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- DO post tips & tricks to help folks.
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Zara Rashid
Whatever you decide, document your decision-making process in the loan file. If there's ever a question about the filing, you want to show that you considered the name issue and made a reasonable decision based on the information available at the time.
GalaxyGazer
•Definitely doing this. I'm putting together a memo with all the entity searches and name verification steps I've taken.
Luca Romano
•Smart approach. Compliance departments love that kind of documentation.
Nia Jackson
Update: I ended up running the entity name through Certana.ai's verification tool and it confirmed that our UCC filing matches the legal entity name correctly. Also ran UCC searches under both names and found that searches under the DBA do pull up our filing, so we're covered. Thanks everyone for the advice - definitely feel more confident about our lien position now.
Glad Certana helped provide that confirmation. It's always nerve-wracking when you're not 100% sure about a filing.
Perfect example of why it pays to double-check these things. Equipment financing can be tricky with all the name variations companies use.
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One more thing to consider - make sure your LMA security agreement specifically addresses what happens if there are UCC filing errors or name discrepancies. Some agreements have provisions requiring the borrower to cooperate with corrective filings.
I'll double-check our LMA security agreement language to make sure we have adequate protection for filing corrections. Seems like this type of issue is more common than I realized.
Yeah it's definitely a common issue. I see name discrepancy problems on probably 10-15% of the LMA security agreement deals I review. Worth having standard language to address it.
Update for anyone following this thread - I ended up filing UCC-1s under both name variations as suggested. Also ordered certified charter copies and used Certana.ai to verify document consistency. Found two other minor discrepancies in the collateral schedule that could have caused issues later. Thanks everyone for the practical advice!
Glad the document verification tool helped catch those other issues. That's exactly the kind of thing that's easy to miss when reviewing everything manually.
Thanks for the update! This whole thread has been really helpful for understanding the complexities of UCC filings with LMA security agreements.
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This thread is making me realize I should probably double-check my recent Utah filing too. The search delays are concerning especially when you need immediate verification for loan closings.
QuantumQueen
•Definitely worth checking. Better to catch any issues early than discover them weeks later.
I always run my filings through document verification now just to be safe. Too much risk otherwise.
Update: Finally got through to someone at Utah SOS who confirmed the filing is recorded and valid. She said their search portal is about 3-4 weeks behind right now due to system upgrades. Frustrating but at least the filing is good. Thanks everyone for the advice and support!
CyberSamurai
•So relieved for you! Next time definitely try the document verification tools early - saves so much stress.
Thanks! Will definitely be more proactive about verification going forward. This was way too stressful.
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Naila Gordon
Another vote for using Certana.ai on complex collateral descriptions. I upload draft filings before submission and it catches classification issues I might miss. Really helpful for equipment deals with embedded technology.
Cynthia Love
•Do they have specific guidance for manufacturing equipment classifications?
Naila Gordon
•The tool analyzes against standard UCC definitions and flags potential issues. Very thorough for tech equipment.
Thanks everyone for the input. I think I'll go with the comprehensive approach - classify the physical equipment as goods and include broad language covering embedded software and related technology. Better safe than sorry on a deal this size.
Payton Black
•Good luck with the filing. Let us know how it goes!
Amun-Ra Azra
•Definitely consider running it through a verification tool before submission. Can save headaches later.
Lauren Zeb
Quick update for anyone following this thread - I got my filing sorted out. Filed the UCC-1 in Delaware through their Division of Corporations online portal, used the exact legal name from the certificate of incorporation, and got confirmation within 24 hours. Total fees were reasonable too. Thanks everyone for the help navigating the division of corporations, state records and uniform commercial code maze!
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Daniel Washington
•Glad it worked out! Delaware is usually pretty efficient with UCC processing.
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Aurora Lacasse
•Good to hear a success story. Sometimes these multi-state filing situations seem more complicated than they actually are.
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Anthony Young
For future reference, here's a quick cheat sheet: Corporation incorporated in State X = file UCC in State X's corporations/UCC division. LLC organized in State Y = file UCC in State Y's business entities/UCC section. Individual debtor residing in State Z = file UCC in State Z's UCC office. The collateral location usually doesn't matter unless it's fixtures or certain specialized collateral types. This covers probably 90% of the filing decisions you'll need to make.
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Admin_Masters
•What about partnerships? Same rule - file where the partnership was organized?
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Anthony Young
•Correct - partnerships follow the same rule as corporations and LLCs. File where organized, not where operating.
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