entity are likewise subject to the risks of litigation. In June 2019, a putative class-action complaint was filed in the United States District Court for the Eastern District of New York (Cohen et al. v. Capital One Funding, LLC et al.  (No. 19-03479 (E.D.N.Y. June 12, 2019)) against Capital One Funding, LLC, as the transferor, Capital One Master Trust (“COMT”), as the master trust, and Capital One Multi-asset Execution Trust (“COMET”), as the issuing entity, each of which is an affiliate of the Bank and each of which has acted as a special purpose entity in the COMT/COMET securitization issuance platform sponsored by the Bank. The Bank of New York Mellon, as the master trust trustee and Deutsche Bank Trust Company Delaware, as the owner trustee of COMET, are also named as defendants. The complaint seeks to expand the United States Court of Appeals for the Second Circuit’s decision in Madden v. Midland Funding, LLC, 786 F.3d 246 (2d Cir. 2015), cert. denied, 136 S.Ct. 2505 (June 27, 2016), which found that the federal preemption of state usury law that is generally applicable to national banks did not apply to non-bank assignees if the assignee was not acting on behalf of a national bank or if application of the state usury law did not significantly interfere with a national bank’s exercise of its federal banking powers. The complaint alleges that the securitization of credit card receivables violated New York’s civil usury law and that the defendants, as non-bank entities, are not entitled to the benefit of federal preemption of state usury law. Sales of credit card receivables by the Bank to the transferor, and by the transferor to the master trust or the issuing entity are distinguishable from the material facts presented in the Madden case in significant respects, and accordingly, the Bank-affiliate defendants will argue for the dismissal of the claims in their entirety. Nevertheless, if the Cohen litigation were to advance and, ultimately, be decided adversely to the defendants, it could subject them to significant exposure and result in receivables with rates of interest that exceed applicable state usury limits being subject to interest rate reductions or being deemed void or unenforceable and requiring forfeiture of principal and/or interest (paid or to be paid). If this were to occur with respect to the transferor, the master trust or the issuing entity, investors may suffer a delay in payment or loss on their notes.