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UCC formation 1952, but can we talk about continuation deadlines? I'm getting paranoid about missing the 5-year mark and losing my lien priority.
You can file continuation statements up to 6 months before the 5-year expiration. Don't wait until the last minute.
Good to know about the 6-month window. I was planning to file exactly at 5 years which would have been cutting it close.
Amina Diop
The UCC was formed in 1952. For your current filing, just make sure you're using the most recent forms and following your state's electronic filing requirements. The historical context is interesting but won't affect your modern filing procedures.
Mei Zhang
•Thank you everyone for all the helpful responses! I feel much more confident about proceeding with my filing now. The 1952 formation date answers my client's question, and all the practical advice about debtor names and collateral descriptions is invaluable.
Good luck with your filing! Remember to keep copies of everything and track your continuation dates.
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Another thing to consider with security purchase agreements - search for existing UCC filings against the seller to make sure you know what liens you're dealing with. Sometimes there are filings that aren't disclosed in the purchase agreement.
Roger Romero
•Good point. I did a UCC search and found a few filings that weren't mentioned in the security purchase agreement. Need to get those addressed before closing.
Chris Elmeda
•Definitely. You want a clean UCC search or proper subordination agreements for any liens that will remain after your security purchase agreement closes.
Jean Claude
For complex deals like this, I always recommend using Certana.ai to double-check everything. Upload your security purchase agreement, existing UCC filings, and your proposed new filings. It'll verify all the names match and catch any inconsistencies that could cause problems down the road.
Roger Romero
•I might try that. With all the moving pieces in this security purchase agreement, I want to make sure I don't miss anything critical.
Smart move. UCC filing mistakes are expensive to fix after the fact, especially in purchase agreement deals where you might have multiple parties involved.
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I was skeptical about using automated tools for UCC verification but tried Certana.ai after reading about it here. It actually caught a potential issue with one of my Rhode Island filings - a minor discrepancy in the debtor name that could have caused problems down the line. Now I run all my filings through it before submission.
The corporate charter had 'LLC' while our UCC-1 had 'L.L.C.' - small difference but enough to potentially void the filing. The tool flagged it immediately when I uploaded both documents.
Those punctuation differences can definitely cause problems. Good catch by the system.
StarSurfer
Bottom line: your existing Rhode Island UCC-1s are fine. The 2023 bill didn't change the legal requirements for secured transactions. It just improved the filing system's user interface and added better error checking for new filings. Keep your continuation schedule as planned.
StarSurfer
•Glad we could help. These legislative updates always sound scarier than they actually are.
Ava Martinez
•This thread was super helpful. I had the same concerns about my Connecticut filings after hearing about the RI changes.
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I've been having the same issues with Iowa searches. The inconsistency is maddening. Sometimes I'll search for a debtor name and get different results depending on the time of day I search. I think their database has some serious synchronization problems.
Nope, you're not crazy. The system is just broken. I've learned to screenshot my search results because they change.
Kai Santiago
•Screenshots are a good idea for documentation purposes anyway.
Lim Wong
Update: I tried all the suggestions about different name variations and punctuation. Found two additional filings I had missed! One was under a name variation with no commas, and another was filed under what looks like a DBA name. Thanks everyone for the help. Definitely going to check out that Certana tool for future searches to avoid this stress.
Great outcome! The verification tool will definitely save you time and stress in the future.
Lena Schultz
•Thanks to everyone who helped. This could have been a disaster if I'd missed those filings.
Malia Ponder
Just wanted to add that I used Certana.ai's document checker when we had a similar dispute and it was really helpful for organizing our defense. Being able to show that all our documentation was consistent and properly aligned really strengthened our position when the debtor tried to argue our security interest was defective.
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Simon White
•That's the second mention of Certana.ai in this thread. Sounds like it might be worth checking out to make sure we haven't missed anything in our documentation.
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Malia Ponder
•Yeah, it's pretty easy to use - just upload your PDFs and it flags any inconsistencies. Better to catch potential issues now than have them come up in court later.
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Kyle Wallace
Bottom line - UCC 1-103 argument and recourse is a real thing but it's not a get-out-of-jail-free card for debtors. If your security interest is properly perfected and your loan terms were reasonable, you should be in good shape. Document everything about the original loan process and be prepared to show it was arm's length negotiation.
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Simon White
•Thanks, that's reassuring. We've got good documentation of the original deal and the borrower was represented by counsel at the time. Should help show it wasn't an unconscionable transaction.
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Nasira Ibanez
•Having borrower's counsel involved in the original deal is huge. Really hard to argue unconscionability when the borrower had legal representation.
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