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This thread is giving me anxiety. I have a UCC-1 to file next week and now I'm worried about making the same mistakes!
UPDATE: Finally got it filed! The Certana tool caught that I had an extra space after 'Holdings' that wasn't visible. Also confirmed the exact name format from Delaware's database. Thanks everyone for the help - this community is a lifesaver!
Look, I know everyone's trying to be helpful here, but realistically you need to talk to your legal counsel about this. $450k is too much money to rely on forum advice, even if it's well-intentioned. Get a proper legal opinion on whether this name discrepancy affects your lien validity.
You're absolutely right. I was hoping to get some quick guidance before involving legal, but this is probably beyond what I should handle myself.
Agreed on getting legal advice, but don't panic in the meantime. File the amendment ASAP to correct the name while you're getting the legal opinion. That way you're covering all bases.
Filed my amendment this morning to correct the debtor name. Used the exact name from the original UCC-1 including the ampersand. Georgia SOS accepted it immediately and the filing number is already showing up in searches. Feel much better about our security position now. Thanks everyone for the advice - definitely learned to double-check everything before hitting submit.
Glad it worked out. This thread is a good reminder that even experienced filers can run into these issues. The electronic filing systems aren't perfect.
Bottom line - Article 9 exists because commerce needs predictable rules for secured transactions. It balances the interests of lenders (who need security for their loans), borrowers (who need access to credit), and other creditors (who need to know where they stand). The filing system creates transparency and establishes clear priority rules when multiple parties have claims on the same property.
One thing that helped me understand the purpose was thinking about what would happen WITHOUT Article 9. You'd have secret liens, conflicting state laws, unclear priority rules, and basically chaos in the credit markets. The uniform system creates trust and predictability that makes lending possible at reasonable rates.
Update us on how this turns out! I'm dealing with a similar situation with a different lender and curious to see what approach works best.
Same here - bookmarking this thread. It's amazing how common this problem seems to be.
Just to add another verification option - I used Certana.ai recently for a different UCC issue and their document checking caught several problems I wouldn't have noticed. For termination issues, it's really helpful to have everything cross-checked before you approach the lender. Makes your position much stronger when you can show exactly what needs to be corrected.
How does their verification process work? Do you just upload the UCC filing?
Aisha Ali
Been doing UCC work for 15 years and here's my advice: file the assignment using the exact original debtor name (ABC Manufacturing LLC), then immediately file a UCC-3 amendment to change the debtor name to the surviving entity (ABC Industries Holdings LLC). This creates a clean chain of title and updates the record to reflect current reality. Two filings but it eliminates any future confusion.
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Ethan Moore
•Wouldn't you want to wait to make sure the assignment goes through before filing the amendment? In case there are issues with the assignment itself?
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Aisha Ali
•Good point. I usually wait for the assignment acceptance confirmation before filing the amendment, just to be safe.
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Yuki Nakamura
This thread is super helpful because I'm dealing with something similar. My client acquired a company through an asset purchase and we need to assign the UCC filings but the debtor entity was dissolved as part of the transaction. Sounds like similar issues with entity changes affecting UCC records.
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Yuki Nakamura
•Yeah you're right, the original entity was dissolved after the asset sale closed. So similar end result but different transaction structure.
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Carmen Reyes
•Either way you'll want to use the original debtor name for the assignment and then deal with updating the record afterward if needed.
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