For example, there may have been a transfer of trade from one group company to another on a particular date.As from that date, customers may have been invoiced by the transferee, employees may have been paid by the transferee, and accounting entries may have been made to reflect the purchase price payable for the assets.First Circuit Reinstates Borrower’s Wrongful Foreclosure Claims After federal judge Denise Casper dismissed Juarez’s claims entirely on a motion to dismiss, the First Circuit reinstated the majority of Juarez’s claims. Nowhere does the document even mention the phrase “confirmatory assignment.” Neither does it establish that it confirms a previous assignment or, for that matter, even make any reference to a previous assignment in its body. This ruling may also affect how title examiners and title insurance companies analyze the risk of back titles with potential back-dated mortgage assignments. If a lender records a true confirmatory assignment, it must do much better than simply state an effective date. is a Massachusetts real estate attorney who writes frequently about new foreclosure issues concerning the real estate industry. Rich Tagged as: backdated mortgage assignment, foreclosure defense, Glenn Russell, Juarez v. The document should be dated when it is actually signed, but it can refer to the historic effective date of the transaction.
This is one of the most common issues which comes up in the context of group reorganisations or intercompany agreements. Giving a document a date which is earlier than the date when it was actually signed, would almost certainly constitute fraud.
Although it may have been intended to put in place a new arrangement by a particular date – often a year end – that date may now have passed. Obviously the ideal position is to put in place the legal documents in advance. Well, it depends on what was transferred, and whether it can be said that the relevant transaction has already happened.
Documenting a transaction which has already happened One possible scenario is that the relevant transaction has already happened, but just hasn’t been documented yet.
In this situation, it may be possible to put in place an agreement now, with a historic ‘effective date’.
For example, the selling and buying companies participating in a business transfer may agree between themselves to treat the transaction as if it happened at the previous year end.Secondly, the transfer may trigger liabilities, such as where the relevant group companies participated in a defined benefit pension scheme.