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EDITOR’S NOTES: Maybe Lehman management is flipping for the prosecution. The fact remains that there is growing doubt whether there is any justification for putting a value on mortgages that are unenforceable and therefore whether the mortgage bonds, which are empty anyway, could have even the potential for value. This is why investors are suing the investment banks rather than attempting to form their own associations to collect from homeowners. The bottom line is that as things evolve, it is becoming increasingly apparent that the millions of foreclosures that have already been “booked” are fraudulent and subject to being reversed, as each court that actually looks a the paperwork and the PROOF sees that the would-be foreclosers are relying on non-existent proof.
The fact is they can’t prove their claim because there is no scenario under which they can identify themselves as creditors with respect to the homeowners. They are not on the paperwork, they did that on purpose and now they must live with it. They can’t fix it without a new signature from the homeowner-borrower which is highly unlikely. Of course, they didn’t lose money on the transaction because they never used their own money to fund the mortgages to begin with and they pocketed (Tier 2 Yield Spread Premium -YSP) a substantial amount of money that investors thought was being used to fund normal mortgages that were subject to the same rigorous underwriting standards that mortgage loans have been subject to for centuries: Ability to Pay and Adequate Collateral. Neither was true, the securitizers knew it and the investors are suing because of that.
Audit Notes: Lehman, Off the Hook; Foreclosure Scandal; Bloomberg Snooze
By Ryan Chittum
Bloomberg News scoops that the fearsome SEC is going to let top executives from Lehman Brothers off the hook without so much as a wrist slap. Instead, it will give them a “public rebuke.” Well, that ought to disincent a future generation of corporate criminals.
Bloomberg gets some good quotes from Duke professor James Cox, who rebuts the idea that Repo 105 was technically legal:
In April, the Financial Accounting Standards Board changed its rule for how firms have to account for the short-term transactions that let Lehman temporarily remove about $50 billion in assets from its balance sheet by treating them as sales. FASB’s move may bolster the defense that the rule, not Lehman’s application of it, was faulty.
Since Lehman is defunct, any enforcement action would likely target individuals, such as Fuld and Callan, said Cox.
“The executives had to sign off that the financial statements fairly presented the firm’s financial position,” Cox said. “Even though the Repo 105s were perhaps in technical compliance with GAAP, they were distorting the true economic image of the firm.”
— The Wall Street Journal had a nice piece on the foreclosure scandal earlier this week, reporting that borrowers are having success fighting banks by arguing they can’t prove that they own their houses.
During the fall, banks temporarily suspended foreclosures to address so-called robo-signing problems, where employees were approving legal documents without properly reviewing them. They said that in weeks they could fix what they considered to be simple clerical errors. But borrowers are uncovering new types of document problems, further delaying banks’ efforts to get foreclosures back on track.
In some cases, borrowers are showing courts that banks failed to properly assign ownership of mortgages after they were pooled into mortgage-backed securities. In other cases, borrowers say that lenders backdated or fabricated documents to fix those errors.
And it gets this fun quote from the industry:
Laurence E. Platt, a banking-industry lawyer at K&L Gates in Washington, concedes that banks may have been sloppy. But he says “the real assault on the legal system” are efforts by judges and local officials to strip lenders of their rightful ownership and make foreclosures impossible.
Read Adam Levitin on why that’s nuts.
— Bloomberg’s new Bloomberg View editorial page offers a good example of why you can almost always skip a publication’s house editorials. Today it writes on the Groupon IPO:
There are lots of reasons to feel on edge about the future — but don’t try to impose any of them on Andrew Mason, the 30-year-old founder and chief executive officer of Groupon Inc. Yesterday, his online-coupon business filed to go public, with Mason blasting out a message that is worth remarking on for its youthful exuberance.
And that’s the lede.
This is even more insipid:
What comes next? Mason admits he doesn’t know, but his entrepreneurial zeal (and honesty) is welcome. “As with any business in a 30-month-old industry,” he writes, “the path to success will have twists and turns, moments of brilliance and other moments of sheer stupidity. Knowing that this will at times be a bumpy ride, we thank you for considering joining us.”
Groupon’s chances of success are impossible to predict —as up in the air as the Republican presidential field or the Mets’ future. The “risk factors” in Groupon’s prospectus include more than 40 ways the company could come unstuck. Even so, hats off for trying. And if it doesn’t work out, investors can’t say that young Mr. Mason didn’t warn them.
Zzzzzz.
Filed under: bubble, CDO, CORRUPTION, currency, Eviction, foreclosure, GTC | Honor, Investor, Mortgage, securities fraud | Tagged: bailout, Bank of America, borrower, creditor, disclosure, foreclosure, foreclosure defense, foreclosure offense, foreclosures, fraud, MERS, predatory lending, quiet title, rescission, securitization, TILA audit, trustee, Wells Fargo |
All the best for writing this, with any luck , it will come in handy in the future.
The value ‘lender/investor’ agreed to keep asset on their books.
Asset belongs to third party the bank decided to use in their best interest period.
The consumer had no idea that the ‘lender/investor’ would procure cash for the asset through a third party using the third party credit line and deposit currency (convert asset into US Currency) by depositing into Corporate Securities Treasury.
The rest smoke and mirrors
The new mortgage is ‘note holder in blank’ who collects payments from somebody over 30 years and deposits funds into ‘Master Servicer’ account after all expenses deducted handled by the handlers.
Again pure deposits converted into other assets owned by the banks.
FORMERLY E. F. HUTTON MORTGAGE CAPITAL, INC. 1987
RESTATED ‘CERTIFICATE OF INCORPORATION’
RESTATED
CERTIFICATE OF INCORPORATION
OF
STRUCTURED ASSET SECURITIES CORPORATION
Pursuant to Sections 245 and 242 of the General
Corporation Law of the State of Delaware
STRUCTURED ASSET SECURITIES CORPORATION, a Delaware
corporation organized on January 2, 1987 under the name E. F.
Hutton Mortgage Capital Inc., does hereby amend and restate
its Restated Certificate of Incorporation, aa heretofore
amended, to read in its entirety as set forth below:
ARTICLE I
The name of the corporation is Structured Asset
Securities Corporation (the “Corporation”).
Delaware corporation (the “Corporation”), having its registered office at Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, in the County of New Castle
FIRST: Item (a)(ii) of the Third Article of the Restated
Certificate of Incorporation of the Corporation is hereby amended so as
to read in its entirety as follows:
mortgage notes and related mortgages, or interests therein
(including, but not limited to, participation certificates with
respect to such mortgage notes or related mortgages), or guaranteed
notes, provided the guaranty is secured by a mortgage on real
property (collectively, the “Pledged Mortgages”), which are either
owned by the Corporation or granted by a Borrower to secure payment
of a Mortgage Backed Note;
ARTICLE III
PURPOSES
——–
The purpose for which the Corporation is organized is:
(a) To acquire, own, hold, transfer, assign, pledge and
otherwise deal with the following (the “Mortgage Collateral”):
(i)(A) “fully modified pass-through” mortgage-backed certificates
guaranteed as to timely payment of principal and interest by the
Government National Mortgage Association; (B) Guaranteed Mortgage
Pass-Through Certificates issued and guaranteed as to timely
payment of principal and interest by the Federal National Mortgage
Association; (C) Mortgage Participation Certificates issued and
guaranteed as to timely payment of interest and principal, in most
cases, by the Federal Home Loan Mortgage Corporation (collectively,
the “Agency Certificates”); (D) securities representing interests
in Agency Certificates; or (E) mortgage pass-through certificates
or mortgage-collateralized bonds issued by any other entity with
respect to or secured by a pool of mortgage loans (collectively,
“Certificates”) which are either owned by the Corporation or
granted by a Borrower (as defined below) to secure payment of
Mortgage Backed Notes (as defined below); (ii) mortgage notes and
related mortgages, or interests therein (including, but not limited
to, participation certificates with respect to such mortgage notes
or related mortgages) (“Pledged Mortgages”), which are either owned
by the Corporation or granted by a Borrower to secure payment of a
Mortgaged Backed Note; (iii) mortgage backed notes evidencing loans
made by the Corporation to commercial banks, saving and loan
associations and savings banks, the deposits of which are insured
by the Federal Deposit Insurance Corporation (“FDIC”), affiliates
of FDIC insured institutions, and other entities which are not FDIC
insured institutions but are engaged directly, or through the
owners of such entities or their affiliates, in mortgage financing,
origination or funding activities (e.g., mortgage bankers, home
builders and state agencies), or to any other entity (collectively,
the “Borrowers”), which loans are secured by Pledged Mortgages or
Certificates (“Mortgage Backed Notes”); and (iv) real property and
any improvements thereon, including commercial, multifamily and
residential properties (“Properties”);
(b) To authorize, issue, sell and deliver bonds or other
evidences of indebtedness (“Bonds”) that are secured by a pledge or
other assignment of Mortgage Collateral, reserve funds, guaranteed
investment contractor letters of credit, insurance contracts,
surety bonds or any other credit enhancement device (collectively,
the “Collateral”), and are rated in one of the three highest
categories available by any nationally recognized statistical
rating agency: provided that one or more classes of Bonds of a
series issued by the Corporation may be subordinate to other Bonds
of such series and need not be so rated;
(c) To serve as depositor of one or more trusts that may
authorize, issue, sell and deliver Bonds or certificates of
interest that are secured by a pledge or other assignment of, or
represents an interest in, the Collateral and are rated in one of
the three highest categories available by any nationally recognized
rating agency; provided that one or more classes of an issue of
such securities by such trust may be subordinate to other
securities of such issue and not so rated; and
(d) To do all such things as are reasonable or necessary to
enable the Corporation to carry out any of the above, including
entering into loan agreements, insurance agreements, servicing
agreements, reimbursement agreements, issuing debt (subject to the
provisions of this Article III, Article VIII and Article X hereof)
and selling residual interests in Mortgage Collateral or selling
certificates of participation in any trust for which the
Corporation serves as depositor.
ARTICLE VIII
LOAN AGREEMENTS AND INDENTURES
——————————
The Corporation shall not do or perform any act expressly
prohibited below without the written consent of each trustee and
each lender (collectively, the “Lenders”) under any loan agreement,
similar agreement or indenture to which the Corporation is party
(collectively, the “Loan Agreements”);
(i) The Corporation shall not incur, assume or
guarantee any indebtedness other than indebtedness to the
Lenders except for such indebtedness that (a) is
described in paragraph (b) or (c) of Article III hereof;
(b) by its terms is subordinated entirely to the
indebtedness of the Corporation evidenced by the Loan
Agreements; (c) is a capital stock liability; (d) is an
account payable and expense accrual incurred in the
ordinary course of business including fees and expenses
payable pursuant to a collateral custody, pledge and
security agreement entered into by the lenders; (e) is
short-term borrowing from affiliates for the purpose of
paying organizational expenses of the Corporation and
initial expenses of filing any registration statement
with the Securities and Exchange Commission; or (f) may
be incurred by the Corporation that has been rated in at
least the third highest rating category by Standard &
Poor’s Corporation or other nationally recognized credit
rating agency.
(ii) The Corporation shall not engage in any
business or activity other than in connection with or
relating to the issuance of indebtedness evidenced by the
Loan Agreements and such activities as are reasonable and
necessary to enable the Corporation to carry out its
purposes as set forth in Article III hereof.
(iii) The Corporation shall not consolidate (other
than for federal income tax purposes) or merge with or
into any other entity or convey or transfer its
properties and assets, substantially or in the entirety,
to any entity (other than as described in paragraphs (a),
(b) (c) or (d) of Article III hereof) unless (a) the
entity (if other than the Corporation) formed or
surviving such consolidation or merger, or that acquires
by conveyance or transfer the properties and assets of
the Corporation substantially or in the entirety, shall
be organized and existing under the laws of the United
States of America or any state thereof or the District of
Columbia, and shall expressly assume, by a supplement to
each Loan Agreement, executed and delivered to each
Lender under each Loan Agreement, in form satisfactory to
each Lender under each Loan Agreement, the due and
punctual payment of the principal of and interest an all
indebtedness then outstanding under each Loan Agreement
and the performance of every covenant of each Loan
Agreement on the part of the Corporation to be performed
or observed and shall be subject to the restrictions set
forth in this Certificate, (b) immediately after giving
effect to such transaction, no default or event of
default under any Loan Agreement shall have occurred and
be continuing and (c) the corporation shall have
delivered to each Lender under each Loan Agreement an
officers’ certificate and an opinion of counsel, each
stating that such consolidation, merger, conveyance or
transfer and such supplement comply with the Loan
Agreement and that all conditions precedent provided for
in each such Loan Agreement relating to such transaction
have been complied with.
Upon any consolidation or merger, or any conveyance
or transfer of the properties and assets of the
Corporation substantially as provided above, the entity
formed by or surviving such consolidation or merger (if
other than the Corporation) or the entity to which such
conveyance or transfer is made shall succeed to, and be
substituted for, and may exercise every right and power
of, the Corporation under each Loan Agreement with the
same effect as if such entity had been named as the
“lssuer” or “Borrower” therein. In the event of any such
conveyance or transfer the entity named as the “Issuer”
or “Borrower” in each such Loan Agreement or any
successor that shall theretofore have become such in the
manner prescribed in each such Loan Agreement may be
dissolved, wound-up and liquidated at any time
thereafter, and such entity thereafter shall be
released.from its liabilities as obligor and maker on all
of the indebtedness, and from its obligations under the
Loan Agreements.
(iv) The Corporation shall not dissolve or
liquidate, in whole or in part.
(v) The Corporation shall not amend, alter, change or
repeal any provision contained in this Article VIII, Article
IX or Article X without (a) the affirmative vote in favor
thereof of eighty percent (80%) of the then outstanding stock
and (b) the prior written consent of each Lender under each
Loan Agreement pursuant to which indebtedness under each Loan
Agreement pursuant to which indebtedness that are then
outstanding may have been issued by the Corporation.
ARTICLE IX
COVENANTS REGARDING OPERATIONS
——————————
The Corporation shall conduct its affairs in accordance with the
following provisions:
(i) It shall establish an office through which its
business will be conducted separately and apart from that
of any person or entity which is the owner of more than
50% of its outstanding stock, currently Shearson Lehman
Hutton Inc. (the “Parent”) (although the Parent may lease
space to the Corporation).
(ii) It shall maintain separate corporate records
and books of account from those of the Parent. The books
of the Corporation may be kept (subject to any provision
contained in the statutes) outside the State of Delaware
at such place or places as may be designated from time to
time by the Board of Directors or in the Bylaws of the
Corporation.
(iii) Its funds shall not be commingled with those
of its Parent or any of its subsidiaries or affiliates
other than the Corporation.
(iv) Its Board of Directors shall hold appropriate
meetings to authorize all of its corporate actions.
(v) The Corporation shall conduct its business so
as not to mislead others as to the identity of the entity
with which they are concerned.
(vi) The Corporation shall provide for its operating
expenses and liabilities from its own funds, which may
include funds borrowed from affiliates (other than its
Parent) (although certain organizational expenses of the
Corporation may be paid by its Parent).
(vii) The Corporation shall, when appropriate,
obtain proper authorization from its Directors or
stockholders for corporate action.
(viii) The Corporation shall act solely in its
corporate name and through its duly authorized officers
or agents in the conduct of its business.
(ix) The Corporation shall not hold itself out as
being liable for the debts of any other entity (except as
may me implicit in a subordination agreement executed in
connection with the issuance of Bonds) and shall not
permit the Parent to hold itself out as liable for the
debts of the Corporation.
(x) Each of the Corporation and the Parent shall
maintain an arm’s-length relationship with the other.
ARTICLE X
AMENDMENTS
———-
If the indebtedness under a Loan Agreement is given a rating
by a nationally recognized statistical rating agency, this
Certificate of Incorporation may not be amended prior to notice
being given by registered or certified mail to such rating agency.
In addition, no additional indebtedness may be incurred by the
Corporation, other than indebtedness described in paragraph (b),
(c) or (d) of Article III hereof.
ARTICLE XI
TRANSFER OF ASSETS
——————
The Corporation may not transfer all or substantially all of
its assets to a transferee unless such transferee is subject to the
restrictions contained in this Certificate. A pledge of its assets
in connection with the issuance of debt shall not be considered
such a transfer. Additionally, the Corporation may transfer any
residual interest it may have in assets so pledged to any third
person and such transfer shall not constitute a transfer subject to
this Article.
ARTICLE XII
SPECIAL COVENANTS FROM LENDERS
——————————
The Corporation shall receive a covenant from all creditors,
other than Lenders, prior to incurring debt, that no petition in
bankruptcy shall be filed against the Corporation until at least 90
days have expired since payment in full to the Lenders.
The foregoing Restated Certificate van duly adopted in
accordance with the provisions of Sections 228, 242 and 245 of the
general Corporation Law of the State of Delaware.
IN WITNESS WHEREOF, Structured Asset Securities Corporation
ban caused this Restated Certificate of Incorporation to be duly
executed in its corporate name this 26th day of October 1992.
STRUCTURED ASSET SECURITIES
CORPORATION
By: /s/ Mark L. Zusy
————————
Name: Mark L. Zusy
Title: Senior Vice President
ATTEST:
By: /s/ Michelle Slaughter
—————————-
Name: Michelle Slaughter
Title: Assistant Secretary
sel,
Tthe laws can be followed and still harm the nation.
Lehman is an entity that can’t go to jail.
You do know Goldman’s acquistion as UNDERWERITER of Littleton to Ocwen benefits the same owners who used tradename of Lehman and own the currency converted and moved out of US.
Where is Mr. Soliman? I tried to email expertwitness as requested but email failed. Is he ok?
True Economic Image of the firm really true electronic transactions of the firm’s affiliates, non-bank affiliates, subsidiaries, holding companies, etc.
Can we please make a Living Lies ‘dictionary’ of terms for ‘consumers’?
For example, ‘Wall Street’ is too generic.
One must understand employees who worked for the financial holding companies were paid commissions by the owners of the commercial brand labels, taking assets into their treasury to be converted into electronic transactions held in the name of Owner of company c/o Cede & Co nominee DTC.
Wall Street: Nominee (“DTC”) as Depository Trust Company electronic booked entries may not be converted without passing through gateway of c/o Cede & Co (Shareowners of foreign owners who are members of private group who benefit from each transaction and control access to the assets.)
Who thought Lotus would lead to electronic spreadsheets trasmittals which allow US CURRENCY DEPOSITS (of third parties) LOOPHOLE allowing Corporate Securities Treasuries deposits to flow thorugh 90 days through pass through agencies each financial holding company or bank holding company owns and convert currency and assets into other form and out of control of Congress.
m. soliman
what do you say to….. FASB’s move may bolster the defense that the rule, not Lehman’s application of it, was faulty.
Since Lehman is defunct, any enforcement action would likely target individuals
Leapfrog,
same old same old.
Those on the inside (wall st & those connected) buy for pennies on the dollar, hype it up – media -pundits, yak yak yak, sell to public via IPO, thereby transfer money from public (and that includes Mutual funds, Ira’s, 401k’s, etc – such called smart managers managing your money – like they did buying ABS/MBS). And time goes buy, and
past performance is not inditative of future performance, these are risk adverse investments – welcome to the secondary market, not main street.
carie,
OH — those debt buying divisions of the banks.
Exactly — What Lies Beneath???
I am and have been comfortable about my property ownership since I met Neil Garfield and believed in him from June 2007, I am a pro-se litigant that i fought the Supreme Court of New York, the Appellate Division Second Judicial department, the Court of Appeal in Albany New York, these courts improperly dismissed my case, and I filed a complaint in the USA Distric Court of New York, I precluded and stop the foreclosure procedure three times , I told them… then in 2007 what was going to happen and they did not believed me, instead they dismissed my allegations that where travesty and miscarriage of justice, now my case is pending decision in the Federal District Court of New York , the pretender lenders filed a motion to dismiss under …..MOTION to Dismiss Plaintiffs’ complaint pursuant to Rule 12 of the F.R.C.P. by GMAC Mortgages, Homecomings Financial, U.S. Bank National Association. (Attachments: # (1) Notice Pursuant to Local Civil Rule 12.1, # (2) Declaration of Robert M. Guttmann P.C. # (3) Exhibit A, # (4) Exhibit B, # (5) Exhibit C, # (6) Exhibit D, # (7) Affidavit of Service) (Guttmann, Robert) the fact of the matter is the affidavits from five Attorneys are not valid, because Honorable Judge Kiyo A. Matsumoto ordered that the case is non-dispositive, meaning that these cases are other cases which also in fact affects the Defendants motion to dismiss as Non-Dispositive these motions are all other motions, including but not limited to discovery, third party practice, temporary relief, intervention or amendment of pleadings, and now they are facing Attorney General Eric Schneiderman who in fact is going after the Banks. millions of foreclosures that have already been “booked” are fraudulent and subject to being reversed,
I am and have been comfortable about my property ownership since I met Neil Garfield and believed in him from June 2007, I am a pro-se litigant that i fought the Supreme Court of New York, the Appellate Division Second Judicial department, the Court of Appeal in Albany New York, these courts improperly dismissed my case, and I filed a complaint in the USA Distric Court of New York, I precluded and stop the foreclosure procedure three times , I told them… then in 2007 what was going to happen and they did not believed me, instead they dismissed my allegations that where travesty and miscarriage of justice, now my case is pending decision in the Federal District Court of New York , the pretender lenders filed a motion to dismiss under …..MOTION to Dismiss Plaintiffs’ complaint pursuant to Rule 12 of the F.R.C.P. by GMAC Mortgages, Homecomings Financial, U.S. Bank National Association. (Attachments: # (1) Notice Pursuant to Local Civil Rule 12.1, # (2) Declaration of Robert M. Guttmann P.C. # (3) Exhibit A, # (4) Exhibit B, # (5) Exhibit C, # (6) Exhibit D, # (7) Affidavit of Service) (Guttmann, Robert) the fact of the matter is the affidavits from five Attorneys are not valid, because Honorable Judge Kiyo A. Matsumoto ordered that the case is non-dispositive, meaning that these cases are other cases which also in fact affects the Defendants motion to dismiss as Non-Dispositive these motions are all other motions, including but not limited to discovery, third party practice, temporary relief, intervention or amendment of pleadings, and now they are facing Attorney General Eric Schneiderman who in fact is going after the Banks.
Here’s to Groupon and Ponzi schemes…
http://www.zerohedge.com/article/grouponzi-exciting-news-ponzi-fans
The BANK FREAK OUT has begun…fasten your seatbelts!!!
DIRECT QUOTE MOMENTS AGO ON CNBC FROM PRESIDENT AND CEO OF MERION WEALTH PARTNERS—BOB ANRES:
“At this point we don’t want to (invest in banks)…I think that people are afraid of what the banks ACTUALLY HOLD”…
’nuff said.
Most posts here are really irrelevant, and help noone in the futherance of their foreclosure fight. Post what helps or doesn’t. post steps to take, and in what order, depending on where someone might be in the process. These attacks on other people’s posts and especially the political rants are so worthless and take up time that could be devoted to actual things that would help someone.
.
I’m really very confused by your animosity Carie. Should I dedicate 50% of my posts to attacking you like you do to me? That certainly seems like a waste of time…
They always knew they were just counting on us never finding out.Lulled into a false sense of security that did not exsistBloomberg is a little slow on the uptake there just another rag bought and paid for by the banks.Lets face it they all had the chance to step up and take this on and run with it they simply chose not to.You snooze you lose and bear the repurcussions.What a hoot!!
OMG, TN…LOL? R U 4 RL? C U L8TR…LK NVR!!!
What a strange, disjointed post. Lehman, foreclosure, and Groupon all lumped in together, lol