State-specific UCC rules: Examples of the (not so) Uniform Commercial Code
The Uniform Commercial Code (UCC) is a bit of a misnomer given that its interpretation and application varies widely from state to state. With this, our final “UCC Month” blog post, I want to draw attention to a few state-specific UCC rules.
Filing and Recordation Taxes (AL, FL, MD, TN)
Alabama, Florida, Maryland and Tennessee have special rules that may require the payment of taxes at the time of filing UCC documents. Any taxes… >> READ MORE
Civil Litigation Searching – What Court Should I Search?
Corporate, Litigation Research
In a recent blog post titled, “Ordering a Civil Litigation Search: 5 Pieces of Information Your Searcher Will Need From You,” we mentioned that when ordering a litigation search, your searcher will be expecting you to provide direction as to which specific court they should visit. Several readers responded, saying that they could use some help figuring out what court to search. First Corporate Solutions cannot offer any legal advice… >> READ MORE
Risk Management and Due Diligence Tips For Asset-Based Lenders
UCC, Due Diligence, Events & Tradeshows
In concert with Commercial Finance Associations’ annual conference, below are links pertinent to CFA members about lien and documentation due diligence from previous blog posts. First Corporate Solutions is proud to once again support the CFA and we invite you all to explore the links below and then drop by our exhibit booth later this week. Let us know any questions and see you in Austin!
Are you considering ways to streamline and… >> READ MORE
When is a Terminated UCC Record not Really Terminated?
One of the basic tenets of the Uniform Commercial Code holds that a terminated UCC filing ceases to be effective.
So how can a terminated UCC not really be terminated? There are two scenarios.
Scernario 1: When the UCC record contains more than one secured party of record.
Under the Uniform Commercial Code, when multiple secured parties exist for a single UCC record, a single secured party can act as representative and file a termination… >> READ MORE
Ordering a Civil Litigation Search: 5 Pieces of Information Your Searcher will Need from You
Corporate, Due Diligence
Conscientious searchers know that an exhaustive pre-funding due diligence investigation will include a search of court records for civil litigation involving their prospect. Not being attorneys however, many are unsure of what to order or what information they will need to provide to get the ball rolling.
In addition to the search name, there are five basic pieces of information you will need to supply in order to secure a relevant and… >> READ MORE
Why Include Similar Names in Searches to Locate Tax Liens and Mis-Indexed Filings
UCC, Due Diligence, Revised Article 9
According to Revised Article 9 of the Uniform Commercial Code, a UCC Financing Statement is only effective if it gets the debtor name right. A UCC filing that fails to properly identify the debtor by their exact legal name will not offer the secured party priority status to collect should the debtor default or file for bankruptcy. Searchers often mistakenly interpret this to mean they only need be concerned with filings that provide an exact… >> READ MORE
Omit “dba” notation from UCC Filings
A UCC Financing Statement must properly identify the debtor in order for the UCC to perfect a security interest and provide priority protection for the secured party. To satisfy this requirement, a secured party must complete their Financing Statement using the debtor’s legal name.
In general, secured parties understand the importance of properly naming the debtor on their UCC Financing Statements and try hard to comply. Sometimes though,… >> READ MORE
Single Extra Space Creates Seriously Misleading UCC Debtor Naming Error
UCC, Online UCC System, Due Diligence, Revised Article 9, Reduce Financial Risk, Tips
A recent court ruling in Wisconsin once again has affirmed the supreme importance secured parties must place on their data entry procedures when naming debtors on financing statements to perfect their security interests.
A recap of the case can be found here. Once again, a typo in the debtor name created a UCC filing that was judged to be seriously misleading, and therefore left the secured party’s security interest with the debtor… >> READ MORE
Tips To Determine Which Party Names To Search When Lien Searching
UCC, Due Diligence, Reduce Financial Risk, Tips
Searching the correct party and correct legal name is imperative when coordinating due diligence search efforts. It is important to search all names under which liens could be filed.
This may seem simple and obvious, but keep in mind that liens, particularly involuntary liens like federal tax liens and judgment liens, could be filed under business names, individual names, aliases, nicknames, or even fictitious business names.
So,… >> READ MORE
Wondering What Parties to Search as Part of Your Prefunding Due Diligence?
Corporate, Due Diligence, Revised Article 9, Tips
Searching for the right party is imperative when coordinating due diligence search efforts. This may seem simple, but keep in mind that liens could be filed under business names, individual names, aliases or nicknames, even fictitious business names. So, how can you be sure you are searching for the right name?
Here are a few pointers to get you on the right track:
1. Check corporate charters to determine the exact legal name before… >> READ MORE