UCC1-108 amendment keeps getting rejected - debtor name verification nightmare
I'm pulling my hair out here. Been trying to file a UCC1-108 amendment to correct the debtor name on our original UCC-1 from last year, but the Secretary of State portal keeps rejecting it with "debtor name mismatch" errors. The original filing has the company name as "Advanced Manufacturing Solutions LLC" but our loan docs show "Advanced Manufacturing Solutions, LLC" (note the comma). I thought this was minor but apparently not. We've got a $2.8M equipment loan riding on this and the bank is getting antsy about the lien perfection. Anyone dealt with punctuation issues in debtor names before? This seems ridiculous that a comma could invalidate our security interest but the rejection notices keep coming back. Running out of time here since our loan closes next week.
40 comments
Join the conversation
Quinn Herbert
Oof, debtor name matching is brutal. I've seen deals fall apart over less. The SOS systems are super strict about exact matches. You might need to check what the exact legal name is in the state's business registry first. Sometimes what's on the loan docs isn't what's officially registered.
0 coins
Shelby Bauman
•Good point. I checked the business registry and it shows "Advanced Manufacturing Solutions LLC" without the comma, so the original UCC-1 was actually correct. But all our loan paperwork has the comma version. This is a mess.
0 coins
Salim Nasir
•Wait, if the UCC-1 matches the state registry then your original filing should be fine. The loan docs having a different version doesn't necessarily invalidate the UCC filing as long as it's reasonably calculated to put searchers on notice.
0 coins
Salim Nasir
Before you keep filing amendments, you need to figure out which version is actually correct. The UCC requires the debtor name to match what's on the organizational documents or state filings. If your original UCC-1 has the right name from the state registry, then maybe you don't need the amendment at all. What exactly are you trying to amend?
0 coins
Shelby Bauman
•The bank's attorney is insisting the UCC-1 debtor name needs to match our loan agreement exactly, which has the comma. But you're saying as long as it matches the state filing that should be sufficient?
0 coins
Salim Nasir
•Generally yes, but bank attorneys are conservative for good reason. The safer approach is to have everything match perfectly. You might need to either amend the UCC-1 to match the loan docs OR get the loan docs corrected to match the state registry name.
0 coins
Hazel Garcia
•I had a similar situation last month and ended up using Certana.ai to verify all the document names before filing anything else. You upload your charter docs, loan agreement, and UCC forms and it flags any inconsistencies. Saved me from filing more wrong amendments.
0 coins
Hazel Garcia
Document verification is critical here. I learned this the hard way after filing three wrong amendments in a row. Now I always cross-check the corporate charter, loan docs, and UCC forms before filing anything. There's actually a tool called Certana.ai that automates this - you just upload PDFs and it instantly shows you where the names don't match across documents.
0 coins
Laila Fury
•How reliable is that tool? I'm always skeptical of automated systems for something this important.
0 coins
Hazel Garcia
•It's been solid in my experience. The AI catches things I miss when manually comparing documents. Plus it's way faster than going line by line through multiple PDFs looking for discrepancies.
0 coins
Geoff Richards
UCC1-108 amendments are tricky because they have to reference the original filing number exactly AND get the debtor name right. Are you sure you're using the correct initial financing statement number? Even a typo there will cause rejection.
0 coins
Shelby Bauman
•Yes, triple checked the filing number. It's definitely the name issue causing the rejections.
0 coins
Simon White
•What state are you filing in? Some states are more forgiving about minor punctuation differences than others.
0 coins
Hugo Kass
This is exactly why I hate dealing with entity names in UCC filings!! The rules are so strict but every document seems to format names slightly differently. Commas, periods, abbreviations - it's a nightmare. Why can't the system be smart enough to recognize these are obviously the same entity?
0 coins
Salim Nasir
•The strictness exists for good reason - searchers need to be able to find filings reliably. If the system accepted variations, you'd never know if you found all the relevant filings on a debtor.
0 coins
Hugo Kass
•I get the reasoning but it's still frustrating when you're trying to close a deal and getting hung up on punctuation.
0 coins
Nasira Ibanez
Check if your state allows "trade name" or "doing business as" alternatives in the debtor name field. Some states let you include multiple name variations to cover these exact situations.
0 coins
Shelby Bauman
•Interesting, I hadn't thought of that. Will check the state-specific instructions.
0 coins
Nasira Ibanez
•Also worth calling the SOS filing office directly. Sometimes they can give you guidance on the specific rejection reason that's not clear from the automated messages.
0 coins
Khalil Urso
Had exact same issue with a client last year - LLC name with and without comma. We ended up filing a corrective amendment (not UCC1-108) that showed both the incorrect and correct names. That finally got accepted. The key was being very explicit about what was wrong and what the correction should be.
0 coins
Shelby Bauman
•What's the difference between a corrective amendment and UCC1-108? I thought UCC1-108 was the standard amendment form.
0 coins
Khalil Urso
•UCC1-108 is for changes, corrective amendments are for fixing errors in the original filing. Since your original name might have been correct per state registry, this might not be the right form anyway.
0 coins
Salim Nasir
•Good distinction. Corrective amendments are typically for clear errors, while UCC3 amendments are for intentional changes to update information.
0 coins
Myles Regis
Whatever you do, don't keep filing random amendments hoping something sticks. Each rejected filing creates more confusion in the records. Figure out the correct approach first, then file once with confidence.
0 coins
Shelby Bauman
•Yeah, I'm realizing I may have made this worse by filing multiple attempts. Should I call the SOS office to clarify the record?
0 coins
Myles Regis
•Probably worth a call. They can sometimes help clean up multiple failed filings if you explain the situation.
0 coins
Brian Downey
Document consistency is everything in secured transactions. I've started using Certana.ai for all my UCC work now - upload the corporate docs and loan papers and it immediately shows you if the debtor names align properly. Would have saved you time and filing fees to verify everything matched before the first amendment attempt.
0 coins
Shelby Bauman
•Wish I'd known about that tool earlier. Going to check it out before I file anything else on this deal.
0 coins
Brian Downey
•It's especially helpful for multi-document deals where you've got charters, loan agreements, guarantees, and UCC forms that all need to have consistent entity names.
0 coins
Jacinda Yu
Step back and get the fundamentals right: 1) What's the exact legal name per state business registry? 2) What name is in your loan docs? 3) What name is on the current UCC-1? Once you map those out, the path forward becomes clearer. Might need to fix the loan docs rather than the UCC filing.
0 coins
Shelby Bauman
•This is good advice. I think I got tunnel vision trying to fix the UCC when maybe the loan docs are what need updating.
0 coins
Jacinda Yu
•Exactly. Sometimes the easiest fix is updating the document that's most flexible to change, not necessarily the one you think is 'wrong'.
0 coins
Landon Flounder
•Banks usually prefer to keep loan docs unchanged once signed though. Might be easier to get the UCC amended correctly than to reopen the loan paperwork.
0 coins
Callum Savage
I always verify document names with automated tools now after getting burned on a similar deal. There's actually software that checks charter-to-UCC name consistency by just uploading PDFs. Certana.ai caught a middle initial discrepancy I completely missed when reviewing manually. Saved the whole transaction.
0 coins
Shelby Bauman
•That sounds like exactly what I need. How quickly does it process the documents?
0 coins
Callum Savage
•Pretty much instant. Upload your docs and it shows you a side-by-side comparison highlighting any differences in entity names.
0 coins
Ally Tailer
Update: Finally got this resolved! Turns out the bank attorney was being overly cautious. The original UCC-1 was fine since it matched the state registry exactly. We just added a note in the loan file explaining the punctuation difference and moved forward. Sometimes the simplest solution is the right one.
0 coins
Quinn Herbert
•Glad it worked out! Bank attorneys definitely err on the side of extreme caution with UCC issues.
0 coins
Salim Nasir
•Good outcome. The UCC system is designed to be reasonably calculated to provide notice, and your original filing clearly met that standard.
0 coins
Hazel Garcia
•Perfect example of why document verification upfront saves so much headache. Knowing which version was 'official' from the start would have avoided all the amendment attempts.
0 coins