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Posted by Legal Counsel (Saturday, April 05, 2008)
'LEGAL COUNSEL' // UNDERSTANDING PRIVATE PLACEMENT PROGRAMS (BANK INSTRUMENTS)
Welcome back to our weekly series of practical, "hands-on" articles exploring subjects of interest to fellow BradyNet Users.

Our intention is to help Users better understand the meaning and significance of various financial terms, processes and transactions that appear with all-too-frequent regularity on the Forum Board.

Release 70: Understanding Private Placement Program - Working With Bank Instruments

Crime Scene Officers investigating a suspected homicide are trained to follow the evidence wherever it might lead and not jump to conclusions. Take, for example, microscopic trace particles of sucrose - common table sugar - found at a crime scene. The harmless remains of a sugar-sprinkled, Krispy Kreme donut, possibly the victims last nourishment?

Perhaps - but sugar is also a common ingredient in IED's ("Improvised Explosive Devices"). Mix sugar with sodium nitrate and you've got a smoke bomb. Or with permangante, it's a low-level explosive - which can still do plenty of damage if packed into a lead pipe, especially one chockablock full of 20-weight, stainless-steel ball bearings!

In our business, too, we need to follow the evidence wherever it might lead and not jump to conclusions, especially when evaluating bank instruments. And, yet, many of us still insist on focusing on the registered Beneficiary exclusively - without giving due consideration to the Applicant who caused the issuance of the bank instrument in the first place. Granted, the Beneficiary and Applicant are, oftentimes, one and the same person; but when they are not, that's when you need to be on your toes.

Let me give you a "heads-up"...

The Applicant is the owner of the underlying cash funds/assets - not the Beneficiary. The Applicant alone causes the issuance of the bank instrument by putting up his cash fund/assets to collateralize the bank instrument - not the Beneficiary. It should come as no surprise to anyone, therefore, that it is the Applicant alone who is eligible to participate in a private placement opportunity - and not the Beneficiary.

What about the Beneficiary, you ask - well, his position is no different than anyone who has received leased or borrowed funds, or has been assigned funds by a third-party: Unless the Beneficiary can prove legal and beneficial ownership of the underlying cash funds/assets, he is barred from participating in a proposed private placement opportunity.

Postscript: If the Applicant has put up his own cash funds as security for the bank instrument - how then is the Applicant able to participate in a private placement transaction? The answer is "with great difficulty". HE CAN'T - at least until such time as the Applicant's funds are released back to him by the bank.

Robert
lawscape@gmail.com

I work with a very senior, high-ranking and credentialed Trader in Europe who is one of the largest commitment holders in the world. The Trader was formerly in government service where he held a highly sensitive position in a prominent U.S. federal agency for a number of years. Our trading group has outstanding capabilities, with its own transacting facilities in most of the major banks.

We also have an established relationship with two major Providers who are able to supply medium term notes (MTN's) - fresh cut, slightly seasoned and seasoned. Both Providers are extremely reliable sources for bank instruments and have a wealth of experience; they conduct the business very professionally and are currently tranching for other clients.

We offer business colleagues and friends a monthly "newsletter" setting out information and updates concerning our private placement opportunities and MTN purchase contracts. If you wish to receive our newsletter, just send us your email address and tell us a little about yourself - and we would be pleased to add you to our "mailing list".

Copyright 2008 All rights Reserved

Replies start here:
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04-25-08  NISEAG: ah and I thought my comrade "common sense" has expired, how refreshing to see that he tolling around in the deep crevices of this forum. Is he out there on live support or does the broker community infuse him with new energy?

04-25-08  IBCUSA: Posted by IBCUSA (Friday, April 25, 2008) Factual Information For Your Consideration.

The following information is provided for your consideration and the consideration of your potential investors. If you or the client chose to ignore or disbelieve this information, that is your choice. However, I can tell you that all of this information is factual and without the consideration of this information, you will NOT achieve success in this business. The below information is presented in no particular order. I ask that you read and consider the following comments.

FACTUAL INFORMATION FOR YOUR CONSIDERATION April 25, 2008

Euroclear and DTC are Screen and Settlement Services. When an instrument is posted to these screens, the instrument is not physically on the screen, it is still in safekeeping at a bank (with an SKR) or a securities house (with an Account statement). So, when people tell you that there is NO SKR or Account Statement, they are wrong and they are telling you that because they are not the owner and cannot prove ownership of the instrument.

Instruments that are Euroclear Eligible, including MTNs, Bonds, Stocks, Treasury, Freddie Macs, Fanny Maes and, very rarely a CD or SLOC. But, generally the CDs and the SLOCs are NOT on Euroclear.

BGs are NEVER, EVER on Euroclear and they do not qualify for an ISIN Number or a CUSIP Number. So, when someone tells you that they have a BG on screen (any screen) you already know that they have no clue about this business or they are lying to you.

There is no such thing as a Grey or any colored screen, period. This is just broker nonsense.

Only instruments that are registered with the United States Securities and Exchange Commission can be on DTC. And, this does not include MTNs or BGs, period.

Euroclear and DTC are screen services. They are not parking lots for instruments or for cash funds. When someone tells you that you can screen and validate their cash funds on Euroclear or DTC, you know that they are wasting your time.

The U. S. Treasury does not issue post-dated checks, as it is against the law to do so.

The Federal Reserve is not a bank that is available to any client, period, regardless of their claims. This means that the FED cannot receive funds on deposit, cannot issue POFs, and cannot be a repository for instruments and the issue a SKR. Anyone making any of these claims is just lying to you.

The Chairman and CEO of Bank Holding Companies do NOT sign any bank documents, including BGs, MTNs, CDs, SLC, Certificates of Gold Deposit or SKRs. This is all just the nonsense of brokers that have fabricated fraudulent documents and are trying to pass them off as something real that was issued by the bank.

All instruments that are presented for hypothecation must (after the Agreement is signed) move to the funding location. If the instrument is on Euroclear, it must move Euroclear Free Delivery. If the instrument is not on Euroclear, then it must move by SWIFT MT 7XX (depending on the type of instrument). The only exception to this statement is with Venezuela Bonds. They are on Euroclear, but the Central Bank of Venezuela (BCV) cannot move them on Euroclear and must use SWIFT MT 760. However, this action degrades the Loan to Value and the Yield on the Bonds.

No one can block an instrument on Euroclear for the purpose of hypothecation, period.

No funding source can take down an instrument from Euroclear. The instrument must be sent Euroclear Free Delivery to the funding location. This is done for the protection of the actual owner of the bank instrument.

In a transaction involving the buying and selling of an instrument (spot or contract), neither the Seller nor the Buyer are allowed to fabricate the rules and procedures that must be deployed. If the instrument is on Euroclear, then the transaction MUST be completed via the Standard Euroclear DVP Protocol Settlement Procedures, officer to officer, and no other way, period. If the instrument is NOT on Euroclear, then the transaction MUST be completed via the Standard NON-Euroclear DVP Protocol Settlement Procedures, officer to officer, and no other way, period. Anyone with any other procedures is just broker that has never completed such a transaction and never will. And, most likely, does not have the instrument.

The Indicative Value of an instrument and, subsequently, the Loan to Value, are determined by the Provider and their Funding Source, not by the clients or the brokers. And, not all instruments have the same Indicative Value or Loan to Value.

Do not make the mistake of thinking that the Rating of the issuing bank is the same as the Rating of the instrument, as they are not. The bank and the instrument are rated separately.

The Laws of Perjury do not apply to any commercial documents, period.

There is no law, act (including the Patriot Act), rule, regulation or ordinance that requires that any buyer of any SEASONED instruments must provide a Proof of Funds. This is just the nonsense of the Internet brokers. The Standard and NON-Standard Euroclear Procedures set forth that the validation of capabilities (both sides) is accomplished in the officer to officer call, after the Agreement is signed between the Buyer and the Seller and before the first invoice can be issued.

No one is going to pay +2% for their acquisition of seasoned instruments. This is NOT the requirement of any Seller and is only the greed from the brokers involved.

There is no such thing as a Program, defined as the client leaving their funds at their own bank and the trader trading on the funds from the clients bank and then paying the client hundreds of percents per week. This is all the nonsense of the Internet brokers in this business.

Clients with Cash Funds that want to participate in a Buy/Sell Transaction, have three (3) choices: 1. Move the funds to an account that will be established for the client at one of the Providers Fiduciary Banks; or, 2. Have the current bank block the funds for 13 months in favor of the Funding Source and then issue a SWIFT MT 760 for this transaction (this option is not available from a U. S. Bank); or, 3. Acquire a financial instrument from the bank and come forward with the instrument, not the cash fund.

Banks in Mainland China (and other selected countries) cannot send an MT 760 (for cash funds or for an instrument) without applying to the Central Bank of China for permission, on a case-by-case basis, which may take months. While there is a great deal of cash in China, the client cannot move the funds or move an instrument or use an MT 760, without the express written permission of the Central Bank of China.

There is no such thing as a Mandate. Something can be mandated, but not someone. The only way that a corporation can pass authority to someone (regardless if they are an officer of the corporation or any outsider) is via a duly issued and authorized Corporate Resolution, signed by the Secretary of the Board and containing the seal of the corporation OR the signature of a Notary Public.

So, when someone tells you that they are the Client/sellers Mandate, all this really means is that they are the broker closest to the client/seller, and not that they have any authority to do anything, period.

Banks operating in the Western Banking World do NOT perform undertakings for their depositors/clients, as this would be a violation of banking rules and regulations. This means that the banks are not going to endorse the financial obligations of the client, period. Banks do not endorse Fee Agreements or Payment Orders or guarantee the safe return on an instrument/asset that is the subject of a hypothecation. Banks are only allowed to act upon the owned assets of their depositors, and only based on the assets that are in that clients account at that bank, period.

United States Banks do NOT issue MTNs or BGs. United States Banks cannot send or receive a BG. United States Banks do NOT issue SWIFT MT 760 against Cash Funds. Securities Houses/Firms are Members of Euroclear and DTC, but are NOT Members of SWIFT. Accordingly, they CANNOT send or receive SWIFT Messages. Banks and Securities Houses do NOT contract to sell instruments, period. The terms FED Program, FED Trader, FED ID Numbers, FED Pool, and Licensed Trader are all just Internet broker-created terms and have no meaning and none of these items exist. If your client has Gold Bullion (Au) and you want me to hypothecate it, the first step is that the investor must have the bank that is responsible for the Gold Bullion (Au) issue OUR Conformation of Gold Bullion (Au) Letter, with full bank responsibilities. If they cannot obtain this Letter, then I am not going to be interested in the transaction. And, for the record, Precious Metals Concentrate, is not Gold Bullion (Au) and no one is going to hypothecate the Precious Metals Concentrate.

The following assets are NOT assets for hypothecation, unless the client has already obtained a Financial Guarantee Bond, from an A Rated or better insurance company: Precious Metals Concentrated, Uncut Stones, Timber, In-Ground Mines, Copper, Coal, Oil and Gas, Real Estate, Land, Non-Rated Bonds, etc.

Certain Bonds and Stocks are acceptable for hypothecation, but only if they are on Euroclear and are Rated by one of the acceptable Rating Services (Moodys, S & P, Fitch). And, just because the Term Sheet says that they are Rated, does not mean that they are Rated. We need to see the Bond on Moodys, then we know that it is Rated.

Those who understood the above post and comments are invited to enter in direct contact with me. Brokers will be protected and the Principal will receive a spreadsheet on my projected ROI calculations, strictly based on your (or the investor's) situation or bank instrument presented to us.

Act Accordingly,

Mr. Michael Hunt
IBCUSALLC at AOL dot Com


04-25-08  thunderball: can you explin

04-21-08  FoxNews: Killer/Deal, the thing is the beneficiary can cash the instrument in accordance wiht the terms of the note.

04-19-08  Killer Deal: You don't own an instrument - its a bank debt instrument. Its a bank IOU.

04-16-08  Smart Cookie: Isn't the beneficiary always the owner of the instrument?

04-14-08  FoxNews: Why do I feel like someone is pulling my leg!

04-11-08  NISEAG: unfortunately the offer is closed due to the timely intervention of Lagerfljtsskrmsli who funded the whole project against the additional promise of some 1000 metric tons of tuna fish, which the Japanese Government granted Niseag for him calming down a sleepy and outraged Godzilla, so all business taken care of. I really hope the deal comes through under the Mutual Security Agreement facilitated by Daishi Kangyo and I have not to resort to digging out the large rouble reserve I keep under my pond.

04-11-08  FoxNews: NISEAG - Now I am thoroughly and hopeless lost. Wait - I think you are pulling my leg! Right?

04-10-08  NISEAG: The reason for the offer is easy to understand. Since I'm rather old considering my origins are traced back to the Paleozoic, where I incurred a debt towards my fellow friend Meh-Teh, better know as Yeti, these days. The debt rater large could not be paid with anything he had use for, so when Elam about a short while ago was going in existence (its only been 5000 years) I made some money but could not move it. Their central government only issued an SKR and promised to pay for the inconvenience an additional accumulating 5% in Gold. In my watery element up there in the Scotish Area where I had found a refuge from all these waring tribes, it was rather difficult to always get there, so somewhere along the line the SKR was endorsed to my friend in Egypt who together with his kind wife tried to manage the gold and get it out. That was about 3000 year ago and gave him leave to handle it and since he was so sure he would be immortal, I really did not care. The problem however developed when he did not show up at the meeting point around 1400 years ago, so I had to use my Italian Banking relation with the Vatican to have it reissued and properly endorsed. Now unfortunately Meh-teh has a pressing problem that the Chinese delegation coming to visit him with the Olympic Flame is unable to keep it going and he had promised some accommodation, which nowadays, since the gods have been leaving on a flying carpet and Sindbad's Jinny is busy, needs money. So He called on me paying up and here I am, fish and paper rich and need some liquidity. In this forum where they deal in large amounts of money such should be easy, especially when I saw some people asking if leased instruments can be used for anything, I felt that was just the solution. Help a fellow dinosaur out of a tight spot, will you?

04-10-08  FoxNews: CICV below: Leasing a SKR? For what whacky purpose would that be, pray tell (or should I say prey tell).I mean why on god's green earth would anyone want to lease a SKR?

And "Codes of Ur Nammu, Eshnunna and Lipit Ishtar, Endorsemments: Akhenaten to Nefertete" - what language are we speaking here.


04-08-08  CInv: ah, I'm next to a guy offering:

Offer to lease
Certificate: Safe Keeping
Amount: 500 metric ton of Aurum
Format: GLD ten tola bars
Interest Coupon: annual yearly increase of 5% in aurum issued : Elam
Jurisdiction: Codes of Ur Nammu, Eshnunna and Lipit Ishtar, Endorsemments: Akhenaten to Nefertete Current owner : Niseag at 5718N, 427W, Crannog 1, Cherry Island Banking by: Banco di Santo Spirito, Italy, Owner needs to pay outstanding obligations to lender. Any purchaser has to perform at lenders location: Lender: Meh-Teh
Location : Sagarmatha
Payment form: Aurum
Any offer considered.


04-08-08  BigTime Trader: Can anyone work with leased BGs for trading? contact me at harcourt444@gmail.com

04-07-08  Treasurer: Interesting. We tend to forget about the person who issued the instrument. Like you say, he is the one who purchased the BG/CD in the first place.

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