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ARTICLE · 21 APRIL 2017

"All Assets" Filings Under The Uniform Commercial Code: Is More Or Less Correct?

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Many "all assets" UCC financing statements contain language in the collateral description which expands upon, illustrates or explains that "all assets" means all of a debtor's assets.

United StatesInsolvency/Bankruptcy/Re-Structuring
Bruce Wilson
Bruce Wilson

Ring v. First Niagara Bank, N.A. (In re Sterling United, Inc.),
No. 15-4131-bk, 2016 WL 7436608 (2d Cir. Dec. 22, 2016)

"Take some more tea," the March Hare said to Alice, very earnestly.
"I've had nothing yet," Alice replied in an offended tone, "so I can't take more."
"You mean you can't take less," said the Hatter: "it's very easy to take more than nothing."1

Many "all assets" UCC financing statements contain language in the collateral description which expands upon, illustrates or explains that "all assets" means all of a debtor's assets. Although intended to clarify that "all assets" means all, some explanatory language in an "all assets" collateral description may actually result in a debate, similar to Alice's debate with the Mad Hatter above, whether "more" or "less" was correct.

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