United Corporate Services provides search and filing results tailored specifically to our clients’ needs. Reports sorted by individual debtor per page, or a more comprehensive summary report of all search results on one page, both are easily provided in either .pdf format for secure closings or in Excel format for easy manipulation into your existing closing binder. United Corporate Services files and searches in over 3,000 jurisdictions in the U.S. Understanding their unique requirements ensures accurate processing of all your UCC transactions. Revised Article 9 is once again being “revised,” and we have done the legwork necessary to walk with you through your projects to ensure they are completed timely and accurately.

1. UCC Basics 101

2. Introduction
 The following information is covered in this presentation:
-Creation & evolution of the UCC
-What does perfection do?
-Upcoming revisions to RA9
-Where & what forms to file?
-Types of Searches to perform
-Contact UCS

3. Creation of the UCC
 Created in 1952, the Uniform Commercial Code (UCC)
consists of uniform acts coordinating the sale of goods and
other commercial transactions throughout the United
States.

4. Debtor & Secured Party
 The code was written to govern security interests in a way
that protects potential creditors & other interested parties.
 To do this, the code requires a lender (known as a secured
party) to take certain actions before it can enforce the
security interest against the claims of third parties. This is
known as perfection.

5. What does perfection do?
 Allows a company or individual (known as the secured
party) to obtain an enforceable security interest in assets
pledged by the borrower (known as the debtor) when taking
out a loan.
 The most common method of perfection is to file a public
notice of the security interest.

6. Risk & Reward
 Because of the public notice, the secured party does not
need to take possession of the collateral & the debtor is free
to continue to use it to repay their obligation.
 Once the debtor has given the secured party a special claim
on its assets, that collateral is no longer available to satisfy the
claims of the other creditors.
 By granting a security interest it makes credit less expensive
and more available to the debtor.

7. Revised Article 9
 Effective in most states on July 1, 2001
 Transition ended in most states on June 30, 2006.
 Significant Changes:
 Filing Location – File where the debtor is located not the
collateral
 Standard National Form
 Elimination of signatures
 Exact debtor names
 Generic Collateral Descriptions allowed

8. Proposed revisions to UCC RA 9
 Proposed revisions to the Uniform Commercial Code
Article 9 clarify confusion regarding how a debtor’s
name should be listed on financing statements.
Although these changes are not drastic, they are an
important reminder that lenders should exercise
caution when identifying the debtor on financing
statements. The Uniform Law Commission proposed
these changes and has recommended a nationwide
effective date of July 1, 2013 with a five year transition
period.

9. Proposed revisions to the Uniform
Commercial Code Article 9-503
 For registered entities: The proposed revisions were
designed to make it easier for lenders to determine the
correct name of entities registered with a particular
state. That means the correct name for the financing
statement is the name on the “public record” most
recently filed in the jurisdiction in which the entity is
organized.

10. Proposed revisions to the
Uniform Commercial Code Article
9-503
 For individual debtors, there are two options that states
may adopt:
 (1) the “only if” option: If the debtor has a driver’s license or
other state issued identification that has not expired, the financing
statement may use the name on the driver’s license or other state
issued identification. If, and only if, the debtor does not have a
driver’s license or other state issued identification, the financing
statement may use the debtor’s first personal name and surname;
 (2) the “safe harbor” option: The financing statement sufficiently
names the debtor by providing (a) the debtor’s individual name as
determined by state law, (b) the debtor’s surname and first personal
name, or (c) the name on an unexpired driver’s license or other
state issued identification.

11. What are the General rules for
where to file?
 Registered Entities located in state of organization
 Non-Registered Entities located in state of chief executive
office
 Individuals located in state of residence
 Foreign debtors deemed to be located in D.C.

12. When General rules don’t apply.
 Location of the “Collateral” controls in these
situations:
 Fixture Filings
 Timber to be cut filings
 As-extracted Collateral filings
 Agricultural lien filings (RA 9-301 and 9-302)

13. What to file?
 The National Forms are now, by statute, the recognized
standard:
1. UCC1: Financing statement
2. UCC3: Amendment
3. UCC5: Correction statement
4. UCC11: Search request
 States have no need to create and maintain State Specific
Forms

14. Financing Statement:UCC1
 The financing statement is the primary record for
providing notice of a security interest. It requires the
following information to be effective:
1. Debtor’s legal name, address, state of organization,
org. id if applicable
2. Secured Party’s name & address
3. Collateral description
4. If a fixture, you must provide a land description

15. Amendment: UCC3
 The UCC3 allows you to amend the UCC1 in any of the
following:
1. Amend or replace or add debtor or secured party
2. Continue the effectiveness of the lien
3. Assign the lien to a different debtor or secured
party
4. Amend the collateral description
5. Terminate the lien

16. Correction Statement:UCC5
 The correction statement was not intended to have any
effect on the record. You can’t “undo” what was already
filed. Instead, the form allows a party to put comments in
the record when the party believes the UCC contained
inaccuracies or was wrongfully filed.

17. Performing Searches
 Before accepting a security interest, a lender will want to
determine if there are existing liens. Hence, a UCC search is
conducted.
 Once the search is complete, a potential creditor can make
arrangements to address any added risk.

18. Where should you search?
 For a registered company, the search should begin in the
state of organization.
 For an unregistered company, the search begins with the
location of its place of business. If the debtor has more than
one place of business then search where the chief executive
office is located.
 For International entities the search is conducted with D.C.
Register of Deeds.

19. Types of searches you can
conduct with United Corporate
Services, Inc.
 UCC Liens
 Federal Tax Liens
 State Tax Liens
 Judgment Liens
 Litigation Searches
 Property Searches
 Title Searches

20. Information needed to start a
search…..
 The Debtor’s Correct Legal Name
 Must match what listed as a public record
 State or county where debtor is registered
 The Debtor’s Prior Names
 This Is Strongly Recommended Since Filings Under Prior Names
Usually Still Remain Effective
 If a fixture, judgment, state tax lien requires the address

21. How United Corporate Services,
Inc. can help you with your UCC
project
 United Corporate Services provides search and filing results
tailored specifically to our clients’ needs. Reports sorted by
individual debtor per page, or a more comprehensive
summary report of all search results on one page, both are
easily provided in either .pdf format for secure closings or
in Excel format for easy manipulation into your existing
closing binder.
 United Corporate Services files and searches in over 3,000
jurisdictions in the U.S.

22. Points to remember
 Security interest is a tool that lenders use to manage risk in
commercial transaction.
 The most common method of perfection is to file a public
notice of security interest.(UCC1)
 Make sure the names recorded are correct.
 A UCC3 can amend or terminate a UCC1.
 UCC searches reveal existing liens and can determine the
relationship between borrower and lender.

23. Where can I get more information?
 Email getanswers@unitedcorporate.com or contact a Project
Manager directly.
 Request a username and password for UCS Connect at r
equestpassword@unitedcorporate.com
 Visit UCC Services at www.unitedcorporate.com