2016-05-12T15:59:37-05:00 2015-09-30 941254756 HOOD & STRONG LLP 100 FIRST STREET 14TH FLOOR SAN FRANCISCO CA 94105 990 2014-10-01 943032394 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NORT 4153928216 870 MARKET STREET NO 677 SAN FRANCISCO CA 94102 MARY A ROGIER PRESIDENT 4153928215 2016-05-12 1 MAGA E KISRIEV P01008919 4157810793 2014 2016-08-17 19:52:53Z MARY A ROGIER 870 MARKET STREET NO 677 SAN FRANCISCO CA 94102 10727217 0 X WWW.NCCLF.ORG X 1987 CA NCCLF PROVIDES FINANCING AND FINANCIAL EXPERTISE TO STRENGTHEN LOW-INCOME COMMUNITIES. 15 14 29 25 0 0 2300740 1874293 3196217 4765342 493281 641730 5089 0 5995327 7281365 0 150000 0 0 2795892 3170709 0 0 255880 1910839 2650818 4706731 5971527 1288596 1309838 53858978 59355993 37072018 41798427 16786960 17557566 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 2720753 150000 3665624 DIRECT LENDING: SINCE 1987, NCCLF HAS MADE 368 LOANS TOTALING $130 MILLION TO NONPROFITS SERVING LOW-INCOME COMMUNITIES IN NORTHERN CALIFORNIA, LEVERAGING OVER $1.3 BILLION IN ADDITIONAL PROJECT FUNDING. THESE LOANS HAVE HELPED CREATE OR PRESERVE 6,596 AFFORDABLE HOUSING UNITS FOR LOW-INCOME FAMILIES AND INDIVIDUALS, AND FINANCED OVER 1.9 MILLION SQUARE FEET OF NEIGHBORHOOD-SERVING NONPROFIT AND RETAIL SPACE. THESE LOANS HAVE ALSO HELPED CREATE OR PRESERVE 16,624 PERMANENT AND CONSTRUCTION JOBS, AND HELPED FINANCE PROJECTS BY ORGANIZATIONS THAT SERVE OVER 1.1 MILLION INDIVIDUALS. AT THE END OF FY15, NCCLF MANAGED A PORTFOLIO OF 65 LOANS WORTH $31.3 MILLION TO 57 NONPROFIT AND COMMUNITY-ORIENTED ORGANIZATIONS. DURING THE COURSE OF FY15, NCCLF CLOSED 37 LOANS TOTALING $18.6 MILLION. 1655194 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 FY15, NCCLF PROVIDED $33 MILLION OF ALLOCATION TO FINANCE TWO PROJECTS AND WAS WORKING TO DEPLOY ANOTHER $45 MILLION INTO FOUR MORE PROJECTS. OUR NMTC PROGRAM HAS HELPED TO CREATE OR PRESERVE 3,203 JOBS, CREATED 381,000 SQUARE FEET OF COMMUNITY FACILITY SPACE, HELPED TO DEVELOP 54 UNITS OF AFFORDABLE HOUSING AND LEVERAGED AN ADDITIONAL $181 MILLION IN PRIVATE INVESTMENT. ALMOST 333,000 INDIVIDUALS WILL BE SERVED BY THE PROJECTS DEVELOPED USING THESE FUNDS. 497613 0 1099718 CONSULTING AND TRAINING: SINCE THE INCEPTION OF OUR CONSULTING & TRAINING PROGRAM, NCCLF HAS PROVIDED 443 CONSULTING ENGAGEMENTS IN REAL ESTATE AND NONPROFIT FINANCIAL MANAGEMENT, AND SERVED 2,153 ORGANIZATIONS THROUGH WORKSHOPS ON THESE TOPICS. DURING FY15, THE PROGRAM COMPLETED 58 CONSULTING ENGAGEMENTS, AND REACHED 301 ORGANIZATIONS THROUGH WORKSHOPS. 470467 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 FY2015 INVESTMENTS MADE BY BANKS, FOUNDATIONS, GOVERNMENT ENTITIES, INDIVIDUALS, RELIGIOUS ORGANIZATIONS, NONPROFIT ORGANIZATIONS AND HOSPITAL SYSTEMS INTO OUR REVOLVING LOAN FUND TOTALED $39.3 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. 470467 0 0 5344027 1 1 0 1 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 146 0 1 29 1 0 0 0 0 0 0 0 0 0 0 X 15 14 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 KIRKE WILSON BOARD CHAIR 2.00 X X 0 0 0 PATRICIA GOPAUL BOARD VICE-CHAIR 2.00 X X 0 0 0 LYDIA TAN TREASURER 2.00 X X 0 0 0 ANN CAMERON SECRETARY 2.00 X X 0 0 0 ILANA SCHATZ BOARD MEMBER 2.00 X 0 0 0 ANITA ADDISON BOARD MEMBER 2.00 X 0 0 0 ANDRE MADIERA BOARD MEMBER 2.00 X 0 0 0 ELIZABETH BOARDMAN BOARD MEMBER (THRU 5/15/2015) 2.00 X 0 0 0 AMY RASSEN BOARD MEMBER 2.00 X 0 0 0 JIM SNYDER BOARD MEMBER 2.00 X 0 0 0 STEPHEN FLORANCE BOARD MEMBER 2.00 X 0 0 0 LINDA BOESSENECKER BOARD MEMBER 2.00 X 0 0 0 COLBY DAILEY BOARD MEMBER 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 MARY ROGIER PRESIDENT 40.00 X 158475 0 21610 C LEA SALEM DIRECTOR OF FINANCE 40.00 X 123016 0 12192 E ROSS CULVERWELL DIRECTOR OF LENDING 40.00 X 119832 0 17780 JOANNE LEE DIRECTOR OF FINANCIAL CONSULTING 40.00 X 130082 0 18552 DANIEL MCDONALD DEPUTY DIRECTOR OF LENDING 40.00 X 116043 0 25424 ANDREA PAPANASSIOU DEPUTY DIRECTOR OF CONSULTING 40.00 X 115880 0 21903 CATHERINE HOWARD DIRECTOR OF STRATEGIC INITIATIVES 40.00 X 102825 0 21512 866153 0 138973 8 0 1 0 0 212954 1661339 12525 1874293 INTEREST ON COMMUNITY LOANS 522200 1891497 1891497 LOAN FEES/NMTC FEES 522200 1774127 1774127 CONSULTING AND FISCAL AGENT FEES 541900 1099718 1099718 4765342 698361 698361 3389221 3445852 -56631 -56631 -56631 7281365 4765342 0 641730 150000 150000 333436 216733 90801 25902 2247711 2022644 76820 148247 107901 94081 6832 6988 293601 254986 18795 19820 188060 163307 12101 12652 67608 67608 41812 4542 36971 299 54519 54519 446227 434984 6721 4522 46133 38494 4232 3407 89940 76360 7457 6123 272198 235700 18899 17599 31548 24594 3346 3608 49974 34291 11834 3849 790079 790079 23462 20181 1699 1582 74305 60245 13773 287 PROVISION FOR LOAN LOSS 618872 618872 FEES AND LICENSES 38908 36326 1587 995 OTHER INTEREST EXPENSE 4185 4185 BAD DEBT EXPENSE 1048 1048 5971527 5344027 371620 255880 89128 512192 8704368 11077532 100000 50000 477779 528588 25262082 27942486 126397 117000 254198 205722 33412 48476 16184542 16381904 1396849 1019825 8405 11669 1476016 1666321 53858978 59355993 434121 645856 575204 336750 116208 116208 34660711 39160099 1285774 1539514 37072018 41798427 X 16514374 17390900 272586 166666 16786960 17557566 53858978 59355993 1309838 -539232 0 X 0 1 X 1 1 1 X 1640319 4073475 2140578 2300740 1874293 12029405 1640319 4073475 2140578 2300740 1874293 12029405 3247100 8782305 496882 425893 490291 534247 698361 2645674 249196 11375 11850 17500 289921 14965000 8522209 0.58690 0.63270 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: PROVISION FOR LOAN LOSS - 2010 AMOUNT: $ 208,771. 2014 AMOUNT: $ 0. GROSS INCOME FROM FUNDRAISING EVENTS - 2010 AMOUNT: $ 40,425. 2011 AMOUNT: $ 11,375. 2012 AMOUNT: $ 11,850. 2013 AMOUNT: $ 17,500. 2014 AMOUNT: $ 0. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 4705 0 4705 0 5960063 0 5964768 0 448238 0 112060 0 0 0 382652 448238 830890 1246335 2295 4705 7000 95663 112060 207723 311585 0 40613 21804 18809 213585 183918 29667 48476 FUNDS HELD IN TRUST 1259243 ACCRUED INTEREST PAYABLE 280271 1539514 X 6085293 -539232 192991 -5233 -351474 6436767 844598 844598 7281365 5314687 192991 -5233 187758 5126929 844598 844598 5971527 PART X, LINE 2: NCCLF IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND THE RELATED CALIFORNIA CODE SECTIONS. WITH FEW EXCEPTIONS, NCCLF CONTINUES TO REMAIN SUBJECT TO EXAMINATION BY U.S. FEDERAL AUTHORITIES FOR TAX YEARS 2012 THROUGH 2014 AND FOR CALIFORNIA STATE AUTHORITIES FOR TAX YEARS 2011 THROUGH 2014. PART XI, LINE 2D - OTHER ADJUSTMENTS: BAD DEBT EXPENSE NET WITH REVENUE -1,048. OTHER INTEREST EXPENSE NET WITH REVENUE -4,185. PART XII, LINE 2D - OTHER ADJUSTMENTS: BAD DEBT EXPENSE NET WITH REVENUE -1,048. OTHER INTEREST EXPENSE NET WITH REVENUE -4,185. 1 REHABILITATION SERVICES OF NORTHERN CALIFORNIA 490 GOLF COURSE DRIVE PLEASANT HILL CA 94523 942822559 501(C)(3) 75000 PRE-DEVELOPMENT COSTS FOR REAL ESTATE DEVELOPMENT YOLO FOOD BANK 1244 FORTNA WOODLAND CA 95776 237111782 501(C)(3) 75000 PRE-DEVELOPMENT COSTS FOR REAL ESTATE DEVELOPMENT 2 0 PART I, LINE 2: UPDATE FOR PAGE 34 SCHEDULE I. NCCLF MONITORS THE USE OF GRANT FUNDS BY ESTABLISHING CONTINUOUS COMMUNICATION WITH THE GRANTEE SO THAT: 1. WE HAVE A DESIGNATED CONTACT OR CONTACTS AT THE RECIPIENT ORGANIZATION 2. INITIAL COMMUNICATION WITH THE GRANTEE IS IN THE FORM OF A GRANT AGREEMENT THAT DOCUMENTS ALL GRANT CONDITIONS INCLUDING BUT NOT LIMITED TO: A) THE DOLLAR AMOUNT OF FUNDS TO BE PROVIDED B) THE PAYMENT SCHEDULE AND PROCEDURE FOR THE GRANTEE TO REQUEST DISBURSEMENTS C) REQUIRED REPORTS AND DEADLINES, INCLUDING ANY AUDIT OR EXTERNAL REPORTING REQUIREMENTS D) OUTCOMES TO BE ACHIEVED AND TIMELINE E) CONSEQUENCES OF NON-COMPLIANCE WITH CONTRACT AGREEMENTS 3. PER ITEM 2C ABOVE, THE RECIPIENT ORGANIZATION IS ALWAYS MADE AWARE OF ITS RESPONSIBILITY TO SUBMIT BOTH FINANCIAL AND NARRATIVE REPORTS. THESE REPORTS ARE STRUCTURED TO INSURE THAT: A) ALL EXPENDITURES ARE APPROPRIATELY DOCUMENTED AND COMPLY WITH THE ALLOWABLE USES THE GRANT. B) NCCLF IS KEPT APPRISED OF THE PROJECT PROGRESS AS WELL AS ANY CHALLENGES, NEEDED CHANGES, OR OTHER ISSUES. X X X 0 0 0 0 0 0 0 0 0 MARY ROGIER PRESIDENT 158475 0 0 0 0 0 6254 0 15356 0 180085 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 76122 0 1 1 ELIZABETH BOARDMAN BOARD MEMBER TO FUND CAPITAL POOL FOR COMMUNITY AND ECONOMIC DEV. PROJECTS FINANCING X 36000 37086 0 1 1 116208 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 FY 2015, NCCLF HAD 368 LOANS IN THIS POOL FROM BANKS, CORPORATIONS, INDIVIDUALS, RELIGIOUS GROUPS, HEALTH SYSTEMS AND NONPROFIT ORGANIZATIONS. THE PRESIDENT AND TWO DIRECTORS 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 FY2015, 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%ELIZABETH BOARDMANBOARD MEMBERLOANS MADE TO NCCLF: $36,000 AT 3% 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 QUESTION 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 WERE DOCUMENTED CONTEMPORANEOUSLY AND THE DECISIONS ARE 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). 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 28006 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 44382 11976 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 9913 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 751 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 9926 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 -3 884 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 8097 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 289162 848 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 7422 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 860 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 860 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 -1500 0 1 0.99000 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 RELATED -1500 0 1 0.99000 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE XIII LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474520771 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 0 1 0.99000 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE XIV LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474524945 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 0 1 0.99000 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE XV LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474535771 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 0 1 0.99000 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE XVI LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474548038 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 0 1 0.99000 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE XVII LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474557284 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 0 1 0.99000 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NMTC SUB-CDE XVIII LLC 870 MARKET STREET SUITE 677 SAN FRANCISCO CA 94102 474570333 NEW MARKETS TAX CREDIT CA NORTHERN CALIFORNIA COMMUNITY LOAN FUND RELATED 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 800 1.00000 0 0 1 0 0 0 0 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 VII LLC L 289160 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.