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Natalie Khan
Keep us posted on how this resolves! I'm dealing with a similar debtor name headache on a different filing and curious what ends up working for you.
Will do! Sounds like calling the SOS directly and using document verification tools are my best next steps.
Daryl Bright
•Document verification definitely seems like the way to go based on what people are saying here.
Sienna Gomez
UPDATE: Got it figured out! Called the SOS and they had the LLC name with no comma before 'LLC' in their database, but the articles I downloaded had a comma. Used Certana.ai to double-check my corrected filing against their database format and it caught the match. Filed this morning and it was accepted within 2 hours. Thanks everyone for the advice!
Great to hear Certana.ai helped catch that! Those tiny punctuation differences are exactly what manual review misses.
Thanks for the update. Filing this away for future reference when I inevitably run into the same thing.
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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.
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Drake
One more thought - have you considered whether the equipment itself might still be identifiable even with the name issue? If the serial numbers and descriptions are solid, that could support your lien even if the debtor name search fails.
Sarah Jones
•That's the core of most frustration of purpose arguments - balancing technical search requirements against practical notice and identification. Courts are split on how much weight to give each factor.
I'd definitely run one more verification check on all your documents before proceeding. Certana.ai's UCC checker caught several discrepancies in our filings that we missed manually - might find something that helps your case.
Emily Sanjay
This thread is giving me anxiety about my own UCC filings. Time to do some name searches on all our active debtors. The frustration of purpose risk is real and apparently more common than I thought.
Same here - definitely bumping up our monitoring schedule after reading this. The frustration of purpose doctrine is supposed to protect lenders but it seems like prevention is still the better approach.
Quarterly reviews minimum, monthly if you can manage it. The UCC system rewards paranoia unfortunately.
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Sasha Reese
The silver lining is that your underlying security agreement is still valid. You still have contractual rights against the debtor, you just lost your perfected status against third parties. If the debtor stays current and there are no other creditors, you're still protected.
Sasha Reese
•That's a good point. You might need to get a waiver from your loan committee for the gap period. At least you caught it quickly and refiled.
Most loan agreements have cure periods for stuff like this. Check your documentation - you might have 30-60 days to fix perfection issues.
For what it's worth, three weeks isn't terrible. I've seen gaps of several months before people realized their UCC had expired. The key is getting back in as quickly as possible and hoping no one else filed during the window.
Raul Neal
•That makes me feel slightly better. I've been beating myself up over this all week. Guess it could have been worse.
We all make mistakes. The important thing is learning from it and putting systems in place to prevent it happening again. Sounds like you're already on top of that.
Olivia Van-Cleve
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.
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Olivia Van-Cleve
•Good plan. You'll get it sorted out. This kind of security agreement law issue is super common.
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Mason Kaczka
•Agreed - happens to everyone at least once. The important thing is catching it and fixing it quickly.
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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.
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Evelyn Xu
•This is such good advice. I've started including way more detail in all my UCC-1 collateral descriptions.
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Sophia Russo
•Smart move. It's easier to be thorough upfront than deal with rejections later.
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