2017-03-27T11:06:09-05:00 2016-09-30 941254756 HOOD & STRONG LLP 275 BATTERY ST STE 900 SAN FRANCISCO CA 94111 990 2015-10-01 943032394 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NORT 4153928216 870 MARKET STREET NO 677 SAN FRANCISCO CA 94102 MARY A ROGIER PRESIDENT 4153928215 2017-03-17 1 MAGA E KISRIEV P01008919 4157810793 2015 2021-01-29 14:40:06Z MARY A ROGIER 870 MARKET STREET NO 677 SAN FRANCISCO CA 94102 15684356 0 X WWW.NCCLF.ORG X 1987 CA NCCLF PROVIDES FINANCING AND FINANCIAL EXPERTISE TO STRENGTHEN LOW-INCOME COMMUNITIES. 12 11 36 25 0 0 1874293 1717388 4765342 5053085 641730 364025 0 -27667 7281365 7106831 150000 0 0 0 3170709 3812803 0 0 404302 2650818 2439105 5971527 6251908 1309838 854923 59355993 62373975 41798427 43410901 17557566 18963074 X THE NORTHERN CALIFORNIA COMMUNITY LOAN FUND PROMOTES ECONOMIC JUSTICE AND ALLEVIATES POVERTY BY INCREASING THE FINANCIAL RESILIENCE AND SUSTAINABILITY OF COMMUNITY-BASED NONPROFITS AND ENTERPRISES. THROUGH FLEXIBLE FINANCIAL PRODUCTS AND SOUND ADVICE, WE CREATE OPPORTUNITIES TO MAKE SOCIALLY RESPONSIBLE INVESTMENTS THAT REVITALIZE NORTHERN CALIFORNIA COMMUNITIES. 0 0 2236613 0 3939821 DIRECT LENDING: SINCE 1987, NCCLF HAS MADE 398 LOANS TOTALING $141 MILLION TO NONPROFITS SERVING LOW-INCOME COMMUNITIES IN NORTHERN CALIFORNIA, LEVERAGING OVER $1.4 BILLION IN ADDITIONAL PROJECT FUNDING. THESE LOANS HAVE HELPED CREATE OR PRESERVE 6,690 AFFORDABLE HOUSING UNITS FOR LOW-INCOME FAMILIES AND INDIVIDUALS, AND FINANCED OVER 2 MILLION SQUARE FEET OF NEIGHBORHOOD-SERVING NONPROFIT AND RETAIL SPACE. THESE LOANS HAVE ALSO HELPED CREATE OR PRESERVE 17,634 PERMANENT AND CONSTRUCTION JOBS, AND HELPED FINANCE PROJECTS BY ORGANIZATIONS THAT SERVE OVER 1.1 MILLION INDIVIDUALS. AT THE END OF FY16, NCCLF MANAGED A PORTFOLIO OF 63 LOANS WORTH $36.8 MILLION TO 56 NONPROFIT AND COMMUNITY-ORIENTED ORGANIZATIONS. DURING THE COURSE OF FY16, NCCLF CLOSED 30 LOANS TOTALING $11.1 MILLION. 1926759 0 0 NEW MARKETS TAX CREDIT: NCCLF HAS $158 MILLION IN NEW MARKETS TAX CREDIT (NMTC) ALLOCATION FOR USE IN OUR 46 NORTHERN AND CENTRAL CALIFORNIA COUNTIES. THE TAX CREDITS ALLOW US TO MAKE INVESTMENT CAPITAL AVAILABLE TO BUSINESSES AND NONPROFITS IN QUALIFYING LOW-INCOME COMMUNITIES, CREATING JOBS AND SPURRING ADDITIONAL ECONOMIC DEVELOPMENT. DURING FY16, NCCLF PROVIDED $36.8 MILLION OF ALLOCATION TO FINANCE FOUR PROJECTS AND WAS WORKING TO DEPLOY ANOTHER $8 MILLION INTO ANOTHER PROJECTS. OUR NMTC PROGRAM HAS HELPED TO CREATE OR PRESERVE 3,983 JOBS, CREATED 557,000 SQUARE FEET OF COMMUNITY FACILITY SPACE, HELPED TO DEVELOP 54 UNITS OF AFFORDABLE HOUSING AND LEVERAGED AN ADDITIONAL $252 MILLION IN PRIVATE INVESTMENT. ALMOST 466,000 INDIVIDUALS WILL BE SERVED BY THE PROJECTS DEVELOPED USING THESE FUNDS. 559218 0 1113264 CONSULTING AND TRAINING: SINCE THE INCEPTION OF OUR CONSULTING & TRAINING PROGRAM, NCCLF HAS PROVIDED 523 CONSULTING ENGAGEMENTS IN REAL ESTATE AND NONPROFIT FINANCIAL MANAGEMENT, AND SERVED 2,445 ORGANIZATIONS THROUGH WORKSHOPS ON THESE TOPICS. DURING FY16, THE PROGRAM COMPLETED 80 CONSULTING ENGAGEMENTS, AND REACHED 412 ORGANIZATIONS THROUGH WORKSHOPS. SINCE FY15, THE CONSULTING AND TRAINING DEPARTMENT HAS OVERSEEN THE NONPROFIT DISPLACEMENT MITIGATION PROGRAM FOR THE CITY OF SAN FRANCISCO. THIS WORK INCLUDES BOTH TECHNICAL ASSISTANCE AND MANAGEMENT OF GRANTS MADE BY THIRD PARTIES. IN FY16 $1.7M IN GRANT FUNDS WERE AWARDED UNDER THIS PROGRAM. 726327 0 0 CAPITALIZATION: NCCLF WAS FOUNDED BY COMMUNITY RESIDENTS AS A VEHICLE TO CHANNEL CAPITAL FROM SOCIALLY RESPONSIBLE AND MISSION MOTIVATED INVESTORS TO PROJECTS THAT BENEFIT LOW INCOME PEOPLE. AT THE END OF FY2016 INVESTMENTS MADE BY BANKS, FOUNDATIONS, GOVERNMENT ENTITIES, INDIVIDUALS, RELIGIOUS ORGANIZATIONS, NONPROFIT ORGANIZATIONS AND HOSPITAL SYSTEMS INTO OUR REVOLVING LOAN FUND TOTALED $40.3 MILLION. NEW PROGRAM DEVELOPMENT ISOLATES RESEARCH AND DEVELOPMENT COSTS FOR DEVELOPING NEW PROGRAMS AND PRODUCTS THAT WILL IMPROVE THE LIVES OF LOW INCOME PEOPLE AND COMMUNITIES. 726327 0 0 5448917 1 1 0 1 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 151 0 1 36 1 0 0 0 0 0 1 1 0 0 0 0 X 12 11 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 CA X C LEA SALEM 4153928216 870 MARKET ST SUITE 677 SAN FRANCISCO CA 94102 PATRICIA GOPAUL BOARD CHAIR 2.00 X X 0 0 0 ANITA ADDISON BOARD VICE-CHAIR 2.00 X X 0 0 0 JAMES SNYDER TREASURER 2.00 X X 0 0 0 COLBY DAILEY SECRETARY 2.00 X X 0 0 0 ILANA SCHATZ BOARD MEMBER 2.00 X 0 0 0 KIRKE WILSON BOARD MEMBER 2.00 X 0 0 0 ANDRE MADIERA BOARD MEMBER 2.00 X 0 0 0 LYDIA TAN BOARD MEMBER (THRU 5/1/2016) 2.00 X 0 0 0 AMY RASSEN BOARD MEMBER 2.00 X 0 0 0 STEPHEN FLORANCE BOARD MEMBER 2.00 X 0 0 0 ANN CAMERON BOARD MEMBER (THRU 5/1/2016) 2.00 X 0 0 0 BRYAN IGNOZZI BOARD MEMBER 2.00 X 0 0 0 JOHN CHAN BOARD MEMBER 2.00 X 0 0 0 LUIS GRANADOS BOARD MEMBER 2.00 X 0 0 0 LINDA BOESSENECKER BOARD MEMBER (THRU 1/31/16) 2.00 X 0 0 0 MARY A ROGIER PRESIDENT 40.00 X 160403 0 26000 C LEA SALEM DIRECTOR OF FINANCE 40.00 X 133754 0 17249 E ROSS CULVERWELL DIRECTOR OF LENDING 40.00 X 131838 0 23242 JOANNE LEE DIRECTOR OF FINANCIAL CONS 40.00 X 135704 0 21281 DANIEL MCDONALD DEPUTY DIRECTOR OF LENDING 40.00 X 115929 0 27871 ANDREA PAPANASSIOU DEPUTY DIRECTOR OF CONSULT 40.00 X 125663 0 22858 CATHERINE HOWARD DIRECTOR OF STRATEGIC INIT 40.00 X 130045 0 18771 933336 0 157272 8 0 1 0 AVIVAR CAPITAL 124 N ORANGE DRIVE 120 LOS ANGELES CA 90038 PROGRAM DEVELOPMENT 127500 1 102240 134753 1480395 13125 1717388 INTEREST ON COMMUNITY LOANS 522200 1985489 1985489 LOAN FEES/NMTC FEES 522200 1954332 1954332 CONSULTING AND FISCAL AGENT FEES 541900 1113264 1113264 5053085 696461 696461 8205949 8538385 -332436 -332436 -332436 11473 102240 39140 -27667 -27667 7106831 5053085 0 336358 X 308000 176700 91600 39700 2754228 2438814 87298 228116 152699 130582 9024 13093 374526 320530 21406 32590 223350 190768 13060 19522 17175 17175 44993 13177 31135 681 52606 52606 657976 638994 16781 2201 73282 61060 3413 8809 115416 97547 7118 10751 12958 4554 8404 297917 252887 17558 27472 38196 28186 6577 3433 38801 21133 12943 4725 757010 757010 26941 22791 1619 2531 59756 38847 20485 424 PROVISION FOR LOAN LOSS 242716 242716 FEES AND LICENSES 3362 1512 1850 6251908 5448917 398689 404302 512192 657487 11077532 6645366 50000 58750 528588 591596 27942486 34161960 117000 130941 267038 219660 48476 47378 16381904 16972981 1019825 1054312 11669 15319 1666321 2037885 59355993 62373975 645856 634059 336750 653991 116208 79035 39160099 40177988 1539514 1865828 41798427 43410901 X 17390900 18393180 166666 569894 17557566 18963074 59355993 62373975 854923 550585 0 X 0 1 X 1 1 1 X 4073475 2140578 2300740 1874293 1717388 12106474 4073475 2140578 2300740 1874293 1717388 12106474 3841013 8265461 425893 490291 534247 698361 696461 2845253 11375 11850 17500 11473 52198 15003925 12579206 0.55090 0.58690 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: GROSS INCOME FROM FUNDRAISING EVENTS - 2011 AMOUNT: $ 11,375. 2012 AMOUNT: $ 11,850. 2013 AMOUNT: $ 17,500. 2015 AMOUNT: $ 11,473. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 200 0 6300 0 6500 0 6192802 0 6199302 0 459965 0 114991 0 0 0 382652 448238 459965 1290855 1936283 2295 4705 6500 13500 95663 112060 114991 322714 484071 200 200 40614 15626 24988 226424 204034 22390 47378 FUNDS HELD IN TRUST 1577720 ACCRUED INTEREST PAYABLE 288108 1865828 X 7193065 550585 345265 895850 6297215 809616 809616 7106831 5787557 345265 345265 5442292 809616 809616 6251908 PART X, LINE 2: NCCLF IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND FROM CALIFORNIA FRANCHISE AND/OR INCOME TAXES UNDER SECTION 23701D OF THE REVENUE AND TAXATION CODE. NCCLF FOLLOWS THE GUIDANCE OF ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES ISSUED BY THE FINANCIAL ACCOUNTING STANDARDS BOARD. AS OF SEPTEMBER 30, 2016, MANAGEMENT EVALUATED NCCLF'S TAX POSITIONS AND CONCLUDED THAT NCCLF HAD MAINTAINED ITS TAX EXEMPT STATUS AND HAD TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE FINANCIAL STATEMENTS. EDUCATIONAL FORUM/PARTY 113713 102240 11473 8064 3940 12387 3706 11043 113713 102240 11473 8064 3940 12387 3706 11043 39140 -27667 X X X 0 0 0 0 0 0 0 0 0 MARY A ROGIER PRESIDENT 160403 0 0 0 0 0 7312 0 18688 0 186403 0 0 0 C LEA SALEM DIRECTOR OF FINANCE 128754 0 5000 0 0 0 6513 0 10736 0 151003 0 0 0 E ROSS CULVERWELL DIRECTOR OF LENDING 126838 0 5000 0 0 0 6455 0 16787 0 155080 0 0 0 JOANNE LEE DIRECTOR OF FINANCIAL CONS 130704 0 5000 0 0 0 6571 0 14710 0 156985 0 0 0 MARY A ROGIER PRESIDENT TO FUND CAPITAL POOL FOR COMMUNITY AND ECONOMIC DEV. PROJECTS FINANCING X 3000 3000 0 1 1 ILANA SCHATZ BOARD MEMBER TO FUND CAPITAL POOL FOR COMMUNITY AND ECONOMIC DEV. PROJECTS FINANCING X 75000 76035 0 1 1 79035 SCHEDULE L, PART II, LOANS FROM INTERESTED PERSONS: THE NORTHERN CALIFORNIA COMMUNITY LOAN FUND OPERATES A REVOLVING LOAN FUND THAT PROVIDES SOCIALLY MOTIVATED INVESTORS WITH AN OPPORTUNITY TO HELP NONPROFIT ORGANIZATIONS PROVIDE AFFORDABLE HOUSING, ESSENTIAL COMMUNITY FACILITIES AND VITAL HUMAN SERVICES. QUALIFIED INSTITUTIONS AND INDIVIDUALS INVEST IN THE FORM OF FIXED RATE LOANS. NCCLF AGGREGATES THESE LOANS INTO A CAPITAL POOL WHICH WE USE TO FINANCE APPROPRIATE COMMUNITY AND ECONOMIC DEVELOPMENT PROJECTS.AT THE END OF FY2016, NCCLF HAD 272 LOANS IN THIS POOL FROM BANKS, CORPORATIONS, INDIVIDUALS, RELIGIOUS GROUPS, HEALTH SYSTEMS AND NONPROFIT ORGANIZATIONS. THE PRESIDENT AND ONE DIRECTOR CHOSE TO SUPPORT NCCLF'S MISSION BY LENDING MONEY TO THE ORGANIZATION'S CAPITAL POOL. THESE LOANS WERE ACCEPTED ON TERMS THAT CONFORM TO NCCLF'S STANDARD POLICIES FOR ACCEPTING LOANS INTO THE INVESTMENT POOL; THEY DID NOT REQUIRE SPECIAL APPROVAL FROM THE BOARD OF DIRECTORS. DURING FY2016, NCCLF HAD OUTSTANDING NOTES AS FOLLOWS:MARY A. ROGIERPRESIDENTLOAN MADE TO NCCLF: $3,000 AT 0%ILANA SCHATZBOARD MEMBERLOAN MADE TO NCCLF: $75,000 AT 2% FORM 990, PART VI, SECTION B, LINE 11 ALL BOARD MEMBERS RECEIVE A COPY OF THE FORM 990 BEFORE IT IS FILED. BOARD MEMBERS ARE ENCOURAGED TO REVIEW THE FORM 990 AND FORWARD THEIR QUESTIONS TO THE DIRECTOR OF FINANCE & ADMINISTRATION OR TO NCCLF'S ACCOUNTING FIRM WHO ADDRESSES THESE QUESTIONS. THE FINANCE COMMITTEE REVIEWS THE FORM IN DETAIL PRIOR TO FILING AND RECOMMENDS THE FILING OF THE RETURN TO THE FULL BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 12C ALL STAFF AND BOARD MEMBERS COMPLETE A DISCLOSURE FORM ANNUALLY. DISCUSSION AND DISCLOSURE ARE INCLUDED IN REGULAR BOARD AND COMMITTEE MEETINGS, AS APPROPRIATE. IF AN ACTUAL CONFLICT EXISTS, THE PERSON INVOLVED IS TO RECUSE THEMSELVES FROM TAKING ACTION ON THE TRANSACTION. FORM 990, PART VI, SECTION B, LINE 15 THE PERSONNEL COMMITTEE AND EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS REVIEWED SALARY INFORMATION FOR SIMILAR POSITIONS AT OTHER NONPROFIT AND COMMUNITY DEVELOPMENT FINANCIAL INSTITUTIONS. THEY CONDUCTED PERFORMANCE EVALUATIONS AND SET COMPENSATIONS BASED ON NCCLF'S OVERALL SALARY STRUCTURE INFORMED BY COMPARABLE SALARY DATA. ALL DISCUSSIONS AND DECISIONS WERE DOCUMENTED AND NOTES WERE MAINTAINED IN THE ORGANIZATION'S FILES. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST FOR THE SAME PERIOD OF TIME SET FORTH IN SEC. 6104(D). FORM 990, PART IX, LINE 11G CONSULTING FEES: PROGRAM SERVICE EXPENSES 638,994. MANAGEMENT AND GENERAL EXPENSES 16,781. FUNDRAISING EXPENSES 2,201. TOTAL EXPENSES 657,976. NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE I LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 263763872 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 102029 27994 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE II LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 263764098 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 44378 11975 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE III LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 263764155 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 36748 9910 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE IV LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 263764212 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 38128 748 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE V LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 263764429 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 53255 9921 0 1 0.00010 CHASE NMTC RICHMOND MARITIME INV FD LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 273428752 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 878 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE VI LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 263765259 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 30003 594 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE VII LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 800931504 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 42502 845 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE VIII LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 462952806 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 27501 7419 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE IX LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 462960150 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 302434 857 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE X LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 462968654 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 296820 4440 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE XI LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 800934944 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 287045 827 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE 14 LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474524945 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED -800 1450 0 1 0.00010 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE 15 LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474535771 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 0 1 0.01000 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE 16 LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474548038 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED -800 0 1 0.99000 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE 17 LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474557284 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED -800 0 1 0.99000 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE 18 LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474570333 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED -800 0 1 0.99000 NCCLF MEMBERCO LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 263779521 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND C 1.00000 0 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE XII LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 463000492 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND C 57221 7511575 0.99000 0 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE 13 LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474520771 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND C 8000800 0.00010 0 0 1 0 0 0 1 0 0 0 0 0 1 0 0 0 0 0 1 1 NCCLF NMTC SUB-CDE I LLC L 102000 CONTRACT NCCLF NMTC SUB-CDE V LLC L 53252 CONTRACT NCCLF NMTC SUB-CDE IX LLC L 302433 CONTRACT NCCLF NMTC SUB-CDE X LLC L 296819 CONTRACT NCCLF NMTC SUB-CDE XI LLC L 287042 CONTRACT SCHEDULE R, PART III NORTHERN CALIFORNIA COMMUNITY LOAN FUND ("NCCLF") IS A CALIFORNIA NONPROFIT PUBLIC BENEFIT ORGANIZATION, A CERTIFIED COMMUNITY DEVELOPMENT FINANCIAL INSTITUTION ("CDFI") AND A CERTIFIED COMMUNITY DEVELOPMENT ENTITY ("CDE"). THE CDE APPLIED FOR AND RECEIVED AN ALLOCATION OF NEW MARKETS TAX CREDIT ("NMTC") AUTHORITY UNDER SECTION 45D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"), IN ROUNDS 6, 7, 8, 10, 11 AND 12 TOTALING $158,000,000 (THE "ALLOCATION"). THE CDE AWARDEE (THE "ALLOCATEE") ENTERED INTO ALLOCATION AGREEMENTS WITH THE CDFI FUND WITH EFFECTIVE DATES OF FEBRUARY 2009, DECEMBER 2009, MARCH 2011, JULY 2013, JUNE 2014, AND JUNE 2015 RESPECTIVELY. UNDER THE RULES OF THE NMTC PROGRAM, NCCLF AS A NONPROFIT CORPORATION MUST CREATE AND CONDUCT ITS NEW MARKETS PROGRAM THROUGH ONE OR MORE FOR-PROFIT CORPORATIONS OR LIMITED LIABILITY COMPANIES (HEREINAFTER THE "LLC"). THE LLC IS TYPICALLY REFERRED TO AS A "SUBSIDIARY", HOWEVER THE TERM "SUBSIDIARY" IS USED VERY DIFFERENTLY IN THE NEW MARKETS CREDIT PROGRAM THAN IT IS IN NORMAL CORPORATE FINANCE AND ACCOUNTING. IN THE NMTC PROGRAM, THE ECONOMIC INVESTMENT IN THIS "SUBSIDIARY" LLC IS MADE 99.99% BY A THIRD PARTY INVESTOR; AND THAT INVESTOR WILL RECEIVE ALL OF THE TAX BENEFITS. THE TERM "SUBSIDIARY" IS USED BY THE CDFI FUND TO SIGNIFY A RELATIONSHIP WHERE THE NEW FOR-PROFIT LLC IS MANAGED BY THE ALLOCATEE (NCCLF) AND WHERE THE ALLOCATEE HAS SUFFICIENT CONTROL OVER THE OPERATIONS AND INVESTMENTS OF THE FOR-PROFIT LLC TO KEEP THE LLC IN COMPLIANCE WITH THE NEW MARKETS PROGRAM RULES. THE CDFI FUND HAS ESTABLISHED RULES TO DETERMINE WHAT CONSTITUTES CONTROL BUT, IN GENERAL, CONTROL MEANS (I) MAINTAINING MANAGEMENT CONTROL BY EITHER ACTING AS MANAGER OR OWNING A MAJORITY INTEREST AND (II) MAINTAINING INVESTMENT CONTROL (VETO POWER) OVER THE QUALIFIED LOW-INCOME COMMUNITY INVESTMENTS ("QLICIS") MADE BY THE SUBSIDIARY CDE. IT IS COMMON IN COMMUNITY DEVELOPMENT FINANCING, SUCH AS IN FINANCING OF AFFORDABLE HOUSING, NEW MARKETS LENDING, AND HISTORIC PRESERVATION, FOR NONPROFITS TO BE MANAGING MEMBERS OR GENERAL PARTNERS OF A FOR-PROFIT ENTITY. THE LLC HAS BEEN FORMED WITH A MISSION CONSISTENT WITH THE NONPROFIT'S EXEMPT PURPOSE, AND WILL OPERATE WITHIN THE CONSTRAINTS OF THE FEDERAL NMTC PROGRAM. IN ADDITION, THE LLC CREATED TO ACT AS CONDUIT LENDER UNDER THE NMTC PROGRAM DOES NOT HAVE A SEPARATE BOARD OF DIRECTORS. ALL DECISIONS FOR THE LLC ARE MADE BY THE MEMBERS. NCCLF IS THE MANAGING MEMBER OF THE LLC, AND ALL ACTIONS OF THE LLC IN MAKING AND HOLDING LOANS TO BORROWERS ARE MANAGED BY NCCLF UNDER THE LLC'S OPERATING AGREEMENT WITH AN INVESTOR. ACTIONS BY NCCLF IN THIS CAPACITY, LIKE ALL ITS OTHER LOAN ACTIVITY TO BORROWERS, ARE MANAGED BY THE STAFF AND OFFICERS OF NCCLF UNDER THE DIRECTION OF THE BOARD OF DIRECTORS OF NCCLF.