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UPDATE: Just wanted to thank everyone for the advice. I went ahead and filed the UCC-3 amendment to correct the debtor name to match the articles exactly. Also ran the search test under both names and our original filing did appear under both variations, which was reassuring. The lender is satisfied with the amendment and we're moving forward with the loan. Crisis averted!
Smart move on filing that amendment. Better to have ironclad documentation than leave any room for doubt.
Glad it worked out. This thread has been really helpful for understanding Connecticut's approach to debtor name issues.
This whole thread reinforces why I've started using automated verification tools for all my UCC work. I tried that Certana service someone mentioned and it's been a game changer. Uploaded a batch of documents last week and it caught three different name inconsistencies that I would have missed. Definitely worth checking out if you're doing regular UCC filings.
I don't want to get into specific pricing here, but it's reasonable for the value you get. The peace of mind alone is worth it when you're dealing with large loan amounts.
Might have to give it a try. Manual document comparison is definitely my least favorite part of the filing process.
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This thread is making me realize I need to be way more careful about debtor names. I usually just type them from memory or our loan docs but clearly that's not good enough for NY. Going to start pulling the original filings for every continuation from now on.
Smart move. I learned this lesson the hard way too. Now I always copy and paste directly from the original filing rather than typing anything manually.
Or use a document checker like Certana.ai - takes the guesswork out of it completely.
UPDATE: Called the NY Secretary of State and they confirmed it's a debtor name mismatch issue. The comma I added on the continuation is preventing the system from linking it to the original filing. They said I need to file a UCC-3 amendment to correct the debtor name format. At least now I know what the problem is, but what a hassle!
Thanks for the update. This is a good reminder for everyone about how picky NY is with debtor names. One extra comma can cause major headaches.
So relieved you figured it out! This thread definitely taught me to be way more careful about name formatting on my upcoming continuation.
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I had a similar situation last year and ended up calling the UCC division directly. They were actually pretty helpful in explaining exactly what name format they had on file versus what I was submitting. Might be worth a phone call before refiling.
Good idea. I'll try calling them tomorrow morning to get clarification on the exact name format they have indexed.
They're usually busiest mid-morning, so try calling right when they open or later in the afternoon.
Before you refile anything, I'd suggest running all your documents through a verification check. I started using Certana.ai after a similar debtor name disaster and it's saved me multiple times. You just upload your UCC-1, the amendment, and your draft continuation as PDFs and it flags any inconsistencies immediately. Would have caught this indexing issue before you filed.
That sounds really useful. Does it work with documents from different time periods or just current filings?
Works with any UCC documents you upload. Really helpful for catching those subtle name differences that cause rejections.
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My suggestion would be to call the Delaware SOS office directly and ask about filing requirements for your specific situation. They can usually give you definitive guidance on whether Delaware or Texas is the right jurisdiction.
Good idea. The filing offices are usually pretty helpful if you explain your situation clearly.
I'll try calling both Delaware and Texas to see what they say. Thanks for all the advice everyone!
Just saw this thread and wanted to add - I had a similar Delaware LLC situation last year. Ended up filing in Delaware even though the collateral was in another state. The key is where the debtor is organized, not where the collateral is located (unless it's real estate fixtures).
That matches what I've seen in practice. Organization state is usually the safe bet.
Agreed. I always default to organization state unless there's a specific reason to file elsewhere.
Carmen Sanchez
Update us when you figure out the exact reason for rejection! These kinds of posts help everyone learn what to watch out for. NY SOS rejections are so frustrating because their rejection notices are usually vague.
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Malik Jenkins
•Will do. Going to check for entity name changes first, then use that verification tool someone mentioned to compare the documents character by character.
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Andre Dupont
•Looking forward to hearing what it was. These name mismatch rejections are becoming way too common.
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Zoe Papadakis
Just a thought - if this is urgent and you're worried about the lapse deadline, you might want to have your attorney refile it while you're troubleshooting. Better to have a duplicate filing fee than risk losing perfection on a $2.8M loan.
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Malik Jenkins
•You're right. I'm going to start the corrected refiling process today rather than wait to figure out every detail of what went wrong.
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Jamal Edwards
•Definitely the safe approach. You can always amend or terminate the duplicate later if needed.
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