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Risk Management Blog

UCC & Corporate Due Diligence

Resource Guide for Legal and Financial Professionals

Does punctuation matter for a debtor name on a UCC filing? Can something like a period or comma cause issues with UCC filings?

UCC

A filing officer will not reject a document for a punctuation error, but it could potentially cause the name not to be found later as part of a UCC search effort. Each state independently implements its own search logic. Most states have adopted a version of the International Association of Commercial Administrator’s Model Administrative Rules for UCC searching which disregards punctuation, but some states are stricter than others. A UCC document that cannot be found using the State’s Standard Search Logic could be deemed seriously misleading if there is ever a competing claim. To protect your interests, it is best practice to review a business entity’s formation documents and input your debtor name exactly as the name appears in the charter, including punctuation.

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