UCC 1-202 Debtor Name Requirements - What Exactly Does This Mean for My Filing?
I'm trying to understand UCC 1-202 and how it applies to my current situation. We're preparing a UCC-1 for a commercial loan secured by manufacturing equipment, and I keep seeing references to 1-202 in relation to debtor name requirements. The borrower is an LLC that recently amended their articles, and I want to make sure we get the debtor name exactly right on the filing. From what I can tell, UCC 1-202 deals with how to determine the correct legal name for debtors, but I'm getting conflicting information about whether we should use the name from the original articles of incorporation or the amended version. The loan documents reference the original entity name, but the current Secretary of State records show the amended name. Has anyone dealt with UCC 1-202 compliance issues before? I'm worried about getting a rejection if we don't follow the exact requirements, especially since this is a substantial equipment financing deal. Any guidance on how 1-202 actually works in practice would be really helpful.
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Ashley Adams
UCC 1-202 is basically the section that tells you how to figure out what name to put on your UCC-1 as the debtor. For LLCs, you need to use whatever name is currently on file with the Secretary of State - so if they amended their articles and changed the name, you'd use the new name, not the old one from your loan docs.
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Zoe Gonzalez
•That makes sense, but what if the loan agreement specifically references the old entity name? Do I need to worry about any inconsistency between the loan docs and the UCC filing?
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Ashley Adams
•The UCC filing should match the current legal name per the state records, regardless of what your loan docs say. You can always amend the loan agreement if needed, but the UCC-1 has to be accurate to the state filing.
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Alexis Robinson
I ran into this exact 1-202 issue last month! The key thing is that UCC 1-202 requires you to use the name that appears on the public record of the debtor's organization. For an LLC, that means whatever the Secretary of State has on file RIGHT NOW, not what it was when you started the loan process.
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Zoe Gonzalez
•Did you have any problems with the filing being accepted when there was a name discrepancy with your loan documents?
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Alexis Robinson
•No issues with acceptance, but I did have to explain the name difference to my underwriting team. The UCC filing system doesn't care about your loan docs - it only cares that the debtor name matches the state business records.
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Aaron Lee
•This is why I always do a fresh business entity search right before filing any UCC-1. Names change more often than people think, and 1-202 is pretty strict about using the current legal name.
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Chloe Mitchell
Actually just discovered something that might help with these UCC 1-202 name verification issues. I was struggling with a similar situation where I had multiple versions of entity names across different documents and wasn't sure which one was correct for the UCC filing. Found this tool called Certana.ai that lets you upload your charter documents and UCC forms to automatically cross-check that all the debtor names align properly. Saved me from what could have been a costly filing error.
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Zoe Gonzalez
•How does that work exactly? Do you just upload the documents and it tells you if there are discrepancies?
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Chloe Mitchell
•Yeah, pretty much. You upload your articles of organization or incorporation along with your draft UCC-1, and it flags any name mismatches. Really helpful for avoiding 1-202 compliance issues before you file.
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Michael Adams
•That sounds useful. I've been manually comparing documents which is time-consuming and error-prone, especially when you're dealing with multiple entity amendments.
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Natalie Wang
UCC 1-202 can be tricky but here's the simple rule: whatever name is on the Secretary of State website for that entity ID number is what goes on your UCC-1. Period. Don't overthink it.
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Noah Torres
•But what if the SOS website hasn't been updated yet? I've seen cases where recent amendments aren't reflected immediately in the online records.
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Natalie Wang
•If you know there's a recent amendment that hasn't shown up online yet, you might want to wait a few days for the records to update. Filing with the wrong name under 1-202 can invalidate your security interest.
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Samantha Hall
I hate dealing with 1-202 issues because the rules seem to change depending on which state you're filing in. Some states are more forgiving about minor name variations, others will reject your filing for missing a comma.
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Ashley Adams
•The UCC 1-202 requirements are actually pretty consistent across states - it's the filing systems that vary in how strict they are about enforcement.
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Samantha Hall
•Maybe, but I've definitely had filings accepted in one state that would have been rejected in another for the same type of name discrepancy.
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Alexis Robinson
•That's more about the individual filing office procedures than the actual 1-202 requirements. The law is the same, but enforcement varies.
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Ryan Young
Just went through this whole 1-202 debtor name verification process for a client. Ended up using one of those document checking services (Certana I think?) to make sure everything matched up before filing. Worth the peace of mind when you're dealing with a large transaction.
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Zoe Gonzalez
•Did it catch any issues you might have missed doing the comparison manually?
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Ryan Young
•Actually yes - there was a subtle difference in how the LLC suffix was formatted between the charter and what I had in my UCC draft. Could have caused a rejection under 1-202.
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Sophia Clark
The most important thing about UCC 1-202 is that it's designed to make sure your filing can be found in searches. If you use the wrong debtor name, even a minor variation, future searchers might not locate your filing and your security interest could be at risk.
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Zoe Gonzalez
•That's exactly what I'm worried about. This is a significant equipment financing deal and I can't afford to have the security interest compromised by a name error.
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Sophia Clark
•Then definitely verify the exact legal name from the current state records before filing. 1-202 doesn't leave much room for interpretation when it comes to debtor names.
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Katherine Harris
•I always pull a fresh entity status report right before filing any UCC-1. Costs a few dollars but prevents expensive mistakes down the road.
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Madison Allen
Question about 1-202 - if the LLC has a trade name or DBA that's different from their legal name, which one should go on the UCC-1?
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Ashley Adams
•Always the legal name from the articles of organization, not any trade names or DBAs. UCC 1-202 is clear about using the name from the organizational documents.
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Madison Allen
•Got it, thanks. I wasn't sure if you could use a DBA if that's how they operate their business day-to-day.
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Sophia Clark
•You can add trade names as additional debtor names if you want extra protection, but the legal name has to be the primary debtor name per 1-202.
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Joshua Wood
I'm dealing with something similar and wondering if anyone has run into issues where the entity amended their name AFTER you filed the UCC-1 but before your loan closed. Do you need to file an amendment under 1-202?
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Alexis Robinson
•Yes, if the debtor's legal name changes after you file the UCC-1, you typically need to file a UCC-3 amendment to update the debtor name to maintain perfection.
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Joshua Wood
•That's what I was afraid of. Adds another step to the closing process but I guess it's necessary for 1-202 compliance.
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Justin Evans
Been doing UCC filings for 15 years and 1-202 debtor name issues are still one of the most common reasons for rejections. My advice: when in doubt, call the filing office and ask them to verify the name before you submit.
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Zoe Gonzalez
•Do filing offices actually help with name verification over the phone?
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Justin Evans
•Some do, some don't. Depends on the state and how busy they are. But it's worth a try if you're unsure about 1-202 compliance.
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Emily Parker
•I've had mixed results calling filing offices. Sometimes you get someone knowledgeable, sometimes you get transferred around for an hour.
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Ezra Collins
One more thing about UCC 1-202 - make sure you're not just looking at the entity name but also checking that the entity is still in good standing. A dissolved or suspended entity might create additional complications for your filing.
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Zoe Gonzalez
•Good point. I should verify the entity status as part of my 1-202 compliance check.
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Ezra Collins
•Exactly. The entity status report will show you both the current legal name and whether they're in good standing with the state.
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Chloe Mitchell
•This is another thing that automated document checking catches - it can flag if there are any entity status issues that might affect your UCC filing.
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