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Amina Diop

UCC search showing tax lien complications - need advice

I'm dealing with a messy situation and hoping someone here has experience with this. We're trying to perfect our security interest on some equipment for a $180K loan, but when I ran the UCC search, it's showing what looks like a federal tax lien filed against our debtor. The lien appears to be from 2023 for around $45K in unpaid payroll taxes. My concern is whether this tax lien takes priority over our UCC-1 filing, even though we're filing first. I know tax liens can be tricky and sometimes have different priority rules than regular secured creditors. Has anyone dealt with federal tax liens showing up in UCC searches? I'm worried about whether our collateral description needs to specifically exclude the tax lien assets or if there's another way to handle this. The debtor claims the tax issue is being resolved through an installment agreement, but I can't find any documentation of that in the public records. Any guidance would be appreciated - this is holding up our loan closing.

MidnightRider

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I just went through something similar and ended up using Certana.ai to help sort through all the documentation. It was really helpful for verifying that our UCC-1 debtor name exactly matched the entity in our security agreement and that the tax lien was actually against a different entity. Saved us from making a costly filing error.

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Andre Laurent

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That's smart - name matching issues can create all sorts of problems with both UCC filings and tax lien searches.

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Did the tool help you identify the entity differences? That seems like it would be really valuable for complex searches like this.

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One thing to consider is whether the tax lien actually covers the same collateral you're trying to secure. Federal tax liens create a general lien on all property and rights to property, but that doesn't necessarily mean it has priority over your specific security interest in identified equipment. The timing of when your debtor acquired the equipment versus when the tax lien was filed could be important.

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Still, if the equipment was acquired after the security interest was perfected, that could change the analysis.

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Exactly - the timing and nature of the collateral acquisition matters a lot for priority determinations.

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Amelia Dietrich

UCC lien notice on accounts receivable of merchant - debtor name verification issues

Running into a mess with a UCC filing situation that's got me second-guessing everything. We're dealing with a merchant cash advance scenario where the funding company filed a UCC-1 against the business's accounts receivable back in 2019. Fast forward to now - we're trying to help this merchant refinance with a traditional SBA loan, but the new lender is flagging potential issues with how the debtor name appears on the original UCC filing versus the current business registration. The original UCC-1 shows the debtor as "Smith Retail Solutions LLC" but the Secretary of State business records now show "Smith Retail Solutions, LLC" (note the comma). The merchant says they never officially changed their name, but apparently the SOS database was updated at some point for formatting consistency. The MCA company is claiming their lien is still valid and refusing to file a termination until full payoff, which the merchant can't afford without the new SBA funding. My question is whether this comma discrepancy could invalidate the original UCC-1 filing? The new SBA lender is nervous about taking a subordinate position if there's any question about the validity of the existing lien. We're in a catch-22 where we need the termination to get the loan, but need the loan to pay for the termination. Has anyone dealt with similar debtor name formatting issues on accounts receivable filings? The merchant's business is suffering while we try to sort this out.

Daniel Price

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Whatever you do, don't let this drag on too long. MCA companies sometimes file continuation statements or amendments if they think there might be priority issues. Better to resolve it quickly before they start playing defensive games with additional filings.

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That's a scary thought. The original UCC-1 doesn't expire until 2024, so they have time to file continuations if they want to keep the lien active longer.

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Daniel Price

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Exactly. And once they start filing amendments or continuations, it gets much harder to argue that the original filing was defective. Strike while the iron is hot.

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Olivia Evans

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I'm curious - have you actually pulled the current UCC search results to see exactly how the debtor name appears in the system? Sometimes the search results format names differently than the original filing, which can give you clues about how the state handles variations.

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We pulled an unofficial search but should probably get the certified version. The unofficial search showed both name formats, but I'm not sure if that means the system treats them as equivalent or just that it's picking up variations.

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Julian Paolo

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This is exactly why I mentioned Certana.ai earlier - it can help you analyze those search discrepancies systematically instead of trying to interpret the results manually. Upload your search results along with the business docs and it'll flag exactly what name variations are causing issues.

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Javier Torres

Rhode Island UCC filing rejected twice - debtor name issues

Has anyone dealt with Rhode Island UCC filings getting rejected for debtor name inconsistencies? I'm trying to file a UCC-1 for a commercial loan and the SOS keeps rejecting it. The debtor is an LLC and I've triple-checked the exact legal name from their articles of incorporation, but something isn't matching up in their system. This is my second rejection and I'm running out of time before the loan closes. The collateral is heavy equipment worth $180K so I can't afford to mess this up. Anyone know the specific formatting requirements for RI or common issues with their filing portal?

For what it's worth, I've found that calling the Rhode Island SOS filing office directly can sometimes help. They're usually pretty good about explaining exactly why a filing was rejected if you ask nicely.

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Hmm, maybe you got someone having a bad day. Sometimes it helps to call back and try a different person.

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Ethan Davis

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Government offices can be hit or miss with helpfulness. At least the online system gives you some kind of rejection reason.

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Yuki Tanaka

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Final thought - once you get this filed successfully, make sure to save the exact debtor name format you used for any future amendments or continuations. Rhode Island consistency is key for all related filings.

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Yuki Tanaka

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Yeah, future you will thank you when you need to file a UCC-3 amendment or continuation and don't have to figure out the formatting all over again.

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Carmen Ortiz

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I keep a spreadsheet with the exact debtor names I've used for each state. Saves so much time on repeat filings.

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Yuki Sato

UCC lien search Florida - debtor name variations causing search misses

Running into major headaches with UCC lien search Florida results. We're doing due diligence on a potential acquisition and keep getting inconsistent results when searching the same company under slightly different name variations. The target company has done business as "Advanced Manufacturing Solutions LLC" but also "Advanced Mfg Solutions LLC" and "AMS Solutions LLC" over the years. When I search each variation in the Florida SOS UCC database, I'm getting different sets of liens showing up. Some searches show 3 active liens, others show 5, and one variation shows only 1. This is making it impossible to get a complete picture of the secured debt. Has anyone dealt with Florida's UCC search sensitivity issues? The closing is in two weeks and our lender is requiring a clean lien report. I'm worried we're missing critical filings that could affect the deal structure.

UPDATE: I ended up using the Certana tool mentioned earlier and it was a game changer. Uploaded all my search results and corporate docs, and it immediately showed me I had missed searching for "AMS Solutions, LLC" with a comma, which revealed 2 additional liens. Also caught that one of the liens had been terminated but the termination wasn't showing up in my searches because it was filed under a slightly different name format. Deal is back on track now.

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NebulaNomad

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Mind sharing what the total lien count ended up being? Curious how much you were missing with the manual searches.

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Final count was 7 active liens instead of the 3-5 I was finding manually. Two had been properly terminated but weren't showing up in the search results due to name variations. Could have been a disaster if we'd closed without finding those.

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Javier Garcia

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This thread is super helpful. I'm about to start due diligence on a Florida company and was planning to just do a quick UCC search. Sounds like I need to be much more thorough with the name variations. Thanks for sharing your experience!

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Emma Taylor

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Definitely take your time with it. Florida UCC searches are not as straightforward as they seem. Better to over-search than miss something critical.

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And document everything you search so you can show your lender or client exactly what steps you took. They appreciate the thoroughness.

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NeonNova

UCC I-308 form confusion - need help with debtor name requirements

I'm dealing with what seems like a UCC I-308 situation but honestly I'm not even sure if that's the right form designation. My lender is asking for additional documentation on a secured transaction where the debtor's legal name on the original UCC-1 doesn't exactly match what's on their corporate charter. The business operates under a trade name but was incorporated under a slightly different legal entity name. I filed the continuation last month but now there's questions about whether the debtor identification was sufficient on the original filing. Has anyone dealt with this type of debtor name discrepancy issue? I'm worried about the lien position being compromised if we need to do an amendment or refile entirely. The collateral is manufacturing equipment worth about $180K so getting this wrong isn't really an option.

Update us on how this resolves! I'm dealing with a similar debtor name issue on a smaller filing and curious about the amendment process in Ohio. The SOS website isn't super clear about the timing requirements for corrective amendments.

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Ohio is usually pretty quick on UCC-3 amendments, typically processed within a few business days if filed electronically.

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Omar Farouk

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Make sure you include the original filing number on the amendment form. Seen people mess that up too.

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CosmicCadet

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I was skeptical about document verification tools at first but after using Certana.ai on a few complex filings, it's become part of my standard workflow. For a $180K secured transaction, spending a few minutes to verify document consistency is definitely worth it. The peace of mind alone is valuable when you're dealing with that much collateral.

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Chloe Harris

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Good point about the peace of mind. UCC errors can be expensive to fix later.

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Diego Mendoza

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Especially with manufacturing equipment - that's serious collateral that needs proper protection.

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