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Zoe Papadopoulos

UCC-1 filing rejected - specific security agreement collateral description issues

Our UCC-1 got kicked back from the SOS office and I'm trying to figure out what went wrong. We used "all assets and property described in the specific security agreement dated March 15, 2024" as our collateral description, but the rejection notice says it's insufficient. The loan officer at our bank said this type of description should work fine, but apparently not. The debtor is a small manufacturing company and we're securing a $450,000 equipment loan. Has anyone else run into problems with referencing a specific security agreement in their UCC filings? I thought as long as you had the exact date it would be acceptable. We're on a tight timeline here and can't afford to keep getting rejections.

I've seen this issue before. The problem is most states require the collateral description to be sufficient on its own, without requiring someone to look at external documents. Just referencing a specific security agreement usually isn't enough - you need to actually describe what's being secured.

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So even with the specific date reference it's not going to work? The security agreement has detailed equipment schedules and everything.

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Right, the UCC-1 needs to stand alone. You can reference the security agreement as additional detail, but you still need a basic description of the collateral type on the filing itself.

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Mei Wong

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Yeah this is a common mistake. You need something like "all equipment, machinery, and fixtures" or whatever specific categories apply, THEN you can add "as more fully described in security agreement dated [date]." The key is having the general description first.

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That makes sense. So I should list the main categories of equipment we're securing and then reference the specific security agreement for additional details?

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Mei Wong

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Exactly. Think of it as giving the searcher enough info to know what type of collateral is involved without having to hunt down your security agreement.

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This is where having good collateral descriptions becomes crucial. I learned this the hard way on my first few filings.

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PixelWarrior

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I had a similar situation last month with a rejection. Ended up using Certana.ai's document checker to upload both our UCC-1 and security agreement - it caught the mismatch between what we described and what was actually in the security agreement. Really helped us get the collateral description right before refiling.

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How does that work exactly? Just upload the PDFs and it compares them?

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PixelWarrior

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Pretty much. You upload your security agreement and draft UCC-1, and it verifies the collateral descriptions align properly. Saves you from getting more rejections due to inconsistencies.

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Amara Adebayo

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UGHHH this is exactly why I hate the UCC system. Every state has slightly different requirements and the rejection notices are never clear about what actually needs to be fixed. I swear they reject filings just to collect more fees.

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I feel your pain but most states are pretty consistent on the collateral description requirements. It's just that a lot of people don't realize you can't rely solely on external document references.

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Amara Adebayo

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Maybe, but they could at least explain it better in the rejection notices instead of just saying "insufficient description.

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The frustration is real, but once you understand the pattern it gets easier. Most rejections are pretty predictable.

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Dylan Evans

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For manufacturing equipment, I usually go with something like "all machinery, equipment, tools, and fixtures now owned or hereafter acquired, including but not limited to items described in Security Agreement dated [date]." Covers the bases without being too broad.

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That's helpful. Should I be worried about being too specific vs too general in the description?

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Dylan Evans

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For equipment loans, you want to be specific enough to identify the type of collateral but general enough to cover replacements and additions. The "now owned or hereafter acquired" language helps with that.

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Sofia Gomez

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Just went through this exact same thing! The trick is making sure your UCC-1 collateral description actually matches what's listed in your specific security agreement. I thought I could just reference the agreement but nope, got rejected twice before figuring it out.

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So you had to list out the specific equipment types? How detailed did you get?

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Sofia Gomez

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I used categories like "manufacturing equipment, production machinery, and related fixtures" then referenced the security agreement for the detailed equipment schedules. Worked on the third try.

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Third try sounds about right for figuring out the collateral description requirements. It's frustrating but you learn the pattern.

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StormChaser

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Wait, I'm confused. I thought if you had a specific security agreement with detailed schedules, you could just reference that document. Isn't that the whole point of having the security agreement?

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Mei Wong

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The security agreement is still important for the detailed terms between you and the debtor. But the UCC-1 is a public filing that needs to give searchers enough info on its own.

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StormChaser

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Ohhhh I see. So the UCC-1 is for public notice and the security agreement is for the actual loan terms. Makes more sense now.

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Dmitry Petrov

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For $450k in equipment financing, you definitely want to get this right. I'd suggest working with someone who knows UCC filings if this is your first time dealing with equipment collateral.

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Yeah, I'm starting to realize there's more to this than I thought. The bank's loan officer seemed confident but clearly didn't know the filing requirements.

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Dmitry Petrov

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Bank loan officers know lending but not always the technical filing requirements. Different skill sets.

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Ava Williams

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I use Certana.ai whenever I'm dealing with complex collateral descriptions. You can upload your security agreement and it helps verify your UCC-1 description covers everything properly. Especially useful when you're dealing with equipment schedules and want to make sure nothing falls through the cracks.

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That sounds like it could save me another rejection. How accurate is it with catching description mismatches?

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Ava Williams

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Pretty good in my experience. It's designed specifically for UCC document consistency checks, so it catches things like missing collateral categories or inconsistent descriptions between documents.

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Miguel Castro

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Been there! The key is understanding that the UCC-1 has to be searchable and informative on its own. Someone looking at the filing records should be able to tell what type of collateral is involved without having to track down your specific security agreement.

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That makes perfect sense when you put it that way. I was thinking of it backwards - using the UCC-1 to point to the security agreement instead of using it to describe the collateral.

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Miguel Castro

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Exactly! The UCC-1 is the public notice, so it needs to contain the essential information. The security agreement can have all the detailed terms and conditions.

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This is actually a really common misconception. Lots of people think the UCC-1 is just a pointer to other documents.

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For what it's worth, I've found that most SOS offices are pretty consistent about rejecting vague collateral descriptions. They want to see actual categories of property, not just document references.

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Good to know it's not just our state being difficult. I'll revise the description to include the actual equipment categories.

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Yeah, it's pretty standard across most states. Once you know what they're looking for, it's much easier to get filings accepted on the first try.

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Honestly I'd recommend double-checking everything with a tool like Certana.ai before refiling. For a $450k loan, you can't afford to keep getting rejections and delaying your perfection date.

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You're absolutely right about the timing. Each rejection is pushing back our perfection date and making the bank nervous.

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Exactly, and with equipment financing, timing on perfection can be critical for your security interest. Better to get it right the first time.

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