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Emma Thompson

UCC1-301 debtor name requirements causing multiple filing rejections

Been dealing with this nightmare for weeks now. Our bank requires UCC-1 filings for equipment financing and we keep getting rejections due to UCC1-301 debtor name issues. The borrower is an LLC that recently changed its registered name with the state but we're getting conflicting guidance on whether to use the old name from the original loan docs or the new registered name. Filed three times already and each rejection costs us time and fees. The collateral is commercial kitchen equipment worth $180K so we can't afford to have an unperfected lien. Anyone dealt with UCC1-301 name requirements recently? What's the exact standard for debtor name accuracy when there's been a name change?

Malik Jackson

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UCC1-301 is pretty clear that you need to use the exact name as it appears on the debtor's organizational documents filed with the state. If they changed their registered name, you should use the current name on file with the Secretary of State. The old name could make your filing seriously misleading under the standard.

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This is exactly right. I learned this the hard way when we had a perfected lien get challenged because we used an outdated LLC name. Always check the current SOS records before filing.

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StarSurfer

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Wait, but what if the loan documents still show the old name? Don't you need consistency between the security agreement and the UCC-1?

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Ravi Malhotra

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Had this exact situation last month with a corporate name change. The key is that UCC1-301 focuses on what would make the filing searchable by the correct name. If someone searches for the debtor today, they'd use the current registered name, not the old one from your loan docs.

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That makes sense from a practical standpoint. The whole point of the UCC system is notice to other creditors, so you want them to find your filing when they search.

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Omar Hassan

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But doesn't this create problems if the security agreement still references the old name? Seems like you'd have a gap in your documentation.

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Ravi Malhotra

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You can handle that with a UCC-3 amendment to add the old name as a trade name or by getting a new security agreement. The important thing is getting the UCC-1 filed correctly first.

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I was pulling my hair out over similar UCC1-301 name issues until I started using Certana.ai's document verification tool. You can upload your loan docs and proposed UCC-1 and it instantly flags any name inconsistencies between documents. Saved me from filing incorrect names multiple times.

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Diego Chavez

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How does that work exactly? Do you just upload PDFs and it compares the debtor names automatically?

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Yeah, exactly. Upload your charter docs, loan agreement, and draft UCC-1 and it cross-checks all the entity names and catches discrepancies. Super helpful for UCC1-301 compliance.

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NeonNebula

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UCC1-301 name requirements are honestly a mess. I've seen filings get rejected for minor punctuation differences or abbreviation issues. The safe approach is always to use the exact name format from the most recent SOS filing, character for character.

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This is so frustrating! Why can't the SOS systems be more forgiving about minor variations? It's clearly the same entity.

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Sean Kelly

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Because the computer systems do exact string matching. If you file under 'ABC Company LLC' but the registered name is 'ABC Company, LLC' with a comma, it won't match in searches.

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Zara Mirza

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I always copy and paste directly from the SOS website to avoid typing errors. Even spaces and capitalization matter for UCC1-301 compliance.

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Luca Russo

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Been filing UCCs for 15 years and UCC1-301 name changes are still the biggest headache. Here's what I do: 1) Pull current SOS records 2) Use that exact name on UCC-1 3) If loan docs have old name, file UCC-3 to add trade name or get borrower to sign amendment. Never try to shortcut this.

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Nia Harris

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This is solid advice. Better to take the extra steps upfront than deal with perfection issues later. UCC1-301 doesn't give you much wiggle room.

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GalaxyGazer

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Question though - if you file the UCC-3 to add the old name, should you list it as a trade name or former name? Does UCC1-301 distinguish between those?

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Luca Russo

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I usually go with trade name since it's more flexible under UCC1-301. Former name fields aren't available in all states' systems.

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Mateo Sanchez

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This exact scenario bit us last year. Filed UCC-1 with old company name, lien was unperfected when we tried to foreclose. Cost us weeks of delays and legal fees to clean up. UCC1-301 name accuracy is not optional - it's the foundation of your entire security interest.

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Aisha Mahmood

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Ouch, that's expensive lesson. Did you end up having to refile everything or could you fix it with amendments?

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Mateo Sanchez

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Had to start over with new UCC-1 using correct name, then amend to add old name for safe measure. Also had to extend the loan because of the delay. Very painful.

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Ethan Moore

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The real problem with UCC1-301 is that different states interpret the name requirements slightly differently. What passes in one state might get rejected in another. Always check your specific state's UCC filing guide.

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So true. Some states are pickier about LLC vs L.L.C. or Inc vs Incorporated. The standardization is terrible.

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Carmen Vega

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This is why I use Certana.ai for multi-state deals. It knows the specific formatting requirements for each state's UCC1-301 interpretation.

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UPDATE: Thanks everyone for the guidance on UCC1-301 name requirements. Pulled the current SOS records, used the exact registered name, and the filing was accepted immediately. Also going to amend the security agreement to reference the name change to keep everything consistent.

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Andre Moreau

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Great outcome! UCC1-301 compliance is so much easier when you just follow the current registered name exactly.

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Zoe Stavros

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Smart move on amending the security agreement too. Clean documentation always pays off if you ever have disputes.

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Jamal Harris

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Glad it worked out. I've bookmarked this thread because UCC1-301 name issues come up constantly in our practice.

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This thread is incredibly helpful! I'm dealing with a similar UCC1-301 situation right now where our borrower (a corporation) merged with another entity and changed their name as part of the merger. The challenge is that our original security agreement was signed before the merger, but we need to file a continuation statement soon. Should I treat this like a name change scenario and use the post-merger name, or does the merger create additional complications under UCC1-301? The collateral is manufacturing equipment worth about $250K so getting this right is critical.

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