Item 9A. Controls and Procedures
ITEM
9A. CONTROLS AND PROCEDURES
The
Registrant has procedures so as to provide reasonable assurance that its future Exchange Act filings will be filed within the
applicable time periods.
ITEM
9B. OTHER INFORMATION
None.
ITEM
9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not
Applicable.
PART
III
ITEM
10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Not Applicable.
ITEM
11. EXECUTIVE COMPENSATION
Not Applicable.
ITEM
12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
(a)
Securities Authorized For Issuance Under Equity
Compensation Plans: None.
(b)
Security Ownership Of Certain Beneficial Owners:
None.
(c)
Security Ownership Of Management: Not Applicable.
(d)
Changes In Control: None.
ITEM
13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
None.
ITEM
14. PRINCIPAL ACCOUNTING FEES AND SERVICES
Not Applicable.
12
PART
IV
ITEM
15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a)(1)
Financial Statements: Not Applicable.
(a)(2)
Financial Statement Schedules: Not Applicable.
(a)(3)
List of Exhibits
The
following exhibits are filed as part of, and incorporated by reference into, this Annual Report on Form 10-K:
4.1
For a description of the securities of the PPLUS Trust Series GSC-2, see Prospectus Supplement (To Prospectus dated October 24, 2002) dated as of July 13, 2004 filed by the Depositor with the SEC on July 16, 2004 and incorporated here by reference
31.1.
Certification
of the President of Registrant dated March 21, 2023, pursuant to Rules 13a-14 and 15d-14 under the Securities Exchange Act of
1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the Registrant’s Annual
Report on Form 10-K for the year ended December 31, 2022.
99.1.
Trustee’s Annual Compliance Certificate dated March 20, 2023.
99.2.
Report
of PricewaterhouseCoopers LLP, Independent Accountants, dated March 10, 2023, Registrant’s Assertion on Compliance with
PPLUS Minimum Servicing Standards dated March 10, 2023 and PPLUS Minimum Servicing Standards.
99.3.
Report
of KPMG LLP, Independent Accountants, dated February 22, 2023, The Bank of New York Mellon’s Assertion
on Compliance with PPLUS Minimum Servicing Standards dated February 22, 2023 and PPLUS Minimum Servicing Standards.
(b) Exhibits
The
Registrant hereby files as part of this Annual Report on Form 10-K the exhibits listed in Item 15(a)(3) set forth above.
(c) Financial
Statement Schedules
Not
Applicable.
13
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized.
MERRILL LYNCH DEPOSITOR, INC.
Date: March 21, 2023
By:
/s/
Matthew J. Nelson
Name:
Matthew J. Nelson
Title:
President
14
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.