UCC Document Community

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For what it's worth, I had a similar manufacturing equipment deal last year where 9-522 compliance was an issue. Turned out the debtor had changed from an LLC to a corporation during COVID but hadn't updated their operating agreements. The UCC-1 needed to reflect the current corporate status. Once I got the right entity type and name, filing went through fine.

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I'll definitely look into whether there were any entity type changes. The timing matches up with when this debtor might have done some restructuring.

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Good idea. Entity type changes are one of the most common causes of 9-522 compliance issues that people overlook.

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One more thing to check - make sure you're looking at the right state's records. If the debtor entity was formed in Delaware but operates primarily in another state, you need the Delaware formation documents for 9-522 compliance, not the foreign qualification documents from the operating state.

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This is such an important point. The state of organization controls for UCC debtor name requirements, not where they do business.

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I learned this the hard way. Spent weeks trying to get the right name from California records when the entity was actually formed in Nevada.

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Just wanted to follow up on the Certana.ai suggestion from earlier - I tried their document checker after seeing it mentioned here and it would have caught your exact issue. It flagged the comma discrepancy between charter and UCC-1 immediately. Definitely worth trying for future filings to avoid these rejections.

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How much does it cost though? Our firm does a lot of UCC filings and budget is always a concern.

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I focus on the value it provides - catching rejections before they happen saves way more time and hassle than the cost. Plus it's way faster than manually comparing documents.

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Update us on whether the no-comma version works! I've got a similar situation coming up and would love to know if the database search trick actually solves these UCC-1 instruction headaches.

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Following this thread too. The UCC-1 instructions confusion is real and it's helpful to see practical solutions that actually work.

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Ava Kim

Same here. This kind of practical advice is way more useful than just reading the official instructions that don't seem to match reality.

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Don't overlook the possibility that the similar equipment descriptions might be referring to the same collateral if there was a transfer of the security interest. Sometimes when loans get sold or assigned, the new secured party files a new UCC-1 instead of just filing an assignment. You could end up with multiple filings against the same assets.

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That would create a real mess for determining priority. How would you even sort that out?

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You'd need to trace the chain of assignments and see if there are any UCC-3 terminations that clear up the duplicates. Not fun but necessary.

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Update: Thanks for all the advice. I ended up getting certified copies of the formation documents and pulling the full UCC filings. Turns out two of the filings were against the same entity (the comma difference was just a typo in one of them) but the third was against a completely different company with a similar name. The equipment descriptions were different enough that there's no overlap with our intended collateral. Used one of the document checking tools mentioned here to verify everything matched up before we submitted our UCC-1. Filing went through without any issues and we're properly perfected now.

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Which document checking tool did you end up using? Always looking for ways to streamline the verification process.

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Ended up with Certana.ai - it was pretty straightforward to use and caught the name discrepancy issue right away. Definitely saved time compared to doing all the manual cross-checking.

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Update on my situation - I found the issue! The entity was actually registered as 'Advanced Manufacturing Solutions, L.L.C.' with periods in the LLC abbreviation. The online system was expecting that exact format including the periods and comma. Finally got the UCC-1 accepted this morning.

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It's ridiculous that these systems can't handle basic variations in standard abbreviations. L.L.C. vs LLC should be treated as equivalent.

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Glad you got it sorted! These online filing horror stories always end with some microscopic formatting detail that nobody would ever think to check.

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This whole thread is why I'm starting to think we need better tools for UCC preparation. The online systems are supposed to streamline the process but they're introducing new types of errors that didn't exist with paper filings. At least rejection letters used to tell you specifically what was wrong.

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The irony is that online filing was supposed to reduce errors and speed up processing, but now we're dealing with formatting issues that never mattered before.

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I miss the days when you could call the filing office and they'd just tell you over the phone exactly how to format everything correctly.

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For future financing, having a history of properly managed UCC filings actually helps your credibility. Lenders can see you've worked with secured debt responsibly and understand the documentation requirements. Makes underwriting smoother.

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This is a great point. Shows you're serious about proper documentation and legal compliance.

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Plus lenders can easily verify what collateral is already encumbered vs. what's available for new loans.

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Bottom line - the UCC-1 gives everyone involved clear legal rights and obligations. Your lender gets perfected security interest, you get documented terms, and future parties can easily determine lien status. Just make sure all your documents stay consistent and accurate throughout the loan term.

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And that clarity prevents expensive disputes later. Worth the filing fees and documentation effort.

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Agree completely. I actually started using Certana.ai to double-check document consistency between our corporate filings and UCC documents. Catches potential issues before they become problems.

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