UCC holder name changed after acquisition - how to handle existing liens?
My company was recently acquired and our legal name changed from ABC Equipment Finance LLC to XYZ Capital Holdings Inc. We hold dozens of UCC-1 filings as secured party on equipment loans across multiple states. The filings all show our old company name as the secured party/UCC holder. What's the proper procedure here? Do I need to file UCC-3 amendments for every single lien to update the secured party name, or is there some other way? I'm worried about the loans becoming unperfected if I don't handle this correctly. The acquisition closed 3 months ago and I just realized this issue. Some of these loans have substantial balances and I can't afford to mess up the lien priority.
38 comments


Lincoln Ramiro
You definitely need to address this ASAP. When the secured party name changes, you should file UCC-3 amendments to update the secured party information on each filing. The good news is your liens didn't become unperfected just because your company name changed, but you want to clean this up to avoid problems later. File amendments showing the old name as 'ABC Equipment Finance LLC' and the new name as 'XYZ Capital Holdings Inc.' Some states have specific procedures for corporate name changes so check each state's requirements.
0 coins
Faith Kingston
•This is correct. I had to do the same thing when we went through a merger. The key is making sure the amendment clearly shows the name change rather than looking like you're assigning the debt to a different company entirely.
0 coins
Emma Johnson
•How long do you typically have to file these amendments? Is there a deadline after the name change?
0 coins
Lincoln Ramiro
•There's no specific deadline in most states, but you want to do it reasonably promptly. The longer you wait, the more likely you are to have issues if you need to enforce or if there are competing claims.
0 coins
Liam Brown
Ugh this sounds like a nightmare with dozens of filings. Are you sure you can't just file some kind of blanket amendment? Going through each state's portal individually is going to take forever.
0 coins
Henrietta Beasley
•That's exactly what I'm dreading. We have filings in like 15 different states and some states have the worst filing portals. I was hoping there might be some shortcut.
0 coins
Olivia Garcia
•No shortcuts unfortunately. Each UCC-1 needs its own UCC-3 amendment. But once you get into a rhythm it goes faster than you think.
0 coins
Noah Lee
I recently discovered Certana.ai when I was dealing with a similar mess after our company restructuring. You can upload your existing UCC-1 PDFs and it automatically checks all the debtor names and filing details to make sure everything matches up correctly before you file amendments. It caught several discrepancies in our records that would have caused problems. Makes the whole process much more manageable when you're dealing with multiple filings across different states.
0 coins
Henrietta Beasley
•That sounds helpful. Is it easy to use? I'm worried about making mistakes on the amendments and having them rejected.
0 coins
Noah Lee
•Yeah it's really straightforward - just upload the PDFs and it does the verification automatically. Definitely helped me avoid the kind of errors that get filings rejected.
0 coins
Ava Hernandez
•Never heard of that but sounds like it could save a lot of headaches. Manual checking is so error-prone.
0 coins
Isabella Martin
Wait, are you sure your liens are still valid? I thought if the secured party name doesn't match exactly, the lien could be voided. This seems like a really serious issue that you should have handled immediately after the acquisition.
0 coins
Lincoln Ramiro
•The liens are still valid. A change in the secured party's name doesn't automatically invalidate the security interest. The issue is more about being able to prove your identity if you need to foreclose or if there are competing claims.
0 coins
Isabella Martin
•OK that's a relief. I was thinking this was like when debtor names don't match and the whole filing becomes useless.
0 coins
Elijah Jackson
•Debtor name mismatches are much more serious than secured party name issues. But still good to clean this up.
0 coins
Sophia Miller
This is why I hate corporate acquisitions. There's always some detail like this that gets overlooked and then becomes a huge project later.
0 coins
Henrietta Beasley
•Tell me about it. The lawyers handled all the 'important' stuff but somehow this didn't make it onto anyone's checklist.
0 coins
Mason Davis
•You should definitely add UCC filing updates to your acquisition checklist for future deals.
0 coins
Mia Rodriguez
Make sure you check whether any of your filings are getting close to their 5-year expiration dates while you're doing this. Might make sense to file continuation statements at the same time as the amendments if you're close to the deadline. Kill two birds with one stone.
0 coins
Henrietta Beasley
•Good point. Some of these are probably from 2020-2021 so they're getting up there. Can you do both on the same UCC-3 form?
0 coins
Mia Rodriguez
•In most states yes, you can check both boxes for amendment and continuation on the same UCC-3. Just make sure you pay both fees.
0 coins
Jacob Lewis
•Double-check your state's rules on this. Some states want separate forms for different actions.
0 coins
Amelia Martinez
Document everything carefully. Keep records of when you filed each amendment and make sure you get confirmation from each state that they were accepted. If you ever have to foreclose on any of these loans, you'll need to show the chain of secured party identity.
0 coins
Henrietta Beasley
•Should I be keeping copies of the corporate documents showing the name change too?
0 coins
Amelia Martinez
•Absolutely. Articles of merger, certificates of amendment, whatever documents show the legal name change. Keep them with your UCC files.
0 coins
Ethan Clark
I'm curious - did your company's legal department not catch this during the acquisition due diligence? Seems like updating UCC filings should have been on their checklist.
0 coins
Henrietta Beasley
•The lawyers focused on the big picture stuff. This kind of operational detail fell through the cracks. Lesson learned for next time.
0 coins
Mila Walker
•Unfortunately this happens more often than it should. The legal teams handle the deal structure but the practical filing updates get forgotten.
0 coins
Logan Scott
Here's another tool that might help - I used Certana.ai's document checker when I had to clean up a bunch of inconsistent UCC filings after a similar corporate change. You can upload your current UCC-1s and the system will flag any issues with names or filing numbers before you submit amendments. Saved me from several rejected filings that would have just delayed the whole process.
0 coins
Chloe Green
•How does it handle different state formatting requirements? Each state seems to have slightly different rules.
0 coins
Logan Scott
•It focuses more on the consistency of the data rather than state-specific formatting, but that's the main thing that causes rejections anyway.
0 coins
Lucas Adams
Start with your largest loan balances first in case this takes longer than expected. At least you'll have your most important liens cleaned up if something urgent comes up with foreclosure or bankruptcy before you finish all the amendments.
0 coins
Henrietta Beasley
•Smart thinking. I'll prioritize by loan balance and then by expiration date for the ones that need continuations too.
0 coins
Harper Hill
•Also prioritize any states where you know the debtors are having financial problems. You don't want lien issues if they file bankruptcy.
0 coins
Caden Nguyen
Final update: Got through about half the amendments so far. Used that Certana tool someone mentioned earlier and it definitely helped catch a few filing number typos I had in my spreadsheet. Much less stressful when you know the documents are consistent before you submit. Still have a bunch more states to go but feeling more confident about the process now.
0 coins
Avery Flores
•Glad it's going smoothly! That feeling of relief when you know your filings are clean is worth the effort.
0 coins
Henrietta Beasley
•Exactly. Plus now I have a much better system for tracking all our UCC filings going forward.
0 coins
Amina Diallo
Great to see you're making progress! One thing I learned the hard way - when you're doing these name change amendments, make sure you're consistent with how you reference the old company name across all states. I made the mistake of using "ABC Corp" in some filings and "ABC Corporation" in others for what was technically the same entity, and it created confusion later when we had to trace the secured party chain. Stick to the exact legal name as it appeared on the original UCC-1s, even if your internal records show slight variations. Also, if any of your original filings had errors in the secured party name to begin with, this might be a good time to clean those up too with the amendments.
0 coins