I am reviewing a loan where the lender has done a new loan with a security agreement, to be secured by an existing UCC. He has not however, referred to this UCC filing in the agreement. Is this necessary for our lien to be "perfected"?
Thank You.

It is my understanding that the new security needs to identify the assets securing the loan and the filed UCC perfects the interest. I have never referred to the UCC filing in a security agreement.

I thought that these documents went in a specific direction. You get the security agreement first, which authorizes the filing of the financing statement. The financing statement "perfects" the lien. I do not think it goes back in the other direction.

There may be some difference in state laws, but typically, a UCC filing is effective for 5 years from the date filed, regardless of the date of the security agreement. In order to be "perfected" you need both the Security Agreement and the UCC filing. There is no requirement that I am aware of (unless it is specific to your state law) that requires the Security Agreement to reference the UCC filing.

have bank in first position and vendor in 2nd position
moving to new bank need to have an agreement with bank and vendor having bank in first position and vendor in second
i need help

You could have a Subordination Agreement, signed by the vendor, which states that the vendor agrees that the UCC of the Bank has priority to the UCC of the vendor. The new financial institution would want to know that going into the deal. I would require the Subordination Agreement be signed by the vendor prior to making a new loan. Another alternative is for the vendor to release or partial release the UCC and re-file after the new bank has attained perfection. The new financial institution or legal counsel can provide the Subordination Agreement.

Couldn't bank #1 assign their UCC to bank #2?

In order to get an assignment of the UCC, you'd have to take assignment of the Note and Security Agreement.

That is a state law issue.

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Can you expand on that, please?

NANWA

Did you notice that in 9-502 it states the a “financing statement may be filed before a security agreement is made or a security interest otherwise attaches.” There is no need for a security agreement to file a financing statement. You just need to have the debtor sign something to authorize the filing. You can file while your negotiating the loan.

There is a priority advantage for a bank to take an assignment of the note and security agreement when someone assigns their filing, but it is not required. Priority can be affected by the terms of the security agreement. This is a little advanced for this forum.

However, in 9-322, the general rule of priority, there is no requirement to have the note and security agreement assigned.

Also, stating that this subject is controlled by state law is a truth. But all 50 states and Washington DC adopted the same law for the general rule of priority, verbatim.

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This is frequently done when collateral is very important to the deal,

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If the collateral is unimportant make the loan unsecured and it will save you a lot of time and hassle.