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 :)
Join the conversation
Join the conversation
Your loan officer needs to understand that UCC Article 9 has specific rules for when equipment becomes fixtures versus staying personal property. The default assumption should be personal property unless there's clear evidence of fixture status. For removable manufacturing equipment, you're almost certainly looking at personal property requiring UCC-1 filing.
That's helpful context. I'll use that in my discussion with the loan officer.
Exactly. When in doubt, file the UCC-1. You can always release it later if needed, but you can't go back and perfect retroactively.
The fact that you're asking this question shows you understand the issues better than your loan officer. Equipment loans require UCC filings even when the equipment sits on real estate. This is fundamental secured transactions law. Don't let someone else's confusion put your lien position at risk.
Omar Farouk
•Trust your instincts on this one. Better to over-protect than under-protect your security interest.
Absolutely. And document your rationale in the loan file so there's no question later about why you filed.
Join the conversation
For what it's worth, I've started keeping a spreadsheet of different name variations I've seen cause problems. Helps me remember to check common issues like punctuation and abbreviations.
Sure - commas before LLC/Inc, periods in abbreviations, spelled out vs abbreviated entity types, extra spaces, and sometimes 'and' vs '&' in company names.
Oliver Weber
•Thanks, that's helpful. Going to start my own list based on Virginia filings I see.
Original poster here - thanks for all the input. Sounds like this is more common than I thought. Going to implement some of these suggestions for future searches. That Certana tool sounds promising for document verification too.
Glad the thread was helpful! It's definitely one of those things you learn the hard way unfortunately.
Let us know how the Certana thing works out if you try it. Always looking for better tools to streamline the process.
Join the conversation
Yuki Tanaka
Try downloading a fresh copy of your original UCC-1 from the Connecticut SOS portal and compare it side-by-side with your termination statement. Sometimes there are subtle differences that aren't obvious until you see them next to each other.
That's smart. I'll pull a fresh certified copy and do a line-by-line comparison. Maybe there's something I missed in the debtor or secured party information.
Yuki Tanaka
•Exactly. I've caught missing middle initials, wrong entity types (LLC vs Inc), and other small details that way. Connecticut is very literal about matching.
Carmen Diaz
Last resort option - you could have a Connecticut attorney file the UCC-3 termination on your behalf. Sometimes they have better luck navigating the state-specific quirks, especially for problem filings.
Before going the attorney route, try the Certana.ai tool that was mentioned earlier. Much cheaper and might catch the issue immediately. I've used it for similar Connecticut filing problems.
Carmen Diaz
•True, always worth trying the automated verification first. Attorneys should be the last resort after you've exhausted the self-service options.
Join the conversation
One more thing to consider - make sure your continuation strategy works with whatever filing approach you choose. Fixture filings have different continuation rules in some states, and you don't want to lose perfection in 5 years because you forgot about a quirky continuation requirement.
Nia Thompson
•And the timing can be different too. Regular UCC continuations are 6 months before expiration, but some fixture filings have different windows.
Ugh, I hadn't even thought about the continuation complications. This is getting more complex than I anticipated.
Just wanted to mention that I've also used that Certana.ai tool someone mentioned earlier, and it's been really helpful for catching document inconsistencies. For a complex security agreement real estate deal like yours, it might be worth running your documents through it before filing. It caught a collateral description mismatch for us that would have been a major problem later.
How long did the verification take? We're always under tight deadlines for these filings.
Pretty quick - maybe 10-15 minutes for a complete document check. Much faster than doing manual cross-referencing.
Natasha Volkova
For what it's worth, I had a similar manufacturing equipment deal last year where 9-522 compliance was an issue. Turned out the debtor had changed from an LLC to a corporation during COVID but hadn't updated their operating agreements. The UCC-1 needed to reflect the current corporate status. Once I got the right entity type and name, filing went through fine.
0 coins
Carmen Lopez
•I'll definitely look into whether there were any entity type changes. The timing matches up with when this debtor might have done some restructuring.
0 coins
Emma Davis
•Good idea. Entity type changes are one of the most common causes of 9-522 compliance issues that people overlook.
0 coins
CosmicCaptain
One more thing to check - make sure you're looking at the right state's records. If the debtor entity was formed in Delaware but operates primarily in another state, you need the Delaware formation documents for 9-522 compliance, not the foreign qualification documents from the operating state.
0 coins
Malik Johnson
•This is such an important point. The state of organization controls for UCC debtor name requirements, not where they do business.
0 coins
Isabella Ferreira
•I learned this the hard way. Spent weeks trying to get the right name from California records when the entity was actually formed in Nevada.
0 coins