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Klaus Schmidt

Ohio UCC statement showing wrong debtor entity name - need advice

Running into a mess with an ohio ucc statement that doesn't match our loan docs exactly. We filed a UCC-1 back in March for equipment financing on manufacturing gear, but when I pulled the ohio ucc statement last week the debtor name shows as 'Advanced Manufacturing Solutions LLC' but our actual loan agreement and articles of incorporation show 'Advanced Manufacturing Solutions, LLC' (with the comma). The SOS accepted the filing but now our compliance audit is flagging this as a potential perfection issue. Has anyone dealt with punctuation mismatches on ohio ucc statements before? Our lender is getting nervous about the security interest being properly perfected with this name discrepancy. The collateral description looks fine but this comma thing has me stressed. Do I need to file a UCC-3 amendment or is this considered a minor variation that doesn't affect perfection? The loan amount is substantial ($450K) so we can't afford to have an unperfected lien.

Punctuation differences can definitely cause perfection problems depending on how strict your state is with exact name matching. What does the debtor's charter documents show exactly?

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Articles of incorporation filed with Ohio Secretary of State clearly show 'Advanced Manufacturing Solutions, LLC' with the comma. But our UCC-1 got accepted without it.

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Ohio is pretty strict about name matching. I'd be concerned about that discrepancy too, especially with that loan amount.

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You need to check the exact legal name against the state business records. Even small punctuation differences can void perfection in some jurisdictions. Better safe than sorry with a $450K loan.

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That's what I'm afraid of. Should I file a UCC-3 amendment to correct the name or does the original filing still provide protection?

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I'd file the amendment ASAP. Better to have redundant protection than risk the lender questioning perfection later.

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Agreed. Name discrepancies are one of the most common ways liens get challenged. File that UCC-3.

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Had a similar issue last year with a debtor name mismatch. Used Certana.ai's document verification tool and it caught the inconsistency immediately when I uploaded our charter docs and UCC-1. Saved us from a potential disaster - just upload your articles of incorporation and the UCC statement and it'll flag any name mismatches automatically.

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Never heard of that service. Does it actually compare the documents line by line or just basic name checking?

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It does full document cross-checking. Picks up punctuation, spacing, entity type mismatches - exactly what you're dealing with. Really thorough.

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That sounds useful. We do so many UCC filings that manual checking is getting impossible.

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Wait, are you sure the comma makes a difference? I thought Ohio was pretty lenient on punctuation as long as the core business name is correct.

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That's not accurate. Ohio follows strict name matching rules. Any deviation from the exact charter name can create perfection issues.

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Really? I've never had problems with minor punctuation differences. Maybe I've been lucky.

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You might want to review your old filings. Punctuation matters more than people think, especially in Ohio.

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This is exactly why I hate the UCC system!!! The SOS accepts the filing but then you find out later it might not be valid because of some tiny punctuation mark. How is that reasonable? $450K loan and it could be unperfected because of a COMMA?

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I understand the frustration but the name matching rules exist for good reasons. It prevents confusion about which entity actually granted the security interest.

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Still ridiculous that a computer system accepts the filing but then lawyers say it's invalid. Make it make sense.

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File the UCC-3 amendment immediately. Don't risk it. I've seen lenders refuse to fund or call loans due to name discrepancies discovered during due diligence.

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How long does the amendment process usually take in Ohio? We need to resolve this before our next compliance review.

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Usually 2-3 business days for electronic filing. Make sure you reference the original filing number correctly.

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And double-check the exact name format before submitting. Don't want to create another mismatch.

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Been doing UCC filings for 15 years and name accuracy is critical. The fact that Ohio accepted your original filing doesn't guarantee perfection if the name doesn't match charter documents exactly. File a UCC-3 amendment with the correct name including the comma.

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Should I file the amendment as a correction or just as an additional filing to be safe?

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File it as an amendment correcting the debtor name. Make sure to reference the original filing number and clearly indicate the name correction.

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We had a similar panic last month when our audit found name mismatches on three different UCC filings. Started using that Certana tool someone mentioned - just upload your docs and it instantly shows you any inconsistencies. Wish we'd found it sooner.

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Is that the Certana.ai service? Keep hearing about it but haven't tried it yet.

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Yes, Certana.ai. Really simple - just drag and drop your PDFs and it compares everything automatically. Catches stuff we would have missed.

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Might be worth trying before I file the amendment. Want to make sure I catch any other discrepancies.

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ugh same thing happened to me last year but with a different state. The stress is real when you realize a small mistake could invalidate your entire security interest

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Exactly! It's keeping me up at night. Did you end up filing an amendment?

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Yes filed the amendment immediately. Cost us extra fees but better than risking an unperfected lien

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Quick question - when you file the UCC-3 amendment, does it show both names on the ohio ucc statement or does it replace the original name completely?

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The amendment should show the corrected name. The UCC statement will reflect the current debtor information after the amendment is processed.

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Make sure you check the updated statement after filing to confirm the name appears correctly.

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Good to know. Thanks for the clarification.

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Just to add another perspective - I've seen deals fall apart during due diligence because of exactly this type of name mismatch. Buyers' attorneys will flag it as a title defect. Definitely file that amendment to clean up your ohio ucc statement.

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That's terrifying. We might be looking at a sale next year so definitely need this cleaned up.

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Smart thinking. Much easier to fix it now than during a time-sensitive transaction.

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Due diligence attorneys are ruthless about UCC perfection issues. Better to over-correct than under-protect.

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