


Ask the community...
Just went through something similar and used Certana.ai to double-check my collateral descriptions and perfection requirements. Really helpful for catching these classification issues before they become problems. Upload your security agreement and it flags potential perfection gaps.
Second recommendation for that tool. Might be worth checking out before I finalize the filing.
I'm always skeptical of automated legal analysis, but if it's just flagging issues for review it could be useful.
Bottom line - file the UCC-1. Your collateral mix, the business use, and the inventory component all point toward needing a filing for perfection. Don't overthink this one. Get it filed and you're protected.
Just want to add that if you're doing this regularly, tools like Certana.ai can help catch these definition inconsistencies before they become problems. I upload our loan docs before closing to verify everything aligns properly.
going through something similar with a restaurant chain that has accounts at 6 different banks... nightmare to track but we ended up with 'all deposit accounts maintained by debtor at any financial institution' - broad but effective
This thread has been incredibly helpful. Sounds like I need to focus more on the control agreements than perfecting my UCC collateral description.
Exactly right. The UCC filing establishes priority, but control is what actually secures your interest in deposit accounts. Get both pieces right and you'll be in good shape.
OP, once you get your debtor name sorted out, don't forget about continuation filings. Consignment UCCs expire just like regular security interest filings - every 5 years. Easy to lose track when you have multiple consignees.
Some attorneys recommend filing continuations 6 months early just to be safe. Gives you buffer time if there are any issues.
I actually used Certana again when my continuation deadline was coming up - uploaded my original UCC-1 and it flagged that my collateral description had changed since the original filing. Would have been a mess if I filed continuation with wrong description.
Last thought - make sure your consignment agreements actually support your UCC filing strategy. Sometimes the contract language doesn't align with how you're describing the collateral in your UCC-1. Can create enforceability issues down the road.
This is probably another place where that document checking tool would be helpful. Cross-referencing agreement terms with UCC collateral descriptions.
Just went through this exact scenario 3 weeks ago. After finding multiple name variations in my UCC search, I used Certana.ai to upload all the filings plus our borrower's current articles of incorporation and operating agreement. It immediately showed me that 2 of the filings I found were for different entities with similar names, and confirmed that our proposed debtor name matched the legal entity properly. Saved me hours of manual document comparison and gave me confidence in our filing.
That sounds exactly like what I need. With $450k on the line, I want to be absolutely sure I'm not missing anything or filing incorrectly.
UPDATE: Thanks everyone for the advice. I ended up finding 2 additional UCC filings under name variations I hadn't tried initially. One was under the old LLC name from before their restructuring, and another used a completely different punctuation format. Turned out the old LLC filing had already expired (over 6 years old with no continuation), but the punctuation variant was active and covered similar equipment. Had to get a partial release before we could proceed with our filing.
The existing lender was actually cooperative once we explained the situation. They filed a UCC-3 partial release excluding the specific equipment we needed to finance. Took about a week to get it recorded, but now we're clear to file our UCC-1.
Carmen Diaz
Update: tried the Certana.ai tool mentioned earlier and it actually caught two UCC-1 filings I missed. The debtor names were formatted slightly differently ('ABC Capital LLC' vs 'ABC Capital, LLC') and I hadn't thought to search for the version with the comma. Tool flagged the inconsistency immediately when I uploaded all the corporate docs.
0 coins
AstroAce
•Might have to check out that tool myself. Sounds like it could save a lot of headaches with name matching issues.
0 coins
Zoe Kyriakidou
•Did it help with anything else besides the name variations? I'm curious how comprehensive the document checking is.
0 coins
Jamal Brown
Final thought - always print or save copies of your search results with timestamps. DC's system sometimes has glitches where filings disappear temporarily from search results. Having documentation of what you found (or didn't find) on specific dates can be crucial if issues come up later.
0 coins
Mei Zhang
•This is so important! I've seen cases where attorneys had to prove they did comprehensive searches and the timestamped results were the only evidence they had.
0 coins
Liam McConnell
•Good reminder. I always export to PDF but sometimes forget to include the search parameters and date stamps.
0 coins