Ally Bank 2010 Annual Report Download

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Ally Financial Inc. (GOM)
10-K/A
Annual report pursuant to section 13 and 15(d)
Filed on 08/26/2011
Filed Period 12/31/2010

Table of contents

  • Page 1
    Ally Financial Inc. (GOM) 10-K/A Annual report pursuant to section 13 and 15(d) Filed on 08/26/2011 Filed Period 12/31/2010

  • Page 2
    ...200 Renaissance Center P.O. Box 200 Detroit, Michigan 48265-2000 (Address of principal executive offices) (Zip Code) (866) 710-4623 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act (all listed on the New York Stock Exchange): Title of...

  • Page 3
    ...: Ally Financial Inc. common equity is not registered with the Securities and Exchange Commission and there is no ascertainable market value for such common equity. At August 26, 2011, the number of shares outstanding of the Registrant's common stock was 1,330,970 shares. Documents incorporated by...

  • Page 4
    Explanatory Note Ally Financial Inc. (Ally) is filing this amendment No. 2 (the Amendment) to its Form 10-K for the year-ended December 31, 2010, which was originally filed with the U.S. Securities and Exchange Commission on February 25, 2011. The sole purpose of the Amendment is to file an amended ...

  • Page 5
    ... and Related Transactions, and Director Independence Principal Accounting Fees and Services Exhibits, Financial Statement Schedules 3 3 7 Item 9. Item 9A. Item 9B. Part III Item 10. Item 11. Item 12. Item 13. Item 14. Part IV Item 15. Index of Exhibits Signatures * Refer to the 2010 Form 10...

  • Page 6
    ... and Sale Agreement by and among General Motors Corporation, General Motors Acceptance Corporation, GM Finance Co. Holdings Inc and FIM Holdings LLC dated as of April 2, 2006 Amended and Restated Certificate of Incorporation of Ally Financial Inc., dated as of December 30, 2009 Certificate of...

  • Page 7
    ...Preferred Securities Guarantee Agreement between GMAC Inc. and The Filed as Exhibit 4.3 to the Company's Current Report on Form 8-K dated as of December 30, 2009, (File No. Bank of New York Mellon, dated as of December 30, 2009 1-3754), incorporated herein by reference. 4 Form of First Supplemental...

  • Page 8
    ..., LLC, Ally Bank and the Federal Deposit Insurance Corporation 10.9 Settlement agreement, dated December 23, 2010, by and between GMAC Mortgage, LLC, Residential Capital, LLC, Residential Funding Securities, LLC, Residential Asset Mortgage Products, Inc., Residential Funding Company LLC, Residential...

  • Page 9
    ... Stock Unit Award Agreement for Thomas Marano, dated March 25, 2010 ** Computation of Ratio of Earnings to Fixed Charges ** Ally Financial Inc. Subsidiaries as of December 31, 2010 ** Consent of Independent Registered Public Accounting Firm ** Certification of Principal Executive Officer pursuant to...

  • Page 10
    ..., thereunto duly authorized, this 26th day of August, 2011. Ally Financial Inc. (Registrant) /S/ MICHAEL A. CARPENTER Michael A. Carpenter Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf...

  • Page 11
    /S/ FRANKLIN W. HOBBS Franklin W. Hobbs Ally Chairman /S/ ROBERT T. BLAKELY Robert T. Blakely Director /S/ MICHAEL A. CARPENTER Michael A. Carpenter Chief Executive Officer and Director /S/ MAYREE C. CLARK Mayree C. Clark Director /S/ STEPHEN A. FEINBERG Stephen A. Feinberg Director /S/ KIM S. ...

  • Page 12
    ... 23, 2010 (the "Effective Date"), by and between Fannie Mae ("Fannie Mae") and GMAC Mortgage, LLC ("GMACM"), Residential Capital, LLC, Residential Funding Securities, LLC (d/b/a GMAC RFC Securities and f/k/a Residential Funding Securities Corporation), Residential Asset Mortgage Products, Inc...

  • Page 13
    ... or PLS Makewhole Payment made by the applicable GMACM Party. (b) "Covered Mortgages" means (i) all Single Family Mortgages serviced by GMACM on behalf of Fannie Mae as of or prior to June 30, 2010 under Fannie Mae Servicer number 12666 (but not including the Other Transferred Mortgages (as defined...

  • Page 14
    ... which is the subject of a confidential treatment request. This text has been separately filed with the Securities and Exchange Commission compliance with Fannie Mae Charter Act requirements (including, without limitation, ineligible loans on condotels or impermissible multifamily units, or the...

  • Page 15
    ... if the Mortgage Insurance Coverage had not been rescinded or cancelled. (h) "Other Transferred Mortgages" means Single Family Mortgages (other than the Nationstar Transferred Mortgages) that were serviced by GMACM under servicer number 12666 on behalf of Fannie Mae prior to June 30, 2010, but which...

  • Page 16
    ... GMACM and Nationstar Mortgage LLC, that arise in connection with servicing of the Single Family Mortgages including, without limitation, all of the day-to day servicing activities and reporting, remitting, and loss mitigation activities, all servicing representations, warranties and covenants...

  • Page 17
    ... loans on which it has previously remitted the Mortgage Insurance Coverage Payment to Fannie Mae, GMACM shall be entitled to retain such payment proceeds. (d) Subject to receipt by Fannie Mae of the Settlement Amount as described in Section 5, Fannie Mae agrees, with respect to the Other Transferred...

  • Page 18
    ... assignment of any Fannie Mae rights and remedies with respect to Fannie Mae's continuing ownership of any of the Covered Mortgages and the related notes, mortgages, deeds of trust, parcels of real estate securing the loans, and any insurance policies and other rights associated with the collection...

  • Page 19
    ...of any PLS Makewhole Mortgage exceed the amount of the PLS Makewhole Payment actually received by Fannie Mae (or its successor in interest to the relevant PLS Bond, as the case may be). The applicable GMACM Party will provide all information that Fannie Mae reasonably requests concerning the details...

  • Page 20
    ... the rights of the applicable GMACM Party in respect of the related loan and the GMACM Parties shall cooperate as may be reasonably requested by Fannie Mae and at the expense of Fannie Mae in connection with the enforcement of any such rights. 5. Settlement Amount: Transfer of Funds. In exchange for...

  • Page 21
    ... Accounts (as defined in the Escrow Agreement), to the below specified account of Fannie Mae (the "Settlement Account"), at or about 10:00 am, New York time, on the Funding Date, in accordance with the following instructions: Bank Name: [omitted] ABA: [omitted] Account Name: [omitted] Account Number...

  • Page 22
    ... in bankruptcy, as a fraudulent transfer, a preferential payment, or on any other basis seeking to invalidate the Settlement Amount or return of the funds paid, the funds accepted by Fannie Mae as the Settlement Amount shall be considered to have been subject to a perfected first lien security...

  • Page 23
    ... authority. Notices. All notices or demands given or made by one party to the other relating to this Agreement shall be in writing and either personally served or sent by registered or certified mail, postage prepaid, return receipt requested, overnight delivery service, or by electronic mail...

  • Page 24
    ... treatment request. This text has been separately filed with the Securities and Exchange Commission Attention: Tim Mayopoulos, Executive Vice President, Chief Administrative Officer, General Counsel & Corporate Secretary 3900 Wisconsin Avenue NW Washington, DC 20016 Telephone: (202) 752-7144 email...

  • Page 25
    ... the remainder of this Agreement shall be enforced to the fullest extent permitted by law. Entire Agreement; Amendment. This Agreement, together with that certain letter dated December 23, 2010 to Residential Capital, LLC, from the Federal Housing Finance Agency and Fannie Mae, contains the complete...

  • Page 26
    CONFIDENTIAL TREATMENT [***] Indicates that text has been omitted which is the subject of a confidential treatment request. This text has been separately filed with the Securities and Exchange Commission [SIGNATURE PAGES FOLLOW] 15

  • Page 27
    ...first above written. Fannie Mae By: /s/ Zach Oppenheimer Name: Title: Zach Oppenheimer Senior Vice President The GMACM Parties, other than Residential Funding Securities, LLC By: /s/ James N. Young Name: Title: James N. Young Chief Financial Officer Residential Funding Securities, LLC By: /s/ John...

  • Page 28
    ... treatment request. This text has been separately filed with the Securities and Exchange Commission ACKNOWLEDGEMENT AND CONFIRMATION OF THE FEDERAL HOUSING FINANCE AGENCY By signature of its authorized signatory below, the Federal Housing Finance Agency hereby acknowledges the execution and...

  • Page 29
    CONFIDENTIAL TREATMENT [***] Indicates that text has been omitted which is the subject of a confidential treatment request. This text has been separately filed with the Securities and Exchange Commission EXHIBIT A [***] 18

  • Page 30
    CONFIDENTIAL TREATMENT [***] Indicates that text has been omitted which is the subject of a confidential treatment request. This text has been separately filed with the Securities and Exchange Commission EXHIBIT B [***] 19

  • Page 31
    ..., DC 20016-2892 EXHIBIT C NOTICE OF EXCLUSIVE CONTROL December 23, 2010 JPMorgan Chase Bank, N.A 4 New York Plaza - 21st Floor New York, NY 10004 Attention: Rola Tseng Re: Escrow and Control Agreement dated as of March 27, 2008 (the "Agreement") among Fannie Mae as Secured Party, GMAC Mortgage, LLC...

  • Page 32
    ... treatment request. This text has been separately filed with the Securities and Exchange Commission Any funds remaining in the Accounts following the above-referenced $300 million disbursement to Fannie Mae shall be disbursed to GMAC Mortgage, LLC pursuant to such instructions as GMAC Mortgage, LLC...

  • Page 33
    Exhibit 31.1 I, Michael A. Carpenter, certify that: 1. 2. I have reviewed this report on Form 10-K/A of Ally Financial Inc.; and Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in ...

  • Page 34
    Exhibit 31.2 I, Jeffrey J. Brown, certify that: 1. 2. I have reviewed this report on Form 10-K/A of Ally Financial Inc.; and Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of...