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Transactions with General Partner and Its Affiliates
9 Months Ended
Sep. 30, 2014
Related Party Transactions [Abstract]  
Transactions with General Partner and Its Affiliates

6. TRANSACTIONS WITH GENERAL PARTNER AND ITS AFFILIATES:

Pursuant to the terms of the Permanent Manager Agreement (the “PMA”) executed in 1993 and renewed for an additional two year term as of January 1, 2013, the General Partner receives a base fee (the “Base Fee”) for managing the Partnership equal to four percent of gross receipts, subject to an initial annual minimum amount of $159,000. The PMA also provides that the Partnership is responsible for reimbursement of the General Partner for office rent and related office overhead (“Expenses”) up to an initial annual maximum of $13,250. Both the Base Fee and Expense reimbursement are subject to annual Consumer Price Index based adjustments. Effective March 1, 2014, the minimum annual Base Fee and the maximum Expense reimbursement increased by 1.46% from the prior year, which represents the allowable annual Consumer Price Index adjustment per the PMA. Therefore, as of March 1, 2014, the minimum annual Base Fee paid by the Partnership was raised to $262,716 and the maximum annual Expense reimbursement was increased to $21,192.

 

For purposes of computing the four percent overall fee paid to the General Partner, gross receipts include amounts recovered in connection with the misappropriation of assets by the former general partners and their affiliates. To date, the General Partner has received fees from the Partnership totaling $59,729 on the amounts recovered. The fee received from the Partnership on the amounts recovered reduces the minimum monthly Base Fee by that same amount.

Amounts paid and/or accrued to the General Partner and its affiliates for the three and nine month periods ended September 30, 2014 and 2013 are as follows:

 

     Three Month
Period ended
September 30,
2014
     Three Month
Period ended
September 30,
2013
     Nine month
Period ended
September 30,
2014
     Nine month
Period ended
September 30,
2013
 
     (Unaudited)      (Unaudited)      (Unaudited)      (Unaudited)  

General Partner

           

Management fees

   $ 65,679       $ 64,734       $ 196,407       $ 193,326   

Overhead allowance

     5,298         5,223         15,844         15,597   

Other outsourced administrative fees

     450         525         2,213         5,475   

Sales and Leasing Commissions

     0         6,160         0         22,456   

Reimbursement for out-of-pocket expenses

     923         1,240         3,071         4,164   

Cash distribution

     1,037         1,146         1,372         2,949   
  

 

 

    

 

 

    

 

 

    

 

 

 
   $ 73,387       $ 79,028       $ 218,907       $ 243,967   
  

 

 

    

 

 

    

 

 

    

 

 

 

At September 30, 2014 and December 31, 2013, $1,037 and $1,227, respectively, was payable to the General Partner.

As of September 30, 2014 and December 31, 2013, TPG Finance Corp. owned 200 limited partnership units of the Partnership. The President of the General Partner, Bruce A. Provo, is also the President of TPG Finance Corp., but he is not a shareholder of TPG Finance Corp.

As of September 30, 2014, the General Partner did not own any limited partnership interests in the Partnership. The following chart identifies the security ownership of the Partnership’s principal executive officer as the sole named executive officer holding any limited partnership interests:

 

Title of Class

  

Name of

Beneficial Owner(1)

   Amount and
Nature of
Beneficial
Ownership
    Percentage of
Class
Outstanding(3)
 

Limited Partnership Interest

   Bruce A. Provo      200  (2)      0.43

 

(1) A beneficial owner of a security includes a person who, directly or indirectly, has or shares voting or investment power with respect to such security. Voting power is the power to vote or direct the voting of the security and investment power is the power to dispose or direct the disposition of the security.
(2) Bruce A. Provo is deemed to have beneficial ownership of all of TPG Finance Corp.’s limited partnership interests in the Partnership due to his control as President of TPG Finance Corp.
(3) Based on 46,280.3 limited partnership interests outstanding as of September 30, 2014.