Step-by-Step Guide: How to Produce an Effective Financing Statement

Filing an effective financing statement is a crucial step in securing a creditor’s interest in collateral provided by a debtor. The Uniform Commercial Code (UCC) provides a standardized form, known as Form UCC1, which is used to file a financing statement ¹. By filing this document, a secured party establishes their legal claim to the collateral in the event of default or other specified circumstances ¹.

To ensure compliance with legal requirements and protect the interests of all parties involved, it is essential to understand the key components of an effective financing statement and follow the proper filing procedures. This step-by-step guide will walk you through the process of producing an effective financing statement, including the necessary information to include, filing requirements, and legal implications ².

Step-by-Step Guide: How to Produce an Effective Financing Statement Key Components of an Effective Financing Statement

A financing statement, or UCC-1 Form, is a document filed by creditors with states to register their security interest in a debtor’s personal property ³. Filing a UCC-1 Form is a requirement of the perfection step under Article 9 of the UCC, determining which party has priority in the collateral ³. The steps of a secured transaction are: 1) getting collateral, 2) attachment, and 3) perfection and priority ³.

The key components of an effective financing statement include:

1. Debtor and secured party’s name ³
2. Collateral description ³
3. Indication if collateral is held in a trust or being administered by a decedent’s personal representative ⁷
4. Designation for Public-Finance Transactions, Manufactured-Home Transactions, or if the Debtor is a Transmitting Utility ⁷
5. Designation for Agricultural Liens or non-UCC security interest filings ⁷
6. Alternative designation options ⁷
7. Optional filer reference data ⁷

The financing statement must be typed or printed, ensuring legibility. Handwritten entries may be rejected ⁷. If the individual debtor’s name does not fit in the provided space, it should be entered in the Financing Statement Addendum (Form UCC1Ad) ⁷. If there is not enough space for the collateral description, it can be continued in the Addendum (Form UCC1Ad) or on additional pages ⁷.

Filing Requirements and Procedures

To file an effective financing statement, the legal form (UCC-1) must be typed or printed legibly and sent to the filing office with the required fee ⁷. The form includes several items to be filled out ⁷:

1. Debtor’s name (organization or individual) – enter correctly without abbreviations or trade names ⁷
2. Additional debtor’s name (if applicable)
3. Secured party’s name and mailing address ⁷
4. Collateral description (continue in item 12 of the Addendum or attach additional pages if insufficient space) ⁷
5. Indication if collateral is held in a trust ⁷

The financing statement must be authorized by the debtor to be effective, even though unauthorized UCC-1s can be filed ⁹. A filed financing statement remains effective for collateral that is sold, exchanged, leased, licensed, or otherwise disposed of, even if the secured party knows of or consents to the disposition ¹⁰.

A UCC-1 financing statement is effective for five years after the date of filing, except in cases of public-finance or manufactured-home transactions, where it is effective for 30 years ¹¹. The effectiveness lapses upon expiration unless a continuation statement is filed within six months before the lapse ¹¹. Upon timely filing of a continuation statement, the effectiveness continues for another five years ¹¹.

Legal Implications and Protection

The filing of a UCC financing statement creates a hierarchy of which assets can be seized, and in what order, should the debtor default or declare bankruptcy ⁴. By filing the UCC financing statement, the lender gives notice that it has an interest in the property listed in the filing, which means it can potentially receive the personal property of the debtor if the debtor defaults on the loan ⁴.

The UCC Financing Statement (UCC-1 Form) is a document filed by creditors with states to register a security interest in a debtor’s personal property ³. The purpose is to:

• Track legitimate security interests in property ³
• Give creditors seniority in accessing assets should the debtor become insolvent ³
• Determine which party has priority in the collateral ³
• Give notice to the public who has secured interests in the collateral and who claims first ³

However, courts have declared UCC-1s null, void, and unenforceable in certain cases:

• In Lightstorm Entertainment, Inc. v. Cummings, the court granted the studio parties’ motion for summary judgment, declaring the UCC-1s null, void, and unenforceable due to lack of authorization ⁹.
• Similarly, in Deutsche Bank National Trust Co. v. Fegely, the court declared the financing statement null, void, and unenforceable due to the lack of authorization from Indy Mac ⁹.

Conclusion

Filing an effective financing statement is a vital process for securing a creditor’s interest in collateral. By understanding the key components, following the proper filing procedures, and adhering to legal requirements, creditors can ensure their security interests are protected. A well-executed financing statement not only establishes a creditor’s legal claim to the collateral but also provides public notice of their secured interests.

While the filing of a UCC financing statement offers significant protection for creditors, it is crucial to ensure that the debtor authorizes the filing to avoid potential legal challenges. By carefully navigating the process and staying informed about legal implications, creditors can maximize their security and minimize risks associated with secured transactions.

FAQs

What are the necessary elements of a financing statement? A complete financing statement must have the names of both the debtor and the secured party, a detailed description of the collateral, and it must be filed by a creditor or another person who is authorized by the debtor as per their security agreement.

What is the correct procedure for completing a UCC-1 financing statement? When filling out a UCC-1 financing statement, you should:

1. Use the debtor’s exact legal name and address, ensuring it matches the information on their legal license or most recent corporate documents.
2. Include the lender’s name and address.
3. Provide a detailed description of the collateral involved.

How can a UCC lien be perfected? To perfect a UCC lien, a secured party can:

1. File a financing statement with the relevant public office.
2. Take possession of the collateral.
3. Obtain control over the collateral. In some cases, perfection is automatic upon the attachment of the security interest.

Can you provide an instance of a UCC-1 statement in practice? An example of a UCC-1 statement in use would be if Alex’s Excavation, a construction firm, applied for a business loan to purchase two new hydraulic excavators. To secure their lending position, Bank XYZ would file a UCC-1 statement formalizing their interest in the loan provided to Alex’s Excavation.