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Mateo Silva

UCC lien search Alabama - Found multiple filings under similar debtor names, need help verifying which are valid

Running into a confusing situation with a UCC lien search in Alabama and hoping someone here has dealt with this before. I'm working on due diligence for a potential equipment purchase and when I searched the Alabama SOS database, I found three different UCC-1 filings that might relate to the same debtor company. The problem is the debtor names are slightly different on each filing - one shows 'ABC Manufacturing LLC', another shows 'ABC Manufacturing, LLC' (with the comma), and a third shows 'A.B.C. Manufacturing LLC'. All three have different filing numbers and secured parties. The equipment I'm looking at could potentially be covered under any of these filings depending on how the collateral descriptions are written. I've been going back and forth trying to figure out which filings are actually enforceable and which debtor name variations would be considered legally sufficient under Alabama UCC rules. Has anyone run into this kind of debtor name variation issue when doing UCC searches? I'm worried about missing a valid lien or worse, assuming a filing is invalid when it's actually perfected properly.

Oh boy, debtor name variations are the bane of UCC searches. I've seen this exact scenario in Alabama before. The key thing to understand is that Alabama follows the 'only if' standard for debtor names - meaning the financing statement is only seriously misleading if a search under the debtor's correct name would fail to disclose the financing statement. So all three of those filings could potentially be valid depending on how the debtor's name appears in their organizational documents.

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Cameron Black

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This is exactly right. The 'only if' test is crucial. You need to check what the debtor's exact legal name is according to their articles of incorporation or organization with Alabama Secretary of State.

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Wait, so even if the comma placement is wrong, the filing could still be valid? That seems like it would make searches really unreliable.

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I deal with this constantly in my work. What you need to do is pull the debtor's organizational documents from Alabama SOS to see their exact legal name, then determine if each UCC filing would be found in a search using that correct name. The punctuation differences you mentioned (comma, periods) often don't matter much, but you have to test it in the search system.

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Mateo Silva

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That makes sense but sounds like a lot of manual checking. Is there a more efficient way to verify multiple filings like this?

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Ruby Garcia

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Actually, I recently started using Certana.ai for exactly this type of verification. You can upload the UCC documents as PDFs and it automatically cross-checks debtor names against organizational records and flags any inconsistencies. Saved me hours of manual comparison work.

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That sounds useful. I've been doing everything manually which is prone to errors when you're dealing with multiple variations.

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This is why I always tell people to search under multiple name variations when doing UCC due diligence. You can't just search the name as it appears on the purchase agreement - you need to search abbreviations, with and without punctuation, different entity type designations, etc. It's tedious but necessary.

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Absolutely. I usually create a list of 8-10 name variations for each debtor and search them all. Takes forever but better safe than sorry.

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This is exactly why UCC searches are so stressful. You never know if you've covered all the possible variations.

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Maya Lewis

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Be careful here - just because a filing shows up in the search doesn't mean it's actually perfected. You need to look at the collateral descriptions too. I've seen filings that cover 'all equipment' and others that are very specific to certain types of machinery. The devil is in the details.

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Mateo Silva

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Good point. The collateral descriptions on these three filings are all different. One says 'all equipment and fixtures', another lists specific serial numbers, and the third is somewhere in between.

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That's actually helpful for you. If the specific equipment you're buying isn't covered by the detailed descriptions, you might be clear even if those filings are valid.

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Maya Lewis

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Exactly. But you still need to be careful with the 'all equipment' filing - that could potentially cover your purchase.

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Isaac Wright

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I had a similar mess in Alabama last year. Ended up having to get title insurance because we couldn't definitively determine which liens were valid. Sometimes that's the most practical solution when you're dealing with this many variables.

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Lucy Taylor

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Title insurance is expensive though. Usually worth trying to resolve the name issues first.

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Isaac Wright

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True, but sometimes the cost of the investigation exceeds the insurance premium, especially on smaller deals.

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Connor Murphy

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Alabama's UCC search system is honestly pretty good compared to some states, but these debtor name issues drive me crazy. I've started keeping a spreadsheet of common name variations I see in my practice just so I don't miss anything.

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KhalilStar

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That's smart. I should probably do the same thing. Do you include things like 'Co.' vs 'Company' variations?

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Connor Murphy

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Absolutely. Also 'Corp' vs 'Corporation', 'Inc' vs 'Incorporated', and all the LLC variations. Plus abbreviations of common words in business names.

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One thing to check - are these filings all still effective? Sometimes you'll find multiple filings because the older ones have lapsed or been terminated. Check the filing dates and whether any continuations have been filed.

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Mateo Silva

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Good catch. I didn't think to check the effective dates. Two of them are from 2019 and one is from 2022, so the older ones might be getting close to their 5-year expiration.

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Definitely check if continuations have been filed for the 2019 ones. They would have needed to file UCC-3 continuations by 2024 to keep them effective.

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Kaiya Rivera

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This is another area where Certana.ai has been helpful for me. When you upload UCC documents, it flags expiration dates and missing continuations automatically.

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Don't forget to check if any of these have been terminated. Just because a UCC-1 shows up in the search doesn't mean it's still active. Look for UCC-3 termination statements.

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Mateo Silva

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I checked and didn't see any terminations, but I'll double-check to make sure I didn't miss any.

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Sometimes terminations get filed under slightly different debtor names too, which can make them hard to find. It's a real mess.

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Noah Irving

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If you're really stuck, you might want to consider reaching out to the secured parties directly. Sometimes they can clarify which filings are still active and what exactly is covered.

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Vanessa Chang

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That's a good idea but not always practical if you're trying to keep your interest in the equipment confidential.

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Noah Irving

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True, but sometimes it's worth it to avoid potential litigation down the road.

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Madison King

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This whole thread reminds me why I hate UCC due diligence. There's so much room for error and the consequences of missing something can be huge. At least with real estate you have title companies to handle most of this.

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Julian Paolo

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I feel the same way. Every UCC search feels like a potential landmine.

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Ella Knight

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The good news is that tools are getting better. I've been impressed with how much time the automated verification tools save compared to doing everything manually.

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Madison King

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Yeah, I need to look into those. Manual verification is just too error-prone when you're dealing with multiple name variations and filings.

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