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As Of Filer Filing For·On·As Docs:Size Issuer Agent 11/09/17 Ally Auto Assets LLC 305B2 11/09/17 1:1.6M Donnelley … Solutions/FA Ally Auto Receivables Trust 2017-5 |
Document/Exhibit Description Pages Size
1: 305B2 Statement of Eligibility by a Corporation HTML 31K
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 2017-5
(Exact name of obligor as specified in its charter)
| C/O BNY Mellon Trust of Delaware, 301 Bellevue Parkway, 3rd Floor, |
[Applied For] | |
| (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 9th day of November, 2017.
| 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 Reserve System Federal Deposit Insurance Corporation Office of the Comptroller of the Currency OMB Number 7100-0036 OMB Number 3064-0052 OMB Number 1557-0081 Approval expires March 31, 2020 Page 1 of 85 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 20170930 (RCON9999) This report is required by law: 12 U.S.C. § 324 (State member Unless the context indicates otherwise, the term “bank” in this banks); 12 U.S.C. §1817 (State nonmember 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 and senior management are responsible for establishing and maintaining an effective system of internal control, including controls over the Reports of Condition and Income. The Reports of Condition and Income are to be prepared in accordance with federal regulatory authority instructions. The Reports of Condition and Income must be signed by the Chief Financial Officer (CFO) of the reporting bank (or by the individual performing an equivalent function) and attested to by not less than two directors (trustees) for state nonmember banks and three directors for state member banks, national banks, and savings associations. I, the undersigned CFO (or equivalent) of the named bank, attest that the Reports of Condition and Income (including the supporting schedules) for this report date have been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and are true and correct to the best of my knowledge and belief. We. the undersigned directors (trustees), attest to the correctness of the Reports of Condition and Income (including the supporting schedules) for this report date and declare that the Reports of Condition and Income have been examined by us and to the best of our knowledge and belief have been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and are true and correct. Director (Trustee) Director (Trustee) Director (Trustee) Signature of Chief Financial Officer (or Equivalent) 10/27/2017 Date of Signature Submission of Reports Each bank must file its Reports of Condition and Income (Call Report) data by either. Using computer software to prepare its Call Report and then submitting the report data directly to the FFIEC’s Central Data Repository (CDR), an Internet-based system for data collection (https://cdr.ffiec.gov/cdr/), or Completing its Call Report in paper form and arranging with a software vendor or another party to convert the data into the electronic format that can be processed by the CDR. The software vendor or other party then must electronically submit the bank’s data file to the CDR. For technical assistance with submissions to the CDR. please contact the CDR Help Desk by telephone at (888) CDR-3111. by fax at (703) 774-3946, or by e-mail at CDR.Help@ffiec.gov. FDIC Certificate Number 623 (RSSD 9050) To fulfill the signature and attestation requirement for the Reports of Condition and Income for this report date, attach your bank’s completed signature page (or a photocopy or a computer generated version of this page) to the hard-copy record of the data file submitted to the CDR that your bank must place in its files. The appearance of your bank’s hard-copy record of the submitted data file need not match exactly the appearance of the FFIEC’s sample report forms, but should show at least the caption of each Call Report item and the reported amount. DEUTSCHE BANK TRUST COMPANY AMERICAS Legal Title of Bank (RSSD 9017) New York City (RSSD 9130) NY 10005 State Abbreviation (RSSD 9200) Zip Code (RSSD 9220) Legal Entity Identifier (LEI) [ 8EWQ2UQKS07AKK8ANH81 (Report only if your institution already has an LEI.) (RCON 9224) The estimated average border associated with this information collection is 74.9 hours per respondent and is expected to vary by institution, depending on individual circumstances. Burden estimates include the lime for reviewing instructions, gathering and maintaining data in the required form, and completing the information collection, but exclude the time for compiling and maintaining business records in the normal course of a respondent s activities. A Federal agency may not conduct or sponsor, and an organization (or a person) is not required to respond to a collection of formation. unless it displays a currency valid OMB control number. Comments concerning the accuracy of this burden estimate and suggestions for reducing this burden should be directed to the office of Information and Regulatory Affairs. Office of Management and Budget Washington. DC 20503. and to one of the following: Secretary. Board of Governors of the Federal Reserve System. 2dh and C Streets, NW. Washington. DC 20551: Legsilative and Regulatory Analysis Division. Office of the Comptroller of the Currency. Washington. DC 20219: Assistant Executive Secretary. Federal Deposit Insurance Corporation. Washington. DC 20429. 09/2017
Consolidated Report of Condition for Insured Banks and Savings Associations for September 30, 2017 FFIEC 041 Page 15 of 85 RC-1 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 (1) b. Interest-bearing balances 121 2. Securities: a. Held-to-maturity securities (from Schedule RC-B, column A) b. Available-for-sale securities (from Schedule RC-B, column D) . 3. Federal funds sold and securities purchased under agreements to resell: a. Federal funds sold b. Securities purchased under agreements to resell (3) 4. Loans and lease financing receivables (from Schedule RC-C): a. Loans and leases held for sale b. Loans and leases held for investment c. LESS: Allowance for loan and lease losses d. Loans and leases held for investment, net of allowance (item 4.b minus 4.c) 5. Trading assets (from Schedule RC-D) 6. Premises and fixed assets (including capitalized leases) 7. Other real estate owned (from Schedule RC-M) 8. Investments in unconsolidated subsidiaries and associated companies 9. Direct and indirect investments in real estate ventures 10. Intangible assets: a. Goodwill b. Other intangible assets (from Schedule RC-M) 11. Other assets (from Schedule RC-F) 12. Total assets (sum of items 1 through 11 ) Liabilities 13. Deposits: a. In domestic offices (sum of totals of columns A and C from schedule RC-E) (1) Noninterest-bearing (4) (2) Interest-bearing b. Not applicable 14. Federal funds purchased and securities sold under agreements to repurchase: a. Federal funds purchased (5) b. Securities sold under agreements to repurchase (6) 15. Trading liabilities (from Schedule RC-D) 16. Other borrowed money (includes mortQaQe indebtedness and obliQations under capitalized leases) (from Schedule RC-M) 17. and 18. Not applicable 19. Subordinated notes and debentures (7) 20. Other liabilities (from Schedule RC-G) 21 . Total liabilities (sum of items 13 through 20) 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 limited-life preferred stock and related surplus. RCON Amount 0081 34,000 1.a. 0071 20,482,000 1.b. 1754 0 2.a. 1773 0 2.b. B987 0 3.a. B989 12,000,000 3.b. 5369 0 4.a. 4.b. 4.c. 4.c. B529 9,728,000 4.d. 3545 0 5. 2145 13,000 6. 2150 0 7. 2130 0 8. 3656 0 9. 3163 0 10.a. 0426 25,000 10.b. 2160 1,043,000 11. 2170 43,325,000 12. 2200 32,086,000 13.a. 13.a.(1) 13.a.(2) B993 774,000 14a. B995 14.b. 3548 0 15. 3190 165,000 16. 3200 0 19. 2930 1,337,000 20. 2948 34,362,000 21. 6631 27,130,000 6636 4,956,000
M.1. M.1. FFIEC 041 Page 16 of 85 RC-2 Schedule RC—Continued Dollar Amounts in Thousands RCONAmount Equity Capital Bank Equity Capital 23. Perpetual preferred stock and related surplus 3838 0 24. Common stock Surplus (exclude all surplus related to preferred stock) 3230 2,127.000 3839610,000 26. a. Retained earnings 3632 6.227.000 b. Accumulated other comprehensive income (1) B530 (1.000) c. Other equity capital components (2) A130 0 27. a. Total bank equity capital (sum of items 23 through 26.c) 3210 8,963,000 b. Noncontrolling (minority) interests in consolidated subsidiaries 28. Total equity capital (sum of items 27.a and 27.b) Total liabilities and equity capital (sum of items 21 and 28)3000 0 G105 8,963.000 3300 43.325.000 23. 24. 25. 26.a. 26.b. 27.a. 28. 29. Memoranda To be reported with the March Report of Condition. Indicate in the box at the right 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 any date during 2016 rcon 6724 na m.1. 1a = An integrated audit of the reporting institution’s financial statements and its internal control over financial reporting conducted in accordance with the standards of the American Institute of Certified Public Accountants (AICPA) or Public Company Accounting Oversight Board (PCAOB) by an independent public accountant that submits a report on the institution 1b =An audit of the reporting institution’s financial statements only conducted in accordance with the auditing standards of the AICPA or the PCAOB by an independent public accountant that submits a report on the Institution 2a = An integrated audit of the reporting institution’s parent holding company’s consolidated financial statements and its internal control over financial reporting conducted in accordance with the standards of the AICPA or the PCAOB by an independent public accountant that submits a report on the consolidated holding company (but not on the institution separately) 1 b =An audit of the reporting institutions financial statements only conducted in accordance with the auditing standards of the AICPA or the PCAOB by a n independent public accountant that submits a report on the Institution 2a =An integrated audit of the reporting in institution’s parent holding company’s consolidated financial statements and its internal control over financial reporting conducted in accordance with the standards of the A ICPA or the PCAOB by an independent public accountant that submits a report on the consolidated holding company (but not on the institution separately) 2b = An audit of the reporting institution’s parent holding company’s consolidated financial statements only conducted in accordance with the auditing standards of the AICPA or the PCAOB by an Independent public accountant that submits a report on the consolidated holding company (but not on the institution separately) 3 = This number is not to be used 4 = Directors’ examination of the bank conducted in accordance with generally accepted auditing standards by a certified public accounting firm (may be required by state-chartering authority) 5 = Directors’ examination of the bank performed by other external auditors (may be required by state-chartering authority) 6 = Review of the bank’s financial statements by external auditors 7 = Compilation of the bank’s financial statements by external auditors 8 = Other audit procedures (excluding tax preparation work) 9 = No external audit work To be reported with the March Report of Condition. 2. Bank’s fiscal year-end date (report the date in MMDD format). RCON 8678 DATE NA 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, and accumulated defined benefit pension and other postretirement plan adjustments. 2. Includes treasury stock and unearned Employee Stock Ownership Plan shares.
| This ‘305B2’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 3/31/20 | ||||
| Filed on / Effective on: | 11/9/17 | |||
| 9/30/17 | 10-D, 10-D/A | |||
| 4/15/02 | ||||
| 2/27/02 | ||||
| 12/16/98 | ||||
| 9/25/98 | ||||
| 8/6/98 | ||||
| List all Filings | ||||