UCC Document Community

Financial Services

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 :)

UCC filing when security agreement and promissory note template don't match exactly

Running into an issue with my UCC-1 filing that's got me second-guessing everything. I'm working with a borrower who used a security agreement and promissory note template they downloaded online, but now I'm realizing there are some inconsistencies between the two documents that might affect my UCC filing. The security agreement lists the debtor as 'ABC Manufacturing LLC' but the promissory note has 'ABC Manufacturing, LLC' (with the comma). The collateral description in the security agreement is more detailed than what I put on the UCC-1, and I'm wondering if this mismatch could cause problems down the road. Has anyone dealt with discrepancies between their security agreement and promissory note template when preparing UCC filings? I don't want to file and then discover the documents don't align properly, especially since this is a $275,000 equipment loan. Should I be concerned about these differences or am I overthinking it?

This is why I always recommend having all loan documents prepared by someone familiar with UCC requirements. Templates are fine for simple situations but complex transactions need proper legal review to ensure everything works together.

0 coins

Lesson learned for sure. I'll be more careful about document preparation going forward.

0 coins

Templates definitely have their place but they can create these kinds of coordination issues.

0 coins

Get that debtor name fixed before you file! I've seen too many people file with the wrong name format and then have to do amendments or terminations to fix it. Much easier to get it right the first time.

0 coins

Definitely planning to fix it first. Thanks for the reinforcement that this is the right approach.

0 coins

UCC-3 amendments are such a pain. Always better to get the UCC-1 right initially.

0 coins

UCC search coming up empty despite valid filing number - database lag or wrong portal?

Been trying to run a UCC search on what should be an active filing and getting zero results. Have the exact filing number from our loan docs (handed to me by our attorney last month) but when I plug it into the state portal nothing comes back. This is for equipment we financed in March and I know the UCC-1 was supposed to be filed within 30 days of closing. Our bank is asking for proof the lien is properly recorded before they'll release the next draw on our credit line. Anyone else run into search issues where valid filings just don't show up? Starting to worry something got misfiled or the debtor name doesn't match exactly what's in our corporate charter.

Try calling the state filing office directly. Sometimes they can do a manual search or tell you if there are known issues with the online system. Most states have a UCC help desk that's actually pretty responsive.

0 coins

The phone support is usually way better than the online help. They can search by partial names or other criteria that the web portal doesn't allow.

0 coins

Just make sure you have all your business details handy when you call. They'll want incorporation dates, addresses, all possible name variations, etc.

0 coins

UPDATE: Finally got to the bottom of this. Our attorney did file the UCC-1 but used our DBA name instead of our legal corporate name. The filing is valid but wasn't showing up in searches under our incorporation name. Going to file a UCC-3 amendment to add our legal name as an additional debtor name just to be safe. Thanks everyone for the suggestions - definitely learned to double-check name consistency across all our filing docs.

0 coins

This is exactly why I always run document verification now before any major financing. Too many ways for name mismatches to cause problems later.

0 coins

Great outcome. Might want to have a conversation with your attorney about UCC best practices to avoid this in future deals.

0 coins

Utah UCC-1 filing rejected twice - debtor name format issues

Has anyone dealt with Utah's Secretary of State rejecting UCC-1 filings for debtor name formatting? I've had two rejections now for what seems like the exact same business name. The debtor is "Mountain View Equipment Solutions LLC" but Utah keeps bouncing it back saying the name doesn't match their records. I pulled the Articles of Incorporation directly from their database and copied it exactly, but still getting rejected. The collateral is construction equipment worth about $340K so we need this perfected ASAP. Anyone know Utah's specific requirements for LLC name formatting on UCC-1s? Getting frustrated with their online portal.

Update us when you get it resolved! I'm dealing with a similar Utah filing next week and want to avoid the same headaches.

0 coins

Will do. Going to try the annual report name format first, then call if that doesn't work.

0 coins

Same here, good to know about these Utah-specific issues before I submit.

0 coins

Final thought - make sure the LLC is still in good standing with Utah. If their annual report is overdue or they're administratively dissolved, that could cause UCC filing issues too.

0 coins

Yeah, I've seen UCC filings get rejected because the debtor entity wasn't current with the state. Easy thing to miss.

0 coins

Thanks everyone for all the suggestions. This gives me several things to check before attempting the third filing.

0 coins

NH UCC search showing weird results - debtor name variations causing issues

Been doing UCC searches in New Hampshire and running into some frustrating inconsistencies. I'm working on a commercial loan deal where we need to verify existing liens on equipment collateral, but the NH Secretary of State portal keeps returning different results depending on how I format the debtor name. Same company, but searching 'ABC Manufacturing LLC' vs 'ABC Manufacturing, LLC' (with comma) gives totally different hit counts. This is making me nervous about missing existing filings that could impact our lien position. The borrower insists there are no other liens but I'm seeing partial matches that might be variations of their business name. Anyone else dealing with NH UCC search quirks? How do you handle debtor name variations to make sure you're not missing critical filings?

Update: I ended up finding three additional UCC-1s I had missed initially by trying different name variations. Two were active continuations and one was a terminated filing I still wanted to review. Thanks everyone for the tips - this thread probably saved me from a major lien priority issue.

0 coins

Great outcome. Mind sharing what the name variations were that you missed initially? Might help others avoid the same issue.

0 coins

One was missing the comma before LLC, another had 'Manufacturing' spelled out vs 'Mfg' abbreviation, and the third was filed under a DBA name I didn't know about until I found their business registration.

0 coins

This whole thread is a perfect example of why UCC searching is more art than science. Every state has its quirks and you really need to know what you're doing to avoid missing critical filings.

0 coins

Absolutely. I've been doing UCC work for 10 years and I still learn new search tricks regularly. It's definitely not as straightforward as people think.

0 coins

This is why I always recommend using multiple search strategies and tools like Certana to cross-check everything. Too much money at stake to rely on a single search approach.

0 coins

UCC lien perfection deadline approaching - equipment collateral confusion

Our company is 45 days away from our UCC lien perfection deadline on some manufacturing equipment we financed last year. The original UCC-1 was filed correctly but now I'm second-guessing whether our collateral description was specific enough. The filing says "manufacturing equipment and machinery" but doesn't list serial numbers or specific model info. Bank is saying we might need to file an amendment before the continuation window opens. Anyone dealt with vague collateral descriptions causing lien priority issues? Really don't want to mess this up since it's a $180K loan and our credit line depends on maintaining proper security interest.

File your continuation ASAP and stop worrying about the collateral description unless your bank specifically requires changes. Generic equipment descriptions are valid as long as they reasonably identify the collateral category.

0 coins

This. Don't create problems where none exist. Focus on the deadline that actually matters.

0 coins

NeonNova

Author

You're right. Going to file the continuation this week and then discuss any description concerns with our loan officer separately.

0 coins

Equipment liens are straightforward if you don't overthink them. Your description sounds adequate for UCC purposes. The bank might want more detail for their own records but that's different from legal perfection requirements.

0 coins

Exactly. Banks often want more specificity than the UCC actually requires for valid perfection.

0 coins

Still worth checking though. A few minutes of verification can prevent months of headaches if there actually is an issue.

0 coins

Prev1...579580581582583...685Next