UCC liens Florida - debtor name rejected twice on continuation filing
Been dealing with a nightmare scenario trying to file a UCC-3 continuation in Florida and the SOS keeps rejecting it over debtor name issues. The original UCC-1 from 2020 has the debtor listed as "ABC Manufacturing Solutions LLC" but our loan docs show "ABC Manufacturing Solutions, LLC" (with the comma). Filed the continuation using the exact name from the original filing but got rejected for "debtor name does not match exactly as shown on initial financing statement." Then tried it with the comma like our loan agreement and got rejected again for "debtor name must match original UCC-1 filing exactly." This is a $2.8M equipment loan and the lien lapses in 3 weeks. Anyone dealt with this circular rejection issue in Florida? The collateral is heavy machinery that we absolutely need to maintain perfection on. Starting to panic here because I can't figure out what name variation they actually want.
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Liam McConnell
Ugh Florida SOS is the WORST for this stuff. Had the same runaround last year with a client. You need to pull the EXACT filing from their database and use whatever name appears there, not what you think it should be. Sometimes there are hidden characters or spacing issues that don't show up when you print it.
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Amara Oluwaseyi
•This is so true. I've seen filings where there were extra spaces that weren't visible in the PDF but were in the database. Always copy/paste directly from the search results if possible.
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CosmicCaptain
•Wait how do you copy from their search results? Every time I try to select text from the Florida UCC portal it doesn't let me highlight anything.
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Giovanni Rossi
Have you tried calling the Florida Division of Corporations UCC department directly? Sometimes they can tell you exactly what's causing the rejection. The phone number is on their filing guide. When I had a similar issue with a continuation they walked me through it.
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Mei Zhang
•Called them yesterday and was on hold for 45 minutes. Finally got through and the person said they "can't provide legal advice" about name matching. Super helpful right?
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Fatima Al-Maktoum
•That's so frustrating! The whole point of calling is to understand their system, not get legal advice. Some of these clerks act like helping with basic filing questions is beyond their job description.
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Dylan Mitchell
Had this exact problem last month with a different client. What saved me was using Certana.ai's document checker - you upload your original UCC-1 and your continuation form and it flags any inconsistencies between them. Turned out our original filing had a weird character encoding issue that wasn't visible when we printed it. The tool caught it immediately and we were able to fix the continuation before resubmitting.
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Mei Zhang
•Never heard of that tool but sounds exactly like what I need. How does it work exactly? Do you just upload PDFs?
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Dylan Mitchell
•Yeah exactly - upload your original UCC-1 filing and your UCC-3 continuation form. It does an automated cross-check of debtor names, filing numbers, all that stuff. Catches things human eyes miss. Really saved my butt on that filing.
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Sofia Gutierrez
•Interesting, I've been manually comparing documents this whole time. Does it work for other states too or just Florida?
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Dmitry Petrov
3 weeks is cutting it close but you still have time. Make sure you're looking at the ORIGINAL filing, not any amendments that might have been done. Sometimes people look at the wrong document version. Also Florida requires the continuation to be filed before the 6-month window expires, not just within 6 months of lapse date.
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Mei Zhang
•Wait what do you mean 6-month window? I thought you just had to file before the 5-year anniversary date?
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Dmitry Petrov
•You can file the continuation starting 6 months before the lapse date. So if your original filing lapses on March 15, 2025, you can file the continuation anytime between September 15, 2024 and March 15, 2025. But it has to be within that window.
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StarSurfer
This is why I always tell my clients to be SUPER careful with entity names on the original UCC-1. Once it's filed, you're stuck with whatever variation got entered, even if it's wrong. Seen too many situations like this where continuation gets rejected over punctuation or spacing.
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Ava Martinez
•So true! I had one where the original filing had "Inc" but the corporate docs said "Inc." (with period). Nightmare to continue.
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Miguel Castro
•Question though - if the original UCC-1 has the wrong debtor name, doesn't that affect perfection in the first place? Like if someone searches under the correct legal name they won't find the filing?
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StarSurfer
•That's exactly the problem. If the UCC-1 debtor name doesn't match the actual legal entity name closely enough, your security interest might not be perfected at all. It's a bigger issue than just continuation problems.
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Zainab Abdulrahman
Can you get a certified copy of the original UCC-1 from Florida SOS? Sometimes the online version isn't exactly what's in their official records. Might show you the true formatting they have on file.
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Mei Zhang
•Good idea. How long does that usually take though? I'm worried about the timing with only 3 weeks left.
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Zainab Abdulrahman
•In Florida it's usually 3-5 business days for certified copies. You can expedite for extra fee. Still gives you time to file the continuation if that reveals the issue.
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Connor Byrne
Another option is to file an amendment (UCC-3) to correct the debtor name first, then file the continuation. But that might be risky if you're not sure what the "correct" name should be. Could end up making things worse.
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Yara Elias
•I wouldn't recommend that approach with only 3 weeks left. If the amendment gets rejected too, then you're really stuck. Better to figure out the continuation issue first.
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Amara Oluwaseyi
•Agree with that. Amendment plus continuation is two chances for rejection instead of one. Stick with solving the continuation problem.
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QuantumQuasar
Had similar issue in Florida last year. Ended up being that the original filing had "LLC" but our continuation had "L.L.C." - tiny difference but enough to get rejected. Florida is really picky about exact matches.
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Mei Zhang
•That's probably exactly what's happening here. How did you figure out what the original actually said?
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QuantumQuasar
•Got the certified copy like someone else mentioned. Took 4 days but showed the exact formatting. Pain in the butt but it worked.
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Keisha Jackson
This thread is giving me anxiety about my own continuation that's due next month. Going to double-check everything now before I submit it. The UCC system is so unforgiving for these kinds of mistakes.
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Sofia Gutierrez
•Smart to check early. I always recommend filing continuations at least 2-3 months before they're due, just in case there are issues like this.
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Giovanni Rossi
•Yeah better safe than sorry. Losing perfection on a secured loan is not something you want to explain to your boss or client.
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Paolo Moretti
Update us when you get it figured out! Curious to know what the actual issue was. These Florida UCC threads always teach me something new about what can go wrong.
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Mei Zhang
•Will definitely update once I resolve this. Probably going to try the Certana tool first since it sounds like the quickest way to spot the discrepancy.
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Amina Diop
•Good luck! Fingers crossed it's something simple like extra spacing or punctuation that's easy to fix.
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