Accounting Financial

MICHAEL RAMBERG, CPA

***** ********** ****** **., ******* Falls, VA 20165 Mobile: 703-***-**** E-mail: ***********@***.***

SUMMARY

Results-driven strategic leader with thirty years of progressively responsible, hands-on diversified accounting and financial experience. Particular expertise in technical accounting, M&A, SEC reporting, SOX compliance, derivative accounting, financial planning & analysis, valuation, forecasting, budgeting, and software system implementation. An analytical, decisive problem-solver and skilled, articulate communicator with proven leadership in managing diverse financial functions within both large and smaller organizations.

PROFESSIONAL EXPERIENCE

E*TRADE FINANCIAL CORP., Arlington, VA July 2015 – December 2016

VP- Accounting

Responsible for company’s banking-related accounting operations including the Loan, Investment, Debt and Derivative accounting functions as well as Corporate Accounting functions including Stock Based Compensation, Internally Developed Software, Facilities and Restructuring. Managed a team of 25 employees (12 on-shore/13 off-shore with four direct reports) in monthly close process and related analysis. Stabilized Bank accounting operations during period of organizational change and related employee transfers/turnover. Assessed effectiveness/efficiency of accounting functions and controls. Served as point person on multi-phase derivative accounting project. Reported to SVP-Accounting Ops.

AES CORPORATION, Arlington, VA September 2008 – June 2014

Vice President & Assistant Corporate Controller

Responsible for the External Reporting, Consolidations, Technical Accounting, Transaction Accounting Support, Financial Policies and Controls, and Derivative Accounting functions for this Fortune 200 global power company with electricity generation and distribution businesses in over 20 countries around the world. Managed a staff of 15 with three direct reports. Reported to the Chief Accounting Officer & Corporate Controller.

Leadership and Management

-Stabilized Accounting team which had experienced significant turnover of key personnel prior to my hiring through leadership and key recruiting/hiring actions. Rebuilt the technical and derivative accounting teams.

-Guided team through two global reorganizations/transformations of company’s reporting structure ensuring stability of all functions and interactions with the company’s six Strategic Business Units (SBUs).

External Reporting and Consolidations

-Effectively managed functions ensuring accurate, timely filings with SEC; integrally involved in drafting process and review with executive management and Audit Committee; coordinated response to all SEC comment letters.

-Acquired extensive experience with changes in segment reporting, discontinued operations, equity method investments, non-controlling interests, non-GAAP financial measures, debt offerings and registration statements

-Served on Disclosure Committee and prepared and presented related meeting materials to executive management

Technical Accounting

-Directed resolution of all accounting issues and ensured conclusions adequately documented in whitepapers; topics included goodwill and long-lived asset impairments, discontinued operations, revenue recognition, consolidation treatment, debt extinguishments, contingencies, foreign currency translation, leasing and exit/disposal activities.

-Provided technical accounting consultation and support, including IFRS considerations, to six SBUs and collaborated with their accounting teams to conclude on issues.

Transaction Accounting Support (Mergers & Acquisitions)

-Directed resolution of accounting and financial reporting issues for all M&A activities and significant transactions including the acquisition of public utility Dayton Power & Light in 2011 for $4.7 billion.

-Acquired extensive experience with valuation of assets to be sold/purchased including methodology and modeling, cash flow assumptions, discount rate assumptions, earnouts, contingent consideration, and control premiums.

-Presented and explained accounting and reporting treatment for all significant transactions and contentious accounting issues each quarter to executive management, Audit Committee and external auditors.

Financial Policies and Controls

-Directed SOX function for all Corporate financial operations that impact the company’s internal controls over financial reporting (e.g., Treasury, Tax). Responsible for maintaining/applying Global Accounting Policy manual

-Initiated Watch List for monitoring impairment risk for goodwill, long-lived assets and equity method investments

Derivative Accounting

-Enhanced and directed all derivative valuation and accounting activities including hedge effectiveness assessment, hedge documentation, ineffectiveness determination, credit valuation adjustments, and identification of embeddeds

-Orchestrated remediation of company’s material weaknesses regarding Derivatives and Material Contracts within first six months on the job; implemented derivative software solution and rebuilt Derivative Accounting team; material weaknesses had plagued the company since 2004 and previous remediation efforts had failed.

E*TRADE FINANCIAL CORP., Arlington, VA January 2005 – August 2008

Vice President & Controller of E*TRADE Bank

Responsible for all accounting and financial reporting activities of the federally chartered savings bank of E*TRADE with $55 billion in assets and operations in internet banking, mortgage banking, and consumer lending. Responsibilities included Loan Accounting, Allowance for Loan Losses, Investments, Debt & Derivatives, Cash & Deposit Accounting, Board of Directors reporting, regulatory reporting, Sarbanes-Oxley (SOX) compliance and accounting policy. Managed a staff of 35 to 65 employees with five direct reports. Reported to the EVP – Corporate Controller.

Leadership and Management

-Stabilized Accounting team, which had previously experienced significant turnover of key personnel in mid-2004 through leadership, hands-on interaction with staff and key recruiting and hiring actions. Subsequent turnover over following three years was minimal.

-Played key role in effort to outsource staff-level positions to offshore firm in India including coordination of on-site training, preparation of Standard Operating Policies, and establishment of performance metrics.

-Spearheaded transition of mortgage banking accounting operations from Los Angeles to Pittsburgh including complete turnover of staff and technical training of new staff.

Technical Accounting

-Resolved all technical accounting issues involving derivatives, valuation of mortgage pipeline and hedges, sales vs. financing treatment (true sale), impairment of securities, repurchase agreements, fair value measurements, financial guarantees, loan origination fees and costs, consolidation and variable interest entities, discontinued operations, and exit and disposal activities. Prepared all related technical accounting memorandums.

-Collaborated with Capital Markets area in planning/feasibility discussions regarding new transactions/strategies including asset securitizations (CDOs), retained interests, credit derivatives, and restructured borrowings.

Mergers and Acquisitions

-Served as point person on divestiture of the Bank’s significant recreational vehicle lending subsidiary. Led negotiations with buyer regarding issues related to the Closing Balance Sheet and transition services agreement. Prepared gain calculations, discontinued operations analyses and related technical accounting memorandums.

External and Internal Reporting

-Managed preparation of all Bank financial information included in SEC filings and monthly Board of Directors reports and presented such information to the Bank Board

Accounting Policies and Control

-Directed SOX compliance efforts for Bank Accounting area including control assessments, process documentation and walkthroughs and testing. Served as liaison with external auditors and regulators.

NATIONAL COOPERATIVE BANK, Washington, DC October 2001 – December 2004

Vice President & Corporate Controller

Responsible for all accounting and financial reporting functions of this bank with $1.6 billion in assets and operations in real estate lending, commercial lending, retail banking, mortgage banking and loan securitization. Responsibilities included SEC Reporting, Thrift Regulatory Reporting, General Ledger Accounting, Budgeting, Asset/Liability Management, and Loan Accounting. Managed a staff of 29 with five direct reports. Reported to the Chief Financial Officer.

Leadership and Management

-Provided leadership and direction to accounting operations initially lacking financial industry experience and technical accounting and analytic skills with successful turnaround in eight months.

-Improved and augmented internal controls in the financial organization through extensive effort to bring account reconciliations up-to-date, improved the timeliness of financial reporting, enhanced monthly and quarterly close documentation, and upgraded the professional staff.

External, Internal and Regulatory Reporting

-Directed the preparation of all SEC filings and regulatory filings with the Office of Thrift Supervision.

-Chaired Disclosure Committee; directed all its activities and prepared all related meeting materials.

-Uncovered inappropriate prior accounting treatment of various items requiring restatement of 1st, 2nd and 3rd quarter 2001 results; directed restatement effort and filed all restated 10Qs within the 2001 10K filing deadline

-Established system of internal controls and procedures for financial reporting and ensured compliance with SOX

-Championed redesign of financial reporting processes enlisting officers from significant operational/financial areas; reduced monthly closing/financial reporting cycle from 25 to 10 business days

Technical Accounting

-Addressed and resolved all technical accounting issues including derivative transactions, servicing assets, interest only strips and gains and losses on loan sales and securitizations and presented findings to executive management.

COMSYS INFORMATION TECHNOLOGY SERVICES, Rockville, MD December 1999 – September 2001

Corporate Controller

Responsible for all accounting operations and shared service center activities of this IT Services company with $600M in revenues and operations in 30 U.S. locations. Responsibilities included Financial Reporting, General Ledger Accounting, Billing, Accounts Receivable, Accounts Payable, Payroll, Tax, and Call Center operations. Managed a staff of 80 with six direct reports. Reported to the Chief Financial Officer.

Provided leadership and direction to accounting operations that previously lacked financial acumen, business process knowledge and technical accounting skills with successful turnaround in six months. Reorganized entire accounting operation and related processes and upgraded the professional staff through aggressive recruiting efforts.

Directed the implementation of a new accounting system (Costpoint) within a three-month period and led efforts to stabilize operations following implementation and introduced various process improvements.

Successfully integrated back offices of two acquired companies with revenues of $200 million and $20 million

Guided Controller department through a failed attempt by the company to outsource its accounting operations to a third party that became bankrupt during the transition. Managed relocation of accounting operations from Rockville to Phoenix, AZ where the third party had a shared services center. Provided leadership and minimized disruption to business activities and reporting requirements despite 100% staff turnover by the time the move was completed.

FREDDIE MAC, McLean, VA

Director – Financial Reporting, Servicing Division September 1992 – November 1999

Directed all accounting, financial reporting, forecasting, and regulatory reporting activities for the corporation’s most significant division. Responsible for all Performing and Non-Performing Single-Family loan activity for the corporation’s $600 billion mortgage portfolio and $500 million Real Estate Owned (REO) portfolio. Managed a staff of 25 to 55 employees with four direct reports and reported to the VP - Division Controller.

Directed monthly general ledger closing process and preparation of all externally disclosed financial information regarding Single-Family loan servicing, portfolio performance, credit quality, and loss mitigation efforts.

Presented to Corporate Executive management a monthly assessment of Single-Family credit risk. Developed an improved process of analyzing credit risk and credit losses through the use of various loan portfolio attributes.

Guided division financial planning and analysis, budgeting, and internal control oversight functions. Coordinated preparation of division's annual strategic plan and monitored on-going performance vs. plan. Developed division financial performance metrics. Directed design and preparation of all default and loan loss forecasts.

Directed the operating unit responsible for processing and paying all expenses related to the ongoing maintenance and sale of the corporation’s portfolio of 8,000 REO properties.

Directed business area efforts and resource deployment in connection with conversion to PeopleSoft General Ledger and Projects software package. Reduced duration of monthly close process by 50%. Expanded responsibilities of department by 25% with no additional staff resulting in yearly-reduced payroll costs of $600,000.

Director - Corporate Accounting, Finance Division January 1990 – August 1992

Directed the technical accounting, accounting policy and external financial reporting functions of the corporation. Managed a staff of 20 employees with five direct reports and reported to the VP of Corporate Accounting.

Directed the preparation and review of all external financial statements (SEC equivalents)

Resolved all technical accounting and reporting issues and addressed the impact of all new accounting requirements on financial statement disclosures and business operations.

Established corporation's process for analyzing the adequacy of loan loss reserves.

Directly assisted executive management in resolving various underwriting, internal control and financial reporting deficiencies in the corporation’s Multifamily program. Played key role in introducing to the program the concepts of a Watch List, asset classification system and asset valuation process

Established corporation’s first comprehensive accounting and reporting policy manual.

REPUBLIC SAVINGS BANK, Chicago, IL July 1987 – December 1989

Vice President & Controller

Managed the accounting and financial reporting function of this bank with assets of $500 million. Managed staff of twelve with three direct reports. Redesigned all financial reporting and mortgage pipeline valuation processes. Reported to CFO.

SEARS CONSUMER FINANCIAL CORP, Chicago, IL January 1986 – June 1987

Senior Manager - Technical & Regulatory Accounting

Resolved all technical and regulatory accounting issues for the division. Managed a staff of two employees. Identified and resolved inappropriate hedging practices and improper valuation, accounting and reporting of net hedge positions.

MOTOROLA, INC., Schaumburg, IL September 1983 – December 1985

Accounting Supervisor - Corporate Accounting

Coordinated preparation of all SEC filings. Managed a staff of two employees. Addressed all technical accounting and financial reporting issues for the corporation. Performed all consolidated tax accounting functions involving 200 foreign and domestic subsidiaries.

TOUCHE ROSS & CO., Chicago, IL June 1978 – August 1983

Audit Supervisor

Obtained five years of diversified audit and SEC reporting experience with emphasis in financial services and manufacturing industries. Managed concurrent engagements. Largest clients were the financial subsidiaries of Sears.

EDUCATION/CERTIFICATION

BRADLEY UNIVERSITY, Peoria, Illinois

B.S. Degree in Accounting May 1978

STATE OF ILLINOIS

Obtained CPA in 1981

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