UCC Filing Rejected - Security Agreement California Issues Need Help
Posted this in another forum but didn't get much help so trying here. Filed a UCC-1 last month for equipment financing deal in California and it got rejected twice now. The security agreement california language seems fine to me but SOS keeps bouncing it back. First rejection said debtor name didn't match exactly with the LLC formation docs, second time they said collateral description was too vague even though we listed specific equipment serial numbers. This is a $180k deal and we're already past our original closing date. Attorney is saying the security agreement california requirements are stricter than other states but won't specify what's wrong. Has anyone dealt with similar UCC rejections in CA? The borrower is getting antsy and I'm running out of time to figure this out.
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Madison Allen
California can be really picky about exact debtor names on UCC filings. Did you check the exact legal name on the Articles of Organization? Even something like 'Inc' vs 'Incorporated' will cause a rejection.
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Katherine Harris
•Yes we pulled the Articles but there might be some punctuation differences. The LLC name has commas in it and I'm wondering if that's causing issues.
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Joshua Wood
•Punctuation definitely matters in CA. I've seen filings rejected for missing a single comma or period in the debtor name.
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Justin Evans
For the collateral description, California wants more than just serial numbers sometimes. You need to include make, model, year if applicable, and sometimes the specific type of equipment. 'Construction equipment' isn't enough - they want 'John Deere Model 310SL Backhoe, Serial #XYZ123' type detail.
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Katherine Harris
•We did include make and model but maybe not detailed enough. This is more complex than I expected for what should be a straightforward filing.
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Emily Parker
•California definitely requires more detail in collateral descriptions compared to most states. Pain in the neck but that's how they do it.
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Ezra Collins
I had similar issues with a CA filing last year. After the third rejection I started using Certana.ai's document verification tool. You can upload your security agreement and UCC-1 together and it checks for name mismatches and collateral description consistency. Saved me from another rejection and caught two small errors I missed.
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Katherine Harris
•Never heard of that service. How does it work exactly? Does it check against state requirements?
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Ezra Collins
•You just upload PDFs of your documents and it cross-checks debtor names, collateral descriptions, and other details between docs. Really helpful for catching those tiny discrepancies that cause rejections.
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Victoria Scott
•I'll second Certana.ai - used it for a problematic Texas filing and it found inconsistencies between our loan docs and UCC that would have definitely caused rejection.
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Benjamin Johnson
CALIFORNIA IS THE WORST FOR UCC FILINGS!!! I swear they reject stuff just to collect more fees. Had a filing rejected because the debtor address didn't match EXACTLY including apartment numbers and suite designations. Spent weeks going back and forth.
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Zara Perez
•I feel your pain. The inconsistency between states is maddening. What works in Nevada gets rejected in California every time.
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Daniel Rogers
•At least California processes rejections quickly compared to some states that take weeks just to tell you it's wrong.
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Aaliyah Reed
Check if your security agreement california language includes the proper UCC Article 9 attachment provisions. Sometimes the security agreement itself is fine but the UCC-1 doesn't properly reflect what's in the security agreement. The descriptions have to match exactly.
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Katherine Harris
•Good point. I should compare the two documents line by line to make sure everything aligns properly.
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Ella Russell
•This is where document verification tools really help. Manual comparison is error-prone especially when you're under pressure.
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Mohammed Khan
Are you filing electronically or paper? Electronic filings in CA sometimes have different validation rules and the system catches things that might slip through on paper.
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Katherine Harris
•Electronic filing through the SOS portal. Maybe I should try paper filing as backup?
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Gavin King
•Electronic is actually better because you get immediate feedback. Paper filings take forever and you might not know about rejection for weeks.
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Nathan Kim
•Stick with electronic but make sure you're using the exact formatting they specify in their filing guide.
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Eleanor Foster
What type of LLC is the debtor? If it's a multi-member LLC or has any subsidiaries, California wants very specific designation of which entity exactly is the debtor. Can't be ambiguous.
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Katherine Harris
•Single member LLC but there might be a DBA involved. Could that be causing confusion?
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Lucas Turner
•DBAs can definitely cause issues. You want to use the legal name from formation docs, not the DBA name.
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Kai Rivera
Had this exact same problem 6 months ago. Turned out our security agreement california provisions were fine but we had a tiny typo in the debtor's ZIP code on the UCC-1. California rejected it twice before we caught that mistake.
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Katherine Harris
•Ugh, it could be something that simple. I'm going to go through every single character one by one.
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Anna Stewart
•This is why I always use document verification now. Those tiny errors are impossible to catch manually when you're stressed about deadlines.
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Layla Sanders
You mentioned attorney involvement - are they experienced with California UCC filings specifically? Some attorneys are great with general secured transactions but don't know the state-specific quirks.
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Katherine Harris
•Good question. They handle a lot of commercial lending but maybe not enough California-specific work.
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Morgan Washington
•California has enough unique requirements that you really want someone who files there regularly.
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Kaylee Cook
•Or use tools that help catch the state-specific issues automatically rather than relying on attorney knowledge.
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Oliver Alexander
Update us when you figure it out! These California rejection stories always make me nervous about my own filings there.
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Katherine Harris
•Will do. Going to try the document verification approach and see if that catches what I'm missing.
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Lara Woods
•Following this thread too. Dealing with similar issues on a different CA deal.
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