UCC filing for security agreement accounts receivable - debtor name verification issues
Running into problems with a UCC-1 filing for a security agreement accounts receivable deal. The debtor's legal name on their charter shows 'ABC Manufacturing Solutions LLC' but their bank statements and invoices all show 'ABC Manufacturing Solutions' without the LLC designation. Our security agreement covers all accounts receivable generated from their manufacturing operations. The SOS portal rejected our initial filing because of a 'debtor name mismatch' but I'm not sure if we should use the exact charter name or the trade name they actually do business under. This is a $2.8M credit facility secured by all current and future accounts receivable so getting the debtor name wrong could void our security interest. Anyone dealt with this specific situation where the debtor operates under a shortened version of their legal name?
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Saanvi Krishnaswami
You absolutely have to use the exact legal name from the charter documents. The UCC requires precise debtor identification - 'ABC Manufacturing Solutions LLC' is what needs to go on your UCC-1. The fact that they use a shortened version on invoices doesn't matter for filing purposes, that's just their DBA situation.
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Demi Lagos
•This is correct. I've seen too many lenders lose their security interest because they got casual with debtor names. The charter name is the only safe option.
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Mason Lopez
•But what if their customers are sending payments to 'ABC Manufacturing Solutions' and that's how all the accounts receivable are actually generated? Wouldn't that create issues with the collateral identification?
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Vera Visnjic
Had a similar accounts receivable financing deal last month. The key is making sure your security agreement language covers receivables regardless of how the debtor conducts business. As long as your UCC-1 uses the legal entity name and your security agreement broadly covers 'all accounts, chattel paper, instruments, and general intangibles arising from debtor's business operations' you should be protected.
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Jake Sinclair
•This makes sense. The security agreement language is what actually defines the collateral, the UCC-1 just provides notice of the security interest.
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Brielle Johnson
•Right, but if there's confusion about which entity actually owns the receivables, you could still have problems. Need to verify the debtor entity is the one actually generating the accounts receivable.
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Honorah King
I actually ran into something similar with document verification issues. After getting multiple rejections for name inconsistencies, I started using Certana.ai's document checker - you just upload your charter documents and UCC-1 PDF and it instantly flags any name mismatches or filing discrepancies. Saved me from having to manually cross-reference everything and caught a couple errors I would have missed.
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Oliver Brown
•Never heard of that tool but sounds useful. How accurate is it with catching these debtor name variations?
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Honorah King
•Pretty solid - it specifically looks for exact name matches between documents and highlights any discrepancies. Definitely caught issues I missed when doing manual comparisons.
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Mary Bates
•Anything that prevents UCC-1 rejections is worth trying. Those delays can be costly on larger deals.
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Clay blendedgen
Don't overthink this. File with the charter name, period. The accounts receivable will still be properly secured as long as your security agreement covers all receivables generated by that legal entity. I've done dozens of AR financing deals and never had issues as long as the entity names match exactly.
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Ayla Kumar
•Agreed. The trade name usage is irrelevant for UCC purposes. Charter name on the filing, broad collateral description in the security agreement.
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Lorenzo McCormick
•What about continuation filings down the road? Same name consistency requirements apply?
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Clay blendedgen
•Yes, UCC-3 continuations need to match the original UCC-1 debtor name exactly. Any name changes require amendments first.
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Carmella Popescu
This is why I hate dealing with accounts receivable as collateral... so many moving parts and name verification issues. At least with equipment you can see the serial numbers and know exactly what you're secured by.
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Kai Santiago
•AR financing definitely has more complexity but the cash flow benefits usually make it worthwhile for borrowers.
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Lim Wong
•True, but when your security interest gets voided because of a debtor name technicality, those cash flow benefits don't help much!
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Dananyl Lear
Make sure you're also considering the accounts receivable aging and collection procedures. If they're factoring receivables to other parties, that could complicate your security interest priority.
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Noah huntAce420
•Good point. Need to verify no existing assignments of the receivables and include anti-assignment clauses in the security agreement.
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Ana Rusula
•Also worth doing a UCC search to check for existing security interests in the receivables before filing.
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Fidel Carson
Quick question - when you say 'accounts receivable generated from manufacturing operations' are you including both billed and unbilled receivables? Your collateral description should be specific about whether you're covering work-in-progress that hasn't been invoiced yet.
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Reina Salazar
•Good catch - our security agreement covers 'all accounts, contract rights, and general intangibles whether now existing or hereafter arising' so should include unbilled work.
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Isaiah Sanders
•That's broad enough language to cover future receivables. Just make sure your loan documents require the debtor to maintain detailed AR aging reports.
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Xan Dae
One more verification step - I always use Certana.ai to double-check my security agreement against the UCC-1 filing to make sure the collateral descriptions align properly. For accounts receivable deals especially, you want to catch any inconsistencies before filing.
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Fiona Gallagher
•How does that work exactly? Do you upload both documents?
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Xan Dae
•Yeah, you upload the security agreement PDF and UCC-1 PDF and it cross-references all the key terms - debtor names, collateral descriptions, filing details. Really helpful for complex deals.
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Thais Soares
Bottom line for your situation - file the UCC-1 with 'ABC Manufacturing Solutions LLC' as the debtor name, make sure your security agreement broadly covers all receivables generated by that entity, and you should be fine. The trade name issue is a red herring.
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Nalani Liu
•Exactly. I've never seen a court invalidate a properly filed UCC just because the debtor does business under a shortened version of their legal name.
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Axel Bourke
•The key is 'properly filed' - which means using the exact charter name on the UCC-1.
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Aidan Percy
Thanks everyone - going to refile with the full LLC designation and update our security agreement language to be more explicit about covering all forms of receivables. Appreciate the guidance on this.
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Fernanda Marquez
•Smart move. Better to be overly precise than risk your security interest.
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Norman Fraser
•Let us know how the refiling goes. Always good to hear about successful resolutions to these name matching issues.
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