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ALLIED INTERNATIONAL BANCORP v PEAT MARWICK MITCHELL & CO Click to find out why . . .



Keywords & Phrases
CaseNo: A30491, CourtCode: SM, CourtName: NEW YORK STATE SUPREME COURT, Plaintiff: ALLIED INTERNATIONAL BANCORP, State: NY New York, UniqueCaseRef: LCD>A30491, Peat, York, Peat Marwick, Guernsey, Audit, Dismiss, Mitchell, Financial Statements, Allied International Bancorp, Complaint, London, Subsidiaries, Bank, Accounting, Marwick, Consolidated Financial Statements, Examinations, Allied Bank, Letters, Sworn, Amended Complaint, Review, Partnership, Abigl, Motion, Pursuant, Reports, Admits, Paragraph, Principal Offices, Channel Islands, Connection, Support, Control, Hereinafter, Cplr, Laws, County, Defendant Peat, Separate, Aforesaid Audits , ContentID: 120243522

Case Documents
1   SHUTKIN AFF
[ see first page and extracted highlights below  ] ItemID: 108084
2 pages
PDF
2   REP MEM SUP MTD
[ see first page and extracted highlights below  ] ItemID: 108083
2 pages
PDF
4   PLF MEM OPP MTD
[ see first page and extracted highlights below  ] ItemID: 108081
2 pages
PDF
5   KEAVENY AFF
[ see first page and extracted highlights below  ] ItemID: 108078
2 pages
PDF
6   DEF MEM SUP MTD
[ see first page and extracted highlights below  ] ItemID: 108076
2 pages
PDF
7   COVER SHEET
[ see first page and extracted highlights below  ] ItemID: 108075
2 pages
PDF
8   COMLAINT
[ see first page and extracted highlights below  ] ItemID: 108073
2 pages
PDF
9   ANSWER
[ see first page and extracted highlights below  ] ItemID: 108071
2 pages
PDF
10 2005-01-02 NARDELLI STATEMENT
[ see first page and extracted highlights below  ] ItemID: 108079
2 pages
PDF
11 1988-09-22 ORDER W NOT OF SETTLEMENT
[ see first page and extracted highlights below  ] ItemID: 108080
3 pages
PDF
12 1988-09-22 COUNTER ORDER W NOT OFSET
[ see first page and extracted highlights below  ] ItemID: 108074
2 pages
PDF
13 1983-12-31 WILSON AFF
[ see first page and extracted highlights below  ] ItemID: 108085
1 pages
PDF
14 1983-03 JAEGEL AFF
[ see first page and extracted highlights below  ] ItemID: 108077
2 pages
PDF
15 1982-01-25 AUDIT APPROACH
[ see first page and extracted highlights below  ] ItemID: 108072
3 pages
PDF
Total Documents: 15 documents , 31 pages
Price: $ 89.95


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1 . SHUTKIN AFF

EXTRACTED KEY WORDS
PARTNERS
YORK
ACCOUNTING
PEAT MARWICK GUERNSEY
ACCOUNTING FIRMS
SEPARATE
COUNTY
MITCHELL
EXHIBIT
CHANNEL ISLANDS
VICE VERSA
DEFENDANT
COMPLAINT
ANNEXED HERETO
GENERAL COUNSEL
CERTIFIED PUBLIC ACCOUNTANT
UNITED STATES
TERRITORIES
PURSUANT
SEPARATE PARTNERSHIP AGREEMENTS
PROFITS
LOSSES
ACTS
DEBTS
CONTROL
INTERNAL AFFAIRS
AFFIDAVIT
TRANSCRIPT
DEPOSITION
SUPREME COURT  OF THE STATE OF NEW YORK
COUNTY OF NEW YORK
_ - - - - - - - - - - - - - - - - -  - X
ALLIED  INTERNATIONAL BANCORP,  INC.,  :
                         Plaintiff,              Index No.  $ 7 - 0 = 9 '
                                        ' .
                V .                              AFFIDAVIT
PEAT, MARWICK, MITCHELL &  CO.,  '.

                         Defendant.



STATE OF NEW YORK  ) : ss.:
COUNTY OF NEW YORK



           2 .       The Complaint in this action is annexed  hereto

as  Exhibit A.

           3 .       In my position as  Associate General Counsel of
Peat Marwick US,  and as  a Principal ( a  Partner who  is not a
certified public accountant) of that Firm,  I  have become
familiar with the structure of Peat Marwick US and  its rela-
tionship with approximately eighty other separate and  individ-
ual accounting firms throughout the world that also operate
under the name "Peat, Marwick, Mitchell &  CO.".  These account-
ing firms include Peat Marwick Guernsey, whose offices are  lo-

cated  in the Channel Islands.  Peat Marwick US has  no  offices
in the Channel Islands or anywhere else outside the United
States and  its territories.  Peat Marwick US and Peat Marwick
Guernsey are separate and individual partnerships of  account-
ants.  The two entities operate pursuant to two separate part-
nership  agreements.  The partners of  Peat Marwick US are not
partners of Peat Marwick Guernsey and  vice versa.  The two
entities do not share profits or losses with each other, nor is
one responsible for the acts or debts of the other,  Peat
Marwick US does not have any right to control or direct t h e
internal affairs of Peat  Marwick Guernsey or vice  versa.

            4 .      Attached to this affidavit as  Exhibit B  is  a
true and  correct  copy of the transcript of the deposition of




SNIPPETS:
  • SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK _ - - - - - - - - - - - - - - - - -
  • Defendant.
  • The Complaint in this action is annexed hereto
  • In my position as Associate General Counsel of Peat Marwick US, and as a Principal (a Partner
  • These accounting firms include Peat Marwick Guernsey, whose offices are located in the
  • Peat Marwick US has no offices in the Channel Islands or anywhere else outside the United
  • The two entities operate pursuant to two separate partnership agreements.
  • The partners of Peat Marwick US are not partners of Peat Marwick Guernsey and vice versa.
  • The two entities do not share profits or losses with each other, nor is one responsible for
  • Attached to this affidavit as Exhibit B is a true and correct copy of the transcript of the

  • 2 . REP MEM SUP MTD

    EXTRACTED KEY WORDS
    COMPLAINT
    PURSUANT
    CPLR
    PLAINTIFF
    COURT
    PEAT
    MARWICK
    DAMAGES
    YORK
    MITCHELL
    SUPPORT
    SUBSIDIARIES
    GUERNSEY
    LAW
    DEFENDANT PEAT
    MOTION
    PLAINTIFF LACKS CAPACITY
    SUE
    FAILURE
    ALLEGE FACTS
    INFERENCE
    RECOVERABLE DAMAGES
    BECUASE
    PARTIES
    ABSENCE
    JURISDICTION
    LONDON
    INSOFAR
    AUDIT WORK
    
    SUPREME COURT OF THE STATE  OF NEW YORK
    COUNTY OF NEW YORK
    -  - - - - - - - - - - -  - - - - - - -  X
    ALLIED INTERNATIONAL BANCORP,  INC.,
                                                     Plaintiff,  :  Index No.  2997/87
    
                             V,
    
    PEAT, MARWICK, MITCHELL  t CO.,
                                                     Defendant.
    -    -    -    1    -    1    -    -    -  - - - - - - - - - -  X
    
                             REPLY  MEMORANDUM OF LAW  OF DEFENDANT PEAT,
                             MARWICK, MITCHELL &  CO.  IN SUPPORT OF  ITS
                             MOTION TO DISMISS THE COMPLAINT
    
    
    
                           TABLE OF CONTENTS
    
                                                                     Paqe
    
                                                                       3
                                                                       6
    Point I  -     The Complaint Should Be  Dismissed
                   Pursuant  to CPLR 3211(a)(3)  Because
                   Plaintiff Lacks Capacity To Sue ...........  6
    Point I 1  -  The Complaint Should Be Dismissed
                   Pursuant To CPLR 3211(a)(7) For
                   Failure To State A  Cause  Of Action
                   Because  Damages  Is An Essential
                   Element Of Each  Of  Plaintiff's
                   Claims And Plaintiff Has Failed To
                   Allege Facts Which Support An
                   Inference  That  It Has Sustained Any
                   Recoverable Damages .......................         8
    Point I 1 1  -  The Complaint Should Be Dismissed
                   Pursuant To CPLR 3211(a)(10)
                   Becuase Plaintiff's Subsidiaries
                   Are Persons Who  Should Be Parties To
                   The Action And The Court Should Not
                   Proceed  In Their Absence Or,  In The
                   Alternative, And Pursuant To CPLR
                   1003 And Plaintiff's Representation
                   That Its Subsidiaries Will Submit
                   To The Court's Jurisdiction, The
                   Court Should Direct That Allied
                   London And Allied Guernsey Be
                   Joined As  P a r t y   Plaintiffs ................  14
    
    SNIPPETS:
  • SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK
  • REPLY MEMORANDUM OF LAW OF DEFENDANT PEAT,
  • MARWICK, MITCHELL & CO.
  • IN SUPPORT OF ITS
  • MOTION TO DISMISS THE COMPLAINT
  • Point I - The Complaint Should Be Dismissed
  • Pursuant to CPLR 3211Because
  • Plaintiff Lacks Capacity To Sue
  • Failure To State A Cause Of Action
  • Because Damages Is An Essential
  • Claims And Plaintiff Has Failed To
  • Allege Facts Which Support An
  • Inference That It Has Sustained Any
  • Recoverable Damages
  • Becuase Plaintiff's Subsidiaries
  • Are Persons Who Should Be Parties To
  • Proceed In Their Absence Or,
  • That Its Subsidiaries Will Submit
  • To The Court's Jurisdiction, The
  • London And Allied Guernsey Be
  • Insofar As Plaintiff Seeks Damages
  • For Audit Work Performed By Peat

  • 4 . PLF MEM OPP MTD

    EXTRACTED KEY WORDS
    PLAINTIFF
    ALLIED INTERNATIONAL BANCORP
    DISMISS
    GUERNSEY
    DEFENDANT PEAT
    MOTION
    PARTIES
    SHELL GAME
    COURT
    YORK
    MARWICK
    MITCHELL
    MEMORANDUM
    LAW
    OPPOSITION
    COMPLAINT
    ILLUSION
    OPINIONS
    OPERATING SUBSIDIARIES
    SEPARATE LEGAL EXISTENCE
    CLASSIC SHELL GAME
    SHIFTING
    DISAPPEAR
    PROPER PLAINTIFF
    RIGHTS
    DUTIES
    LIE
    INFRA
    CONNECTION
    
    SUPREME COURT OF THE STATE OF NEW YORK
    COUNTY OF NEW YORK
                                                  X
    
    ALLIED INTERNATIONAL BANCORP, INC.,
                           Plaintiff,                   Index No.  2997/87
              -against-
    PEAT, MARWICK, MITCHELL &  CO.,
                           Defendant.
                                                  X
    --------______-L I-----------------------
    
    
    
    
    
    
    
    
    
                    PLAINTIFF'S MEMORANDUM OF LAW
                             IN OPPOSITION TO
                    DEFENDANT'S MOTION TO DISMISS
    
                           Preliminarv Statement
    
    
              Plaintiff Allied  International Bancorp, Inca
    submits this memorandum of law in opposition to defendant's
    motion to dismiss the complaint.
    
                     Surnmarv of Peat's Arquments
              Defendant Peat, Marwick, Mitchell &  Co.  ("Peat")
    essentially makes two arguments in support of its motion to
    dismiss, but  fragments these two arguments into ten points in
    its brief; apparently Peat's  strategy is that the greater the
    number of points  raised,  the more it will seem to the Court
    that the complaint should be dismissed.  Peat's two arguments
    are:  (1) the wrong parties have been named in this action
    
    
    
    (Points I to V  of Peat brief),  and (2) plaintiff has failed
    to satisfy a number of hyper-technical pleading rules (Points
    VI to X  of Peat brief).
              The first argument is a shell game.  For  this
    argument Peat  recites the fact that plaintiff Allied
    International Bancorp, Inc.  ("Allied") is a holding company,
    with two operating subsidiaries, Allied Bank International
    
    SNIPPETS:
  • SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK
  • Plaintiff Allied International Bancorp, Inca submits this memorandum of law in opposition to
  • Defendant Peat, Marwick, Mitchell & Co. essentially makes two arguments in support of its
  • For this argument Peat recites the fact that plaintiff Allied International Bancorp, Inc. is
  • Like the classic shell game, by shifting around these various parties Peat tries to make the
  • Allied is the proper plaintiff here, and Peat is responsible for the work and opinions of
  • In order to understand why Peat's argument is based on illusion, it is important to focus on
  • In each cause of action, the relationships, rights, duties, and representations sued upon lie
  • (See pp. 8-10, infra.)
  • The negligence sued upon was in connection with work done and opinions rendered on plaintiff

  • 5 . KEAVENY AFF

    EXTRACTED KEY WORDS
    EXAMINATIONS
    PEAT MARWICK
    YORK
    CONSOLIDATED FINANCIAL STATEMENTS
    CUSTOM
    PRACTICE
    LETTERS
    COUNTY
    MITCHELL
    PARTNER
    FIELD WORK
    REPORTS
    REASON
    REGARD
    PLAINTIFF
    AFFIDAVIT
    SUPPORT
    MOTION
    DISMISS
    COMPLAINT
    ENGAGEMENT PARTNER
    FULLY FAMILIAR
    CONNECTION
    MANAGEMENT LETTERS
    WEAKNESSES
    INTERNAL ACCOUNTING CONTROLS
    MEMBERS
    AUDIT COMMITTEE
    TRANSMIT
    
                                            .. .
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    ,SUPREME  COURT OF THE STATE OF NEW Y O W
    COUNTY OF NEW YORK
    
    
    ALLIED  INTERNATIONAL BANCORP,  INC.,
                             Plaintiff,
               V.                                          AFFIDAVIT
    
    PEAT, MARWICK, MITCHELL  &  CO.,
                             Defendant.                                         I
                                                                                !
                                                     X                          1
    - - - - - - - - - - -  - - - - - - - - -
    
    STATE  OF NEW YORK  : ss.:
    COUNTY OF NEW YORK  )
    
    
    
    
    
               1.       I  am a  partner of Peat, Marwick, Mitchell  &  Co.
    (u.s.) ("Peat Marwick"), defendant  in the above-captioned                        I
                                                                                      !
                                                                                      !
    action,  and  I  make this affidavit  in support Of defendant's
    motion to dismiss the Complaint.
    
               2 .      I  was the engagement partner on Peat Marwick's
    examinations of plaintiff's  consolidated financial statements
    
    SNIPPETS:
  • ,SUPREME COURT OF THE STATE OF NEW Y O W COUNTY OF NEW YORK
  • Plaintiff,
  • COUNTY OF NEW YORK)
  • I am a partner of Peat, Marwick, Mitchell & Co.
  • and I make this affidavit in support Of defendant's motion to dismiss the Complaint.
  • I was the engagement partner on Peat Marwick's examinations of plaintiff's consolidated
  • I am fully familiar with the facts recited herein.
  • Peat Marwick completed its field work in respect of its examinations of plaintiff's
  • It was Peat Marwick's custom and practice in connection with its examinations of plaintiff's
  • I signed Peat Marwick's name to management letters (d.,
  • letters containing comments and observations regarding improvements which could be made
  • In that regard, it is Peat Marwick's custom and practice to transmit such letters within 30

  • 6 . DEF MEM SUP MTD

    EXTRACTED KEY WORDS
    COMPLAINT
    YORK
    PEAT
    MARWICK
    MITCHELL
    SUPREME COURT
    COUNTY
    ALLIED INTERNATIONAL BANCORP
    MEMORANDUM
    LAW
    DEFENDANT PEAT
    SUPPORT
    MOTION
    PLAINTIFF LACKS CAPACITY
    SUE
    
    ,SUPREME COURT OF THE STATE OF NEW YORK
    COUNTY OF NEW YORK
    
    
    
    ALLIED  INTERNATIONAL BANCORP,  INC.,
                                 Plaintiff,            Index No.
    
              V.
    
    PEAT, MARWICK, MITCHELL &  CO.,
                                 Defendant.
    
    
    - - -  - - - - - - - - - - - - -  - - - -  X
    
    
    
    
    
    
    
                     MEMORANDUM OF LAW OF DEFENDANT PEAT,
                     MARWICK, MITCHELL &  CO.  IN SUPPORT OF
                     ITS MOTION TO DISMISS THE COMPLAINT
    
    
    
                                                        TABLE OF CONTENTS
    
    
    
    
                             SUMMARY OF ARGUMENT  .......................................              
                             ARGUMENT ..................................................
                               Point I  -     The Cornplaint Should Be  Dismissed                      
                                              Pursuant To CPLR S  3211(a)(3)  Because
        I
                                                                                              # .   .  
                                              Plaintiff Lacks  Capacity To Sue .............  15
                               Point I1 -  The Complaint Should Be Dismissed
                                              Pursuant  To CPLR S 3211(a)(7)  For
                                              Failure To State A  Cause  Of Action
                                              Because Damage Is An Essential Ele-
    I -                                       ment Of Each Of  Plaintiff's Claims
                                              And The Complaint I s  Devoid Of  Fac-
                                              tual Allegations Which Support An In-
                                              ference That Plaintiff Has Been
             I
    
    SNIPPETS:
  • ,SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK
  • ALLIED INTERNATIONAL BANCORP, INC.,
  • PEAT, MARWICK, MITCHELL & CO.,
  • MEMORANDUM OF LAW OF DEFENDANT PEAT,
  • IN SUPPORT OF
  • ITS MOTION TO DISMISS THE COMPLAINT
  • Plaintiff Lacks Capacity To Sue
  • Point I1 - The Complaint Should Be Dismissed

  • 7 . COVER SHEET

    EXTRACTED KEY WORDS
    PLAINTIFF
    PROVISIONAL REMEDY
    ADVQNCE
    
    .
    - .   46-3004R-200M-83
                                                                                                       
    
                          COUNTY  CLERK,  NEW  YORK  COUNTY                                            
                                                                                                       
                                                                                                       
                                                                                                      I
        INDEX  NUMBER
                 Application for  INDEX  NUMBER  pursuant to Section qOl,g,                            
                 C.P.L.R.                                                                  ,           
                                                                                                '     ,
                                                                                         , i ,         
    
                                                    FEE $35.00
    
                 Spaces  below to be TYPED or  PRINTED by  applicant
         Do not  write  in  this  space
    
                                                    TITLE  OF  ACTION  OR  PROCEEDING
             CHE.CK ONE
    
                         CONSUMER
    
                         CREDIT
    
                        TRANSACTION
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    SNIPPETS:
  • Application for Index Number filed by: Plaintiff 0 D e f e n d a n t) & +
  • Is a Provisional Remedy being sought in advqnce of or simultaneous with the

  • 8 . COMLAINT

    EXTRACTED KEY WORDS
    YORK
    PEAT
    HEREINAFTER
    ABIGL
    FINANCIAL STATEMENTS
    AUDIT EXAMINATIONS
    SUBSIDIARIES
    BANK
    LONDON
    ALLIED INTERNATIONAL BANCORP
    REPORTS
    CONSOLIDATED FINANCIAL STATEMENTS
    SEPARAT
    AFORESAID AUDITS
    LAWS
    UNITED STATES
    PRINCIPAL OFFICES
    FINAN CIA1 STATEMENTS
    LONDON BRANCH
    AUDIT WORK
    ALLIED LONC
    CHANNEL ISLANDS
    HEREINAFTER ILPEAT
    FRAUDULENT MISRR
    OMISSIONS
    NEGLIGENCE
    BREACH
    AGREEMENTS
    CONNECTION
    
    SUPREME  COURT OF THE STATE  OF  NEW  YORK
    COUNTY  OF  NEW  YORK
    
    
                                                                 Index No.
    
                                                                 C O M P U I N T
    
    
    
    
    
    
                    Plaintiff Allied  International Bancorp,  I n c . ,   bq
    attorneys Shea &  Gould, for  its complaint herein  alleges c
    information and belief  (except  as  to 17  1-3,  13-15,  21, 22
    
    24- 26)  as  follows:
    
                                                  PARTIES
    
                     1.  P l a i n t i f f   Allied  International  Bancorp,  InC.
    
     (hereinafter lgAllied f@) i s   a  Delaware corporation, with p r i l
     o f f i c e s   in New  York  C i t y .
    
                     2 -   Defendant  Peat  Marwick Mitchell  &  CO.  (hereir
    
     " Peat " )  is a  partnership  of certified public accountants, h
     an office where it regularly conducts busines's at 3 4 5   Park
     nue, New  York, New York.
    
                                                  BACKGROUND
    
                      3.  Allied engaged Peat as  its outqide auditor, a:
    
     that capacity Peat conducted audit examinations  of the consc
     dated  f i n a n c i a l   sta.tements  of Allied and its subsidiaries
    
    
    
        .1-     Y
    
    
    
    
    
    
    
    
    SNIPPETS:
  • SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK
  • P l a i n t i f f Allied International Bancorp,
  • " Peat ") is a partnership of certified public accountants, h an office where it regularly
  • that capacity Peat conducted audit examinations of the consc dated f i n a n c i a l
  • Peat's reports on said audit examinations are dated,
  • Bank International (hereinafter "Allied Bank"), a federally J 1984 and February 1, 1985.
  • Allied's subsidiaries include All'ed
  • chartered corporation created and existing under the laws of United States, with principal
  • The finan cia1 statements of the London branch of Allied Bank were included in said
  • During those same years, Peat, through Peat's offices n the Channel Islands (hereinafter
  • This action results from Peat's fraudulent misrr 3resentations and omissions, negligence and

  • 9 . ANSWER

    EXTRACTED KEY WORDS
    ADMITS
    PARAGRAPH
    PEAT MARWICK
    DEFENDANT
    YORK
    MITCHELL
    TRUTH
    DENIES
    ALLIED BANK
    FINANCIAL STATEMENTS
    ALLIED INTERNATIONAL BANCORP
    PLAINTIFFS
    PRIOR
    SUBSIDIARIES
    AUDIT
    LONDON
    SEPARATE
    EXAMINATIONS
    ATTORNEYS CAHILL GORDON
    PARTNERSHIP
    CERTIFIED PUBLIC ACCOUNTANTS
    BUSINESS
    PARK AVENUE
    EXISTED PRIOR
    GUERNSEY
    AUDIT WORK
    CONSOLIDATED FINANCIAL STATEMENTS
    ABIGL
    ENGAGEMENT
    
    SUPREME COUH'? GF" THE  STATE 'OF NEW YORK
    
    COUNTY  OF NEW  "%RK
    
    -              -      -    -     -    . "
                        - - - - - - - - - - - -
         I                                         - x
    ALLIED  INTERNATIONAL BANCORP,  INC.,
    et al.,                                                Index No.  02996/87
                        Plaintiffs,
                                                     :  ANSWER  TO
                -aqainst-                                  AMENDED'  COMPLAINT
    
    PEAT, MARWICK, MITCHELL &  CO.,
                         Defendant.
    - - -                           - - - - - - - -  X
    
                Defendant Peat Marwick Main &  co . (sued her'&in' "as
    peat, Marwick, Mitchell &  Co.)  by  its attorneys Cahill Gordon &
    Reindel  (a partnership including professional corporations)                   I
    answers plaintiffs' Amended Complaint as  follows:
    
                1.       Admits on information and belief the truth of
    t h e   allegations contained i n   paragraph 1 of the Amended Com-
    plaint.
    
                2.       Admits on information and  belief  the truth of
    the allegations contained in paragraph 2 of  the Amended Com-
    plaint.
    
                3.       Admits on information and belief the truth of
    t h e   alleydtions contained in paragraph 3  of  the Amended
    
    Complaint.
    
    
    
                                      -2-
    
    
              4 .      Admits that Peat Marwick Main &  Co.  (sued herein
    
    as  Peat Marwick Mitchell &  C,o.) is  a partnership of certified
    public accountants, having an office where it regularly con-
    ducts business at  345  Park Avenue, New York, New York.
    
               5.      Admits the allegations contained in paragraph 5
    of  the Amended Complaint, except denies that Allied Interna-
    tional Bancorp, Inc.  ("Allied") existed prior to September 30,
    
    SNIPPETS:
  • GF" THE STATE 'OF NEW YORK
  • Defendant Peat Marwick Main & co.
  • (sued her'&in' "as peat, Marwick, Mitchell & Co.)
  • by its attorneys Cahill Gordon &
  • answers plaintiffs' Amended Complaint as follows:
  • Admits on information and belief the truth of t h e allegations contained i n paragraph 1 of
  • Admits that Peat Marwick Main & Co. (sued herein
  • as Peat Marwick Mitchell & C,o.) is a partnership of certified public accountants, having an
  • Admits the allegations contained in paragraph 5 of the Amended Complaint, except denies that
  • was performed at Allied Bank's representative office in London was performed by defendant,
  • Denies the allegations contained in paragraph 6 of the Amended Complaint.
  • 7, Denies the allegations contained in paragraph 7 of the Amended Complaint, except admits

  • 10 . NARDELLI STATEMENT

    EXTRACTED KEY WORDS
    PARTNERSHIP
    FINANCIAL STATEMENTS
    PEAT
    PLAINTIFF
    ALLIED BANK
    LONDON
    LETTERS
    DEFENDANT
    MARWICK
    CHANNEL ISLANDS
    CONSOLIDATED FINANCIAL STATEMENTS
    REPORTS
    AFORESAID AUDITS
    LAWS
    PRINCIPAL OFFICES
    ENGAGEMENT
    SUBSIDIARIES
    ALLEGES
    REFERS
    COMPLAINT ALLEGES
    SUBMITTED REPORTS
    MISREPRESENTATIONS
    OMISSION
    NEGLIGENCE
    BREACH
    AGREEMENTS
    CONNECTION
    LONDON OFFLCE
    HEREINAFTER PEAT LONDON
    
    PEAT, MARWICK, MITCHELL &  C 0 . 9
    
                                  Defendant.
    
    
    
    
                Plaintiff  Allied  International  Bancorp,  Inc.
    
    (herein fter  called  plaintiff  or  Allied)  is  a bank  holding
           ,,7
    company  organized  under  the  laws  of  Delaware,  with  its
    
    principal  place  of  business  in New York.           It owns  all  t h e
    
    stock of Allied Bank International  (Allied Bank)  a  federally
    
    chartered corporation with i t s   principal offices  in New York
    
    and  a  representative  office  (formerly  a  branch  office)  in
    
    London  and  of  Allied  International  Guernsey  Ltd.  (Allied
    
    Guernsey)  a  corporation  organized  under  the  laws  of
    
    Guernsey, with its principal  offices in the Channel Islands.
    
                Defendant      Peat,        Marwick,     Mitchell     &      Co.
    
    (hereinafter  called  defendant  or  Peat  Marwick  U . S . )           is  a
    
    partnership  doing  business  in  New  York.              Peat  Marwick
    
    Guernsey  is  a  partnership  doing  business  in  the  Channel
    
    Islands.  The  two partnerships  have no  common partners and
    
    act independently.
    
    
    
                  In  engagement  letters  dated  January  2 5 ,   1982,
    
    March  3 ,   1983,  and  January 3 0 ,   1984, defendant undertook to
    
    examine  the  consolidated  financial  statements of  plaintiff
    
    and  to  review  Allied's  quarterly  statements  for  the years
    
    
    SNIPPETS:
  • PEAT, MARWICK, MITCHELL & C 0.
  • Plaintiff Allied International Bancorp, Inc.
  • company organized under the laws of Delaware,
  • stock of Allied Bank International a federally
  • London and of Allied International Guernsey Ltd. (Allied
  • with its principal offices in the Channel Islands.
  • Guernsey is a partnership doing business in the Channel
  • In engagement letters dated January 2 5, 1982,
  • March 3, 1983, and January 3 0, 1984, defendant undertook to
  • examine the consolidated financial statements of Allied Bank
  • enable it to issue separate independent accountants' reports
  • Plaintiff's complaint alleges that defendant
  • submitted reports on Allied Guernsey in 1982, 1983, 1984,
  • omission, negligence, and "breach of its engagement
  • agreements with Allied and.
  • connection with the aforesaid audits of the consolidated
  • financial statements of Allied and its subsidiaries and
  • refers t o defendant after its first mention as ffPeat'l.
  • London offlce (hereinafter Peat London)" and to the Peat

  • 11 . ORDER W NOT OF SETTLEMENT

    EXTRACTED KEY WORDS
    COURT
    INTERNATIONAL BANCORP
    DEFENDANT
    SWORN
    ALLIED INTERNATIONAL BANCORP
    PEAT
    MARWICK
    MITCHELL
    JUSTICE
    PLAINTIFF
    AFFIDAVITS
    SHEA
    GOULD
    ATTORNEYS
    MADISON AVENUE
    DISMISS
    READING
    FILING
    THOMAS
    MICHAEL
    WILSON
    JOHN
    SHUTKIN
    ESQ
    EXHIBITS THERETO
    SUPPORT
    ANSWERING AFFIDAVIT
    JEFFREY
    JAEQEL
    
                                                                             c     V
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    SUPREME  COURT  : NEW  YORK  COUNTY
    
    I.A.S.              PART  2
    - - - _  - - - - - - - - -  - - - - - - - x
    ALLIED INTERNATIONAL BANCORP,  INC.,
                     Plaintiff,                                ORDER  WITH  NOTICE
          -                                                    OF  SETTLEMENT
                against -                                      Index No.  2996/87
    PEAT, MARWICK, MITCHELL
    
                     Defendant.
    - - - -  - - - - - - -  - - - - - - - - - x
    
    S I R S :
    
                  PLEASE TAKE NOTICE, that annexed hereto is
    
    a true copy of  an Order which will be presented to
    
    the Hon.  Eugene L.  Nardelli, a Justice of this Court,
    
    on September 22,  1988 for settlement and signature.
    
    D a d :   New York, New York
                September 14, 1988
    
                                            CAHILL  GORDON &  REINDEL
                                            (a partnership including
                                            professional corporations)
                                            Attorney for Defendant
                                             Peat Marwick Main  &  Co.
                                             (sued herein as Peat,
    
    SNIPPETS:
  • SUPREME COURT: NEW YORK COUNTY
  • Defendant.
  • Eugene L. Nardelli, a Justice of this Court,
  • TO: SHEA & GOULD
  • Attorneys for Plaintiff
  • Allied International Bancorp, I n c.
  • 3 0 Madison Avenue New York,
  • PEAT, MARWICK, MITCHELL & CO-,
  • Defendant having moved to dismiss each cause
  • on reading and filing the notice
  • of motion dated February 6, 1987, the affidavits of Thomas
  • to February 5, 1987, Michael J. Wilson,
  • .sworn to February 4, 1987, John A. Shutkin, Esq., sworn
  • to February 5, 1987 and exhibits thereto in support, the answering affidavit of Jeffrey J.

  • 12 . COUNTER ORDER W NOT OFSET

    EXTRACTED KEY WORDS
    SWORN
    COURT
    HON
    EUGENE
    NARDELLI
    DEFENDANT
    AFFIDAVITS
    REINDEL
    ATTORNEY
    DEFENDANT PEAT MARWICK
    PEAT MARWICK MITCHELL
    ALLIED INTERNATIONAL BANCORP
    DISMISS
    READING
    FILING
    MOTION
    THOMAS
    KEAVENEY
    MICHAEL
    WILSON
    JOHN
    SHUTKIN
    ESQ
    EXHIBITS THERETO
    SUPPORT
    ANSWERING AFFIDAVIT
    JEFFREY
    JAEGEL
    DECISIOL
    
    SUPREME COURT OF THE STATE OF NEW YORK
    COUNTY OF NEW YORK
    
    
    
    
                                                         COUNTER-ORDER WITH
    
    
                                                         Index No.  2996/87
    
    
    
    
    S I R S :
    
           PLEASE TAKE  NOTICE, that annexed  hereto is a true COPY
    a Counter-Order which will be presented to the  Hon.  Eugene L.
    
    Nardelli,  a Justice of this Court, on September 22, 1988 f o r
    settlement and signature.                                    -
                                                                  *,
    
    
    Dated:  New York, New York
            September 16, 1988
    
                                              SHEA &  GOULD
                                              Attorneys f o r   Plaintiff
                                              1251 Avenue of the Americas
                                              New  York, New York  10020
                                              (212) 827-3000
    TO :  CAHILL GORDON &  REINDEL
          Attorney  f o r   Defendant
            Peat Marwick Mitchell &  Co.
          O f f i c e   &  P.O.  Address:
          80 Pine  Street
          New York, New  York  10005
          (212) 701-3000
    
    
    
                                                                  At I.A.S.  Part 2 of the
                                                                   Supreme  Court of the
                                                                   State of New York,
                                                                  held in and for the
                                                                   County of New York,  at
                                                                  the Courthouse thereof
                                                                   60 Centre Street,  New
    
    SNIPPETS:
  • SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK
  • that annexed hereto is a true COPY a Counter-Order which will be presented to the Hon.
  • Nardelli, a Justice of this Court, on September 22, 1988 f o r
  • TO: CAHILL GORDON & REINDEL
  • Attorney f o r Defendant Peat Marwick Mitchell & Co. O f f i c e & P.O. Address:
  • Eugene L. Nardelli,
  • ALLIED INTERNATIONAL BANCORP, INC.,
  • - against Defendant having moved t o dismiss each cause of plaintiff's action, on reading and
  • dated February 6, 1987, the affidavits of Thomas F. Keaveney, sworn to February 5, f,-.
  • 1987, Michael J. Wilson, sworn t o
  • February 4, 1987, John A. Shutkin, Esq., sworn to February 5,
  • 1987 and exhibits thereto in support, the answering affidavit I E
  • Jeffrey J. Jaegel, sworn to May 11, 1987, and upon the decisiol

  • 13 . WILSON AFF

    EXTRACTED KEY WORDS
    STATUTORY
    CONNECTION
    GUERNSEY
    APPOINT
    AUDITS
    MEETING
    HEMIN
    GUERNSEY APPOINTED SND
    ENGSGED PEAT MARWICK
    UNDERTAKE
    MPARATO FINANCIAL STATEMENTS
    ENDED MCSRABER
    ACCORDANCE
    COMPANIES GUCRNAEY LAW
    PZOVIDES
    CORNPSNP
    ANNUAL GENERAL MEETING
    AUDITOR
    SUDITORA
    ANNUAL GENEFAL MEETING
    COMPANIES GUERNIRY LEV
    SNNEXED HERETO
    LXHIBIT
    DEFENDANT
    PARTY
    ENGAQE MENT
    PEFMDANT
    AFORESAID RTATUTORY EXAMINSTIMA
    SEPARATE FINANCIAL ATRTERNSNTA
    
    
    
                                                      -2-
    
    
    
    
               partpet  on Peat  Matwick Guernsey's statutory audita of  Allied
               Guernsey's  repafate financial 8tatsmcnts for  the  years  rnded
               December 31, 1983 and  Decdmber 31,  1984.  Mr.  Mafhedon eon-
               sulted me on  numerous oeceaions  ha  connection with the ditatu -
               tory erarainations  for  the  years.endeb December 31, 1383  and
     ,*- .     Pacomber 31, 1984,  In light of  the  foregoing, 1  m  fully
    (.
               familiar with the  facts  set  forth  hemin.
    
                            3,       Allied Guernsey appointed snd  engsged  Peat
               Marwick Guernsey to undertake  the statutory audits of Allfed
               Guernsey's  mparato  financial statements for  the  years  ended
               mcsraber  31, 1981, 1982, 1983 and 5984  in accordance with
               section 53  of the  Companies Gucrnaey  Law  1908  t o   1973  which
               pzovides  that  [*]very  cornpsnp  shall a t   each  annual general
               meeting  appoint an auditor or  suditora t o   hold  office until the
               next  annual genefal meeting"  ( a  copy  of  S  53  of  the  Companies
               Guerniry  Lev 1908  t o   1973  is snnexed  hereto  aa lxhibit A).
    
                            4,       Defendant warn  net  a  party  to  any  of  the engaqe -
               ment apr~ementr.
    
                            3 ,      Pefmdant  did  not  g s r f o m   any  audit groceduren
               i n  connection with  the  aforesaid  rtatutory  examinstima  o f
               ~ l l f t ~~du  i m r e y lr  separate  financial atrternsnta,
    
    
    
    
    SNIPPETS:
  • partpet on Peat Matwick Guernsey's statutory audita of Allied Guernsey's repafate financial
  • Mr. Mafhedon eonsulted me on numerous oeceaions ha connection with the ditatu tory
  • familiar with the facts set forth hemin.
  • 3, Allied Guernsey appointed snd engsged Peat Marwick Guernsey to undertake the statutory 1973 is snnexed hereto aa lxhibit A).
  • Defendant warn net a party to any of the engaqe ment apr~ementr.
  • Pefmdant did not g s r f o m any audit groceduren i n connection with the aforesaid rtatutory

  • 14 . JAEGEL AFF

    EXTRACTED KEY WORDS
    YORK
    VICE PRESIDENT
    PRINCIPAL OFFICES
    ANNUAL REPORTS
    GUERNSEY
    AUDITOR
    HERETO
    EXHIBIT
    HOLDING COMPANY
    LAWS
    FOREIGN
    BANKING
    COMMERCE
    SUBSIDIARIES
    IIPEAT
    COMPLAINT
    ANNEXED HERETO
    DELAWARE
    BUSINESS
    PROVISIONS
    EDGE ACT
    OUTSTANDING STOCK
    TWELVC UNITED STATES
    ASSETS
    WHOLLY-OWNED BANKS OPERATING
    FEDERALLY-CHARTERED EDGE
    BAILIWICK
    CHANNE ISLANDS
    TLALLIED-GUERNSEYFF
    
                             SUPREME  COURT  OF  TYE STATE  OF NEW 'YORK
                                                                    . .
                             COUNTY OF NEW YORK
                             -- -------- -------       -------- -------
                    1        ALLIED  INTERNATIONAL BANCORP,  INC.,                             3
                                                r -----
    
                                                                             --X
    
    
                                       -against-            Plaintiff,          b
    
    
                                                                                      Index No.  29&87
    
                                                            Defendant.
                            ----------- ------- ------            ---------
                                                      -------                X
                           STATE  OF NEW YORK  )
                                               :  ss.:
    1     ,
    ,                      COUNTY OF NEW YORK)
    
    
    
    
    
    
    
    
                                     2.  In addition to my duties as Vice  President of
                          Allied,  from July 1977 to March 1983, I served as  Assistant Vice
                          President and Auditor of Allied Bank International.  From March
    
                          1983 to October 1986, I served as Vice  President and,Controller
                    of Allied Bank International.  From                                        . ,
                                                                    October  26,  1986 to the
    
                    present, I have served as Senior Vice President of Allied Bank
                    International.  As a result  of these  positions,  I am familiar
               with the work of Peat, Marwick, Mitchell .&  Co.  (IIPeat ")  'as
               outside auditor of Allied and its subsidi&ies.
    
    
    
               3 .   As s e t   forth in the complaint in this action, a
    
    copy  of which is annexed hereto  as Exhibit A,  Allied, is a bank
    holding company, organized and existing under the laws of the
    
    SNIPPETS:
  • COUNTY OF NEW YORK
  • President and Auditor of Allied Bank International.
  • I have served as Senior Vice President of Allied Bank
  • As a result of these positions, I am familiar with the work of Peat, Marwick, Mitchell .& Co.
  • As s e t forth in the complaint in this action,
  • copy of which is annexed hereto as Exhibit A, Allied, is a bank holding company, organized
  • S t a t e of Delaware, with its principal place of business in New
  • Allied is statutorily authorized by the provisions of tl Edge Act, 12 U.S.C. § § 601 et 5.
  • All outstanding stock of Allied is held by twelvc United States commercial banks, as
  • Allied's Annual Reports for 1981, 1982, 1983 and 1984, attached hereto as Exhibits B, C, D
  • As a holding company, Allied's sole substantial
  • assets are its subsidiaries, which are wholly-owned banks operating in international or
  • Among Allied's wholly-owned subsidiaries are Allied Bank International, a federally-chartered
  • lf), and Allied International (Guernsey) Ltd., a corporation organized and existing under the

  • 15 . AUDIT APPROACH

    EXTRACTED KEY WORDS
    REVIEW
    ACCOUNTING
    EXAMINATION
    CONTROL
    EMPHASIS
    COMPUTER AUDIT SOFTWARE
    BANCORP
    INCOME
    PLANNING
    UPDATING
    COMPLIANCE TESTING
    EMPLOYEES
    JOHN
    WHITSIRT
    CMPANY
    ACCORDANCE
    PURPOSE
    OPINION
    INTERIM
    ECONOMY
    BANKHG INDUSTRY
    CURITROL
    AFOREMENTIONED AREAS
    YEAREND
    PRIVATE
    AUDIT COMMITTEE
    YORK
    ORK
    RELATED STATEMENTS
    
     P                                    .
                                           ..
    
    
    
    
      I Peat,Marwick,Mitchell&Co.                                                                    
                                                                                                     
                                                                                                     
    
    
     PRIVATE
    
    Mr.  John  C.  Whitsirt
     C h a i r m a n ,   Audit Committee
    A l l i e d   I n t e r n a t i o n a l  Bancorp, Inc.
     New  York,  New Y ork
    
    Dear  Mr.  Whitsitt:
    
    '  As  requested,  we  are  pleased  t o   submit  our  proposal  f o r   an  examination  of  the
     consolidated  f i n a n c i a l   s t a t e m e n t s   of  A l l i e d   I n t e r n a t i o n a
     s u b s i d i a r i e s   (Cmpany) .
     We propose t o  examine  t h e   consolidated  statement  of  condition  of  t h e   Company
     as  of  December  31,  1982 , and  the related  statements  of income,  changes  i n
     s t o c k h o l d e r s '   e q u i t y ,   and changes  in f i n a n c i a l   p o s i t i o n  
     Our examination  will be  made in accordance  with  g e n e r a l l y   accepted  a u d i t i n g
     s t a n d a r d s ,   and accordingly  w i l l  j a c l u d e   such  tests  of  the accounting r
     and  such  o t h e r   a u d i t i n g   procedures  as  we deem  necessary  and  a p p r o p r i
     purpose  of e x p r e s s i n g   our  opinion  on t h e   consolidated  f i n a n c i a l  s t a
    
                                                         AUDIT APPROACH
    
     Our  approach  t o  the examination  will c o n s i s t   of  planning  a d  interim  and
    year -end  examinations,  all of which  are necessary  .in order  t o  express our
     opinion  on the consolidated  f i n a n c i a l   statements  of  t h e   Company.
    
     I n i t i a l  planning  will begin  i n  May  1982,  and  will  involve  the coordination  of
    worldwide  a u d i t   a c t i v i t i e s .   We  w i l l   confer  with  a p p r o p r i a t e  
    review  i n t e r i m   f i n a n c i a l   5nformati.m  2nd discuss  m m a g a e n t  . p l a n 5 
     tions  f o r   t h e   purpose  of  updating  our  base  of  h o w l e d g e   of  t h e  
     ing  areas  of  a u d i t   emphasis  and  unusual  accounting matters,  and  e s r a b l i s h i
     audit  objectives and  r e p o r t i n g   t i m e t a b l e s   f o r   our i n t e r n a t i o n
    
    In plhnning  our  audit  a c t i v i t i e s   on an  i n t e r n a t i o n a l   basis,  we  vill-
    p a r t i c u l a r   a t t e n t i o q   t o  r e q u i r e d   a u d i t   procedures  necessary 
     a position to i s s u e   s e p a r a t e   independent  accountants'  reports  on each  of  the
    Company's  subsidiaries  o p e r a t i n g   i n  Guernsey,  Nassau  and  Bong  Kmg.
    
    
    SNIPPETS:
  • PRIVATE
  • Mr. John C. Whitsirt C h a i r m a n, Audit Committee A l l i e d I n t e r n a t i o n a l
  • New York, New Y ork
  • ' As requested, we are pleased t o submit our proposal f o r an examination of the
  • We propose t o examine t h e consolidated statement of condition of t h e Company as of n g procedures as we deem necessary and a p p r o p r i a t e for the purpose of e x p r e s s i n
  • Our approach t o the examination will c o n s i s t of planning a d interim and year -end
  • We w i l l confer with a p p r o p r i a t e bank o f f i c e r s, review i n t e r i m f i n
  • p l a n 5 a n d projec tions f o r t h e purpose of updating our base of h o w l e d g e of t
  • Review of the System of .Internal Control and Compliance Testing
  • Our review w i l l include discussions w i t h the a p p r o p r i a t e officers and
  • I n 1981, due to the absence of computer audit software c a p a b i l i t i e s of the
  • This review and compliance testing will p e m i t us t o a c c e s s t h e degree of our
  • Other areas may be a d d i t i o n a l l y i d e n t i f i e d as a result of changes in t h
  • While t h e f i n a l determination of our audit tests will depend upon our review of t h e
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