Ucc Filing: UCC filings or liens are legal forms that a creditor files to give notice that it has an interest in the personal or business property of a debtor. Essentially, UCC lien filings allow a lender to formally lay claim to collateral that a debtor pledges to secure their financing. The term is part of a collection of rules established to regulate how commercial transactions work under the Uniform Commercial Code (UCC).
If you’re a small business owner interested in expanding your business credit profile, it’s difficult to know what next steps you can take beyond the basics. Beyond responsibly taking on and repaying business credit, what can a business owner do to improve their business’s credit history?
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There are so many potential tactics for improving your business credit, but an often-overlooked one is digging into your business’s UCC filings. You might have seen a reference to a UCC-1 filing—also referred to as a UCC filing or a UCC lien—on your business’s credit report.
We’re here to lay out all you need to know about UCC filings—from a boiled-down answer to what is a UCC filing, to all the nitty-gritty details behind an in-depth UCC filing definition. We’ll also explain how a UCC filing might affect your business—particularly when it comes to securing high-quality small business financing.
What Is A UCC Filing?
The answer to “What is a UCC lien filing?” will rely on understanding what UCC stands for. The UCC in UCC filings stands for Uniform Commercial Code, but that doesn’t necessarily tell you much on its own.
Let’s back up for a second: States have the right to enact unique laws to govern their specific areas that preempt uniform federal law. However, a variety of legal issues regularly transcend state lines—like sales and acquisitions—which necessitates a predictable and relatively uniform set of laws across states.
Essentially, the UCC is really just a huge list of laws. But the aspect of the UCC we’ll be discussing—and what your business really needs to know about—is Article 1: General Provisions, which dictates UCC-1 Filings, more commonly referred to as UCC filings.
UCC Filing Search
A Uniform Commercial Code (UCC) lien filing, or UCC filing, is a notice lender file to stake a claim in borrower assets in the event of default. UCC liens can cover all or specific assets and can be filed against businesses or individuals. The term comes from rules governing commercial transactions in the United States.
Strong borrowers may be able to qualify for business financing even if they have a UCC lien filed against them. For example, OnDeck, who sponsored this article and offers short-term business loans and lines of credit, will take the second position in some cases. Prequalifying online with OnDeck only takes a few minutes.
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When your business enters into a financing agreement that is secured by collateral, like equipment, a UCC lien could be filed against any assets you pledged to secure the loan. A UCC lien does not generally hurt your business’s day-to-day operations but could prevent you from getting additional funding before satisfying the lien.
If you’d like to see if your business has a UCC lien, you can use a free business credit check and a summary report from Nav.
UCC-1 Filing
A UCC-1 financing statement (an abbreviation for Uniform Commercial Code-1) is a legal form that a creditor files to give notice that it has or may have an interest in the personal property of a debtor (a person who owes a debt to the creditor as typically specified in the agreement creating the debt). This form is filed to “perfect” a creditor’s security interest. Hence, giving public notice that there is a right to take possession of and sell certain assets for repayment of a specific debt with a certain priority.
This process is also called “perfecting the security interest” in the property, and this type of loan is a secured loan. A financing statement may also be filed in the real estate records by a lessor of fixtures to establish the priority of the lessor’s rights against a holder of a mortgage or other lien on the real property. The creditor’s rights against the debtor and the lessor’s rights against the lessee are based on the credit documents and the lease, respectively, and not the financing statement.
Pursuant to the standards set forth in the UCC, at 9-503 and 9-504, the financing statement need only contain three pieces of information:
- the debtor’s name and address
- the creditor’s name and address
- an indication of the collateral, “whether or not it is specific if it reasonably identifies what is described.” (UCC 9-108)
The financing statement is generally filed with the office of the state secretary of state. In the state where the debtor is located – for an individual. The state where the debtor resides is for most kinds of business organizations. The state of incorporation or organization. Many states have a state agency that operates under the secretary of state. Such as timber, mineral rights, or fixtures. In that case, the filing must be made in the county where the property is located. Typically in the recording office or county court, because that is where third parties are most likely to search for such records.
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In the case of a loan secured by personal property collateral. The filing of a financing statement gives notice of a lien against the property. Hence, other lenders or buyers of the personal property will know of the security interest. In the case of a filing of a financing statement by a lessor of fixtures. The filing of the financing statement gives notice of the lessor’s interests to others. People who acquire an interest in real property and related fixtures. The financing statement does not create a lien nor does it create any additional rights against a lessee in favor of a lessor. The filing of a financing statement just gives notice of whatever rights the creditor or lessor has under their loan documents or lease, respectively.
UCC Filing California
The motto of developing the Uniform Commercial Code (UCC) was to govern the sale and lease of goods. As the U.S. economy grew, so did the need to regulate business transactions in a uniform way. The birth of UCC to standardize the process of business transactions in multiple states by creating more harmony and uniformity.
Article 1: General Provisions (contains generic interpretation language)
and
Article 2: Sales (refers to the sale of goods)
Furthermore,
Article 2A: Leases (refers to the leasing of goods)
and
Article 3: Negotiable Instruments (refers to commercial paper and promissory notes)
Also,
Article 4: Bank Deposits and Collections (refers to banking and collections)
and
Article 4A: Funds Transfers (refers to bank transfers)
and
Article 5: Letters of Credit (refers to letters of credit)
In addition,
Article 6: Bulk Transfers/Bulk Sales (refers to asset liquidation)
and
Article 7: Documents of Title (refers to bailment of goods)
Also,
Article 8: Investment Securities (refers to securities and financial instruments)
Moreover,
Article 9: Secured Transactions (refers to the legal interests of creditors in secured transactions)
What Are The Benefits After Filing?
Funding has been tight for many small businesses because of the financial crisis. Access to credit nearly came to a complete halt for business owners who needed to survive the meltdown. A few years after the recovery began, there is still a level of risk aversion. It can make it harder for your business.
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Traditional financial institutions commonly reviewed collateral and cash flow statements when deciding whether to lend money. Alternative funding sources with more lenient requirements have become attractive to business owners. Even though these alternative lenders are more willing than banks to make business loans. They still want to repay the security.
Further Elaborated
Therefore, they will use a UCC filing as a secured agreement for repayment. Accessing funds through these sources can offer many benefits to your business. Nevertheless, you must understand what the filing does for your business. If you decide to use accounts receivable as a secured asset. The UCC filing usually places a lien on the accounts.
It does serve as a safeguard for the lender. Other potential lenders will also know that your customer invoices are not available as collateral. It affects your business credit rating, however, if there is an unpaid loan according to the terms.
Keep in mind that UCC laws may vary from state to state. In some cases, the fine print on a credit application serves as your UCC filing notice of the creditor’s authority. Consulting with an attorney regarding UCC filings may help you make the best decision for your business.