Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange

THE ISSUER
The Issuer, Titan Europe 2007-1 (NHP) Limited, was incorporated in Ireland on 28 March 2007
(registration number 437005) as a private company limited by shares under the Companies Acts 1963 to 2006 of
Ireland as a special purpose vehicle for the purpose of issuing the Notes. The registered office of the Issuer is
located at First Floor, 7 Exchange Place, International Financial Services Centre, Dublin 1, Ireland (telephone
number: +353 1 612 5555). The Issuer has no subsidiaries.
Principal Activities
The principal objects of the Issuer are set out in clause 3 of its memorandum of association and are, inter
alia, to purchase, take transfer of, invest in and acquire loans and any security given or provided by any person
in connection with such loans, to hold and manage and deal with, sell or alienate such loans and related security,
to borrow, raise and secure the payment of money by the creation and issue of bonds, debentures, notes or other
securities and to charge or grant security over the Issuer’s property or assets to secure its obligations.
Since the date of its incorporation, the Issuer has not commenced operations and no accounts have been
made up as at the date of this Offering Circular. The only activities in which the Issuer has engaged are those
incidental to its incorporation and registration as a private limited company under the Companies Acts 1963 to
2005 of Ireland, the authorisation of the issue of the Notes, the matters referred to or contemplated in this
Offering Circular and the authorisation, execution, delivery and performance of the other documents referred to
in this document to which it is a party and matters which are incidental or ancillary to the foregoing.
The Issuer will covenant to observe certain restrictions on its activities which are detailed in Condition 4
(Covenants), the Deed of Charge and Assignment and the Note Trust Deed. In addition, the Issuer will covenant
in the Note Trust Deed to provide written confirmation to the Note Trustee, on an annual basis, that no Note
Event of Default (or other matter which is required to be brought to the Note Trustee’s attention) has occurred in
respect of the Notes.
Directors and Secretary
The directors of the Issuer and their respective business addresses and other principal activities are:
Name
Roger McGreal
Alan Geraghty
Ruth Louise Samson
Principal Activities
Director
Accountant
Solicitor
The business address for each of the foregoing directors is First Floor, 7 Exchange Place, International
Financial Services Centre, Dublin 1, Ireland. The company secretary of the Issuer is Wilmington Trust SP
Services (Dublin) Limited, whose principal address is First Floor, 7 Exchange Place, International Financial
Services Centre, Dublin 1, Ireland.
The Corporate Services Provider will, under the terms of a corporate services agreement (the “Corporate
Services Agreement”) to be entered into on or about the Closing Date between, inter alios, the Issuer and the
Corporate Services Provider, provide certain corporate services to the Issuer and provide related corporate
administrative and company secretarial services. The Corporate Services Agreement may be terminated by
either the Issuer or the Corporate Services Provider upon 30 days’ written notice (with a copy to the Rating
Agencies). Such termination shall not take effect until a replacement corporate services provider has been
appointed.
Capitalisation and Indebtedness Statement
The capitalisation and indebtedness of the Issuer as at the date of this Offering Circular, adjusted to take
account of the issue of the Notes, is as follows:
Share Capital €
Authorised:
€100 divided into 100 ordinary shares of €1 each
Issued:
2 ordinary shares fully paid up to €1 each 2
Total 2
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