Form TA-1 Filer Information | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM TA-1 | OMB APPROVAL |
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TA-1 : Filer Information
Form Version X0405 |
1(a). Filer CIK: | 0001812230 |
1(b). Filer CCC: | ******** |
1(c). Is this a LIVE or TEST submission? | Live Test |
1(d). Would you like a Return Copy? | Yes |
Submission Contact Information
The registrant may provide a single e-mail address for contact purposes.1(f)(i). Contact Name: | |
1(f)(ii). Contact Phone Number: | |
1(f)(iii). Contact E-Mail Address: |
Notification Information
The registrant may provide additional e-mail addresses for those persons the filer would like to receive notification e-mails regarding the filing.1(g). Notification E-mail Address: |
TA-1 : Registrant Information
2. Appropriate regulatory agency (check one): | Securities and Exchange Commission Federal Deposit Insurance Corporation Comptroller of the Currency |
3(a). Full Name of Registrant: | Ankura Trust Company, LLC |
3(a)(i). Previous name, if being amended: | |
3(b). Financial Industry Number (FINS) number: | 356147 |
3(c). Address of principal office where transfer agent activities are, or will be, performed:
3(c)(i). Address 1 | 140 Sherman Street, 4th Floor |
3(c)(ii). Address 2 | |
3(c)(iii). City | Fairfield |
3(c)(iv). State or Country | CONNECTICUT |
3(c)(v). Postal Code | 06824 |
3(d). Is Mailing address different from response to Question 3c? If "yes" provide address(es): | Yes No |
3(e). Telephone Number (Include Area Code) | (475) 282-1605 |
4. Does Registrant conduct, or will it conduct, transfer agent activities at any location other than that given in Questions 3(c) above? If "Yes" provide address (es): | Yes No |
Other Business Location Record: 1 | |
4(a)(i). Address 1 | 214 North Main Street |
4(a)(ii). Address 2 | |
4(a)(iii). City | Concord |
4(a)(iv). State or Country | NEW HAMPSHIRE |
4(a)(v). Postal Code | 03301 |
Other Business Location Record: 2 | |
4(a)(i). Address 1 | 60 State Street |
4(a)(ii). Address 2 | Suite 700 |
4(a)(iii). City | Boston |
4(a)(iv). State or Country | MASSACHUSETTS |
4(a)(v). Postal Code | 02109 |
5. Does registrant act, or will it act, as a transfer agent solely for its own securities, and/or securities of an affiliate(s)? | Yes No |
6. Has registrant, as a named transfer agent, engaged, or will it engage, a service company to perform any transfer agent functions? | Yes No |
7. Has registrant been engaged, or will it be engaged as a service company by a named transfer agent to perform transfer agent functions? | Yes No |
TA-1 : Independent, Non-Issuer Registrant Information
Completion of Question 8 on this form is required by all independent, non-issuer registrants whose appropriate regulatory authority is the Securities and Exchange Commission. Those registrants who are not required to complete Question 8 should select "Not Applicable".
8. Is registrant a: | Other | Limited Liability Company |
Section for Initial Registration and for Amendments Reporting Additional Persons.
Proprietor or other entity information Related to item 8 Record: 1
8(a)(i). Full Name | Ankura Trust Parent, LLC |
8(a)(ii). Relationship Start Date | 12/27/2017 |
8(a)(iii). Title or Status | Parent Holding Company |
8(a)(iv). Description of Authority | addt'l info in attached Supplement |
Proprietor or other entity information Related to item 8 Record: 2
8(a)(i). Full Name | Ankura Intermediate Holdings, LP |
8(a)(ii). Relationship Start Date | 12/17/2017 |
8(a)(iii). Title or Status | Parent Holding Company |
8(a)(iv). Description of Authority | Sole Member of Ankura Trust Parent, LLC |
Proprietor or other entity information Related to item 8 Record: 3
8(a)(i). Full Name | Ankura Holdings, LP |
8(a)(ii). Relationship Start Date | 12/17/2017 |
8(a)(iii). Title or Status | Parent Holding Company |
8(a)(iv). Description of Authority | addt'l info in attached Supplement |
Proprietor or other entity information Related to item 8 Record: 4
8(a)(i). Full Name | ACG GP, LLC |
8(a)(ii). Relationship Start Date | 12/17/2017 |
8(a)(iii). Title or Status | Parent Holding Company |
8(a)(iv). Description of Authority | addt'l info in attached Supplement |
Proprietor or other entity information Related to item 8 Record: 5
8(a)(i). Full Name | Madison Dearborn Capital Partners VII-B L.P. |
8(a)(ii). Relationship Start Date | 12/17/2017 |
8(a)(iii). Title or Status | MDP structuring entity |
8(a)(iv). Description of Authority | addt'l info in attached supplement |
Proprietor or other entity information Related to item 8 Record: 6
8(a)(i). Full Name | Madison Dearborn Capital Partners,VII Executive-B, L.P. |
8(a)(ii). Relationship Start Date | 12/17/2017 |
8(a)(iii). Title or Status | Investor |
8(a)(iv). Description of Authority | addt'l info in attached supplement |
Proprietor or other entity information Related to item 8 Record: 7
8(a)(i). Full Name | MDCP VII-C ACG Holdings, L.P. |
8(a)(ii). Relationship Start Date | 12/17/2017 |
8(a)(iii). Title or Status | Investor and MDP structuring entity |
8(a)(iv). Description of Authority | addt'l info in attached supplement |
Proprietor or other entity information Related to item 8 Record: 8
8(a)(i). Full Name | Madison Dearborn Partners VII-B, L.P. |
8(a)(ii). Relationship Start Date | 12/17/2017 |
8(a)(iii). Title or Status | General Partner of Investor |
8(a)(iv). Description of Authority | addt'l info in attached supplement |
Proprietor or other entity information Related to item 8 Record: 9
8(a)(i). Full Name | MDCP VII-C ACG Holdings, Inc. |
8(a)(ii). Relationship Start Date | 12/17/2017 |
8(a)(iii). Title or Status | MDP structuring entity |
8(a)(iv). Description of Authority | addt'l info in attached supplement |
Proprietor or other entity information Related to item 8 Record: 10
8(a)(i). Full Name | Madison Dearborn Capital Partners VII-C, L.P. |
8(a)(ii). Relationship Start Date | 12/17/2017 |
8(a)(iii). Title or Status | Investor |
8(a)(iv). Description of Authority | addt'l info in attached supplement |
9. Does any person or entity not named in the answer to Question 8:
9(a). directly or indirectly, through agreement or otherwise exercise or have the power to exercise control over the management or policies of applicant, or;…. | Yes No |
9(b). wholly or partially finance the business of the applicant, directly or indirectly, in any manner other than by a public offering of securities made pursuant to the Securities Act of 1933 or by credit extended in the ordinary course of business by suppliers, banks and others?….. | Yes No |
TA-1 : 10. Applicant and Control Affiliate Disciplinary History
The following definitions apply for purposes of answering this Question 10
Control Affiliate | - An individual or firm that directly or indirectly controls, is under common control with, or is controlled by applicant. Included are any employees identified in 8(a), 8(b), 8(c) of this form as exercising control. Excluded are any employees who perform solely clerical, administrative support of similar functions, or who, regardless of title, perform no executive duties or have no senior policy making authority. |
Investment or investment related | - Pertaining to securities, commodities, banking, insurance, or real estate (including, but not limited to, acting as or being associated with a broker dealer, investment company, investment adviser, futures sponsor, bank, or savings and loan association). |
Involved | - Doing an act of aiding, abetting, counseling, commanding, inducing, conspiring with or failing reasonably to supervise another in doing an act. |
10(a). In the past ten years has the applicant or a control affiliate been convicted of or plead guilty or nolo contendere ("no contest") to:
10(a)(1). a felony or misdemeanor involving: investments or an investment-related business, fraud, false statements or omissions, wrongful taking of property, or bribery, forgery, counterfeiting, or extortion? | Yes No |
Entity information Related to item 10(a)(1) Record: 1
10(a)(1)(i). The individuals named in the Action | Univision Services Inc., a subsidiary of Univision Communications Inc., an affiliate under common control with Ankura Trust Company |
10(a)(1)(ii). Title of Action | Department of Justice (CR No. 10-00731; USA v. Univision Services, Inc. |
10(a)(1)(iii). Date of Action | 07/07/2010 |
10(a)(1)(iv). The Court or body taking the Action and its location | US District Court for the Central District of California and FCC |
10(a)(1)(v). Description of the Action | Univision Services Inc. pled guilty to one count of conspiracy to commit mail fraud in connection with a scheme perpetrated between 2002 and 2006 by a previously divested recording label unit to obtain increased radio broadcast time for certain records and artists pursuant to entry into a plea agreement with the Department of Justice. Another wholly-owned subsidiary of Univision Communications Inc., Univision Radio, Inc., concurrently entered into a consent decree addressing the same facts and circumstances with the Enforcement Bureau and the Media Bureau of the Federal Communications Commission (FRN 004945838; In the Matter of Univision Radio, Inc.; Federal Communications Commission). All terms of the plea agreement and the consent decree were completed without issue. No individual employees of Univision Communications Inc. or its subsidiaries were named in either action. |
10(a)(1)(vi). The disposition of the proceeding | Univision Communications Inc. sold the recording label implicated in the actions to Universal Music Group in 2008. |
10(a)(2). any other felony? | Yes No |
10(b). Has any court in the past ten years: | |
10(b)(1). enjoined the applicant or a control affiliate in connection with any investment-related activity? | Yes No |
10(b)(2). found that the applicant or control affiliate was involved in a violation of investment-related statutes or regulations? | Yes No |
10 (c). Has the U.S. Securities and Exchange Commission or the Commodity Futures Trading Commission ever: | |
10(c)(1). found the applicant or control affiliate to have made a false statement or omission? | Yes No |
Entity information Related to item 10(c)(1) Record: 1
10(c)(1)(i). The individuals named in the Action | Retirement Investment Advisors Inc., a wholly-owned subsidary of NFP Corp., a company under common control with (addt'l info in attached Supplement). |
10(c)(1)(ii). Title of Action | In the Matter of RETIREMENT INVESTMENT ADVISORS, INC., RESEARCH HOLDINGS, LLC, A |
10(c)(1)(iii). Date of Action | 03/26/2012 |
10(c)(1)(iv). The Court or body taking the Action and its location | SEC |
10(c)(1)(v). Description of the Action | The SEC alleged that Retirement Investment Advisors Inc. and one of its officers, Joseph Bowie, violated Section 20692) of the IAA. The Sec also alleged that Retirement Investment Advisors Inc. violated Section 204 of the IAA and Rule 204-2(A)(7)(I). The SEC alleged that one of the registrant's officers violated Section 206(4) of the IAA and Rule 206(4)-8. |
10(c)(1)(vi). The disposition of the proceeding | The SEC imposed civil and administrative penalties and fines of $37,500 for Retirement Investment Advisors Inc. and $25,000 for its officer.The SEC also issued a cease and desist, censure, and required disgorgement (addt'l info in attached Supplement) |
10(c)(2). found the applicant or control affiliate to have been involved in a violation of its regulation or statutes? | Yes No |
Entity information Related to item 10(c)(2) Record: 1
10(c)(2)(i). The individuals named in the Action | Retirement Investment Advisors Inc., a wholly-owned subsidiary of NFP Corp., a company under common control with (addt'l info in attached Supplement) |
10(c)(2)(ii). Title of Action | In the Matter of RETIREMENT INVESTMENT (addt'l info in attached Supplement) |
10(c)(2)(iii). Date of Action | 03/26/2012 |
10(c)(2)(iv). The Court or body taking the Action and its location | SEC |
10(c)(2)(v). Description of the Action | The SEC alleged that Retirement Investment Advisors Inc. and one of its officers, Joseph Bowie, violated Section 206(2) of the IAA. The SEC also alleged that Retirement Investment Advisors Inc. violated Section 204 of the IAA and Rule 204-2(A)(7)(I). The SEC alleged that one of the registrant's officers violated Section 206(4) of the IAA and Rule 206(4)-8. |
10(c)(2)(vi). The disposition of the proceeding | The SEC imposed civil and administrative penalties and fines of $37,500 for Retirement Investment Advisors Inc. and $25,000 for its officer. The SEC also issued a cease and desist, censure, and required disgorgement of (addt'l info in attached Supplement) |
10(c)(3). found the applicant or control affiliate to have been a cause of an investment-related business having its authorization to do business denied, suspended, revoked or restricted? | Yes No |
10(c)(4). entered an order denying, suspending or revoking the applicant’s or control affiliate’s registration or otherwise disciplined it by restricting its activities? | Yes No |
Entity information Related to item 10(c)(4) Record: 1
10(c)(4)(i). The individuals named in the Action | Retirement Investment Advisors Inc., a wholly-owned subsidiary of NFP Corp., a company under common control with (addt'l info in attached Supplement) |
10(c)(4)(ii). Title of Action | In the Matter of RETIREMENT INVESTMENT(addt'l info in attached Supplement) |
10(c)(4)(iii). Date of Action | 03/26/2012 |
10(c)(4)(iv). The Court or body taking the Action and its location | SEC |
10(c)(4)(v). Description of the Action | The SEC alleged that Retirement Investment Advisors Inc. and one of its officers, Joseph Bowie, violated Section 206(2) of the IAA. The SEC also alleged that Retirement Investment Advisors Inc. violated Section 204 of the IAA and Rule 204-2(A)(7)(I). The SEC alleged that one of the registrant's officers violated Section 206(4) of the IAA and Rule 206(4)-8. |
10(c)(4)(vi). The disposition of the proceeding | The SEC imposed civil and administrative penalties and fines of $37,500 for Retirement Investment Advisors Inc. and $25,000 for its officer. The SEC also issued a cease and desist, censure, and required disgorgement of (addt'l info in attached Supplement) |
10(d). Has any other Federal regulatory agency or any state regulatory agency : | |
10(d)(1). ever found the applicant or control affiliate to have made a false statement or omission or to have been dishonest, unfair, or unethical? | Yes No |
10(d)(2). ever found the applicant or control affiliate to have been involved in a violation of investment-related regulations or statutes? | Yes No |
10(d)(3). ever found the applicant or control affiliate to have been a cause of an investment-related business having its authorization to do business Denied, suspended, revoked or restricted? | Yes No |
Entity information Related to item 10(d)(3) Record: 1
10(d)(3)(i). The individuals named in the Action | Guardsman US, LLC |
10(d)(3)(ii). Title of Action | In the Matter of Guardsman US, LLC, Order (addt'l info in attached Supplement) |
10(d)(3)(iii). Date of Action | 03/18/2019 |
10(d)(3)(iv). The Court or body taking the Action and its location | State of Washington, Office of Insurance Commissioner |
10(d)(3)(v). Description of the Action | Failure to file its annual report by the required due for the year ending December 31, 2018. |
10(d)(3)(vi). The disposition of the proceeding | Reinstated on April 1, 2019 by Order 19-0128. |
Entity information Related to item 10(d)(3) Record: 2
10(d)(3)(i). The individuals named in the Action | WS Aftermarket Services Corporation |
10(d)(3)(ii). Title of Action | In the Matter of WS Aftermarket Services (addt'l info in attached Supplement) |
10(d)(3)(iii). Date of Action | 03/18/2019 |
10(d)(3)(iv). The Court or body taking the Action and its location | State of Washington, Office of Insurance Commissioner |
10(d)(3)(v). Description of the Action | Failure to file its annual report by the required due for the year ending December 31, 2018. |
10(d)(3)(vi). The disposition of the proceeding | Reinstated July 22, 2019 by Order 19-0358 |
Entity information Related to item 10(d)(3) Record: 3
10(d)(3)(i). The individuals named in the Action | Warrantech Automotive, Inc. |
10(d)(3)(ii). Title of Action | In the Matter of Warrantech Automotive, (addt'l info in attached Supplement) |
10(d)(3)(iii). Date of Action | 03/05/2019 |
10(d)(3)(iv). The Court or body taking the Action and its location | State of Washington, Office of Insurance Commissioner |
10(d)(3)(v). Description of the Action | Its filed financial statements indicate entity appears to be insolvent (i.e., liabilities exceed assets). |
10(d)(3)(vi). The disposition of the proceeding | Pending Washington Office of Insurance Commissioner's review of its amended and corrected year end 2018 financial information. |
Entity information Related to item 10(d)(3) Record: 4
10(d)(3)(i). The individuals named in the Action | Warrantech Consumer Product Services Inc. of Florida |
10(d)(3)(ii). Title of Action | License Revocation |
10(d)(3)(iii). Date of Action | 09/02/1994 |
10(d)(3)(iv). The Court or body taking the Action and its location | Kansas Insurance Department |
10(d)(3)(v). Description of the Action | Failure of designated producer to renew his individual producer license |
10(d)(3)(vi). The disposition of the proceeding | Status: Warrantech Consumer Product Services Inc. re-submitted a non-resident business entity producer license in Kansas in August 2001 and was granted the license in September 17, 2001. |
10(d)(4). in the past ten years entered an order against the applicant or control affiliate in connection with investment-related activity? | Yes No |
10(d)(5). ever denied, suspended, or revoked applicant’s or control affiliate’s registration or license, or prevented it from associating with an investment-related business, or otherwise disciplined it by restricting its activities? | Yes No |
10(d)(6). ever revoked or suspended the applicant’s or a control affiliate’s license as an attorney or accountant? | Yes No |
10(e)(1). found the applicant or a control affiliate to have made a false statement or omission? | Yes No |
10(e)(2). found the applicant or a control affiliate to have been involved in a violation of its rules? | Yes No |
10(e)(3). found the applicant or a control affiliate to have been the cause of an investment-related business losing its authorization to do business? | Yes No |
10(e)(4). disciplined the applicant or a control affiliate by expelling or suspending it from membership, by barring or suspending its association with other members, or by otherwise restricting its activities? | Yes No |
10(f). Has any foreign government, court, regulatory agency or exchange ever entered an order against the applicant or a control affiliate related to investments or fraud? | Yes No |
Entity information Related to item 10(f) Record: 1
10(f)(i). The individuals named in the Action | Towergate Underwriting Group Limited, an entity in common control with the applicant. |
10(f)(ii). Title of Action | Not Applicable |
10(f)(iii). Date of Action | 07/13/2016 |
10(f)(iv). The Court or body taking the Action and its location | UK Financial Conduct Authority |
10(f)(v). Description of the Action | The FCA brought an enforcement action against TUGL, an insurance intermediary which during its normal business operations holds both client and insurer money. TUGL accumulated a shortfall of 12.6 million pounds in its client and insurer money accounts, which due to significant systems and control weaknesses went undetected for several years. |
10(f)(vi). The disposition of the proceeding | The FCA imposed a civil money penalty of 2,632,000 pounds. |
10(g). Is the applicant or a control affiliate now the subject of a proceeding that could result in a yes answer for questions 10(a) – 10(f) ? | Yes No |
Entity information Related to item 10(g) Record: 1
10(g)(i). The individuals named in the Action | Excess Reinsurance Underwriters Agency, a subsidiary of NFP Corp., an affiliate under common control with Ankura Trust Company. |
10(g)(ii). Title of Action | Stanford Hospital v. Excess Reinsurance Underwriters Agency et al |
10(g)(iii). Date of Action | 07/01/2019 |
10(g)(iv). The Court or body taking the Action and its location | Superior Court of the State of California, County of Santa Clara |
10(g)(v). Description of the Action | Excess Reinsurance Underwriters Agency and NFP Property & Casualty Services, Inc., two subsidiaries of NFP Corp., an affiliate under common control with Ankura Trust Company are currently subject of private civil litigation alleging fraud and other claims relating to sale of insurance. The litigation was brought by the insured party and does not involve the federal, state or foreign insurance or securities regulators. Complaints were filed by the insured and these claims are currently being actively defended. |
10(g)(vi). The disposition of the proceeding | Status: currently being defended |
Entity information Related to item 10(g) Record: 2
10(g)(i). The individuals named in the Action | NFP Property & Casualty Services, Inc., a subsidiary of NFP Corp., an affiliate under common control with Ankura Trust Company. |
10(g)(ii). Title of Action | Ali Dibaei v. NFP Property & Casualty Services, Inc. |
10(g)(iii). Date of Action | 05/01/2019 |
10(g)(iv). The Court or body taking the Action and its location | Superior Court of the State of California, County of Los Angeles |
10(g)(v). Description of the Action | Excess Reinsurance Underwriters Agency and NFP Property & Casualty Services, Inc., two subsidiaries of NFP Corp., an affiliate under common control with Ankura Trust Company are currently subject of private civil litigation alleging fraud and other claims relating to sale of insurance. The litigation was brought by the insured party and does not involve the federal, state or foreign insurance or securities regulators. Complaints were filed by the insured and these claims are currently being actively defended. |
10(g)(vi). The disposition of the proceeding | Status: currently being defended |
10(h). Has a bonding company denied, paid out on, or revoked a bond for the applicant or a control affiliate? | Yes No |
10(i). Does the applicant or a control affiliate have any unsatisfied judgments or liens against it? | Yes No |
TA-1 : Signature
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a) SIGNATURE: The registrant submitting this form, and as required, the SEC supplement and Schedules A-D, And the executing official hereby represent that all the information contained herein is true, correct and complete.11(a). Signature of Official responsible for Form: | James J. McGinley |
11(b). Telephone Number: | (646) 291-8547 |
11(c). Title of Signing Officer: | Chief Executive Officer |
11(d). Date Signed (Month/Day/Year): | 05/29/2020 |