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I'm working on a similar equipment financing deal right now. These UCC 1-308 formerly 1-207 questions come up a lot but honestly they're a distraction from the real issues. Focus on debtor name accuracy, proper collateral description, and timely filing. That's what actually protects your security interest.
Hassan, you're absolutely right to be cautious about this. I've been dealing with UCC filings for over 15 years and can confirm what everyone else is saying - UCC 1-308 (formerly 1-207) has no place on UCC-1 financing statements. That provision is about preserving rights when you're compelled to perform under a contract, which isn't what's happening when you file a UCC-1. You're simply giving public notice of your security interest. Adding that language could confuse the filing office or even lead to rejection. For your $350k equipment loan, stick to the basics: exact legal name of the debtor (check their articles of incorporation), clear collateral description like "equipment and inventory," and make sure you file timely to preserve any purchase money security interest priority. Your lien perfection depends on these fundamentals, not on reservation of rights clauses that don't apply to this type of filing.
This is really comprehensive advice, thank you! I'm new to UCC filings and was getting confused by all the different information online about UCC 1-308 formerly 1-207. It's helpful to hear from someone with 15 years of experience that this notation simply doesn't belong on financing statements. I'll definitely focus on getting the debtor name exactly right from their corporate documents and keeping the collateral description clean and straightforward. One quick follow-up - when you mention checking articles of incorporation for the exact legal name, should I also be concerned about any DBA names the company might be using, or is the legal entity name from the charter documents always what goes on the UCC-1?
The bottom line is that your NCCS UCC statement needs to support your lender's security interest in the current equipment configuration. If there are gaps, fix them now before closing. Whether that's through documentation, amendments, or supplemental agreements depends on your specific situation. Get your attorney involved if you're unsure about the best approach.
Smart approach. Better to over-document than have surprises during closing.
I've been following this discussion and wanted to add something that might help - when dealing with NCCS UCC statement documentation, don't forget to check if your state has specific formatting requirements or standardized forms. Some states are very particular about how equipment specifications need to be described in the NCCS documentation, especially for manufacturing equipment like yours. Also, since you mentioned the $850K value, make sure your insurance documentation aligns with your NCCS UCC statement - lenders often cross-reference these during their review process. The last thing you want is a discrepancy between your filed collateral description and your insurance schedules that creates questions about coverage gaps.
Update - tried the revised description 'all securities accounts of debtor maintained with Charles Schwab & Co. and The Fidelity Investments, including all securities entitlements, financial assets, and other property credited to such accounts' and it was accepted! Thanks everyone for the help understanding the securities account UCC definition requirements.
Glad it worked out. Securities account filings can be tricky but once you understand the terminology it gets easier.
Great to see this resolved! For anyone else dealing with securities account UCC issues, I've found it helpful to remember that the key is capturing three elements: (1) the account itself, (2) the securities entitlements (your rights to the securities), and (3) any other financial assets in the account like cash or money market funds. The UCC definition in 9-102(a)(49) focuses on the intermediary relationship, so naming the broker/custodian when known really helps with specificity. Also worth noting that if you're securing a revolving facility where the debtor might move accounts around, you might want broader language, but for term loans with identified accounts, the specific approach usually works better with filing offices.
Welcome to the secured lending world! The UCC system really is the backbone of how secured transactions work. Once you get comfortable with the basics, you'll start to appreciate how the system protects both lenders and borrowers by creating clear rules for priority and notice.
I'm starting to see how it all fits together. Thanks everyone for the explanations - this forum is incredibly helpful!
One practical tip as you're getting started - create a UCC filing checklist for your team. Include items like: verify debtor's exact legal name, confirm proper collateral description, double-check filing jurisdiction, and set up continuation reminders. Having a standardized process will help prevent the common mistakes everyone's mentioned here. Also, don't hesitate to reach out to the Secretary of State's UCC division if you have questions - they're usually pretty helpful with procedural issues.
That checklist idea is brilliant! I'm definitely going to put something like that together. It sounds like having a systematic approach is really important to avoid costly mistakes. Do you have any recommendations for software or tools that help manage the UCC filing process, or is it mostly manual tracking with spreadsheets?
Ava Williams
For your $2.8M manufacturing facility, you'll want to be comprehensive but precise. Based on what you've described, your main categories should be: (1) Equipment - all machinery, tools, vehicles, computer hardware, furniture; (2) Inventory - raw materials, work-in-progress, finished goods; (3) Accounts - all accounts receivable, payment intangibles; (4) General intangibles - IP, software licenses, customer lists, goodwill, contract rights; (5) Deposit accounts - all bank accounts; (6) Investment property if applicable. Don't forget to add "and all proceeds and products thereof" to each category. Given the loan size, I'd strongly recommend having an experienced UCC attorney review your collateral descriptions before filing - the cost of getting it wrong far exceeds the review fee.
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Sean O'Brien
•This is exactly the kind of comprehensive breakdown I needed! Thank you @Ava Williams. The systematic approach to categorizing each asset type makes a lot more sense than trying to figure it out piecemeal. I'm definitely going to get legal review given the loan size - better safe than sorry with this much money on the line. One quick follow-up: do you typically use the same "and all proceeds and products thereof" language for deposit accounts, or is that mainly for the other categories?
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Liam O'Donnell
•@Sean O'Brien Good question on the proceeds language! For deposit accounts, you typically don't need "proceeds and products thereof" since deposit accounts don't generate proceeds in the same way inventory or equipment would. The deposit account IS the proceeds in most cases. However, you might want to include "and all cash, checks, and other items deposited therein" to be thorough. The proceeds language is most critical for inventory, accounts receivable, and equipment where the collateral turns over or gets sold. For investment property, you'd want to cover "proceeds and products" to capture dividends, interest, and sale proceeds from securities.
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Mateo Lopez
As someone new to UCC filings, this thread has been incredibly educational! I'm working on my first major secured transaction and was getting overwhelmed by all the different asset categories. The systematic breakdown from @Ava Williams really clarifies things - I had no idea about the distinction between chattel paper and general intangibles, or that investment property needs control agreements beyond just the UCC-1 filing. One thing I'm still confused about: if a manufacturing company has both raw materials AND finished goods, do those get listed as separate line items in the collateral description, or can you just say "all inventory" and have it cover both? Also seeing multiple mentions of Certana.ai's document checker - is that something most firms are using now for UCC verification?
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