TAILIEUCHUNG - Securitization Accounting: The Ins and Outs (And Some Do’s and Don’ts) of FASB 140, FIN 46R, IAS 39 and More . . .

A CEO’s influence on the board can reduce the board’s effectiveness in monitoring managers. The greater a CEO’s influence on the board, the less likely the board is to suspect irregularities that a more independent board may have caught. Concerns about a CEO’s influence on the board have led the NYSE to propose that each board have a nominating or corporate governance committee that is comprised solely of independent directors. The NYSE views board nominations to be among the more important functions of a board and concludes that independent nominating committees can enhance the independence and quality of nominees. However, it is possible that even if a CEO is. | Deloitte Financial Services Securitization Accounting The Ins and Outs And Some Do s and Don ts of FASB 140 FIN 46R IAS 39 and More . . . By Marty Rosenblatt Jim Johnson Jim Mountain Seventh Edition July 2005 Audit .Tax. Consulting. Financial Advisory. Key Parties to a Hypothetical Term Securitization Transaction Originator Servicer Seller Wholly Owned Bankruptcy Remote Special-Purpose Corporation Depositor Summary of Monthly Activity Servicer Payments on Receivables These charts provide only a simplified overview of the relationships between the key parties to the transaction and the monthly flow of funds. The inspiration for these charts was found in the prospectus for GMAC s Capital Auto Receivables Asset Trust 2004-1 deal. Swap Counterparty On the Cover left to right Marty Rosenblatt is the founding partner of Deloitte Touche LLP s securitization practice and an Executive Vice President of the American Securitization Forum. Jim Johnson is a partner in the National Office of Deloitte Touche LLP and is the Firm s representative on the FASB s Emerging Issues Task Force. Jim Mountain is a partner in the New York Office of Deloitte Touche LLP and serves as the Professional Practice Director for the Firm s securitization practice. Table of Contents Introduction What s New in 2005 Is Off-Balance Sheet Treatment Still VIE-able 4 Chapter 1 What Is FASB 140 and When Does It Apply 5 Chapter 2 Determining Whether a Securitization Meets the Sale Criteria 6 When is a securitization accounted as a sale 6 What if I fail to comply with the sale criteria 8 Who is considered to be the transferor in a rent-a-shelf transaction 9 Do I ever have to consolidate a QSPE How about an SPE 9 What does it take to be a QSPE 10 If you don t put it to me can I call it from you 16 Can I have my cake and eat it too with debt-for-tax and a sale for GAAP 22 Can warehouse funding arrangements be off-balance sheet 23 Can I metaphysically convert loans to securities on my balance sheet 24 .

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