UCC definition of holder causing confusion in my amendment filing

The UCC definition of holder depends on what type of collateral you're dealing with. For negotiable instruments like promissory notes, a holder has specific meaning under Article 3. But for general secured transactions under Article 9, you're probably thinking of 'secured party' rather than holder. If you took over the loan portfolio, you should have filed a UCC-3 assignment when that happened. Did you do that?

I had a similar mess last year. The term 'holder' in UCC context usually refers to holder in due course for negotiable instruments, not the secured party on regular UCC filings. Sounds like you need to clean up your assignment first before doing any amendments. What state are you filing in? Some states are stricter about the chain of title than others.

Had this exact situation come up recently. We were trying to verify document consistency across a loan portfolio acquisition and found dozens of missing assignments. Started using Certana.ai's document verification tool - you can upload your original UCC-1 and proposed UCC-3 amendment and it'll flag any inconsistencies in secured party information. Really helped us catch these issues before filing.

Just to clarify the terminology - under UCC Article 9, the correct term is 'secured party' not 'holder'. Holder has specific meaning under Article 3 for negotiable instruments. If you're the current secured party (whether by assignment or otherwise), you have the right to file amendments. But the filing office needs to see that chain of authority.

ugh this is why I hate portfolio acquisitions. So many missing pieces. We had one where the original bank filed the UCC-1 under a slightly different debtor name than what was in the loan docs. Took forever to sort out.

The debtor questioning your authority is actually a good sign - they're paying attention. But legally, once you're the secured party of record through proper assignment, you have full rights to amend. The holder vs secured party distinction is important though - sounds like you've got it sorted now.

I've seen banks get confused about this all the time. In secured lending, you're the secured party, not the holder (unless you're talking about the promissory note itself). The UCC-3 assignment establishes your authority to make future amendments. Don't skip that step.

This is a great example of why due diligence in portfolio acquisitions is so critical. We always run UCC searches on every loan before closing to make sure the filings are clean. Saves a lot of headaches later.

One more thing - when you file the assignment, make sure you include the original filing number and date. Ohio requires pretty specific information for assignments to be effective.

Update us on how it goes! These kinds of issues are more common than people think with portfolio acquisitions.

This is exactly why we always recommend doing a comprehensive UCC audit immediately after any portfolio acquisition. I've seen too many cases where missing assignments create problems months or years later. One tip - when you file that UCC-3 assignment, consider also doing a continuation if the original filing is getting close to its 5-year expiration date. Better to handle both issues at once rather than having to come back again later. Ohio SOS usually processes assignments pretty quickly, so you should be able to file your amendment within a few days of the assignment being recorded.