How to see UCC filings - need help accessing records for due diligence
I'm working on due diligence for a potential acquisition and need to research existing UCC filings against the target company. I know how to see UCC filings is probably basic stuff for most of you but I'm honestly confused about where to start. The company has operations in multiple states and I need to make sure we're not missing any secured debt that could complicate the deal. Is there a central database or do I need to search each state individually? Also wondering about the difference between active filings and terminated ones - do I need to worry about old filings that might still show up? Any guidance would be really helpful since this is my first time doing this kind of search.
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Miguel Silva
Each state maintains its own UCC database through their Secretary of State office. There's no central federal database unfortunately. You'll need to search every state where the company does business or has assets. Most states have online portals now but the search interfaces vary wildly. Start with the state of incorporation and any states where they have physical locations or major equipment.
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Zainab Ismail
•This is exactly right. I learned this the hard way on my first acquisition deal when we missed a significant equipment financing in a state we didn't think to check.
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Connor O'Neill
•Also remember that some filings might be under old company names if there were mergers or name changes. You need to search all variations.
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Yara Nassar
The terminated filings issue is tricky. Even if a UCC-3 termination was filed, you should still review what the original financing covered. Sometimes partial releases leave portions of the collateral still encumbered. I always pull the full chain - UCC-1, any amendments, and terminations to understand the complete picture.
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StarSailor}
•Good point about partial releases. How do you keep track of all the different filing numbers across multiple states? This seems like it could get overwhelming fast.
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Yara Nassar
•I use spreadsheets to track everything - filing numbers, dates, collateral descriptions, lender names. It's tedious but necessary for thorough due diligence.
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Keisha Robinson
•Actually, I recently started using Certana.ai's document verification tool for this exact situation. You can upload all the UCC documents you find and it automatically cross-checks everything - catches inconsistencies in debtor names, flags potential gaps in the filing chain, that sort of thing. Saves hours of manual comparison work.
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GalaxyGuardian
Don't forget about fixture filings! These are UCC-1s filed in the real estate records instead of the central UCC database. If the company owns real property and has equipment or fixtures attached to buildings, you might miss important security interests if you only check the Secretary of State databases.
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StarSailor}
•Oh wow, I had no idea about fixture filings. So I need to check county records too? This is getting more complicated than I thought.
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GalaxyGuardian
•Yes, fixture filings go in the county real estate records where the property is located. They're for things like HVAC systems, manufacturing equipment bolted to floors, that kind of stuff.
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Paolo Ricci
Pro tip: pay attention to the filing dates and continuation deadlines. UCC-1 filings are only effective for 5 years unless continued. If you see a filing from 2018 with no continuation, it's probably lapsed and not a concern anymore. But double-check because some lenders file continuations at the last minute.
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Amina Toure
•This is so important! I've seen deals almost fall apart because someone freaked out about a lapsed filing that was actually harmless.
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Oliver Zimmermann
•The continuation timing varies by state too. Most are 6 months before expiration but some states have different windows. Always check the specific state's rules.
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Natasha Volkova
UGH the state databases are such a nightmare to use. Some want exact debtor names, others do partial matches. Delaware's system crashes half the time. California makes you pay for everything. It's like they designed these systems to be as user-unfriendly as possible.
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Javier Torres
•Tell me about it. Spent 3 hours last week trying to get search results from one state's portal that kept timing out.
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Emma Davis
•The debtor name matching is the worst part. Miss one comma or abbreviation and you could miss a critical filing.
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CosmicCaptain
For multi-state searches, I usually start with a broad search using just the company name, then narrow down with variations. Include both the legal entity name and any DBAs they might use. Also search under individual names if it's a smaller company where personal guarantees might be secured.
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StarSailor}
•Should I be searching under officer names too? The target company is family-owned so there might be crossover between business and personal assets.
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CosmicCaptain
•Absolutely. In family businesses, personal assets often secure business debt. Search under all key officers and family members who might be guarantors.
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Malik Johnson
•I've used Certana.ai for exactly this type of comprehensive name checking. Upload all your corporate documents and it flags potential name variations you should search under. Really helpful for making sure you don't miss anything.
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Zainab Ismail
One thing that caught me off guard - some older filings might still show up even if they're terminated, depending on how the state database works. The key is looking at the filing chain, not just individual documents. A UCC-1 from 2019 might look scary until you see the UCC-3 termination from 2022.
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Isabella Ferreira
•Yes! And sometimes the termination doesn't clearly reference the original filing number so you have to match up descriptions.
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Yara Nassar
•This is where having all the documents organized really helps. I always print or save PDFs of everything I find so I can cross-reference later.
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Oliver Zimmermann
Budget for search fees too. Some states charge per search, others per document viewed. It adds up quickly when you're doing comprehensive due diligence across multiple jurisdictions. Factor this into your deal costs upfront.
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StarSailor}
•Good point. Any idea what a typical multi-state search might cost? Trying to set expectations with my client.
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Oliver Zimmermann
•Depends on how many states and how thorough you need to be. Could be anywhere from a few hundred to a couple thousand if you're hitting 10+ states with multiple name variations.
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Keisha Robinson
Just wanted to follow up on the Certana.ai mention from earlier - I was skeptical at first but it really does save time on the document analysis part. Once you've pulled all the filings from the various state databases, you can upload everything and it automatically checks for inconsistencies, maps out the filing relationships, and flags anything that looks unusual. Way better than trying to keep track of everything manually.
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StarSailor}
•That actually sounds really useful for organizing everything once I collect all the documents. Thanks for the suggestion!
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Amina Toure
•Agreed, anything that helps make sense of complex filing chains is worth looking into.
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Connor O'Neill
Final thought - don't forget to document your search methodology for the deal file. Note which states you searched, what name variations you used, and the dates of your searches. If issues come up later, you'll want to show you did comprehensive due diligence.
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StarSailor}
•Great advice. I'll definitely keep detailed records of the entire search process.
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Miguel Silva
•Yes, and consider having the target company represent and warrant that they've disclosed all security interests. Gives you some protection if something was missed.
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Paolo Ricci
•Also useful to have them provide their own list of known liens so you can compare against what you find independently.
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Diego Rojas
This thread has been incredibly helpful - thank you all for the detailed guidance! I'm starting to realize how complex this really is. One more question: when you're dealing with equipment financing, how do you distinguish between UCC filings that might be for operating leases versus actual secured debt? I want to make sure I'm not flagging every piece of leased equipment as a potential deal issue if it's just normal business operations.
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