2019-11-11T10:35:52-06:00 2018-12-31 221478099 COHNREZNICK LLP 1301 AVENUE OF THE AMERICAS NEW YORK NY 10019 990 2018-01-01 133641265 GROW AMERICA FUND INC GROW 2126821106 ONE BATTERY PARK PLAZA NO 710 NEW YORK NY 10004 DANIEL MARSH III CHAIRMAN 2126821106 2019-11-11 1 LORI ROTHE YOKOBOSKY CPA P01273422 2122970400 2019-11-11 209.3.217.20 2019-11-11 09:28:00 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 0FC5460241256066D74A2C5C66FD8B85E1F8608D 2018 2020-04-17 16:48:07Z DANIEL MARSH III ONE BATTERY PARK PLAZA NO 710 NEW YORK NY 10004 5283699 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 0 0 0 2657359 1742203 2831220 3520737 0 0 227610 20759 5716189 5283699 0 53391 0 0 2439820 2411515 0 0 0 2493844 2470778 4933664 4935684 782525 348015 62578502 59780108 48987200 45840791 13591302 13939317 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 4019715 53391 3541496 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 610 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 $241 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 A TWELVE 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 A 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:PRIME FOR DIME: PRIME FOR THE DIME INC. ("PFD"), LOCATED IN BROOKLYN, NEW YORK, IS A BEAUTY PRODUCTS DISTRIBUTOR IN OPERATION SINCE 2015. THE COMPANY HAS RELATIONSHIPS WITH HIGH-QUALITY, LOW-COST, BEAUTY PRODUCT MANUFACTURERS LOCATED ABROAD. IN TURN, PFD LEVERAGES THOSE RELATIONSHIPS TO BUY STRAIGHT FROM THE SOURCE AND THEN TO SELL ONLINE. HISTORICALLY, THE COMPANY FOCUSED ON SALES OF HIGH QUALITY PERFUMES, WHICH IN TURN THEY RETAIL ON AMAZON AND OTHER ONLINE MARKETS. GAF PROVIDED A LOAN OF $300,000 TO FUND PERMANENT WORKING CAPITAL TO ASSIST THE COMPANY WITH ITS EVER-GROWING RECEIVABLES. GIFTS OF LOVE FAMILY DAYHOME: GIFTS OF LOVE FAMILY DAYHOME ("SBC", "GIFTS OF LOVE") IS LOCATED IN THE WHITEHAVEN NEIGHBORHOOD OF MEMPHIS, TENNESSEE SERVING PARENTS/GUARDIANS OF CHILDREN FROM 5 MONTHS OF AGE TO 12 YEARS. GIFTS OF LOVE RECEIVED A LOAN OF $350,000 TO PURCHASE THE BUILDING THAT THEY PREVIOULSY LEASED PROVIDING THE BUSINESS WITH A PERMANENT HOME. RJ DEMOLITION AND INDUSTRIAL SHOP: RJ'S DEMOLITION AND DISPOSAL (RJ'S) WAS STARTED IN 1999 AS A LICENSED DEMOLITION CONTRACTOR. WHILE ORIGINALLY GENERATING THE MAJORITY OF ITS REVENUES THROUGH DEMOLITION AND TRASH HAULING SERVICES FOR LARGE AND SMALL CONTRACTORS AROUND LOS ANGELES & SURROUNDING COUNTIES, RJ'S NOW OPERATES FOUR RETAIL HOME IMPROVEMENT SUPPLY STORES IN THE SOUTH BAY AS ITS PRINCIPAL SOURCE OF REVENUE. THE COMPANY IS ALSO ENGAGED IN THE RECYCLING AND RESALE OF GREEN WASTE WITH RECYCLING CENTER OPERATIONS AND SERVICES BEING PROVIDED AT THE INGLEWOOD AND GARDENA LOCATIONS. 2018 GROWTH PLANS INCLUDE CENTRALIZING AND EXPANDING THE RECYCLING CENTER OPERATIONS AT A NEW LOCATION IN BAKERSFIELD, CA. GAF PROVIDED A LOAN OF $1,030,000 TO ACQUIRE THE PERMITTING NECESSARY TO INSTALL SOLAR PANELS ON ITS INGLEWOOD FACILITY PROVIDING THE COMPANY WITH SIGNIFICANT ENERGY COST SAVINGS. GAF ALSO PROVIDED FUNDS TO EXPAND THE COMPANY'S RECYCLING SERVICES. CSA HEATING AND AIR: ESTABLISHED IN THE GREATER SALT LAKE CITY AREA IN 2014 CSA HEATING & AIR PROVIDES A COMPLETE HVAC SOLUTION FOR HOMES AND BUSINESSES - INCLUDING GEOTHERMAL SYSTEMS. THE OWNERS BELIEVE THAT CONTINUING EDUCATION, FOR ALL THEIR REPAIR TECHNICIANS AND BUILDING CREWS, BRINGS THEIR CUSTOMERS MORE EFFICIENT AND INFORMED SERVICE. GAF PROVIDED A $500,000 LOAN TOREFINANCE OF SHORT TERM, HIGH INTEREST LOANS FROM PREDATORY ONLINE LENDERS AND PROVIDED NEW PERMANENT WORKING CAPITAL TO FUND CONTINUED GROWTH. PULP FOODS: FOUNDED IN 2016, PULP FOODS LLC IS A TEA/COFFEE ROASTER AND WHOLESALER LOCATED IN SAN ANTONIO, TEXAS. THE COMPANY DISTRIBUTES OUT OF ITS OWN LABEL, BUT SPECIALIZES IN PRIVATE LABEL AND CONTRACT ROASTING AS WELL. PULP ALSO DISTRIBUTES COFFEE EQUIPMENT TO COFFEE SHOPS IN NEED. GAF PROVIDED A LOAN OF $125,000 TO PURCHASE TWO COMMERCIAL ESPRESSO MACHINES FOR ITS TASTING ROOM, TO REFINANCE SOME OF ITS POORLY STRUCTURED DEBT, FOR LEASEHOLD IMPROVEMENTS RELATED TO THEIR EXPANSION, AND FOR PERMANENT WORKING CAPITAL. JJ MINK: DOING BUSINESS AS JOJO CARLONI'S, JJ MINK IS AN ITALIAN FULL-SERVICE RESTAURANT. THE RESTAURANT OUTGREW ITS OLD LOCATION IN OLMSTED TOWNSHIP, OHIO AND USED GAF FINANCING TO RELOCATE TO BEREA, OHIO WHERE IT NOW OCCUPIES A MUCH BIGGER SPACE AND INCREASED ITS DINING CAPACITY FROM 7 TO 30 TABLES. THE BEREA LOCATION REMAINS A FULL SERVICE, FAMILY FRIENDLY, ITALIAN RESTAURANT THAT SERVES FAMILY RECIPES. THE RESTAURANT OFFERS HIGH QUALITY, NATURAL FOOD SELECTIONS AS AFFORDABLE AS POSSIBLE. ITALIAN WINES AND BEERS WILL BE OFFERED, AND THE ATMOSPHERE WILL BE QUAINT AND CASUAL. PIZZAS WILL BE PRODUCES VERY QUICKLY USING A TURBOCHEF PIZZA OVEN THAT WILL COOK A PIZZA IN 2 MINUTES VERSES 15-20 MINUTES. THE RESTAURANT WILL SERVICE BREAKFAST, LUNCH, DINNER, AND WEEKEND BRUNCH. GAF PROVIDED A $315,000 LOAN WHICH FUNDED $220,000 IN MACHINERY AND EQUIPMENT, $50,000 IN REFINANCING DEBT, $31,000 IN PERMANENT WORKING CAPITAL, AND $14,000 IN SOFT AND CLOSING COSTS. KONA ICE: NORCAL CONCESSION MANAGEMENT LLC DOING BUSINESS AS KONA ICE OF TRACY, CALIFORNIA WAS ESTABLISHED IN 2015. THEIR FIRST MOBILE UNIT WAS PLACED IN SERVICE EARLY IN 2015 AND A KIOSK TRAILER WAS ADDED SHORTLY THEREAFTER. THE BUSINESS OPERATES FROM MARCH THROUGH DECEMBER THE MOBILE UNIT VISITS FAIRS AND FESTIVALS, FUNDRAISING AND OTHER PRIVATE EVENTS, AS WELL AS LOCAL BUSINESSES IN THE TRACY AREA. GAF PROVIDED A $105,000 LOAN TO REFINANCE THE ORIGINAL MOBILE UNIT AND TO PROVIDE WORKING CAPITAL. ACCU AIRRE MECHANICAL: STARTED IN 2015 AND BASED OUT OF SAN ANTONIO, TEXAS, THE BUSINESS COVERS A 50-MILE RADIUS DELIVERING COMMERCIAL HVA SERVICES THAT INCLUDES HEATING AND COOLING SYSTEMS, COMMERCIAL REFRIGERATION SERVICE AND COMMERCIAL BOILER SERVICES. IT WORKS EXCLUSIVELY WITH COMMERCIAL, INDUSTRIAL AND GOVERNMENT CUSTOMERS AND OFFERS INSTALLATION, MAINTENANCE AND REPAIR SERVICES TO NEARLY ANY HVA SYSTEM. GAF PROVIDED TWO LOANS. THE COMPANY UTILIZED THE FIRST LOAN OF $205,000 TO PURCHASE ADDITIONAL LAND AND AN OUT OF SERVICE FIRE STATION TO HOUSE THE GROWING BUSINESS. THE SECOND LOAN OF $330,000 REFINANCED EXISTING DEBT AND PROVIDED PERMANENT WORKING CAPITAL IN SUPPORT OF ITS OPERATIONS AS A HVAC INSTALLER AND SERVICER. 4019715 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 1 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 ANGELA BUTLER BOARD MEMBER 5.00 46.00 X 0 181342 62803 ANN VOGT SECRETARY 1.10 54.40 X X 0 306308 37697 CHARLEY DEPEW BOARD MEMBER 0.50 49.50 X 0 182469 53351 DANIEL MARSH III CHAIRMAN 1.10 54.40 X X 0 329896 84060 JOHN PALYO PRESIDENT 34.00 16.00 X X 0 224557 48897 KEVIN GREMSE BOARD MEMBER 1.00 49.00 X 0 194205 49190 ROBERT W DAVENPORT OUTGOING BOARD MEMBER 1.25 24.25 X 0 0 0 STEPHANIE DUGAN BOARD MEMBER 1.00 49.00 X 0 190986 42990 THOMAS JACKSON OUTGOING BOARD MEMBER 1.00 49.00 X 0 178478 37561 PATRICIA THOMSON BOARD MEMBER 0.25 X 0 0 0 ADAM ENNIS TREASURER 3.50 46.50 X 0 179853 49302 DANIEL CHOI CFO 20.25 24.75 X 0 111578 44511 0 2079672 510362 0 0 1 0 COHNREZNICK LLP 1301 AVENUE OF THE AMERICAS NEW YORK NY 10019 AUDITING 136787 SHALLO GALLUSCIO & BIANCHI CPAS 21 NORTH SEVENTH STREET HUDSON NY 12534 ACCOUNTING 130000 2 1742203 1742203 INTEREST INCOME 523000 2404378 2404378 LOAN SERVICE FEES 523000 843568 843568 PREMIUM ON SALE OF LOA 523000 239530 239530 FEE INCOME 523000 33261 33261 3520737 LATE FEES 523000 17976 17976 MISCELLANEOUS INCOME 900099 2783 2783 20759 5283699 3541496 0 0 53391 53391 1793306 1461750 331556 146444 125125 21319 471765 403087 68678 182727 182727 309881 309881 15750 15750 60825 47586 13239 152056 118961 33095 263825 229213 34612 1096378 1096378 6882 4108 2774 PROJECT AND OTHER FEES 168823 168823 SBA EXAMINATION FEE 57566 57566 PROVISION FOR LOAN LOSS 48464 48464 AMORTIZATION 41407 41407 66194 38695 27499 4935684 4019715 915969 0 5782398 5264707 203960 600000 59825 28194 55075107 51681843 460965 486547 996247 1718817 62578502 59780108 942043 1070267 23794731 20945790 24250426 23824734 48987200 45840791 X 3377741 4208938 10213561 9730379 13591302 13939317 62578502 59780108 348015 0 X X 0 1 X 1 0 X 2971172 1869756 2139172 2657359 1742203 11379662 6070027 2555325 2608558 2831220 3520737 17585867 9041199 4425081 4747730 5488579 5262940 28965529 0 0 0 28965529 11745 70235 227610 20759 330349 9041199 4436826 4817965 5716189 5283699 29295878 0.98870 0.99000 0.00000 0.00010 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. NYS CORPORATION TAX REFUND - 2016 AMOUNT: $ 16,808. BAD DEBT RECOVERY - 2017 AMOUNT: $ 209,614. MISCELLANEOUS INCOME - 2018 AMOUNT: $ 2,783. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 PROGRAM LOAN RECEIVABLES 51681843 C 51681843 CLIENT INVESTMENT LIABILITIES 13169151 DUE TO RELATED ENTITIES 10655583 23824734 X 4138857 -1144842 -1144842 5283699 0 5283699 3790842 0 3790842 1144842 1144842 4935684 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, 2018. THE ORGANIZATION FILES FORM 990S, RETURN OF ORGANIZATION EXEMPT FROM INCOME TAX, WITH THE INTERNAL REVENUE SERVICE ANNUALLY. AT DECEMBER 31, 2018, THE ORGANIZATION'S FORM 990S FOR THE YEARS ENDED 2015 THROUGH 2018 REMAIN ELIGIBLE FOR EXAMINATION BY THE IRS. PART XI, LINE 2D - OTHER ADJUSTMENTS: LOAN EXPENSES -1,144,842. PART XII, LINE 4B - OTHER ADJUSTMENTS: LOAN EXPENSES 1,144,842. 1 GARDNER REDEVELOPMENT AGENCY GOV'T 53391 GENERAL SUPPORT TO ORGANIZATION 1 PART I, LINE 2: THE ORGANIZATION MONITORS THE USE OF GRANT FUNDS BY REQUIRING THE GRANTEE TO PROVIDE PERIODIC REPORTS THAT DESCRIBE THE USE OF THE GRANT FUNDS. THE ORGANIZATION ALSO SHARES BOARD MEMBERS WHO CAN MONITOR THE USE OF FUNDS. 0 1 0 0 0 0 0 0 0 ANGELA BUTLER BOARD MEMBER 0 180652 0 0 0 690 0 17776 0 45027 0 244145 0 0 ANN VOGT SECRETARY 0 302744 0 0 0 3564 0 20155 0 17542 0 344005 0 0 CHARLEY DEPEW BOARD MEMBER 0 180410 0 0 0 2059 0 14249 0 39102 0 235820 0 0 DANIEL MARSH III CHAIRMAN 0 323800 0 0 0 6096 0 55248 0 28812 0 413956 0 0 JOHN PALYO PRESIDENT 0 223536 0 0 0 1021 0 15420 0 33477 0 273454 0 0 KEVIN GREMSE BOARD MEMBER 0 193377 0 0 0 828 0 11888 0 37302 0 243395 0 0 STEPHANIE DUGAN BOARD MEMBER 0 189593 0 0 0 1393 0 15637 0 27353 0 233976 0 0 THOMAS JACKSON OUTGOING BOARD MEMBER 0 176260 0 0 0 2218 0 33073 0 4488 0 216039 0 0 ADAM ENNIS TREASURER 0 179610 0 0 0 243 0 11400 0 37902 0 229155 0 0 DANIEL CHOI CFO 0 111457 0 0 0 121 0 7209 0 37302 0 156089 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 CHANGES 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 NONE ARE 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 YONKERS LARKIN GARAGE INC ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 800730609 ASSIST GOV 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 XIV LP ONE BATTERY PARK PLAZA SUITE 710 NEW YORK NY 10004 821877042 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 ECONOMIC DEVELOPMENT NY N/A C 0 0 0 1 0 1 0 0 0 0 0 0 1 1 1 1 0 0 0 0