Missed closing date for UCC distance forms 2022 - can I still file continuation?

Sorry for the confusion - I think I may be mixing up terms. This is all new to me since our attorney usually handles it. I'm talking about whatever forms were needed to keep the UCC filing active past the 5-year mark.

Ah okay, you're talking about UCC-3 continuation statements. Those need to be filed within 6 months before the 5-year expiration date. If your original UCC-1 was filed in 2017, you had until sometime in 2022 to file the continuation.

Oh no, that's exactly what I was afraid of hearing. So there's really no way to salvage this? What does this mean for the lender's security interest in the equipment?

The lender would have an unperfected security interest, which means they'd be behind other creditors in priority. They'd definitely want to file a new UCC-1 immediately to at least perfect going forward, but they can't get back the priority they lost.

Before you panic completely, you need to verify exactly when the original UCC-1 was filed and calculate the exact expiration date. Sometimes there's confusion about the dates and you might still be within the window.

That sounds helpful - I need to get clear on the exact dates before I freak out further. Can it tell me what options I have if I did miss the deadline?

It will show you the compliance status and what your next steps should be. At minimum you'll know exactly where you stand legally, which is better than guessing.

What was the fallout from that situation? Did it cause major problems with the loan?

Client wasn't happy but we filed the new UCC-1 right away. The bigger issue was explaining to their board why they temporarily had an unperfected security interest. It definitely damaged the attorney-client relationship.

This is why I set calendar reminders 8 months before every continuation deadline. Too much money at stake to rely on memory or assume someone else is tracking it.

You need a tracking system. I keep a spreadsheet with filing dates, expiration dates, and reminder dates set 8-10 months in advance. Some people use calendar systems but I prefer seeing everything in one place.

That's exactly what I need to set up. This thread is giving me anxiety about all my other filings now.

I get the frustration but the deadlines serve a purpose. Other creditors rely on the public record being accurate and up-to-date. If continuations could be filed indefinitely, it would create uncertainty in the system.

Still think there should be a grace period or some way to cure mistakes. The all-or-nothing approach seems unnecessarily punitive.

How did you resolve the name mismatch issue? Was it fixable?

Had to file an amendment to correct the name and then a new continuation. Cost us extra filing fees and nearly killed the loan sale. The buyer's attorney was not amused by the delay.

Good point about COVID extensions. I know there were a lot of deadline modifications during that time period. I'll check the SOS website for any notices about UCC deadlines.

I don't recall any UCC-specific COVID extensions but it's worth checking. Most of the filing deadline extensions were for other types of corporate documents.

Wish I had known about that tool earlier. Going to definitely use it going forward to avoid this situation again.

It's a lifesaver for document consistency. The automated verification catches stuff that's easy to miss when you're doing manual comparisons between multiple documents.

That's a good point. I should check the actual filing records online before concluding that nothing was filed. Maybe our attorney did handle it and just didn't communicate clearly about the process.

Exactly. Pull the records from the SOS website or use their search function to see what's actually on file. You might be pleasantly surprised.

This is why I always send clients copies of filed documents with confirmation. Too much at stake to leave them guessing about whether filings were completed.

Will definitely update once I get to the bottom of this. Hopefully it's not as bad as I initially thought.

Same here - following for the update. This thread has been educational but also terrifying!