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NebulaNomad

UCC 1-316 debtor name requirements causing rejection headaches

Been dealing with a nightmare situation where our UCC-1 filings keep getting rejected due to UCC 1-316 debtor name issues. We're a mid-size equipment finance company and have had 6 rejections in the past month alone because of slight variations in how the debtor's legal name appears on different documents. The Secretary of State keeps citing UCC 1-316 requirements but their guidance is vague about exactly what constitutes a 'seriously misleading' name variation. We've got a $2.8M equipment loan package stuck in limbo because we can't get the UCC-1 accepted with the debtor name as it appears on their articles of incorporation vs how it shows on their operating agreement. Has anyone else run into this UCC 1-316 enforcement getting stricter lately? Our normal filing process that worked fine for years is suddenly causing constant rejections.

Nia Thompson

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I've found that calling the SOS filing office directly sometimes helps clarify their UCC 1-316 interpretation before submitting. Not all offices are helpful but some will give guidance.

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Good tip but most SOS offices won't give UCC 1-316 legal advice over the phone. They usually just refer you back to the statute.

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Aisha Hussain

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True, but sometimes they'll at least tell you which document they consider the 'official' name source for UCC 1-316 purposes.

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Update: Finally got our UCC-1 accepted by using the exact charter name with the comma. UCC 1-316 compliance seems to require absolute precision these days. Thanks for all the input everyone.

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Ethan Brown

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Glad you got it resolved! The UCC 1-316 enforcement is definitely getting stricter but at least there's a clear path forward.

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Yuki Yamamoto

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This whole thread has been super helpful for understanding UCC 1-316 requirements. Saving this for reference.

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Hugh Intensity

UCC 9-517 Statutory Damages - How Much Can We Actually Recover?

We had a nightmare situation last month where a competitor filed a bogus UCC-3 termination on our perfected security interest without authorization. Our borrower defaulted right after and we discovered our lien was showing as terminated in the state records. The borrower's attorney is claiming we have no secured position because the public record shows terminated status. We're looking at UCC 9-517 statutory damages but I'm seeing conflicting information about damage calculations. Has anyone actually pursued statutory damages under 9-517? What kind of amounts are courts awarding these days? Our original secured amount was around $450K and we're trying to figure out if it's worth the litigation costs to go after the party who filed the unauthorized termination. The statute mentions actual damages OR $500 but I'm seeing some cases that suggest higher amounts. Any recent experience with 9-517 claims would be super helpful.

Daryl Bright

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This case sounds like a textbook example of why UCC 9-517 exists. The unauthorized termination directly caused you to lose priority on $180K worth of collateral - that's way above the $500 statutory minimum. I'd be surprised if you couldn't recover most or all of that amount, assuming you can prove the competing lender didn't have proper authorization to file the termination.

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That's encouraging to hear. We have pretty solid documentation that we never authorized the termination and that they admitted relying only on the debtor's say-so.

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Daryl Bright

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Debtor authorization alone isn't sufficient to terminate another party's security interest. They needed your authorization as the secured party, which they clearly didn't have.

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Sienna Gomez

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One thing to consider is whether you have insurance coverage for this type of loss. Some lender liability policies or E&O coverage might apply to losses from unauthorized UCC filings. Even if you pursue the 9-517 claim, insurance could help cover some of the immediate impact while litigation is pending.

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Sienna Gomez

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It's worth a shot - some policies have broader coverage than lenders realize. Even if it doesn't cover the full loss, it might help with legal fees or other costs.

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Insurance for UCC filing issues is becoming more common as these problems increase. Definitely worth checking your policy language around unauthorized third-party actions.

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Jessica Nguyen

UCC Filing Issues with IP Security Agreement - Debtor Name Variations Causing Rejections

Having a nightmare with our UCC-1 filing for an IP security agreement we're backing with a $750K line of credit. The debtor operates under multiple trade names and we've had three filings rejected by the SOS office because of debtor name inconsistencies. The intellectual property portfolio includes patents, trademarks, and copyrights but our collateral description keeps getting flagged. We originally filed using the registered corporate name but the debtor also does business under two DBA names that appear on various IP registrations. Each time we resubmit with corrections, it's another 5-7 day wait and our client is getting anxious about the perfection timing. The loan docs specifically reference the IP security agreement but I'm worried we're missing something critical in the debtor identification section. Has anyone dealt with similar IP collateral where the debtor entity names don't match perfectly across all the intellectual property records? This is holding up a significant deal and I need to get this right.

Have you considered doing a fresh entity search on the debtor before the next filing attempt? Sometimes companies change their exact registered name or there are amendments to articles of incorporation that affect the official name. The entity database should show you the current exact name format that the SOS system will accept.

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That's probably our next step. We might have been using an outdated version of the company name if they've had any corporate changes recently.

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Ruby Garcia

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Yeah definitely check for any recent amendments or changes. I've seen companies add or drop words like 'Holdings' or change their state of incorporation which affects the registered name.

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For what it's worth, we had success with another Certana.ai check after getting multiple rejections on an IP deal. The document verification showed that our corporate client had actually changed their official name slightly in an amendment we hadn't caught. Once we used the updated name format, the filing went through immediately.

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This is really helpful - sounds like the automated document comparison might catch details we're missing in manual review. Worth trying before another potentially failed submission.

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Jade Santiago

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The nice thing about tools like that is you can check multiple document combinations - articles, security agreement, previous UCC filings - to see where the inconsistencies are coming from.

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Yuki Kobayashi

Article 9 UCC filing got rejected - debtor name issue killing our loan closing

We're supposed to close on a $850K equipment loan tomorrow and our UCC-1 filing under Article 9 just got bounced back from the SOS office. The rejection notice says 'debtor name does not match business records' but I swear we pulled the exact name from their articles of incorporation. The debtor is 'Advanced Manufacturing Solutions LLC' but apparently there's some microscopic difference I can't see. Our loan documents are already signed and the client is furious about the delay. Has anyone dealt with Article 9 UCC name matching issues like this? I'm pulling my hair out trying to figure out what's wrong with the debtor name format. Time is really running out here.

Mei Wong

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For what it's worth, I've started keeping a checklist for Article 9 UCC-1 filings that includes verifying the exact debtor name format, double-checking all punctuation, and confirming there are no extra spaces. Might be overkill but it's saved me from several rejections.

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Mei Wong

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Article 9 compliance checklists are lifesavers. I also include checking for recent corporate changes and verifying the collateral description format.

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Checklists plus automated verification tools make for a pretty bulletproof Article 9 UCC filing process.

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Just wanted to say thanks for posting this Article 9 UCC issue. I'm new to secured lending and didn't realize how picky the name matching requirements were. Going to be extra careful with my debtor names from now on.

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Happy to help! Hopefully you can learn from my stress and avoid the same mistake.

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Carmen Vega

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Welcome to the world of Article 9 UCC filings! It gets easier but you never stop being paranoid about the details.

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Anna Stewart

UCC termination of financing statement - debtor demanding immediate release but original UCC-1 has errors

Really need some guidance here. We have a borrower who paid off their equipment loan last month and is now demanding we file the UCC termination immediately. Problem is, when I pulled up the original UCC-1 from 2019, I noticed the debtor name doesn't exactly match their current legal entity name. The original filing shows 'ABC Manufacturing LLC' but their current corporate docs show 'ABC Manufacturing, LLC' (note the comma). The collateral description also seems overly broad - just says 'all equipment' when it should have been more specific to the machinery we actually financed. The borrower is getting impatient and threatening to involve their attorney if we don't file the termination this week. But I'm worried that if we file a UCC-3 termination with the current legal name, it might not properly terminate the original UCC-1 that has the slightly different name format. Has anyone dealt with this kind of name discrepancy issue when filing terminations? Do I need to file an amendment first to correct the debtor name, then file the termination? Or can I file the termination using both name variations? Really don't want to mess this up and leave a cloud on their title or create problems for future lenders.

Owen Jenkins

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My recommendation: file a UCC-3 partial termination for the specific CNC machines using the original debtor name format from the UCC-1. That way you're being precise about what collateral is released and avoiding any name matching issues. If the borrower complains about the broader collateral still being encumbered, explain that it was beyond the scope of their specific loan anyway.

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Anna Stewart

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This makes a lot of sense. Partial termination for the actual collateral, using the original name format. Thanks for the practical advice.

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Lilah Brooks

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Agreed, this is the cleanest approach. Covers all the bases without overcomplicating things.

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One more thing to consider - double check that your original UCC-1 filing number is correct on the termination. I've seen terminations get rejected because of typos in the original filing number reference. Might be worth using one of those document verification tools mentioned earlier to make sure everything matches up perfectly.

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Anna Stewart

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Good point. I'll verify the filing number before submitting. Probably will try that Certana tool to double-check everything.

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Smart move. Better to catch any issues before filing than deal with rejections and delays.

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