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Risk Management Blog

UCC & Corporate Due Diligence

Resource Guide for Legal and Financial Professionals

Purpose of Pre-Filing UCC Financing Statements

UCC Something

What is Pre-filing? In a traditional funding cycle, a lender will order lien searches on potential borrowers at the start of a new deal. Based on the results of those searches (and other measures of creditworthiness) the lender decides whether to fund the applicant. If the lender elects to advance funds, the lender will file a UCC Financing Statement to perfect their security interest and secure a priority position to collect should… >> READ MORE


A Review of the Basic Filing Rules: UCC Change Statements [Part 3]

UCC Something

Could you use a refresher on UCC filing rules? You’re in luck! This week, we welcome guest author, attorney, Bennett L. Cohen to the blog! Read on for the second installment in his two-part blog series detailing the basic filing rules under Revised Article 9 of the Uniform Commercial Code. It's vitally important that UCC filers understand and observe the basic UCC filing rules under the Uniform Commercial Code (the "Code") described… >> READ MORE


A Review of the Basic Filing Rules: UCC Change Statements [Part 2]

UCC Something

Could you use a refresher on UCC filing rules? You’re in luck! This week, we welcome guest author, attorney, Bennett L. Cohen to the blog! Read on for the second installment in his three-part blog series detailing the basic filing rules under Revised Article 9 of the Uniform Commercial Code. It's vitally important that UCC filers understand and observe the basic UCC filing rules under the Uniform Commercial Code (the "Code") described… >> READ MORE


Merchant Cash Advance Continues To Impact

UCC, Events & Tradeshows Something

As the Factoring world prepares to convene in Scottsdale April 13-16 for the annual International Factoring Association (IFA) conference, one of the topics of discussion will be the rise of Merchant Cash Advancers and their impact on the Factoring community. One of the speaker sessions will focus on this, as described below: Merchant Cash Advance Companies (MCA's) are relatively new to the business funding arena. Their method of operation… >> READ MORE


Does the control agreement govern if it conflicts with any of the customer agreements between Pledgor and Broker?

UCC, Due Diligence, Revised Article 9 Something

Attorney Bennett Cohen returns this week to continue his examination on control agreements for pledged securities accounts. This is part six in our eight part series on the topic of control agreements. To start from the beginning, please see the first post, Examining Issues with Control Agreements for Pledged Securities Accounts. Does the control agreement govern if it conflicts with any of the customer agreements between Pledgor… >> READ MORE


Does the control agreement go too far in limiting the potential liability of the Broker?

UCC, Due Diligence, Revised Article 9 Something

We're back this week with more in our series from attorney Bennett Cohen on control agreements for pledged securities accounts. This is the fourth post in our series, so if you need a refresher please visit his introductory post, Examining Issues with Control Agreements for Pledged Securities Accounts. We've reviewed quite a number of control agreements which provide that the Broker shall have no liability to the Lender except for… >> READ MORE


Does punctuation matter for a debtor name on a UCC filing? Can something like a period or comma cause issues with UCC filings?

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A filing officer will not reject a document for a punctuation error, but it could potentially cause the name not to be found later as part of a UCC search effort. Each state independently implements its own search logic. Most states have adopted a version of the International Association of Commercial Administrator’s Model Administrative Rules for UCC searching which disregards punctuation, but some states are stricter than others. A UCC… >> READ MORE


Does Article 9 Recognize Secured Parties’ Choice To Alter Their Relative Priority? Is Public Notice Required?

UCC Something

When recently presented with these questions, we found the answers from Darrell Pierce of the law firm Dykema Gossett PLLC , reprinted below: “Article 9 recognizes that secured parties may choose to alter their relative priority by agreement. There is no need to file notices of subordination to make them legally effective, or to maintain the perfected status of either security party. However, for the purpose of informing searchers that… >> READ MORE


Does a lender need to take possession of the original leases to perfect its security interest in the equipment leases?

UCC, Revised Article 9, Reduce Financial Risk Something

Do you have UCC questions about equipment leases?  Are you at risk to losing priority to other creditors? Attorney Bennett Cohen of Illinois law firm Cohen, Salk & Huvard, P.C., gets asked questions like this all the time, and has taken the time to write some answers. You may also want to check out his eBook on Purchase Money Security Interests (PMSI). Pledges of Equipment Leases: Does a lender need to take possession of the… >> READ MORE


Does a lender need to file a precautionary UCC filing against the lessee of the equipment to perfect the lender’s security interest in the leased equipment?

UCC, Revised Article 9, Reduce Financial Risk Something

Do you have UCC questions about equipment leases?  Are you at risk to losing priority to other creditors? Attorney Bennett Cohen of Illinois law firm Cohen, Salk & Huvard, P.C., gets asked questions like this all the time, and has taken the time to write some answers. You may also want to check out his eBook on Purchase Money Security Interests (PMSI). Precautionary UCC Filings against Lessees of Equipment: Does a lender need… >> READ MORE