By the Division of Banks

COMMONWEALTH OF MASSACHUSETTS

Suffolk, SS.

COMMISSIONER OF BANKS
MOTOR VEHICLE SALES FINANCE COMPANY LICENSING
Docket No. 2010-228-CO

CONSENT ORDER


In the Matter of
INOFIN, INC
Rockland, Massachusetts

Motor Vehicle Sales Finance Company License No. MV0147


WHEREAS, INOFIN INC., Rockland, Massachusetts ("Inofin" or the "Corporation"), a licensed motor vehicle sales finance company under Massachusetts General Laws chapter 255B, section 2, has entered into a STIPULATION AND CONSENT TO THE ISSUANCE OF A CONSENT ORDER ("Consent Agreement") with representatives of the Division of Banks ("Division") dated January 20, 2011, whereby, solely for the purpose of settling this matter, and without admitting any allegations or implications of fact or the existence of any violation of state or federal laws and regulations governing the conduct and operation of a motor vehicle sales finance company, Inofin agrees to the issuance of this CONSENT ORDER ("Order") by the Commissioner of Banks ("Commissioner");

WHEREAS, the Division, through the Commissioner, has jurisdiction over the licensing and regulation of persons and entities engaged in the business of a motor vehicle sales finance company in Massachusetts pursuant to Massachusetts General Laws chapter 255B, section 2;

WHEREAS, Inofin is, and at all relevant times, has been a corporation conducting business in the Commonwealth of Massachusetts. Inofin's main office is located at 55 Accord Park Drive, Unit D, Rockland, Massachusetts;

WHEREAS, on November 9, 2009, pursuant to the authority granted under Massachusetts General Laws chapter 255B, section 3, the Division commenced an examination/inspection of the books, accounts, papers, records, and files maintained by Inofin to evaluate the Corporation's compliance with the laws and regulations applicable to the conduct of a motor vehicle sales finance company business in Massachusetts (the "examination/inspection");

WHEREAS, during the examination/inspection of Inofin's books and records the Division became concerned with the Corporation's ability to meet the minimum financial requirements for holding a motor vehicle sales finance company license in Massachusetts;

WHEREAS, on or about June 8, 2010 and June 9, 2010, as a result of continuing concerns relative to the financial condition of the Corporation, the Division's supervisory management participated with the Division's examiners and continued an onsite review of Inofin's books and records;

WHEREAS, on June 18, 2010, the Commissioner entered into a Stipulation and Consent to the Issuance of a Consent Order with Inofin based on upon the Division's continued concerns relative to the financial condition of the Corporation;

WHEREAS, on December 30, 2010, the Division issued an Order to Cease and Desist, Order to Show Cause and Notice of Intent to Revoke ("Order and Notice"), against Inofin ("Order and Notice"), Docket No. 2010-228, based on Inofin's failure to comply with the terms of an executed Stipulation and Consent to the Issuance of a Consent Order entered into by the Division and Inofin on June 18, 2010;

WHEREAS, the parties now seek to resolve by mutual agreement, the matters identified in the Order and Notice; and

WHEREAS, in recognition of the Division and Inofin having reached the following mutual agreement under this Consent Order to resolve the matters raised by the Order and Notice, the Commissioner has terminated the Order and Notice on this 20th day of January, 2011.

WHEREAS, this Order and Consent Agreement are the complete documents representing the resolution of this matter. There are no other agreements, promises, representations, or warranties other than those set forth in this Order, which replaces and supersedes the June 18, 2010 Stipulation and Consent to the Issuance of a Consent Order entered into by Inofin and the Commissioner.

ORDER

NOW COME the parties in the above-captioned matter, the Division and Inofin, and stipulate and agree as follows:

  1. Inofin ceased engaging in the activity of a motor vehicle sales finance company in Massachusetts, as that term is defined under General Laws chapter 255B as of December 31, 2010, pursuant to the provisions of the Division's Order and Notice of December 30, 2010.
  2. Immediately upon the execution of this Order, Inofin will surrender its Massachusetts motor vehicle sales finance company license MV0147 by returning the original license certificate to the Division at 1000 Washington Street, 10th Floor, Boston, Massachusetts 02118-6400. It being agreed that Inofin shall continue to manage and complete the servicing transfer of all Massachusetts retail installment contracts in accordance with Sections 3 through 6 of this Order.
  3. Inofin shall continue to retain the previously identified independent consultant ("Consultant") to serve as an interim manager to oversee, direct and coordinate, the operations of the Corporation until the completion of the transfer of servicing for all Massachusetts retail installment contracts in accordance with this Order. The Consultant shall render the following services:
    1. Manage and oversee the operations of the Corporation including but not limited to the servicing operations;
    2. Ensure that Inofin continues to deposit all payments collected from Massachusetts consumers relative to any retail installment contracts serviced by the Corporation in a segregated account for that purpose, at a federally insured bank;
    3. Oversee the financial reporting and reconciliation of all accounts maintained by Inofin; and
    4. Ensure the Corporation's compliance in responding to any requests made by the Division.
  4. Within sixty (60) days of the effective date of this Order, Inofin shall transfer all servicing rights for all Massachusetts retail installment contracts that the Corporation currently services to a qualified motor vehicle sales finance company, a registered loan servicer, or financial institution, with Division approval. It being agreed that no subsequent change or modification to the servicing rights shall be made without prior approval from the Commissioner:
    1. On the last business day of each subsequent week after the effective date of this Order, Inofin shall demonstrate a good faith effort to select one or more servicers by providing a written status report to the Commissioner, identifying the proposed servicer or servicers that Inofin has contacted. Within twenty five (25) days of the effective date of this Order, Inofin shall provide written notification to the Commissioner of the selected servicer or servicers for the Division's review and approval.
    2. Inofin through its appointed Consultant shall work with any new servicers to send notifications and any other documents as required, to those consumers whose retail installment contracts have been transferred within ten (10) days of the transfer. Inofin or the new servicer on its behalf shall notify the consumer of the transfer prior to the date the first payment is due at the new servicers address. Such notices shall include:
      1. The name and address of the new servicer;
      2. The date Inofin will stop accepting payments;
      3. The date the new servicer will begin accepting payments; and
      4. Telephone numbers for both Inofin and the new servicer that the consumer can use to call toll-free or collect for more information about the transfer
    3. The notices shall also include a statement that the transfer will not affect any terms or conditions of the consumer's retail installment contracts, except those directly related to the servicing of the loan.
  5. On the last business day of each subsequent week after the effective date of this Order, Inofin shall provide to the Commissioner an updated written status report of:
    1. The list of retail installment contracts currently serviced by the Corporation. The status report shall include:
      1. the borrower's addresses and telephone numbers;
      2. the loan number; and
      3. the account balance.
    2. The list of retail installment contract whose servicing rights have been transferred during the reporting period. The status report shall include:
      1. The entity to whom the retail installment contracts have been transferred;
      2. the borrower's addresses and telephone numbers;
      3. the loan number; and
      4. the account balance.
  6. The reporting requirement shall continue until each of the Massachusetts retail installment contracts serviced by the Corporation are no longer serviced by Inofin. Within two (2) business days of the transfer of servicing rights of any Massachusetts retail installment contract, the Corporation shall provide a written notice to the Division containing the borrower name, address and loan number and the entity to whom the servicing rights have been transferred.
  7. In the event Inofin seeks to engage in the motor vehicle sales finance company business in the future, Inofin shall be required to submit a completed application to obtain the relevant license from the Commissioner. The Commissioner shall have all of the discretion set forth within General Laws chapter 255B and the Division's regulation 209 CMR 20.00 et seq., in determining whether to issue a license to Inofin, any successor to Inofin, its officers and/or directors, and their successors or assigns to conduct the licensed business.
  8. In the event that Inofin its officers and/or directors, and their successors or assigns submit an application to obtain a motor vehicle sales finance company license, the Commissioner shall consider the information provided in conjunction with the application for licensure and it shall be in the Commissioner's sole discretion to determine whether Inofin meets the requirements to hold a motor vehicle sales finance company license in the Commonwealth. It being agreed and understood that the Commissioner may:
    1. Consider whether Inofin has fully complied with the terms of this Order;
    2. Review and be satisfied with the background and qualifications of any proposed principals, owners, directors, officers and;
    3. Require Inofin to submit an Opinion Audit ("Audit") in conformity with accounting principles generally accepted in the United States of America to the Division for review in conjunction with any application for licensure. It being understood that Inofin shall obtain the prior written approval from the Commissioner of the independent accounting firm to be utilized by the Corporation. The Audit shall demonstrate that Inofin meets the financial responsibility requirements prior to submitting any application for licensure; and
    4. Reject any application for a license if Inofin and its management, including owners, partners, members, or the corporation's officers and directors, have not demonstrated the financial responsibility, character, reputation, integrity and general fitness requirements to conduct the business of a motor vehicle sales finance company in the Commonwealth.
  9. Nothing in this Order shall be construed as permitting Inofin to violate any law, rule, regulation, or regulatory bulletin to which Inofin is subject.
  10. This Order shall become effective immediately upon the date of its issuance.
  11. The provisions of this Order shall be binding upon Inofin and its officers and/or directors, and their successors or assigns.
  12. In accordance with the terms of the Consent Agreement entered by Inofin and the Commissioner, Inofin has waived all rights of appeal that it may have relative to the Order and Notice.
  13. The provisions of this Order shall remain effective and enforceable except to the extent that, and until such time as the Order or any provisions thereof shall have been modified, terminated, suspended, or set aside by the Commissioner or upon an order of a court of competent jurisdiction.
  14. This Order and the Consent Agreement are the complete documents representing the resolution of this matter. There are no other agreements, promises, representations, or warranties other than those set forth in this Order, which replaces and supersedes all prior agreements between Inofin and the Commissioner.

    BY ORDER AND DIRECTION OF THE COMMISSIONER OF BANKS.

    Dated at Boston, Massachusetts, this 20th day of January, 2011

    By: David J. Cotney
    Acting Commissioner of Banks
    Commonwealth of Massachusetts