Item 1. Business.
Item 1A.
Item 1A. Risk Factors.
Item 2. Properties.
Item 3. Legal Proceedings.
Item 4. Submission of Matters to a Vote of Security Holders.
Item 1B.
Item 1B. Unresolved Staff Comments.
None.
Substitute information provided in accordance with General Instruction J to From 10-K:
Item 1112(b) of Regulation AB. Significant Obligors of Pool Assets (Financial Information).
None.
Item 1114(b)(2) of Regulation AB. Information Regarding Significant Enhancement Providers.
None.
Item 1115(b) of Regulation AB. Certain Derivatives Instruments (Financial Information).
None.
Item 1117 of Regulation AB. Legal Proceedings.
None.
PART II
The following items have been omitted in accordance with General Instruction J to Form 10-K:
Item 5.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Item 6.
Item 6. Selected Financial Data.
Item 7.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Item 7A.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Item 8.
Item 8. Financial Statements and Supplementary Data.
Item 9.
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
Item 9A.
Item 9A. Controls and Procedures.
Item 9A(T). Controls and Procedures.
Item 9B.
Item 9B. Other Information.
None.
PART III
The following items have been omitted in accordance with General Instruction J to Form 10-K:
Item 10.
Item 10. Directors, Executive Officers and Corporate Governance.
Item 11.
Item 11. Executive Compensation.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Item 13.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
Item 14.
Item 14. Principal Accounting Fees and Services.
Substitute information provided in accordance with General Instruction J to Form 10-K:
Item 1119 of Regulation AB. Affiliations and Certain Relationships and Related Transactions.
Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the Instruction to Item 1119.
Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria.
Reports on assessment of compliance required by Item 1122 of Regulation AB are filed as exhibits to this Form 10-K.
Item 1123 of Regulation AB. Servicer Compliance Statement.
Compliance statements required by Item 1123 of Regulation AB are filed as exhibits to this Form 10-K.
PART IV
Item 15.
Item 15. Exhibits, Financial Statement Schedules.
(a)(1) Not Applicable.
(a)(2) Not Applicable.
(a)(3) Not Applicable.
(b) Exhibits.
The exhibits listed below are either included or incorporated by reference as indicated:
Exhibit No.
Exhibit Description
Exhibit 4.1
Indenture, dated as of January 31, 2007, among HSBC Automotive Trust (USA) 2007-1 (the “Issuing Entity”), Deutsche Bank Trust Company Americas, as Indenture Trustee (the “Indenture Trustee”), and HSBC Bank USA, National Association, as Administrator (the “Administrator”) (incorporated by reference to Exhibit 4.1 to the Issuing Entity's Current Report on Form 8-K dated January 31, 2007 and filed with the Securities and Exchange Commission on February 12, 2007).
Exhibit 4.2
Amended and Restated Trust Agreement, dated as of January 31, 2007, between the Depositor and U.S. Bank Trust National Association, as Owner Trustee (the “Owner Trustee”) (incorporated by reference to Exhibit 4.2 to the Issuing Entity's Current Report on Form 8-K dated January 31, 2007 and filed with the Securities and Exchange Commission on February 12, 2007).
Exhibit 4.3
Sale and Servicing Agreement, dated as of January 31, 2007, among the Issuing Entity, HSBC Finance Corporation, as Servicer (the “Servicer”), HSBC Auto Receivables Corporation, as Seller (the “Seller”), the Indenture Trustee, and the Administrator (incorporated by reference to Exhibit 4.3 to the Issuing Entity's Current Report on Form 8-K dated January 31, 2007 and filed with the Securities and Exchange Commission on February 12, 2007).
Exhibit 4.4
Series Supplement, dated as of January 31, 2007, among the Issuing Entity, the Servicer, the Seller, the Indenture Trustee, the Owner Trustee and the Administrator (incorporated by reference to Exhibit 4.4 to the Issuing Entity's Current Report on Form 8-K dated January 31, 2007 and filed with the Securities and Exchange Commission on February 12, 2007).
Exhibit 10.1
Deposit Account Control Agreement, dated as of January 31, 2007, among the Issuing Entity, the Indenture Trustee and HSBC Bank USA, National Association, as Administrator and as Bank (incorporated by reference to Exhibit 10.1 to the Issuing Entity’s Current Report on Form 8-K dated January 31, 2007 and filed with the Securities and Exchange Commission on February 12, 2007).
Exhibit 10.2
Master Receivables Purchase Agreement, dated as of August 8, 2002, between HSBC Auto Credit Inc. (formerly Household Automotive Credit Corporation), as Seller, and HSBC Auto Receivables Corporation (formerly Household Auto Receivables Corporation), as Purchaser (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K dated June 8, 2006 and filed with the Securities and Exchange Commission on June 14, 2006 in connection with Registration Statement No. 333-131714-01).
Exhibit 10.3
Master Receivables Purchase Agreement, dated as of November 18, 2002, between HSBC Auto Finance Inc. (formerly Household Automotive Finance Corporation), as Seller, and HSBC Auto Receivables Corporation (formerly Household Auto Receivables Corporation), as Purchaser (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K dated June 8, 2006 and filed with the Securities and Exchange Commission on June 14, 2006 in connection with Registration Statement No. 333-131714-01).
Exhibit 23.1
Consent of KPMG LLP of HSBC Finance Corporation dated March 24, 2008.
Exhibit 23.2
Consent of KPMG LLP of HSBC Auto Finance Inc. dated March 24, 2008.
Exhibit 23.3
Consent of KPMG LLP of HSBC Technology & Services (USA) Inc. dated March 24, 2008.
Exhibit 23.4
Consent of KPMG LLP of HSBC Electronic Data Processing (India) Private Limited dated March 24, 2008.
Exhibit 23.5
Consent of KPMG LLP of HSBC Electronic Data Processing (Philippines) Inc. dated March 24, 2008.
Exhibit 31
Certification Pursuant to Rule 13a-14(d)/15d-14(d) of the Securities Exchange Act of 1934.
Exhibit 33.1
Report on Compliance With Applicable Servicing Criteria Pursuant to Item 1122 of Regulation AB Under the Securities Act of 1934 of HSBC Finance Corporation.
Exhibit 33.1
Report on Compliance With Applicable Servicing Criteria Pursuant to Item 1122 of Regulation AB Under the Securities Act of 1934 of HSBC Finance Corporation.
Exhibit 33.2
Report on Compliance With Applicable Servicing Criteria Pursuant to Item 1122 of Regulation AB Under the Securities Act of 1934 of HSBC Auto Finance Inc.
Exhibit 33.3
Report on Compliance With Applicable Servicing Criteria Pursuant to Item 1122 of Regulation AB Under the Securities Act of 1934 of HSBC Technology & Services (USA) Inc.
Exhibit 33.4
Report on Compliance With Applicable Servicing Criteria Pursuant to Item 1122 of Regulation AB Under the Securities Act of 1934 of HSBC Electronic Data Processing (India) Private Limited.
Exhibit 33.5
Report on Compliance With Applicable Servicing Criteria Pursuant to Item 1122 of Regulation AB Under the Securities Act of 1934 of HSBC Electronic Data Processing (Philippines) Inc.
Exhibit 34.1
Attestation Report on Assessment of Compliance with Servicing Criteria for Asset Backed Securities of KPMG LLP with respect to HSBC Finance Corporation.
Exhibit 34.2
Attestation Report on Assessment of Compliance with Servicing Criteria for Asset Backed Securities of KPMG LLP with respect to HSBC Auto Finance Inc.
Exhibit 34.3
Attestation Report on Assessment of Compliance with Servicing Criteria for Asset Backed Securities of KPMG LLP with respect to HSBC Technology & Services (USA) Inc.
Exhibit 34.4
Attestation Report on Assessment of Compliance with Servicing Criteria for Asset Backed Securities of KPMG LLP with respect to HSBC Electronic Data Processing (India) Private Limited.
Exhibit 34.5
Attestation Report on Assessment of Compliance with Servicing Criteria for Asset Backed Securities of KPMG LLP with respect to HSBC Electronic Data Processing (Philippines) Inc.
Exhibit 35.1
Servicer Compliance Certificate Pursuant to Item 1123 of Regulation AB Under the Securities Act of 1934 of HSBC Finance Corporation.
Exhibit 35.2
Servicer Compliance Certificate Pursuant to Item 1123 of Regulation AB Under the Securities Act of 1934 of HSBC Auto Finance Inc.
Exhibit 35.3
Servicer Compliance Certificate Pursuant to Item 1123 of Regulation AB Under the Securities Act of 1934 of HSBC Technology & Services (USA) Inc.
Exhibit 35.4
Servicer Compliance Certificate Pursuant to Item 1123 of Regulation AB Under the Securities Act of 1934 of HSBC Electronic Data Processing (India) Private Limited.
Exhibit 35.5
Servicer Compliance Certificate Pursuant to Item 1123 of Regulation AB Under the Securities Act of 1934 of HSBC Electronic Data Processing (Philippines) Inc.