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Quick update on your situation - if the loan documents use the no-comma version, you might want to consider having the borrower sign an acknowledgment that their legal entity name (with comma) is the same as the name used in the loan docs (without comma). Doesn't affect the UCC filing decision but gives you some cover on the loan documentation side.
That's a really good idea for the loan file. I'll draft something up. Still going with the charter name for the UCC though.
Ethan Clark
•Smart move. Always better to have too much documentation than not enough when it comes to entity name variations.
Mila Walker
One more check you should do - pull their current certificate of good standing from NJ. Sometimes the name format on the good standing certificate is slightly different from the original articles, and that's considered the most current official name. Worth the $25 to be absolutely sure.
Chloe Green
•How current are those certificates usually? Like if there was a recent name change, would it show up immediately?
Mila Walker
•In NJ, usually within a week of any filing. But I always check the date on the certificate to make sure it's recent enough for my purposes.
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Side question but related - does Alabama require you to search by exact entity type? Like if it's an LLC do you have to include 'LLC' in the search?
Nia Johnson
•Yes, Alabama is pretty strict about entity designations in searches. Always include the full legal name with LLC, Inc, etc.
Thanks! That explains why some of my searches have been coming up empty.
Just want to echo what others said about getting the actual documents. Alabama's search summaries are notoriously unreliable. I've seen filings marked as 'Active' that were actually terminated months earlier.
Unfortunately no. Always verify with the source documents, especially for important transactions.
This is why I always budget extra time for Alabama UCC due diligence.
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Not trying to pile on, but have you considered that this might be a good time to bring in outside counsel? If you're questioning 200+ filings, that's potentially millions in unsecured exposure.
Xan Dae
•The thought has crossed my mind, but I'm hoping to resolve this internally first. Legal fees would be astronomical for a full portfolio review.
True, but the cost of having invalid liens could be much worse. Maybe start with a spot check of your biggest exposures?
Rajan Walker
Update us when you get this resolved - I'm dealing with similar debtor name headaches on three different deals right now. Would love to know what works for you.
Xan Dae
•Will do. Going to try that Certana.ai tool first and see if it catches anything else I'm missing, then probably bite the bullet and file with the exact Articles name.
Smart approach. Document verification before filing is so much cheaper than fixing rejected filings after the fact.
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Have you tried the exact name search function in the SOS database? Sometimes that will show you exactly how the name should be formatted for UCC1 filling purposes. It's usually more reliable than just looking at the incorporation documents.
Lucas Turner
•The exact name search is definitely the way to go. I've found that sometimes the business entity search results don't show the exact formatting that the UCC system expects.
Kai Rivera
•This is why I always recommend using automated verification tools like Certana.ai before submitting. It eliminates all this guesswork and tells you exactly what formatting issues need to be fixed.
Anna Stewart
Update us when you get it resolved! These debtor name formatting issues are so common that it would be helpful to know what finally worked. I'm sure other people will run into the same problem with business names that include ampersands.
Sophia Clark
•Will do! I'm going to try the suggestions about using 'and' instead of '&' and double-checking the exact SOS database formatting. Hopefully one of those approaches works.
Yeah please post an update. I have a client with a similar business name structure and I'm dreading having to deal with the same formatting issues.
LilMama23
For Chicago specifically, are you using the Illinois SOS system or going through a third-party service? I've found the official state system sometimes gives different results than commercial search services.
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LilMama23
•It's worth doing for high-value deals. Sometimes the commercial services pick up filings that the state system misses or displays differently.
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Gabrielle Dubois
•I've seen that too - the state and commercial databases sometimes show different results even though they're supposedly pulling from the same source.
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Zainab Mahmoud
Bottom line - there's no substitute for being thorough with name variations when doing UCC searches. The one filing you miss could be the one that kills your deal. I always assume there might be something I didn't find and search accordingly.
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Yuki Tanaka
•Good point. Better to over-search than miss a critical filing. Thanks everyone for the advice - this has been really helpful.
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Carlos Mendoza
•Agreed. The extra time spent on thorough searching is nothing compared to the cost of missing a senior lien.
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