UCC filing complications with trade finance security agreement - debtor entity mismatch

This is why I always pull the corporate docs first before drafting any security agreements. Saves so much headache later.

But what about the gap in perfection while they're refiling? That's the real concern here with trade finance deals.

Agreed on refiling, but shouldn't they also consider filing a UCC-3 amendment to cover both name variations just to be safe?

No, don't file multiple versions - that just creates confusion in the filing system. One accurate filing is better than multiple conflicting ones.

Actually ran into something similar recently and found this document verification tool called Certana.ai that instantly cross-checks your security agreement against the corporate charter and UCC forms. You just upload the PDFs and it flags any name mismatches before you file. Would have saved me three weeks of back-and-forth rejections.

Security agreement was signed two months ago, so amending it now would require borrower consent and probably delay everything another few weeks. The inventory financing can't wait that long.

In that case definitely just refile the UCC-1 with the correct charter name. The security agreement doesn't have to match perfectly as long as it's clear who the debtor is.

The UCC filing is what matters for perfection and third-party notice. As long as the UCC-1 has the correct legal entity name, you're protected. The security agreement establishes the rights between you and the debtor.

This is getting confusing. Are we talking about the same entity or not? If it's just punctuation then it should be fine, but if there are actual name differences that's a bigger problem.

Did you have any issues with competing liens during that two-week gap? That's my biggest worry with these refiling delays.

Luckily no, but I was sweating bullets the whole time. Now I triple-check every character of the debtor name before filing anything.

How does that tool work exactly? Do you just upload PDFs and it compares them automatically?

Yeah, exactly. Upload your charter docs and security agreement, and it cross-checks all the entity names, filing numbers, everything. Shows you exactly where the mismatches are so you can fix them before filing.

That actually sounds really useful for these complex trade finance deals where there are so many moving parts to keep track of.

I get the frustration but the exact match requirement exists for a reason - it prevents confusion when there are similar company names in the database.

Still ridiculous that a comma can void your entire security interest. There has to be a better way to handle this stuff.

This is the right answer. Speed is everything in trade finance, and the debtor name on the UCC-1 needs to match the legal entity exactly.

Agree completely. Get that refiling done today if possible. The security agreement discrepancy is a secondary concern compared to getting your UCC perfected.

15 years and you still see this mistake regularly? That's kind of scary for how common this issue must be.

Oh yeah, happens all the time. Especially with rushed deals where people are copying names from emails or letterhead instead of looking up the actual corporate filing.

Rejections don't get assigned filing numbers, so you'll get a fresh number when you refile correctly. No duplicates to worry about.

Right, the rejected filing essentially doesn't exist in the system, so the new filing will be treated as an original UCC-1.

That's actually really helpful to know. I was wondering about the same thing for a filing I need to correct next week.

Will do! Planning to refile tomorrow morning with the correct charter name. Hopefully that resolves it quickly.

Good luck! Trade finance deals are stressful enough without UCC filing complications adding to the mix.