Help with UCC1 PDF filling out correctly - debtor name formatting

This is exactly right. I learned this the hard way when a filing got rejected because I used the DBA instead of the legal entity name. The secretary of state search functions are very literal about name matching.

Wait, but what if the debtor commonly goes by the DBA name in all their business dealings? Wouldn't third parties search under that name?

That's why some attorneys file under both names to be safe, but the legal name is the one that counts for perfection. The UCC is clear that the debtor's name must be the name of record.

Never heard of that service. How does the verification actually work? Do you just upload both documents?

Yeah, it's super simple. Upload your completed UCC1 PDF and the LLC's articles of incorporation (or whatever org docs you have). The system automatically cross-checks the debtor names, addresses, and other key fields. Takes like 30 seconds and catches errors you might miss.

In cases like that, you need to go back to the state filing records. Whatever name appears on the most recent certificate of good standing or articles of incorporation is usually your safest bet.

That's what I ended up doing but it took forever to get the records from the state. Wish I had known about automated verification tools back then.

The state records aren't always updated though. Sometimes companies amend their articles but the online database lags behind by weeks.

Good point about the immediate feedback. How long does electronic filing typically take compared to mailing in a PDF?

Electronic usually processes within 24-48 hours. Paper filings can take weeks depending on the state and how backed up they are.

This is why I always copy and paste names directly from the state database when possible. Eliminates typos and formatting issues.

Smart approach. Though sometimes the state database itself has errors or inconsistencies between different record types.

Wait so if the articles say 'L.L.C.' but the certificate of good standing says 'LLC' which one do you use?? This is getting confusing.

That's a good point about the stakes. What would actually happen if the debtor name is wrong? Would the lien be completely invalid?

Potentially yes. If the name is seriously misleading, it could make the filing ineffective against third parties. That means you lose your secured position.

I had a client lose priority position on a $300k loan because of a debtor name error. The subsequent lender who filed correctly got first position. Expensive mistake.

Good call. Most state SOS websites have UCC search functions where you can see existing filings and how other lenders formatted the debtor name.

Exactly. If you see multiple filings all using the same name format, that's probably your best bet for consistency.

I get the frustration, but the name requirements exist to create certainty for searches. If names could be approximate matches, it would be much harder for potential creditors to find existing liens.

I guess that makes sense from a policy perspective but it sure makes the practical side stressful.

How accurate is the automated checking? Does it catch subtle issues or just obvious mismatches?

It's been pretty thorough in my experience. Catches punctuation differences, extra spaces, abbreviation inconsistencies - stuff that's easy to miss when you're reviewing manually.

Oh great, another thing to worry about. What if they've moved since incorporating but haven't updated their state records yet?

Use their current address for the UCC filing, but make a note in your file about the discrepancy. You want the filing to reflect where they actually are, not necessarily what the old state records show.

Actually, some states have specific rules about this. You might want to check your jurisdiction's requirements for address consistency.