What UCC-1 financing statement form and filing method does each state require?

The UCC-1 financing statement is the cornerstone of secured lending in the US. Since the 2022 UCC amendments were adopted in 24 jurisdictions at last count, many states have changed the rules regarding UCC-1 forms since those amendments were promulgated. Lenders and their counsel therefore need to stay current, because without proper perfection, they risk a lack of secured status, delayed priority, and a range of bankruptcy preference and other risks.

The Uniform Commercial Code (UCC) was intended to bring commonality and uniformity to commercial laws in the United States. However, the UCC isn’t treated identically in all 50 US states. The International Association of Commercial Administrators (IACA) is the organization of state filing offices whose mission is to make UCC administration as consistent as possible across jurisdictions. It publishes a set of model forms that states are encouraged but not required to use. So lenders that do business in multiple jurisdictions need to be aware of UCC-1 variations in all states they lend in. Not all provisions are equally critical, and many of the UCC-1 variations are technicalities. But even technicalities are legal matters. And if they’re overlooked they can lead to major negative consequences for creditors. This article describes the most updated form and filing requirements for the UCC-1.

New Version of Its Model UCC-1 Form

At its 2022 annual meeting, the IACA approved a new version of its model UCC-1 form. The new 2023 form replaces the 2011 form. It aims to lessen the processing burden on filing officials, by making electronic filing easier.

IACA has tried to simplify the instructions on the 2023 UCC-1 form as much as possible to clear up common filers’ mistakes. They also clarified the contact information that searchers see, as a fraud protection measure. And they told filers to exclude any non-public personal data like social security and financial account numbers from UCC1 forms. Many states already excluded this info.

Either the 2011 Form or the 2023 Form

As of August 2, 2024, you can use either the 2011 form or the 2023 form to file new financing statements in most US jurisdictions. Delaware is one of the jurisdictions in which either form can be used. But some states have switched over to the new version.

Eight jurisdictions have started to require the 2023 form and to reject the 2011 form. These include Alaska, D.C., Georgia, Idaho, Illinois, Maine, Texas, and Virginia. More states will likely follow. Arizona is one jurisdiction that expects to switch sometime in 2024. Despite accepting both forms, Louisiana adds a non-standard form fee for forms submitted in the pre-2023 version. Florida and Hawaii have officially encouraged lenders to file under the 2023 form but still accept the 2011 version.

At the opposite end of the spectrum, two states have gone their own way. Nevada will accept only the 2011 form. New York adopted neither the 2011 nor the 2023 form, but continues to accept only the 2002 version.

Electronic Filings

Along with the IACA’s push to a simpler online form, there’s been a move toward electronic filings.

Eight states so far require e-filing, usually refusing to accept paper forms altogether: Colorado, Mississippi, Montana, New Jersey, New Mexico, North Dakota, Ohio and West Virginia. New Jersey and Ohio however make exceptions for filers with “hardships.” Meanwhile, Texas has announced it will start requiring online filing sometime during the fall of 2024.

The wrong form or filing method can get a UCC-1 rejected. That delays perfection and priority, with a risk of potential bankruptcy preference liability in the event of debtor bankruptcy. For ongoing protection, stay tuned to the filing offices in the jurisdictions you do business in. And for big deals, hire experienced lead counsel and local counsel in each relevant state.