2020-11-09T13:25:43-06:00 2019-12-31 221478099 COHNREZNICK LLP 1301 AVENUE OF THE AMERICAS NEW YORK NY 10019 990 2019-01-01 133641265 GROW AMERICA FUND INC GROW 2126821106 ONE BATTERY PARK PLAZA NO 710 NEW YORK NY 10004 DANIEL MARSH III CHAIRMAN 2126821106 2020-11-09 1 LORI ROTHE YOKOBOSKY CPA P01273422 2122970400 2020-11-08 209.59.243.22 2020-11-09 10:29:37 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 F9BA0E82A6D947CC92540FBC56E8B73643681DA5 2019 2021-01-29 14:40:06Z DANIEL MARSH III ONE BATTERY PARK PLAZA NO 710 NEW YORK NY 10004 3721122 0 X WWW.GROWAMERICAFUND.ORG X 1971 DE THE GROW AMERICA FUND, INC. ("GAF") HAS A PRIMARY MISSION TO CREATE ECONOMIC OPPORTUNITY, STIMULATE INVESTMENT, AND TO ENCOURAGE ENTREPRENEURSHIP IN LOW-INCOME COMMUNITIES BY FINANCING BUSINESSES AND ENTREPRENEURS THAT INVEST IN THOSE DISADVANTAGED COMMUNITIES, AND/OR CREATE JOBS FOR LOW-INCOME UNEMPLOYED AND UNDER-EMPLOYED INDIVIDUALS. GAF, A LICENSED U.S. SBA SMALL BUSINESS LENDING COMPANY, AND U.S. DEPARTMENT OF THE TREASURY CERTIFIED COMMUNITY DEVELOPMENT FINANCIAL INSTITUTION, PROVIDES ACCESS TO CAPITAL FOR BUSINESS EXPANSION STRUCTURED WITH LONGER AMORTIZATION TERMS AND LOWER INTEREST RATES. THESE LENDING TERMS SERVE TO DECREASE DEBT SERVICE COSTS AND IMPROVE THE BORROWER'S OPERATING CASH FLOW, GIVING BUSINESSES A FINANCIAL ADVANTAGE THAT HELPS STRENGTHEN BOTH THE ECONOMIC BASE OF THE BUSINESS, AND THE COMMUNITY. 8 1 0 1 0 0 1742203 644968 3520737 3019575 0 0 20759 56579 5283699 3721122 53391 0 0 0 2411515 2514506 0 0 0 2470778 3170261 4935684 5684767 348015 -1963645 59780108 47711988 45840791 35736316 13939317 11975672 X THE GROW AMERICA FUND, INC. ("GAF") HAS A PRIMARY MISSION TO CREATE ECONOMIC OPPORTUNITY, STIMULATE INVESTMENT, AND TO ENCOURAGE ENTREPRENEURSHIP IN LOW-INCOME COMMUNITIES BY FINANCING BUSINESSES AND ENTREPRENEURS THAT INVEST IN THOSE DISADVANTAGED COMMUNITIES, AND/OR CREATE JOBS FOR LOW-INCOME UNEMPLOYED AND UNDER-EMPLOYED INDIVIDUALS. GAF, A LICENSED U.S. SBA SMALL BUSINESS LENDING COMPANY, AND U.S. DEPARTMENT OF THE TREASURY CERTIFIED COMMUNITY DEVELOPMENT FINANCIAL INSTITUTION, PROVIDES ACCESS TO CAPITAL FOR BUSINESS EXPANSION STRUCTURED WITH LONGER AMORTIZATION TERMS AND LOWER INTEREST RATES. THESE LENDING TERMS SERVE TO DECREASE DEBT SERVICE COSTS AND IMPROVE THE BORROWER'S OPERATING CASH FLOW, GIVING BUSINESSES A FINANCIAL ADVANTAGE THAT HELPS STRENGTHEN BOTH THE ECONOMIC BASE OF THE BUSINESS, AND THE COMMUNITY. 0 0 4794389 3076154 GAF PROVIDES LONGER TERM, LOWER INTEREST RATE SMALL BUSINESS LOANS THAT ENABLE SMALL BUSINESSES TO CREATE JOBS, STIMULATE INVESTMENT, AND EXPAND THE ENTREPRENEURIAL AND SMALL BUSINESS BASE IN LOW-INCOME COMMUNITIES. GAF HAS ASSISTED MORE THAN 641 SMALL BUSINESSES OWNED BY INDIVIDUALS PREVIOUSLY LACKING ACCESS TO APPROPRIATELY STRUCTURED FINANCING. SEVENTY-ONE PERCENT OF OUR LOANS HAVE BEEN MADE IN CDFI-ELIGIBLE CENSUS TRACTS OR TO MINORITY BORROWERS. GAF NOT ONLY PROVIDES LOANS WITH FAVORABLE BELOW MARKET TERMS BUT ALSO PROVIDES INDIVIDUAL BUSINESS COUNSELING AT APPLICATION AND CONTINUING THROUGH THE ENTIRE TERM OF THE LOAN. LOANS MADE THROUGH THIS PROGRAM TOTAL OVER $336 MILLION. EACH LOAN IS STRUCTURED TO FIT THE FINANCING NEEDS OF THE INDIVIDUAL BUSINESS AND CARRY BELOW MARKET RATES AND TERMS. TO ASSIST THE BORROWER, GAF CAPS CLOSING COSTS AND PROVIDES BUSINESS COUNSELING AT NO COST TO THE SMALL BUSINESSES. GAF LENDS IN DISTRESSED COMMUNITIES IN AN ELEVEN-STATE MARKET WHERE THE POVERTY LEVEL IS DOUBLE THE NATIONAL AVERAGE. ADDITIONALLY, GAF OPERATES ITS SMALL BUSINESS-LENDING PROGRAM IN FIVE OF THE TEN MOST DISTRESSED CITIES IN AMERICA. CLEVELAND OHIO, BUFFALO NEW YORK, NEWARK NEW JERSEY, CINCINNATI OHIO AND SAN BERNARDINO CALIFORNIA, HAVE DISTRESS RATINGS RANGING FROM 93.6 TO 99.9 OUT OF 100 ACCORDING TO THE ECONOMIC INNOVATION GROUP DISTRESSED COMMUNITY INDEX. BUSINESSES RECEIVING FINANCING FROM GAF HAVE CREATED AND/OR RETAINED OVER 16,000 JOBS, AND 11,500 OF THOSE JOBS ARE CONSIDERED FILLED BY LOW AND MODERATE-INCOME INDIVIDUALS. OVER THE PAST SEVERAL YEARS, GAF HAS RECEIVED NATIONAL RECOGNITION FROM A VARIETY OF INSTITUTIONS:- THE U.S. SMALL BUSINESS ADMINISTRATION HAS ACKNOWLEDGED GAF AS A MISSION-BASED LENDER FOR CARRYING OUT OUR MISSION TO MAKE CREDIT AVAILABLE TO DISADVANTAGED BUSINESSES AND HELPING THOSE BUSINESSES TO SUCCEED THROUGH OUR TECHNICAL ASSISTANCE. GAF IS AN SBA PREFERRED LENDER. - IN RECOGNITION OF OUR WORK, THE CDFI FUND AWARDED OUR LOAN FUND MORE THAN $8 MILLION IN GRANTS TO CARRY OUT OUR MISSION.- JPMORGAN CHASE MADE A $7 MILLION GRANT TO A CONSORTIUM OF SMALL BUSINESS LENDERS WORKING WITH DISADVANTAGED BUSINESSES IN LOW INCOME COMMUNITIES IN CHASE'S COMMUNITY REINVESTMENT AREAS. GAF IS A MEMBER OF THE LENDING CONSORTIUM AND RECEIVED $2.3 MILLION OF THE $7 MILLION GRANT.- JP MORGAN CHASE, PNC BANK AND DISCOVER BANK SUPPORT OUR EFFORTS BY MAKING VERY LOW INTEREST LOANS AND GRANTS AVAILABLE TO US TO CARRY OUT OUR MISSION IN LOW-INCOME COMMUNITIES AND WITH DISADVANTAGED BUSINESSES.- THE LONGWOOD FOUNDATION, GREATER TACOMA COMMUNITY FOUNDATION AND THE SEATTLE FOUNDATION HAVE MADE GRANTS AND PROGRAM RELATED INVESTMENTS (PRIS) AND GRANTS TO OUR SMALL BUSINESS LOAN FUND TOTALING MORE THAN $4.5 MILLION. BELOW ARE EXAMPLES OF DISADVANTAGED BUSINESSES THAT GAF'S SMALL BUSINESS LOAN FUND HAS RECENTLY ASSISTED:MIDDLE BAR: MIDDLEBAR IS A BOUTIQUE BEVERAGE COMPANY WITH A LINE OF CRAFT COCKTAIL MIXERS AND ACCOUTREMENTS FOR THE HOME AND PROFESSIONAL MIXOLOGIST. THE COMPANY'S BRICK AND MORTAR LOCATION IS MIDDLEBAR ON MARKET LOCATED IN THE HISTORIC CORE OF DOWNTOWN INGLEWOOD, CALIFORNIA. IT IS THE MIDDLEBAR PRODUCTION HEADQUARTERS FOR THEIR BAR LINE AS WELL AS THE BEAUTIFUL BACKDROP FOR LA'S BEST NEW JAZZ SPOT. THEY CURRENTLY OFFER LIVE MUSIC JAZZ BRUNCHES ON THE WEEKENDS AND ALSO HOST PRIVATE PARTIES, CORPORATE GATHERINGS, TELEVISION SHOOTS AND SPECIAL MUSICAL EVENTS.GAF PROVIDED A LOAN OF $150,000 TO FUND PERMANENT WORKING CAPITAL TO ASSIST THE COMPANY WITH ITS INVENTORY PURCHASES. COUNTERMEASURES: AFRICAN AMERICAN OWNED COUNTERMEASURES ASSESSMENT SECURITY EXPERTS, LLC (CASE), LOCATED IN NEW CASTLE, DE IS A TRANSPORTATION SECURITY CONSULTING BUSINESS IN OPERATION SINCE 2014. THE COMPANY HAS VARIOUS CONTRACTS WITH PUBLIC AND PRIVATE TRANSPORTATION PROJECTS. GAF PROVIDED A LOAN OF $300,000 TO REFINANCE DEBT SAVING THE COMPANY OVER $36,000 A YEAR IN DEBT PAYMENTS AND PROVIDE PERMANENT WORKING CAPITAL. CUTOM PC COMPUTERS: CUSTOM-PC COMPUTERS LLC DBA ALLPRO TECHNOLOGIES (SBC) WAS FOUNDED IN 2002. THE BUSINESS STARTED OUT PROVIDING COMPUTER REPAIRS AND NETWORKING SERVICES TO ITS FOUNDER'S FRIENDS AND NEIGHBORS. TODAY, THE SBC PROVIDES IT CONSULTING, NETWORK INSTALLATION, AND SALES THROUGHOUT THE CITY OF CINCINNATI. SBC SELLS AND REPAIRS ALL TYPES OF COMPUTERS, PARTS AND PERIPHERALS, AND SOFTWARE. IN ADDITION, SBC REPAIRS ALL TYPES OF COMPUTERS, INSTALLS AND UPGRADES SOFTWARE FOR DESKTOPS, LAPTOPS, AND SERVERS, AND SETS UP AND MAINTAINS RESIDENTIAL AND COMMERCIAL NETWORKS AS WELL AS SURVEILLANCE CAMERAS AND SYSTEMS. THE SBC HELPS COMMERCIAL CLIENTS SET UP NEW NETWORKS, RELOCATE EXISTING NETWORKS, EXPAND EXISTING NETWORKS AS THEY ADD EMPLOYEES, AND REMOVE VIRUSES AND SPYWARE. SBC CONSIDERS ITSELF A RELIABLE AND AFFORDABLE IT SUPPORT DEPARTMENT AND IS GUIDED BY THE PRINCIPLES OF GREAT SERVICE, COMPETITIVE PRICING, FAST RESPONSE TIMES AND COMPREHENSIVE COVERAGE.GAF PROVIDED A LOAN OF $105,000 TO REFINANCE DEBT SAVING THE COMPANY NEARLY $6,000 A YEAR IN DEBT SERVICE PAYMENTS AND FUND PERMANENT WORKING CAPITAL. SOLEMATE: SOLEMATE IS A RETAIL OPERATION WITH A FOCUS ON SPECIALTY JEANS AND HIGH-END, SPECIALTY SNEAKERS. THE BUSINESS IS LOCATED IN BROOKLYN, NY. THE COMPANY HAS BEEN IN OPERATIONS FOR OVER THREE YEARS AND CONTINUES TO GROW IN SALES AND POPULARITY OVER THE COURSE OF OPERATIONS. PER MANAGEMENT, THE STORE'S POPULARITY, ESPECIALLY WITHIN THE PROSPECT LEFFERTS GARDENS NEIGHBORHOOD CONTINUES TO GROW AS HE WAS ABLE TO SOURCE A DIVERSE ARRAY OF MERCHANDISE, LARGELY CENTERED IN SPECIALTY NIKE SNEAKERS, ADIDAS YEEZY SNEAKERS AND OTHER POPULAR ITEMS..GAF PROVIDED A $75,00 LOAN TO REFINANCE OF SHORT TERM, HIGH INTEREST LOANS FROM PREDATORY ONLINE LENDERS AND PROVIDED NEW PERMANENT WORKING CAPITAL TO FUND CONTINUED GROWTH. PORTABLE CHEF: PORTABLE CHEF (PC) IS A MEAL PREPARATION AND DELIVERY SERVICE LOCATED IN NEW YORK CITY. THE COMPANY HAS BEEN IN OPERATION FOR OVER FIVE YEARS AND PROVIDES HIGHLY NUTRITIOUS, CUSTOM PREPARED MEALS TAILORED TO A CLIENT'S SPECIFICATIONS. THIS IS ESPECIALLY USEFUL SERVICE FOR CLIENTS ON A DIET OR THOSE WITH SPECIFIC DIETARY RESTRICTIONS (OR HEALTH ISSUES). THE COMPANY PREPS MEALS DAILY AND MAKES DELIVERIES THROUGHOUT NEW YORK CITY'S FIVE BOROUGHS. HISTORICALLY, THE COMPANY OPERATED IN EAST HARLEM, NY, BUT DUE TO THE EXPLOSIVE GROWTH IS IN NEED OF ADDITIONAL SPACE TO ACCOMMODATE THIS GROWTH. GAF PROVIDED A LOAN OF $221,000 TO FUND LEASEHOLD IMPROVEMENTS TO EXPAND THE COMPANY'S SPACE. WIREBIRDS: FORMED IN 2011, WIREBIDS LLC IS AN ONLINE AUCTION PLATFORM FOR COMMERCIAL PRINTERS, BOOKBINDERS, AND OTHER RELATED TRADES WHO WISH TO DISPOSE OF OR ACQUIRE EQUIPMENT FOR THEIR OPERATIONS. IT DEVELOPS AND MAINTAINS ITS OWN SOFTWARE, WHICH IS NOW ON ITS THIRD GENERATION. PRESENTLY, IT HAS 13,000 ACTIVE USERS AND FACILITATE SALES OF OVER $5 MILLION PER YEAR. WIREBIDS DOES NOT BUY OR SELL EQUIPMENT ITSELF IT FACILITATES SALES BY PROVIDING THE PLATFORM AND CHARGING A COMMISSION TO SELLERS OF 5%-10% OF THE SALE PRICE, WHICH THE SELLER MAY CHOOSE TO PASS ON TO THE BUYER AS A BUYER'S PREMIUM. WIREBIDS ALSO CREATES A COMBINED AUCTION EVENT ONCE A MONTH WHEREIN A SELLER OF A FEW ITEMS MAY PARTICIPATE IN A LARGER EVENT WITH SEVERAL SELLERS IN ORDER TO MAXIMIZE EXPOSURE AND CREATE A NETWORK EFFECT. GAF FINANCED A LOAN OF $610,000 TO PURCHASE A BUILDING TO HOUSE ITS BUSINESS. VIRTAIR: VIRTAIR INC. (VAI), ESTABLISHED IN 2014 AND PROVIDES HOSPITALS AND OTHER MEDICAL CLINICS WITH THE TIMELY DELIVERY OF OXYGEN, OXYGEN TANKS & SUPPLY TO NEW YORK CITY METROPOLITAN HOSPITALS, CLINICS AND NURSING HOMES. GAF PROVIDED A LOAN OF $660,000 TO REFINANCE USURY DEBT AND PROVIDE THE COMPANY WITH PERMANENT WORKING CAPITAL TO FUND ITS GROWING INVENTORY. 4794389 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 8 1 0 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 0 0 0 NY X DANIEL CHOI 2126821106 ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 CHARLEY DEPEW BOARD MEMBER 0.50 49.50 X 0 185042 70013 DANIEL MARSH III CHAIRMAN 2.75 54.40 X X 0 304996 97682 JOHN PALYO PRESIDENT 36.00 14.00 X X 0 215703 87837 KEVIN GREMSE BOARD MEMBER 1.00 49.00 X 0 188420 65590 PATRICIA THOMSON BOARD MEMBER 0.25 X 0 0 0 RAQUEL FAVELA BOARD MEMBER 0.50 49.50 X 0 189894 22743 STEPHANIE DUGAN SECRETARY 1.00 49.00 X 0 189990 57444 ADAM ENNIS TREASURER 3.00 47.00 X 0 182060 59420 DANIEL CHOI CFO 22.50 24.75 X 0 111340 55728 0 1567445 516457 0 0 1 0 SHALLO GALLUSCIO & BIANCHI CPAS 21 NORTH SEVENTH STREET HUDSON NY 12534 ACCOUNTING 130000 COHNREZNICK LLP 1301 AVENUE OF THE AMERICAS NEW YORK NY 10019 AUDITING 109900 2 644968 644968 INTEREST INCOME 523000 2249907 2249907 PREMIUM ON SALE OF LOA 523000 372055 372055 LOAN SERVICE FEES 523000 354761 354761 FEE INCOME 523000 42852 42852 3019575 LATE FEES 523000 29592 29592 MISCELLANEOUS INCOME 900099 26987 26987 56579 3721122 3076154 0 0 1717797 1414862 302935 158895 134832 24063 510569 433248 77321 127245 104805 22440 35577 35577 239900 239900 26500 26500 46487 35412 11075 144580 110136 34444 211389 184031 27358 923422 923422 PROVISION FOR LOAN LOSS 1083948 1083948 AMORTIZATION 165179 158099 7080 PROJECT AND OTHER FEES 131979 131979 EQUIPMENT LEASES AND MA 54140 777 53363 107160 43261 63899 5684767 4794389 890378 0 5264707 446911 600000 28194 72164 51681843 45455295 486547 445794 1718817 1291824 59780108 47711988 1070267 1252556 20945790 13901766 23824734 20581994 45840791 35736316 X 4208938 3109096 9730379 8866576 13939317 11975672 59780108 47711988 -1963645 0 X X 0 1 X 1 0 X 1869756 2139172 2657359 1742203 644968 9053458 2555325 2608558 2831220 3520737 3019575 14535415 4425081 4747730 5488579 5262940 3664543 23588873 0 0 0 23588873 11745 70235 227610 20759 56579 386928 4436826 4817965 5716189 5283699 3721122 23975801 0.98390 0.98870 0.00000 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: LATE FEES - 2015 AMOUNT: $ 11,745. 2016 AMOUNT: $ 53,427. 2017 AMOUNT: $ 17,996. 2018 AMOUNT: $ 17,976. 2019 AMOUNT: $ 29,592. NYS CORPORATION TAX REFUND - 2016 AMOUNT: $ 16,808. BAD DEBT RECOVERY - 2017 AMOUNT: $ 209,614. MISCELLANEOUS INCOME - 2018 AMOUNT: $ 2,783. 2019 AMOUNT: $ 26,987. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 PROGRAM LOAN RECEIVABLES 45455295 C 45455295 CLIENT INVESTMENT LIABILITIES 12429772 DUE TO RELATED ENTITIES 8152222 20581994 X 1713752 -2007370 -2007370 3721122 0 3721122 3677397 0 3677397 2007370 2007370 5684767 PART X, LINE 2: THE ORGANIZATION MAY RECOGNIZE THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION ONLY IF IT IS MORE LIKELY THAN NOT THAT THE TAX POSITION WILL BE SUSTAINED ON EXAMINATION BY TAXING AUTHORITIES BASED ON THE TECHNICAL MERITS OF THE POSITION. TAX POSITIONS INCLUDE THE TAX-EXEMPT STATUS OF THE ORGANIZATION, AMONG OTHERS. THERE WERE NO UNCERTAIN TAX POSITIONS IDENTIFIED OR RECORDED AS LIABILITIES FOR THE YEAR ENDED DECEMBER 31, 2019. THE ORGANIZATION FILES FORM 990S, RETURN OF ORGANIZATION EXEMPT FROM INCOME TAX, WITH THE INTERNAL REVENUE SERVICE ("IRS") ANNUALLY. PART XI, LINE 2D - OTHER ADJUSTMENTS: LOAN EXPENSES -2,007,370. PART XII, LINE 4B - OTHER ADJUSTMENTS: LOAN EXPENSES 2,007,370. 0 1 0 0 0 0 0 0 0 CHARLEY DEPEW BOARD MEMBER 0 182983 0 0 0 2059 0 22569 0 47444 0 255055 0 0 DANIEL MARSH III CHAIRMAN 0 298900 0 0 0 6096 0 62297 0 35385 0 402678 0 0 JOHN PALYO PRESIDENT 0 214682 0 0 0 1021 0 48004 0 39833 0 303540 0 0 KEVIN GREMSE BOARD MEMBER 0 187592 0 0 0 828 0 19256 0 46334 0 254010 0 0 RAQUEL FAVELA BOARD MEMBER 0 189300 0 0 0 594 0 3243 0 19500 0 212637 0 0 STEPHANIE DUGAN SECRETARY 0 187852 0 0 0 2138 0 24348 0 33096 0 247434 0 0 ADAM ENNIS TREASURER 0 181817 0 0 0 243 0 14549 0 44871 0 241480 0 0 DANIEL CHOI CFO 0 111204 0 0 0 136 0 8641 0 47087 0 167068 0 0 PART I, LINE 4B THE FOLLOWING INDIVIDUALS PARTICIPATE IN A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN, NO CONTRIBUTIONS WERE MADE DURING THE YEAR. - GERTRUDE SCRIVEN - DANIEL MARSH III FORM 990, PART VI, SECTION A, LINE 6 THE NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT, INC D/B/A THE NATIONAL DEVELOPMENT COUNCIL IS THE SOLE MEMBER OF GROW AMERICA FUND, INC. FORM 990, PART VI, SECTION A, LINE 7A THE NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT, INC D/B/A THE NATIONAL DEVELOPMENT COUNCIL AS THE SOLE MEMBER IT HAS THE RIGHT TO ELECT THE DIRECTORS OF THE CORPORATION. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 WAS PREPARED BY OUTSIDE TAX PREPARERS IN CONSULTATION WITH MANAGEMENT AND AUDITORS. A DRAFT OF THE FULL FORM 990 WAS PROVIDED TO ENTIRE BOARD FOR REVIEW. A COMPLETE COPY OF THE FINAL FORM 990 WAS PROVIDED TO THE ORGANIZATION'S ENTIRE BOARD BEFORE IT WAS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C ALL MEMBERS OF THE GROW AMERICA FUND, INC. ("GAF") BOARD OF DIRECTORS AND EXECUTIVE EMPLOYEES ARE REQUIRED TO ANNUALLY EXECUTE A CONFLICT OF INTEREST AND COMPENSATION GUIDELINES ACKNOWLEDGEMENT STATING THAT THEY HAVE RECEIVED, READ AND UNDERSTAND, AND AGREE TO COMPLY WITH THE CONFLICT OF INTEREST AND COMPENSATION GUIDELINES. THE CONFLICT OF INTEREST AND COMPENSATION GUIDELINES REQUIRES BOARD MEMBERS AND EXECUTIVE EMPLOYEES TO DISCLOSE ANY POTENTIAL CONFLICTS OF INTEREST IMMEDIATELY. THE CHAIRPERSON OF THE BOARD WILL UPON NOTIFICATION OF SUCH AN EVENT APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION. VIOLATIONS OF THE CONFLICT OF INTEREST POLICY CAN RESULT IN APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION. ALSO, ALL BOARD MEMBERS, BY EXECUTING THE CONFLICT OF INTEREST AND COMPENSATION GUIDELINES, ACKNOWLEDGE THAT THEY SHARE THE RESPONSIBILITY OF GAF TO REMAIN FAITHFUL TO THE ORGANIZATION'S CHARITABLE PURPOSES. FORM 990, PART VI, SECTION C, LINE 19 THE DOCUMENTS ARE AVAILABLE BY REQUEST. FORM 990, PART XII, LINE 2C: THE PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. FORM 990, PART IX, LINES 7-9: THE AMOUNTS REPORTED ON LINES 7-9 RELATED TO EXPENSES PAID BY THE PARENT COMPANY (NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT EIN 13-6532871) AND ALLOCATED TO THE ORGANIZATION. PART VI, 1B: ALL OF THE ORGANIZATION'S BOARD MEMBERS WORK FOR THE PARENT ORGANIZATION NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT. WHILE ONE IS INDEPENDENT THE INDEPENDENT BOARD OF DIRECTORS OF THE PARENT OVERSEES THE ORGANIZATION'S OPERATIONS AND ACTIONS. MAIN STREET PROPERTIES NEW YORK LLC ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 273923128 REAL ESTATE HOLDING COMPANY NY 0 0 GROW AMERICA FUND INC MAIN STREET PROPERTIES CONNECTICUT LLC ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 433318761 REAL ESTATE HOLDING COMPANY NY 0 0 GROW AMERICA FUND INC NDC HOUSING & ECONOMIC DEVELOPMENT CORPORATION-GROUP RETURN ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 911884698 ECON DEV/ASSIST GOV/HOUSING VA 501(C)(3) LINE 10 NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 NDC SUPPORT I INC ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 134156877 SUPPORT NDC NY 501(C)(3) LINE 12A, I NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 NDC HOUSING & ECONOMIC DEVELOPMENT CORPORATION ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 112933129 ECON DEV/ASSIST GOV/HOUSING VA 501(C)(3) LINE 10 NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 KINGSBOROUGH HOUSING DEVELOPMENT FUND COMPANY INC ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 141734500 HOUSING NY 501(C)(3) LINE 10 NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 136532871 ASSIST GOV NY 501(C)(3) LINE 10 N/A 0 NDC GREEN RENEWABLE ENERGY ENTERPRISE NEXUS ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 273820841 ECONOMIC DEVELOPMENT NY 501(C)(3) LINE 10 NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 NDC RESOURCES ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 460674188 ECON DEV/HOUSING/ASSIST GOV'T DC 501(C)(3) LINE 12A, I NATIONAL COUNCIL FOR COMMUNITY DEVELOPMENT INC 0 NDC CORPORATE EQUITY FUND III ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 134071776 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND IV ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 134151268 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND V ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 134195127 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND VI ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 050585420 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND VII ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 203273264 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND VIII ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 261481355 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND IX ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 264226439 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND X ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 454281155 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND XI ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 462764258 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND XII ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 473762588 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND XIII ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 813113490 LOW INCOME HOUSING NY N/A NDC CORPORATE EQUITY FUND XV ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 831506679 LOW INCOME HOUSING NY N/A COMMUNITY DEVELOPMENT GROUP HOLT ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 201643188 HOUSING NY N/A C 0 COMMUNITY DEVELOPMENT GROUP ILLINOIS INC ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 201644052 ECONOMIC DEVELOPMENT NY N/A C 0 COMMUNITY DEVELOPMENT GROUP KENTUCKY INC ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 133555220 ECONOMIC DEVELOPMENT NY N/A C 0 COMMUNITY DEVELOPMENT GROUP RENEWABLE ENERGY ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 262989445 ECONOMIC DEVELOPMENT NY N/A C 0 COMMUNITY DEVELOPMENT GROUP WALLA WALLA INC ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 133615889 ECONOMIC DEVELOPMENT NY N/A C 0 COMMUNITY DEVELOPMENT INVESTOR BROOKLYN ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 461534076 ECONOMIC DEVELOPMENT NY N/A C 0 HOUSING DEVELOPMENT GROUP III ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 203673695 HOUSING NY N/A C 0 0 0 0 0 1 0 0 0 0 0 0 1 1 1 1 1 0 0 0