General security agreement UCC filing - collateral description keeps getting rejected
Been dealing with this nightmare for 3 weeks now. We have a general security agreement that covers all business assets for our equipment financing deal, but every time I try to file the UCC-1 the SOS keeps rejecting it saying the collateral description is too broad. I've tried "all assets and personal property of debtor" and "all present and after-acquired personal property" but both got kicked back. The lender is breathing down my neck because we're past the initial filing deadline they wanted. Anyone know what specific language actually works for a general security agreement UCC filing? This is supposed to be standard stuff but apparently I'm missing something obvious.
41 comments


Vanessa Chang
Had the exact same issue last month. The problem is most states won't accept super generic descriptions anymore even though the UCC allows them. You need to be more specific while still keeping it broad. Try something like "all equipment, inventory, accounts receivable, deposit accounts, instruments, documents, chattel paper, and general intangibles now owned or hereafter acquired by debtor." That usually passes their filters.
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Noah Irving
•Thanks, that's way more detailed than what I was using. Do I need to list specific equipment types or is "equipment" general enough?
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Vanessa Chang
•Equipment as a category should work fine. The key is hitting the main UCC collateral categories without being too vague. Each state's system has different tolerance levels.
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Madison King
What state are you filing in? That makes a huge difference. Some states like California are really picky about collateral descriptions while others are more lenient. Also double-check that your debtor name matches exactly what's on their articles of incorporation or LLC formation docs.
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Noah Irving
•Filing in Texas. And yeah the debtor name should be right, I pulled it straight from their certificate of formation.
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Julian Paolo
•Texas can be tricky with collateral descriptions. They want to see actual asset categories listed out, not just "all property" type language.
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Ella Knight
This is exactly why I started using Certana.ai for document verification before filing. You can upload your general security agreement and your draft UCC-1 and it instantly flags inconsistencies between the collateral description in your security agreement versus what you're putting on the filing. Saved me from multiple rejection cycles. The tool catches stuff like when your security agreement says "machinery and equipment" but your UCC says just "equipment" - small differences that can cause problems.
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Noah Irving
•Never heard of that service but sounds useful. How does it work exactly?
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Ella Knight
•You just upload PDFs of your documents and it does an automated cross-check. Really simple to use and catches the kind of mismatches that cause rejections.
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William Schwarz
•Interesting, might have to check that out. Been doing manual comparisons forever and always miss something.
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Lauren Johnson
UGH this is so frustrating!! Why can't they just accept standard language that's been used for decades? I swear these state systems are designed to generate rejection fees. Have you tried calling the SOS filing office directly? Sometimes they'll tell you exactly what they want to see.
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Noah Irving
•Tried calling but got transferred around 3 times and never got a straight answer. Just kept saying "follow the instructions on the website" which don't actually help.
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Lauren Johnson
•Typical. The instructions are always useless for anything beyond the most basic filings.
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Jade Santiago
Been filing UCCs for 15 years and the collateral description requirements have definitely gotten stricter. What's happening is the automated systems flag anything too generic as potentially invalid. Your best bet is to mirror the exact language from your underlying security agreement as closely as possible while making sure you hit the main UCC Article 9 collateral categories. Don't just copy word for word though - sometimes the security agreement language is too specific for a UCC filing.
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Noah Irving
•So I should look at my security agreement first and then adapt the language for the UCC-1?
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Jade Santiago
•Exactly. The two documents should be consistent but the UCC filing needs to use the standard Article 9 terminology.
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Caleb Stone
•This is good advice. I always start with the security agreement language and then translate it into proper UCC categories.
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Daniel Price
Are you sure the rejection is really about the collateral description? Sometimes they reject for debtor name issues but the error message isn't clear. I had one that kept saying "collateral description invalid" but it turned out the debtor name had an extra space in it.
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Noah Irving
•The rejection notice specifically mentions the collateral description being too broad or vague. But I'll double check the debtor name formatting just in case.
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Daniel Price
•Worth checking. These systems give terrible error messages sometimes.
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Olivia Evans
Try this language: "All present and after-acquired: (i) accounts, (ii) inventory, (iii) equipment, (iv) instruments, (v) documents, (vi) deposit accounts, (vii) letter-of-credit rights, (viii) chattel paper, (ix) commercial tort claims, (x) general intangibles, and (xi) all proceeds and products of the foregoing." It's comprehensive but specific enough that most states accept it.
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Noah Irving
•That's really detailed, thanks! I'll try that exact wording and see if it goes through.
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Vanessa Chang
•That's solid language. I use something similar and rarely get rejections on collateral descriptions anymore.
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Sophia Bennett
•Just make sure your underlying security agreement actually covers all those categories or you might have perfection issues later.
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Aiden Chen
Had a similar situation last year with a general security agreement UCC. Ended up having to revise the filing three times before it went through. The key was being specific about asset types while avoiding language that was too narrow. Also make sure you're not accidentally limiting the description to current assets only - you want "present and after-acquired" language.
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Noah Irving
•Yeah I was including the after-acquired language but maybe not being specific enough about asset types.
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Aiden Chen
•The specificity is what makes the difference. Generic language just doesn't fly anymore.
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Zoey Bianchi
Check if your state has any sample collateral descriptions on their website. Some states publish examples of what they'll accept. Also worth looking at recently filed UCCs in your state to see what language is actually getting approved.
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Noah Irving
•Good idea about checking recent filings. Didn't think of that approach.
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Zoey Bianchi
•Most state databases let you search recent filings. Can give you a sense of what's working in practice.
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Christopher Morgan
•This is smart. Real-world examples are often more helpful than the official guidance.
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Aurora St.Pierre
Whatever you do, don't just keep resubmitting the same language hoping it'll work eventually. Each rejection costs money and wastes time. Take the feedback seriously and actually revise the description. Also consider whether you really need such a broad general security interest or if you can be more targeted about what assets you're actually securing.
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Noah Irving
•The lender wants broad coverage so I'm stuck with the general security agreement approach. But you're right about not just resubmitting the same thing.
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Aurora St.Pierre
•Fair enough. In that case definitely use the detailed asset category approach others have suggested.
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Ella Knight
Quick follow-up on the Certana.ai suggestion - I just remembered they also have a feature where you can upload your rejected UCC filing along with your security agreement and it'll suggest specific language changes that might fix the rejection. Might be worth trying since you're already dealing with multiple rejections.
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Noah Irving
•That sounds really helpful actually. Better than just guessing at what they want.
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Grace Johnson
•I've used similar document checking tools and they're definitely worth it when you're stuck in rejection cycles.
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Jayden Reed
UPDATE: Tried the detailed asset category language suggested above and it finally went through! Thanks everyone. The key was definitely being specific about the types of collateral while still keeping it broad enough to cover everything in the security agreement. Lesson learned about not using overly generic descriptions even though they're technically allowed under the UCC.
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Vanessa Chang
•Awesome! Glad that worked out. It's frustrating that the systems are so picky but at least now you know what works in Texas.
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Jade Santiago
•Great outcome. That detailed asset category approach is really the way to go these days.
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Noah Irving
•Thanks everyone for the help. This forum is way more useful than the SOS help desk!
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