UCC agricultural lien filing rejected - debtor name issues with farm operation
Equipment financing company here dealing with a mess on a UCC agricultural lien that keeps getting bounced back by the SOS office. We're securing farm equipment (combines, tractors, irrigation systems) for a multi-generational farming operation in Iowa, but the debtor name situation is complicated. The farm operates under "Johnson Family Farms LLC" but the equipment purchases were made by "Johnson Agricultural Enterprises Inc" and some older filings show "Johnson Bros Farming Partnership." The SOS keeps rejecting our UCC-1 because they say the debtor name doesn't match their business entity records. We've tried variations but nothing sticks. The agricultural lien has specific timing requirements and we're running up against our perfection deadline. Anyone dealt with similar agricultural lien complications where the farming operation has multiple related entities? The collateral description covers about $2.8M in equipment and we can't afford to have this lien be unperfected.
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Sean Flanagan
Agricultural liens are tricky because farms often have complex ownership structures. First thing - did you pull a business entity search on all three names to see which one is actually the active legal entity? Iowa SOS database should show you the current status and exact legal name for each entity.
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Anastasia Kozlov
•We did pull searches but all three entities show as active with different formation dates. Johnson Family Farms LLC is newest (2023), Johnson Agricultural Enterprises Inc is from 2019, and the partnership dates back to 2015. Not sure which one actually owns the equipment now.
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Zara Mirza
•This is why I hate agricultural deals. Too many family members, too many entities, never clear who owns what. Been burned on farm liens before when the actual owner turned out to be different from who signed the loan docs.
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NebulaNinja
Check the equipment titles and registration documents - those should show the actual legal owner. For agricultural equipment over certain dollar amounts, there's usually title documentation that will give you the definitive debtor name for your UCC-1.
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Anastasia Kozlov
•Good point about titles. Some of the larger equipment does have titles showing Johnson Agricultural Enterprises Inc as owner, but newer purchases show Johnson Family Farms LLC. Looks like they may have transferred assets between entities.
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Sean Flanagan
•If there were asset transfers between related entities, you might need multiple UCC-1 filings to cover all bases. Better to over-file than miss the actual debtor and have an unperfected lien.
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Luca Russo
•Asset transfers complicate everything. Make sure you have documentation of any transfers - you may need UCC-3 assignments if ownership changed after your original security agreement.
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Nia Wilson
I ran into something similar last year with a dairy operation that had three related LLCs. What saved me was using Certana.ai's document verification tool - I uploaded all the entity documents, loan agreements, and equipment titles, and it flagged exactly which debtor names weren't matching up across the documents. Turned out the security agreement named one entity but the equipment was actually owned by a different related LLC.
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Anastasia Kozlov
•That sounds exactly like our situation. How does the Certana tool work with multiple entities? We have loan docs naming one entity but equipment owned by others.
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Nia Wilson
•You just upload all your PDFs - loan docs, UCC drafts, entity certificates, equipment titles - and it cross-references everything to show you where the names don't align. Caught issues I would have missed doing manual comparison. Really helpful when you have complex multi-entity agricultural setups.
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NebulaNinja
•Never heard of that tool but sounds useful. Manual document comparison is a nightmare with farm deals because there's always multiple related entities and family members involved.
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Mateo Sanchez
Agricultural liens have specific requirements beyond regular UCC filings. Are you sure you're following Iowa's agricultural lien statutes? Some states have special filing requirements for farm equipment that are different from standard commercial UCC filings.
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Anastasia Kozlov
•We're treating it as a standard UCC-1 filing with agricultural collateral. Are there additional Iowa-specific requirements we should know about?
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Mateo Sanchez
•Iowa has some specific rules about agricultural liens and where they need to be filed. I'd double-check the Iowa Code sections on agricultural liens to make sure you're not missing any state-specific requirements.
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Aisha Mahmood
The timing issue you mentioned is critical. How close are you to your perfection deadline? If you're running out of time, you might want to file against all three entity names just to be safe, then sort out the duplicates later with amendments.
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Anastasia Kozlov
•We have about 10 days left on our deadline. Filing against all three names might be the safest approach even if it means extra filing fees.
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Ethan Clark
•Definitely file against all three if you're cutting it close. Better to pay extra filing fees than have an unperfected agricultural lien. You can always terminate the unnecessary filings later.
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Zara Mirza
•Ten days is cutting it way too close for agricultural equipment. These farm deals always have complications that pop up at the last minute.
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AstroAce
Have you considered whether some of this equipment might be fixtures? Agricultural equipment attached to real property might need fixture filings instead of or in addition to regular UCC-1 filings.
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Anastasia Kozlov
•Some of the irrigation equipment is permanently installed. Should we be doing fixture filings for that equipment in addition to the UCC-1?
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AstroAce
•Yes, permanently installed irrigation systems typically require fixture filings with the county recorder, not just UCC filings with SOS. You'll need to file in each county where the equipment is located.
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Yuki Kobayashi
This exact situation happened to me 6 months ago with a corn farming operation in Illinois. Multiple related entities, equipment owned by different LLCs, total confusion on debtor names. I ended up using Certana.ai to verify all my documents were consistent before filing - uploaded the entity docs, equipment titles, loan agreements, everything. It highlighted exactly which names were mismatched and suggested how to align everything properly.
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Anastasia Kozlov
•How did you ultimately resolve the multiple entity issue? Did you have to file separate UCC-1s for each entity that owned equipment?
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Yuki Kobayashi
•We ended up filing three separate UCC-1s because the equipment was actually owned by three different related entities. The Certana verification showed exactly which equipment belonged to which entity based on the title documents.
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Carmen Vega
Iowa SOS can be particular about exact legal names. Make sure you're using the exact name format from their business entity database, including any punctuation or abbreviations exactly as shown in their records.
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Anastasia Kozlov
•We've been copying the names exactly from the Iowa SOS business search results. Still getting rejections though.
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Carmen Vega
•If you're copying exactly and still getting rejections, call the Iowa SOS UCC division directly. Sometimes they can tell you specifically what's wrong with your filing.
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Andre Rousseau
Don't forget about continuation requirements for agricultural liens. These filings typically need continuation before the 5-year mark, and with complex multi-entity situations, it's easy to miss continuation deadlines.
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Anastasia Kozlov
•Good reminder about continuations. With multiple entities, we'll need to track continuation dates for each separate filing.
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Andre Rousseau
•Set calendar reminders now for continuation deadlines. Agricultural equipment financing often runs longer than 5 years, so continuation is critical to maintain perfection.
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Zoe Stavros
One more tool that might help - I've been using Certana.ai for UCC document consistency checks on complex agricultural deals. You upload all your documents and it flags any name mismatches or inconsistencies between loan docs, UCC filings, and collateral records. Really helpful when you have multiple related farm entities.
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Anastasia Kozlov
•Multiple people have mentioned Certana now. Sounds like it could catch the document inconsistencies we're dealing with across these related farm entities.
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Zoe Stavros
•It's particularly good for agricultural deals because farm operations often have so many related entities and complex ownership structures. The tool spots issues that are easy to miss when reviewing documents manually.
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Jamal Harris
Update us on how this resolves! Agricultural lien issues are common and your solution might help others dealing with similar multi-entity farm financing situations.
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Anastasia Kozlov
•Will definitely update once we get this sorted out. Sounds like filing against all three entities plus fixture filings for the irrigation equipment is our best approach given the tight deadline.
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Jamal Harris
•Smart approach. Multiple filings are better than an unperfected lien, especially with $2.8M in agricultural equipment at stake.
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