2014-05-09T15:34:10-05:00 2013-09-30 941254756 HOOD & STRONG LLP 100 FIRST STREET 14TH FLOOR SAN FRANCISCO CA 94105 990 2012-10-01 943032394 NORTHERN CALIFORNIA COMMUNITY LOAN FUND NORT 4153928216 870 MARKET STREET NO 677 SAN FRANCISCO CA 94102 MARY A ROGIER 4153928216 2014-05-08 1 MAGA E KISRIEV P01008919 4157810793 2012 2015-11-30 17:44:51Z MARY A ROGIER 870 MARKET STREET NO 677 SAN FRANCISCO CA 94102 12029435 0 X WWW.NCCLF.ORG X 1987 CA NCCLF PROVIDES FINANCING AND FINANCIAL EXPERTISE TO STRENGTHEN LOW-INCOME COMMUNITIES. 13 10 27 25 0 0 4073475 2140578 2614699 2491388 1032155 564220 -54638 -19956 7665691 5176230 0 0 0 0 2364576 2483642 0 0 239511 2461315 1851299 4825891 4334941 2839800 841289 45042986 47014633 30489156 31797644 14553830 15216989 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 2002624 1759797 DIRECT LENDING: SINCE 1987, NCCLF HAS MADE 314 LOANS TOTALING $105 MILLION TO NONPROFITS SERVING LOW-INCOME COMMUNITIES IN NORTHERN CALIFORNIA, LEVERAGING OVER $1.2 BILLION IN ADDITIONAL PROJECT FUNDING. THESE LOANS HAVE HELPED CREATE OR PRESERVE 6,220 AFFORDABLE HOUSING UNITS FOR LOW-INCOME FAMILIES AND INDIVIDUALS, AND FINANCED OVER 1.6 MILLION SQUARE FEET OF NEIGHBORHOOD-SERVING NONPROFIT AND RETAIL SPACE. THESE LOANS HAVE ALSO HELPED CREATE OR PRESERVE 15,831 PERMANENT AND CONSTRUCTION JOBS, AND HELPED FINANCE PROJECTS BY ORGANIZATIONS THAT SERVE OVER 782,000 INDIVIDUALS. AT THE END OF FY13, NCCLF MANAGED A PORTFOLIO OF 46 LOANS WORTH $25.4 MILLION TO 43 NONPROFIT AND COMMUNITY-ORIENTED ORGANIZATIONS. DURING THE COURSE OF FY13, NCCLF CLOSED 24 LOANS TOTALING $13.3 MILLION. 1036116 275924 CONSULTING AND TRAINING: SINCE THE INCEPTION OF OUR CONSULTING & TRAINING PROGRAM, NCCLF HAS PROVIDED 350 CONSULTING ENGAGEMENTS IN REAL ESTATE AND NONPROFIT FINANCIAL MANAGEMENT, AND SERVED 1,564 ORGANIZATIONS THROUGH WORKSHOPS ON THESE TOPICS. DURING FY13, THE PROGRAM COMPLETED 40 CONSULTING ENGAGEMENTS, AND REACHED 144 ORGANIZATIONS THROUGH WORKSHOPS. 347900 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 FY2013 INVESTMENTS MADE BY BANKS, FOUNDATIONS, GOVERNMENT ENTITIES, INDIVIDUALS, RELIGIOUS ORGANIZATIONS, NONPROFIT ORGANIZATIONS AND HOSPITAL SYSTEMS INTO OUR REVOLVING LOAN FUND TOTALED $29,477,210. 497700 455667 NEW MARKETS TAX CREDIT: NCCLF HAS $80 MILLION IN NEW MARKETS TAX CREDIT (NMTC) ALLOCATIONS 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 FY13, NCCLF PROVIDED 5.5 MILLION OF ALLOCATION TO FINANCE ONE PROJECT AND WAS WORKING TO DEPLOY ANOTHER $14.5 MILLION. OUR NMTC PROGRAM HAS HELPED TO CREATE OR PRESERVE 2369 JOBS, CREATED 187,000 SQUARE FEET OF COMMUNITY FACILITY SPACE, HELPED TO DEVELOP 36 UNITS OF AFFORDABLE HOUSING AND LEVERAGED AN ADDITIONAL $135 MILLION IN PRIVATE INVESTMENT. OVER 186,000 INDIVIDUALS WILL BE SERVED BY THE PROJECTS DEVELOPED USING THESE FUNDS. 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. 497700 455667 3884340 1 1 0 0 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 1 0 0 0 0 1 1 1 0 0 1 141 0 27 1 0 0 0 0 0 1 1 0 0 0 0 X 13 10 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 2.00 X X 0 0 0 ANN CAMERON 2.00 X X 0 0 0 LYDIA TAN 2.00 X X 0 0 0 MARGARET STONE 2.00 X X 0 0 0 ELIZABETH BOARDMAN 2.00 X 0 0 0 ANDRE MADIERA 2.00 X 0 0 0 AMY RASSEN 2.00 X 0 0 0 ANITA ADDISION 2.00 X 0 0 0 PATRICIA GOPAUL 2.00 X 0 0 0 ILANA SCHATZ 2.00 X 0 0 0 ANNA YEE 2.00 X 0 0 0 JOHN SEDLANDER 2.00 X 0 0 0 MOY ENG 2.00 X 0 0 0 LINDA BOESSENECKER 2.00 X 0 0 0 MARY ROGIER 40.00 X 148918 0 20616 C LEA SALEM 40.00 X 109382 0 16109 JOANNE LEE 40.00 X 108836 0 7277 E ROSS CULVERWELL 40.00 X 111362 0 16824 JOSHUA SIMON 40.00 X 106920 0 19601 SHERRY SIMMONS 40.00 X 105435 0 19133 690853 0 99560 6 0 1 0 0 51600 406244 1682734 46300 2140578 INTEREST ON COMMUNITY LOANS 522200 1452561 1452561 LOAN FEES/NMTC FEES 522200 762902 762902 CONSULTING AND FISCAL AGENT FEES 541900 275925 275925 2491388 490291 490291 6895328 6821399 73929 73929 73929 11850 51600 31806 -19956 -19956 5176230 2491388 0 544264 311227 219202 68010 24015 1731051 1559063 44357 127631 77930 68271 2953 6706 213214 192367 6044 14803 150220 131457 7580 11183 41609 30753 10856 37727 32890 1927 2910 41365 24819 16546 195772 178396 14822 2554 69138 50769 2193 16176 81390 69017 5754 6619 214407 187271 11383 15753 33225 26618 2801 3806 35891 26234 5604 4053 643157 643157 20660 18011 1055 1594 44893 36556 8024 313 PROVISION FOR LOAN LOSS 357090 357090 FEES AND LICENSES 34975 32399 1181 1395 4334941 3884340 211090 239511 352805 305120 9098772 6790899 75000 0 310216 334110 18708918 22967047 70078 93078 220608 183793 36140 36815 13765961 13932812 696388 700260 6488 7043 1922220 1847449 45042986 47014633 342512 300056 599132 385167 140314 140675 27703063 29338210 1704135 1633536 30489156 31797644 X 14325748 15127186 228082 89803 14553830 15216989 45042986 47014633 841289 -178130 0 X 0 1 X 1 1 1 X 2620814 1883370 1640319 4073475 2140578 12358556 2620814 1883370 1640319 4073475 2140578 12358556 2487825 9870731 596394 436732 496882 425893 490291 2446192 13106 249196 11375 11850 285527 15090275 8999610 0.65410 0.62550 X SCHEDULE A, PART IV, SUPPLEMENTAL INFORMATION: PART II, SECTION B, LINE 10, COLUMN (E) 2012: OTHER INCOME COMPRISES FUNDRAISING EVENT REVENUE OF $11,850. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 26707 5443 21264 193901 178350 15551 36815 FUNDS HELD IN TRUST 1397319 ACCRUED INTEREST PAYABLE 236217 1633536 X 4546218 -178130 232640 -643157 -588647 5134865 41365 41365 5176230 3883059 232640 232640 3650419 41365 643157 684522 4334941 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: 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 IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY THE INTERNAL REVENUE SERVICE FOR TAX YEARS ENDING SEPTEMBER 30, 2009 AND BEFORE. SIMILARLY, NCCLF IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY THE CALIFORNIA FRANCHISE TAX BOARD FOR YEARS ENDING SEPTEMBER 30, 2008 AND BEFORE. PART XI, LINE 2D - OTHER ADJUSTMENTS: INTEREST EXPENSE NETTED AGAINST REVENUE ON FS -643,157. PART XII, LINE 4B - OTHER ADJUSTMENTS: INTEREST EXPENSE NETTED AGAINST REVENUE ON FS 643,157. EDUCATIONAL FORUM AND PARTY 63450 51600 11850 7250 17539 1150 5867 63450 51600 11850 7250 17539 1150 5867 31806 -19956 X X X 0 0 0 0 0 0 0 0 0 MARY ROGIER 143918 0 5000 0 0 0 7620 0 12996 0 169534 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 75366 0 1 1 PATRICIA GOPAUL BOARD MEMBER TO FUND CAPITAL POOL FOR COMMUNITY AND ECONOMIC DEV. PROJECTS FINANCING X 5000 5075 0 1 1 ELIZABETH BOARDMAN BOARD MEMBER TO FUND CAPITAL POOL FOR COMMUNITY AND ECONOMIC DEV. PROJECTS FINANCING X 56000 57234 0 1 1 140675 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 FY2013, NCCLF HAD 221 LOANS IN THIS POOL FROM BANKS, CORPORATIONS, INDIVIDUALS, RELIGIOUS GROUPS, HEALTH SYSTEMS AND NONPROFIT ORGANIZATIONS. THE PRESIDENT AND THREE 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 FY2013, 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: $50,000 AT 3%, $6,000 AT 2.5%PATRICIA GOPAULBOARD MEMBERLOAN MADE TO NCCLF: $5,000 AT 2% X 1 3000 FMV-DATE OF CONTRIBUTION X SOFTWARE LICENSES 2 42500 FMV-DATE OF CONTRIBUTION X PRINTING 1 800 FMV-DATE OF CONTRIBUTION 0 1 0 METHOD FOR DETERMINING NUMBER OF CONTRIBUTIONS: PART I, COLUMN (B): THIS NUMBER REPRESENTS THE NUMBER OF CONTRIBUTORS. 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 COMPENSATION 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. 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 102030 2528 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 44376 883 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 732 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 36128 755 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 1061 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 -2 389 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 -1500 0 1 1.00000 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 -820 0 1 1.00000 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 -820 0 1 1.00000 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 -820 0 1 1.00000 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 -820 0 1 1.00000 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 -820 0 1 1.00000 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 -820 0 1 1.00000 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 0 1 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 1 NCCLF NMTC SUB-CDE I LLC L 102000 CONTRACT NCCLF NMTC SUB-CDE V LLC L 53252 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 AND 10 TOTALING $80,000,00 (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, AND JULY 2013 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.