UCC Filing Assignment Transfer - Name Change Requirements?

This is exactly right. I see people get confused about this all the time. The debtor stays Mountain View Equipment LLC on the records, but the secured party changes through the assignment. The machinery collateral description should carry forward automatically.

Wait, I thought when you acquire a company you have to update the debtor information too? I'm dealing with something similar and my attorney said we might need to amend the debtor name if the LLC structure changed during acquisition.

If the LLC itself changed names or merged, that would be different - you'd need a UCC-3 amendment to update debtor information. But if Mountain View Equipment LLC still exists as an entity and you just acquired it, the debtor name stays the same and you assign the secured party interest.

Good point about checking the original filing for errors first. How long did your assignment take to get processed? I'm worried about timing with our closing deadlines.

Most states process UCC-3 assignments pretty quickly, usually within 1-2 business days for electronic filings. Just make sure you get the filing number exactly right from the original UCC-1.

That sounds really useful for complex acquisitions like this. How does it handle situations where there are multiple related filings that all need to be assigned?

It can check multiple documents at once, so you can upload all your UCC-1s and batch-verify the assignment forms against them. Really helps when you're dealing with acquisitions that have several different equipment or real estate collateral filings.

Not a dumb question at all! The continuation schedule stays exactly the same. Your assignment doesn't reset the 5-year clock - you still need to file your continuation before March 2027. The assignment just transfers who holds the security interest.

This tripped me up on my first assignment too. The lapse date never changes unless you file a continuation, regardless of amendments or assignments you do in between.

For a pure assignment, you typically just reference the original filing and don't restate the collateral. If the collateral has actually changed, you might need to do an amendment in addition to the assignment.

Yeah, assignment transfers the security interest as-is. If your $450K worth of machinery has been sold, replaced, or significantly modified, that's a separate collateral amendment issue from the ownership assignment.

True, the Secretary of State websites usually have specific guidance for assignments. Some states want copies of the acquisition agreements or corporate resolutions attached to the UCC-3.

I always call the filing office directly for complex assignments like this. Most SOS offices are pretty helpful about explaining their specific requirements over the phone.

Those comma discrepancies are the worst! Glad you caught it before filing. How long did the whole process take once you had the names standardized?

Amendment took 2 days to process, then the assignment went through the next business day. Total about a week from start to finish, which worked perfectly with our closing timeline.

This is exactly why I always run document checks on acquisitions now. The name matching has to be perfect or the whole chain of title gets messed up.

Great question! Since you acquired Mountain View Equipment LLC, you typically don't need separate consent from the debtor to file the assignment - your acquisition agreement should give you the authority to handle their existing UCC filings. However, I'd recommend checking with your acquisition attorney to make sure the purchase agreement specifically covers transfer of secured obligations and UCC filings. Some deals have specific language about how existing liens and security interests are handled. The assignment is really between secured parties (transferring from whoever the original secured party was to Summit Industrial Holdings), so the debtor's signature isn't usually required on the UCC-3 form itself.