EX-99.1 2 tm2129723d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

 

Deloitte Touche Tohmatsu

ABN 74 490 121 060

Grosvenor Place

225 George Street

Sydney, NSW, 2000

Australia

   

Phone: +61 2 9322 7000

www.deloitte.com.au

 

The Directors

RESIMAC Limited

Level 9, 45 Clarence Street

SYDNEY NSW 2000

 

 

11 October 2021

 

Dear Directors,

 

Report of Factual Findings

 

We have performed the procedures agreed with RESIMAC Limited (the “Issuer” and “you”), to report factual findings for the purpose of assisting you and Commonwealth Bank of Australia, National Australia Bank Limited, nabSecurities, LLC, Deutsche Bank AG, Sydney Branch and Citigroup Global Markets Australia Pty Ltd. (together, “the Underwriters”) in assessing, in combination with other information obtained by you and the Underwriters, the proposed securitisation transaction of a pool of residential mortgage loans and your evaluation of the Loan File Data Information (the “Purpose”) pertaining to RESIMAC Bastille Trust in respect of RESIMAC Series 2021-2NC (the “Transaction”). The procedures performed are detailed in the terms of the engagement dated on or about 11 October 2021 (“the Engagement Letter”) and set forth in the attached schedules with respect to the Transaction. Terms in this report have the same definition as in the Engagement Letter.

 

Issuer Responsibility for the Procedures Agreed

 

The Issuer is responsible for the adequacy or otherwise of the procedures agreed to be performed by us. You are responsible for determining whether the factual findings provided by us, in combination with any other information obtained, provide a reasonable basis for any conclusions which you wish to draw on the subject matter.

 

Our Responsibility

 

Our responsibility is to report factual findings obtained from conducting the procedures agreed. We conducted the engagement in accordance with Standard on Related Services ASRS 4400 Agreed-Upon Procedures Engagements to Report Factual Findings (“ASRS 4400”). An agreed-upon procedures engagement is not an assurance engagement.

 

We have complied with ethical requirements equivalent to those applicable to Other Assurance Engagements, including independence.

 

The agreed-upon procedures do not constitute either a reasonable assurance (audit) or limited assurance (review) engagement in accordance with the Auditing and Assurance Standards Board (AUASB) standards, and as such, we do not express any conclusion and provide no assurance on the Transaction. Had we performed additional procedures or had we performed a reasonable or limited assurance engagement in accordance with AUASB standards, other matters might have come to our attention that would have been reported to you and the Underwriters.

 

Factual Findings

 

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited (“DTTL”), its global network of member firms, and their related entities (collectively, the “Deloitte organisation”). DTTL (also referred to as “Deloitte Global”) and each of its member firms and related entities are legally separate and independent entities, which cannot obligate or bind each other in respect of third parties. DTTL and each DTTL member firm and related entity is liable only for its own acts and omissions, and not those of each other. DTTL does not provide services to clients. Please see www.deloitte.com/about to learn more.

 

Liability limited by a scheme approved under Professional Standards Legislation.

Member of Deloitte Asia Pacific Limited and the Deloitte organisation.

 

© 2021 Deloitte Touche Tohmatsu

 

 

 

 

The procedures were performed solely for the Purpose as specified above. The procedures performed and the factual findings obtained are set out in Appendix A of this report.

 

Restriction on Distribution and Use of the Report

 

Except as outlined in the Engagement Letter, this report is intended solely for the use of the Issuer and the Underwriters for the purpose set out above. As the intended user of our report, it is for you to assess both the procedures and our factual findings to determine whether they provide, in combination with any other information obtained, a reasonable basis for any conclusions which you wish to draw on the subject matter. As required by ASRS 4400, distribution of this report is restricted to those parties that have agreed the procedures to be performed with us and have been identified in the terms of the engagement (since others, unaware of the reasons for the procedures, may misinterpret the results). This report is disclosed to the Underwriters upon execution of the Underwriter Agreement with us as separately agreed between us and the Underwriters.

 

Access to our report will be restricted to the Issuer and the Underwriters, and all other parties will be excluded from using the Report, unless you are required to furnish or post our Report in connection with Rules 15Ga-2 and 17g-10 of the Securities Exchange Act of 1934, as amended (“the Exchange Act”). Accordingly, we expressly disclaim and do not accept any responsibility or liability to any other parties for any consequences of use of this report. None of the engagement, procedures or report was intended to address, nor did they address, the (i) conformity of the origination of the assets to stated underwriting or credit extension guidelines, standards, criteria or other requirements, (ii) value of collateral securing such assets or (iii) compliance of the originator of the assets with federal, state, and local laws and regulations.

 

None of the engagement, procedures or report were intended to satisfy, nor did they satisfy, any criteria for due diligence published by a nationally recognised statistical rating organisation.

 

We understand that you may be asked by the Reserve Bank of Australia (“RBA”) to provide details of any external due diligence performed on the pool to indicate that such details have been verified and are correct. The wording that we consent to you using in your response to such a request, and to which you hereby agree to use, is as follows: “RESIMAC Limited engaged an independent third party to perform certain agreed-upon procedures under the Australian Auditing Standard on Related Services ASRS 4400 Agreed-Upon Procedures

 

Engagement to Report Factual Findings (“AUPs”). The procedures included comparing certain information on the loan documentation to the information in the loan data file and the information in the loan system. Resimac Limited received and reviewed the report of factual findings in relation to the AUPs as part of our overall evaluation of the accuracy of stated details regarding the loans in the pool.”

 

Please contact us if you wish to propose any changes to this wording.

 

Except to the extent provided in any reliance letter, we note that clause 9 of our Standard Terms governs the use and non-disclosure of our work.

 

Yours Faithfully  
   
DELOITTE TOUCHE TOHMATSU  
   
Heather Baister  
Partner  
Chartered Accountants  
Sydney, 11 October 2021  

 

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Appendix A – Factual Findings

 

The procedures we performed were divided into four parts, A to D.

 

For parts A to D, we have performed certain procedures in respect of a sample of the loans selected from an electronic data file provided by you, being the pool cut dated 30 August 2021 and provided by the Issuer on 10 September 2021 (“the Indicative Pool”).

 

The procedures have been performed using scanned versions, screen shots or photocopies of the relevant documents. We have not attempted to verify the authenticity of these documents.

 

At your request, the sample size has been determined to be 153 loans.

 

Part A – Loan testing

 

For each loan file in the sample listed in Appendix B we agreed the following electronic data fields in the Indicative Pool to the documentation described below in the loan files:

 

 

Procedure Performed Factual Finding
   
A1. Loan purpose, as per the “LOAN PURPOSE” field, to the loan application or Credit Assessment Notes. If not specified on the loan application, loan purpose which are noted as purchases of property will be deemed a purchase of owner occupied property if the residential and security address are the same on the loan application; No exceptions noted
   
A2. Settlement date, as per the “SETTLEMENT DATE” field, to the date of the compliance certificate; No exceptions noted
A3. Original loan amount, as per the “ORIGINAL LOAN AMOUNT” field, to the loan agreement and any loan variation agreements or email confirmation of discharge from Credit officer in case of partial discharge. No exceptions noted
As advised by the Issuer differences of <$1,000 between the Indicative Pool and any loan variation agreement will not be reported as an exception due to the amount noted in the variations being an estimate.  
A4. Interest only period, as per the “END DATE FOR INTEREST ONLY” field to the loan agreement or letter of variation. No exceptions noted
   
A5. Maturity date, as per the “MATURITY DATE” field, as being the settlement date plus the term in the loan agreement. No exceptions noted
   

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Procedure Performed Factual Finding
   
A6. Postcode of each of the security properties, as per the “1ST SECURITY POSTCODE”, “2ND SECURITY POSTCODE”, “3RD SECURITY POSTCODE”, “4TH SECURITY POSTCODE”, “5TH SECURITY POSTCODE”, “6TH SECURITY POSTCODE”,  to the relevant valuation reports. No exceptions noted
A7. Valuation of each of the security properties, as per the “1ST SECURITY VALUATION”, “2ND SECURITY VALUATION”, “3RD SECURITY VALUATION”, “4TH SECURITY VALUATION”, “5TH SECURITY VALUATION”, “6TH SECURITY VALUATION” to the relevant valuation reports. No exceptions noted
   
A8. Security type of each security property as per the “1ST SECURITY TYPE”, “2ND SECURITY TYPE”, “3RD SECURITY TYPE”, “4TH SECURITY TYPE”, “5TH SECURITY TYPE”, “6TH SECURITY TYPE” to the relevant valuation reports based on the following classifications: No exceptions noted
i) Freestanding, Residential and Semi-Detached property types are classified as a ‘F’ or ‘S’ security type;  
   
ii) Units and Villas are classified as a ‘U’ or ‘V’ security type;  
iii) Townhouses   are   classified   as either a ‘U’ or ‘T’ security type;  
iv) Detached Units are classified as a ‘F’.  
   
A9. Borrower employment status as per the “EMPLOYMENT SERVICEABILITY TYPE - Borrower 1” to the Loan Application or Credit for all loans settled after 31 July 2011. No exceptions noted
   
A10. Loan documentation type as per the “LODOC” field, to the loan agreement confirming whether the loan is a full documentation loan or low documentation loan depending on loan product type1. No exceptions noted

 

 

1 We have been advised by the Issuer that the following product types are considered low documentation loans: Prime Alt Doc, Alt Doc, Specialist Alt Doc Clear and Specialist Alt Doc, with all other product types considered full documentation loans.

 

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Part B – Eligibility criteria testing

 

For each loan in the sample we performed the following procedures:

 

Procedure Performed Factual Finding
   
B1. Current LVR as per the Indicative Pool is not more than 98%. No exceptions noted
   
B2. That a Solicitors Compliance Certificate or Title Insurance Settlement Confirmation in respect of the selected loan is included in the security source documents, or located on the Image Management system at RESIMAC. No exceptions noted
   
B3. Checked that for each loan, the days in arrears as per the “NO OF DAYS IN ARREARS” per the Indicative Pool agrees to the arrears reconciliation section on the MTS portal as at the date of the Indicative Pool. No exceptions noted
   
B4. Checked that the Current Balance as per “LOAN BALANCE” per the Indicative Pool agrees to the loan balance portal in MTS. No exceptions noted
B5. If the loan is a low documentation loan as per “LODOC” field being “Y” per the Indicative Pool, we checked that a completed Declaration of Financial status is included in the security source documents, or located on the Image Management system at RESIMAC. No exceptions noted

 

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Part C - Valuation Procedures (applicable for loans settled after 1 June 2013)

 

For each of the relevant loans selected, we obtained the loan documentation and checked the following:

 

Procedure Performed Factual Finding
C1. Checked that the valuation is not more than 3 months old (90 days) at the date of settlement of the loan, unless valuation report of up to 180 days old at settlement has been accepted subject to appropriate DLA approval as evidenced by email from the Resimac Lending Manager. No exceptions noted
C2. Confirmed that the valuation has been provided in a standard API format which included the following: No exceptions noted
i) Market value ‘as is’;  
ii) Rental Value;  
iii) Replacement Insurance Value;  
iv) Evidence of 3 recent sales.  
     

The procedure has not been performed for desktop valuations.

 
   

 

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Part D - Income Verification Procedures

 

Procedures have not been performed on loans with a settlement date prior to 31 July 2011.

 

Procedures D1-D3 are only applied to sample assets designated as “N” per the field “LODOC?” in the

 

Indicative Pool:

Procedure Performed Factual Finding
   
D1. For any sample asset designated as PAYG per the field Employment Serviceability Type in the Indicative Pool with a settlement date on or after 30 September 2012, checked that the following income evidence can be sighted for each applicant on the MTS Portal: No exceptions noted
a. Two of the three most recent payslips, or  
b. Three months statements from a financial institution showing regular salary credits;  
c. If none of the above documents are available, the following must be obtained for each applicant:  
  i)  One payslip; and  
  ii) The latest PAYG Payment Summary (Group Certificate) or Tax Assessment Notice  
   
D2. For any sample asset designated as PAYG per the field Employment Serviceability Type in the Indicative Pool with a settlement date between 1 August 2011 to 29 September 2012, checked that the following income evidence can be sighted for each applicant on the MTS Portal: No exceptions noted
a. Two of the three most recent payslips, or  
b. A letter from the employer on official letter head (PO Box and mobile contact numbers are unacceptable), signed and dated confirming employment status, position, base salary or total  salary  package  and  breakdown, commencement date or length of employment; and  
 
 
 
 
 
 
c. The latest PAYG Payment Summary (Group Certificate) or Tax Assessment Notice  
 
   
D3. For any sample asset designated as Self Employed / or designated as CO (Company or Trust Borrower or blank) as per the field Employment Serviceability Type in the Indicative Pool, checked that the following income evidence can be sighted for each applicant on the MTS Portal: No exceptions noted
a.Most recent Tax Assessment Notice; and
b.Financial statements for 2 years

 

Procedure D4 is only applied to sample assets designated as “Y” per the field “LODOC?” in the Indicative Pool:

 

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Procedure Performed Factual Finding
   
Procedure D4 is only applied to sample assets designated as “Y” per the field “LODOC?” in the Indicative Pool. No exceptions noted
D4. Check that the following income declaration and evidence can be sighted for each applicant on the MTS Portal:  
a. Declaration of Financial Status, and  
b. 3 months business bank statements (main transactional account), or  
 
c. 6 months BAS Statements, or  
d. An Accountant’s letter/verification  
     

 

Procedures D5-7 are to be performed on all sample assets:

 

Procedure Performed Factual Finding
     
D5. Where an applicant has rental-based income No exceptions noted
noted on MTS Portal checked that one of the following
income evidence can be sighted on the MTS Portal
MTS Portal:
a. Rental opinion from a real estate agent in the form of a letter for new purchases; or  
 
b. Rental statement from the managing agent; or  
c. Copy of current lease or tenancy agreement for properties  already  tenanted  with  bank statements confirming rental deposits for private agreements; or  
 
 
 
d. A taxation return showing declared income; or  
e. Rental opinion from a RESIMAC approved Panel Valuer in the form of a valuation addressed to RESIMAC Limited; or  
 
 
f. If the property is vacant, RESIMAC will rely on the lower of an agent’s market appraisal or rental amount as per the valuation report.  
 
 
   
D6. Where an applicant has a Court Order mandating that the applicant receive maintenance payments as noted in MTS Portal, checked that the following income evidence can be sighted on the MTS Portal: No exceptions noted
a. Proof of receipt of maintenance for a continuous period of at least 3 months by way of bank statements  or  a  child  support  agency statement; or  
 
 
 
b. Child Support Agency letter to confirm the maintenance agreement.  
 
     

D7. Where an applicant has a Centrelink Pension as noted on MTS Portal, checked that the evidence of a letter from Centrelink verifying pension details can be sighted on the MTS Portal.

No exceptions noted

 

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Appendix B – List of Sample Assets Loan Numbers Selected from the Indicative Pool

 

Sample Unique ID Sample Unique ID Sample Unique ID Sample Unique ID  
#   #   #   #    
1 36795-4 41 11030-7 81 11286-9 121 37562-7  
2 35480-31 42 35739-3 82 8183-306 122 5662-146  
3 8183-528 43 11416-1 83 30249-1 123 10627-2  
4 31530-2 44 10826-8 84 31516-4 124 11030-9  
5 33763-2 45 9450-27 85 10900-2 125 8183-470  
6 8183-414 46 30932-4 86 31343-7 126 6001-329  
7 35661-16 47 31459-1 87 3760-622 127 6105-65  
8 8183-257 48 1494-1 88 40294-2 128 6949-10  
9 38256-6 49 4230-111 89 35959-7 129 36021-1  
10 8320-3 50 6019-53 90 31719-1 130 8183-369  
11 35786-3 51 11030-14 91 1535-6 131 10120-1  
12 37615-1 52 35944-6 92 11030-74 132 1642-60  
13 35791-18 53 32844-20 93 30964-300157 133 35374-14  
14 6105-61 54 8183-613 94 11030-49 134 36203-9  
15 38222-300078 55 10333-3 95 1399-1611 135 8771-2  
16 1585-3 56 3760-647 96 8117-10705 136 30249-2  
17 1319-22 57 1319-30 97 37687-1 137 8183-316  
18 11176-16 58 30471-5 98 11256-1 138 37359-5  
19 38061-3 59 2760-330 99 9289-7 139 8183-507  
20 39422-1 60 37441-5 100 8183-517 140 1515-26410  
21 36795-1 61 268-24 101 10950-1 141 8183-654  
22 35480-300170 62 11282-2 102 32443-1 142 10495-3  
23 32579-4 63 9318-1 103 31476-4 143 33755-2  
24 3760-519 64 35416-1 104 10017-1 144 496-504  
25 1642-59 65 38208-2 105 8183-383 145 1399-1509  
26 34673-1 66 10260-4 106 36786-2 146 8183-110  
27 10195-3 67 37329-1 107 40307-1 147 8183-192  
28 38848-2 68 35882-1 108 10120-3 148 38969-4  
29 38028-3 69 35959-7 109 30493-2 149 33709-6  
30 30493-1 70 39393-2 110 1515-26567 150 9187-22  
31 30049-1 71 3117-4621 111 39137-16 151 11030-39  
32 3250-26001 72 10068-2 112 37744-4 152 9580-35  
33 8183-456 73 11030-41 113 10426-3 153 35374-14  
34 4592-6 74 31789-2 114 4289-1      
35 10502-4 75 8117-10961 115 8183-549      
36 10620-15 76 6019-52 116 3383-37      
37 10068-2 77 38097-2 117 3250-26438      
38 32844-15 78 1677-1 118 5490-85      
39 31495-3 79 38061-1 119 11030-63      
40 3760-659 80 36308-1 120 10495-3      

 

 

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