What's the actual difference between UCC1 and UCC3 forms - confused about which one to file

OK that makes sense - so the UCC-1 goes first to establish the lien, then UCC-3 comes later if we need to modify something?

Exactly. UCC-3 covers amendments, assignments, continuations, and terminations. It always references the original UCC-1 filing number.

So the lender handles the UCC-1 filing? I thought I had to do that part myself.

Usually the lender files it, but sometimes they'll have you handle it. Check your loan docs to see who's responsible for filing and paying the fees.

In my experience lenders almost always file the UCC-1 themselves because they want to control the timing and make sure the debtor name matches their internal records exactly.

That sounds helpful - is it easy to use? I'm worried about missing something important with the debtor name.

Super easy - just upload your PDFs and it cross-checks everything automatically. Takes like 2 minutes and shows you exactly what matches or doesn't match.

What happens if we need to add equipment to the collateral later? Would that be a UCC-3 amendment?

Yes, exactly. UCC-3 amendment to expand the collateral description. Make sure the new equipment description is specific enough but not overly restrictive.

Be careful with collateral amendments though - some lenders prefer to file a new UCC-1 for additional equipment rather than amending. Check with your lender first.

It's really not that complicated once someone explains it clearly. UCC-1 = initial filing. UCC-3 = any change to that initial filing. That's it.

I get that now but why don't they just call them 'Initial Filing Form' and 'Amendment Form' instead of these random numbers?

Because the UCC is federal law and they standardized the form numbers across all states. UCC-1, UCC-3, etc. are the same everywhere.

Good point about timing. Our loan closes next week so I need to coordinate with the lender on the UCC-1 filing schedule.

Exactly. Most lenders file the UCC-1 right after closing or sometimes even before if they're doing a simultaneous closing and filing.

How do I verify the exact legal name? We've been doing business under a slightly different name than our incorporation papers.

Check your state's business entity database - search for your company and use the exact name shown there. That's what the UCC filing system will match against.

This is exactly why I mentioned Certana.ai earlier - it would catch discrepancies like this before you file. Upload your incorporation docs and loan agreement and it shows you any name mismatches.

That's actually a really good analogy! So UCC-3 covers the entire lifecycle of changes to the original UCC-1.

Exactly! And just like vital records, you need the original file number to reference when filing any UCC-3 changes.

That's a great test! Since this is a new loan with new equipment, we definitely need the UCC-1 first.

Right. And when that loan matures or gets paid off, you'll file a UCC-3 termination to release the lien. But that's years away for you.

Don't forget about continuations either - UCC-1 filings expire after 5 years unless you file a UCC-3 continuation to extend them.

So over the life of our equipment loan, we might see the original UCC-1, maybe some UCC-3 amendments if we add equipment, and eventually a UCC-3 termination when we pay it off?

Exactly right. And if your loan runs longer than 5 years, you'll also see a UCC-3 continuation filed before the original expires.

This is why I always recommend keeping a UCC filing log - tracking the UCC-1 and all subsequent UCC-3 filings with dates and purposes. Makes it much easier to manage.

Thanks everyone! This has been incredibly helpful. I feel much more confident about coordinating with our lender on the UCC-1 filing now.

Good luck with your equipment financing! The UCC filing process seems intimidating at first but it's really quite straightforward once you understand the basics.