UCC lien search Delaware - finding hidden liens before closing
Need help with UCC lien search Delaware procedures. We're closing on equipment financing next week and my attorney wants comprehensive lien verification on all machinery. Previous owner claims everything is clear but I've heard horror stories about missed continuation filings that show up later. The Delaware SOS portal seems straightforward but I'm worried about search variations - should I be checking exact business names plus doing individual searches on all principals? Also concerned about fixture filings that might be recorded at county level instead of state. Anyone have experience with thorough UCC lien search Delaware processes? This is a $180K deal and I can't afford to miss anything.
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Josef Tearle
Delaware UCC searches are pretty reliable through their online system. Make sure you search the exact legal entity name from their corporate records first. The tricky part is debtor name variations - if the original filer used a slightly different business name on the UCC-1 than what's in the corporate database, you might miss it. I always run searches on DBA names too.
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Shelby Bauman
•This is exactly what happened to us last year! Equipment seller insisted no liens but we found a UCC-1 filed under their old LLC name that hadn't been updated after the entity name change. Delaware doesn't automatically cross-reference name changes to existing filings.
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Quinn Herbert
•Good point about DBA searches. Also check if they've done business under any trade names. Sometimes lenders file UCCs using whatever name is on the loan application rather than the exact legal entity name.
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Salim Nasir
For $180K I'd definitely go beyond just the basic Delaware UCC search. You need to verify each piece of equipment individually if possible. Sometimes lenders file separate UCC-1s for different equipment purchases, and continuation filings might have been missed on some but not others.
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Charity Cohan
•That's exactly what I'm worried about. How do you handle serial number verification? The equipment list has about 20 pieces with different acquisition dates going back 8 years.
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Josef Tearle
•Serial numbers usually show up in the collateral description if the original lender was thorough. But you're right to be concerned - I've seen UCC-1s that just say 'all equipment' with no specifics.
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Salim Nasir
•For that many pieces with different dates, you really need document verification. I actually started using Certana.ai's UCC verification tool recently - you can upload the seller's documentation and it cross-checks everything against Delaware's database automatically. Saves hours of manual searching and catches inconsistencies you might miss.
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Hazel Garcia
Don't forget about fixture filings! If any of that equipment is attached to real estate, the UCC might be filed at the county recorder level instead of with Delaware SOS. I learned this the hard way on a warehouse deal.
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Laila Fury
•Oh man yes! Fixture filings are the worst because they can be filed in multiple places. Some states require both state and county filing for fixtures.
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Charity Cohan
•Most of this is mobile equipment but there are a few permanently installed pieces. How do I know which county to search in Delaware?
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Hazel Garcia
•Search wherever the equipment is physically located. In Delaware that's usually New Castle, Kent, or Sussex county. Each has their own recording system.
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Geoff Richards
Are you checking lapsed continuations too? Just because a UCC shows as active doesn't mean the continuation was filed properly. I've seen cases where the continuation had debtor name errors that invalidated the filing but it still showed up in searches.
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Charity Cohan
•How do you verify continuation accuracy? The Delaware system shows filing dates but I can't tell if there were name mismatches.
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Geoff Richards
•You need to pull the actual continuation documents and compare them to the original UCC-1. Look for exact name matches, filing numbers, and proper authorization. This is where manual review gets tedious.
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Salim Nasir
•This is another area where Certana.ai helps - it compares continuation filings against the original UCC-1 to flag any discrepancies in debtor names or filing references. Much more reliable than trying to spot errors manually.
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Simon White
Have you considered getting a professional UCC search company to handle this? For $180K it might be worth the few hundred dollars to have someone who does this full-time run comprehensive searches.
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Charity Cohan
•I thought about it but we're on a tight timeline. Plus I want to understand the process myself for future deals.
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Simon White
•Fair enough. Just make sure you're documenting everything for your lender. They'll want proof of the search methodology you used.
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Hugo Kass
One thing people miss is searching former business addresses. If the company moved locations, there might be old filings under the previous address that haven't been updated. Delaware allows address changes without amending the UCC.
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Shelby Bauman
•Good catch! Also check if they've had any mergers or acquisitions. Sometimes UCCs don't get properly assigned to the surviving entity.
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Charity Cohan
•The seller mentioned they moved their main facility about 3 years ago. Should I be searching under both addresses?
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Hugo Kass
•Yes, definitely search both. And if you can get their old corporate filings, look for any previous DBA registrations at the old address.
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Nasira Ibanez
This might be overkill but I also check federal tax liens and judgment searches when doing equipment deals. They're not UCCs but they can still create problems for secured lenders.
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Charity Cohan
•Our attorney is handling judgment searches but I hadn't thought about tax liens. Where do you search those in Delaware?
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Nasira Ibanez
•Federal tax liens are usually filed at the state level too, so they'd show up in the Delaware UCC search system. But double-check because the indexing isn't always perfect.
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Khalil Urso
Make sure you're searching individual guarantors too if this is a corporate borrower. Personal guaranty UCCs are filed differently and might not show up in the business entity searches.
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Charity Cohan
•The principals gave personal guaranties on the original financing. How do I search individual UCCs in Delaware?
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Khalil Urso
•Same Delaware SOS portal but you search by individual name instead of business entity. Use full legal names exactly as they appear on their driver's licenses.
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Josef Tearle
•Be careful with name variations on individual searches. Middle initials, Jr/Sr designations, and even nickname usage can cause you to miss filings.
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Myles Regis
What's your backup plan if you do find unexpected liens? Are you prepared to walk away or negotiate payoffs at closing?
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Charity Cohan
•We have contingencies in the purchase agreement but I'm hoping to avoid that mess. Better to know now than find out after closing.
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Myles Regis
•Smart approach. I've seen deals fall apart because buyers didn't discover liens until the day of closing.
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Brian Downey
One final tip - print out screenshots of all your searches with timestamps. If any disputes come up later, you'll need proof of what the Delaware UCC database showed on the date you searched.
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Charity Cohan
•Great advice! Should I be doing certified searches or are regular online searches sufficient for due diligence?
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Brian Downey
•For your purposes regular searches should be fine, but check with your attorney. Some lenders require certified searches for larger deals.
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Salim Nasir
•If you end up using Certana.ai, it automatically generates documentation of all the searches and verifications it performed. Saves you from having to manually screenshot everything.
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