UCC, lien, litigation search

What it is

A search of public records — UCC filings with the Secretary of State, county-level judgment records, and pending litigation — for liens against the business's assets, unresolved lawsuits, and judgments that could follow the business or its assets into your ownership.

Why it matters

You can buy assets "free and clear" on paper and still inherit a lender's lien or a pending lawsuit if it isn't identified and formally cleared before closing. Your SBA lender will run this same search independently during underwriting, so anything you find yourself is something you can get ahead of rather than discover as a closing surprise.

What to look for

• Active UCC filings against assets you're purchasing that the seller hasn't disclosed
• Pending or recent litigation involving the business
• Unpaid judgments or tax liens tied to the business or its assets
• Lien releases not yet filed even when the seller says the underlying loan was already paid off