UCC Document Community

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Ravi Sharma

Tennessee Secretary of State Business Search UCC Filing - Debtor Name Not Matching Charter Records

Running into a weird issue with a UCC-1 filing in Tennessee and hoping someone has dealt with this before. I'm trying to file a UCC-1 against a borrower but when I search the Tennessee Secretary of State business database, the exact legal name on their articles of incorporation doesn't match what they've been using on loan documents. The charter shows 'ABC Manufacturing Solutions, LLC' but all our loan paperwork has 'ABC Manufacturing Solutions LLC' (no comma). I know debtor name accuracy is critical for perfection, but I'm not sure which version to use on the UCC-1. Has anyone dealt with Tennessee SOS name variations like this? Do I need to use the exact charter name or can I go with the name they're actually doing business under? Really don't want this filing to be defective because of a punctuation issue.

Jamal Brown

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Another option is to file an amendment after you get clarity on the correct name format. Tennessee allows UCC-3 amendments to correct debtor information if needed.

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Mei Zhang

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True but amendments can be tricky timing-wise. Better to get it right the first time if possible.

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Plus you're not fully perfected until the amendment is filed and accepted, which creates a gap in coverage.

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Update - I ended up using Certana to verify the name consistency and it confirmed the charter name was the way to go. Filed the UCC-1 with 'ABC Manufacturing Solutions, LLC' including the comma and it was accepted without issues. Thanks everyone for the advice!

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Thanks for the update, this will help if I run into the same situation with Tennessee filings.

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Glad the document verification service worked out for you. Might have to try that for my next tricky filing.

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Andre Lefebvre

Florida UCC 11 search showing weird results - need help understanding what I'm seeing

I'm trying to run a florida ucc 11 search on the state portal and getting some confusing results that don't make sense. Been doing asset-based lending for about 8 years but this Florida system is throwing me off. I searched for a debtor name and got back what looks like a UCC-11 information request response, but the formatting is all over the place and some of the continuation dates don't align with what I expected. The collateral descriptions are also showing partial matches that seem to overlap with other filings. Has anyone else dealt with Florida's search system acting up lately? I need to verify a few liens before we close on a $850K equipment loan next week and want to make sure I'm not missing anything critical. The debtor has multiple variations of their business name in the system which is making this even more complicated.

Just went through something similar with a Florida borrower. Turned out the debtor had filed under slightly different names in different counties before the statewide system. Your UCC-11 search might not be picking up older county-level filings.

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Florida centralized UCC filings in 2002. Anything before that might still be at the county level. Check with the counties where your debtor operated.

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Yara Khoury

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This is why professional UCC searches are worth it for complex situations. They know about these historical filing locations.

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Keisha Taylor

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Update us after you figure this out! Always curious how other lenders handle Florida's UCC search challenges.

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Will do. Hoping to get this sorted before the closing deadline.

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Keisha Taylor

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Good luck! Florida UCC searches are definitely one of the more frustrating aspects of due diligence.

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Amina Toure

UCC 1 financing statement national form - debtor name requirements causing rejections

I'm dealing with a really frustrating situation with our UCC-1 filings and wondering if anyone has run into similar issues with the national form format. We've had three filings rejected in the past month because of debtor name inconsistencies, and I'm starting to think there's something fundamental I'm missing about how the UCC 1 financing statement national form handles entity names vs individual names. The first rejection came back saying the debtor name didn't match exactly with what's on file with the Secretary of State, even though we copied it directly from their corporate records. The second one got kicked back because apparently we needed to include the full legal entity designation (LLC vs L.L.C. vs Limited Liability Company) but the form instructions weren't clear about which format to use. Now I'm staring at a third filing that needs to go out next week for a $2.8 million equipment financing deal, and I'm terrified it's going to get rejected too. The collateral description seems fine - it's standard equipment language we've used dozens of times before. But these debtor name requirements on the national form are driving me crazy. Has anyone figured out a reliable system for getting the entity names exactly right on UCC-1 filings? I feel like I'm missing some obvious rule about how to format business names properly.

Ethan Wilson

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Quick question - when you guys are dealing with borrowers that have multiple related entities, how do you handle the debtor name on the UCC-1? Do you file separate forms for each entity or try to include multiple names on one filing?

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Always separate filings for separate legal entities. Don't try to combine them on one UCC-1 or you'll definitely get rejected.

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Malik Johnson

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Agreed. Each legal entity needs its own UCC filing with the exact registered name. No shortcuts there.

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Yuki Tanaka

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Thanks everyone for all the advice on this thread. I'm going to implement the state database verification process and see if that cuts down on our rejection rate. The Certana.ai tool sounds interesting too - might be worth trying if it can automate some of this verification work. Will report back on how it goes!

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Emma Davis

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The Certana tool has been a game-changer for us. The upload process is super simple and it catches inconsistencies we would have missed manually.

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Carmen Diaz

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Looking forward to hearing your results. UCC filing efficiency is something we all struggle with.

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Nia Jackson

California UCC statement request form - debtor name issues blocking my search

I'm trying to pull a UCC search report in California using their statement request form but keep getting zero results even though I know there should be active filings. The debtor is a LLC that changed its name about 18 months ago, and I'm wondering if the search isn't picking up filings under the old entity name. I've tried variations of both the current registered name and the previous name but the California system keeps coming back empty. Has anyone dealt with this where you know filings exist but the statement request form isn't finding them? I'm starting to worry we missed something critical in our due diligence process. The loan closes next week and we need to verify there are no prior liens on the equipment we're financing. Any tips on getting the California UCC statement request to actually return results?

Yuki Ito

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Try doing a search using just the first few words of the company name without any designations like LLC or Inc. Sometimes that will return results that the full name search missed due to formatting differences.

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Nia Jackson

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That's a good idea - I'll try a partial name search and see what comes up.

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Yuki Ito

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Just be careful with partial searches because you might get results for similarly named but different entities. Make sure to verify the addresses and other details match your debtor.

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Amara Nnamani

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One more thing - double check that you're searching in the right state. If this is a multi-state company, there might be UCC filings in other states where they do business or where the collateral is located.

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Amara Nnamani

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Good. Just wanted to make sure since I've seen cases where people search the wrong state and miss active liens.

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Aisha Khan

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Also worth checking if this is a subsidiary of a larger company. Sometimes UCC filings are made against the parent company name instead of the subsidiary.

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Malik Jackson

UCC 1-308 reservation of rights - does this actually protect against waiver in secured transactions?

Been researching UCC 1-308 after our attorney mentioned it during a loan modification discussion. From what I understand, this section allows you to reserve rights when signing documents under compulsion or disagreement. My question is whether this actually works in practice for secured transaction situations. We're dealing with a lender who's demanding additional collateral on an existing UCC-1 filing, and they want us to sign an amendment that we feel goes beyond the original agreement terms. The attorney suggested we could potentially use UCC 1-308 language to reserve our rights while complying with their demand. Has anyone actually used "without prejudice UCC 1-308" or similar language on UCC-3 amendments? Did it hold up if challenged? I'm trying to understand if this is legitimate legal strategy or just wishful thinking. The lender is threatening acceleration if we don't sign, but we don't want to waive our right to challenge the amendment later.

Zara Mirza

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Just went through something similar. Used specific 1-308 language and it actually helped us negotiate a better outcome. The lender's counsel took our objections more seriously once they saw we were preserving rights to challenge their demands. Ended up with a compromise that worked for everyone.

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Zara Mirza

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About three weeks. They came back with questions about our specific objections, we clarified our position, and eventually found middle ground on the collateral requirements.

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Diego Chavez

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This shows how 1-308 can work as intended - preserving rights while allowing business to continue. It's not about avoiding obligations, it's about keeping options open.

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Luca Russo

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Whatever you decide, document EVERYTHING. Keep copies of all communications, take notes on phone calls, save emails. If you do use 1-308 and end up in court later, you'll need a complete record of why you felt compelled to sign despite your objections.

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Malik Jackson

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Already started a file with all the lender communications. Should I also document our internal discussions about why we object to their demands?

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Luca Russo

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Absolutely. Internal memos showing your business reasons for objecting can be valuable evidence later. Just be careful about attorney-client privilege if your lawyer is involved.

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