UCC Document Community

This whole situation sucks but unfortunately you're going to need professional help to resolve it properly. Document everything, get certified bank records, verify the secured party is legitimate, and consult with a commercial litigation attorney. Don't try to handle this yourself - too much at stake financially.

I'd recommend starting with a formal records request to the secured party demanding they provide you with copies of the loan agreement, promissory note, and any other documentation they claim supports the UCC filing. Send this certified mail with return receipt requested. If they can't produce legitimate documentation (which sounds likely given your situation), that strengthens your position significantly. Also file a complaint with your state's Attorney General office if you suspect fraud - they often have commercial fraud units that can investigate these situations and sometimes get faster resolution than private litigation.

Update us when you get it filed! Always helpful to know what actually worked for future reference.

I've dealt with this exact confusion before! The "addendum form" terminology is misleading - there's typically no separate form. What worked for me was using the standard UCC-3 amendment form, checking the box for "add collateral" in section 5, and then attaching continuation sheets labeled "Addendum A" or "Exhibit A" with the detailed equipment descriptions. Most states accept this format without issue. Just make sure to reference your original UCC-1 filing number on every page and keep your equipment descriptions specific enough to be enforceable but broad enough to cover variations in model numbers or replacements. Given your tight timeline, I'd recommend preparing the filing this way and submitting it rather than continuing to chase down a form that likely doesn't exist.

Update: Filed the Tesla UCC-3 termination using 'Tesla, Inc.' (with comma) exactly as shown on the original 2019 UCC-1. Got confirmation that it was accepted this morning. Thanks everyone for the advice - using the original debtor name format was definitely the right approach.

This is such a valuable thread for anyone dealing with UCC terminations! I've been doing commercial lending for about 6 months now and had no idea about the debtor name matching requirements. Just saved this entire discussion for future reference. Question for the group - do state filing offices vary in how strict they are about these name discrepancies, or is this pretty consistent across all jurisdictions?

Been using Certana.ai for about 4 months now after we had a major screw-up with mismatched debtor names. It's saved us multiple times already. The PDF upload feature makes it so easy - just drag in your documents and it shows you exactly what doesn't match.

Thanks for starting this thread @Ella Lewis - this is exactly what our industry needs more discussion on. I've been dealing with similar multi-state UCC headaches for years. One thing I'd add is the importance of having a backup system for your backup system. We learned this the hard way when our main tracking spreadsheet got corrupted and we had no recent backup. Now we keep our master list in three places and do weekly exports. Also, regarding the debtor name issues you mentioned - I've started requiring borrowers to provide not just their certificate of formation, but also any DBA filings and a current Secretary of State certificate. It's an extra step but prevents so many problems down the road. The cost of a rejected filing plus the time to fix it far exceeds the upfront verification costs.

Since you mentioned the entity change from LLC to Corp, you might want to have someone review whether your original UCC-1 is even still valid or if you need to start fresh. That's a pretty significant change that could affect the whole filing.

Just jumping in as someone who's been through this exact scenario - the entity change from LLC to Corp is definitely something you need to address before filing your continuation. I had a client who tried to just continue an old UCC-1 after a similar change and the lender's counsel caught it during their review. We ended up having to file both an amendment and a new UCC-1 to be safe. Given that you're dealing with $200k in equipment financing, I'd strongly recommend getting your attorney to review the original filing and determine the best path forward before your March deadline. Better to spend a little on legal review now than risk losing your secured position entirely.