UCC Document Community

Ask the community...

  • DO post questions about your issues.
  • DO answer questions and support each other.
  • DO post tips & tricks to help folks.
  • DO NOT post call problems here - there is a support tab at the top for that :)

Val Rossi

UCC 9-404 notification requirements - debtor contact obligations after assignment

Running into some confusion about UCC 9-404 notification requirements after we assigned a security interest last month. The original debtor is claiming they never received proper notice of the assignment, and now there's a dispute about payment directions. Our legal team is saying we might have missed some technical requirements under 9-404 regarding the notification content and timing. The debtor had been making payments to us (original secured party) for three months after the assignment, and now the assignee is demanding those payments be redirected. Has anyone dealt with 9-404 compliance issues? The statute seems pretty specific about what needs to be included in the notification to make it effective, but I'm seeing conflicting interpretations about whether our notice met the requirements. This is for a commercial equipment financing deal, not consumer goods, so we're dealing with the full commercial notification rules under Article 9.

Are there any safe harbor provisions for 9-404 notifications, or do you just have to get it right?

0 coins

No real safe harbors. The notification has to reasonably identify the rights and provide adequate contact/payment information. It's a reasonableness standard but courts apply it pretty strictly.

0 coins

Which is why document checking tools have become so useful. Better to catch notification problems before they go out than deal with payment disputes later.

0 coins

Thanks everyone - this has been really helpful in understanding where we went wrong. Sounds like we need to send a proper 9-404 notification with clear payment redirection instructions and then work with the assignee to sort out the payment allocation for the past three months.

0 coins

Good plan. Just make sure the new notification is really comprehensive about payment instructions. Learn from this one for future assignments too.

0 coins

Definitely worth investing in better document review processes going forward. I've been using Certana.ai's document verification for exactly these kinds of compliance checks - upload assignment docs and notifications together and it cross-references everything to catch missing elements. Would have probably flagged the vague payment language in your original notice.

0 coins

Zainab Ahmed

Massachusetts UCC Search Results Keep Coming Back Blank - Anyone Else Having Portal Issues?

I'm trying to run a massachusetts ucc search on what should be a straightforward debtor name but the MA Secretary of State portal keeps returning zero results. I know there's a UCC-1 filed because I have the filing number from our loan documents. When I search by exact debtor name 'NORTHEAST INDUSTRIAL FABRICATORS LLC' nothing comes up, but when I try variations like dropping 'LLC' or using abbreviations I get random unrelated hits. This is for a $850K equipment refinancing deal and I need to verify the existing liens before we can proceed. The original filing was done about 18 months ago and should still be active. Has anyone else run into search functionality problems with the Massachusetts UCC database recently? I'm starting to wonder if there's a systematic issue with their indexing or if I'm missing something obvious about how their search algorithm works.

Check if the business has gone through any name changes since the original filing. Sometimes companies update their legal name with the state but don't file UCC-3 amendments to reflect the change, so the UCC records still show the old name.

0 coins

Good thought - I should verify the current legal name with the MA Secretary of Corporations division before assuming the UCC search name is correct.

0 coins

Definitely check that. I've seen situations where a business changed from LLC to Corp or vice versa, and the UCC filing still had the old entity type.

0 coins

MA UCC database search is notoriously finicky. I've learned to try every possible variation: with/without punctuation, with/without entity designation, abbreviated vs spelled out words, etc. It's tedious but sometimes that's the only way to find what you're looking for. Their wildcard search function barely works either.

0 coins

Update: Found it! Turns out the original filing had 'NORTHEAST INDUSTRIAL FABRICATORS, LLC' with a comma before LLC. Such a tiny difference but it completely threw off the search. Thanks everyone for the suggestions - the filing number search worked once I located that in our loan file.

0 coins

Glad you found it! That comma issue is so common - punctuation differences are the bane of UCC searches.

0 coins

Ravi Choudhury

Business UCC Filing Name Mismatch - Entity Formation vs Loan Documents

I'm dealing with what seems like a straightforward business UCC filing but hit a snag with debtor name consistency. Our LLC was formed as "TechFlow Solutions LLC" in our articles of incorporation, but when we applied for equipment financing, somehow the loan paperwork shows "TechFlow Solutions, LLC" (with the comma). Now I'm preparing the UCC-1 and I'm not sure which version to use as the debtor name. The equipment finance company wants to file next week and I don't want this rejected because of a name mismatch. Has anyone dealt with similar business entity name variations in UCC filings? I've seen some posts about individual name issues but this is specifically about business entity formation vs loan document discrepancies.

Update: I pulled our certified articles of incorporation and confirmed the official business name is "TechFlow Solutions LLC" without the comma. Going to use that for the UCC-1 and let the lender know about the discrepancy in their loan docs. Thanks everyone for the advice!

0 coins

Smart move getting the certified copy. That eliminates any ambiguity about what the correct business entity name should be.

0 coins

Glad you got it sorted out. This kind of business name consistency issue comes up more often than it should.

0 coins

For future reference, I always recommend business owners keep a clean set of all their entity formation documents in one place specifically for UCC filings and other secured transactions. Makes these kinds of name verification questions much easier to resolve quickly.

0 coins

That's good advice. This whole situation made me realize we should probably organize our business documents better for future financing needs.

0 coins

Exactly. Having everything readily accessible saves so much time when you're dealing with time-sensitive business financing and UCC filings.

0 coins

Andre Lefebvre

UCC 9-616 required for consumer goods termination - confused about notice requirements

I'm handling a consumer goods financing termination and my compliance team is telling me we need to send a UCC 9-616 notice to the debtor. The original UCC-1 was filed in 2019 for household appliances and furniture financing. The loan was paid off last month and we filed the UCC-3 termination statement with the SOS office. Everything looked straightforward until our legal department said we also need to provide written notice to the consumer under UCC 9-616. I've been doing commercial filings for years but this consumer goods requirement is new territory for me. The debtor lives in a different state than where we filed the original UCC-1. Do I need to send certified mail? What exactly needs to be in this notice? The termination was already filed and accepted by the state - I thought that would be sufficient. Our internal procedures don't have clear guidance on the UCC 9-616 consumer notice requirement and I'm worried about missing something important. Has anyone dealt with this specific consumer goods termination notice requirement before?

Does anyone know if there are any pending changes to the UCC 9-616 requirements? I heard there might be some updates to consumer protection provisions in the works.

0 coins

I haven't seen any specific proposed changes to UCC 9-616, but there's always discussion about enhancing consumer protections in secured transactions. The best practice is to follow current requirements and stay tuned to UCC updates from your state's Secretary of State office.

0 coins

Makes sense. I'll keep an eye on the UCC updates. For now, I'll stick with the current notice requirements.

0 coins

UPDATE: I sent the UCC 9-616 notice via certified mail yesterday and it was delivered today. Used the language suggestions from this thread and included all the specific details about the terminated financing statement. Thanks everyone for the help! This was definitely a learning experience and I'm updating our consumer goods procedures to include automatic 9-616 notices going forward.

0 coins

Great to hear you got it sorted out! Updating your procedures is smart - it's easy to forget about the consumer notice requirement when you're used to commercial filings.

0 coins

Excellent follow-up. Having good procedures for consumer goods terminations will save you time and stress on future deals.

0 coins

Ryan Vasquez

what is tx ucc - need basic explanation for equipment loan

hey everyone, lender is asking about tx ucc for my equipment financing and i have no clue what this means. they said something about filing a UCC-1 but i dont understand what tx ucc is or why they need it. is this normal for equipment loans? the loan is for $95k worth of manufacturing equipment and they want to secure it somehow. can someone explain what tx ucc means and if i should be worried about this? thanks

THE WHOLE UCC SYSTEM IS DESIGNED TO PROTECT LENDERS AT YOUR EXPENSE! They want to make sure they can take your equipment if you miss payments. Texas makes it easy for them to file these liens. Just remember - once they file that UCC-1, they have priority over almost everyone else if you default.

0 coins

Don't let the dramatics scare you. UCC filings are standard business practice. If you make your loan payments, the filing is just paperwork. It's only an issue if you default, which hopefully won't happen.

0 coins

easy to say when its not your equipment on the line! just saying people should understand what theyre signing up for

0 coins

Quick question - are you set up as an LLC or corporation? The entity type affects how the UCC-1 should be filed. Make sure your lender has the right organizational structure information.

0 coins

For LLCs, they need to use your exact registered name as filed with the Texas Secretary of State. Any variation can cause the filing to be legally insufficient.

0 coins

This is another area where document verification helps - makes sure your LLC formation docs match exactly with what goes on the UCC-1.

0 coins

Prev1...252253254255256...684Next