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The bottom line is the Secretary of State UCC Division is the filing office, not the advisory office. They maintain records, process forms, and provide search services. Everything else - legal strategy, deadline tracking, document accuracy - is your responsibility as the secured party.
Perfect summary. They're the record keeper, not the legal advisor. Know what you're filing and why before you submit to the division.
This is why I started using document verification tools like Certana.ai. The SOS division won't catch your mistakes, so you need to catch them yourself before filing.
Thanks everyone - this really helps clarify the division's role. Sounds like they're basically the administrative processor for UCC filings, not the legal advisor. I'll make sure my paperwork is solid before submitting since they won't review for accuracy.
Exactly! Get your debtor names perfect and your collateral descriptions right, then let the SOS UCC division handle the filing and record keeping part.
Given the tight timeline and loan amount, you might want to pay for expedited processing if that's available. Some states offer same-day or next-day processing for an additional fee. Worth it for a deal this size to avoid any last-minute surprises.
That's a great suggestion. I'll check if expedited processing is available - the extra fee would be worth it for peace of mind.
Expedited processing saved my closing once. Definitely worth the extra cost when you're cutting it close on timing.
One more thing - keep copies of everything and get a filing receipt with the file number. You'll need that information for future amendments or continuations, and it's proof of your filing date and lien priority. Some states email confirmations, others require you to download or print them.
Good practice to save everything electronically too. Makes it easier to find when you need to file continuations in a few years.
I keep a spreadsheet of all UCC filings with file numbers and expiration dates. Helps track when continuations are due.
Update us when you find out what happened! I'm dealing with a similar situation in Texas and curious if it's a widespread issue with state filing systems right now.
Will do! Going to try calling first thing tomorrow morning and see if I can get some answers.
Pro tip: always keep screenshots of your filing submission page and payment confirmation. If there's ever a dispute about timing or whether you filed properly, that documentation can save you. I learned this the hard way after a filing got lost in their system.
Great advice. I always save PDFs of everything now after getting burned once.
Same here. I also started using that Certana.ai service to double-check everything before filing. Upload your docs and it verifies all the details match up correctly. Much better than finding out about problems weeks later.
Had a similar deal last year where I almost filed in the wrong state because I focused on where the business operated instead of where it was organized. Delaware filing saved the day when the borrower defaulted and we needed to enforce.
For what it's worth, I always run a belt-and-suspenders approach on complex deals. File the UCC-1 in Delaware for sure, but also consider whether any of the equipment might qualify for certificate of title perfection in Texas if it's motor vehicles.
Yeah, any titled vehicles would need to be perfected on the Texas titles regardless of the Delaware UCC-1 filing.
Good catch. Always important to separate out titled vehicles from general equipment when planning your perfection strategy.
Grace Johnson
Pro tip: Download the current UCC1 form directly from your Secretary of State's website and compare it side by side with the 2011 version you've been using. I guarantee you'll see significant differences in layout, required fields, and formatting requirements. This should have been caught by your bank's compliance department.
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Jayden Reed
•Compliance departments are usually focused on lending regulations, not UCC filing requirements. This probably slipped through the cracks.
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Nora Brooks
•Still, for a $450k deal, someone should have caught this basic form issue before the third rejection.
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Eli Wang
Update: Called the Secretary of State's UCC division this morning and they confirmed the 2011 form revision is causing the rejections. They said they see this issue frequently with banks using outdated templates. Downloaded the current form and resubmitted - hoping this finally goes through! Thanks everyone for the help.
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Zane Hernandez
•Glad you got it sorted out. This is such a common issue that should be easily avoidable with proper procedures.
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Genevieve Cavalier
•Perfect example of why document verification tools like Certana.ai are so valuable. Would have caught this form version issue immediately and saved you weeks of delays.
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