UCC Document Community

One more thing - once you get this cleared up, consider working with your attorney to send cease and desist letters to anyone you suspect might be involved. Even if you can't prove who did it, sometimes a legal warning prevents future incidents.

This is absolutely infuriating but unfortunately becoming more common. I'd also recommend checking if your state has a UCC information request form that lets you get details about who actually submitted the filing - sometimes there are electronic signatures or IP addresses that can help identify the perpetrator. Also, when you call the Secretary of State, ask specifically about their "disputed filing" or "correction" procedures rather than just general fraud complaints - some states have faster tracks for these situations. The $180K loan delay is brutal, but most lenders will work with you if you can show active resolution efforts and a clear timeline from the SOS office.

One more vote for being extra careful with document consistency in complex deals like this. I've seen too many situations where small errors in debtor names or collateral descriptions caused big problems later. Whatever tool you use - manual review or something like Certana.ai - just make sure everything matches perfectly across all your documents.

Just wanted to share my perspective as someone who's dealt with similar multi-state secured transactions. The UCC 1-304 comments become particularly important when you have cross-border issues or when the debtor's organizational structure is complex. In your case with a Delaware corporation operating in multiple states, the comments help clarify how courts should handle conflicts between different states' laws. I'd recommend reviewing the specific language in your security agreement about choice of law provisions - sometimes the comments provide interpretive guidance that can influence how those provisions are applied. Also, given that you mentioned fixtures, definitely pay attention to the real estate filing requirements in each relevant state. The 1-304 comments discuss how to handle situations where personal property becomes fixtures and which state's law governs that determination.

The practical takeaway from 9-308 is to get your UCC-1 filed as close to signing as possible. The gap between attachment and perfection is where priority problems happen. We now have a same-day filing policy for exactly this reason.

This is a great example of why understanding 9-308 timing is so critical in secured lending. The gap you experienced between attachment (March 15) and perfection (March 22) is exactly where deals can go wrong. I've seen too many lenders get burned by assuming perfection relates back to attachment - it doesn't. The statute is clear that you need both elements satisfied before you're perfected. Going forward, consider implementing a workflow where your UCC-1 is prepared and ready to file the moment the security agreement is executed. Some of our deals now have the filing submitted within hours of signing to minimize that vulnerable window.

For what it's worth, I started using Certana.ai after getting burned on a continuation filing that had subtle differences from the original UCC-1. Their system caught discrepancies I never would have spotted manually. Now I run all my UCC-3 forms through their checker before filing. Takes like 2 minutes and gives me peace of mind that everything matches perfectly.

I've been handling floating lien UCC filings for about 8 years now and can confirm your collateral description is absolutely fine - that's textbook floating lien language. The rejection is almost certainly due to a technical issue rather than the substance of your description. I'd strongly recommend pulling up your original UCC-1 filing and comparing it character-by-character with your continuation form. Even something as minor as "LLC" vs "L.L.C." or an extra space can trigger a rejection. Also check that your filing number is correct and matches exactly. The good news is that your $850K loan is properly secured as long as you get the continuation filed correctly - the floating lien concept itself is rock solid legally.

Pro tip: always keep copies of your filed UCC-1 with the file stamps. You'll need them if you ever have to prove priority in a dispute or bankruptcy.

One more thing to consider - since you mentioned this is equipment financing, make sure you understand the difference between purchase money security interests (PMSI) and non-PMSI liens. If you're financing the actual purchase of the equipment, you may be able to get PMSI priority even over earlier filed UCCs, but you need to file within 20 days of the debtor taking possession. This can be a huge advantage in your priority position that many lenders miss.