-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GucQrirOcQMklBMma77nQZZ52oLtufUbtbwaERCvwicrgRUs5CrPxuBSe7NEyw63 V85eF9oL+WhloXQkyWaqCg== 0000903423-08-000527.txt : 20080627 0000903423-08-000527.hdr.sgml : 20080627 20080627134333 ACCESSION NUMBER: 0000903423-08-000527 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20080627 DATE AS OF CHANGE: 20080627 GROUP MEMBERS: FIMEX INTERNATIONAL LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COUNTRYWIDE FINANCIAL CORP CENTRAL INDEX KEY: 0000025191 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 132641992 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-34275 FILM NUMBER: 08921931 BUSINESS ADDRESS: STREET 1: 4500 PARK GRANADA BLVD CITY: CALABASAS STATE: CA ZIP: 91302 BUSINESS PHONE: 8182253000 MAIL ADDRESS: STREET 1: 4500 PARK GRANADA BLVD CITY: CALABASAS STATE: CA ZIP: 91302 FORMER COMPANY: FORMER CONFORMED NAME: COUNTRYWIDE CREDIT INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FINTECH ADVISORY INC CENTRAL INDEX KEY: 0001254863 IRS NUMBER: 133960500 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 375 PARK AVE STREET 2: STE 3602 CITY: NEW YORK STATE: NY ZIP: 10152 SC 13G 1 fintechcgc13g_0627.htm

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

Countrywide Financial Corporation

(Name of Issuer)

Common Stock, $0.05 Par Value

(Title of Class of Securities)

222372104

(CUSIP Number)

June 26, 2008

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

oRule 13d-1(b)

xRule 13d-1(c)

oRule 13d-1(d)

^*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
	Fintech Advisory Inc. #13-3960500
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER: 36,509,300
		6	SHARED VOTING POWER: 0
		7	SOLE DISPOSITIVE POWER: 0
		8	SHARED DISPOSITIVE POWER: 36,509,300
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 36,509,300
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.3%
12	TYPE OF REPORTING PERSON* 00
*SEE INSTRUCTIONS BEFORE FILLING OUT!

1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
	Fimex International Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	British Virgin Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER: 0
		6	SHARED VOTING POWER: 0
		7	SOLE DISPOSITIVE POWER: 0
		8	SHARED DISPOSITIVE POWER: 36,509,300
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 36,509,300
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.3%
12	TYPE OF REPORTING PERSON* 00
*SEE INSTRUCTIONS BEFORE FILLING OUT!

Item 1.
(a)	Name of Issuer: Countrywide Financial Corporation
(b)	Address of Issuer’s Principal Executive Offices: 4500 Park Granada Calabasas, CA 91302
Item 2.
(a)	Name of Person Filing: Fintech Advisory Inc. Fimex International Ltd. Fimex International Ltd. directly and beneficially owns 36,509,300 shares of Common Stock of Countrywide Financial Corporation (the “Shares”). Fintech Advisory Inc., by virtue of its position as investment adviser to Fimex International Ltd., may be deemed to have the power to vote or direct the vote of, or to dispose of, the Shares.
(b)	Address of Principal Business Office: Fintech Advisory Inc. 375 Park Avenue, Suite 3804 New York, NY 10152 Fimex International Ltd. Pasea Estate Road Town Tortola British Virgin Islands
(c)	Citizenship: Fintech Advisory Inc.: Delaware Fimex International Ltd.: British Virgin Islands
(d)	Title of Class of Securities: Common Stock, $0.05 Par Value
(e)	CUSIP Number: 222372104
Item 3.	If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n):
(a)		Broker or dealer registered under Section 15 of the Act;

(b)		Bank as defined in Section 3(a)(6) of the Act;

(c)		Insurance company as defined in Section 3(a)(19) of the Act;

(d)		Investment company registered under Section 8 of the Investment Company Act;

(e)		Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)		Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)		Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)		Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)		Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; or

(j)		Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4.	Ownership.
(a)	Amount Beneficially Owned: 36,509,300
(b)	Percent of Class: 6.3%

(c)	Number of shares as to which such person has:
	(i)		Sole power to vote or to direct the vote: Fintech Advisory Inc.: 36,509,300 Fimex International Ltd.: 0
	(ii)		Shared power to vote or to direct the vote: Fintech Advisory Inc.: 0 Fimex International Ltd.: 0
	(iii)		Sole power to dispose or to direct the disposition of: Fintech Advisory Inc.: 0 Fimex International Ltd.: 0
	(iv)		Shared power to dispose or direct the disposition of: Fintech Advisory Inc.: 36,509,300 Fimex International Ltd.: 36,509,300
Item 5.	Ownership of Five Percent or Less of a Class.
				[ ]

Item 6.	Ownership of More than Five Percent on Behalf of Another Person. Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not Applicable
Item 8.	Identification and Classification of Members of the Group Not Applicable
Item 9.	Notice of Dissolution of Group. Not Applicable
Item 10.	Certifications.
	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief I certify that the information set forth in this statement is true, complete and correct.

June 27, 2008

	Fintech Advisory Inc. /s/ JULIO HERRERA
	Name: Julio Herrera Title: President

	Fimex International Ltd. /s/ JULIO HERRERA
	Name: Julio Herrera Title: Attorney-in-Fact

EX-1.1 2 fintechcgc13gex1-1_0627.htm Untitled Document

Exhibit 1.1

JOINT FILING AGREEMENT

The undersigned hereby agree that the Statement on Schedule 13G dated June 27, 2008 (the “Schedule 13G”) with respect to the Common Stock, $0.05 Par Value of Countrywide Financial Corporation is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(c) under the Securities and Exchange Act of 1934, as amended, and that this Joint Filing Agreement (this “Agreement”) shall be included as an Exhibit to the Schedule 13G. Each of the undersigned agrees to be responsible for the timely filing of the Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning itself contained therein. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the 27th day of June 2008.

	Fintech Advisory Inc. /s/ Julio Herrera
	Name: Julio Herrera Title: President

	Fimex International Ltd. /s/ Julio Herrera
	Name: Julio Herrera Title: Attorney-in-Fact

EX-1.2 3 fintechcgc13gex1-2_0627.htm Untitled Document

Exhibit 1.2

POWER OF ATTORNEY

Know all men by these presents, that Fimex International Ltd., a corporation organized under the laws of the British Virgin Islands (“Grantor”), does hereby appoint Julio Herrera (“Grantee”), in his capacity as an officer of Fintech Advisory Inc. (the “Manager”) (which has been appointed the Manager of the investment portfolio of Grantor pursuant to the Amended and Restated Investment Management Agreement, dated as of December 29, 2006 (the “Agreement”; capitalized terms used and not defined herein have the meanings assigned to such terms in the Agreement)) among Grantor, the Manager and Fintech Advisory LLC, as Grantor’s true and lawful attorney-in-fact to act in its name, place and stead in any way in w hich it could do, as if itself present, with respect to the following matters:

(1) To have full discretion and authority, as the exclusive agent and attorney-in-fact of the Grantor, to select, purchase, retain, leverage, hedge, sell, exchange or otherwise dispose of investments of the Portfolio on behalf of the Grantor. Portfolio investments may take any form, including, without limitation, debt and equity securities, convertible securities, preferred securities, loans and other debt instruments, commercial paper and money market instruments, foreign currencies, all forms of derivative investments (including, without limitation, options, warrants, puts and calls, swaps and futures contracts), investments in funds and comparable investment vehicles (including investment funds and vehicles advised by other investment advisors), and direct investments, provided that all Portfolio investments shall comply wi th the Investment Objectives;

(2) To effect all forms of investment transactions for the Portfolio on behalf of the Grantor and in the Grantor’s name and to enter into contracts or other arrangements for or in connection with investment transactions, subject to the limitations set forth herein, and to give instructions authorized by the Agreement to brokerage firms and other financial institutions at which the Grantor has established and maintains accounts or trading relationships; it being understood and agreed, however, that the Grantee shall not be authorized to open or establish new or additional accounts at any such brokerage firms or other financial institutions on behalf of the Grantor nor to close any such existing accounts or trading relationships at any such brokerage firms or other financial institutions on behalf of the Grantor;

(3) To borrow under or otherwise utilize at his discretion (on behalf of the Grantor) any borrowing arrangements established by the Grantor (including, without limitation, repurchase, reverse repurchase and securities lending arrangements) to finance all or part of the Portfolio (subject to the limitations set forth in this paragraph). The Grantee may also establish new borrowing arrangements on behalf of the Grantor from any source, or with any person, upon such terms and conditions as the Manager may deem advisable in connection with any Portfolio investment transaction (including, without limitation, by the execution of promissory notes, bills of exchange and other instruments of indebtedness), provided that (i) the Grantor shall have provided its prior written consent to the establishment of such new borrowing arrangement and (ii) such borrowing arrangement shall comply with the Investment Objectives. The Grantee (on behalf of the Grantor) is hereby authorized to transfer, mortgage, pledge or otherwise deal in and to exercise all rights, powers, privileges and other incidents of ownership or possession with respect to all or part of the Portfolio to secure the payment of obligations of the Portfolio by

mortgage upon, or pledge or hypothecation of, all or any part of the property of the Portfolio, provided that any such mortgage, pledge, hypothecation or other actions shall be undertaken by the Grantee only in connection with a borrowing arrangement established by the Grantor (or established with the consent of the Grantor in accordance with the preceding sentence);

(4) To give instructions to any Custodian for (i) the transfer of Portfolio assets or cash out of the accounts of the Grantor in connection with Portfolio transactions against receipt by the Grantor of cash or other assets and (ii) the transfer of Portfolio assets or cash between accounts of the Grantor. Except as provided in foregoing clauses (i) and (ii), the Grantee shall not have any authority to give any Custodian any instructions relating to any payments by the Grantor or any transfer of Portfolio assets or cash out of the accounts of the Grantor;

(5) To give instructions to the Grantor’s Administrator for (i) the transfer of Portfolio assets or cash out of the accounts of the Grantor in connection with Portfolio transactions against receipt by the Grantor of cash or other assets the Grantor and (ii) the transfer of Portfolio assets or cash between accounts of the Grantor. Except as provided in foregoing clauses (i) and (ii), the Grantee shall not have any authority to give the Administrator any instructions relating to any payments by the Grantor or any transfer of Portfolio assets or cash out of the accounts of the Grantor;

(6) To retain the services of or otherwise engage personnel, whether part-time or full-time, independent accountants, legal advisors, or such other persons as the Manager may deem necessary or advisable to act on behalf of the Grantor in connection with any Portfolio investment. The Grantor acknowledges that some of the personnel, accountants and/or legal advisors retained by the Grantee for the Grantor may also act as personnel, accountants or legal advisors to the Manager, in which case, the Grantee shall instruct any such personnel, accountant or legal advisor to promptly notify the Grantor in the event of any potential conflict arising as a result of the relationship of any such personnel, accountant or legal advisor to the Manager. The Grantor agrees that all fees and expenses incurred by personnel, accountants, legal advisors or other persons appointed by the Grantee to act on behalf of the Grantor shall be paid by the Grantor;

(7) To make, execute, certify, sign, endorse, pledge, hypothecate, deliver, and receive agreements, filings, instruments, and documents necessary or proper to effectuate the power, authority, and discretion hereby conferred, in the name of, binding against, and on behalf of, the Grantor for all purposes necessary or advisable in the Grantee’s view to effectuate the Manager’s and FALLC’s activities under, and pursuant to, the Agreement, including, without limitation, to file and authorize on behalf of the Grantor any forms, reports, or other transmissions of information pursuant to any of the requirements of the U.S. Securities Act of 1933 or U.S. Securities Exchange Act of 1934, including any amendments thereto, including, but not limited to, Sections 13 and 16 of the U.S. Securities Exchange Act of 1934, and any forms or reports required to be filed, from t ime to time, with the U.S. Securities and Exchange Commission, any state securities regulatory body, or any other U.S. or non-U.S. regulatory authority (including any U.S. or foreign self-regulating organizations);

(8) To take all necessary or advisable actions on behalf of the Grantor, and exercise all rights of the Grantor, with respect to its interest in any person, including, without limitation, the voting of securities, participation in corporate actions, participation in the negotiation or restructuring of arrangements or specific terms with creditors and debtors, the institution and settlement or compromise of suits (including, without limitation, class actions) and administrative proceedings and other like or similar matters, in each case in connection with or arising out of any Portfolio investments;

(9) To undertake, on behalf of any subsidiary, affiliate, corporation, investment vehicle or other entity in which assets are held for the direct or indirect benefit of the Grantor, any action described herein; and

(10) To do such other acts as the Grantee may deem necessary or advisable in connection with the maintenance, administration and investment of the Portfolio, provided that all such actions shall comply with the Investment Objectives and the terms of the Agreement.

TO INDUCE ANY THIRD PARTY TO ACT HEREUNDER, GRANTOR HEREBY AGREES THAT ANY THIRD PARTY RECEIVING A DULY EXECUTED COPY OR FACSIMILE OF THIS INSTRUMENT MAY ACT HEREUNDER, AND THAT REVOCATION OR TERMINATION HEREOF SHALL BE INEFFECTIVE AS TO SUCH THIRD PARTY UNLESS AND UNTIL ACTUAL NOTICE OR KNOWLEDGE OF SUCH REVOCATION OR TERMINATION SHALL HAVE BEEN RECEIVED BY SUCH THIRD PARTY, AND GRANTOR HEREBY AGREES TO INDEMNIFY AND HOLD HARMLESS ANY SUCH THIRD PARTY FROM AND AGAINST ANY AND ALL CLAIMS THAT MAY ARISE AGAINST SUCH THIRD PARTY BY REASON OF SUCH THIRD PARTY HAVING RELIED ON THE PROVISIONS OF THIS INSTRUMENT.

IN WITNESS WHEREOF, Grantor, by its duly authorized officer, hereby executes this Power of Attorney this 5th day of March, 2007.

	FIMEX INTERNATIONAL LTD.

	By : Diretora Corporate Services S.A.

	By /s/ ANDRÉ SPÖRRI
		Director / Secretary


	By /s/ ALAIN GASS
		Executive Vice President

/s/ JULIO HERRERA

Julio Herrera

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