on such valuable collateral. Also, make sure your security agreement specifically addresses goods held by bailees to avoid any gaps in coverage.

Update us when you get answers from the states! This is exactly the kind of institutional knowledge that gets lost over time. Having a clear answer about what UCC-108 was will help anyone else dealing with similar portfolio documentation.

This is fascinating - I'm actually working on a similar historical UCC research project right now. Based on what I've seen in my files, UCC-108 appears most commonly in contexts where there were multiple secured party changes or complex assignment chains. I wonder if it was specifically used for assignment documents where the original filing had already been continued or amended multiple times? The timing you mentioned (early 2000s) aligns with when many states were transitioning their systems, so there might have been temporary form designations during that conversion period. Have you noticed if the UCC-108 references always appear alongside assignment language or secured party changes?

Been there! Puerto Rico name searches can be a nightmare. Last year I missed an existing filing because of a single character difference in the corporate name. Cost us major headaches with the lender.

I've run into this exact issue with Puerto Rico UCC searches! The problem is definitely the character encoding and name formatting. What I've learned is that their system sometimes stores names differently than how they appear on the corporate documents. Try searching with common abbreviations too - like if the name has "Compañía" try searching "Cia" as well. Also, make sure you're checking both active and lapsed filings since sometimes the search filters can hide results. The PR system has gotten better but it's still not as reliable as mainland searches. Document everything you tried so if issues come up later you can show due diligence in your search process.

One more thing to consider - some states have specific requirements for MCA UCC filings, especially around the collateral description. Make sure you're compliant with your filing state's rules about describing future receivables.

This thread is really helpful - dealing with similar issues regularly. One thing I'd add is to always get a certified copy of the Articles of Incorporation directly from the Secretary of State before filing, especially for MCA deals. I've had situations where clients provided outdated formation documents that had the wrong entity name format, and it cost us a rejection and valuable time. The $10-20 for a certified copy is worth avoiding the headache, particularly when you're dealing with tight MCA funding deadlines.