2021-05-17T13:34:51-05:00 2020-12-31 381294924 VARNUM RIDDERING SCHMIDT HOWLETT PO BOX 352 GRAND RAPIDS MI 495010352 990 2020-01-01 843842278 CARTER P BROWN LEGACY PRESERVATION FUND CART 6163366587 333 BRIDGE STREET NO 1700 GRAND RAPIDS MI 49504 RICHARD MUZZY PRESIDENT 6164053745 2021-05-17 1 RICHARD MUZZY 999009999 JAMES A RADGENS P00295276 6163366000 0 AAL1 IAL1 2020 2022-09-23 18:48:47Z RICHARD MUZZY 946 RIOMAR DRIVE VERO BEACH FL 32963 622661 0 X WWW.CARTERBROWNFUND.ORG X 2019 MI PRESERVATION OF THE CASTLE PARK RESERVE. 5 5 0 0 0 0 88500 622443 0 0 0 36 0 182 88500 622661 0 0 0 0 0 0 0 0 0 0 8317 0 8317 88500 614344 88550 702894 0 0 88550 702894 X HISTORICAL PRESERVATION, PARK IMPROVEMENTS, CONSERVATION, AND EDUCATION OF THE PUBLIC. 1 0 250 LATE IN THE YEAR, THE ORGANIZATION ACQUIRED THE MEMBERSHIP INTEREST OF LRP, INC., A MICHIGAN LIMITED LIABILITY COMPANY WHOSE PRIMARY ASSET WAS A PARCEL OF IMPROVED REAL PROPERTY IN THE CASTEL PARK RESERVE. SHORTLY AFTER THE ACQUISITION, THE LLC CONVEYED TITLE TO THIS PROPERTY TO THE ORGANIZATION, TOGETHER WITH ALL OF ITS OTHER ASSETS CONSISTING OF CERTAIN LEASEHOLD IMPROVEMENTS, INTANGIBLE ASSETS, AND CASH. THE ORGANIZATION NOW MAINTAINS THE PROPERTY AS PART OF ITS ONGOING PRESERVATION EFFORTS. 250 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 1 0 0 0 1 1 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 5 5 0 0 0 0 1 1 1 1 1 0 0 0 1 1 1 0 0 0 0 0 MI X X RICHARD MUZZY 6164053745 946 RIOMAR DRIVE VERO BEACH FL 32963 X RICHARD MUZZY DIRECTOR AND PRESIDENT 5.00 X X 0 0 0 STEPHEN NOBEL SECRETARY, AND TREASURER 2.50 X X 0 0 0 MARK FULLER DIRECTOR 2.50 X 0 0 0 STEPHANIE KEEHN DIRECTOR 2.50 X 0 0 0 ROBERT BURTON DIRECTOR 2.50 X 0 0 0 0 0 0 0 0 0 0 0 622443 356093 622443 36 36 BROKERAGE CREDIT 900099 182 182 182 622661 0 0 218 7331 7331 82 82 NET MARKET LOSS ON SECU 588 588 ARORIST SERVICES 250 250 BANK WIRE TRANSFER FEES 66 66 8317 250 8067 0 88550 36388 666506 0 666506 88550 702894 0 0 X 88550 702894 88550 702894 88550 702894 614344 0 X 0 0 0 X 88550 622443 710993 88550 622443 710993 557287 153706 36 36 711029 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 601211 601211 41662 41662 23633 23633 666506 RICHARD MUZZY DIRECTOR AND OFFICER 670000 THE ORGANIZATION ACQUIRED THE ENTIRE MEMBERSHIP INTEREST OF RICHARD MUZZY IN LRP, LLC, A SINGLE MEMBER MICHIGAN LIMITED LIABILITY COMPANY, FOR $670,000 IN CONSIDERATION. THE PRIMARY PURPOSE OF THE TRANSACTION WAS TO ACQUIRE THE LLC'S OWNERSHIP OF A CRITICAL PARCEL OF LAND IN THE CASTLE PARK RESERVE, WHICH THE ORGANIZATION DEEMS ESSENTIAL TO ITS OBJECTIVE OF RESTORING THE RESERVE TO ITS ORIGINAL, HISTORICAL STATE. MORE SPECIFICALLY, THE ASSETS OF THE LLC CONSISTED OF LAND VALUED AT $601,211, LEASEHOLD IMPROVEMENTS VALUED AT $41,662, INTANGIBLE ASSETS VALUED AT $23,633, AND $3,494 IN CASH. SHORTLY AFTER THE TRANSACTION, THESE ASSETS WERE ALL TRANSFERRED TO THE ORGANIZATION, SUCH THAT THE LLC NO LONGER HOLDS ANY ASSETS. ALTHOUGH THE ORGANIZATION WOULD HAVE PREFERRED TO HAVE PURCHASED THE PROPERTY AND ASSETS DIRECTLY ITSELF, IT HAD NOT YET RAISED SUFFICIENT FUNDS TO DO SO AT THE TIME THE PROPERTY CAME UP FOR SALE. 0 SCHEDULE L, PART V, LINE 1 THUS MR. MUZZY FORMED THE LLC TO PURCHASE THE PROPERTY AND RETAIN CUSTODY OF IT UNTIL SUCH TIME AS THE ORGANIZATION HAD COMPLETED ITS FUNDRAISING AND WAS ABLE TO PURCHASE IT FROM MR. MUZZY. THE PURCHASE PRICE ESSENTIALLY REIMBURSED MR. MUZZY FOR THE LLC'S ACTUAL COSTS AND OUT-OF-POCKET EXPENDITURES - EXPENDITURES WHICH THE ORGANIZATION WOULD OTHERWISE HAVE MADE DIRECTLY ITSELF. X 25 356093 PUBLIC QUOTATIONS 0 0 1 PART I, LINE 32B: THE ORGANIZATION USED THIRD-PARTY BROKERAGE SERVICES TO SELL AND LIQUIDATE THE PUBLICLY TRADED SECURITIES. FORM 990, PART III, LINE 2 IN 2020, THE ORGANIZATION ACQUIRED LRP, LLC, A MICHIGAN SINGLE-MEMBER LIMITED LIABILITY COMPANY, FOR THE PURPOSE OF OBTAINING OWNERSHIP AND CONTROL OF A CRITICAL PARCEL OF REAL PROPERTY LOCATED IN THE CASTLE PARK RESERVE. THIS ACQUISITION DIRECTLY FURTHERED THE ORGANIZATION'S EXEMPT PURPOSE BY ENABLING IT TO ENSURE THAT THE PROPERTY WAS PRESERVED IN ITS ORIGINAL, HISTORICAL STATE AND NOT SUSCEPTIBLE TO FUTURE DEVELOPMENT. SEE RESPONSE TO SCHEDULE L, PART V FOR ADDITIONAL DETAIL. FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION HAS ONE CLASS OF MEMBERS, CONSISTING OF THREE INDIVIDUALS, WHO HAVE THE POWER TO APPOINT (AND, IF APPROPRIATE, TO REMOVE AND FILL THE VACANCIES ON) THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7A THE ORGANIZATION HAS ONE CLASS OF MEMBERS. THOSE MEMBERS HAVE THE RIGHT TO APPOINT DIRECTORS TO THE BOARD OF DIRECTORS, TO REMOVE DIRECTORS, AND TO FILL VACANCIES. THEY ALSO HAVE CERTAIN STATUTORY RIGHTS AS DESCRIBED IN RESPONSE TO QUESTION 7B BELOW. HOWEVER, THEY DO NOT OTHERWISE PROVIDE GOVERNANCE TO THE ORGANIZATION, WHICH REMAINS THE PREROGATIVE OF THE BOARD. NEITHER THE MEMBERS, NOR THE DIRECTORS OR OFFICERS OF THE CORPORATION, ARE ENTITLED TO RECEIVE DIVIDENDS OR DISTRIBUTIONS OF INCOME OR ASSETS FROM THE CORPORATION, OR A RETURN OF EXCESS DUES, WHETHER UPON DISSOLUTION OR OTHERWISE. FORM 990, PART VI, SECTION A, LINE 7B UNDER MICHIGAN LAW, ANY ACTION INVOLVING AN AMENDMENT OF THE ARTICLES OF INCORPORATION, A MERGER, OR A DISSOLUTION OF THE CORPORATION REQUIRES THE APPROVAL OF THE MEMBERS. IN ADDITION, ARTICLE VII OF THE CORPORATION'S BYLAWS REQUIRES MEMBER APPROVAL OF ANY AMENDMENT TO THE BYLAWS THAT WOULD ALTER THE RIGHTS AND PREROGATIVES OF THE MEMBERS. FORM 990, PART VI, SECTION B, LINE 11B THE ORGANIZATION RELIES ON PROFESSIONAL OUTSIDER ADVISORS TO PREPARE FORM 990 AND REVIEW THE TAX FILING WITH THE PRESIDENT OF THE ORGANIZATION BEFORE IT IS ELECTRONICALLY SUBMITTED. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION REQUIRES INTERESTED DIRECTORS AND OFFICERS TO DISCLOSE ANY CONFLICT OF INTEREST TO THE FULL BOARD. INTERESTED DIRECTORS AND OFFICERS ARE THEN ASKED TO RECUSE THEMSELVES FROM THE BOARD DISCUSSION AND VOTE ON THE CONFLICTED MATTER, A POLICY WITH WHICH THEY VOLUNTARILY AND FULLY COMPLY. FORM 990, PART VI, SECTION C, LINE 19 AS OF THE FILING OF THIS RETURN, THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FORM 990'S AVAIABLE TO ANY MEMBER OF THE PUBLIC UPON REQUEST. SEE WWW.CARTERBROWNFUND.ORG. FORM 990, PART VII CONTACT ADDRESSES FOR OFFICERS, DIRECTORS, ETC RICHARD MUZZY - 946 RIOMAR DRIVE, VERO BEACH, FL 32963. STEPHEN NOBEL - 5 WEST MENDENHALL STREET, APT. 308, BOZEMAN, MT 59715. MARK FULLER - 1015 DINSMORE ROAD, WINNETKA, IL 60093. STEPHANIE KEEHN - 18 INDIAN HILL ROAD, WINNETKA, IL 60093. ROBERT BURTON - 6660 AUDUBON ROAD, HOLLAND, MI 49423. LRP LLC 6701 AUDUBON HOLLAND MI 49423 SEE PART VII BELOW. MI 0 0 CARTER P BROWN PRESERVATION FUND LRP LLC 6701 AUDUBON ROAD HOLLAND MI 49423 REAL ESTATE MI SEE PART VII BELOW NONE 0 1 1.00000 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 FORM 990, SCHEDULE R, PART VII: CARTER P. BROWN LEGACY PRESERVATION FUND IS THE DIRECT CONTROLLING ENTITY OF LRP, LLC, AS ITS SOLE MEMBER. HOWEVER, THE LLC NO LONGER HAS ANY ASSETS, AS ALL THOSE ASSETS HAVE BEEN TRANSFERRED TO THE CARTER P. BROWN LEGACY PRESERVATION FUND AND ARE NOW REFLECTED IN ITS BALANCE SHEET.