Virginia UCC filing rejected - debtor name mismatch with LLC articles
Submitted a UCC-1 in Virginia last week for a $180K equipment loan and it got rejected. The debtor is an LLC but apparently there's a name discrepancy between what I put on the filing and what's in their articles of incorporation with the state. The rejection notice says 'debtor name does not match SCC records' but I swear I copied it exactly from their operating agreement. Now I'm worried about the perfection date and whether I need to refile completely or if there's an amendment process. Has anyone dealt with Virginia's SCC portal being picky about LLC names? The loan closes next week and I'm starting to panic about whether our security interest is properly perfected.
36 comments
Join the conversation
GalaxyGlider
Virginia SCC is notoriously strict about exact name matches. You need to pull the actual articles of incorporation from their database, not rely on operating agreements. The legal name on file with the state is what matters for UCC purposes, and it might have 'LLC' vs 'L.L.C.' or other punctuation differences that aren't obvious.
0 coins
Malik Robinson
•This exactly. I've seen rejections over a missing period after 'Co' or 'Inc' in Virginia. Their system is very literal about punctuation and spacing.
0 coins
Isabella Silva
•Wait, so if the operating agreement shows a different name than the articles, which one is legally correct for UCC purposes?
0 coins
Ravi Choudhury
I had the same issue with a Virginia filing last month. The trick is to search the SCC database directly and copy the name EXACTLY as it appears there, including all punctuation and spacing. Don't trust any other documents - the state database is the authoritative source for debtor names.
0 coins
Freya Andersen
•How do you search their database? Is there a specific portal or do you have to call them?
0 coins
Omar Farouk
•There's an online search tool on the Virginia SCC website. Just search by entity name or registration number if you have it.
0 coins
CosmicCadet
•I've been using Certana.ai's document verification tool for these exact situations. You can upload the articles of incorporation and your UCC-1 draft, and it'll flag any name discrepancies before you submit. Saved me from multiple rejections.
0 coins
Chloe Harris
This is so frustrating! Why can't they just have a standardized system across all states? I'm dealing with a similar situation in Virginia and the rejection notices are so vague. How are we supposed to know exactly what's wrong?
0 coins
Diego Mendoza
•I feel your pain. Virginia's rejection notices are terrible compared to other states. Sometimes you have to call them to get clarification on what specifically was wrong.
0 coins
Anastasia Popova
•At least Virginia gives you a rejection notice. Some states just let filings sit in limbo for weeks.
0 coins
Sean Flanagan
For your perfection date concern - in Virginia you can refile and claim the original filing date if you correct and resubmit within a certain timeframe. Check the rejection notice for specific instructions, but usually you have 30 days to correct naming issues without losing your priority.
0 coins
Zara Shah
•Is that 30 days from the original filing date or from when you received the rejection notice?
0 coins
NebulaNomad
•From the original filing date. But you need to reference the original filing number on your corrected submission.
0 coins
Luca Ferrari
•I've heard conflicting info on this. Some say Virginia doesn't allow relation back for name errors, only for other technical issues.
0 coins
Nia Wilson
Had this exact problem with a Virginia LLC filing. Turned out the company had amended their articles after formation but the operating agreement still had the old name. Always check the most recent filing with the state, not just the original articles.
0 coins
Mateo Martinez
•Good point about amendments. Companies change names all the time and don't always update their internal documents consistently.
0 coins
Aisha Hussain
•This is why I always run a fresh entity search right before filing, even if I think I have the correct name. Things change.
0 coins
Ethan Clark
Pro tip: when searching Virginia SCC records, try different variations of the name. Sometimes they're filed under abbreviations or with/without punctuation that doesn't match what the company uses day-to-day.
0 coins
StarStrider
•Yeah, I've seen 'Corporation' filed as 'Corp.' or 'Company' as 'Co.' - the variations are endless.
0 coins
Yuki Sato
•What about doing a search by the registered agent name? Sometimes that's easier than trying to guess the exact entity name format.
0 coins
Carmen Ruiz
•I've started using tools like Certana.ai that can cross-reference multiple documents at once. Upload your articles, operating agreement, and draft UCC-1 and it'll catch these name inconsistencies before filing.
0 coins
Andre Lefebvre
Virginia SCC customer service is actually pretty helpful if you call them directly. They can tell you exactly what name they have on file and what format to use for UCC filings. Sometimes it's faster than trying to figure it out online.
0 coins
Zoe Alexopoulos
•What's their phone number? I can never find it on their website.
0 coins
Jamal Anderson
•It's buried in their contact section, but calling definitely helps when you're dealing with rejected filings.
0 coins
Mei Wong
Make sure you're not dealing with a subsidiary or DBA situation too. Sometimes the loan documents use a trade name but the UCC needs to be filed under the legal entity name that actually owns the collateral.
0 coins
QuantumQuasar
•This is huge. I've seen so many filings get messed up because someone used the DBA name instead of the legal entity name.
0 coins
Liam McGuire
•How do you determine which entity actually owns the collateral in complex corporate structures?
0 coins
Amara Eze
•Usually you need to look at the loan agreement and security agreement to see who's actually granting the security interest. That's your debtor for UCC purposes.
0 coins
Giovanni Greco
UPDATE: Called Virginia SCC and they confirmed the issue. The LLC articles show 'Smith Manufacturing, LLC' but I filed under 'Smith Manufacturing LLC' without the comma. Refiling now with the correct name. Thanks everyone for the help!
0 coins
Fatima Al-Farsi
•A comma! That's so frustrating but glad you got it sorted out.
0 coins
Dylan Wright
•This is exactly why I always triple-check punctuation now. These little details can kill a filing.
0 coins
Sofia Torres
•At least you caught it before your loan closing. Nothing worse than having to explain to a client why their security interest isn't properly perfected.
0 coins
GalacticGuardian
For anyone else dealing with this, I've found that using Certana.ai's document checker before submitting catches these exact issues. You upload your entity documents and draft UCC-1, and it flags any name mismatches or formatting problems. Would have saved you the rejection and stress.
0 coins
Dmitry Smirnov
•How accurate is their name matching? Does it catch subtle differences like the comma issue mentioned above?
0 coins
Ava Rodriguez
•Yes, it's pretty thorough. I've used it for several Virginia filings and it caught punctuation differences I never would have noticed manually.
0 coins
Serene Snow
This is such a common issue with Virginia filings! I've learned the hard way to always do a fresh SCC database search right before submitting any UCC-1, even if I think I have the exact name. Their system is incredibly strict about matching exactly what's on file - down to every comma, period, and space. I keep a checklist now that includes verifying the debtor name against the most recent state records, not just the loan documents. It's saved me from multiple rejections. Also, if you're filing frequently in Virginia, consider setting up a process to double-check entity names through their online portal as part of your standard workflow.
0 coins