Okla. Stat. tit. 12A § 1-9-503
Okla. Stat. tit. 12A, § 1-9-503
Oklahoma Code Comment
This provision elaborates on the requirements of section 9-502 that a financing statement provide the name of the debtor and of the secured party or a representative of the secured party. An important point is that this section, in conjunction with section 9-506 , provides a standard that overrules some cases approving the use of debtor trade names. See Matter of Fowler, 407 F. Supp. 799 (W.D. Okla. 1975) (trade name "so similar" to debtor's name as to alert searcher); In re Thriftway Auto Supply, Inc., 159 B.R. 948 (W.D. Okla. 1993), aff'd 39 F.3d 1193 (10th Cir. 1994) (reasonable search using root of debtor's name would have revealed prior filing); and Peoples Nat'l Bank, Kingfisher, Oklahoma v. Uhlenhake, 712 P.2d 75 (Okla. App. 1985) (need to search under assumed name when know of that name). Old section 9-402(7) required use of the debtor's legal name, and revised Article 9 affirms this. Under section 9-506(c) , the financing statement will not be sufficient as to the debtor's name unless a search of the records under the debtor's correct name, using the filing office's standard search logic (stated in administrative rules promulgated pursuant to section 9-526 ), would disclose the filed financing statement; and under section 9-503(c) a financing statement that provides only the debtor's trade name does not sufficiently provide the name of the debtor (subject to the test at section 9-506 ). The search logic, among other matters, for the central filing office in Oklahoma, the Oklahoma County Clerk's office, is set out in administrative rules. The rules may be found at http://www.oklahomacounty.org/countyclerk/ (on line access). However, under section 9-526 and section 9-526.1, these rules are not applicable to the county filing offices where real property related financing statements, and financing statements with respect to transmitting utilities, are filed pursuant to section 9-320.1 et seq. and 46 Okla. Stat. section 17 .
If the debtor is a "registered organization," the name of the debtor is that indicated on the public record of the debtor's jurisdiction of organization. Section 9-503(a)(1) . A registered organization as defined in section 9- 102(a)(70) is an organization, like a corporation or LLC or limited partnership, that is organized solely under the law of a single state (specifically excluding any corporation organized under the laws of more than one state), or under the law of the United States and where a public record must be maintained showing the organization to have been organized. This is a strict rule, but easily satisfied from a public record. But in locating that record, consider In re Perry Hollow Mgt. Co., 44 UCC Rep. Serv. 2d 325 (D.N.H. 2001), holding that reliance on an address supplied by the debtor cannot be conclusive if the actual location differs. For other debtors, like an estate or trust, the name should be that on the relevant documents. Section 9- 503(a)(2) and (3) . For individuals, possible sources of the information could include a birth certificate, drivers license, or a copy of the most recent tax return, if those correctly reflect the debtor's name. Note these rules generally apply where perfection is through a certificate of title under section 9-311(b) , but the seriously misleading rule at section 9- 506(b) (deeming an error in the debtor's name to be seriously misleading) would not be applicable because the debtor's name on the certificate of title is irrelevant to the certificate of title lien entry and could never impair a lien search or notice of the security interest.
If the debtor's name is correct, a failure by the filing office to properly index the financing statement is not fatal to the secured party. Section 9-517 . Even if the secured party is aware of such a failure and for some reason does not act, that inaction should not be relevant under Article 9 or other law. Section 1-103 .