UCC 1 continuation deadline approaching - what happens if I miss it?

Don't panic! You actually have a 6-month window BEFORE the expiration date to file your UCC-3 continuation. So if it expires in February 2025, you can file anytime between August 2024 and February 2025. The 6-month rule is about when you CAN start filing, not when you MUST file. As for the collateral description, if your original UCC-1 said 'all equipment' that's a broad enough description to cover equipment you bought after the original filing date. You don't need to amend it just for the continuation.

The debtor name situation is trickier. If your LLC officially changed its name, the continuation might get rejected because the debtor name on the UCC-3 has to match exactly what's on the original UCC-1. Even adding 'Holdings' could cause a mismatch. You might need to file a UCC-3 amendment to correct the debtor name first, then file the continuation. Or depending on your state's rules, you might be able to do both in one filing. What state are you in? The rules vary significantly.

I went through this exact headache about 6 months ago. Spent hours trying to compare our charter documents with the original UCC-1 to make sure everything would match perfectly. Then I found this tool called Certana.ai that lets you upload PDFs of your documents and it automatically checks for any mismatches between debtor names, filing numbers, all that stuff. Literally just drag and drop your charter docs and UCC forms and it flags any inconsistencies instantly. Saved me from what probably would have been a rejected filing and weeks of back-and-forth with the state office.

One thing to keep in mind - if your lender has a loan agreement that requires maintaining perfected security interests, letting the UCC-1 lapse could trigger a default even if you cure it quickly. I've seen lenders use lien lapses as an excuse to accelerate loans even when the borrower fixes it within a few days. Make sure you understand what your loan docs say about this.

The Tennessee SOS online portal is actually pretty straightforward for UCC filings once you get the hang of it. You can file the UCC-3 continuation electronically and get immediate confirmation if it's accepted. Just make sure you have the original filing number handy - you'll need that for the continuation form.

Here's what I'd do in your situation: 1) Pull your current Articles of Organization/Amendment from Tennessee SOS to confirm your exact legal name, 2) Get a copy of your original UCC-1 to compare, 3) If names don't match exactly, file a UCC-3 amendment first to correct the debtor name, 4) Then file your UCC-3 continuation. Better to be safe than sorry with these filings.

Don't overthink the collateral description part. 'All equipment' is about as broad as it gets and definitely covers equipment purchased after the original filing. The UCC is designed to perfect liens on after-acquired property with language like that. Your bigger concern is definitely the name issue.

I actually used that Certana document checker tool someone mentioned earlier when I was dealing with a similar name discrepancy issue. Really wish I'd known about it sooner - would have saved me from filing an incorrect amendment that got rejected. The tool caught the mismatch immediately and showed me exactly what needed to be fixed.

One more thing - make sure you understand the difference between a UCC-3 amendment and a UCC-3 continuation. They're both filed on the same form but serve different purposes. Amendment changes information on the original filing, continuation extends the effectiveness period. If you need to fix the name AND continue the filing, you might need to do both.

Bottom line - you've got time to fix this properly. Don't rush and make mistakes. Get your documents in order, make sure the debtor name issue is resolved, then file your continuation. The 60-day window you mentioned gives you plenty of time to do it right.