UCC-3 Amendment rejected - written security agreement clause causing debtor name mismatch

It's frustrating but there's actually good reasons for the strict name matching requirements. The UCC search logic depends on exact matches to protect both secured parties and potential creditors.

Yeah but common sense should apply somewhere right? A comma shouldn't invalidate a $2.8M security interest

We're in Ohio. I thought they were pretty standard but maybe there's specific guidance on punctuation?

Ohio follows the "seriously misleading" standard. A comma in an LLC name might not be seriously misleading, but you'd need to research their specific interpretations.

I had this exact same issue in Ohio last year! The SOS office told me punctuation matters for search purposes even if it seems minor.

That sounds helpful - does it check more than just debtor names? We have multiple documents in this package.

Yeah it cross-checks everything - debtor names, secured party info, collateral descriptions, filing numbers. Really thorough compared to trying to manually compare multiple PDFs.

How much does something like that cost? We're already over budget on legal fees for this refinancing.

It's actually pretty reasonable - way less than having to refile or deal with perfection gaps. The peace of mind alone was worth it for me.

I was hoping to avoid multiple filings but you might be right. Would a correction reset our priority date though?

No, corrections don't affect your original filing date as long as you're fixing an error, not changing substantive information.

Be careful about the correction vs amendment distinction. Some states are picky about which form to use for name changes.

Easier said than done when you're dealing with multiple entities and tight deadlines

True, but a few extra minutes of verification beats having to refile everything later.

Good point - I should pull their Articles of Organization to see the official formation name.

Articles might be different from current good standing certificate too. Entities sometimes file name changes.

Exactly why it's worth checking both formation docs and current status reports.

I feel your pain but at least Ohio takes phone calls. Try dealing with an all-electronic state with no human support.

True, though sometimes I wonder if talking to a human actually helps or just adds more confusion to the process.

That's actually pretty cool. Does it work with older PDF formats or just newer documents?

Worked fine with some older scanned docs I tested. The OCR seems pretty robust.

That's probably what we'll end up doing. Did you get any pushback from the lender about the gap between filings?

No issues as long as I could show the correction related back to the original filing date. Documentation is key.

Smart approach. Better to be overly careful with lien perfection than risk a gap.

Good reminder. The contracts team doesn't always use the exact legal entity name.

Exactly - they use whatever sounds better or fits on the signature line, but that's not always the legal name for UCC purposes.

Will do - this thread has been super helpful. At least I know I'm not the only one dealing with these name matching headaches.

definitely not alone - seems like every other deal has some version of this issue