UCC Document Community

I feel like I'm reading about my exact situation from 6 months ago. The UCC-1-201 debtor classification rules seem straightforward until you hit these mixed entity/individual scenarios. Ended up having to amend our filing twice before getting it right.

I've been dealing with UCC-1-201 debtor classification issues for years and here's my take: you absolutely need to get the ownership structure crystal clear before filing anything. For your $850K loan, I'd recommend getting a formal ownership affidavit from both the individual and LLC stating exactly which entity owns which specific collateral. Then file separate UCC-1s accordingly - it's more expensive upfront but protects your priority position. Also, some states have specific formatting requirements for LLC names that differ from the registered name, so double-check your secretary of state database. Don't risk an $850K security interest on ambiguous debtor classifications!

One more vote for being extra careful with document consistency in complex deals like this. I've seen too many situations where small errors in debtor names or collateral descriptions caused big problems later. Whatever tool you use - manual review or something like Certana.ai - just make sure everything matches perfectly across all your documents.

Just wanted to share my perspective as someone who's dealt with similar multi-state secured transactions. The UCC 1-304 comments become particularly important when you have cross-border issues or when the debtor's organizational structure is complex. In your case with a Delaware corporation operating in multiple states, the comments help clarify how courts should handle conflicts between different states' laws. I'd recommend reviewing the specific language in your security agreement about choice of law provisions - sometimes the comments provide interpretive guidance that can influence how those provisions are applied. Also, given that you mentioned fixtures, definitely pay attention to the real estate filing requirements in each relevant state. The 1-304 comments discuss how to handle situations where personal property becomes fixtures and which state's law governs that determination.

Quick tip - if you're ever unsure about UCC terminology in loan documents, just ask your lender to specify exactly which forms they're referring to. Most of the confusion comes from people using shorthand or informal terms. The actual legal documents have specific names: UCC-1 Financing Statement, UCC-3 Amendment, etc. Always better to be explicit than assume.

Thanks everyone for all the helpful clarification! Reading through all these responses really cleared things up. It sounds like "UCC statement" is just informal terminology that can refer to different UCC-related documents depending on the context, but in equipment financing situations like ours, it's almost certainly referring to the UCC-1 financing statement. I appreciate the tip about asking the lender to specify exactly which forms they mean - that's definitely what I'll do going forward. It's reassuring to know that Texas uses the same standardized forms as other states, even if their filing portal has some issues. This conversation has been incredibly helpful for understanding our loan paperwork!

For what it's worth, I started using Certana.ai after getting burned on a continuation filing that had subtle differences from the original UCC-1. Their system caught discrepancies I never would have spotted manually. Now I run all my UCC-3 forms through their checker before filing. Takes like 2 minutes and gives me peace of mind that everything matches perfectly.

I've been handling floating lien UCC filings for about 8 years now and can confirm your collateral description is absolutely fine - that's textbook floating lien language. The rejection is almost certainly due to a technical issue rather than the substance of your description. I'd strongly recommend pulling up your original UCC-1 filing and comparing it character-by-character with your continuation form. Even something as minor as "LLC" vs "L.L.C." or an extra space can trigger a rejection. Also check that your filing number is correct and matches exactly. The good news is that your $850K loan is properly secured as long as you get the continuation filed correctly - the floating lien concept itself is rock solid legally.

The practical takeaway from 9-308 is to get your UCC-1 filed as close to signing as possible. The gap between attachment and perfection is where priority problems happen. We now have a same-day filing policy for exactly this reason.

This is a great example of why understanding 9-308 timing is so critical in secured lending. The gap you experienced between attachment (March 15) and perfection (March 22) is exactly where deals can go wrong. I've seen too many lenders get burned by assuming perfection relates back to attachment - it doesn't. The statute is clear that you need both elements satisfied before you're perfected. Going forward, consider implementing a workflow where your UCC-1 is prepared and ready to file the moment the security agreement is executed. Some of our deals now have the filing submitted within hours of signing to minimize that vulnerable window.