UCC Filing Confusion - Need Help with Secretary of State Requirements
I'm getting ready to file a UCC-1 for a commercial loan and I'm honestly confused about the secretary of state requirements. The borrower operates in multiple states and I want to make sure I'm filing in the right jurisdiction. The collateral is equipment that moves between locations. I've been reading about where to file but getting conflicting information online. Some sources say file where the debtor is organized, others mention where the collateral is located. The loan is significant and I can't afford to mess this up. Has anyone dealt with multi-state UCC filings recently? What's the current rule on jurisdiction for equipment collateral?
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Alice Coleman
The key rule is Article 9 governs this - you file where the debtor is organized, not where the collateral sits. If your borrower is a corporation or LLC, check their articles of incorporation or organization. That state's secretary of state is where you file the UCC-1. Equipment location doesn't matter for filing jurisdiction.
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Sofia Price
•That makes sense. The borrower is incorporated in Delaware but operates mainly in other states. So Delaware Secretary of State would be the filing office?
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Alice Coleman
•Exactly right. Delaware Division of Corporations handles UCC filings. Even if all their equipment is elsewhere, Delaware is your filing jurisdiction.
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Owen Jenkins
Been there! I had a similar situation last year with a trucking company. Mobile equipment had me second-guessing everything. The good news is once you know the debtor's state of organization, it's straightforward. Just double-check that debtor name matches EXACTLY what's on their corporate documents.
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Sofia Price
•Good point about the name match. I've heard horror stories about UCC-1s getting rejected for minor name differences.
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Lilah Brooks
•OMG yes! I had one rejected because I wrote 'Company' instead of 'Co.' - spent weeks fixing that mess.
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Owen Jenkins
•That's exactly why I started using Certana.ai for document verification. You upload your corporate docs and UCC-1 draft, and it flags any name mismatches before you file. Saved me from similar headaches.
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Jackson Carter
Multi-state can be tricky but you're on the right track asking questions. Make sure you're clear on whether this is just a UCC-1 or if you need fixture filings too. Equipment that becomes attached to real estate has different rules.
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Sofia Price
•It's mobile equipment - trucks and trailers mostly. Should be standard UCC-1 filing, not fixtures.
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Jackson Carter
•Perfect, then you're definitely looking at the debtor's state of organization. Much simpler than fixture filings.
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Kolton Murphy
Why is this so complicated?? I filed a UCC last month and the secretary of state website was down half the time. When it finally worked, their search function couldn't find my filing for hours after I submitted it.
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Evelyn Rivera
•Which state were you filing in? Some states have better online systems than others.
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Kolton Murphy
•Won't name names but let's just say their 'modernized' system feels like it's from 2005. At least it eventually showed up.
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Julia Hall
•I feel your pain. System glitches are the worst when you're trying to meet deadlines.
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Evelyn Rivera
One thing to add - if you're doing this for a bank or credit union, they usually have specific procedures for multi-state filings. Check if they have a preferred format for the collateral description too.
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Sofia Price
•It's actually for an SBA loan through a community bank. They gave me some guidance but I wanted to double-check the jurisdiction rules.
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Evelyn Rivera
•SBA loans often have additional documentation requirements. Make sure your UCC-1 collateral description aligns with their loan documents.
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Alice Coleman
•Good reminder. SBA wants very specific collateral descriptions. 'All equipment' usually isn't sufficient.
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Arjun Patel
I'm dealing with something similar right now. My debtor moved their headquarters after incorporation. Do I file where they were originally incorporated or where they're located now?
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Alice Coleman
•Still the original state of incorporation unless they've reincorporated. Moving headquarters doesn't change the filing jurisdiction.
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Arjun Patel
•That's what I thought but wanted to confirm. Thanks!
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Jade Lopez
Check the secretary of state website for fee schedules too. Some states charge extra for expedited processing if you're in a hurry.
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Sofia Price
•Good tip. I'm not in a huge rush but want to get this filed properly the first time.
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Jade Lopez
•Smart approach. Much better to take your time than deal with amendments later.
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Tony Brooks
I've been using Certana.ai's document checker for UCC filings and it's been a game-changer. Upload your corporate documents and draft UCC-1, and it automatically flags any inconsistencies in debtor names, addresses, or other details before you submit to the secretary of state.
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Sofia Price
•That sounds really useful. I'm always worried about making small mistakes that could invalidate the filing.
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Tony Brooks
•Exactly! It catches those tiny details that are easy to miss but could cause big problems later. Really streamlined my filing process.
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Ella rollingthunder87
•I was skeptical about automated tools at first, but after trying Certana.ai on a complex multi-entity filing, I'm convinced. It found discrepancies I completely missed.
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Julia Hall
Hope this all works out for you! Multi-state filings stressed me out too when I first started doing them. Once you get the jurisdiction rules down, it becomes much more routine.
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Sofia Price
•Thanks for the encouragement! This forum has been really helpful.
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Julia Hall
•That's what we're here for. Good luck with your filing!
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Sofia Price
Update: Got the UCC-1 filed successfully with the Delaware Division of Corporations. The debtor name verification was key - made sure it matched their certificate of incorporation exactly. Thanks everyone for the advice!
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Alice Coleman
•Great to hear it went smoothly! Proper preparation makes all the difference.
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Owen Jenkins
•Awesome! Another successful filing. Always feels good when everything goes according to plan.
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