Current Report 8k Sec (Page 19 of 22) in pdf

election of directors.

Instruction 4 to Item 5.07. If the registrant has furnished to its security holders proxy soliciting material containing the information

called for by paragraph (c), the paragraph may be answered by reference to the information contained in such material.

Instruction 5 to Item 5.07. A registrant may omit the information called for by this Item 5.07 if, on the date of the ﬁ ling of its report on

Form 8-K, the registrant meets the following conditions:

1. All of the registrant’s equity securities are owned, either directly or indirectly, by a single person which is a reporting

company under the Exchange Act and which has ﬁ led all the material required to be ﬁ led pursuant to Section 13, 14 or 15(d) thereof,

as applicable; and

2. During the preceding thirty-six calendar months and any subsequent period of days, there has not been any material

default in the payment of principal, interest, a sinking or purchase fund installment, or any other material default not cured within

thirty days, with respect to any indebtedness of the registrant or its subsidiaries, and there has not been any material default in the

payment of rentals under material long-term leases.

Item 5.08 Shareholder Director Nominations

(a) If the registrant did not hold an annual meeting the previous year, or if the date of this year’s annual meeting has been

changed by more than 30 calendar days from the date of the previous year’s meeting, then the registrant is required to disclose the

date by which a nominating shareholder or nominating shareholder group must submit the notice on Schedule 14N (§ 240.14n–101)

required pursuant to § 240.14a–11(b)(10), which date shall be a reasonable time before the registrant mails its proxy materials for the

meeting. Where a registrant is required to include shareholder director nominees in the registrant’s proxy materials pursuant to either

an applicable state or foreign law provision, or a provision in the registrant’s governing documents, then the registrant is required

to disclose the date by which a nominating shareholder or nominating shareholder group must submit the notice on Schedule 14N

required pursuant to § 240.14a–18.

(b) If the registrant is a series company as deﬁ ned in Rule 18f–2(a) under the Investment Company Act of 1940 (§ 270.18f–2 of

this chapter), then the registrant is required to disclose in connection with the election of directors at an annual meeting of shareholders

(or, in lieu of such an annual meeting, a special meeting of shareholders) the total number of shares of the registrant outstanding and

entitled to be voted (or if the votes are to be cast on a basis other than one vote per share, then the total number of votes entitled to

be voted and the basis for allocating such votes) on the election of directors at such meeting of shareholders as of the end of the most

recent calendar quarter.

Section 6 -Asset-Backed Securities

The Items in this Section 6 apply only to asset-backed securities. Terms used in this Section 6 have the same meaning as in Item 1101

of Regulation AB (17 CFR 229.1101).

Item 6.01 ABS Informational and Computational Material.

Report under this Item any ABS informational and computational material ﬁ led in, or as an exhibit to, this report.

Item 6.02 Change of Servicer or Trustee.

If a servicer contemplated by Item 1108(a)(2) of Regulation AB (17 CFR 229.1108(a)(2)) or a trustee has resigned or has been removed,

replaced or substituted, or if a new servicer contemplated by Item 1108(a)(2) of Regulation AB or trustee has been appointed, state the

date the event occurred and the circumstances surrounding the change. In addition, provide the disclosure required by Item 1108(d) of

Regulation AB (17 CFR 229.1108(c)), as applicable, regarding the servicer or trustee change. If a new servicer contemplated by Item

1108(a)(3) of this Regulation AB or a new trustee has been appointed, provide the information required by Item 1108(b) through (d) of

Regulation AB regarding such servicer or Item 1109 of Regulation AB (17 CFR 229.1109) regarding such trustee, as applicable.

Instruction.

To the extent that any information called for by this Item regarding such servicer or trustee is not determined or is unavailable at the time

of the required ﬁ ling, the registrant shall include a statement to this effect in the ﬁ ling and then must ﬁ le an amendment to its Form 8-K

ﬁ ling under this Item 6.02 containing such information within four business days after the information is determined or becomes available.

Item 6.03 Change in Credit Enhancement or Other External Support.

Current Report 8k Sec Page 19