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Update for anyone still following - called Delaware SOS and they confirmed their search system ignores commas and most punctuation. So technically the original filing should be fine. But I'm still filing the UCC-3 amendment to match the note exactly. Better to have consistency across all documents.
Amina Diallo
•Glad you got confirmation from the source. That's the kind of definitive answer that actually helps with the decision making.
Good outcome. And honestly, with 8 months until continuation, you've got plenty of time to get everything aligned properly. No rush decisions needed.
This whole thread is why I use document verification tools now. Too many moving pieces to keep track of manually, especially when you're managing multiple deals. The automated cross-checking catches stuff that's easy to overlook when you're juggling deadlines.
Agreed. The human error factor is real, especially on complex commercial deals with lots of documentation. Automation helps catch the details.
What other tools do people use for UCC management? I feel like I'm still doing everything the hard way with spreadsheets and calendar reminders.
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One thing to investigate - was your loan sold or transferred to another bank after origination? Sometimes when loans are sold, the UCC filing responsibilities get confused between the original lender and the new one. If there was a transfer, the new bank might have assumed the original bank would handle continuation filings.
That could be significant. When loans are sold, the new lender usually needs to file a UCC-3 assignment to transfer the security interest. If they didn't do that properly, or if there was confusion about continuation responsibilities, you might have additional arguments.
Dmitry Popov
•Good catch. Loan transfers definitely complicate UCC filing chains. The assignment should be on record if it was done properly.
Malik Davis
Bottom line - you need a lawyer who specializes in Article 9 secured transactions. This isn't DIY territory with $320k at stake. The bank accepting sale proceeds while claiming unperfected security interest creates some interesting legal issues that need professional analysis.
You're probably right. I was hoping to handle this internally but the stakes are too high. Any suggestions on finding the right kind of lawyer? Most commercial attorneys don't specialize in UCC issues.
Malik Davis
•Look for attorneys who focus on banking law or commercial finance. They deal with UCC issues regularly. You can also check with your state bar association for referrals to commercial law specialists.
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Luis Johnson
Just to confirm - you're filing a UCC-3 continuation, not a UCC-3 amendment, right? I ask because continuation vs amendment gets confused sometimes and they have different requirements for name matching.
Yes, definitely filing a continuation. The UCC-1 expires next month so I need to extend the effectiveness period.
Luis Johnson
•Good, just wanted to make sure. Continuations should be straightforward if the names match exactly.
Chloe Zhang
Update us when you figure this out! I'm dealing with Hawaii filings regularly and would love to know what the actual issue was. These mystery rejections are so frustrating when you're working against a deadline.
Ellie Kim
•Hope you get it sorted out. That deadline pressure is the worst part of these filing issues.
Fiona Sand
•Following this thread too. Have a Hawaii continuation coming up and want to avoid the same problems.
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Chloe Martin
Question for the group - do you always use the full legal name from the articles or sometimes the DBA name? I've seen conflicting advice on this and want to make sure I'm doing it right.
Correct - use the exact name as it appears in the entity records. DBA is just for business purposes, not legal filings.
StarSeeker
•I made that mistake once using the DBA name. Took three tries to get it right. Stick with the legal entity name every time.
This whole thread is gold. I'm bookmarking it for future reference. The name formatting issues seem to be the biggest pain point for UCC filings based on everyone's experiences here.
Zara Ahmed
•Definitely one of the most common rejection reasons. That and incorrect collateral descriptions.
The collateral description issues are a whole other nightmare. At least with names you can usually figure out what went wrong.
Madison Allen
Just to add one more verification step - after you file your UCC-1, pull a copy from the Texas SOS to make sure it was indexed correctly. Sometimes there are data entry errors that don't show up until you search for the filing.
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Madison Allen
•Usually within a few hours for online filings. Paper filings take longer but most people do electronic now.
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Michael Adams
•Electronic is definitely faster and you get immediate confirmation of acceptance or rejection.
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Joshua Wood
Sounds like you've got a good plan now. UCC-1 financing statement for the promissory notes, careful attention to debtor names and collateral description, and verification after filing. Much more straightforward than trying to navigate Article 3 requirements that don't actually apply to your situation.
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Ashley Adams
•Exactly. Thanks everyone for the help sorting this out. Really appreciate the guidance from people who've been through similar situations.
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Justin Evans
•That's what these forums are for! Always happy to help fellow filers avoid the pitfalls we've already fallen into.
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