Basic Uniform Commercial Code

Perfect


Security interests may be perfected, which gives the creditor priority over others.

To perfect a security interest, generally the creditor must either file a financing statement or possess the property. UCC § 9-308.

Financing Statement

A financing statement is a record that is publicly filed to put other people on notice of a security interest in the collateral.

A financing statement does not have to be very specific.

File

To file and perfect a security interest, you basically always file centrally in the state where the debtor is located. UCC § 9-301(1), UCC § 9-307, UCC § 9-501(a)(2).

For as-extracted collateral, timber to be cut, and fixtures, you file locally in the county where the property is located. UCC § 9-501(a)(1). (Because they are related to real estate)

Filing is generally required for everything except:

Consumer goods automatically perfect. Equipment does not.

  • Some other types of goods automatically perfect as well. They're just kind of random, but they're listed in UCC § 9-309.
Certificate of Title

Some property like cars have titles. These goods often have separate perfection requirements, usually requiring the security interest to be listed on the title itself.

Certificate of title goods cannot be perfected by filing. UCC § 9-311.

The only way to perfect money (including gold) or a deposit account (e.g., a bank account) is to control it. (But you can still attach to it.)

Chattel papers can theoretically be perfected by either filing or possession. UCC § 9-313.