NJ UCC 3 Amendment Filing - Debtor Name Change Requirements
Quick question about NJ UCC 3 filings. We had a borrower change their business name from ABC Manufacturing LLC to ABC Manufacturing Group LLC about 6 months ago. The original UCC-1 was filed under the old name. Now we need to file a UCC-3 amendment to update the debtor name but I'm getting conflicting info about whether we need to include both the old and new names in specific fields. The NJ SOS portal has different sections for 'debtor name change' vs 'additional debtor' and I don't want to mess this up. Anyone dealt with this exact situation in New Jersey? The collateral description isn't changing, just the debtor name due to the business name change. Thanks!
38 comments
Join the conversation
Ella Thompson
You'll want to use the debtor name change section, not additional debtor. In NJ, when filing a UCC-3 for a name change, you put the original debtor name in the 'old name' field and the new legal name in the 'new name' field. Make sure you have documentation of the name change - usually the amended articles of incorporation or certificate of amendment. The portal is pretty clear about this once you select the right option.
0 coins
Matthew Sanchez
•Thanks! Do you know if I need to attach the actual name change documents to the UCC-3 filing or just reference them?
0 coins
Ella Thompson
•You don't attach them to the UCC-3 itself, but you should definitely keep them in your file. If there's ever a question about the validity of the name change, you'll need to produce them. The UCC-3 just needs to properly identify both the old and new names.
0 coins
JacksonHarris
Be extra careful with the exact legal names. I've seen UCC-3 amendments get rejected because someone used a 'doing business as' name instead of the actual legal entity name. Pull the current certificate of good standing from NJ to make sure you have the exact legal name as it appears in state records.
0 coins
Jeremiah Brown
•This is so important! We had a filing rejected because we used 'Inc.' instead of 'Incorporated' - even though they mean the same thing, the state wants exact matches.
0 coins
JacksonHarris
•Exactly. The state databases are very literal about this stuff. Even a missing comma can cause problems.
0 coins
Matthew Sanchez
•Good point. I'll double-check the exact name on their current certificate before filing.
0 coins
Royal_GM_Mark
I actually just discovered something that might help with this exact issue. There's a service called Certana.ai that lets you upload your original UCC-1 and the proposed UCC-3 amendment as PDFs, and it automatically checks for consistency between the documents. It caught a debtor name mismatch for us that we totally missed - saved us from a rejected filing. You just upload both documents and it verifies all the details align properly.
0 coins
Amelia Cartwright
•That sounds useful. How does it work exactly? Do you have to create an account or anything?
0 coins
Royal_GM_Mark
•It's pretty straightforward - you just upload the PDFs and it runs the verification check. Really handy for catching those small details that can cause rejections.
0 coins
Matthew Sanchez
•I might try that. These name change filings make me nervous about missing something small.
0 coins
Chris King
Make sure the UCC-3 references the correct initial filing number from your original UCC-1. NJ requires the exact filing number format - don't abbreviate or change the format even if it looks weird. Also, if your original UCC-1 was filed with any continuation statements, make sure you're amending the most current version.
0 coins
Matthew Sanchez
•The original UCC-1 was filed about 3 years ago and we did file a continuation last year. Should I reference the UCC-3 continuation filing number or the original UCC-1 number?
0 coins
Chris King
•You still reference the original UCC-1 filing number. The continuation doesn't change that base filing number - it just extends the effectiveness period. The amendment will apply to the continued financing statement.
0 coins
Ella Thompson
•That's correct. The original filing number stays the same throughout the life of the financing statement, even with continuations and amendments.
0 coins
Rachel Clark
UGH the NJ portal drives me crazy with these amendment filings! Last month I had to file three different UCC-3s because I kept making tiny mistakes in the debtor information. The error messages aren't even helpful - they just say 'debtor information invalid' without telling you what's wrong. At least in other states you get more specific error details.
0 coins
Zachary Hughes
•I feel your pain. The NJ system is definitely not the most user-friendly for UCC filings.
0 coins
Rachel Clark
•It's frustrating because you don't know if it's a formatting issue, a name issue, or what. You just have to guess and try again.
0 coins
Mia Alvarez
One thing to watch out for - if the business name change happened more than 4 months ago and you haven't amended the UCC-1 yet, you might have a perfection gap. In NJ, you generally have 4 months after a debtor name change to file the amendment to maintain continuous perfection. Not trying to scare you, but it's worth checking with your legal team if you're outside that window.
0 coins
Matthew Sanchez
•Oh no, it's been 6 months! Does that mean our security interest is no longer perfected?
0 coins
Mia Alvarez
•Not necessarily, but it could be an issue depending on your specific situation. You should definitely consult with your legal counsel about this. They can advise on whether you need to take any additional steps to address the potential gap.
0 coins
Carter Holmes
•This is exactly why I always set calendar reminders when I know a borrower is changing their name. The 4-month rule catches people off guard.
0 coins
Sophia Long
Quick stupid question - when you say UCC-3, you mean the amendment form, right? I always get confused between UCC-3 amendments and UCC-3 continuations. They're both UCC-3 forms but different types of UCC-3s?
0 coins
Ella Thompson
•Right - UCC-3 is the general form for any post-filing action. It could be an amendment (like a name change), a continuation (extending the 5-year term), a termination (ending the filing), or an assignment. You select the specific action type on the form.
0 coins
Sophia Long
•Got it, thanks. So it's all the same form, just different checkboxes for what you're doing. That makes sense.
0 coins
Angelica Smith
Just to add to what others have said - make sure you're filing the amendment in the same state where the original UCC-1 was filed. If your borrower moved to a different state after the name change, you might need to consider whether the filing location is still correct, but that's a separate issue from the name change amendment.
0 coins
Matthew Sanchez
•They're still in NJ, same address actually. Just the business name changed when they did some corporate restructuring.
0 coins
Angelica Smith
•Perfect, then you're all set with just the name change amendment. No need to worry about multi-state filing issues.
0 coins
Logan Greenburg
Pro tip: after you file the UCC-3 amendment, do a search on the NJ portal to make sure it shows up correctly under both the old and new debtor names. Sometimes there are indexing delays or issues, and you want to catch any problems early. I usually check both names about a week after filing.
0 coins
Charlotte Jones
•Good advice. I've seen cases where the amendment was accepted but the indexing got messed up and you couldn't find it under the new name.
0 coins
Matthew Sanchez
•That's a great point. I'll definitely do a follow-up search after filing to make sure everything shows up correctly.
0 coins
Lucas Bey
We use Certana.ai for all our UCC document reviews now. It's been a game-changer for catching inconsistencies before filing. You can upload your UCC-1 and UCC-3 docs and it will flag any mismatches in debtor names, addresses, or filing details. Would have saved me so much time and frustration on past filings if I'd had this tool earlier.
0 coins
Harper Thompson
•How long does the verification take? Is it instant or do you have to wait?
0 coins
Lucas Bey
•It's pretty quick - just upload the PDFs and get the results. Really convenient for these amendment filings where you want to make sure everything matches up properly.
0 coins
Caleb Stark
Update us on how it goes! I'm always curious to hear about other people's experiences with NJ UCC filings. Seems like everyone has a different story about what works and what doesn't.
0 coins
Matthew Sanchez
•Will do! Planning to file it tomorrow morning. Fingers crossed it goes through without any issues.
0 coins
Jade O'Malley
•Good luck! The NJ portal can be finicky but it sounds like you've got all the right info now.
0 coins
Dylan Mitchell
Just wanted to add that it's also worth double-checking the exact entity type designation in the name. I've seen cases where a company was an LLC on the original filing but converted to a corporation during the name change process, so you'd need to update both the name and entity type. Make sure your amendment reflects the current legal status, not just the name change. The state records will show the complete legal name including the proper entity designation.
0 coins