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  • Examining Two Standards of the UCC for Collateral Description

    Our guest blog post features an article written by Armstrong Teasdale Partner Jeffrey Wurst, who examines two standards of the UCC for collateral description.  Mr. Wurst explains why lenders must exercise caution when intending to lend against collateral that is represented not to be part of a prior lender’s collateral package. The UCC has two […]

  • Naming a Secured Party: The Alternative Designation

    A UCC-1 Financing Statement is used by a creditor to provide notice that it has a security interest in the personal property of a debtor. Quite often when a UCC-1 Financing Statement is submitted, the participants involved are identified as the Debtor and Secured Party but the UCC-1 Financing State also allows the filer to […]

  • Certificate of Good Standing vs. Certificate of Existence

    A Certificate of Good Standing or a Certificate of Existence is used by a business entity to prove that they are incorporated and legally authorized to conduct business in a particular state or jurisdiction.   A Certificate of Good Standing shows that the entity does not owe any outstanding franchise taxes, fees, or penalties to the […]

  • What is a Federal Tax Lien and how do you conduct a search?

    Searching for Federal Tax Liens is just one component of a thorough due diligence search. Understanding the “What” and the “Where” of the different areas of a “Full Lien Search” involves being able to successfully sort through each jurisdiction’s recordation rules. What is a Federal Tax Lien? A Federal Tax Lien is defined as the […]

  • What is an Annual Report?

    Spring and annual report season are upon us!  Whether you operate a corporation (C or S), a non-profit corporation, an LLC or LLP,  your entity is required to file a report of activity throughout the lifespan of your business. Depending on the state, reports are required to be submitted annually, biennially and even decennially.When you understand your […]

  • Corporate Transparency Act

    On January 1st, the National Defense Authorization Act for Fiscal Year 2021 was enacted into law. The bill includes the Corporate Transparency Act (the “CTA”) which creates a beneficial ownership registry within the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (“FinCEN”), requiring certain corporations and limited liability companies to report information on their […]