Documents required for a residential mortgage backed securities transaction
Produced in partnership with Ed Bellamy, Victoria Morton and Charlie How of Paul Hastings LLP
Documents required for a residential mortgage backed securities transaction

The following Banking & Finance guidance note Produced in partnership with Ed Bellamy, Victoria Morton and Charlie How of Paul Hastings LLP provides comprehensive and up to date legal information covering:

  • Documents required for a residential mortgage backed securities transaction
  • Signing date
  • Key points to consider
  • Key points to consider
  • Key points to consider
  • Closing date
  • Key points to consider
  • Key points to consider
  • Key points to consider
  • Key points to consider
  • more

BREXIT: The UK is leaving the EU on Exit Day (as defined in the European Union (Withdrawal) Act 2018). This has an impact on this Practice Note. For guidance, see Practice Note: Brexit—impact on finance transactions—Brexit planning and impact—financial services, Brexit—impact on finance transactions—Key issues for securitisation transactions and Brexit—impact on finance transactions—Derivatives and debt capital markets transactions—key SIs.

This Practice Note examines the documents which are required for a residential mortgage backed securities (RMBS) transaction from pricing to closing, including the key parties of each document and the main points to consider in each document.

The key documents are:

  1. offering document

  2. subscription agreement/note purchase agreement

  3. agreed upon procedures letter

  4. trust deed

  5. deed of charge

  6. paying agency agreement

  7. mortgage sale agreement

  8. mortgage administration agreement

  9. standby mortgage administration agreement

  10. cash management agreement

  11. liquidity facility agreement

  12. master definitions schedule

  13. corporate services agreement

  14. bank account agreement

  15. swap documents

  16. legal opinions

  17. risk retention memorandum

  18. Volcker memorandum

  19. risk retention letter, and

  20. reporting designation letter

Each of these will be considered in turn below.

Signing date

The following documents will be agreed and signed prior to the announcement and pricing of the RMBS transaction.

Offering document

Parties involved in the preparation:

  1. issuer

  2. arranger, and

  3. managers

Key points to consider

The offering document is the key regulatory disclosure and marketing document in connection with the issuance of the RMBS. Adequate disclosure