2021-01-21T13:25:17-06:00 2020-06-30 113518842 Marks Paneth LLP 685 Third Avenue New York NY 10017 990 2019-07-01 132898799 Scenic Hudson Inc SCEN 8454734440 One Civic Center Plaza No 200 Poughkeepsie NY 12601 Edward O Sullivan President 8454734440 2021-01-13 1 Magdalena M Czerniawski P00535099 2125038800 2021-01-13 2019 2022-09-23 18:48:47Z Edward O Sullivan One Civic Center Plaza No 200 Poughkeepsie NY 12601 20350734 0 X www.scenichudson.org X 1975 NY See Schedule O for Scenic Hudson's mission statement and vision for the Hudson Valley region. 31 31 0 450 0 0 13573250 7925678 2049777 2217000 5060227 1013235 0 20000 20683254 11175913 0 2820660 0 0 6754995 7289331 0 0 1122759 3041744 3217114 9796739 13327105 10886515 -2151192 37094590 37305839 1214939 3395290 35879651 33910549 Scenic Hudson preserves land and farms and creates parks that connect people with the inspirational power of the Hudson River, while fighting threats to the river and natural resources that are the foundation of the valley's prosperity. More details on Schedule O. 0 0 6763064 2820660 1140870 PROMOTING REGIONAL IDENTITY - We make the Hudson Valley more attractive to residents and employers by helping to create a shared sense of place and stewardship that is recognized far beyond our borders. We protect world-class scenic beauty; conserve family farms that supply fresh food to local and New York City consumers and drive a growing farm-to-table movement; create parks offering recreation and inviting spaces for people to gather; and mobilize residents to speak out against threats to the Hudson River and other irreplaceable natural assets that make the valley a great place to live and visit. 2009853 581620 STRENGTHENING RESILIENCY - We further climate-change adaptation and resilience in our land conservation and community planning work and develop new climate-mitigation policies consistent with our conservation values. We provide guidance for riverfront communities to adapt to and mitigate rising sea levels and other climate-change impacts, and develop strategies for embracing renewable energy without sacrificing core assets - iconic views, farmland, critical habitat, cultural/historic resources - that residents and visitors cherish. We help wildlife adapt by conserving lands containing irreplaceable (and flood-resistant) habitat and migration pathways. We also create and manage our parks to serve as models of resiliency. 1777947 514510 BUILDING COMMUNITY - We ensure that our work benefits all of the region's residents, urban and rural, especially as demographic shifts continue. We respond to local concerns in diverse communities by partnering with residents and providing them with the expertise to turn neglected natural areas into safe places to exercise, relax, join with family and friends, and teach children about wildlife. In addition to uniting neighborhoods in a shared purpose, carrying out these initiatives affords much-needed skill-building opportunities for teens and has the potential to attract new investment and jobs - the key for revitalizing our cities. 10550864 1 1 0 1 0 0 0 0 0 1 1 1 0 0 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 0 0 1 66 0 1 0 1 0 1 CJ 0 0 0 0 0 0 0 0 0 0 X 31 31 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 NY CT PA NJ FL MD RI UT VA IL MA X X Jason Camporese Chief Finance & Operations Officer 8454734440 One Civic Center Plaza Suite 200 Poughkeepsie NY 12601 Alexander Reese Director 1.00 1.00 X 0 0 0 Andrew Gelb Director 1.00 X 0 0 0 Carl H Loewenson Jr Co-Vice Chair 1.00 X X 0 0 0 Carlos A Gonzalez Secretary 1.00 X X 0 0 0 Cybele Fishman Director 1.00 X 0 0 0 Daniel J Kramer Director 1.00 X 0 0 0 Dawn Watson Director (Outgoing) 1.00 X 0 0 0 Douglas S Land Director (Outgoing) 1.00 X 0 0 0 Edward B Whitney Treasurer 1.00 1.00 X X 0 0 0 Eileen D Millett Director (Outgoing) 1.00 X 0 0 0 Elyse Arnow Brill Director 1.00 X 0 0 0 Evan Mason Director (Outgoing) 1.00 X 0 0 0 Frederic C Rich Director 1.00 1.00 X 0 0 0 JE Hoke Slaughter Director 1.00 X 0 0 0 James C Goodfellow Director 1.00 1.00 X 0 0 0 Jay Saunders Director 1.00 X 0 0 0 Jesse B Clinton Director 1.00 X 0 0 0 Jessica Matthews Director 1.00 X 0 0 0 Judah S Kraushaar Director 1.00 1.00 X 0 0 0 Julia Harte Widdowson Director (Outgoing) 1.00 X 0 0 0 Kristin Gamble Chair 1.00 1.00 X X 0 0 0 Leslie Richards-Yellen Director (Outgoing) 1.00 X 0 0 0 Maarten R Van Hengel Director 1.00 X 0 0 0 Marjorie L Hart Director 1.00 1.00 X 0 0 0 Michael P Dowling Director (Outgoing) 1.00 X 0 0 0 Omar Kathwari Director 1.00 X 0 0 0 Rebecca R Cohen Director 1.00 X 0 0 0 Richard Elbaum Director 1.00 X 0 0 0 Richard H Klapper Director 1.00 X 0 0 0 Richard Krupp Co-Vice Chair 1.00 X X 0 0 0 Richard Rieger Director 1.00 X 0 0 0 Robert Lieber Director 1.00 X 0 0 0 Simon Roosevelt Director 1.00 1.00 X 0 0 0 Stephen M Clement III Director 1.00 X 0 0 0 Theodore V Buerger Director 1.00 X 0 0 0 Usha Wright Director 1.00 X 0 0 0 W Patrick McMullan III Director 1.00 1.00 X 0 0 0 Zack McKown Director 1.00 X 0 0 0 Edward O Sullivan President 37.00 5.00 X 427995 0 137273 Erin Riley Senior Vice President 40.00 2.00 X 280600 0 54819 Jason Camporese Chief Finance & Operations Officer 38.00 7.00 X 240338 0 54104 Steven Rosenberg Senior Vice President 28.00 21.00 X 317700 0 114065 Margaret King Asst. Director of Development 40.00 X 106185 0 19843 Riley Johndonnell Director of Communications 40.00 X 133510 0 22167 Rita Shaheen Dir. of Parks & Comm. Engagement 40.00 X 122113 0 12405 Seth McKee Land Conservation Director 1.00 39.00 X 137187 0 45463 Theresa Andersen Director of Human Resources 40.00 X 132392 0 24257 1898020 0 484396 13 0 1 0 Gray Organschi Architecture LLC 35 Crown Street New Haven CT 06510 Architectural Services 285586 About the Work LLC 40 Exchange Place Suite 1708 New York NY 10005 Consultant 232795 Natural Resource Results LLC 601 13th Street NW Suite 580 S Washington DC 20005 Lobbying Consultant 149000 3 X 56716 7868962 421189 7925678 Fees (see Schedule O) 900099 2217000 2217000 2217000 469541 469541 9718515 9174821 543694 543694 543694 Miscellaneous 900099 20000 20000 20000 11175913 2237000 0 1013235 X 2820660 2820660 1487997 643920 551392 292685 4453647 3443180 559754 450713 248357 209832 24091 14434 656050 472518 102320 81212 443280 308821 80131 54328 75763 24263 51500 22800 7302 15498 170676 170676 75611 75611 1440769 1433806 6963 228383 178601 25152 24630 443451 346791 48837 47823 79447 59778 13987 5682 63944 48112 11258 4574 835 835 13984 13984 Program/public outreach 556148 333174 76481 146493 Equipment 45303 35446 9672 185 13327105 10550864 1653482 1122759 14302 20107 7649402 6031549 4428563 5091137 59129 56482 175198 88726 15405 86472 17732326 17633633 6274013 7464625 920000 920384 1450 1450 37094590 37305839 1164071 1036053 2320660 50868 38577 1214939 3395290 X 22171048 22759769 13708603 11150780 35879651 33910549 37094590 37305839 -2151192 182090 0 X X 0 1 X 1 0 X 5816333 7429458 5759006 13573250 7925678 40503725 5816333 7429458 5759006 13573250 7925678 40503725 10305300 30198425 285851 299581 344024 500921 469541 1899918 127666 137625 180122 176505 20000 641918 43045561 9889127 0.70150 0.68500 X Schedule A, Part II, Line 10, Explanation of Other Income: Miscellaneous - 2015 Amount: $ 2,305. 2016 Amount: $ 14,725. 2017 Amount: $ 32,697. 2019 Amount: $ 20,000. Gross Income from Fundraising Events - 2015 Amount: $ 125,361. 2016 Amount: $ 122,900. 2017 Amount: $ 147,425. 2018 Amount: $ 176,505. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 145075 25601 170676 13156429 13327105 816355 204089 0 0 527386 577115 639837 816355 2560693 3841040 87450 60296 72082 170676 390504 131847 144279 159959 204089 640174 960261 12238 455 300 145075 158068 23037120 2130575 1018535 1011000 25175230 22903088 19448 1216992 1102408 23037120 22202558 57197 1552333 909000 22903088 19502395 1239095 2353068 892000 22202558 19580384 917329 -134317 861000 19502396 0.80120 0.19880 0 1 1 23910 23910 0 151288 64816 86472 86472 Pooled Investment Funds - Ex U.S. Commingled Funds 3949824 F Pooled Investment Funds - Alternative Investment Funds 2080317 F Pooled Investment Funds - Global Commingled Funds 1434484 F 7464625 Due to related party 38577 38577 X 22791557 182090 28122 11481043 11691255 11100302 75611 75611 11175913 20902242 28122 7622626 7650748 13251494 75611 75611 13327105 Part V, Line 4: USE OF ENDOWMENT FUNDS: As articulated in detail in Part VII of Schedule R, Scenic Hudson, Inc. (SH) and The Scenic Hudson Land Trust, Inc. (SHLT) are related, tax-exempt organizations. Neither organization holds a "permanent endowment," that is, a fund intended by the donor to preserve its original principal amount and thus where spending is restricted to income and other investment earnings. SH and SHLT do hold four "quasi-endowment" funds, which had a combined market value of $200,324,461 as of June 30, 2020, as follows: The Scenic Hudson Board Designated Fund is held by SH for the purpose of supporting the annual operating budget. Spending from the Board Designated Fund is determined annually by the board based on a percentage of the average balance over a rolling twelve-quarter period. As of June 30, 2020, the balance of the Board Designated Fund was $20,169,468. The Kathryn W. Davis Fund for Park Planning and Community Land Use (the "Kathyrn W. Davis Fund") is a donor-restricted fund held by SH. This fund is used to support SH's staff, consultants and other costs for park design, park management and land use planning. Spending from the Kathryn W. Davis Fund is by application of the same spending rate determined by the Board and applied to SH's Board Designated Fund. As of June 30, 2020, the balance of the Kathryn W. Davis Fund was $5,005,762. The combined value of the Board Designated Fund and Kathryn W. Davis Fund ($25,175,230) is reported in Schedule D, Part V of the Scenic Hudson 990. Because of the small size of the Board Designated Fund relative to SH's operations, and the restricted purpose of the Kathryn W. Davis Fund, Scenic Hudson is highly dependent on donor contributions to meet its annual operating needs. The Lila Acheson and Dewitt Wallace Hudson Valley Land Preservation Endowment (the "Wallace Fund") is a donor-restricted fund held by SHLT. It is principally used to support capital and other costs of purchasing land and conservation easements to meet SHLT's land preservation goals. Spending from the Wallace Fund is by application of the same spending rate determined by the Board and applied to SH's Board Designated Fund. Special appropriations are permitted under exceptional circumstances by Board approval, subject to donor restrictions. As of June 30, 2020, the balance of the Wallace Fund was $174,192,280. The Conservation Easement Enforcement Fund (the "Easement Enforcement Fund") is a board-designated fund held by SHLT. Appropriations are made at the discretion of the Board, generally by application of the same spending rate determined by the Board and applied to SH's Board Designated Fund. Spending is used primarily to cover legal and other costs incurred to support the perpetual obligation to monitor and enforce conservation easements and to defend lands held in fee for conservation. As of June 30, 2020, the balance of the Easement Enforcement Fund was $956,948. The capital costs of preserving the highest priority conservation lands in the Hudson Valley far exceed appropriations available from the Wallace Fund. Accordingly, Scenic Hudson's land preservation program - which is run primarily through The Scenic Hudson Land Trust - is highly dependent on capital contributions from individuals, foundations and government entities. The combined value of the Wallace Fund and Easement Enforcement Fund ($175,149,228) is excluded from this 990 and reported in Schedule D, Part V of The Scenic Hudson Land Trust 990. Part X, Line 2: DISCLOSURE OF UNCERTAIN TAX POSITIONS: The Organization believes it had no uncertain tax positions as of June 30, 2020 and 2019 in accordance with Accounting Standards Codification ("ASC") Topic 740, "Income Taxes," which provides standards for establishing and classifying any tax provisions for uncertain tax positions. Part XI, Line 2d - Other Adjustments: Consolidation Eliminations -7,537,660. Related Entity Revenue 19,018,703. Part XII, Line 2d - Other Adjustments: Consolidation Eliminations -7,537,660. Related Entity Revenue 15,160,286. Central America and the Caribbean 0 0 Passive foreign investments 2066595 Europe 0 0 Passive foreign investments 934490 0 0 0 0 0 0 3001085 0 3001085 0 0 0 0 0 0 Part III Accounting Method: 1 Hudson Highlands Fjord Trail Inc One Civic Center Plaza Suite 200 Poughkeepsie NY 12601 844261224 501(c)(3) 2820660 Trail Development 1 Part I, Line 2: The board approved the expenditure and regularly monitors the grants given. Schedule I, Part II, Line 1(a): Hudson Highlands Fjord Trail, Inc., a related entity supported and controlled by Scenic Hudson, has filed Form 1023 with the IRS and its exempt status is pending as of the filing of this Form 990. X X X X X 0 1 0 0 0 0 0 1 0 Edward O Sullivan President 339080 0 70000 0 18915 0 134673 0 2600 0 565268 0 0 0 Erin Riley Senior Vice President 219945 0 50000 0 10655 0 42649 0 12170 0 335419 0 0 0 Jason Camporese Chief Finance & Operations Officer 199502 0 40000 0 836 0 20974 0 33130 0 294442 0 0 0 Steven Rosenberg Senior Vice President 245851 0 60000 0 11849 0 88710 0 25355 0 431765 0 0 0 Riley Johndonnell Director of Communications 126567 0 6250 0 693 0 11003 0 11164 0 155677 0 0 0 Seth McKee Land Conservation Director 126238 0 10000 0 949 0 11876 0 33587 0 182650 0 0 0 Theresa Andersen Director of Human Resources 120350 0 11000 0 1042 0 11173 0 13084 0 156649 0 0 0 Part I, Line 7 Bonuses are approved by the Board of Directors and Executive Compensation Committee as part of the overall compensation review and approval process, which includes review of peer compensation data and analysis prepared by an independent third-party compensation consultant. See Schedule O, reference to Form 990, Part VI, Section B, Line 15 for more details. PART I, LINE 4B: NOTE ON SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN: During the year ended June 30, 2015, Scenic Hudson, Inc. ("SH") and Edward Sullivan, President of SH, entered into a long-term employment agreement under IRC Section 457(f). The terms of the agreement were satisfied in January 2020, which resulted in a one-time lump sum payment of $500,000 (the "payment") to Mr. Sullivan. Subsequent to the aforementioned payment, SH and Mr. Sullivan entered into a new long-term employment agreement under IRC Section 457(f). The terms of the agreement run through January 31, 2025 at which time Mr. Sullivan will complete his commitment and receive a one-time lump sum payment of $400,000. Since Mr. Sullivan provides essential services to The Scenic Hudson Land Trust, Inc. ("SHLT"), which has no employees, SHLT has agreed to provide SH with funds sufficient to enable SH to make payments due under each of the aforementioned plans. Accordingly, SHLT has and will recognize this obligation over the term of the agreements. During the year ended June 30, 2020, SHLT recognized $90,170 of expense related to these agreements. During the year ended June 30, 2016, SH and Steven Rosenberg, Senior Vice President of SH, entered into a long-term employment agreement under IRC Section 457(f). The terms of the agreement run through June 14, 2021 at which time Mr. Rosenberg will complete his commitment and receive a one-time lump sum payment of $230,000. Since Mr. Rosenberg also provides essential services to SHLT, which has no employees, SHLT has agreed to provide SH with funds sufficient to enable SH to make payments due under the plan. Accordingly, SHLT will recognize this obligation over the term of the agreement. During the year ended June 30, 2020, SHLT recognized $46,000 of expense related to this agreement. Part II, Column B(III): The amount in this column for certain individuals represents contributions to 457(b) retirement plan, group term life insurance and auto allowance. X 22 421189 Fair Market Value 0 1 0 Part I, Column (b): The number in column (b) represents the number of contributions received. FORM 990, PART I, LINE 1: DESCRIPTION OF ORGANIZATION'S MISSION AND SIGNIFICANT ACTIVITIES: Scenic Hudson preserves land and farms and creates parks that connect people with the inspirational power of the Hudson River, while fighting threats to the river and natural resources that are the foundation of the valley's prosperity. Our work is guided by our vision for the region: The Hudson Valley is a community of informed and engaged residents working to make the region a model of vibrant riverfront cities and towns linked by inviting parks and trails, beautiful and resilient landscapes, and productive farms. FORM 990, PART III, LINE 1: FURTHER CONTEXT FOR ORGANIZATION'S MISSION (CONTINUED): Scenic Hudson helps people and communities preserve land and farms and create parks where people experience the outdoors and enjoy the Hudson River. We also bring together people, businesses and government to protect the river and natural resources that are the engines of the valley's local economies. Today, in the face of new challenges and the effects of climate change, we are dedicated to making the Hudson Valley a great place to live, work and play. Our focus is on strengthening and maximizing benefits all can enjoy from the region's great assets - beautiful open spaces, working farms, and vibrant cities and town centers. FORM 990, PART IV, LINE 18: During the year ended June 30, 2020, the Organization did not host an in-person gala as a result of the coronavirus pandemic; however, the Organization did solicit its gala donor base to continue their usual event support during this unprecedented time of financial uncertainty. Accordingly, $730,892 of such revenues are included as contributions reported in Part VIII Line 1f. Form 990, Part VI, Section B, line 11b 990 REVIEW AND OVERSIGHT PROCESS: The Audit Committee first reviews the 990 in draft form for Scenic Hudson and The Scenic Hudson Land Trust. Once the Audit Committee has satisfactorily completed its review, they will recommend distribution of the drafts to the full Board of Directors for review and acceptance at its next meeting. Electronic copies of the draft 990s are distributed to the full board in preparation for the meeting. The board is encouraged to review the draft and provide comments or seek clarification, where necessary, before their acceptance. The return is filed upon acceptance by the board. Public inspection copies of the 990 are available on the Organization's board extranet and on the Organization's website (www.scenichudson.org/about/financials). Form 990, Part VI, Section B, line 12c MONITORING OF THE CONFLICT OF INTEREST POLICY: All board members and staff are required to review and sign the organization's conflict of interest policy annually. Board members who may have any real or perceived conflict of interest must abstain from discussion and voting around such issues. The Board of Directors reviews conflicts of interest that may arise (real or perceived) involving the staff. The Executive Committee (or the Board Membership and Governance Committee in some cases) reviews conflicts of interest (real or perceived) involving the executive team and board, however they may seek input from the full Board of Directors and/or legal counsel. Finally, all reported conflicts are summarized and reviewed by the independent auditor during the annual audit. A list is provided to the Audit Committee that specifies which, if any, board members reported a conflict. Form 990, Part VI, Section B, line 15 PROCESS FOR DETERMINING EXECUTIVE COMPENSATION: Executive compensation is determined by the Executive Compensation Committee, who engages a third-party consultant who provides a market analysis with recommendations, in consultation with the Board of Directors. The Executive Compensation Committee also incorporates first hand research data on comparable organizations in Scenic Hudson's staff and/or budget size in their recommendations. Form 990, Part VI, Section C, line 19 PUBLIC AVAILABLILITY OF GOVERNING DOCUMENTS: The following corporate governance documents are available to the public on Scenic Hudson's website (www.scenichudson.org/about/financials): * Form 1023 * Form 990 * Audited financial statements * Certificate of Incorporation * Corporate by-laws * Whistleblower policy * Conflict of interest policy FORM 990, PART VIII, LINE 2A: DESCRIPTION OF PROGRAM SERVICE REVENUE: As detailed in Schedule R, Part VII, Scenic Hudson provides The Scenic Hudson Land Trust, a related organization who has no employees of its own, with the services of its employees, office space and general administrative support through a service agreement. Program service revenue, which totaled $2,217,000 during fiscal year 2020, represents the fees collected under this agreement. Form 990, Part IX, line 11g Consultants and experts: Program service expenses 1,433,806. Management and general expenses 6,963. Fundraising expenses 0. Total expenses 1,440,769. FORM 990, PART IX: STATEMENT OF FUNCTIONAL EXPENSES (PROGRAM EXPENSE RATIO): Activities that occur in The Scenic Hudson Land Trust, Inc. and Hudson Highlands Fjord Trail, Inc., each a supporting organization of Scenic Hudson, directly impact the expenses of Scenic Hudson. Such activities include the purchase of conservation easements and land in fee title and construction of a linear park. With this in mind, the only meaningful calculation of the Program Expense Ratio is to consider the expenses of all entities on a consolidated basis as reported in the consolidated financial statements. On a consolidated basis, the Program Expense Ratio for Scenic Hudson and The Scenic Hudson Land Trust was 86.5% and 83.7%, respectively, for the fiscal years ended June 30, 2020 and 2019. The Scenic Hudson Land Trust Inc 1 Civic Center Plaza Suite 200 Poughkeepsie NY 12601 237148333 Land Conservation NY 501(C)(3) Line 12a, I Scenic Hudson Inc 1 Hudson Highlands Fjord Trail 1 Civic Center Plaza Suite 200 poughkeepsie NY 12601 846261224 Trail Development NY 501(c)(3) Line 12a, I Scenic Hudson Inc 1 Northside Junction LLC 1 Civic Center Plaza Suite 200 Poughkeepsie NY 12601 851529685 Own Property NY N/A Fall Kill Brookside LLC 1 Civic Center Plaza Suite 200 Poughkeepsie NY 12061 851504526 Own Property NY Scenic Hudson Inc C 384 1.00000 1 Parker Fall Kill LLC 1 Civic Center Plaza Suite 200 Poughkeepsie NY 12601 852325226 Own Property NY N/A C 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 The Scenic Hudson Land Trust Inc O 2217000 Board resolution/Svcs. Agreement Hudson Highlands Fjord Trail Inc B 2820660 Cash payments PART II AND PART V, LINE 1O: EXPLANATION OF RELATIONSHIP WITH OTHER TAX-EXEMPT ORGANIZATION: Scenic Hudson, Inc. (SH) and The Scenic Hudson Land Trust, Inc. (SHLT) are related, tax-exempt organizations. SHLT is supported and controlled by SH, and SH is the sole member of SHLT. Each organization has its own governing board, however, the board of SHLT is appointed by that of SH. General operations, including expenses related to staff and benefits, are carried on by SH while SHLT was founded exclusively for the benefit of and to serve the purposes of Scenic Hudson, to the extent that those purposes relate to acquiring and holding land in the Hudson River Valley, in order to preserve and protect such land for the benefit of the public, including transferring lands to federal, state and local governments and other not-for-profit organizations. Accordingly, the Land Trust acquires conservation easements and normally holds title to program related investments in land and parks owned by the Organization. As SHLT does not have any employees, SH provides SHLT with the services of its employees, office space and general administrative support through a services agreement. Under this agreement, SHLT provides payment to SH of an amount approved annually via Board resolution for such services on a quarterly basis, which in fiscal year 2020 totaled $2,217,000. SH and Hudson Highlands Fjord Trail, Inc. (HHFT) are related, tax-exempt organizations. HHFT is supported and controlled by SH, and SH is the sole member of HHFT. Each organization has its own governing board; however, a majority of the board of HHFT is appointed by that of SH. HHFT was founded exclusively for the benefit of and to serve the purposes of SH, to the extent that those purposes relate to developing and operating an accessible linear public park located between Cold Spring, New York and Beacon, New York, currently known as "the Fjord Trail." As HHFT does not have any employees, SH provides HHFT with the services of its employees, office space and general administrative support through a services agreement. As HHFT was in its first year of operation during FY20, there were no payments made under this agreement during fiscal year 2020. Part III and Part IV: Northside Junction, LLC ("Northside Junction"), a New York Limited Liability Company, was formed on June 17, 2020 and organized as a partnership for the purpose of acquiring, rehabilitating, maintaining, leasing, and selling or otherwise disposing of its interest in real property located in Poughkeepsie, NY (the "Property"). The Property will be renovated as a historic rehabilitation project to generate federal historic tax credits ("HTCs") and State of New York historic tax credits ("NY HTCs and collectively with the HTCs, the "Tax Credits") in accordance with Sections 47 and 50 of the IRC and Section 210-B-26 of the Laws of New York, respectively. Northside Junction is further intended to enter into one or more Brownfield Site Cleanup Agreement(s) and to be a Volunteer, as defined in Section 27-1405(1)(b) of the State of New York Environmental Conservation Law (the "ECL"), under the New York State Department of Environmental Conservation Brownfield Cleanup Program ("BCP") in accordance with Title 14 of Article 27 of the ECL. Fall Kill Brookside, LLC ("Fall Kill"), a New York Limited Liability Company which has elected to be treated as a corporation for tax purposes, was formed on June 17, 2020 and organized with Scenic Hudson as its sole member. Fall Kill holds a 0.01% interest in Northside Junction. Parker Fall Kill, LLC ("Parker"), a New York Limited Liability Company which has elected to be treated as a corporation for tax purposes, was formed on June 17, 2020 and organized with the Land Trust as its sole member. Parker holds a 99.99% interest in Northside Junction.