UCC requires precise form - debtor name rejected twice for formatting issues

This is why I always request certified copies of the articles before even starting the UCC-1 prep. Worth the extra cost to avoid these rejections.

But even with certified copies sometimes the SOS database has a different version than what the debtor shows you. It's maddening.

Delaware is brutal about this stuff. I had a filing rejected because I used "LLC" instead of "L.L.C." - apparently their database had periods.

Wait, how do you even know what format they want if their own database shows it differently than the articles?

You basically have to cross-reference multiple sources. Articles of incorporation, state business database, any amendments filed. It's a mess but that's the "precise form" standard for you.

How does that work exactly? Do you just upload PDFs and it compares them?

Yeah exactly - upload your debtor's charter documents and your draft UCC-1, it runs an automated check for name consistency, organizational ID format, all that technical stuff the SOS offices are picky about.

That actually sounds useful. I'm tired of playing guessing games with what format they want.

This is why I triple check everything now. Better to spend an extra hour on prep than lose priority because of a typo.

What if the debtor changed their name after I pulled the articles but before I filed? Do I use the old name or new name?

Use whatever name is current as of your filing date, but you might need to file against both names to be safe depending on timing of the change.

It's because of all the court cases where lenders lost priority over tiny name errors. Now they're scared to accept anything that's not perfect.

Can't blame them honestly. If I was processing thousands of filings I'd rather reject a questionable one than have it challenged in court later.

I used their Delaware incorporation number but filing in Texas. Maybe that's the issue?

Texas usually wants the Texas filing number if they're qualified there, otherwise the home state number. Check if they have a Texas certificate of authority.

This is exactly why the precise form requirement is so tricky - every state has slightly different rules about what they consider "precise.

Good luck getting through to anyone these days. Last time I called Texas UCC I was on hold for 45 minutes just to get a busy signal.

Some states have online chat now for UCC questions. Worth checking their website.

How are you supposed to keep track of changes like that? Do you run a new search right before filing?

I do now. Run the search, prep the filing, then run another search right before submitting to catch any last-minute changes.

That's smart but expensive if you're doing a lot of filings.

Exactly. The cure is worse than the disease at this point.

At least it's consistent though. Better than having subjective standards that vary by whoever's processing your filing.

Thanks, I'm definitely going to try that. Can't afford another rejection on this deal.

Does it work for all states or just certain ones?

Works across states because it's comparing your documents against each other for consistency, not trying to guess what each state wants. Catches the obvious errors before you submit.

Agreed, always curious to hear what the actual issue was once someone figures it out.

Will do. Going to try the document verification approach and see if that catches what I'm missing.