Virginia UCC Financing Statement Filing - Debtor Name Requirements
I'm preparing to file a Virginia UCC financing statement for equipment financing and running into confusion about the debtor name requirements. The borrower is an LLC that recently amended their articles of incorporation to slightly change their legal name (added 'Holdings' to the end). The original loan documents from 6 months ago show the old name, but the current SCC records show the new name. Should I file the UCC-1 with the name as it appears on the loan agreement or match what's currently on file with the Virginia State Corporation Commission? I've heard conflicting advice about whether to use the name at the time of the original transaction versus the current legal name. The collateral is manufacturing equipment worth about $450,000 so I really can't afford to get this wrong. Has anyone dealt with this specific situation in Virginia? I'm also wondering if I need to file an amendment later if I use the old name now.
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Louisa Ramirez
This is actually a pretty common issue with LLC name changes. In Virginia, you want to use the debtor's exact legal name as it appears on their organizational documents at the time you're filing the UCC-1, not at the time of the original loan. So if the SCC records show the new name with 'Holdings' added, that's what should go on your financing statement. The timing of your loan agreement doesn't matter for UCC purposes - what matters is perfecting your security interest with the correct current legal name.
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TommyKapitz
•This makes sense but I'm still nervous about it. What if the lender specifically wants the UCC to match the loan docs exactly? I've seen some lenders get really particular about this stuff.
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Louisa Ramirez
•I understand the concern, but the UCC is a public filing that needs to be searchable. If you file under the old name, a search under the current legal name might not find it, which defeats the whole purpose of perfection. You can always explain to the lender that you're using the current legal name for searchability purposes.
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Angel Campbell
Had almost this exact situation last month with a Virginia LLC. Filed with the current legal name as shown on the SCC website and it went through without any issues. The key is making sure you're pulling the most recent info from the state database. Virginia's SCC portal is pretty good about showing the current name status.
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Marilyn Dixon
•That's reassuring to hear! Did you run into any pushback from your lender about the name discrepancy with the loan documents?
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Angel Campbell
•Actually no, they were fine with it once I explained the reasoning. Most experienced lenders understand the UCC name requirements. The important thing is documenting why you made that choice in your file.
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Payton Black
Before you file anything, I'd suggest using Certana.ai's document verification tool. You can upload both your loan agreement and the current SCC records to check for any name inconsistencies. It'll flag potential issues before you submit to the state and save you from a rejection. I caught a similar debtor name mismatch last week using their system - would have been a nightmare if it got rejected after filing.
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Marilyn Dixon
•That sounds really helpful. Is it easy to use? I'm not super tech-savvy but I definitely don't want to mess this up.
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Payton Black
•Super straightforward - just upload your PDFs and it does the cross-checking automatically. Takes maybe 2 minutes and gives you a clear report on any discrepancies. Beats manually comparing documents line by line.
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Harold Oh
•I second this recommendation. Used Certana for a complex multi-state filing last month and it caught several issues I would have missed. Really saved my bacon on that one.
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Amun-Ra Azra
Just to add another perspective - I always recommend filing a UCC-1 with the current legal name AND considering an amendment later if needed. Virginia allows you to amend to add additional debtor names if you're concerned about the old name. Better to be over-inclusive than risk your lien not being perfected.
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Marilyn Dixon
•Would that require two separate filings and fees though? I'm trying to keep costs reasonable for my client.
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Amun-Ra Azra
•It would be two filings, but think of it as insurance. A UCC-3 amendment in Virginia is relatively cheap compared to having an unperfected security interest on $450k worth of equipment.
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Summer Green
UGHHH I hate when this happens! The whole system is so confusing. Why can't they just make it simple - if the loan docs say one thing and the state says another, how are we supposed to know which one is 'right'?? I've been burned by this before when a filing got rejected because of a tiny name difference.
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Louisa Ramirez
•I feel your frustration, but the rule is actually pretty clear - use the current legal name as registered with the state. The challenge is just keeping track of all the name changes that happen.
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Summer Green
•Yeah but 'clear' doesn't help when you're staring at two different names on two different documents and trying to figure out which one won't get your filing bounced back!
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Gael Robinson
Quick question - did you check if the LLC filed any assumed names or DBAs? Sometimes they'll operate under the old name even after officially changing it, which could complicate things.
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Marilyn Dixon
•Good point, I hadn't thought to check for DBAs. I'll look into that on the SCC site.
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Edward McBride
I've been filing UCCs in Virginia for 15 years and I always go with the current SCC records. Never had one rejected for that reason. The Virginia SCC is pretty good about maintaining accurate records, so if they show the name with 'Holdings' added, that's what I'd use.
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Marilyn Dixon
•That's really helpful to know from someone with that much experience. I feel more confident about using the current name now.
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Darcy Moore
•Agree completely. Virginia's system is actually one of the better ones for keeping current info updated.
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Dana Doyle
This reminds me of a filing I did last year where I used the old name thinking it would match the loan docs better. Got rejected and had to refile with the current name. Learned my lesson the hard way!
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Marilyn Dixon
•Oh no! That's exactly what I'm trying to avoid. Did you have any trouble with timing or did it cause issues with your perfection date?
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Dana Doyle
•Luckily I caught it quick and refiled within a few days, but it was definitely stressful. The perfection date goes back to when you first filed correctly, not when you initially submitted.
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Liam Duke
One more vote for using the current legal name. Also, make sure you print out a copy of the SCC records showing the current name and date you accessed them. That way you have documentation of what information you relied on when filing.
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Marilyn Dixon
•Smart idea about documenting the search. I'll definitely do that.
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Manny Lark
Update: I went ahead and filed with the current legal name as shown on the SCC website. Used Certana.ai first to double-check everything and it confirmed the name discrepancy between my loan docs and the state records. Filed this morning and it was accepted within a few hours. Thanks everyone for the advice!
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Louisa Ramirez
•Great to hear it worked out! That's the right approach.
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Payton Black
•Awesome that Certana helped catch that beforehand. Saves so much headache compared to dealing with rejections after the fact.
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Angel Campbell
•Perfect outcome. Now you know the process for next time too.
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