For recipients of a Formal Notice under UCC § 9‑406

UCC Lien Notice & Payment Direction

Your company received a lien notice because Iron Crown Capital holds a UCC lien on the receivables of one of its vendors or service providers, and your company pays that vendor under an ongoing commercial relationship, now or in the future.

Download the AP checklist (PDF)

Why you received it

A lien notice is issued under the vendor’s agreement with Iron Crown Capital, which assigns the vendor’s receivables to Iron Crown Capital and entitles Iron Crown Capital to collect them directly. A default under that agreement is the usual reason. The notice enforces Iron Crown Capital’s lien and security interest in the vendor’s receivables, including amounts payable by your company. It does not change what your company owes or the terms of its arrangement with the vendor. It changes who must receive payment. Nothing in the notice asks your company to stop doing business with the vendor. Each lien notice is signed on behalf of Iron Crown Capital as assignee and identifies the vendor and the receivables assigned, as Section 9‑406 of the Uniform Commercial Code requires.

The law that applies

The lien arises under Article 9 of the Uniform Commercial Code (UCC), the commercial law enacted in all fifty states, the District of Columbia and Puerto Rico. Under Section 9‑406(a), after an account debtor receives notice of an assignment, it may discharge its obligation by paying the assignee and does not discharge it by paying the assignor. Here, the assignee is Iron Crown Capital and the assignor is your vendor.

On the public record

Iron Crown Capital holds the lien recorded by a UCC‑1 financing statement filed against your vendor with the state filing office, in most states the Secretary of State. The filing is a matter of public record. It names the secured party identified in your notice, Iron Crown Capital or its filing representative, and reflects a UCC lien on your vendor’s receivables, including amounts payable by your company.

Pay

Only the payee named on your notice.

Follow the Payment Direction section of your lien notice. Payment to your vendor or any alternate payee after your company receives the notice does not discharge its obligation.

Verify

The lien is on the state’s public record.

Search the UCC Filing No. on the official website of the state filing office printed on your notice, in most states the Secretary of State. You are checking the government’s record, not ours.

Respond

In writing, with your Sequence No.

Iron Crown Capital requires a written response to every lien notice. Email

Read the Notice

Where to find it on your lien notice

The numbered markers match the items on page one of the lien notice you received.

Outline only — not an actual notice

  1. Notice Ref. and Sequence No.

    These identify your notice. Include your Sequence No. on every payment, remittance advice, and email to us.

  2. UCC Filing No. and Filing Office

    This is the public record of the lien, kept by the state filing office, in most states the Secretary of State. Search the filing number on that office’s official website printed on your notice, or scan the QR code on page one. Either way, you are checking the government’s record, not ours.

  3. Payment Direction

    Pay only the payee named in the Payment Direction section of your notice. Do not pay your vendor or any alternate payee.

  4. Maximum Amount

    This is the most the payment direction covers. The direction remains in effect until that amount is satisfied or Iron Crown Capital releases or modifies it in writing.

  5. Written Response

    Iron Crown Capital requires a written response. Choose the status that fits in the response section below.

For Accounts Payable

A lien notice does not come from a court. It does not need one.

A garnishment is issued by a court. A lien notice is not, and no court order accompanies it, because the law gives the notice its effect directly. That law is , , and it governs whom your company pays after it receives a lien notice. Once your company receives notification that the vendor’s receivables have been assigned and that payment is to be made to Iron Crown Capital, a payment made to the vendor does not discharge your company’s obligation. A payment made to Iron Crown Capital does. No court order and no second notice are required.

In accounts payable terms, a payment released to the vendor after receipt does not count toward the Maximum Amount stated in the notice, and the same amount remains payable to Iron Crown Capital. That rule is set by the statute, not by Iron Crown Capital, and it applies to every company that receives such a notification. If your company wants proof of the assignment, Section 9‑406(c) of the same statute gives it the right to request reasonable proof, and Iron Crown Capital provides it promptly in writing.

Handle the notice as what it is: a payment direction from Iron Crown Capital as lienholder. It is not a change of payee requested by your vendor, and it does not depend on the vendor’s approval. Flag the vendor record, route each payment that comes due to the payee named in the notice, and send your written response to

Only Iron Crown Capital can release or modify the notice, and only in writing.

The lien can be confirmed on the state’s public UCC record, independently of Iron Crown Capital and of the vendor; the record names the secured party identified on your notice. Questions about the payee or the notice are answered in writing at

Because the amounts involved can be significant, we recommend that your legal department receive a copy of the notice the same day.

Independent Verification

Verify the lien on the state’s public record

Every state keeps a public UCC record, in most states at the Secretary of State, with an official online search. Your notice prints the filing office and its website. Every office’s official search is listed at . The check takes minutes and depends on nothing from Iron Crown Capital.

  1. Find the filing

    Find the UCC Filing No. and Filing Office printed on your notice.

  2. Go to the official source

    Go to the official UCC search website of that filing office, shown on your notice, or scan the QR code. It is the state’s site, not ours.

  3. Search

    Search by the filing number or your vendor’s name.

  4. Confirm

    Confirm that the secured party shown on the record matches the secured party, or the filing representative, named on your notice.

Section 9‑406 of the Uniform Commercial Code is part of Article 9. Each state enacts it in its own statutes, for example N.Y. U.C.C. Law § 9‑406, Fla. Stat. § 679.4061, Tex. Bus. & Com. Code § 9.406 and Cal. Com. Code § 9406. Read the model text at .

Contact us only by the email addresses and phone number shown on this website.

Conflicting Instructions

If your vendor tells you to disregard the lien notice

A lien notice is not a request, and it is not your vendor’s to withdraw. These are the instructions account debtors most often receive, and what applies to each one.

What you may be toldWhat applies

The notice is a scam.

Verify it yourself on the state’s public UCC record, in most states at the Secretary of State, independently of us: the filing lists the secured party named on your notice, Iron Crown Capital or its filing representative. On request, we provide the Notice of Assignment your vendor signed when it entered into its agreement with us.

The matter has been resolved.

The payment direction remains in effect until the Maximum Amount is satisfied or Iron Crown Capital releases or modifies it in writing. A statement from your vendor is not a release. Ask your vendor for the written release and send it to us; we will confirm the status of the lien in writing.

Without a court order, you don’t have to do anything.

A lien notice does not come from a court and does not need one. Its effect comes directly from Section 9‑406(a) of the Uniform Commercial Code, in force in every state: once your company receives the notice, a payment to the vendor does not discharge your company’s obligation, and a payment to Iron Crown Capital does. No court order and no second notice are required.

Our contract with the vendor prohibits assignment.

Under Section 9‑406(d) of the Uniform Commercial Code, a term in your agreement with your vendor that prohibits or restricts assignment, or requires your consent to it, is generally ineffective.

Keep paying the vendor as usual.

After your company receives the notice, payment to the vendor does not discharge your company’s obligation to Iron Crown Capital, and your company may be required to pay the same amount again.

The notice only covers today’s invoice.

The payment direction covers amounts payable now and in the future, up to the Maximum Amount stated in your notice, and remains in effect until that amount is satisfied or Iron Crown Capital releases or modifies it in writing.

Your vendor says it will take responsibility.

A promise from your vendor to reimburse your company does not change your company’s obligation under Section 9‑406(a) of the Uniform Commercial Code. The vendor’s assurance is not a release and does not protect your company.

Just hold the payment until this is sorted out.

Iron Crown Capital does not object to a hold while your company verifies the notice; the Administrative Hold status below tells us so. The held amount is released only to the payee named in your notice, not to your vendor.

If I pay you, my vendor can’t keep operating.

Your vendor was paid for these receivables by Iron Crown Capital when it entered into its agreement. Under Section 9‑406(a) of the Uniform Commercial Code, a payment made to Iron Crown Capital discharges your company’s obligation to the vendor for that amount; the vendor cannot treat it as unpaid. Nothing in the notice asks your company to stop doing business with the vendor, and the notice does not change the terms of your arrangement with it.

Payment to the wrong party

A payment released to your vendor, a substitute payee or any account other than the one named in your notice, after your company received the notice, does not discharge your company’s obligation. Under , that amount remains payable to Iron Crown Capital, and your company may be required to pay it a second time. Recovery of a misdirected payment is a matter between your company and your vendor.

Written Response

Respond to your lien notice

Iron Crown Capital requires a written response to every lien notice. Each status opens a pre-addressed email to liens@ironcrowncapital.com. If your email does not open, copy the subject line and send it from any mailbox.

Payment Record Updated

Your payment records now reflect the notice.

Seq. [Your Sequence No.] – AP Status – Payment Record Updated
Email this status

No Current Payable – Future Amounts Flagged

Nothing is payable to the vendor today, and your company has flagged the vendor’s account so that all future payments follow the notice.

The notice applies to future amounts. A payment later released to your vendor, or to anyone other than the payee named in your notice, does not discharge your company’s obligation, and your company may be required to pay that amount again.

Seq. [Your Sequence No.] – AP Status – No Current Payable – Future Amounts Flagged
Email this status

Administrative Hold

A payment or vendor record is on hold.

Seq. [Your Sequence No.] – AP Status – Administrative Hold
Email this status

Proof/Review Requested

You would like supporting documents or review.

Seq. [Your Sequence No.] – AP Status – Proof/Review Requested
Email this status

Or send the subject line shown above to

Download the AP checklist (PDF)

Supporting Documents

Request proof of assignment

Under , your company may request reasonable proof that the assignment has been made. On request, Iron Crown Capital promptly provides it: the Notice of Assignment your vendor signed and the provisions of the related agreement that assign the receivables.

Request proof by email

Confirm Before Paying

Protecting your payments

The state’s public UCC record identifies the secured party named on your notice, Iron Crown Capital or its filing representative. Your notice, this website and that record agree. Use only the email addresses and telephone number shown on your notice and on this website.

Confirm any change in payment instructions before sending payment by writing to Iron Crown Capital in a new email to , not by replying to the message that proposed the change.

If someone contacts you claiming to be Iron Crown Capital from any other email domain or phone number, do not act on it. Contact us directly.

Definitions

Terms used on this page

Uniform Commercial Code (UCC)
The body of commercial law enacted, with local variations, in all fifty states, the District of Columbia and Puerto Rico. Article 9 governs security interests in personal property, including receivables.
UCC § 9‑406
Section 9‑406 of the Uniform Commercial Code, cited on your notice as UCC § 9-406. It governs payment by a company after it receives notice that the amounts it owes have been assigned.
Lien / security interest
A secured party’s legal interest in property, here your vendor’s receivables, that secures performance of the vendor’s obligations.
UCC‑1 financing statement
The public filing with the state filing office, in most states the Secretary of State, that records a secured party’s lien.
Secured party / lienholder
The holder of the lien. Here, Iron Crown Capital.
Filing representative
A company that files UCC records on behalf of a secured party and may appear on the record in the secured party’s place. Your notice identifies it when it applies.
Account debtor
The business obligated to pay a receivable. Here, your company.
Assignee
The party to which the receivables were assigned, and to which payment is directed. Here, Iron Crown Capital.
Assignor
The business whose receivables were assigned. Here, your vendor.
Notification of assignment
The written notice directing payment to the assignee. Here, the lien notice you received.
Discharge
Satisfaction of a payment obligation, so that nothing more is owed. After notice, payment to the assignor does not discharge it; the amount remains owed.

Counsel

Our position, and the role of your counsel

This page sets out Iron Crown Capital’s position as secured party and lienholder under Article 9 of the Uniform Commercial Code. Iron Crown Capital does not represent your company. Because a payment released contrary to a notice under may leave your company obligated to pay the same amount a second time, we strongly recommend that your company review its lien notice with its own counsel before releasing any payment to anyone other than the payee named in the notice. We welcome contact from your counsel at

Your notice and the related agreement control.