PPP loan UCC filing complications - debtor name mismatch causing rejections
Has anyone dealt with UCC filings related to PPP loan collateral requirements? My lender is requiring a UCC-1 filing for additional collateral on our forgiven PPP loan that's now being treated as term debt. The problem is our business name changed slightly during the pandemic (added 'LLC' designation) and now the SOS keeps rejecting our filings because the debtor name doesn't exactly match what's in their business registry. We've tried filing under both the old name and new name but keep getting bounced back. The loan documents reference the old entity name but our current charter shows the new name. This is holding up a $180K credit facility that we desperately need for equipment purchases. Anyone know how to handle debtor name discrepancies when the underlying business entity evolved during the loan period?
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Ava Martinez
This is super common with PPP conversions. The key is getting the exact legal name that matches your current Secretary of State filing. Don't guess - pull your actual certificate of organization or articles of incorporation. The UCC-1 debtor name has to match that exactly, character for character.
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Miguel Ortiz
•Exactly this. I learned the hard way that even spacing differences will cause rejections. 'ABC LLC' vs 'ABC, LLC' vs 'ABC L.L.C.' are all different to the system.
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Zainab Omar
•But what if the loan docs reference the old name? Don't you need an amendment to the loan first?
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Connor Murphy
We had this exact issue with our PPP conversion last year. The lender required UCC filings on equipment that wasn't originally pledged. What worked for us was filing a UCC-1 under the current legal name, then immediately filing a UCC-1 addendum that references the previous name as a trade name or DBA. Some states allow this to create the connection between old and new entity names.
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Yara Sayegh
•Did you have to get the lender to modify the loan documents too? Our attorney is saying we need loan modifications to reference the current entity name before any UCC filing will be valid.
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NebulaNova
•That's probably overkill. Most lenders will accept a UCC filing under the current name as long as there's clear entity continuity. The loan doesn't have to be amended unless the lender specifically requires it.
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Keisha Williams
•Actually ran into something similar recently and ended up using Certana.ai's document checker. You can upload your charter documents and UCC forms to verify the names match exactly before filing. Caught three different name format issues that would have caused rejections. Really simple - just drag and drop PDFs and it highlights any inconsistencies between documents.
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Paolo Conti
PPP loan UCC requirements are the worst! Our bank initially said no collateral needed, then 6 months later demanded UCC filings on everything including office furniture. The name matching thing is brutal - spent $400 in filing fees on rejected forms before figuring out the Secretary of State wanted our name formatted exactly like our tax ID registration, not our charter.
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Amina Diallo
•Wait, they can change the collateral requirements after the loan conversion? I thought PPP terms were locked once you converted to term debt.
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Oliver Schulz
•Banks have been doing this all over. The original PPP had no personal guarantees or collateral, but when they convert to regular term loans, suddenly they want everything secured. It's technically legal if it was in the conversion agreement fine print.
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Natasha Kuznetsova
Have you tried calling the SOS filing office directly? Sometimes they can tell you exactly what name format they're expecting. Also check if your state has an online business name search where you can see exactly how your entity appears in their system.
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AstroAdventurer
•This. Every state formats business names slightly different in their database. What shows on your certificate might not match what shows in their searchable records.
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Javier Mendoza
•True but good luck getting anyone on the phone at most Secretary of State offices these days. Online searches are definitely the way to go.
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Emma Wilson
•Some states also have specific rules about LLC designations. In Texas for example, 'Limited Liability Company' and 'LLC' are treated as identical, but other states require exact matches.
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Malik Davis
Ugh this brings back nightmares. Our PPP lender required UCC filings on accounts receivable when we converted. Took 4 attempts to get the debtor name right, and each rejection delayed our conversion by 2 weeks. Finally had to hire a commercial attorney who specialized in secured transactions just to get the UCC-1 accepted.
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Isabella Santos
•How much did that cost? We're dealing with similar issues and considering getting professional help.
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Ravi Gupta
•About $1200 for the attorney to handle the entire UCC filing process. Worth it considering we were losing $300/day in interest rate penalties for every day the conversion was delayed.
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GalacticGuru
The PPP to term loan conversions have created so many UCC filing headaches. Make sure you're also getting the collateral description right - not just the debtor name. Equipment purchased with PPP funds sometimes has specific description requirements that differ from regular equipment financing.
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Freya Pedersen
•Good point. Our bank wanted us to list every piece of equipment individually rather than using a blanket 'all equipment' description.
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Omar Fawaz
•That seems excessive. Most lenders accept general collateral descriptions for equipment UCC filings.
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Chloe Anderson
•Depends on the loan amount. Anything over $100K and banks usually want specific collateral schedules attached to the UCC-1.
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Diego Vargas
Before you spend money on attorneys, try running your documents through Certana.ai's verification tool. It'll check if your charter name matches your proposed UCC filing name and flag any formatting differences. I wish I'd known about this before filing our UCC-3 continuation last month - would have saved me three rejection notices.
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Anastasia Fedorov
•Never heard of this but sounds useful. Does it work for all states or just certain ones?
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StarStrider
•Works for any state since it's just comparing the text in your documents. You upload your charter and your UCC form and it highlights any name discrepancies before you file.
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Sean Doyle
Another thing to watch for - if your business changed from a different entity type (like sole proprietorship to LLC) during the pandemic, you might need to file under both the old and new entity structures. Some lenders require dual UCC filings to cover the transition period.
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Zara Rashid
•That's what we had to do. Filed one UCC-1 under the old partnership name and another under the new LLC name, both referencing the same collateral.
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Luca Romano
•Seems like overkill but I guess it covers all the bases legally.
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Nia Jackson
•Better safe than sorry when you're dealing with $180K in credit facilities. One missed filing could void the entire security interest.
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Mateo Hernandez
The timing on PPP UCC filings is also critical. Make sure you're not filing too close to any other corporate changes. If you're planning any other entity modifications, get the UCC-1 filed and accepted first, then handle the other changes with UCC-3 amendments later.
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CosmicCruiser
•Why does timing matter for UCC filings?
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Aisha Khan
•If your entity information changes after filing but before acceptance, the filing can become invalid. Better to sequence things properly from the start.
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Ethan Taylor
For what it's worth, once you get the initial UCC-1 filed correctly, any future amendments or continuations are much easier. The hard part is just getting that first filing accepted with the right debtor name formatting. After that, you can reference the original filing number for all subsequent UCC-3 forms.
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Yuki Ito
•This is reassuring. We're worried about having to go through this whole process again in 5 years for the continuation filing.
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Carmen Lopez
•Continuations are simple as long as you don't need to change any debtor information. Just reference the original filing number and extend the expiration date.
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Andre Dupont
•Just make sure to set a calendar reminder 6 months before the 5-year expiration. Missing a continuation deadline means starting over with a new UCC-1.
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