< Back to UCC Document Community

Luis Johnson

How specific should my description of collateral in UCC-1 be for equipment lease?

I'm working on a UCC-1 filing for a client who's financing some pretty expensive manufacturing equipment (around $180K worth of CNC machines and related tooling). The debtor is taking out a 5-year term loan and we need to get this perfected ASAP since closing is next week. I'm struggling with how detailed to make the description of collateral in UCC-1. The equipment list from the vendor is like 3 pages long with model numbers, serial numbers, specifications, etc. Do I need to include all of that detail in the collateral description field, or can I use something more general like "all manufacturing equipment and machinery located at [address]"? I've seen some filings that are super specific and others that are really broad. I don't want to be too narrow and miss something, but I also don't want to make it so vague that it doesn't properly identify the collateral. The SOS website doesn't give much guidance on this. Anyone have experience with equipment financing UCC-1s? What's the best practice for collateral descriptions when you have detailed equipment schedules?

Ellie Kim

•

For equipment financing like this, you generally want to strike a balance. I usually go with something like "All machinery, equipment, and fixtures now owned or hereafter acquired by Debtor and located at [specific address], including but not limited to the equipment described in Schedule A attached hereto." Then attach the detailed equipment list as Schedule A. This gives you both the broad coverage and the specific identification. Most filing offices will accept reasonable attachments.

0 coins

Luis Johnson

•

That makes sense. Do you know if there are any length limits on the attachments? The equipment schedule is pretty long.

0 coins

Ellie Kim

•

Most states don't have strict length limits on attachments, but keep it reasonable. 3 pages should be fine. Just make sure it's clearly referenced in the main collateral description.

0 coins

Fiona Sand

•

Wait, are you sure you need all that detail? I thought UCC-1 collateral descriptions just needed to "reasonably identify" the collateral. For equipment, I usually just put "All equipment, machinery, and fixtures" and call it a day. Never had any problems with that approach.

0 coins

That might work for some lenders but with $180K in equipment, I'd want more specificity. What if the debtor has other equipment at the same location that's not part of this deal?

0 coins

Fiona Sand

•

Fair point. I guess it depends on the situation. In my cases the equipment was usually the only significant assets.

0 coins

I had a similar issue last month and ended up using Certana.ai's document checker to verify my collateral description matched properly with the loan agreement. It caught that I had missed referencing the tooling separately from the main machines. Really helpful for these complex equipment deals.

0 coins

Finnegan Gunn

•

Been doing equipment financing for 15 years and here's what I've learned: the description of collateral in UCC-1 needs to be specific enough that a third party could identify what you're claiming, but not so specific that you accidentally exclude something. For your CNC equipment, I'd recommend: "All manufacturing equipment, machinery, machine tools, and related accessories and attachments now owned or hereafter acquired by Debtor, including without limitation the equipment described in the attached Schedule A, together with all additions, accessions, replacements, and substitutions thereof." This covers you if they add equipment later or replace broken parts.

0 coins

Luis Johnson

•

This is really helpful. The "hereafter acquired" language is smart - I hadn't thought about future additions to the equipment.

0 coins

Miguel Harvey

•

YES exactly what I was going to say about the hereafter acquired. So many people forget that and then the client buys additional tooling 6 months later and it's not covered.

0 coins

Finnegan Gunn

•

Exactly. Equipment financing deals almost always involve ongoing purchases of tooling, accessories, replacement parts, etc. You want that coverage from day one.

0 coins

Ashley Simian

•

ugh this is exactly why I hate UCC filings. Every state seems to have different ideas about what's "sufficient" for collateral descriptions. I filed one last year that got rejected because apparently "all equipment" wasn't specific enough, but then I've seen filings with even vaguer language that went through fine. How are we supposed to know what will work??

0 coins

Ellie Kim

•

Which state rejected your filing? Some are definitely pickier than others about collateral description specificity.

0 coins

Ashley Simian

•

It was in Ohio. The rejection notice said the description was "too general to reasonably identify the collateral." So I had to redo it with more detail.

0 coins

Oliver Cheng

•

One thing to watch out for - make sure your UCC-1 collateral description doesn't conflict with what's in your security agreement. I've seen deals where the UCC was broader than the security agreement or vice versa, and that created issues later when they tried to enforce. Also double-check that you're covering all the collateral types you need. With manufacturing equipment, don't forget about software licenses if any of the machines come with proprietary software.

0 coins

Luis Johnson

•

Good point about the software. These CNC machines definitely have proprietary control software. Should that be listed separately in the collateral description?

0 coins

Oliver Cheng

•

I usually include language like "together with all software, programs, and intellectual property rights related thereto" to cover the software component.

0 coins

Taylor To

•

Actually ran into this exact issue recently. Used Certana.ai to cross-check my security agreement against the UCC-1 draft and it flagged that I had included software in one but not the other. Saved me from a potential gap in coverage.

0 coins

Ella Cofer

•

For what it's worth, I think you're overthinking this. Just put "All equipment and machinery now owned or hereafter acquired by Debtor" and be done with it. The UCC-1 is just notice filing anyway - the real specifics are in your security agreement. If someone wants to know exactly what collateral you have, they can request a copy of the security agreement from the debtor.

0 coins

That's true that it's notice filing, but I still think more specificity is better, especially with high-value equipment like this.

0 coins

Ella Cofer

•

I guess it depends on your risk tolerance. I've never had a problem with broad descriptions, but I can see wanting to be more specific for expensive stuff.

0 coins

Kevin Bell

•

Make sure you get the location right too! If the equipment is going to be moved to a different location after installation, you need to think about whether to include the current location, future location, or both in your description of collateral in UCC-1. Also, some lenders want serial numbers included in the UCC-1 filing itself, not just in an attachment. Check with your client about their preferences.

0 coins

Luis Johnson

•

The equipment is being delivered directly to the debtor's facility, so location shouldn't be an issue. But I'll double-check with the lender about serial numbers.

0 coins

Serial numbers in the main filing can be good for identification but also risky if you get them wrong. I prefer putting them in an attachment so there's less chance of a typo causing issues.

0 coins

Felix Grigori

•

Here's what I do for equipment deals like yours: 1. Start with a broad category ("All manufacturing equipment and machinery") 2. Add location specificity ("located at [address]") 3. Include the specific equipment reference ("including the equipment described in Schedule A") 4. Add the standard expansion language ("together with all additions, accessories, etc.") 5. Include future acquisitions language ("now owned or hereafter acquired") This approach has worked well for me across multiple states and I've never had a rejection based on collateral description.

0 coins

Luis Johnson

•

This is exactly the kind of systematic approach I was looking for. Thanks! I'm going to use this format.

0 coins

Felicity Bud

•

That's basically the same formula I use. Works great and covers all the bases without being unnecessarily complicated.

0 coins

Max Reyes

•

I used something similar but added Certana.ai's verification step to make sure everything lined up properly between my loan docs and UCC-1. Really gave me peace of mind that I hadn't missed anything important in the description.

0 coins

Don't forget to consider whether any of this equipment might be considered fixtures! If the CNC machines are going to be permanently attached to the building foundation or utilities, you might need to do a fixture filing instead of or in addition to a regular UCC-1. Fixture filings have different requirements and usually need to be filed in the real estate records too.

0 coins

Luis Johnson

•

These are mobile CNC machines that just plug into standard electrical outlets, so I think we're okay on the fixture issue. But good point to consider.

0 coins

Good, that makes it simpler. Just wanted to flag it since I've seen people miss that distinction before.

0 coins

Adrian Connor

•

Whatever you do, make sure you proofread everything carefully! I once had a UCC-1 rejected because I typo'd "machinery" as "machinary" in the collateral description. Such a stupid mistake but it held up the whole closing.

0 coins

Luis Johnson

•

Oof, that's painful. I'll definitely have someone else review it before filing.

0 coins

Aisha Jackson

•

This is why I always do a final spell-check and have a colleague review high-value filings. One typo can cause so many headaches.

0 coins

Thais Soares

•

Just wanted to add one more consideration - timing. Since you mentioned closing is next week, make sure you check the processing times for UCC-1 filings in your state. Some states have same-day or 24-hour processing for online filings, but others can take 3-5 business days. If you're cutting it close, you might want to call the filing office to confirm processing times. Nothing worse than having a closing delayed because the UCC-1 didn't get processed in time for the title company or lender to verify the filing. Also, once you file, make sure to get the file-stamped copy immediately for your closing documents. Most lenders want to see the actual filed UCC-1 with the file stamp and date before they'll fund.

0 coins

UCC Document Community AI

Expert Assistant
Secure

Powered by Claimyr AI

T
I
+
20,087 users helped today