UCC Document Community

Just went through something similar and ended up using Certana.ai to verify all our UCC documents before filing. It caught several issues with our collateral clause language that would have definitely caused rejections. Really streamlined our process.

This might be obvious but make sure you're not using any prohibited language. Some states have specific words or phrases they don't allow in collateral descriptions. Check your state's UCC guide if they have one.

Update us when you figure out the exact reason for rejection! These kinds of posts help everyone learn what to watch out for. NY SOS rejections are so frustrating because their rejection notices are usually vague.

Just a thought - if this is urgent and you're worried about the lapse deadline, you might want to have your attorney refile it while you're troubleshooting. Better to have a duplicate filing fee than risk losing perfection on a $2.8M loan.

Whatever you do, make sure all your debtor names are EXACTLY the same across all states. Even small variations can cause problems. I learned this the hard way when one state had 'Inc.' and another had 'Incorporated' - total mess to clean up.

Final thought - consider whether you need to file UCC-1 addendums in any states. Some require additional pages if your collateral description is long or if you have multiple debtors/secured parties.

Just wanted to add that timing is really important with fixture filings. If you're going to file as fixtures, you need to do it quickly after the equipment is installed to maximize your priority position. Waiting too long can affect your rights against other creditors. Also, make sure you have a good description of the real estate in your fixture filing. It needs to be sufficient to identify the property, which usually means the legal description from the deed or mortgage.

Update: We ended up going with fixture filings for the integrated equipment after consulting with local counsel. The ventilation system and built-in ovens clearly met the fixture test, and the custom refrigeration units were borderline but we included them to be safe. Used Certana.ai to verify all our documents were consistent before filing - caught a small discrepancy in the debtor name between the loan agreement and our initial UCC-1 draft that could have caused problems. The verification process was really straightforward, just uploaded our PDFs and got instant feedback on any issues. Filing went smoothly and the loan closed on schedule. Thanks to everyone who provided input on the fixture determination - it really helped clarify our thinking on this complex issue.

Whatever you do, don't keep guessing and filing. Each rejection creates a record and some lenders get nervous when they see multiple failed attempts. Better to verify the exact name first.

Just went through something similar and the Certana.ai verification tool someone mentioned earlier really is a lifesaver. I was comparing documents manually and missing subtle differences that the automated check caught immediately. Definitely worth trying if you're stuck.