UCC Document Community

Thanks everyone for the clarification! This really helps clear up my confusion. I was overthinking it by focusing on the end buyer's use instead of how the debtor uses the collateral. So for my appliance repair shop client, the refurbished washers/dryers sitting in their showroom are definitely inventory since they're held for sale in the ordinary course of business. I'll stick with the inventory classification on the UCC-1 and describe it clearly as "all inventory of appliances and related goods held for sale." Appreciate all the practical examples - especially the car dealer analogy that really drove the point home.

As someone new to UCC filings, this thread has been incredibly educational! I've been struggling with similar classification questions on my first few commercial deals. The distinction between looking at the debtor's use versus the end buyer's use is so important but not immediately intuitive. I made a similar mistake on a recent filing for a small electronics retailer where I almost classified their inventory as "consumer electronics" instead of just "inventory." Thankfully caught it before submission, but it really highlights how easy it is to get confused by the nature of the goods rather than focusing on how the debtor actually uses them in their business. The car dealer example really crystallized this concept for me - thank you all for sharing your expertise!

Check if any of the equipment financing was done through captive finance companies. They sometimes file under their own name as secured party but with confusing debtor name formats.

Honestly at this point I'd recommend getting a professional UCC search company involved. For acquisition due diligence the cost is worth it vs missing a major lien. They have better search tools and know all the state-specific quirks.

Update: Tried the Certana.ai tool mentioned earlier and it actually caught 3 UCC filings I missed with my manual searches. Two were name variation issues (missing vs included middle initials) and one was filed under a related entity I didn't think to search. Definitely worth using for complex commercial deals where you can't afford to miss anything.

I just went through this exact same issue last month with a multi-entity deal in Illinois! What saved me was creating a spreadsheet with every possible name variation before I even started searching - legal names from articles of incorporation, DBAs, names with/without punctuation, abbreviated vs spelled out terms like "LLC" vs "Limited Liability Company", etc. Then I systematically searched each variation and cross-referenced the results. Found 4 additional UCC filings that way that I would have completely missed otherwise. The IL system is definitely broken but being methodical about name variations is the only way to be confident you're not missing liens.

I just wanted to echo what everyone else has said about being meticulous with the debtor name - it really cannot be overstated how important this is! I made the mistake of using the "doing business as" name instead of the legal entity name on my first attempt and got rejected immediately. What saved me on the second try was actually calling the Florida Division of Corporations help line (850-245-6052) before submitting. They couldn't tell me exactly what to put, but they confirmed that I needed to use the exact name from the state registration, including all punctuation and spacing. The representative was actually quite helpful and patient with my questions. Also, for the collateral description, I found it helpful to look at sample UCC-1 forms online to see how others described similar types of equipment. Just make sure whatever examples you find are recent and from Florida specifically, since requirements can vary by state and change over time.

Wow, this thread is incredibly thorough and has already answered so many questions I didn't even know I should be asking! As someone completely new to UCC filings, I'm curious about one aspect that hasn't been covered yet - timing. How far in advance of my loan closing should I file the UCC-1? My lender mentioned they need the filing to be completed before they can fund the loan, but they didn't give me specific timing requirements. Is this something I should do a week before closing, or can it be done the same day? Also, if there are any delays or rejections, how does that typically affect loan closing timelines? I want to make sure I plan enough buffer time so I don't accidentally delay my funding because of UCC filing issues.

As someone who just went through this process a few months ago, I can confirm everything others have said about Texas SOS being the right place to file. One thing that really helped me was calling the Texas SOS UCC division directly (they have a dedicated phone line) to verify my collateral description before I submitted. The staff there were surprisingly helpful and could tell me right away if my description would work or if it needed tweaking. Saved me from potential rejections and having to refile. Their number is on the SOS website under the UCC section. Also, since you mentioned time pressure, you might want to ask your lender if they can review your UCC draft before you file it - most experienced commercial lenders have seen enough of these to spot issues quickly. Better to catch problems before filing than deal with amendments later.

Just wanted to chime in as someone who's been through the UCC filing maze more times than I care to count. Everyone here has given you solid advice - Texas SOS is definitely the way to go, and their online system is actually pretty decent once you get the hang of it. One thing I'd add that might help with your timeline pressure: if you're really stressed about getting everything perfect on the first try, consider having a commercial finance attorney do a quick review of your UCC draft before you file. I know it's an extra cost, but for a construction business with equipment financing, getting the collateral description wrong could create real problems down the road. Most attorneys who do this stuff regularly can review a UCC-1 in about 15 minutes and spot issues that might not be obvious to someone who doesn't file these regularly. Given that your lender is already pushing you and you're behind on closing, the small upfront cost might be worth the peace of mind. Just another option to consider!