DOB: Top Flite Financial, Inc., Settlement Agreement

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IN THE MATTER OF:

TOP FLITE FINANCIAL, INC.

     ("Top Flite")

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SETTLEMENT AGREEMENT        

WHEREAS, the Banking Commissioner (“Commissioner”) is charged with the administration of Part I of Chapter 668, Sections 36a-485 to 36a-534c, inclusive, of the Connecticut General Statutes, “Mortgage Lenders, Correspondent Lenders, Brokers and Loan Originators”, and Sections 9 and 19 to 21, inclusive, of Public Act 09-209;
 
WHEREAS, Top Flite is a Michigan corporation that is currently licensed as a mortgage lender under Part I of Chapter 668, Sections 36a-485 et seq. of the Connecticut General Statutes;
 
WHEREAS, on April 20, 2009, the Commissioner, through the Consumer Credit Division of the Department of Banking, conducted an examination pursuant to Section 36a-17 of the Connecticut General Statutes into the activities of Top Flite to determine if it had violated, was violating or was about to violate the provisions of the Connecticut General Statutes within the jurisdiction of the Commissioner;
 
WHEREAS, as a result of such examination, the Commissioner alleges that Top Flite employed or retained, during the period of November 2008 through February 2009, one (1) individual as a mortgage loan originator without licensing such individual, in violation of Section 36a-486(b) of the Connecticut General Statutes;
 
WHEREAS, the Commissioner believes that such allegations would support initiation of enforcement proceedings against Top Flite, including proceedings to revoke Top Flite’s license pursuant to Section 36a-494(a) of the Connecticut General Statutes, as amended by Public Act 09-209 and subsections (a) and (b) of Section 36a-51 of the Connecticut General Statutes, issue a cease and desist order against Top Flite pursuant to Section 36a-494(b) of the Connecticut General Statutes, as amended by Public Act 09-209 and Section 36a-52(a) of the Connecticut General Statutes, and impose a civil penalty of up to one hundred thousand dollars ($100,000) per violation on Top Flite pursuant to Section 36a-494(b) of the Connecticut General Statutes, as amended, and Section 36a-50(a) of the Connecticut General Statutes;
 
WHEREAS, Section 4-177(c) of the Connecticut General Statutes and Section 36a-1-55(a) of the Regulations of Connecticut State Agencies provide that a contested case may be resolved by agreed settlement, unless precluded by law;
 
WHEREAS, both the Commissioner and Top Flite acknowledge the possible consequences of formal administrative proceedings;
 
WHEREAS, Top Flite agrees to voluntarily enter into this Settlement Agreement without admitting or denying any allegations set forth herein, and solely for the purposes of obviating the need for formal administrative proceedings concerning the allegations described above;
 
WHEREAS, Top Flite herein represents to the Commissioner that the individual alleged to be an unlicensed mortgage loan originator in violation of Section 36a-486(b) of the Connecticut General Statutes during the period of November 2008 through February 2009, is no longer engaged in any mortgage-related activity with Top Flight that would require Top Flite to obtain licensure for such individual from the Commissioner under Part I of Chapter 668, Sections 36a-485 et seq., of the Connecticut General Statutes; 
 
WHEREAS, Top Flite herein represents to the Commissioner that it has reviewed and updated its internal policies, procedures and controls for assessing whether an individual engaged in mortgage-related activity with Top Flite requires licensure from the Commissioner under Part I of Chapter 668, Sections 36a-485 et seq., of the Connecticut General Statutes;
 
WHEREAS, in connection with this settlement, Top Flite was provided the option to pay a civil penalty in the amount of One Thousand Dollars ($1,000) in settlement of the allegations contained herein;
 
WHEREAS, the State of Connecticut is a participant in the Nationwide Mortgage Licensing System and Registry (“NMLS&R”), jointly developed by the Conference of State Bank Supervisors (“CSBS”) and the American Association of Residential Mortgage Regulators to establish a unified and modern system of mortgage licensing and registration, and is committed to the success of NMLS&R;
 
WHEREAS, in connection with this settlement, Top Flite was provided an alternative option to make a voluntary contribution in the amount of One Thousand Dollars ($1,000) to the State Regulatory Registry LLC (“SRR”), a wholly-owned subsidiary of the CSBS, to support the NMLS&R;
 
WHEREAS, Top Flite elected to make a voluntary contribution to SRR in lieu of a civil penalty;
 
AND WHEREAS, Top Flite, through its execution of this Settlement Agreement, voluntarily agrees to waive any rights to a hearing upon the allegations contained in this Settlement Agreement, and waives the right to seek judicial review or otherwise challenge or contest the validity of this Settlement Agreement.
 
NOW THEREFORE, the Commissioner and Top Flite enter into this Settlement Agreement as follows:

1. No later than the date this Settlement Agreement is executed by Top Flite, Top Flite shall make a voluntary contribution by cashier’s check, certified check or money order in the amount of One Thousand Dollars ($1,000) to SRR to support NMLS&R;
2. Upon entry of this Settlement Agreement, this matter will be resolved and the Commissioner will not take any future enforcement action against Top Flite based upon the allegations contained herein; provided that entry of this Settlement Agreement is without prejudice to the right of the Commissioner to take enforcement action against Top Flite based on the allegations contained herein if any representations made by Top Flite in this Settlement Agreement are subsequently discovered to be untrue or if Top Flite is not fully complying with any term or condition stated herein;
3. Nothing in the entry of this Settlement Agreement shall adversely affect the ability of Top Flite to apply for or obtain licenses or renewal licenses under Part I of Chapter 668, Sections 36a-485 et seq., of the Connecticut General Statutes, and to apply for or obtain licensure of its mortgage loan originators from the Commissioner;
4. Notwithstanding paragraph 2 herein, execution of this Settlement Agreement is without prejudice to the right of the Commissioner to take enforcement action against Top Flite to enforce this Settlement Agreement if the Commissioner determines that Top Flite is not fully complying with any term or condition stated herein.  For purposes of this paragraph, a violation of this Settlement Agreement shall be deemed to be a violation of an order of the Commissioner.

IN WITNESS WHEREOF, the parties hereto have caused this Settlement Agreement to be executed by each of them or their duly authorized representatives on the dates hereinafter subscribed.


Dated at Hartford, Connecticut
this 20th day of November 2009.         ________/s/_________
                                                     Howard F. Pitkin
                                                     Banking Commissioner



I, Timothy G. Baise, state on behalf of Top Flite Financial, Inc., that I have read the foregoing Settlement Agreement; that I know and fully understand its contents; that I am authorized to execute this Settlement Agreement on behalf of Top Flite Financial, Inc.; that Top Flite Financial, Inc., agrees freely and without threat or coercion of any kind to comply with the terms and conditions stated herein; and that Top Flite Financial, Inc., voluntarily agrees to enter into this Settlement Agreement, expressly waiving any right to a hearing on the matters described herein.                                       

                                            By:  ________/s/_________
                                                   Name:  Timothy G. Baise
                                                   Title:  President
                                                   Top Flite Financial


State of:  MI

County of:  Ingham


On this the 16 day of November 2009, before me, Mary Anne Ezmerlian, the undersigned officer, personally appeared Timothy G. Baise who acknowledged himself to be the President of Top Flite Financial, Inc., a corporation, that he, as such President, being authorized so to do, executed the foregoing instrument for the purposes therein contained, by signing the name of the limited liability company by himself as President.

In witness whereof I hereunto set my hand.


                                         ________/s/_________
                                         Notary Public
                                         Date Commission Expires:  May 30, 2011


Administrative Orders and Settlements