UCC 9102 definitions causing debtor name issues on my filing
I'm dealing with a nightmare situation where my UCC-1 filing keeps getting rejected because of debtor name inconsistencies. The borrower is an LLC that changed its registered name slightly after we originated the loan but before we filed the UCC. Now I'm trying to understand UCC 9102 definitions to figure out if I need to use the original name from the loan docs or the current registered name. The collateral is construction equipment worth about $850K and we can't afford to have an unperfected security interest. Has anyone dealt with similar UCC 9102 interpretation issues? The SOS office just keeps saying "name doesn't match" but won't clarify which name source they're using for verification. This is holding up our entire credit approval process.
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Marina Hendrix
UCC 9102 defines 'debtor' pretty clearly - you want the name that appears on the public record of the debtor's jurisdiction of organization. For an LLC, that's usually the Secretary of State records where they're organized. If they changed their name, you need the current registered name, not what's on your loan docs.
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Justin Trejo
•This is exactly right. The 9102 definition points you to the public organic record. Don't use the loan agreement name if it's different from the current registered name.
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Alana Willis
•But what if the name change happened after the security agreement was signed? Do you have to amend the security agreement too?
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Tyler Murphy
I had this exact same problem last month! The LLC had changed from "ABC Construction LLC" to "ABC Construction & Development LLC" and I kept using the old name. Three rejections later I figured out I needed to pull fresh Secretary of State records. UCC 9102 is pretty specific about using the registered organization name as it currently exists.
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Sara Unger
•How did you catch the name change? Did you have to manually check the SOS database or is there a way to verify this automatically?
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Butch Sledgehammer
•I actually started using Certana.ai's document verification tool after this happened. You just upload your loan docs and UCC forms and it instantly flags any name mismatches between documents. Would have saved me weeks of back-and-forth with rejected filings.
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Freya Ross
The 9102 definitions are crucial but the real problem is that different states interpret the "registered organization" requirement differently. Some states are more forgiving about minor variations, others reject anything that's not character-perfect. What state are you filing in?
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Romeo Barrett
•Filing in Texas. They seem pretty strict about exact name matches.
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Leslie Parker
•Texas is definitely strict. You'll want to pull the most recent Certificate of Formation or Certificate of Amendment to get the exact registered name format.
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Sergio Neal
•I always do a fresh entity search before any UCC filing now. Too many times I've seen loans get delayed because someone used an outdated business name.
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Savanna Franklin
This is why I hate the UCC system sometimes. You spend all this time getting loan docs perfect and then some tiny name discrepancy kills your filing. The 9102 definitions should be clearer about which name takes precedence when there are multiple versions floating around.
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Juan Moreno
•I feel your pain but honestly the definitions in 9102 are pretty clear. The problem is lenders not staying current with debtor name changes.
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Amy Fleming
•True, but when you're managing hundreds of loans it's easy for name changes to slip through the cracks. That's why automated verification tools are becoming essential.
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Alice Pierce
Quick question - when you say UCC 9102 definitions, are you looking at the general definitions section or the specific registered organization provisions? Because there are different rules for individuals vs. registered organizations and the name requirements are pretty different.
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Romeo Barrett
•It's a registered organization (LLC) so I'm looking at the registered organization name requirements in 9102.
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Esteban Tate
•Good, that makes it simpler. For registered orgs, you want the name exactly as it appears on the public organic record maintained by the state of organization.
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Ivanna St. Pierre
Been doing UCC filings for 15 years and name issues are still the #1 cause of rejections. The 9102 definitions help but you really need to verify the current registered name right before filing. Entity names change more often than people realize.
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Elin Robinson
•Absolutely. I've started building name verification into our loan origination process. Check at application, check at closing, check at UCC filing.
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Atticus Domingo
•Smart approach. We've been using Certana.ai to cross-check our loan documents against current SOS records. It catches name discrepancies before they become filing problems.
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Beth Ford
•How reliable is that automated checking? I'm always worried about missing something important.
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Morita Montoya
The UCC 9102 registered organization definition saved my bacon last year. Had a borrower that was doing business under three different names but only one was the actual registered name. Using any of the other names would have made our security interest unperfected.
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Kingston Bellamy
•This is a great point. DBAs and trade names don't count - you need the actual registered organization name from the jurisdiction of organization.
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Joy Olmedo
•Exactly! The 9102 definition is very specific about using the name on the "public organic record" not just any name the business uses.
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Isaiah Cross
For anyone dealing with 9102 name issues, I recommend pulling a fresh good standing certificate or entity status report right before filing your UCC. It's an extra step but it ensures you have the current registered name exactly as the state has it on file.
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Kiara Greene
•Good advice. Those certificates usually show the exact registered name format including punctuation and abbreviations.
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Evelyn Kelly
•We do this for every filing now. The small cost of the certificate is nothing compared to the delays from rejected UCC filings.
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Paloma Clark
•I've found that uploading both the entity certificate and the UCC draft to Certana.ai catches these name format issues before submission. Much faster than manually comparing documents.
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Heather Tyson
The 9102 definitions are helpful but remember that some states have additional name requirements beyond the basic UCC rules. Texas, for example, has specific formatting requirements for certain entity types.
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Raul Neal
•Good point. Each state's UCC filing office can have their own quirks even when following the same 9102 definitions.
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Jenna Sloan
•That's why I always check the specific state's UCC filing guide before submitting. The 9102 definitions are just the starting point.
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Christian Burns
Just to close the loop on your original question - UCC 9102 clearly states that for registered organizations, you use the name indicated on the public organic record. If the LLC changed its name after your loan docs but before filing, you absolutely need to use the current registered name, not the name from your loan agreement. The security agreement itself doesn't become invalid just because the entity name changed after signing.
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Romeo Barrett
•Thanks, this confirms what I suspected. I'll pull fresh SOS records and refile with the current registered name.
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Sasha Reese
•Smart move. And consider setting up a system to catch name changes earlier in the process. These issues are becoming more common as businesses rebrand more frequently.
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Muhammad Hobbs
•The document verification tools are really helpful for this. Upload your security agreement and UCC form together and it immediately flags any name inconsistencies.
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Zainab Omar
I've been through this exact scenario multiple times. The key insight from UCC 9102 is that it prioritizes the "public organic record" over any private agreements. Even if your security agreement has the old name, the UCC filing must use the current registered name as it appears in the Secretary of State records. One practical tip: I always recommend doing a UCC search under both the old and new names to see if there are any existing filings that might create priority issues. Also, consider whether you need to file a UCC-3 amendment if you have any existing filings under the old name. The $850K collateral value definitely makes this worth getting right the first time.
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Madeline Blaze
•This is incredibly helpful advice, especially the point about checking for existing filings under both names. I hadn't considered the priority implications if there are other lenders with filings under the old name. The UCC-3 amendment angle is also something I need to research - we do have some existing filings from previous advances that might need updating. Given the collateral value, I'm definitely going to take the comprehensive approach you're suggesting rather than just fixing the immediate filing issue.
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