CEMA (Consolidation, Extension and Modification Agreement)
A CEMA is a New York refinancing structure in which the new lender takes assignment of the existing mortgage instead of recording a new one, so mortgage recording tax applies only to new money above the old balance. On commercial mortgages in New York City — taxed at up to 2.8% — CEMA savings can reach six figures.
Mechanics: the old lender assigns the mortgage to the new lender, which consolidates it with a gap mortgage for any new funds. Recording tax (NY Tax Law §253 and NYC additions) is due only on the gap amount.
CEMAs require the outgoing lender's cooperation — an assignment fee and added legal work are typical — and take longer to close. For most sizable New York refinances the savings dwarf those costs.