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Sean Murphy
One thing to watch out for is if your borrower is a subsidiary or has parent companies - sometimes the actual debtor entity is different from who you think you're lending to. Make sure you're filing against the right legal entity that actually owns the collateral.
Amina Diop
•Good reminder - I should verify the ownership structure to make sure we're filing against the entity that actually has title to the equipment.
Sean Murphy
•Exactly - it's not uncommon for equipment to be owned by a parent company while the operating subsidiary is the one you're dealing with day-to-day.
StarStrider
Update: I pulled fresh organizational documents and you were all right - the legal entity name was different from what I had been using. Refiled with the correct charter name and it was accepted within 24 hours. Added the DBA information in the additional details section for search purposes. Thanks for the guidance - this could have been a real problem if we'd left the wrong name on file.
Freya Larsen
•Perfect resolution - using the legal name with DBA information captured elsewhere gives you the best coverage for notice requirements.
Emma Wilson
•Great outcome! This is exactly why double-checking debtor names against current organizational documents is so critical for UCC filings.
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Been there! Security agreement law requires the UCC-1 to give sufficient notice of the collateral, and generic descriptions don't always cut it anymore. The good news is once you refile with better collateral language, it should go through fine. Just make sure to copy the specific equipment types from your security agreement.
Good plan. You'll get it sorted out. This kind of security agreement law issue is super common.
Mason Kaczka
•Agreed - happens to everyone at least once. The important thing is catching it and fixing it quickly.
Sophia Russo
One more vote for being more specific with collateral descriptions. Security agreement law is moving toward requiring better notice to other creditors, so the days of super generic descriptions are probably over. Better to be overly detailed than too vague.
Evelyn Xu
•This is such good advice. I've started including way more detail in all my UCC-1 collateral descriptions.
Sophia Russo
•Smart move. It's easier to be thorough upfront than deal with rejections later.
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Tami Morgan
Just to add another perspective - you might want to consult with a Colorado attorney who specializes in secured transactions if the loan amount is substantial. The cost of legal advice is probably much less than the potential loss if your security interest lapses. Some of these UCC technicalities can have serious consequences.
That's probably good advice. I think I'm going to try the continuation with the original name first, but having legal backup might be smart given what's at stake.
Rami Samuels
•Definitely worth it for high-value loans. UCC mistakes can be very expensive to fix after the fact.
Update request - please let us know how this turns out! I'm sure others will face similar issues and it would be helpful to know what approach actually works with Colorado's system.
Will definitely update once I get this resolved. Thanks everyone for the advice - feeling much more confident about the approach now.
Yes, please follow up! These kinds of real-world examples are super valuable for the rest of us dealing with UCC filings.
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Whatever you decide, make sure you keep detailed records of your filing attempts and the rejection reasons. If this ever becomes a priority dispute later, you'll want to show you were diligent about trying to perfect your assignment.
Josef Tearle
•Good point about documentation. I always screenshot rejection notices and keep email records of all UCC correspondence.
Update us on what works! I'm dealing with a similar name issue on a different UCC-3 filing and curious which approach you end up taking.
Anna Kerber
•Will do! Leaning toward the amendment first approach based on everyone's advice. Don't want to risk any perfection issues with such a large deal.
Smart choice. Better safe than sorry with UCC filings, especially on high-dollar deals.
Josef Tearle
Just went through something similar last month. Had 3 UCC-3 amendments with slightly different debtor names and spent hours trying to figure out if they were all valid. Turns out the secured party had been sloppy with their filings and 2 of the 3 amendments were technically defective due to name mismatches. We ended up requiring new UCC-1 filings before closing. Better safe than sorry when it comes to perfected security interests.
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Khalil Urso
•How did you determine which amendments were defective? Did you use specific state guidelines or just general UCC principles?
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Josef Tearle
•We consulted our state's specific debtor-name rules and also looked at recent court cases involving similar name variations. Some variations are acceptable, others are not.
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Myles Regis
The relationship between amendments and the original filing should be clear from the filing numbers. Each UCC-3 should reference the specific filing number of the UCC-1 it's amending. If the filing number references don't match up properly, that's a red flag. Also, check if any of the amendments are actually terminations rather than true amendments - sometimes search reports categorize all UCC-3 filings together even though they serve different purposes.
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Brian Downey
•Yeah, I've seen search reports that list terminations as amendments. Very confusing if you're not familiar with UCC-3 form purposes.
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Jacinda Yu
•This is another area where document verification tools can help. They can automatically check that filing number references are correct and categorize the different types of UCC-3 filings properly.
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