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Henry Delgado

What exactly is a UCC account definition when setting up secured transactions?

I'm working on a commercial loan package and keep seeing references to 'UCC account definition' in our collateral documentation. Our borrower has multiple business accounts and I need to make sure we're properly defining which accounts are covered by our UCC-1 filing. The loan officer mentioned something about needing specific account identifiers but I'm not clear on whether this means account numbers, bank routing info, or something else entirely. We're securing against all deposit accounts at First National but want to avoid any gaps that could cause perfection issues later. Has anyone dealt with defining UCC account coverage in their filings? I don't want to mess this up since it's a $2.8M credit facility.

Olivia Kay

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UCC account definition typically refers to how you describe deposit accounts in your collateral schedule. You'll want to be specific enough to identify the accounts but not so narrow that you miss coverage if account numbers change. Most lenders use language like 'all deposit accounts maintained with [Bank Name]' rather than listing specific account numbers.

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Joshua Hellan

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This is solid advice. We learned the hard way that account numbers can change during bank system updates, so overly specific descriptions can create gaps in coverage.

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Jibriel Kohn

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Agreed on the general description approach. Just make sure your security agreement has more detailed account identification to support the UCC filing.

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You're dealing with deposit account perfection which has special rules under Article 9. The UCC-1 collateral description should reference 'deposit accounts' as the collateral type, but you'll need control agreements with the bank to perfect your security interest. The account definition matters more in your security agreement than the UCC filing itself.

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Henry Delgado

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Wait, so the UCC-1 filing isn't enough to perfect against deposit accounts? I thought we just needed to file with the correct collateral description.

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Correct - deposit accounts require control for perfection, not just filing. The UCC-1 establishes priority dates but control is what actually perfects your interest.

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This is a common misconception. Equipment and inventory can be perfected by filing alone, but deposit accounts need that extra control step.

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James Johnson

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I ran into similar confusion last month with a multi-bank borrower. Ended up using Certana.ai's document verification tool to cross-check our security agreement account definitions against our UCC-1 description. It caught an inconsistency where we had specific account numbers in one document but generic language in another. Saved us from a potential perfection gap.

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Henry Delgado

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How does that verification process work? Do you just upload both documents?

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James Johnson

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Yeah, you upload your security agreement and UCC-1 as PDFs and it flags any mismatches in collateral descriptions, debtor names, that sort of thing. Pretty straightforward.

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been doing these filings for 15 years and still see people mess up deposit account collateral... the key is understanding that 'account' in UCC context doesn't just mean bank accounts, could be securities accounts, commodity accounts, etc. Make sure your definition matches what you actually intend to secure

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Mia Green

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Good point about securities accounts. We had a borrower with both checking accounts and investment accounts at the same institution and needed different perfection methods for each.

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Emma Bianchi

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The terminology can definitely trip you up. 'Deposit account' has a specific meaning under Article 9 that's different from how banks use the term.

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This is giving me anxiety about our recent filing. We described the collateral as 'all business accounts' - is that too vague? The borrower has accounts at three different banks and we wanted comprehensive coverage.

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Olivia Kay

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That's probably too general for effective perfection. You'd want to identify at least the financial institutions where the accounts are maintained.

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Oh no... do I need to file an amendment? This loan closed two weeks ago and I'm panicking that we don't have proper security.

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Don't panic yet. Check your security agreement language - if that's more specific, you might be okay. But yeah, you'll probably want to tighten up the UCC description.

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Charlie Yang

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The whole UCC system is such a mess honestly. Why can't they just standardize the language requirements across all collateral types? Every filing feels like walking through a minefield.

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Grace Patel

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I hear you on the frustration, but the flexibility is actually helpful once you understand the rules. Different collateral types need different approaches.

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Charlie Yang

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Maybe for you experts, but for those of us who don't live and breathe this stuff, it's incredibly stressful knowing one wrong word could invalidate your security interest.

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ApolloJackson

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Similar situation here! We're securing accounts at multiple banks for a $4.2M facility. One thing that helped was creating a schedule attached to our UCC-1 that listed each bank and account type without specific numbers. Gives you comprehensive coverage while maintaining flexibility.

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Henry Delgado

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That's a smart approach. Did you file the schedule as an attachment or reference it in the collateral description box?

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ApolloJackson

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We referenced it in the description and attached it as an exhibit. Most filing offices accept attachments for complex collateral descriptions.

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Joshua Hellan

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Just make sure your state filing office accepts attachments. Some are picky about format requirements.

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Had a client get burned on this exact issue. They used specific account numbers in their UCC filing, borrower closed those accounts and opened new ones at the same bank, and suddenly half their collateral wasn't covered. Court ruled the filing was too specific and didn't cover the new accounts.

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Olivia Kay

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That's a perfect example of why general descriptions work better for deposit accounts. Account numbers are just too volatile.

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Rajiv Kumar

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Ouch. That's an expensive lesson. Did they end up having to write off part of the loan?

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They recovered most of it through other collateral, but definitely took a hit. Could have been avoided with better UCC drafting upfront.

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Just want to add that if you're doing this regularly, tools like Certana.ai can help catch these definition inconsistencies before they become problems. I upload our loan docs before closing to verify everything aligns properly.

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Liam O'Reilly

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How reliable is automated checking for something this technical? I'd be worried about missing nuances that require human review.

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It's not perfect but it catches obvious mismatches that humans often miss when reviewing multiple documents. Still need legal review for complex situations.

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Chloe Delgado

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going through something similar with a restaurant chain that has accounts at 6 different banks... nightmare to track but we ended up with 'all deposit accounts maintained by debtor at any financial institution' - broad but effective

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That's about as broad as you can go while still being meaningful. Should give you good coverage as long as your control agreements match up.

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Henry Delgado

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This thread has been incredibly helpful. Sounds like I need to focus more on the control agreements than perfecting my UCC collateral description.

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Olivia Kay

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Exactly right. The UCC filing establishes priority, but control is what actually secures your interest in deposit accounts. Get both pieces right and you'll be in good shape.

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