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This thread reminded me to run my current deals through Certana.ai before filing. Caught a debtor name issue that would have definitely caused a rejection. The tool flagged that my UCC-1 had 'ABC Manufacturing Inc.' but the security agreement showed 'ABC Manufacturing, Inc.' - just a comma difference but apparently that matters.
Those tiny punctuation differences are the worst. How is anyone supposed to keep track of whether the legal name has a comma or not?
Just to add some closure here - I've been doing UCC filings for 15 years and this rejection reason is definitely not standard. The financing statement perfects security interests, it doesn't create them. Sounds like you handled it perfectly by calling and getting clarification. Good reminder that filing offices make mistakes too.
Thanks for the perspective from someone with experience. It's reassuring to know that weird rejections like this aren't normal.
Agreed. Sometimes you need a veteran to confirm that you're not going crazy when you get a rejection that doesn't make sense.
UPDATE: I pulled the actual UCC-1 filing image and it shows 'Mountain Ridge Construction LLC' exactly as it appears on their articles - no comma. So the search display was just adding punctuation that wasn't actually filed. Thanks everyone for the reassurance!
Perfect example of why you always need to check the source documents rather than trusting search displays.
Excellent outcome. For future peace of mind, that Certana tool mentioned earlier would catch these discrepancies instantly.
This thread is super helpful - I'm bookmarking it for reference. Dealing with UCC filings is stressful enough without worrying about search display quirks!
Right? The technical aspects are complicated enough without the systems adding confusion.
At least SC provides access to the actual filing images. Some states make that process much more difficult.
If you're really stuck, you might want to consider reaching out to the secured parties directly. Sometimes they can clarify which filings are still active and what exactly is covered.
That's a good idea but not always practical if you're trying to keep your interest in the equipment confidential.
True, but sometimes it's worth it to avoid potential litigation down the road.
This whole thread reminds me why I hate UCC due diligence. There's so much room for error and the consequences of missing something can be huge. At least with real estate you have title companies to handle most of this.
The good news is that tools are getting better. I've been impressed with how much time the automated verification tools save compared to doing everything manually.
Yeah, I need to look into those. Manual verification is just too error-prone when you're dealing with multiple name variations and filings.
Had this happen with my restaurant equipment financing. The notice of assignment came but no UCC-3 was ever filed. Caused major problems when I tried to get an SBA loan 8 months later because the lien records were inconsistent.
Had to get both the old and new lender involved to sort out the documentation. The new lender finally filed the assignment but it delayed my SBA approval by 6 weeks. Could have been avoided if I'd checked sooner.
Bottom line: the notice of assignment transfers the debt legally but doesn't update public UCC records automatically. New lender should file UCC-3 assignment within reasonable time. You should verify it gets done because it affects future financing and lien releases. Don't assume it happens automatically.
Perfect summary, thank you. I'm going to contact the new lender tomorrow to make sure they understand they need to file the UCC-3 assignment and ask for confirmation when it's done.
Smart move. Most lenders are good about it when you ask directly, they just sometimes forget in the shuffle of processing loan transfers.
Daryl Bright
One more thing to consider - check if the seller has any subsidiaries or parent companies that might have liens on the equipment. Corporate structures can complicate UCC searches significantly.
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Daryl Bright
•Start with secretary of state corporate filings, then check for any cross-default provisions in existing loan documents. Sometimes the parent company guarantees subsidiaries' debts.
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Vince Eh
•This is getting complicated fast. Might need to bring in a professional search company for this deal.
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Kirsuktow DarkBlade
Professional searchers are worth it for big deals but for smaller acquisitions you can usually handle it yourself if you're methodical. Just budget extra time for the name variation searches and document review.
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Kirsuktow DarkBlade
•Personally I go professional for anything over $500K in equipment value or if there are complex corporate structures involved. Below that it's usually cost-effective to do it yourself.
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Ahooker-Equator
•That Certana tool mentioned earlier might be a good middle ground - gets you some automation without the full cost of a professional search firm.
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