Question and answer · informational

What a UCC filing does, and how to get one removed

The filing is a public notice, not the right itself. Removing it takes a specific document from the secured party, and they usually need chasing.

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What is a UCC lien and how do I get it removed?

A UCC-1 financing statement is a public notice, filed with a state office, that a creditor claims a security interest in some or all of your business assets. It does not itself move money — the security agreement creates the rights, and the filing gives priority against other creditors and visibility to anyone searching. It is removed by a UCC-3 termination statement filed by the secured party. Under the uniform text of §9-513(c), a secured party generally must terminate within 20 days of an authenticated demand once nothing is outstanding, with a carve-out where accounts have been sold.

What the lien lets a creditor do

The filing itself does nothing but publish and prioritise. The rights come from the security agreement together with Article 9 of the UCC as adopted in your state — the uniform text is at law.cornell.edu/ucc/9.

After a default, a secured party with an interest in your accounts may under §9-607 notify your customers to pay it directly, and may collect on those accounts. Under §9-609 it may take possession of tangible collateral, without a court order if that can be done without a breach of the peace, and any disposition must be commercially reasonable under §9-610 with notification under §9-611. None of that requires a judgment first, which is the fact that surprises people most.

Before default, the filing's main effect is commercial: it is visible to every underwriter who searches your name, and a first-position blanket filing frequently blocks your next financing until it is subordinated or released.

How removal works

  1. Pay off, settle, or confirm nothing is outstanding. Get a payoff letter with a good-through date and pay by a traceable method.
  2. Send a written demand for termination. Reference the filing number and jurisdiction, state that no obligation remains and there is no commitment to advance, and ask for a UCC-3 termination to be filed within the statutory period. Send it the way the notice clause of the agreement requires, and keep proof of delivery.
  3. Give it the 20 days. Under §9-513(c) of the uniform text, for collateral other than consumer goods, a secured party that receives an authenticated demand must file or send a termination within 20 days once there is no secured obligation and no commitment to give value.
  4. Verify. Search the filing office yourself afterwards. Do not take an email's word for it.
The carve-out to know about.Section 9-513(c) excludes financing statements covering accounts or chattel paper that have been sold. Many advances and factoring arrangements are papered as purchases of receivables, so the 20-day demand route may not apply to them in the same way. Whether it does in your case is a legal question, and it is one worth asking a lawyer rather than arguing over the phone.

Writing the demand

The demand is the step people improvise, and it is the one the 20-day clock runs from. Put it in one letter and include:

  • The exact registered name of your business as it appears on the filing, and any prior name.
  • The filing office, the filing number and the filing date.
  • The secured party's name as shown on the filing, addressed to the notice address in your agreement rather than to the salesperson you dealt with.
  • A statement that there is no outstanding secured obligation and no commitment to give value.
  • A request that a termination statement be filed within the period allowed under your state's enactment of §9-513, with the date you expect it by.
  • Your signature, and a copy of the payoff confirmation.

Send it the way the notice clause of the agreement requires — often certified mail to a specific address, sometimes email in addition rather than instead — and keep proof of delivery. An email to a servicing inbox is easy to send and easy to lose, and it is not usually what the contract says.

A workable timeline: pay off on day zero, send the demand on day one, search the filing office on day twenty-one, escalate in writing on day twenty-two with the delivery receipt attached.

The filing that was never yours

Two variants turn up. A broker or a funder that never actually funded you files a financing statement to mark the deal. Or a funder files against "all assets" when the agreement covers one piece of equipment. Both are live records that will be found by the next underwriter, and neither is cured by the passage of an argument on the phone.

The route is the same as above — an authenticated demand, in writing, to the secured party of record — and the escalation is not. A filing you never authorised is a different legal question from a filing that has been satisfied, your state may have a specific procedure for it, and this is the point to spend an hour with a lawyer rather than an afternoon with a filing office's web form.

When you cannot wait

If a lender needs first position and the old filing is still sitting there, there are two ordinary workarounds, and you should ask for them by name. A payoff at closing, where the new lender wires the old secured party directly and takes the termination as a condition of funding. Or a subordination agreement, where the old secured party stays on file but agrees to sit behind the new one. Both are routine. Both take a week or more of somebody else's attention, so start on the day you get a term sheet rather than the day before funding.

If the secured party will not cooperate

Options depend on your state's enactment. The uniform text at §9-509(d)(2) contemplates a debtor filing a termination in certain circumstances where a secured party has failed to comply, and §9-625 provides remedies for non-compliance. Filing offices differ in what they will accept and some states have specific procedures for contested or unauthorised filings. Get advice before filing anything yourself — a wrongly filed termination creates its own problem.

If the secured party has dissolved, merged or disappeared, there is usually a path, and it starts with identifying the successor. A filing also lapses five years after it was filed unless a continuation statement is filed, under §9-515 — which means waiting is technically an option, and rarely a good one when you need financing this quarter.

What to do routinely

Search your own business name at your state's filing office once or twice a year. Old filings that should have been terminated are common, they cost you offers, and they are much easier to clear while the other side still exists.

This is general information, not legal advice. Article 9 is enacted state by state and your agreement's wording matters, so a lawyer licensed in your state is the person to advise on your specific filing.

Where this applies

Related questions

What is a UCC lien and how do I get it removed?

A UCC-1 financing statement is a public notice, filed with a state office, that a creditor claims a security interest in some or all of your business assets. It does not itself move money — the security agreement creates the rights, and the filing gives priority against other creditors and visibility to anyone searching. It is removed by a UCC-3 termination statement filed by the secured party. Under the uniform text of §9-513(c), a secured party generally must terminate within 20 days of an authenticated demand once nothing is outstanding, with a carve-out where accounts have been sold.

Which funding products does this apply to?

Merchant Cash Advance, Working Capital, Term Loan, Invoice Financing, Asset-Based Lending. Each has its own page listing the funders in this directory that offer it and what each one publishes about its terms.

Are the figures here quotes?

No. Every worked example is labelled illustrative and exists to show the arithmetic. What a particular lender charges is on that lender's page, where it publishes it at all.

Who writes this?

The Find Me Funders research desk. Some drafting is AI-assisted, and every page that is says so at the top, including whether a person has checked its claims yet.

How do I know a figure here is right?

Where a page carries the green notice, its claims were checked against the sources listed at the end and a reviewer is named. Where it carries the amber one, nobody has verified it yet and you should confirm anything you plan to act on.

Are the examples real deals?

No. Every worked example is labelled illustrative and exists to show the arithmetic. What any particular lender charges is on that lender's page, where it publishes it.

Why do you never say what a typical rate is?

Because we cannot source it. A market average assembled from lenders who do not publish prices is a guess with a decimal point on it. Where a lender publishes a figure, we show that figure and say where it came from.

Is this financial or legal advice?

No. It is general information about how these products work. Outcomes depend on your contract and your state, and a lawyer or accountant licensed where you are is the person to ask about your situation.

Can I reuse this content?

Quote a paragraph with a link back. Do not republish whole articles.

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