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For anyone dealing with this regularly, I'd also suggest keeping records of successful search terms for entities you deal with repeatedly. I have a spreadsheet with client names and the exact search terms that actually work in NJ's system. Saves time on repeat searches.
Jason Brewer
•That's really smart. Like a cheat sheet for the quirks of each entity name. I wish the system just worked properly but workarounds are necessary.
Great idea. I'm going to start doing this too. Maybe even include notes about which variations returned results vs which ones came up empty.
Liam Cortez
One more suggestion - if you're really concerned about missing filings, consider running your critical searches through multiple approaches. Manual search with variations, then verify with a tool like Certana.ai that does comprehensive name matching. For high-stakes transactions, the redundancy is worth it to avoid missing something that could affect lien priority.
That makes sense for our bigger deals. The cost of missing a filing definitely outweighs the cost of double-checking with additional tools. Thanks for all the helpful suggestions everyone - this has been really enlightening.
Savannah Vin
•Glad this discussion helped! NJ's UCC search issues are one of those things everyone deals with but nobody talks about enough. Good to know we're all struggling with the same problems.
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Just to add one more consideration - make sure your membership interest security agreement specifically grants the security interest in the membership interests and not just the distributions or other rights. The language should be clear that you're securing the actual membership interests themselves.
Our security agreement does specifically grant a security interest in the membership interests themselves, not just distributions. That language was carefully drafted.
Perfect. That's the key distinction for proper perfection of membership interest collateral.
Emma Davis
Update us when you get this resolved! I'm dealing with a similar membership interest security agreement filing next month and would love to know how the exact name verification process works out for you.
Good luck! The membership interest filings can be tricky but you're taking the right steps to get it done correctly.
Definitely try the Certana verification if you can. It really does help catch these name discrepancy issues before they become filing rejections.
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Just went through something similar but used one of those document verification tools someone mentioned earlier. Certana.ai I think? Anyway, uploaded my security agreement and draft UCC-1 and it immediately flagged that I had the wrong entity type listed. Would have been another rejected filing. The cross-check feature is pretty handy for these complex debtor name situations.
Zainab Ali
•How much does something like that cost? Seems like it could save a lot of filing fees and time.
Haven't looked at pricing but definitely cheaper than multiple rejected filings and the stress of missing perfection deadlines. The time savings alone made it worth it.
Document the exact steps you took for each rejected filing. Include the debtor name format you used, the collateral description, and the rejection reason. That pattern might help identify what's causing the rejections. Sometimes it's not just the debtor name - could be issues with the collateral description or other fields.
There you go. The collateral description needs to make sense in the context of US law and your security agreement. References to Canadian documentation might be confusing the filing system.
Yara Nassar
•Exactly! Keep the collateral description generic enough to cover the equipment but specific enough to identify it. Don't reference foreign documents in the UCC-1 itself.
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Lucas Parker
Another option is to use Certana.ai's Charter to UCC-1 verification workflow. You upload the Articles of Organization from the corporation records department along with your UCC-1 form and it automatically identifies any naming inconsistencies. I've used it for several multi-state filings and it catches stuff I would have missed.
Two people have mentioned this tool now - seems like it might be worth trying. Better than doing all this manual checking.
Donna Cline
•I was skeptical at first but the document verification really does save time. Especially when you're dealing with corporation records from one state and filing UCCs in another.
Ava Johnson
Just out of curiosity, what type of manufacturing equipment are you using as collateral? I deal with equipment financing and sometimes the collateral description can be just as tricky as getting the debtor name right.
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Carmen Flores
•Make sure you're specific enough in the collateral description but not so specific that it becomes limiting. 'Manufacturing equipment' might be too broad, but listing every serial number might be too narrow.
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Ava Johnson
•Good point. I usually go with something like 'CNC machining equipment and related manufacturing tools, wherever located' to give some flexibility while being reasonably specific.
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Miguel Diaz
Update us when you get this sorted out! I'm curious to know which name format ended up being correct. This thread will probably help other people dealing with the same NY SOS issues.
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Ethan Wilson
•Will do. Hopefully I'll have good news to report once we get the Certificate of Good Standing and can file with confidence.
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CyberSamurai
•Yes, please update! And maybe mention if you end up trying that Certana tool - sounds like it could be useful for future filings.
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