UCC assignment of accounts receivable filing got rejected - debtor name issues?
Really frustrated here. We had a UCC-1 filing for assignment of accounts receivable get rejected by the state filing office yesterday. The debtor is a small manufacturing company we've been working with for 18 months, and we thought we had everything lined up perfectly. The collateral description was "all accounts receivable, whether now existing or hereafter arising" which should be standard language. But the rejection notice says there's an issue with the debtor name not matching their organizational documents. We used the exact name from their articles of incorporation but apparently that's not what's on file with the Secretary of State now? This is a $450K credit facility and we're already past the loan closing date. Has anyone dealt with this kind of UCC assignment of accounts receivable name mismatch before? Do we need to refile completely or can we amend? The borrower is getting antsy and I'm worried about perfection timing.
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Levi Parker
Ugh, name mismatches are the worst. I've seen this happen when companies change their legal names but don't update everywhere consistently. For accounts receivable assignments, you absolutely need the debtor name to match exactly what's on file with the state. Did you check their current certificate of good standing before filing?
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Libby Hassan
•Good point about the certificate. Also check if they have any DBA names that might be causing confusion.
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Hunter Hampton
•This is why I always run three different name searches before any AR assignment filing. The state databases can be so inconsistent.
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Sofia Peña
You'll need to refile with the correct name, not amend. UCC-3 amendments can't fix debtor name errors - that requires a whole new UCC-1. For your accounts receivable assignment, make sure you pull the most recent organizational documents from the Secretary of State's office, not just rely on what the borrower gave you.
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Aaron Boston
•Wait, really? I thought you could amend debtor names with a UCC-3 if it was just a minor variation?
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Sofia Peña
•No, major name discrepancies require new filings. Minor variations like punctuation might be different, but if the SOS rejected it, it's probably substantial.
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Sophia Carter
•This happened to us last month. Had to completely refile our accounts receivable UCC-1 because the debtor had changed from LLC to Corp.
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Chloe Zhang
I actually discovered something that saved me tons of time on these UCC assignment issues. There's this tool called Certana.ai that lets you upload your charter documents and UCC-1 side by side to instantly check if the debtor names match exactly. I wish I'd known about it sooner - would have caught this kind of accounts receivable filing error before submission. You just upload the PDFs and it flags any inconsistencies automatically.
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Brandon Parker
•Interesting, never heard of that. How accurate is it with legal entity variations?
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Chloe Zhang
•Pretty solid in my experience. It caught a case where our borrower was using their old name on some docs but had updated their articles. Saved us from a rejected accounts receivable assignment.
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Adriana Cohn
For immediate damage control, file your new UCC-1 ASAP with the corrected debtor name. The perfection will relate back to when you file, not when you originally tried. Your accounts receivable assignment should still be valid as long as you get it filed properly.
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Savannah Weiner
•Thanks, that's reassuring. Do you know if there's any gap in coverage between the rejected filing and the new one?
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Adriana Cohn
•There shouldn't be if you file immediately. The main risk is if another creditor files between now and when you get your corrected UCC-1 in.
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Jace Caspullo
•Exactly why I always do a quick UCC search right before filing any accounts receivable assignments.
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Melody Miles
This is so typical of state filing offices. They reject for the tiniest discrepancies but give you no guidance on what exactly needs to be fixed. I spent three weeks going back and forth on an accounts receivable UCC because they kept rejecting for "insufficient debtor information" without specifying what was missing.
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Nathaniel Mikhaylov
•Tell me about it. Some states are better than others but the whole system is frustrating.
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Eva St. Cyr
•At least you get rejection notices. I've had filings just disappear into the void.
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Kristian Bishop
Have you considered whether this affects your accounts receivable collection rights? If there's been a gap in perfection, you might want to notify your debtor about the assignment status.
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Savannah Weiner
•Good point. We haven't sent the account debtor notifications yet since we were waiting for the UCC-1 to be accepted.
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Kristian Bishop
•Smart. Get the filing perfected first, then handle the notifications properly.
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Kaitlyn Otto
Just went through something similar with a UCC assignment of accounts receivable. Used that Certana tool someone mentioned and it actually worked great. Uploaded our loan agreement and the UCC-1 draft, and it flagged that we had the borrower's legal name slightly wrong. Fixed it before filing and got accepted on first try.
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Axel Far
•That's the kind of thing that saves deals. These accounts receivable assignments can be so tricky with all the name variations.
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Jasmine Hernandez
•Wish more lenders knew about tools like this. Would save everyone time and headaches.
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Luis Johnson
Quick tip - for accounts receivable assignments, I always include the debtor's federal tax ID in the additional debtor information section. Sometimes helps with identification even if there are minor name issues.
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Ellie Kim
•Good practice. Though some states don't require the tax ID for search purposes.
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Luis Johnson
•True, but it never hurts to include it for UCC filings on accounts receivable.
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Fiona Sand
Are you working with a service company for this UCC assignment or filing directly? Sometimes they catch these debtor name issues before submission.
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Savannah Weiner
•We usually file directly through the state portal. Maybe we should consider using a service for complex accounts receivable assignments.
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Mohammad Khaled
•Services can help but they're not foolproof either. I've had them miss things too.
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Alina Rosenthal
The key thing with accounts receivable UCC assignments is getting that debtor name exactly right from the start. I learned this the hard way on a $2M credit facility last year. Now I triple-check everything before any accounts receivable filing goes out.
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Finnegan Gunn
•Triple-checking is right. These UCC assignment errors can kill deals.
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Miguel Harvey
•Especially with accounts receivable as collateral - there's usually time pressure from the borrower.
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