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Re: Civil War General post# 692420

Tuesday, 07/26/2022 3:08:52 PM

Tuesday, July 26, 2022 3:08:52 PM

Post# of 725153
Dmdmd1 Latest Sharing of Due Diligence = More Fabulous Information

READ THE FOLLOWING VERY CAREFULLY AND LET THIS SINK IN


Per IHUB post by newflow:

Per website link:


https://opencorporates.com/companies/us_wa/600250290

___________

Per Delaware Secretary of State website:

https://icis.corp.delaware.gov/Ecorp/EntitySearch/NameSearch.aspx
___________

https://www.boardpost.net/forum/index.php?topic=14460.msg263229#msg263229

___________

https://www.boardpost.net/forum/index.php?topic=14116.msg309034#msg309034

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IMO…my conclusions as of February 08, 2022 @ 0851 CST:

1) Thackeray Holdings Corporation which was incorporated in Washington State on July 02, 1973 and dissolved on April 23, 2008 is probably related to the Thackeray Holdings Corporation which was incorporated in Delaware on February 09, 2007 and it still exists.

2) Assets held in the Washington state company were probably transferred over to the company in Delaware before the dissolution of the Washington state company on or before April 23, 2008.

3) Take notice that the governors of the Washington state company were:

David Williams, Doreen Logan, Peter Freilinger, and Tim Cleary.

4) Washington Mutual Preferred Funding Trust IV was a company that had assets (bankruptcy remote MBS Trusts such as Series 2007-B and FLEX-5 ARM) that were responsible for paying off the TPS liabilities. Some of the officers of that company were:

Peter Freilinger Manager and Senior
Vice- President, and

Tim Cleary Senior Vice- President, and

Doreen Logan First Vice
President and Assistant Secretary.

_____

IMO…I contend that there are many other DSTs that hold WMI non-banking assets such as MBS Trusts like Series 2007-B and FLEX-5 ARM, but we just don’t know their names.

5) Per joint press release by JPMC and FDIC on September 25, 2008:


https://www.sec.gov/Archives/edgar/data/19617/000119312508201638/dex991.htm

“ New York, Sept. 25, 2008 – JPMorgan Chase & Co. (NYSE: JPM) tonight announced it has acquired all deposits, assets and certain liabilities of Washington Mutual’s banking operations from the Federal Deposit Insurance Corporation (FDIC), effective immediately. Excluded from the transaction are the senior unsecured debt, subordinated debt, and preferred stock of Washington Mutual’s banks. JPMorgan Chase will not be acquiring any assets or liabilities of the banks’ parent holding company (WM) or the holding company’s non-bank subsidiaries. As part of this transaction, JPMorgan Chase will make a payment of approximately $1.9 billion to the FDIC.”

6) IMO…I also contend that beneficial interests (a WMI asset) in bankruptcy remote MBS Trusts (at least $101.9 billion) which are owned by WMI Escrow CUSIP Holders are protected from any creditors per the following :

”Therefore, a beneficial owner's interest in a DST is protected from all judgment creditors of such beneficial owner so long as the trust assets are held in Delaware by a bank or trust company”



Dmdmd1 PART TWO

From my previous post as of January 31, 2022:

https://www.boardpost.net/forum/index.php?topic=17957.msg321152#msg321152

Per the article written by Peter Freilinger:

Excerpt:

“ A couple of months before the failure, we started putting in place what we called “day zero” procedures, which would enable the bank to quickly exist under new ownership. We liked to convince ourselves that someone would buy us and we’d all still have jobs, but at least for the dozen or so of us who knew that failure was an option, we knew that it was also an effort to allow the government to take us over and quickly keep operations running.”

_____________

IMO…Peter Freilinger is definitely a middle manager that knows what and where the bankruptcy remote assets are.

Freilinger’s personal account of the “day zero” procedures coincided to the time line after the WMI BOD ratified (June 24, 2008) selling more than 50% of Washington Mutual (selling bad assets like Long Beach Mortgage) to TPG and it’s affiliates.

Keep in mind that WMI BOD gave Bonderman et al a waiver to anti-takeover provisions on April 06, 2008. This gave Bonderman et al the opportunity to buyout WMI if it wanted to. I contend that Bonderman et al wanted to buyout WMI even before the infusion of the $7.2 billion cash into WMI on April 07, 2008.

Remember David Bonderman was a director of WMI (thus having access to all the insider information with respect to WMI) since 1996 when Robert M Bass sold American Savings to WMI.


__________

IMO...my conclusions as of February 08, 2022 @ 1155 CST:

I contend that the "day zero" procedures included transferring assets from WMB to WMI non-bank subsidiaries (i.e. Thackeray Holdings Corporation in Delaware).

2) Since JPMC did not acquire any WMI non-bank subsidiaries, such assets that were transferred during "day zero" procedures (which started a couple months prior to seizure) are out of the reach of the bankruptcy court.

2) Since JPMC did not acquire any WMI non-bank subsidiaries, such assets that were transferred during "day zero" procedures (which started a couple months prior to seizure) are out of the reach of the bankruptcy court.
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Quote from: Dmdmd1 on May 10, 2019, 10:16:51 AM
This topic is a quick reference to the different legislation that protects MBS Trusts from FDIC and bankruptcy.


1) 2002 Delaware ABSFA :

IHUB post#573721

Excerpt:

“On January 17, 2002, the state of Delaware enacted the Asset-Backed Securities Facilitation Act, 6 Del.C. 2703A (the “ABSFA”). The ABSFA effectively creates a safe harbor under Delaware state law for determining what constitutes a true sale in securitization transaction.

The ABSFA first provides that any “property, assets or rights purported to be transferred, in whole or in part, in the securitization transaction shall be deemed to no longer be the property, assets or rights of the transferor.” Given the foregoing provision, to the extent Delaware law applies, the traditional legal criteria used in determining what constitutes a true sale in the context of a securitization is intended to be irrelevant.

The ABSFA further states that a “transferor in the securitization transaction…to the extent the issue is governed by Delaware law, shall have no rights, legal or equitable, whatsoever to reacquire, reclaim, recover, repudiate, disaffirm, redeem or recharacterize as property of the transferor any property, assets or rights purported to be transferred, in whole or in party, by the transferor.” The ABSFA also provides that in “the event of a bankruptcy, receivership or other insolvency proceeding with respect to the transferor of the transferor’s property, to the extent the issue is governed by Delaware law, such property, assents and rights shall not be deemed party of the transferor’s property, assets, rights or estate.”

Thus, effectively, the state law makes a securitization transaction completely free from risk of recharacterization. “
________________________

2) FDIC 2009

IHUB post#563125

Excerpt:

https://www.housingwire.com/articles/fdic-extends-safe-harbor-transfer-new-existing-abs-assets

“FDIC Extends 'Safe Harbor' for Transfer of New, Existing ABS Assets

November 12, 2009 Diana Golobay

The Federal Deposit Insurance Corp. (FDIC) on Thursday approved an interim rule providing a "safe harbor" for the transfer of assets related to certain types of asset-backed securities (ABS) from insured depositary institutions. The transitional safe harbor applies to all securitizations issued before March 31, 2010, shielding the assets from seizure by the FDIC in instances where the insured depositary institutions fail. ”
________________________

3) IHUB post#574173

Delaware Statutory Trust (DST) Act 2002

Excerpt:

“Per the article by Morris James

https://www.morrisjames.com/newsroom-articles-292.html

“Bankruptcy Remote Characteristics.

A DST is a legal entity separate and distinct from its owners and managers, and this separateness lessens the likelihood that a bankruptcy court will consolidate the assets and liabilities of the DST with those of the trustor.

No creditor of a beneficial owner of the DST has any right to obtain possession of or exercise any legal or equitable remedies with respect to the property of the DST, and a beneficial owner generally has no interest in specific property of the DST.

A DST may not be terminated or revoked by a beneficial owner or other person except in accordance with the terms of its trust agreement. A DST has perpetual existence and will not be terminated or dissolved by the dissolution, termination or bankruptcy of a beneficial owner unless the terms of the trust agreement provide otherwise.

The contractual flexibility provided by the DST Act allows parties to restrict the ability of the DST to voluntarily commence bankruptcy proceedings through the designation of an “independent trustee”. This “independent trustee” may agree in the trust agreement to be responsible for making the determination to seek bankruptcy protection, and any fiduciary duties the independent trustee might otherwise owe to the beneficial owner can be contractually limited. Additionally, in appropriate circumstances, the power and authority of a DST may be limited (e.g., by limiting such power and authority to the preservation of the assets of the DST) so as to render the DST ineligible to file as a debtor under the U.S. Bankruptcy Code....

Insulation Of Trust Assets From Attachment

10 Del. C. §3502(b) ("Section 3502") provides that banks and trust companies are not subject to the legal remedy of attachment, therefore money and other assets in the custody and control of a bank or trust company are exempt from seizure by attachment

Case law has extended the protection of Section 3502 to equitable remedies sought by creditors ("[P]roperty, which is exempt from levy and sale under legal process . . . cannot be reached by a creditor's bill.")

Therefore, a beneficial owner's interest in a DST is protected from all judgment creditors of such beneficial owner so long as the trust assets are held in Delaware by a bank or trust company”



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