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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/28/20 Ibm Credit LLC 10-K 12/31/19 103:16M Toppan Merrill Bridge/FA |
Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 2.47M 2: EX-4.1 Instrument Defining the Rights of Security Holders HTML 31K 3: EX-23.1 Consent of Experts or Counsel HTML 28K 4: EX-24.1 Power of Attorney HTML 33K 5: EX-24.2 Power of Attorney HTML 27K 6: EX-31.1 Certification -- §302 - SOA'02 HTML 38K 7: EX-31.2 Certification -- §302 - SOA'02 HTML 38K 8: EX-32.1 Certification -- §906 - SOA'02 HTML 32K 9: EX-32.2 Certification -- §906 - SOA'02 HTML 32K 74: R1 Document and Entity Information HTML 88K 15: R2 Consolidated Statement of Earnings HTML 73K 48: R3 Consolidated Statement of Earnings (Parenthetical) HTML 30K 88: R4 Consolidated Statement of Comprehensive Income HTML 57K 76: R5 Consolidated Statement of Financial Position HTML 103K 17: R6 Consolidated Statement of Financial Position HTML 40K (Parenthetical) 50: R7 Consolidated Statement of Cash Flows HTML 121K 83: R8 Consolidated Statement of Changes in Member's HTML 73K Interest 77: R9 Consolidated Statement of Changes in Member's HTML 29K Interest (Parenthetical) 58: R10 Significant Accounting Policies HTML 66K 92: R11 Accounting Changes HTML 39K 40: R12 Relationship With Ibm and Related Party HTML 50K Transactions 28: R13 Financial Instruments HTML 306K 60: R14 Leases HTML 73K 93: R15 Financing Receivables, Receivables HTML 572K Purchased/Participated From Ibm 41: R16 Other Assets HTML 43K 29: R17 Borrowings HTML 172K 62: R18 Other Liabilities HTML 45K 91: R19 Equity Activity HTML 161K 56: R20 Contingencies and Commitments HTML 35K 22: R21 Taxes HTML 149K 79: R22 Retirement-Related Benefits HTML 35K 89: R23 Segment Information HTML 153K 57: R24 Divestiture HTML 31K 23: R25 Schedule Ii Valuation and Qualifying Accounts and HTML 66K Reserves 80: R26 Significant Accounting Policies (Policies) HTML 117K 90: R27 Financial Instruments (Tables) HTML 299K 55: R28 Leases (Tables) HTML 63K 24: R29 Financing Receivables, Receivables HTML 569K Purchased/Participated From Ibm (Tables) 27: R30 Other Assets (Tables) HTML 43K 38: R31 Borrowings (Tables) HTML 170K 95: R32 Other Liabilities (Tables) HTML 45K 64: R33 Equity Activity (Tables) HTML 162K 26: R34 Taxes (Tables) HTML 146K 37: R35 Segment Information (Tables) HTML 160K 94: R36 SIGNIFICANT ACCOUNTING POLICIES - Financing HTML 35K Receivables (Details) 63: R37 SIGNIFICANT ACCOUNTING POLICIES - Income Taxes HTML 32K (Details) 25: R38 SIGNIFICANT ACCOUNTING POLICIES - Equipment under HTML 33K Operating Lease (Details) 39: R39 Accounting Changes (Details) HTML 69K 21: R40 RELATIONSHIP WITH IBM AND RELATED PARTY HTML 39K TRANSACTIONS - Support Agreement (Details) 53: R41 RELATIONSHIP WITH IBM AND RELATED PARTY HTML 63K TRANSACTIONS - Operating Relationship (Details) 82: R42 RELATIONSHIP WITH IBM AND RELATED PARTY HTML 51K TRANSACTIONS - Borrowing, Services, and Other Arrangements (Details) 72: R43 RELATIONSHIP WITH IBM AND RELATED PARTY HTML 39K TRANSACTIONS - Tax Sharing Agreement (Details) 20: R44 FINANCIAL INSTRUMENTS - Fair Value Measurements HTML 54K (Details) 52: R45 FINANCIAL INSTRUMENTS - Not Measured at Fair Value HTML 32K (Details) 81: R46 FINANCIAL INSTRUMENTS - Derivatives, Offsetting HTML 43K (Details) 71: R47 FINANCIAL INSTRUMENTS - Derivatives, Other HTML 48K Information (Details) 19: R48 FINANCIAL INSTRUMENTS- Derivatives, Fair Value HTML 48K (Details) 54: R49 FINANCIAL INSTRUMENTS - Cumulative Basis HTML 34K Adjustment for Fair Value Hedges (Details) 46: R50 FINANCIAL INSTRUMENTS - Effect of Hedge Activity HTML 41K on Income and Expense (Details) 34: R51 FINANCIAL INSTRUMENTS - Derivatives, Gains and HTML 57K Losses (Details) 65: R52 LEASES - Lease income (Details) HTML 36K 96: R53 LEASES - Sales and Direct Financing Leases HTML 51K (Details) 47: R54 LEASES - Operating Leases (Details) HTML 46K 35: R55 FINANCING RECEIVABLES, RECEIVABLES HTML 92K PURCHASED/PARTICIPATED FROM IBM - Net of Allowances (Details) 66: R56 FINANCING RECEIVABLES, RECEIVABLES HTML 125K PURCHASED/PARTICIPATED FROM IBM - By Portfolio Segment (Details) 97: R57 FINANCING RECEIVABLES, RECEIVABLES HTML 103K PURCHASED/PARTICIPATED FROM IBM - Past Due (Details) 45: R58 FINANCING RECEIVABLES, RECEIVABLES HTML 132K PURCHASED/PARTICIPATED FROM IBM - Credit Quality Indicators (Details) 36: R59 Other Assets (Details) HTML 43K 73: R60 BORROWINGS - Short-Term Debt (Details) HTML 53K 85: R61 BORROWINGS - Long-Term Debt, Components (Details) HTML 84K 49: R62 BORROWINGS - Post Swap Borrowing (Details) HTML 52K 16: R63 BORROWINGS - Contractual Maturities (Details) HTML 58K 75: R64 BORROWINGS - Interest on Debt (Details) HTML 32K 87: R65 BORROWINGS - Lines of Credit (Details) HTML 63K 51: R66 Other Liabilities (Details) HTML 44K 18: R67 EQUITY ACTIVITY - Reclassifications and Taxes HTML 85K (Details) 78: R68 EQUITY ACTIVITY - AOCI Rollforward (Details) HTML 57K 84: R69 CONTINGENCIES AND COMMITMENTS - Contingencies HTML 30K (Details) 102: R70 CONTINGENCIES AND COMMITMENTS - Commitments HTML 33K (Details) 70: R71 TAXES - Income before Income Taxes (Details) HTML 38K 32: R72 TAXES - Provision by Geographic Operations HTML 36K (Details) 44: R73 TAXES - Provision by Taxing Jurisdiction (Details) HTML 63K 99: R74 TAXES - Tax Rate Reconciliation (Details) HTML 48K 68: R75 TAXES - Tax Rate Reconciliation Narrative HTML 47K (Details) 30: R76 TAXES - Deferred Taxes (Details) HTML 60K 42: R77 TAXES - Carryforwards (Details) HTML 35K 103: R78 TAXES - Uncertain Tax Liabilities and HTML 40K Undistributed Foreign Earnings (Details) 67: R79 Retirement-Related Benefits (Details) HTML 51K 101: R80 SEGMENT INFORMATION - Business Segments (Details) HTML 68K 69: R81 SEGMENT INFORMATION - Assets Reconciliation HTML 53K (Details) 31: R82 SEGMENT INFORMATION - Geographical Information HTML 69K (Details) 43: R83 Divestiture (Details) HTML 35K 100: R84 Schedule Ii Valuation and Qualifying Accounts and HTML 39K Reserves (Details) 33: XML IDEA XML File -- Filing Summary XML 183K 61: XML XBRL Instance -- ibmc-20191231x10ka9a1bf_htm XML 5.37M 86: EXCEL IDEA Workbook of Financial Reports XLSX 125K 11: EX-101.CAL XBRL Calculations -- ibmc-20191231_cal XML 237K 12: EX-101.DEF XBRL Definitions -- ibmc-20191231_def XML 833K 13: EX-101.LAB XBRL Labels -- ibmc-20191231_lab XML 1.37M 14: EX-101.PRE XBRL Presentations -- ibmc-20191231_pre XML 1.23M 10: EX-101.SCH XBRL Schema -- ibmc-20191231 XSD 198K 59: JSON XBRL Instance as JSON Data -- MetaLinks 417± 646K 98: ZIP XBRL Zipped Folder -- 0001558370-20-001786-xbrl Zip 420K
ibmc_EX4_1 |
Exhibit 4.1
IBM Credit LLC
Limited Liability Company Interests of IBM Credit LLC (IBM Credit or the company) registered under Section 12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)
Limited Liability Company Interests
IBM Credit, a Delaware limited liability company, is an indirect, wholly owned subsidiary of International Business Machines Corporation (IBM). All of the limited liability company interests in IBM Credit are owned by IBM GF International Holdings LLC, a Delaware limited liability company (the Member), which is also an indirect, wholly owned subsidiary of IBM. The company has no other class of equity securities issued and outstanding. The Member has no obligation to make any further payments for the purchase of limited liability company interests or contributions to the company solely by reason of its ownership of such interests (except as may otherwise be required by the Delaware Limited Liability Company Act (the DLLCA)). The following description contains a summary of some of the important provisions of the Limited Liability Company Interests, does not purport to be complete and is subject to and qualified in its entirety by reference to the certificate of formation, the certificate of conversion and the Limited Liability Company Agreement (the LLC Agreement) which are included as exhibits to this Form 10-K.
Distribution Rights
Under the DLLCA and the LLC Agreement, each interest holder is a member of IBM Credit and has the right to receive a share of IBM Credit’s profits and losses and to receive distributions of IBM Credit’s assets, if and when determined by the board of managers, and to participate in the distribution of IBM Credit’s assets in the event that IBM Credit is dissolved or liquidated.
Transfer Restrictions
The LLC Agreement provides that the Member may sell, assign, dispose of or otherwise transfer, pledge or encumber in whole or in part its membership interest in IBM Credit.
Voting Rights/Board of Managers
The LLC Agreement provides that the business affairs of IBM Credit shall be managed by a board of managers. The members of the board of managers are designated by the Member.
Additional or Substitute Members
The LLC Agreement provides that no substitute or additional membership interests may be created without the approval of the Member.
Liquidation Rights
Under the DLLCA and the LLC Agreement, in the event that IBM Credit is liquidated, dissolved, or wound up, after payment (or making provision for payment) of IBM Credit’s debts, liabilities and other obligations, membership interests are entitled to receive a share of the balance of IBM Credit’s remaining assets, if any, in accordance with the DLLCA.
Liability
The LLC Agreement provides that the Member is generally not liable for the obligations of IBM Credit, except as otherwise provided in the DLLCA.
Books and Records
Under the DLLCA, interest holders are entitled, on written demand and subject to certain limitations, to inspect IBM Credit’s books and records and are entitled to receive periodic financial information from IBM Credit, in each case, as provided in the DLLCA.