Creditors of the failed real estate partnerships established by Equity Programs Investment Corp. (EPIC) voiced concerns yesterday that a bailout plan announced this week could enable former key company officials to escape dozens of potential lawsuits.
However, officials for the state of Maryland, which has been appointed conservator of EPIC's parent, Community Savings & Loan, said they intend to track down any possible wrongdoing and take appropriate action.
Maryland officials and a group of major institutions that lent money to EPIC agreed this week on a plan for the orderly liquidation of 20,000 houses bought by 350 bankrupt EPIC partnerships. The plan still needs the approval of a number of other important parties, but it was hailed an an important step forward in relieving Maryland of a significant chunk of $120 million in liabilities it faces at Community.
The proposal, however, drew criticism from attorneys representing most of EPIC's creditors for a provision calling for all private parties with possible claims against EPIC or its officers to give up those claims to the Maryland Deposit Insurance Fund, the state agency overseeing Community's conservatorship. They said these are potentially valuable claims that some creditors may want to pursue.
Daniel M. Lewis, an attorney who helped Maryland negotiate the deal, said the state wanted the provision in order to reduce the potential liabilities faced by Community. He stressed, repeating earlier statements, that the state still intends to investigate any allegations of illegal behavior by EPIC officers and will take legal action if appropriate.
As of this week there has been relatively little civil litigation begun against the dozens of related companies in the EPIC network. The trustees for the holders of EPIC mortgage-backed securities have sued EPIC's mortgage banking affiliate and its property management firm over the partnerships' default on their mortgage debt. Also two other suits have been filed accusing EPIC companies of fraud and misrepresentation.
However, lawyers and officials involved with the situation have said the EPIC collapse will likely trigger even more lawsuits, some involving Tom J. Billman, EPIC's founder, and Clayton McCuistion, the former president of Community. Billman left EPIC earlier this year, while McCuistion and other EPIC principals were recently removed from their positions by the Maryland conservators. Creditors and government officials have been examining various sources of EPIC income obtained in the past several years by these and other ex-EPIC officials.
McCuistion said yesterday he and other EPIC officers have nothing to fear from such suits and contended the company's operations were entirely above board. "When everything is known, there's going to be nothing that will come as a problem," he said.
Other attorneys, however, have said a wave of lawsuits has been held back in the hopes that a bailout of EPIC would enable many of the partnerships' creditors to recoup much of their investment. But it is unclear how much longer these creditors are willing to hold back, or whether they would be willing to give up the right to sue.
"I think people are concerned about giving away what could be valuable rights," said Robert Plotkin, a lawyer representing the National Bank of Washington, one of the trustees.
Plotkin and another lawyer raised the possibility that Maryland might give away the right to civil action as part of a deal to get Community off their hands, just as the state had agreed to give the Chase Manhattan Corp. the right to sue the owner of Merritt Commercial Savings & Loan as a condition for buying the troubled thrift.
Sources familiar with the state's position, however, discounted this possibility, and said that Billman, McCuistion, and other former EPIC officers would scarcely be affected by any waiver. "There would be an awful lot of potential exposure that they would have vis a vis the state," said one source.
Another source of concern among the creditors is over an agreement between Maryland and former EPIC officers to include certain properties they control, but are not within the jurisdiction of the bankruptcy or the conservatorship, within any workout.
These properties were part of EPIC partnerships, which were taken out of control of EPIC and put in the hands of another EPIC-related company on the day Maryland took control of Community. McCuistion said the transaction was taken before EPIC officials knew the conservatorship was coming and was intended to consolidate partnerships in which EPIC insiders were limited partners.