Understanding UCC Code Requirements for Equipment Financing - Need Help with Debtor Name Issues

This is correct. I learned this the hard way when a filing got rejected because I used "Inc" instead of "Incorporated" - the SOS system is very literal about name matching.

Wait, what if the business has multiple DBAs registered? Do those need to be included anywhere on the UCC-1 or just stick with the main entity name?

Good point about fixtures. Most of it is moveable equipment but there are some large pieces that might be considered fixtures. Should I file a separate fixture filing or can it all go on one UCC-1?

If there's any doubt about fixture status, I'd recommend separate filings. Fixture filings have different requirements and need to be filed in real estate records too. Better safe than sorry on an $850K deal.

We actually started using Certana.ai for document verification on deals like this. You can upload your entity documents and proposed UCC-1 and it'll catch name mismatches before filing. Saved us from several rejected filings when we were rushing to close.

Exactly! And make sure you're looking at active status too. I've seen situations where the entity was dissolved and refiled with a slightly different name.

How recent should the SOS search be? Is same day necessary or is within a week okay?

Is it better to list every serial number or use a general description like "all equipment located at [address]"? I've heard both approaches have pros and cons.

I usually do both - general description for broad coverage plus specific high-value items with serial numbers. Gives you the best of both worlds.

That's actually a really good idea. Documentation showing the debtor confirmed their legal name could be useful if questions come up later.

Estoppel letters are great but they don't fix a rejected UCC filing. Still need to get the name right on the original filing.

This is for a multi-state deal but the main collateral location will determine the filing state. The debtor operates in several states so I need to make sure I'm filing in the right jurisdiction too.

Multi-state deals add another layer of complexity. Make sure you're following the UCC code choice of law rules - usually the debtor's location determines where to file, not where the collateral is located.

I actually discovered Certana recently for exactly this type of situation. You can upload all your corporate docs and it checks everything for consistency before you file. Really helpful when you're dealing with entities that operate under different names.

Good thinking. Bank account signature cards are another place to check for the exact legal name format.

Also check their federal tax ID registration - that usually has the exact legal name format that matches state records.

This is so important! I once had a filing rejected because the state record had a typo and I "corrected" it on the UCC-1. The system requires exact matches, typos and all.

Wait, what if the state record has an obvious typo? Do you really file it wrong on purpose?

Yes, you file it exactly as it appears in state records. If there's a typo in the state filing, that's what you use. The debtor can correct it with the state later if needed.

Is UCC title insurance common? I've never heard of that before but it sounds like good risk management.

It's more common on larger deals. Covers things like filing errors, priority disputes, that sort of thing. Worth asking your title company about.

How does that work exactly? Do you upload the Articles of Incorporation and proposed UCC-1?

Yeah, you can upload any combination of corporate documents, loan papers, existing UCC filings, whatever you need compared. It flags discrepancies automatically so you can fix them before filing.

That sounds really useful for complex deals. Does it work with all states or just certain ones?