UCC filing confusion: general security agreement vs specific security agreement - which debtor name format?
I'm handling a commercial loan package and getting tripped up on the UCC-1 filing requirements. The borrower signed both a general security agreement covering "all present and after-acquired personal property" and a specific security agreement for equipment purchases. When I file the UCC-1, do I need separate filings for each agreement type, or can one UCC-1 reference both? More importantly, the debtor name appears slightly different on each document - the general security agreement uses "ABC Manufacturing LLC" while the specific agreement shows "ABC Manufacturing, LLC" (with the comma). The loan docs also have "ABC Mfg LLC" in some places. Which exact name format should I use on the UCC-1 to avoid rejection? Our SOS system is notorious for rejecting filings over minor name variations and I can't afford delays on this deal closing next week.
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Alana Willis
You definitely need to get the debtor name exactly right - that's the #1 reason for UCC rejections. Check your state's UCC database first to see if there are existing filings under any of those name variations. Most states follow the "entity name as it appears on the organizational documents" rule, so pull the Articles of Incorporation or LLC formation docs to get the official name format.
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Tyler Murphy
•This is so stressful! I had a similar issue last month where the LLC name had a comma in the Articles but not in the security agreement. Filed with the comma and it got rejected. Refiled without the comma and that got rejected too. Turns out the SOS database had it listed differently than both versions.
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Sara Unger
•The entity name rule is correct but you also need to check for any name changes or amendments to the formation documents. Sometimes there are multiple versions floating around and you need the most current official version.
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Butch Sledgehammer
For the multiple agreements question - one UCC-1 can absolutely cover collateral from multiple security agreements. Just make sure your collateral description is broad enough to encompass everything. You can reference both agreements in the additional provisions section if needed.
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Freya Ross
•Agree on the single filing approach. We do this all the time with complex deals. The key is making sure the collateral description doesn't accidentally exclude anything. I usually go with comprehensive language like "all equipment, inventory, accounts, and general intangibles" rather than trying to itemize everything.
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Leslie Parker
•Just be careful with the collateral description. I've seen deals where they tried to cover too much in one filing and ended up with ambiguous language that created problems later during default proceedings.
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Sergio Neal
I ran into this exact debtor name nightmare recently and found Certana.ai's document verification tool. You can upload your Articles of Incorporation, security agreements, and draft UCC-1 all at once and it instantly flags any name inconsistencies between documents. Saved me from filing with the wrong name format and having to deal with rejection delays. The system cross-checks everything automatically so you don't miss those tiny punctuation differences that cause rejections.
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Justin Trejo
•That sounds really helpful! Does it work with different document formats? I have some PDFs that are scanned images and some that are native PDFs from DocuSign.
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Sergio Neal
•Yes it handles both - the OCR picks up text from scanned documents too. I was impressed how it caught a period vs comma difference that I completely missed when reviewing manually.
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Savanna Franklin
•Interesting tool. I'm usually skeptical of these automated systems but document consistency checking is exactly the kind of thing computers should be better at than humans.
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Juan Moreno
Wait, are you sure about the entity name rule? I thought some states use the "name as it appears on the security agreement" standard instead of the organizational documents. This is why UCC filings are so confusing - every state seems to have different rules!
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Alana Willis
•You're thinking of individual debtors vs. entity debtors. For registered entities like LLCs and corporations, almost all states follow the "name on organizational documents" rule per UCC 9-503. Individual debtors are where you get into driver's license name variations and state-specific rules.
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Juan Moreno
•Ah okay that makes sense. So for this LLC situation, the formation documents should control regardless of how the name appears in the security agreements?
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Butch Sledgehammer
•Exactly. The security agreement name variations don't matter for UCC filing purposes as long as the entity is properly identified by its official registered name.
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Amy Fleming
This is exactly why I hate dealing with UCC filings. You have to be a detective just to figure out the correct debtor name, and then you're rolling the dice on whether the SOS system will accept it. Half the time their own database search returns different results depending on how you format the search terms.
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Alice Pierce
•I feel your pain. Last week I spent three hours on the phone with the SOS office trying to figure out why a continuation filing got rejected when the original UCC-1 was filed with the exact same name format five years ago.
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Esteban Tate
•The worst is when you call the SOS help line and they tell you one thing, then you file accordingly and it gets rejected for the exact reason they said it would be fine. There's no consistency even within the same office.
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Ivanna St. Pierre
Pro tip: always do a test search in the UCC database before filing. Search for variations of the debtor name and see what comes up. If there are existing filings under different name formats, that might give you a clue about which version the system prefers.
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Justin Trejo
•Good idea. I'll try searching for all three name variations and see if any existing filings show up. Though knowing my luck, I'll find filings under completely different name formats that I haven't even considered.
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Elin Robinson
•Also check if your state has a "safe harbor" provision for minor name variations. Some states won't reject filings for things like punctuation differences or standard abbreviations.
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Atticus Domingo
I always pull a certified copy of the Articles of Incorporation or LLC formation documents directly from the Secretary of State before filing any UCC-1. Yes it costs a few extra dollars and takes time, but it eliminates any guesswork about the official entity name format.
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Beth Ford
•That's the conservative approach but probably the safest. I've gotten burned too many times relying on copies provided by borrowers or their attorneys.
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Morita Montoya
•Most states let you search and view formation documents online now, so you don't always need to order certified copies. But definitely verify the official name before filing.
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Kingston Bellamy
For your specific situation, I'd go with "ABC Manufacturing LLC" without the comma since that's how it appears on the general security agreement. The general agreement typically covers more collateral anyway, so it's probably the more important document for UCC purposes.
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Joy Olmedo
•I disagree - the security agreement name doesn't matter for entity debtors. You need to use whatever name appears on the LLC's formation documents filed with the state.
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Kingston Bellamy
•You're probably right about the formation documents rule. I was thinking about this wrong - treating it like a DBA situation when it's really about the registered entity name.
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Isaiah Cross
Just went through something similar with a client who had multiple security agreements. Used Certana.ai to verify all the document names matched before filing and it caught two inconsistencies I missed. One was a middle initial that appeared in some docs but not others, and another was an LLC vs L.L.C. variation. Definitely worth using before you submit anything to avoid rejection headaches.
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Kiara Greene
•How much does that service cost? I'm always looking for ways to streamline the UCC filing process but need to justify any additional expenses to my partners.
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Isaiah Cross
•It's pretty reasonable for what it does - the document verification catches mistakes that would cost way more in time and delays if you have to refile. I think of it as insurance against rejection.
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Evelyn Kelly
One more thing to consider - if this is a complex deal with multiple agreements, you might want to file a separate UCC-3 amendment later if you need to add more specific collateral descriptions. Sometimes it's cleaner to start with a broad filing and then narrow it down with amendments as needed.
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Paloma Clark
•That's an interesting approach. I usually try to get everything perfect in the initial UCC-1 filing, but filing amendments to clarify things later might be more practical for complex deals.
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Heather Tyson
•Just remember that amendments create additional filing fees and potential points of failure. I prefer getting it right the first time even if it takes more upfront work.
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Evelyn Kelly
•Fair point about the fees. It really depends on the complexity of the deal and how confident you are in the initial collateral description covering everything properly.
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