ALBA 2007 â 1 plc - Irish Stock Exchange

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THE ISSUER Introduction The Issuer was incorporated and registered in England and Wales under the Companies Act 1985 as a company with limited liability on 13 October 2006 with registered number 5965813 and registered address at Fifth Floor, 100 Wood Street, London EC2V 7EX, telephone number (+44 20 7606 5451). The issued share capital of the Issuer comprises 50,000 ordinary shares of £1 each, of which 49,999 are held by Holdings and one of which is held by the Share Trustee as nominee of Holdings under the terms of a declaration of trust. The entire share capital of Holdings is held by the Share Trustee under the terms of a share trust deed on trust for charitable institutions. Holdings will obtain the funding to capitalise the Issuer utilising the proceeds of a loan made to it on 27 February <strong>2007</strong> from the Share Trustee (the "Capitalisation Loan"). The Capitalisation Loan will be on terms under which interest shall accrue daily on the outstanding balance at a fixed rate of 10 per cent. per annum but such interest shall not be due until the Capitalisation Loan is repayable in full. The terms of the Capitalisation Loan will also provide, however, that it will be repayable in full (together with all accrued interest) on the earlier of the date on which the Notes are redeemed in full and the Final Payment Date. Employees The Issuer has no employees. Subsidi aries The Issuer has no subsidiaries. Directors The directors of the Issuer and their respective business addresses and their other principal activities are: Name Address Other Principal Activities L.D.C. Securitisation Director No.3 Limited L.D.C. Securitisation Director No.4 Limited Fifth Floor, 100 Wood Street, London EC2V 7EX Fifth Floor, 100 Wood Street, London EC2V 7EX corporate director corporate director The business address of each director of L.D.C Securitisation Director No.3 Limited and of L.D.C. Securitisation Director No. 4 Limited is Fifth Floor, 100 Wood Street, London EC2V 7EX. In accordance with the Corporate Services Agreement, the Corporate Services Provider will provide directors and other corporate services such as a registered office to the Issuer. The Issuer will pay the Corporate Services Provider an annual fee. The registered office of the Corporate Services Provider is Fifth Floor, 100 Wood Street, London EC2V 7EX. The appointment of the Corporate Services Provider may be terminated upon 90 days' notice from either party provided that a substitute corporate services provider acceptable to the Issuer, Holdings and the Trustee has been appointed. Activities The Issuer is a special purpose company and has been established specifically to acquire the Mortgage Pool. Its activities will be restricted by the terms and conditions of the Notes, the Instruments and the Transaction Documents and will be limited to the issue of the Notes, the Instruments, the ownership of the Mortgage Loans and their Related Security and other assets referred to herein, the exercise of
elated rights and powers, and other activities referred to herein or reasonably incidental thereto. These activities will include (a) the collection of all payments of (principal and interest) due from Borrowers on Mortgage Loans; (b) the operation of arrears procedures; (c) the enforcement of Mortgage Loans and their Related Security against Borrowers in default and (d) the funding of Further Advances and/or Ported Mortgage Loans made by the Seller on the Mortgage Loans. Substantially all of the above activities will be sub-contracted to the Servicer, the Special Servicer, the Cash Manager and the Master Servicer on an agency basis under the Servicing Agreement, the Special Servicer Agreement and the Cash Management, Master Servicing and Account Bank Agreement respectively. Financial Statements Since its date of incorporation, the Issuer has not commenced operations and no financial statements have been made up as at the date of this Prospectus. The Issuer intends to publish its first financial statements in respect of the period ending on 30 April <strong>2007</strong>. The Issuer will not prepare interim financial statements. The financial year of the Issuer ends on 30 April in each year.
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ALBA 2007 - 1 plc (Incorporated in
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As a condition to the issue of the
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PLC (in its capacity as account ban
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In connection with the issue and di
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SUMMARY INFORMATION This summary mu
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(a) (b) (c) the Completion Mortgage
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A2 Notes will rank in priority to t
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Noteholders and (iii) limiting the
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Principal Amount Outstanding togeth
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applicable, subject to the payment
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Agreement, the Cash Management, Mas
Page 23 and 24: Loans to the extent they accrue a f
Page 25 and 26: RISK FACTORS The following is a sum
Page 27 and 28: described in the previous sentence
Page 29 and 30: the Mortgage Rate for each of which
Page 31 and 32: Payments. The actual lives of the M
Page 33 and 34: status, repayment ability, debt-to
Page 35 and 36: There are concentrations of Propert
Page 37 and 38: and the right of the relevant Borro
Page 39 and 40: contracts) has to be issued or appr
Page 41 and 42: No assurance can be given that chan
Page 43 and 44: introduce alternative penalties for
Page 45 and 46: unforeseen taxable profits in the I
Page 47 and 48: company which is a party to an arra
Page 49 and 50: CREDIT STRUCTURE General The follow
Page 51 and 52: thereon) other than, following any
Page 53 and 54: Available Redemption Funds On any P
Page 55 and 56: (c) the Liquidity Facility is not r
Page 57 and 58: (d) (e) (f) the aggregate balance o
Page 59 and 60: (d) fourth, to the C Principal Defi
Page 61 and 62: In the event that the long-term, un
Page 63 and 64: the calculation period applicable t
Page 65 and 66: Assets except to the extent of any
Page 67 and 68: (B) (C) the special servicing fee d
Page 69 and 70: (xii) (xiii) (xiv) (xv) (xvi) (xvii
Page 71 and 72: (vii) (viii) (ix) seventh, pari pas
Page 73: credit of the Reserve Ledger to the
Page 77 and 78: CAPITALISATION STATEMENT The follow
Page 79 and 80: THE SERVICER Homeloan Management Li
Page 81 and 82: THE ACCOUNT BANK AND THE GIC PROVID
Page 83 and 84: THE INTEREST RATE SWAP COUNTERPARTY
Page 85 and 86: THIRD PARTY INFORMATION The informa
Page 87 and 88: insurance or endowment policy or ot
Page 89 and 90: Approximately 49.74 per cent. by lo
Page 91 and 92: • Investment properties (resident
Page 93 and 94: • Reference from current landlord
Page 95 and 96: • Properties under 10 years old w
Page 97 and 98: (a) (b) CCJs/Defaults will only be
Page 99 and 100: CHARACTERISTICS OF THE PRELIMINARY
Page 101 and 102: Distribution by Current Loan to Val
Page 103 and 104: Distribution by Property Type Curre
Page 105 and 106: 19. Distribution by Current Margin
Page 107 and 108: Distribution by Discount over Rever
Page 109 and 110: Distribution of Early Redemption Ch
Page 111 and 112: Distribution by Original Loan to Cu
Page 113 and 114: 9. Shared Ownership Status Shared O
Page 115 and 116: 17. Distribution by Arrears Multipl
Page 117 and 118: 24. Distribution by Interest Rate f
Page 119 and 120: Section C: Non-Conforming Mortgage
Page 121 and 122: Distribution by Total Number of Cou
Page 123 and 124: Distribution by Region Current Bala
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20. Distribution by Stabilised Marg
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27. Distribution of Early Redemptio
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companies and the Seller (or GMAC-R
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1. Lending Criteria Subject to GMAC
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SERVICING AND SPECIAL SERVICING OF
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The Servicer is, under the Servicin
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(m) (n) (o) (p) (q) (r) (s) (t) (u)
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(k) (l) (m) (n) the total balance o
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(o) (p) (q) the balance of the Port
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Any credit agreement intended to be
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Arrears must be dealt with sympathe
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(p) (q) (r) (s) interest on the Not
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Weighted Average Life of D Notes in
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SUMMARY OF PROVISIONS RELATING TO T
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TERMS AND CONDITIONS OF THE NOTES T
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In accordance with this Condition 2
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(g) (h) (i) (j) (k) (l) (m) (n) (o)
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(A) (B) (C) (D) (E) other than in r
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(xxi) (xxii) twenty-first, to pay a
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E = the aggregate Principal Amount
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Contract and the Corporate Services
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(a) (b) amounts (other than in resp
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The Trustee shall not be responsibl
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(e) the Rate of Interest for any In
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(i) (ii) in the event that the aggr
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amount of any Note Principal Paymen
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All of the B Noteholders and/or the
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Condition 8: Taxation All payments
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of such Noteholders of the relevant
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authorisation of any breach or prop
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No rights are conferred on any thir
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TERMS AND CONDITIONS OF THE MERCs T
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(i) (ii) (iii) a first fixed charge
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provided by the Cross Currency Swap
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to do so by the holders of at least
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Sunday on which banks are open for
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such MERCs, the alteration of the m
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tax) which would not be suffered we
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TERMS AND CONDITIONS OF THE SUBORDI
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Subordinated Notes scheduled to the
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and/or the Issuer Security Deed tog
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(vii) (viii) (ix) (x) (xi) (xii) (x
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Agreements, the Paying Agents, the
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(xii) (xiii) twelfth, to pay pari p
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In giving any consent to the forego
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LIBOR in effect for the Interest Pe
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(a) Final Redemption of the Subordi
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close of business on the sixth Busi
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indemnified and/or secured to its s
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Trustee will not be responsible for
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(b) Notwithstanding the other provi
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TERMS AND CONDITIONS OF THE R CERTI
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As security for the payment of all
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(B) (C) (D) amounts due and payable
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Mortgage Loans at the end of the pr
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(vii) seventh, to pay pro rata and
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(b) Restrictions on Activities (i)
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(c) Determination and Calculation b
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adjourned meeting, two or more pers
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If Definitive R Certificates are is
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UNITED KINGDOM TAXATION The followi
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EU DIRECTIVE ON THE TAXATION OF SAV
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or other person to which it sells t
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GENERAL INFORMATION 1. The issue of
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GLOSSARY £ .......................
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Cap Provider and Liquidity Facility
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E Principal Deficiency.............
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Interest Only Mortgage Loan........
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Noteholders .......................
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Receiptholders ....................
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Subordinated Noteholders ..........
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ALBA 2007 â 1 plc - Irish Stock Exchange