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One thing nobody mentioned - make sure you're using the correct UCC-3 form and checking the 'continuation' box. Sounds obvious but I've seen people accidentally file amendments instead of continuations.
This happened to someone in my office last month. They filed an amendment thinking it was a continuation and had to scramble to file the correct form.
Yeah, those checkbox mistakes are brutal because you don't realize the error until you're trying to figure out why your UCC is still showing as expired.
Update for anyone following this thread - I ended up filing the continuation yesterday using one of those document checkers mentioned earlier. Caught a small typo in the debtor name that would have definitely caused a rejection. Form was accepted this morning. Thanks everyone for the advice!
Which document checker did you end up using? Always curious to hear about people's experiences with different tools.
Used Certana.ai - really straightforward process and definitely worth it for the peace of mind on these continuation filings.
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Quick question - when you say they incorporated in Delaware, did they actually move the business there or just reincorporate for tax reasons? UCC 9 301 cares about legal organization, not business operations, but it might affect your strategy.
Just reincorporated for legal reasons as far as I know. All their operations, equipment, and management are still in Texas. Only the corporate charter moved to Delaware.
That's pretty common but it still triggers UCC 9 301 location change requirements. Delaware incorporation with Texas operations is classic but you still need to follow Delaware filing rules for the corporate entity.
Bottom line on UCC 9 301: Get a Delaware UCC-1 filed TODAY covering all collateral. File a UCC-3 termination in Texas only after you're sure the Delaware filing is effective. Don't take chances with a $2.8M position. The cost of duplicate filings is nothing compared to losing your security interest.
Thanks, that's the most practical advice yet. I'll get our attorney to handle the Delaware filing immediately. Better safe than sorry with this much money on the line.
Smart move. And document everything about when you discovered the Delaware incorporation so you have a paper trail showing you acted promptly once you knew about the UCC 9 301 issue.
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Bottom line - don't trust wiki sources for UCC legal advice. Get proper legal counsel if you're dealing with complex commercial transactions. The internet is full of half-truths and sovereign citizen nonsense when it comes to UCC 1-308.
Agreed. Wikipedia and similar sources are starting points for research, not definitive legal guidance.
Especially for UCC stuff. Too much misinformation out there.
Thanks everyone for the clarification. I'll advise my client that UCC 1-308 doesn't apply to financing statements and any rights they want to preserve need to be handled in the underlying agreements, not the UCC-1 filing. Sounds like I need to educate them about the difference between the financing statement and the actual security agreement.
Good call. That distinction trips up a lot of people. The UCC-1 is just public notice, not where you negotiate deal terms.
Glad we could help clear up the confusion. Those wiki articles really do more harm than good sometimes.
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This thread is really helpful. I'm dealing with the same issue but with RV retail installment contracts and security agreements. Same problems with name consistency between the two sections of the document. Glad to know I'm not the only one struggling with this.
RV deals are actually worse because the amounts are higher so the lien position is more critical. Can't afford to have UCC filings rejected and lose priority.
Exactly. That's why I'm looking into that verification tool someone mentioned. Better to catch the problems upfront.
I've been using Certana.ai for about 6 months now specifically for these retail installment contract and security agreement combo documents. It's saved me from dozens of filing rejections by catching name and collateral description mismatches between the different sections. Just upload the PDF and it does the comparison automatically. Really worth it for high-volume dealers.
Same here. Between the re-filing fees and the time spent fixing these issues, it pays for itself quickly.
I was skeptical at first but the accuracy is impressive. It catches subtle differences that I would have missed reviewing manually.
Ava Harris
I'm cautiously optimistic about UCC reform but worried about implementation timing. If states adopt changes at different times, we could end up with even more complexity during the transition period.
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Jacob Lee
•That's a really good point. We could have situations where some states are operating under new rules while others are still using current requirements.
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Emily Thompson
•This is why I've been focusing on getting our current processes more reliable rather than waiting for reform. Tools like Certana's document checker help ensure our filings are accurate under existing rules, regardless of what changes might come later.
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Sophie Hernandez
Bottom line: UCC reform is needed but we can't wait for it to solve our current filing challenges. We need to work with the system we have while advocating for the improvements we want.
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Ryan Kim
•True. Better document verification and consistency checking tools are helping bridge the gap until we get systemic improvements.
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Gianni Serpent
•Thanks everyone for the insights. Sounds like we need to stay engaged with the reform process while also upgrading our current filing procedures to be more reliable.
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