Legal Question in Business Law in California

OK, it sounds as though your business was a partnership at the time the loan was taken out. Under partnership law, the partnership itself and all partners are jointly and severally liable to creditors of the partnership, and the lender would be a creditor of the partners and the partnership notwithstanding the error in the loan documentation where the borrower was referred to as an LLC rather than a partnership. Both the lender and the borrower would be held responsible for letting the error slip into signed documents without correction. Then, subsequently, the partnership was dissolved and you transferred the partnership assets into a newly-formed corporation. I would say that liability for the loan rests with the partners, and each of them, of the borrower partnership -- insofar as liability to the lender goes. However, there is also the possibility that one or another of the (former) partners may be liable to other partner(s), and also that the corporation might be liable to reimburse you for some or all of your costs in settling with the lender. However, that's between the corporation and you. The lender's claim was and remains against the partners of the (now former) partnership.

The loan isn't an asset. It's a liability. That means you can't transfer it without the lender's consent unless your original loan agreement says you can -- which it almost certainly doesn't. Whoever the original borrower was (which is not clear from your question) is still responsible.

Remember that corporations exist in order to protect their owners from corporate debts. When corporations fail, their creditors are often left in the lurch. It would be unjust if an individual borrower could simply transfer his debt to a new, untested corporation, since that would retroactively make the deal much worse for the lender. The same is true even of transfers between individuals -- or, really, between any combination of people or entities -- since the lender would have had no chance to assess the risk of doing business with the transferee.

You can ask the lender to let the corporation assume the loan, but the lender doesn't have to agree. It probably won't unless you can persuade it that the corporation is very sound financially.