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As Of Filer Filing For·On·As Docs:Size Issuer Agent 1/19/18 Ally Auto Assets LLC 305B2 1/19/18 1:1.8M Donnelley … Solutions/FA Ally Auto Receivables Trust 2018-1 |
Document/Exhibit Description Pages Size
1: 305B2 Statement of Eligibility by a Corporation HTML 32K
Designated to Act as Trustee
| 305B2 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM T-1
STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939
OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE
| ☒ | CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) |
DEUTSCHE BANK TRUST COMPANY AMERICAS
(formerly BANKERS TRUST COMPANY)
(Exact name of trustee as specified in its charter)
| NEW YORK | 13-4941247 | |
| (Jurisdiction of Incorporation or organization if not a U.S. national bank) |
(I.R.S. Employer Identification no.) | |
| 60 WALL STREET |
10005 | |
| (Address of principal executive offices) | (Zip Code) | |
Deutsche Bank Trust Company Americas
Attention: Catherine Wang
Legal Department
60 Wall Street, 36th Floor
(212) 250-7544
(Name, address and telephone number of agent for service)
Ally Auto Receivables Trust 2018-1
(Exact name of obligor as specified in its charter)
| C/O BNY Mellon Trust of Delaware, 301 Bellevue Parkway, 3rd Floor, |
38-7198651 | |
| (State or other jurisdiction of incorporation or organization) |
(IRS Employer Identification No.) |
Copies To:
Debt Securities
(Title of the Indenture securities)
| Item 1. | General Information. |
Furnish the following information as to the trustee.
| (a) | Name and address of each examining or supervising authority to which it is subject. |
| Name |
Address |
|||
| Federal Reserve Bank (2nd District) |
New York, NY | |||
| Federal Deposit Insurance Corporation |
Washington, D.C. | |||
| New York State Banking Department |
Albany, NY | |||
| (b) | Whether it is authorized to exercise corporate trust powers. |
Yes.
| Item 2. | Affiliations with Obligor. |
If the obligor is an affiliate of the Trustee, describe each such affiliation.
NONE.
| Item 3. - 15. | Not Applicable |
| Item 16. | List of Exhibits. |
| Exhibit 1 - | Restated Organization Certificate of Bankers Trust Company dated August 6, 1998, Certificate of Amendment of the Organization Certificate of Bankers Trust Company dated September 25, 1998, Certificate of Amendment of the Organization Certificate of Bankers Trust Company dated December 16, 1998, and Certificate of Amendment of the Organization Certificate of Bankers Trust Company dated February 27, 2002—Incorporated herein by reference to Exhibit 1 filed with Form T-1 Statement, Registration No. 333-157637-01. | |
| Exhibit 2 - | Certificate of Authority to commence business—Incorporated herein by reference to Exhibit 2 filed with Form T-1 Statement, Registration No. 333-157637-01. | |
| Exhibit 3 - | Authorization of the Trustee to exercise corporate trust powers—Incorporated herein by reference to Exhibit 3 filed with Form T-1 Statement, Registration No. 333-157637-01. | |
| Exhibit 4 - | Existing By-Laws of Deutsche Bank Trust Company Americas, as amended on April 15, 2002 business—Incorporated herein by reference to Exhibit 4 filed with Form T-1 Statement, Registration No. 333-157637-01. | |
| Exhibit 5 - | Not applicable. | |
| Exhibit 6 - | Consent of Bankers Trust Company required by Section 321(b) of the Act.—business—Incorporated herein by reference to Exhibit 6 filed with Form T-1 Statement, Registration No. 333-157637-01. | |
| Exhibit 7 - | The latest report of condition of Deutsche Bank Trust Company Americas dated as of September 30, 2017. Copy attached. | |
| Exhibit 8 - | Not Applicable. | |
| Exhibit 9 - | Not Applicable. | |
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Deutsche Bank Trust Company Americas, a corporation organized and existing under the laws of the State of New York, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in The City of New York, and State of New York, on this 19th day of January, 2018.
| DEUTSCHE BANK NATIONAL TRUST COMPANY FOR DEUTSCHE BANK TRUST COMPANY AMERICAS | ||
| /s/ Michele H.Y. Voon . | ||
| By: | Name: Michele H.Y. Voon | |
| Title: Vice President | ||
Board of Governors of the Federal Re6.etw System OMS Number 71~0036 Federal Deposit muranoeCcr’poratlon OMS Number 3064-0052 Of the o f the Controller of the Currency OMS Number 1557·0081 Approval elq:lires MarCh 31, 2020 Page 1 of85 Federal Financial Institutions Examination Council Consolidated Reports of Condition and Income for a Bank with Domestic Offices Only-FFIEC 041 Report at the close of business September 30, 2017 ___, ,2*01H;7-“i09ii1’3”-o (RCON9999) This report is required by law: 12 U.S.C . § 324 (State member Unless the context indicates o therwise, the term “bank” in this banks); 12 U.S .C . §1817 (State no member banks); 12 U.S.C . § 161 report form refers to both banks and savings associations. (National banks); and 12 U.S .C. §1464 (Savings associations). This report form is to be filed by banks with domestic offices only except those banks that file the FFIEC 051. Banks with foreign offices (as defined in the instructions) must file FFIEC 031. NOTE: Each bank’s board of directors a nd senior management are schedules) for this report date have been prepared in confor- respo nsible for establishing and maintaining an effective system of mance with the instructions issued by the appropriate Federal internal control, including controls over the Reports of Cond itio n and regulatory authority and are true and correct to the best of my Income . The Reports of Condition a nd Income are to be prepared in knowledge and belief. accordance with federal regulatory authority instructions. The Reports of Cond itio n a nd Income must be signed by the C hief Financial We, the undersigned directors (trustees), attest to the correctness Officer (CFO) of the reporting bank (or by the individual performing an of the Reports of Condition and Income (including the supporting equivalent function) a nd attested to by not less than two directors schedules) for this report date and declare that the Reports of (trustees) for state no member banks and three directors for state Condition and Income have been examined by us and to the best member banks, national banks, and savings associations . of our knowledge and belief have been prepared in conformance w ith the instructions issued by the appropriate Federal regulatory I, the undersigned CFO (o r equivalent) of the named bank, attest authority and are true and correct. that the Reports o f Condition and Income (including the supporting Director (Trustee) Signature of Chief Financial Offcier (or Equivalent) Director (Trustee) 10/27/2017 Date of Signature Director (Trustee) Submission of Reports Each bank must file its Reports o f Condition and Income (Call To fulfill the sig nature and attestation requirement for the Reports Report) data by either: of Condition and Income for this report date, attach your bank’s completed signature page (or a photocopy o r a computer gener- (a) Using computer software to prepare its Call Report and then a ted version of this page) to the hard- copy record of the data file submitting the report data d irectly to the FFIEC’s Central Data submitted to the CDR tha t your bank must place in its files. Repostlory (COR), a n Internet-based system for data collection (https://cdr.ffiec.gov/cdr/), o r The appearance of your bank’s hard-copy record o f the submitted (b) Completing its Call Report in paper form and arranging with a data file need not match exactly the appearance of the FFIEC’s software vendor or another party to convert the data into the sample report forms, but should show at least the caption of each electronic format that can be processed by the CDR. The Call Report item and the re ported amount. software vendor or other party the n must e lectronically submit the bank’s data file to the COR. OEUTSC HE BANK T RUST COMPANY A MERICAS Legal Title of Bank (RSSD 9017) For technical assistance with submissions to the CDR, please contact the COR Help Desk by telephone at (888) COR-311 1, by -;N<;e;;,w7,\York,—————————— fax a t (703) 774-3946, or by e-mail at COR.Help@ffiec.gov. City (RSSD 9130) FDIC Certificate Number 623 NY (RSSD9050) Slate Abbreviation (RSSD 9200) Zip Code (RSSD 9220) (RCON 9224) The estimated average burden sssoda:ed with this Information COllection is 74.9 hOurs per respondent and Is expected to V8tt’f by lnstilution, depending on Individual clrcumsl8nces. Burden estimates Include the llme for reYie~ng lnstruc1ions, gathering and m.ain.l81nlng data In the required form, and completing lhe Information COllection, but exc:tude the time for oomplllng and maintaining business reoocds In lhe normal course o f a respondent’s ac11\l\11es. A Federal agency may not conduct or sponS«, and an Otganlza6on (or a person) is not required to respond 10 a COllection of information. unless 11 displays a currenty valid OMB contrOl number. Comments ocncernlng the accuracy of ltlls burden estimate and wggesjoos for reducing this burden Shoo~ be directed to the Ofice of Information and Regulatory Affairs, Offioe of Management aod Budget, Wa~ . DC 20503, and to one o f the following: Secretary. Board of Governors of lhe Federal Reser\‘e System, 20th and C SWeets. NIN. WaShllngton. DC 20551: Lt9slatve and RegJiatoty Analysis OMslon, Office of the Comptroller of lhe CUrrency, WaShllngton. DC 20219; As’Sistan1 Executve Secretary. Federal Deposit hSuranoe Coporatlon. Washington, DC 20429. 09120 17
FF!EC 041 Page 15of85 RC- 1 Consolidated Report of Condition for Insured Banks and Savings Associations for September 30, 2017 All schedules are to be reported in thousands of dollars. Unless otherwise indicated, report the amount outstanding as of the last business day of the quarter. Schedule RC-Balance Sheet Dollar Amounts in Thousands Assets 1. Cash and balances due from depository institutions (from Schedule RC-A): a . Noninterest-bearing balances and currency and coin < J ·F = +——-””’””””-1 1.a. b. Interest-bearing balances 121. . . . . . . . . . . . . . . . . . . . . . . 1.b. 2. Securities: a . Held-to- maturity securities (from Schedule RC-B, column A) 2.a. b. Available-for-sale securities (from Schedule RC-B, column D) 2.b. 3. Federal funds sold and securities purchased under agreements to resell: a . Federal funds sold 3.a. b. Securities purchased under agreements to resell !>J 3.b. 4 . Loans and lease financing receivables (from Schedule RC-C): a . Loans and leases held for sale 4.a. b. Loans and leases held for investment 4.b. c . LESS: Allowance for loan and lease losses 4.c. d . Loans and leases held for investment, net of allowance (item 4.b minus 4 .c) 4.d . 5. Trading assets (from Schedule RC-D) 5. 6. Premises and fixed assets (including capitalized leases) 6. 7. Other real estate owned (from Schedule RC- M) ···1-—+————”-1 7. 8. Investments in unconsolidated subsidiaries and associated companies 1-—-f-———-”— 8. 9. Direct and indirect investments in real estate ventures 9. 10. Intangible assets: a . Goodwill “f-,- , , -1-——-”-1 10.a . b. Other intangible assets (from Schedule RC- M) . 10.b. 11. Other assets (from Schedule RC-F) . 11. 12. Total assets (sum of items 1 through 11 ) 12 . Liabilities 13. Deposits: a . In domestic offices (sum of totals of columns A and C 13.a. (1) Noninterest-bearing < >··· 13.a.(1) (2) Interest-bearing ·t ::::::: L ~~~~ 13.a.(2) b. Not applicable 14. Federal funds purchased and securities sold under agreements to repurchase: a . Federal funds purchased (SJ . . . . . . . . . . . . . . . . . . . . . 14.a. b. Securities sold under agreements to repurchase < >· “1-:-, -,+————’”-1 14.b. 15. Trading liabilities (from Schedule RC- D) \--L———- :.J 15. 16. Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases) (from Schedule RC-M) ·r.;.=.J.——- : ::=:::::., 16. 17. and 18. Not applicable 19. Subordinated notes and debentures <7) · ··· ········· ··· ····1---1-———-”-i 19. 20. Other liabilities (from Schedule RC-G) j ::=-+——__!,~~~ 20. 21 . Total liabilities (sum of items 13 through 20) . ··L.::::::: L ~~~~ 21. 22. Not applicable 1. Includes cash items in process of collection and unposted debits. 2. Includes Ume certificates of deposit not held for trading. 3 . Includes all securities resale agreements, regardless of maturity. 4 . Includes noninterest-bearing demand, time, and savings deposits. 5. Report overnight Federal Home Loan Bank advances in Schedule RC, item 16, “Other borrowed money: 6. Includes all securities repurchase agreements, regardless of maturity. 7. Includes limtted-life preferred stock and related surplus. 09120t7
FFIEC 041 Page 16 of! RC-2 Schedule RC-Continued Equity Capital Bank Equity Capital 23. Perpetual preferred stock and related surplus 23. 24. Common stock 24 . 25. Surplus (exclude all surplus related to preferred stock) 25. 26. a. Retained earnings 26.a. b. Accumulated other comprehensive income c•J• 26.b. c. Other equity capital components <2) 26.c . 27. a. Total bank equity capital (sum of items 23 through 26.c) 27.a. b. NoncontrollinQ (minority) interests in consolidated subsidiaries 27.b. 28. Total equity capital (sum of items 27.a and 27.b) • • • • • • • 28. 29. Total liabilities and eQUity capital (sum of items 21 and 28) 2g_ Memoranda To be reported with the March Report of Condition. 1. Indicate in the box at the riQht the number of the statement below that best describes the most comprehensive level of auditing work performed for the bank by independent external auditors as of Number any date durinQ 2016 M.1. 1a = A n integrated audit of the reporting in stitution’s finan cial 2b = An a ud it of t he reporting institutio n ‘s p arent ho ld in g statements and its internal contro l over financial reporting company’s consolidated finan cial statements o n ly cond ucted conducted in accordance with the stan dards of the in accordance with the auditin g standards of the AICPA or American Institute of Certified Public Accou ntan ts (AICPA) the PCAOB by an Independent p ub lic accountant th at o r Public Company Account in g Oversight Board (PCAOB) submits a report o n the consolidated ho ld ing company (but by an independent public accountant that su bmits a repo rt no t on the institution separately) o n the in stitut ion 3 = This nu mber is not to be used 1b =An au dit of the reporting institut ion•s financial statements 4 = Directors’ examination of the bank oonducted in accordance o n ly cond ucted in accordance with t he auditing standards w ith generally accepted aud iting standards by a certified public of the AICPA or th e PCAOB by a n independent pu blic accounting firm (may be req uired by state-charte ring authority) accountant that su bmits a report o n th e Institut io n 5 = Directors’ examination of the bank performed by other external 2a =An integrated audit of the reporting in stitution’s parent a uditors (may be required by state- cha rtering a utho rity) hold ing company’s consolida ted fin ancial statements and 6 = Review of the bank’s financia l statements by external auditors its internal control over finan cial reportin g conducted in 7 = Compilation o f the bank’s fina ncial statements by externa l accordance w ith th e standards of t he A ICPA o r the PCAOB a uditors by an independent public accountant that su bmits a repo rt 8 = Othe r a ud rt procedures (excluding tax preparation work) o n the con solidated holding company (but n ot o n the 9 = No externa l a udrt work institution separately) To be reported with the March Report of Condition. IRCONI Da te 2. Bank’s fiscal year-end date (report the date in MMDD fonmat) 8678 M.2 . 1. Includes, but is not limited to, net unrealized holding gains (losses) on available-for-sale securities, accumulated net gains (losses) on cash flow hedges, a nd accumulated defined benefit pensio n a nd other postretirement plan adjustments . 2. Include s treasury stock and unearned Employee Stock Ownership Plan share s. AMECURRENT 726520040.2 18-Jan-18 17:33 03/2(
| This ‘305B2’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 3/31/20 | ||||
| Filed on / Effective on: | 1/19/18 | |||
| 9/30/17 | 10-D, 10-D/A | |||
| 4/15/02 | ||||
| 2/27/02 | ||||
| 12/16/98 | ||||
| 9/25/98 | ||||
| 8/6/98 | ||||
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