10-Q 1 b3June16-10q.htm BCTC III JUNE 2016 10-Q Boston Capital Tax Credit Fund III L

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

(X)   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period ended June 30, 2016

or

( )   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission file number        0-21718

 

BOSTON CAPITAL TAX CREDIT FUND III L.P.
(Exact name of registrant as specified in its charter)

Delaware

52-1749505

(State or other jurisdiction

(I.R.S. Employer

of incorporation or organization)

Identification No.)

 

One Boston Place, Suite 2100, Boston, Massachusetts  02108
(Address of principal executive offices)           (Zip Code)

                   (617) 624-8900                   

(Registrant's telephone number, including area code)

 

(Former name, former address and former fiscal year, if changed since last report)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

 

Yes ý

No o

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ý

No 

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act (check one):

Large accelerated filer o

Accelerated filer o

Non-accelerated filer o

Smaller reporting company ý

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes o

No ý

 

BOSTON CAPITAL TAX CREDIT FUND III L.P.

QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED JUNE 30, 2016

 

TABLE OF CONTENTS

 

PART I - FINANCIAL INFORMATION

 
   

Pages

 

Item 1. Condensed Financial Statements

   

Condensed Balance Sheets

3-8

   

Condensed Statements of Operations

9-14

   

Condensed Statements of Changes in 
Partners' Capital (Deficit)


15-18

   

Condensed Statements of Cash Flows

19-24

   

Notes to Condensed Financial 
Statements


25-37

     
 

Item 2. Management's Discussion and Analysis of Financial Condition and Results of 
Operations



38-48

     
 

Item 3. Quantitative and Qualitative
Disclosures About Market Risk


48

     
 

Item 4. Controls and Procedures

48

     

PART II - OTHER INFORMATION

 
     
 

Item 1. Legal Proceedings

49

     
 

Item 1A. Risk Factors

49

     
 

Item 2. Unregistered Sales of Equity
Securities and Use of Proceeds


49

     
 

Item 3. Defaults Upon Senior Securities

49

     
 

Item 4. Mine Safety Disclosures

49

     
 

Item 5. Other Information

49

     
 

Item 6. Exhibits 

49

     
 

Signatures

50

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED BALANCE SHEETS

(Unaudited)

 

 

 

June 30,
2016

March 31,
2016

 

ASSETS

Cash and cash equivalents

$   1,815,545

$   1,783,433

 


$   1,815,545


$   1,783,433

     

LIABILITIES

   
     

Accounts payable & accrued expenses 

$      55,574

$      60,728

Accounts payable affiliates (Note C)

15,349,916

15,273,764

Capital contributions payable (Note D)

      26,447

      76,455

 


  15,431,937


  15,410,947

     

PARTNERS' CAPITAL (DEFICIT)

   
     

Assignees 
  
   Units of limited partnership 
   interest, $10 stated value per BAC; 
   22,000,000 authorized BACs;

21,996,102 issued and 21,902,747

outstanding as of June 30, 2016

and March 31, 2016

 







(11,724,499)







(11,735,510)

General Partner

 (1,891,893)

 (1,892,004)

 


(13,616,392)


(13,627,514)

 


$   1,815,545


$   1,783,433

 













The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED BALANCE SHEETS

(Unaudited)

Series 15

 

 

 

June 30,
2016

March 31,
2016

 

ASSETS

 

 

 

 

Cash and cash equivalents

$    104,830

$    116,858

 


$    104,830


$    116,858

     

LIABILITIES

   
     

Accounts payable & accrued expenses 

$      6,246

$     12,744

Accounts payable affiliates (Note C)

3,013,428

3,004,401

Capital contributions payable (Note D)

          -

          -

 


  3,019,674


  3,017,145

     

PARTNERS' CAPITAL (DEFICIT)

   
     

Assignees 
  
   Units of limited partnership 
   interest, $10 stated value per
   BAC; 22,000,000 authorized BACs;
   3,870,500 issued and 3,848,900

outstanding as of June 30, 2016

and March 31, 2016







(2,563,506)







(2,549,095)

General Partner

  (351,338)

  (351,192)

 


(2,914,844)


(2,900,287)

 


$    104,830


$    116,858












The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED BALANCE SHEETS

(Unaudited)

Series 16



June 30,
2016

March 31,
2016

 

ASSETS

 

 

 

     

Cash and cash equivalents

$    500,074

$    381,450

 


$    500,074


$    381,450

     

LIABILITIES

   
     

Accounts payable & accrued expenses 

$     31,828

$     10,987

Accounts payable affiliates (Note C)

8,173,900

8,130,679

Capital contributions payable (Note D)

          -

     50,008

 


  8,205,728


  8,191,674

     

PARTNERS' CAPITAL (DEFICIT)

   
     

Assignees 
  
   Units of limited partnership    
   interest, $10 stated value per
   BAC; 22,000,000 authorized BACs;
   5,429,402 issued and 5,404,500

outstanding as of June 30,

2016 and March 31, 2016







(7,161,990)







(7,265,514)

General Partner

  (543,664)

  (544,710)

 


(7,705,654)


(7,810,224)

 


$    500,074


$    381,450










 

The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED BALANCE SHEETS

(Unaudited)

Series 17



June 30,
2016

March 31,
2016

 

ASSETS

 

 

 

Cash and cash equivalents

$    608,459

$    640,398

 


$    608,459


$    640,398

     

LIABILITIES

   
     

Accounts payable & accrued expenses 

$     10,000

$     16,499

Accounts payable affiliates (Note C)

-

-

Capital contributions payable (Note D)

      7,893

      7,893

 


   17,893


   24,392

     

PARTNERS' CAPITAL (DEFICIT)

   
     

Assignees 
  
   Units of limited partnership    
   interest, $10 stated value per
   BAC; 22,000,000 authorized BACs;
   5,000,000 issued and 4,972,947

outstanding as of June 30, 2016

and March 31, 2016







956,867







982,053

General Partner

  (366,301)

  (366,047)

 


  590,566


616,006

 


$    608,459


$    640,398











The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED BALANCE SHEETS

(Unaudited)

Series 18



June 30,
2016

March 31,
2016

 

ASSETS

 

 

 

     

Cash and cash equivalents

$    337,537

$    353,832

 


$    337,537


$    353,832

     

LIABILITIES

   
     

Accounts payable & accrued expenses 

$      -

$      6,499

Accounts payable affiliates (Note C)

4,162,588

4,138,684

Capital contributions payable (Note D)

     18,554

     18,554

 


  4,181,142


  4,163,737

     

PARTNERS' CAPITAL (DEFICIT)

   
     

Assignees 
  
   Units of limited partnership    
   interest, $10 stated value per
   BAC; 22,000,000 authorized BACs;
   3,616,200 issued and 3,605,200

outstanding as of June 30, 2016

and March 31, 2016







(3,494,941)







(3,461,578)

General Partner

  (348,664)

  (348,327)

 


(3,843,605)


(3,809,905)

 


$    337,537


$    353,832

 











The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED BALANCE SHEETS

(Unaudited)

Series 19

 



June 30,
2016

March 31,
2016

 

ASSETS

 

 

 

     

Cash and cash equivalents

$    264,645

$   290,895

 


$    264,645


$   290,895

     

LIABILITIES

   
     

Accounts payable & accrued expenses 

$      7,500

$     13,999

Accounts payable affiliates (Note C)

-

-

Capital contributions payable (Note D)

          -

          -

 


      7,500


     13,999

     

PARTNERS' CAPITAL (DEFICIT)

   
     

Assignees 
  
   Units of limited partnership    
   interest, $10 stated value per
   BAC; 22,000,000 authorized BACs;
   4,080,000 issued and 4,071,200

outstanding as of June 30, 2016

and March 31, 2016







539,071







558,624

General Partner

  (281,926)

  (281,728)

 


    257,145


   276,896

 


$    264,645


$   290,895

 










The accompanying notes are an integral part of these condensed statements

 

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF OPERATIONS


Three Months Ended June 30,
(Unaudited)

 

 


2016


2015

         

Income

  Interest income

$       810

 

$     1,280

 

  Other income

     9,629

 

    16,622

 
 


    10,439

 


    17,902

 

Share of Income from Operating 
  Partnerships(Note D)


  147,623


 5,850,728

         

Expenses

       

  Professional fees

26,302

 

26,640

 

  Fund management fee, net (Note C) 

82,339

 

9,812

 

  General and administrative expenses

    38,299

 

    17,388

 

  


   146,940

 


    53,840

 
         

  NET INCOME (LOSS)

$  11,122

 

$ 5,814,790

 
         

Net income (loss) allocated to limited assignees

$ 11,011

 

$ 5,756,642

 
         

Net income (loss) allocated to general partner

$    111

 

$    58,148

 
         

Net income (loss) per BAC

$      .00

 

$      .26

 
         



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF OPERATIONS


Three Months Ended June 30,

(Unaudited)

 

Series 15


2016


2015

         

Income

  Interest income

$        148

 

$        185

 

  Other income

         -

 

         -

 


        148


        185

Share of Income from Operating 
  Partnerships(Note D)


          -


    325,769

 

 

         

Expenses

       

  Professional fees

5,904

 

6,120

 

  Fund management fee, net (Note C) 

2,315

 

(58,036)

 

  General and administrative expenses

      6,486

 

      3,366

 

  


    14,705

 


   (48,550)

 
         

  NET INCOME (LOSS)

$   (14,557)

 

$    374,504

 
         

Net income (loss) allocated to limited assignees

$ (14,411)

 

$    370,759

 
         

Net income (loss) allocated to general partner

$      (146)

 

$      3,745

 
         

Net income (loss) per BAC

$     (.00)

 

$       .10

 
         

 























The accompanying notes are an integral part of these condensed statements

 

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF OPERATIONS


Three Months Ended June 30,
(Unaudited)

 

Series 16


2016


2015

       

Income

     

  Interest income

$        213

 

$        122

  Other income

        603

 

        401

 


        816

 


        523

Share of Income from Operating 
  Partnerships(Note D)


    147,623


     -

       

Expenses

     

  Professional fees

6,499

 

6,780

  Fund management fee, net (Note C) 

29,195

 

38,290

  General and administrative expenses

      8,175

 

      3,953

  


     43,869

 


     49,023

       

  NET INCOME (LOSS)

$    104,570

 

$   (48,500)

       

Net income (loss) allocated to limited assignees

$    103,524

 

$   (48,015)

       

Net income (loss) allocated to general partner

$      1,046

 

$      (485)

       

Net income (loss) per BAC

$      .02

 

$     (.01)

       























The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF OPERATIONS


Three Months Ended June 30,
(Unaudited)


Series 17


2016


2015

         

Income

  Interest income

$        270

 

$        314

 

  Other income

     8,943

 

     16,138

 
 


      9,213

 


     16,452

 

Share of Income from Operating 
  Partnerships(Note D)


   -


  5,524,959

         

Expenses

       

  Professional fees

5,056

 

5,130

 

  Fund management fee, net (Note C) 

19,932

 

(1,689)

 

  General and administrative expenses

       9,665

 

      3,596

 

  


     34,653

 


      7,037

 
         

  NET INCOME (LOSS)

$  (25,440)

 

$  5,534,374

 
         

Net income (loss) allocated to limited assignees

$  (25,186)

 

$  5,479,030

 
         

Net income (loss) allocated to general partner

$      (254)

 

$     55,344

 
         

Net income (loss) per BAC

$      (.01)

 

$       1.10

 
         

 






















The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF OPERATIONS


Three Months Ended June 30,

(Unaudited)


Series 18

 


2016


2015

     

Income

   

  Interest income

$         85

$        158

  Other income

          -

      -

 


         85


      158

Share of Income from Operating 
  Partnerships(Note D)


     -


     -

     

Expenses

   

  Professional fees

5,022

5,130

  Fund management fee, net (Note C) 

22,854

23,204

  General and administrative expenses

      5,909

      3,136

  


     33,785


     31,470

     

  NET INCOME (LOSS)

$   (33,700)

$   (31,312)

     

Net income (loss) allocated to limited assignees

$   (33,363)

$   (30,999)

     

Net income (loss) allocated to general partner

$      (337)

$      (313)

     

Net income (loss) per BAC

$     (.01)

$     (.01)

     

























The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF OPERATIONS


Three Months Ended June 30,
(Unaudited)



Series 19


2016


2015

     

Income

   

  Interest income

$        94

$       501

  Other income

        83

        83


       177


       584

Share of Income from Operating 
  Partnerships(Note D)


    -


    -

     

Expenses

   

  Professional fees

3,821

3,480

  Fund management fee, net (Note C) 

8,043

8,043

  General and administrative expenses

     8,064

     3,337

  


  19,928


  14,860

     

  NET INCOME (LOSS)

$  (19,751)

$  (14,276)

     

Net income (loss) allocated to limited assignees

$  (19,553)

$  (14,133)

     

Net income (loss) allocated to general partner

$     (198)

$     (143)

Net income (loss) per BAC

$    (.00)

$    (.00)

     














 

 










The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Three Months Ended June 30, 2016

(Unaudited)


 




Assignees



General
Partner





Total

       

Partners' capital 
 (deficit)
  April 1, 2016



$(11,735,510)



$ (1,892,004)



$(13,627,514)

       

Net income (loss)

       11,011

         111

      11,122

       

Partners' capital 
 (deficit),
  June 30, 2016



$(11,724,499)



$ (1,891,893)



$(13,616,392)

       





















 

 

 

 







The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Three Months Ended June 30, 2016

(Unaudited)

 

 



Assignees

General
Partner

Total

Series 15

 

     

Partners' capital 
 (deficit)
  April 1, 2016



$ (2,549,095)



$ (351,192)



$ (2,900,287)

       

Net income (loss)

     (14,411)

      (146)

     (14,557)

       

Partners' capital 
 (deficit),
  June 30, 2016



$ (2,563,506)



$ (351,338)



$ (2,914,844)

       
       

Series 16

 

     

Partners' capital 
 (deficit)
  April 1, 2016



$ (7,265,514)



$ (544,710)



$ (7,810,224)

       

Net income (loss)

   103,524

    1,046

   104,570

       

Partners' capital 
 (deficit),
  June 30, 2016



$ (7,161,990)



$ (543,664)



$ (7,705,654)

       












 

 

 

 

 

 

 

 





The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Three Months Ended June 30, 2016

(Unaudited)

 

 

 



Assignees

General
Partner

Total

Series 17

 

     

Partners' capital 
 (deficit)
  April 1, 2016



$  982,053



$  (366,047)



$  616,006

       

Net income (loss)

    (25,186)

      (254)

    (25,440)

       

Partners' capital 
 (deficit),
  June 30, 2016



$     956,867



$  (366,301)



$     590,566

       
       

Series 18

 

     

Partners' capital 
 (deficit)
  April 1, 2016



$ (3,461,578)



$  (348,327)



$ (3,809,905)

Net income (loss)

   (33,363)

     (337)

    (33,700)

       

Partners' capital 
 (deficit),
  June 30, 2016



$ (3,494,941)



$  (348,664)



$ (3,843,605)

       










 

 

 









The accompanying notes are an integral part of these condensed statements

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Three Months Ended June 30, 2016

(Unaudited)

 

 



Assignees

General
Partner

Total

Series 19

 

     

Partners' capital 
 (deficit)
  April 1, 2016



$   558,624



$ (281,728)



$   276,896

       

Net income (loss)

   (19,553)

     (198)

   (19,751)

       

Partners' capital 
 (deficit),
  June 30, 2016



$    539,071



$ (281,926)



$    257,145

       




























 

 





The accompanying notes are an integral part of these condensed statements

 

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF CASH FLOWS

Three Months Ended June 30,
(Unaudited)

 

2016

2015

Cash flows from operating activities:

   
     

   Net Income (Loss)

$     11,122

$  5,814,790

   Adjustments to reconcile net income
     (loss) to net cash (used in)
     provided by operating activities

   

      Share of Income from 
        Operating Partnerships


(147,623)


(5,850,728)

   Changes in assets and liabilities

   

     (Decrease) Increase in accounts         payable and accrued expenses

 

(5,154)

 

17,800

     Decrease in other assets

-

2,200

     (Decrease) Increase in accounts
        payable affiliates


     76,152


38,584

     

      Net cash (used in) provided by 
        operating activities


   (65,503)


22,646

     

Cash flows from investing activities:

   
     

   Proceeds from the disposition of
     Operating Partnerships


     97,615


  6,192,561

     

   Net cash provided by
     investing activities


     97,615


  6,192,561

     

 

  INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS


32,112


6,215,207

     

Cash and cash equivalents, beginning

  1,783,433

  2,523,234

     

Cash and cash equivalents, ending

$  1,815,545

$  8,738,441

     
     
     
     
     
     
     

 


 

 

 

 

 

 



The accompanying notes are an integral part of these condensed statements

 

 

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF CASH FLOWS

Three Months Ended June 30,
(Unaudited)

Series 15

 

 

2016

2015

Cash flows from operating activities:

   
     

   Net Income (Loss)

$   (14,557)

$    374,504

   Adjustments to reconcile net income
     (loss) to net cash (used in)
     provided by operating activities

   

      Share of Income from 
        Operating Partnerships


-


(325,769)

   Changes in assets and liabilities

   

     (Decrease) Increase in accounts         payable and accrued expenses


(6,498)


3,000

     Decrease in other assets

-

-

     (Decrease) Increase in accounts
        payable affiliates


      9,027


   19,131

     

      Net cash (used in) provided by 
        operating activities


   (12,028)


   70,866

     

Cash flows from investing activities:

   
     

   Proceeds from the disposition of
     Operating Partnerships

 

        -

 

  325,769

     

   Net cash provided by
     investing activities

 

        -

 

  325,769

     
     

      INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS


(12,028)


396,635

     

Cash and cash equivalents, beginning

    116,858

    414,859

     

Cash and cash equivalents, ending

$    104,830

$    811,494

     
     
     
     
     
     

 

 

 

 

 

 

 

 

 

 


The accompanying notes are an integral part of these condensed statements

 

 

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF CASH FLOWS

Three Months Ended June 30,
(Unaudited)


Series 16

 

2016

2015

Cash flows from operating activities:

   

   Net Income (Loss)

$ 104,570

$ (48,500)

   Adjustments to reconcile net income
     (loss) to net cash (used in)
     provided by operating activities

   

      Share of Income from 
        Operating Partnerships


(147,623)


-

   Changes in assets and liabilities

   

     (Decrease) Increase in accounts         payable and accrued expenses


20,841


-

     Decrease in other assets

-

-

     (Decrease) Increase in accounts
        payable affiliates


  43,221


  45,774

     

      Net cash (used in) provided by 
        operating activities


    21,009


  (2,726)

     

Cash flows from investing activities:

   
     

   Proceeds from the disposition of
     Operating Partnerships

 

   97,615

 

       -

     

   Net cash provided by
     investing activities

 

  97,615

 

       -

     
     

      INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS


118,624


(2,726)

     

Cash and cash equivalents, beginning

   381,450

   221,108

     

Cash and cash equivalents, ending

$   500,074

$   218,382

     

 

 

 

 

 

 

 

 

 

 

 

 

 




The accompanying notes are an integral part of these condensed statements

 

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF CASH FLOWS

Three Months Ended June 30,

(Unaudited)

Series 17

 

2016

2015

Cash flows from operating activities:

   
     

   Net Income (Loss)

$  (25,440)

$ 5,534,374

   Adjustments to reconcile net income
     (loss) to net cash (used in)
     provided by operating activities

   

      Share of Income from 
        Operating Partnerships


-


(5,524,959)

   Changes in assets and liabilities

   

     (Decrease) Increase in accounts         payable and accrued expenses


(6,499)


14,800

     Decrease in other assets

-

2,200

     (Decrease) Increase in accounts
        payable affiliates


        -


(50,225)

 

 

 

      Net cash (used in) provided by 
        operating activities


  (31,939)


(23,810)

     

Cash flows from investing activities:

   
     

   Proceeds from the disposition of
     Operating Partnerships


        -


5,524,959

     

   Net cash provided by
     investing activities


         -


 5,524,959

     
     

      INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS


(31,939)


5,501,149

     

Cash and cash equivalents, beginning

    640,398

    197,779

     

Cash and cash equivalents, ending

$    608,459

$  5,698,928

     

 

 

 

 

 

 

 

 

 

 

 

 

 




The accompanying notes are an integral part of these condensed statements

 

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF CASH FLOWS

Three Months Ended June 30,

(Unaudited)

Series 18

 

2016

2015

Cash flows from operating activities:

   
     

   Net Income (Loss)

$ (33,700)

$ (31,312)

   Adjustments to reconcile net income
     (loss) to net cash (used in)
     provided by operating activities

   

      Share of Income from 
        Operating Partnerships


-


-

   Changes in assets and liabilities

   

     (Decrease) Increase in accounts         payable and accrued expenses


(6,499)


-

     Decrease in other assets

-

-

     (Decrease) Increase in accounts
        payable affiliates


    23,904


    23,904

     

      Net cash (used in) provided by 
        operating activities


 (16,295)


  (7,408)

     

Cash flows from investing activities:

   
     

   Proceeds from the disposition of
     Operating Partnerships


        -


  341,833

     

   Net cash provided by
     investing activities


       -


 341,833

     
     

      INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS


(16,295)


334,425

     

Cash and cash equivalents, beginning

   353,832

   306,518

     

Cash and cash equivalents, ending

$   337,537

$   640,943

     
     
     
     
     
     
     

 

 

 

 

 

 




The accompanying notes are an integral part of these condensed statements

 

 

Boston Capital Tax Credit Fund III L.P.

CONDENSED STATEMENTS OF CASH FLOWS

Three Months Ended June 30,

(Unaudited)


Series 19

 

2016

2015

Cash flows from operating activities:

   
     

   Net Income (Loss)

$   (19,751)

$   (14,276)

   Adjustments to reconcile net income
     (loss) to net cash (used in)
     provided by operating activities

   

      Share of Income from 
        Operating Partnerships


-


-

   Changes in assets and liabilities

   

     (Decrease) Increase in accounts         payable and accrued expenses


(6,499)


-

     Decrease in other assets

-

-

     (Decrease) Increase in accounts
        payable affiliates


          -


          -

     

      Net cash (used in) provided by 
        operating activities


   (26,250)


   (14,276)

     

Cash flows from investing activities:

   
     

   Proceeds from the disposition of
     Operating Partnerships

 

        -

 

        -

     

   Net cash provided by
     investing activities

 

        -

 

        -

     
     

      INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS


(26,250)


(14,276)

     

Cash and cash equivalents, beginning

    290,895

  1,382,970

     

Cash and cash equivalents, ending

$    264,645

$  1,368,694

     
     


 

 

 

 

 

 

 

 

 

 

 



The accompanying notes are an integral part of these condensed statements

 

 

 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS
June 30, 2016

(Unaudited)

 

 

NOTE A - ORGANIZATION


Boston Capital Tax Credit Fund III L.P. (the "Fund") was formed under the laws of the State of Delaware as of September 19, 1991 for the purpose of acquiring, holding, and disposing of limited partnership interests in operating partnerships which will acquire, develop, rehabilitate, operate and own newly constructed, existing or rehabilitated low-income apartment complexes ("Operating Partnerships"). Effective as of June 1, 2001 there was a restructuring, and as a result, the Fund's general partner was reorganized as follows. The general partner of the Fund continues to be Boston Capital Associates III L.P., a Delaware limited partnership. The general partner of the general partner of the Fund is now BCA Associates Limited Partnership, a Massachusetts limited partnership, whose sole general partner is C&M Management, Inc., a Massachusetts corporation whose limited partners are Herbert F. Collins and John P. Manning. Mr. Manning is the principal of Boston Capital Partners, Inc. The limited partner of the general partner is Capital Investment Holdings, a general partnership whose partners are various officers and employees of Boston Capital Partners, Inc. and its affiliates. The assignor limited partner is BCTC III Assignor Corp., a Delaware corporation which is wholly-owned by Herbert F. Collins and John P. Manning.


Pursuant to the Securities Act of 1933, the Fund filed a Form S-11 Registration Statement with the Securities and Exchange Commission, effective January 24, 1992 which covered the offering (the "Public Offering") of the Fund's beneficial assignee certificates ("BACs") representing assignments of units of the beneficial interest of the limited partnership interest of the assignor limited partner.  The Fund registered 20,000,000 BACs at $10 per BAC for sale to the public in one or more series.  On September 4, 1993 the Fund filed an amendment to Form S-11 with the Securities and Exchange Commission which registered an additional 2,000,000 BACs at $10 per BAC for sale to the public in one or more series. The registration for the additional BACs became effective on October 6, 1993. Offers and sales of BACs in Series 15 through 19 of the Fund were completed and the last of the BACs in Series 15, 16, 17, 18 and 19 were issued by the Fund on September 26, 1992, December 28, 1992, September 17, 1993, September 22, 1993, and December 17, 1993, respectively.  The Fund sold 3,870,500 of Series 15 BACs, for a total of $38,705,000; 5,429,402 of Series 16 BACs, for a total of $54,293,000; 5,000,000 of Series 17 BACs, for a total of $50,000,000; 3,616,200 of Series 18 BACs, for a total of $36,162,000; and 4,080,000 of Series 19 BACs, for a total of $40,800,000.  As of June 30, 2016, 3,848,900 BACs in Series 15, 5,404,500 BACs in Series 16, 4,972,947 BACs in Series 17, 3,605,200 BACs in Series 18, and 4,071,200 BACs in Series 19, respectively, are outstanding. The Fund issued the last BACs in Series 19 on December 17, 1993.  This concluded the Public Offering of the Fund.














Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016

(Unaudited)

NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES

The condensed financial statements included herein as of June 30, 2016 and for the three months then ended have been prepared by the Fund, without audit. The Fund accounts for its investments in Operating Partnerships using the equity method, whereby the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued.  Costs incurred by the Fund in acquiring the investments in the Operating Partnerships are capitalized to the investment account.  

 

The Fund's accounting and financial reporting policies are in conformity with generally accepted accounting principles and include adjustments in interim periods considered necessary for a fair presentation of the results of operations. Such adjustments are of a normal recurring nature. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Fund's Annual Report on Form 10-K for the fiscal year ended March 31, 2016.




























 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016

(Unaudited)

 

NOTE C - RELATED PARTY TRANSACTIONS

The Fund has entered into several transactions with various affiliates of its general partner, including Boston Capital Holdings LP, Boston Capital Partners, Inc., and Boston Capital Asset Management Limited Partnership, as follows:

An annual fund management fee, based on .5 percent of the aggregate cost of all apartment complexes owned by the Operating Partnerships, has been accrued to Boston Capital Asset Management Limited Partnership.  Since reporting fees collected by the series were added to reserves and not paid to Boston Capital Asset Management Limited Partnership, the amounts accrued are not net of reporting fees received. The fund management fees accrued for the three months ended June 30, 2016 and 2015 are as follows:

 

        2016

        2015

Series 15

$  9,027

$ 19,131

Series 16

43,221

45,774

Series 17

22,029

37,158

Series 18

23,904

23,904

Series 19

  8,793

  8,793

 

$106,974

$134,760

The fund management fees paid for the three months ended June 30, 2016 and 2015 are as follows:

2016

2015

Series 15

$  -

$    -

Series 16

-

-

Series 17

22,029

87,383

Series 18

-

-

Series 19

   8,793

   8,793

$ 30,822

$ 96,176

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016

(Unaudited)

 

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS

At June 30, 2016 and 2015, the Fund had limited partnership interests in 60 and 68 Operating Partnerships, respectively, which own or are constructing apartment complexes. The breakdown of Operating Partnerships within the Fund at June 30, 2016 and 2015 is as follows:

 

 

2016

2015

Series 15

14

17

Series 16

19

21

Series 17

9

12

Series 18

12

12

Series 19

  6

  6

 

 60

 68


Under the terms of the Fund's investment in each Operating Partnership, the Fund is required to make capital contributions to the Operating Partnerships.  These contributions are payable in installments over several years upon each Operating Partnership achieving specified levels of construction and/or operations.  The contributions payable at June 30, 2016 and 2015 are as follows:

 

        2016

        2015

Series 15

$      -

$      -

Series 16

-

50,008

Series 17

7,893

7,893

Series 18

18,554

18,554

Series 19

      -

      -

 

$ 26,447

$ 76,455

 

During the three months ended June 30, 2016 the Fund disposed of one Operating Partnership. A summary of the dispositions by Series for June 30, 2016 is as follows:

 

Series 15

-

 

-

 

$

-

 

$

-

Series 16

1

 

-

   

97,615

   

147,623

Series 17

-

 

-

   

-

   

-

Series 18

-

 

-

   

-

   

-

Series 19

-

 

-

   

-

   

-

Total

1

 

-

 

$

97,615

 

$

147,623

 

* Fund proceeds from disposition does not include $50,008 which was due to a writeoff of capital contribution payable in Series 16.

 

 

 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016

(Unaudited)

 

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

 

During the three months ended June 30, 2015 the Fund disposed of two Operating Partnerships. A summary of the dispositions by Series for June 30, 2015 is as follows:

 

 

Operating
Partnership
Interest
Transferred

 

Sale of
Underlying
Operating
Partnership

 

Fund Proceeds
from
Disposition*

 

Gain on
Disposition

Series 15

-

 

1

 

$

325,769

 

$

325,769

Series 16

-

 

-

   

-

   

-

Series 17

-

 

1

   

5,524,959

   

5,524,959

Series 18

-

 

-

   

341,833

   

-

Series 19

-

 

-

   

-

   

-

Total

-

 

2

 

$

6,192,561

 

$

5,850,728

 

* Fund proceeds from disposition include $341,833 which was receivable as of March 31, 2015 for Series 18.

 

The gain described above is for financial statement purposes only. There are significant differences between the equity method of accounting and the tax reporting of income and losses from Operating Partnership investments. The largest difference is the ability, for tax purposes, to deduct losses in excess of the Fund's investment in the Operating Partnership. As a result, the amount of gain recognized for tax purposes may be significantly higher than the gain recorded in the condensed financial statements.

 

The Fund's fiscal year ends March 31st of each year, while all the Operating Partnerships' fiscal years are the calendar year.  Pursuant to the provisions of each Operating Partnership Agreement, financial results for each of the Operating Partnerships are provided to the Fund within 45 days after the close of each Operating Partnerships quarterly period.  Accordingly, the current financial results available for the Operating Partnerships are for the three months ended March 31, 2016.

 


Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Three Months Ended March 31,
(Unaudited)


 

        2016

        2015

     

Revenues

   

   Rental

$ 2,700,506

$ 3,263,242

   Interest and other

    51,169

    62,042

     
 

 2,751,675

 3,325,284

     

Expenses

   

   Interest

313,528

408,660

   Depreciation and amortization

666,206

845,960

   Operating expenses

 2,042,583

 2,514,133

 


 3,022,317


 3,768,753

     

NET LOSS

$ (270,642)

$ (443,469)

     

Net loss allocation to Boston  
   Capital Tax Credit Fund 
   III L.P.*



$ (267,934)



$ (439,032)

     
     

Net loss allocated to other 
   Partners


$   (2,708)


$   (4,437)

     
     

 

 

* Amounts include $267,934 and $439,032 for 2016 and 2015, respectively, of loss not recognized under the equity method of accounting.

 

The Fund accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Fund adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued. However, the
Fund recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

 

 

 

 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Three Months Ended March 31,
(Unaudited)

Series 15

 

        2016

        2015

     

Revenues

   

   Rental

$    592,173

$   725,157

   Interest and other

     13,524

     12,202

     
 

    605,697

   737,359

     

Expenses

   

   Interest

76,495

98,002

   Depreciation and amortization

137,899

187,833

   Operating expenses

    412,557

   560,078

 


    626,951


   845,913

     

NET LOSS

$   (21,254)

$  (108,554)

     

Net loss allocation to Boston  
   Capital Tax Credit Fund 
   III L.P.*



$   (21,041)



$  (107,468)

     
     

Net loss allocated to other 
   Partners


$      (213)


$    (1,086)

     
     

 

 

* Amounts include $21,041 and $107,468 for 2016 and 2015, respectively, of loss not recognized under the equity method of accounting.

 

The Fund accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Fund adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued. However, the
Fund recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

 

 

 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Three Months Ended March 31,
(Unaudited)


Series 16

 

        2016

        2015

     

Revenues

   

   Rental

$    850,747

$  1,126,696

   Interest and other

     12,292

     16,743

     
 

    863,039

  1,143,439

     

Expenses

   

   Interest

101,234

144,524

   Depreciation and amortization

190,845

290,726

   Operating expenses

    597,955

   814,159

 


    890,034


  1,249,409

     

NET LOSS

$   (26,995)

$  (105,970)

     

Net loss allocation to Boston  
   Capital Tax Credit Fund 
   III L.P.*



$   (26,725)



$  (104,910)

     
     

Net loss allocated to other 
   Partners


$      (270)


$    (1,060)

   

     

 

* Amounts include $26,725 and $104,910 for 2016 and 2015, respectively, of loss not recognized under the equity method of accounting.

 

 

The Fund accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Fund adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued. However, the
Fund recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

 

 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Three Months Ended March 31,
(Unaudited)

 

 

Series 17

 

        2016

        2015

     

Revenues

   

   Rental

$    534,473

$   700,583

   Interest and other

      9,481

     12,712

     
 

    543,954

  713,295

     

Expenses

   

   Interest

55,779

88,135

   Depreciation and amortization

164,820

195,800

   Operating expenses

    414,539

   533,854

 


    635,138


   817,789

     

NET LOSS

$   (91,184)

$  (104,494)

     

Net loss allocation to Boston  
   Capital Tax Credit Fund 
   III L.P.*



$   (90,271)



$  (103,448)

     
     

Net loss allocated to other 
   Partners


$      (913)


$    (1,046)

 

     

 

* Amounts include $90,271 and $103,448 for 2016 and 2015, respectively, of loss not recognized under the equity method of accounting.

 

 

The Fund accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Fund adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued. However, the
Fund recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

 

 

 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Three Months Ended March 31,
(Unaudited)

Series 18

 

        2016

        2015

     

Revenues

   

   Rental

$     536,554

$    523,605

   Interest and other

      10,682

      16,560

     
 

     547,236

    540,165

     

Expenses

   

   Interest

55,544

54,430

   Depreciation and amortization

131,833

131,150

   Operating expenses

     460,742

    442,777

 


     648,119


    628,357

     

NET LOSS

$   (100,883)

$    (88,192)

     

Net loss allocation to Boston  
   Capital Tax Credit Fund 
   III L.P.*



$    (99,874)



$    (87,310)

     
     

Net loss allocated to other 
   Partners


$    (1,009)


$      (882)

 

 

* Amounts include $99,874 and $87,310 for 2016 and 2015, respectively, of loss not recognized under the equity method of accounting.

 

The Fund accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Fund adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued. However, the
Fund recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

 

 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Three Months Ended March 31,
(Unaudited)

Series 19

 

        2016

        2015

     

Revenues

   

   Rental

$    186,559

$    187,201

   Interest and other

      5,190

      3,825

     
 

    191,749

    191,026

     

Expenses

   

   Interest

24,476

23,569

   Depreciation and amortization

40,809

40,451

   Operating expenses

    156,790

    163,265

 


   222,075


   227,285

     

NET LOSS

$   (30,326)

$   (36,259)

     

Net loss allocation to Boston  
   Capital Tax Credit Fund 
   III L.P.*



$   (30,023)



$   (35,896)

     
     

Net loss allocated to other 
   Partners


$     (303)


$     (363)

     

 

 

* Amounts include $30,023 and $35,896 for 2016 and 2015, respectively, of loss not recognized under the equity method of accounting.

 

The Fund accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Fund adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued. However, the
Fund recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

 

 

 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016
(Unaudited)


NOTE E - TAXABLE LOSS

The Fund's taxable loss for the calendar year ended December 31, 2016 is expected to differ from its loss for financial reporting purposes.  This is primarily due to accounting differences in depreciation incurred by the Operating Partnerships and also differences between the equity method of accounting and the IRS accounting methods.  

 

NOTE F - INCOME TAXES

 

The Fund has elected to be treated as a pass-through entity for income tax purposes and, as such, is not subject to income taxes. Rather, all items of taxable income, deductions and tax credits are passed through to and are reported by its owners on their respective income tax returns. The Fund's federal tax status as a pass-through entity is based on its legal status as a partnership. Accordingly, the Fund is not required to take any tax positions in order to qualify as a pass-through entity. The Fund is required to file and does file tax returns with the Internal Revenue Service and other taxing authorities. Accordingly, these financial statements do not reflect a provision for income taxes and the Fund has no other tax positions which must be considered for disclosure. Income tax returns filed by the Fund are subject to examination by the Internal Revenue Service for a period of three years. While no income tax returns are currently being examined by the Internal Revenue Service, tax years since 2012 remain open.

 

NOTE G - SUBSEQUENT EVENTS

 

Subsequent to June 30, 2016, the Fund has entered into an agreement to transfer the interest in one operating limited partnership. The estimated transfer price and other terms for the disposition of the operating limited partnership have been determined. The estimated proceeds to be received for the operating limited partnership is $30,000. The estimated gain on the transfer of the operating limited partnership is $27,000 and is expected to be recognized in the second quarter of fiscal year ending March 31, 2017.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Boston Capital Tax Credit Fund III L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
June 30, 2016
(Unaudited)

 

 

NOTE H - Plan of Liquidation

 

On March 30, 2016, our General Partner recommended that the BAC holders approve a plan of liquidation and dissolution for the Partnership, or the "Plan." The Plan was approved by the BAC holders on June 1, 2016, and was adopted by the General Partner on June 1, 2016. Pursuant to the Plan, the General Partner would be able to, without further action by the BAC holders:

 

  • liquidate the assets and wind up the business of the Partnership;

 

  • make liquidating distributions in cancellation of the BACs, if any;

 

  • dissolve the Partnership after the sale of all of the Partnership's assets; and

 

  • take, or cause the Partnership to take, such other acts and deeds and shall do, or cause the Partnership to do, such other things, as are necessary or appropriate in connection with the dissolution, winding up and liquidation of the Partnership, the termination of the responsibilities and liabilities of the Partnership under applicable law, and the termination of the existence of the Partnership.

 

Since the approval of the Plan by the BAC holders, we have continued to seek to sell the assets of the Partnership and use the sale proceeds and/or other Partnership funds to pay all expenses in connection with such sales, pay or make provision for payment of all Partnership obligations and liabilities, including accrued fees, and unpaid loans to the General Partner, and distribute the remaining assets as set forth in the Partnership Agreement. We expect to complete the sale of the apartment complexes approximately three to five years after the BAC holders approval of the Plan, which was June 1, 2016. However, because of numerous uncertainties, the liquidation may take longer or shorter than expected, and the final liquidating distributions, if any, may occur months after all of the apartment complexes of any given Series have been sold. As liquidation is not imminent, the Partnership will continue to report as a going concern.

 

For additional information regarding the sale of Partnership assets, see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in this Annual Report on Form 10-K.

 

 

 

 

 

 

 

 

 

 

 

Item 2.  Management's Discussions and Analysis of Financial Condition and
Results of Operations


This Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements including our intentions, hopes, beliefs, expectations, strategies and predictions of our future activities, or other future events or conditions. These statements are "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbors created by these acts. Investors are cautioned that all forward-looking statements involve risks and uncertainty, including, for example, the factors identified in Part I, Item 1A. "Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended March 31, 2016. Although we believe that the assumptions underlying these forward-looking statements are reasonable, any of the assumptions could be inaccurate, and there can be no assurance that the forward-looking statements included in this Report will prove to be accurate. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans will be achieved.

 

Liquidity

The Fund's primary source of funds was the proceeds of its Public Offering.  Other sources of liquidity include (i) interest earned on capital contributions unpaid for the three months ended June 30, 2016 or on working capital reserves, (ii) cash distributions from operations of the Operating Partnerships in which the Fund has invested and (iii) proceeds received from the dispositions of the Operating Partnership that are returned to fund reserves.  These sources of liquidity, along with the Fund's working capital reserve, are available to meet the obligations of the Partnership.  The Fund does not anticipate significant cash distributions from operations of the Operating Partnerships.

 

The Fund is currently accruing the fund management fee. Fund management fees accrued during the quarter ended June 30, 2016 were $106,974 and total fund management fees accrued as of June 30, 2016 were $15,349,916. During the three months ended June 30, 2016, $30,822 of accrued fund management fees were paid. Pursuant to the Partnership Agreement, these liabilities will be deferred until the Fund receives proceeds from sales of the Operating Partnerships, which will be used to satisfy these liabilities. The Fund's working capital and sources of liquidity coupled with affiliated party liability accruals allow sufficient levels of liquidity to meet the third party obligations of the Fund.  The Fund is currently unaware of any trends which would create insufficient liquidity to meet future third party obligations of the Fund.

Capital Resources

The Fund offered BACs in a Public Offering declared effective by the Securities and Exchange Commission on January 24, 1992.  The Fund received $38,705,000, $54,293,000, $50,000,000, $36,162,000 and $40,800,000 representing 3,870,500, 5,429,402, 5,000,000, 3,616,200 and 4,080,000 BACs from investors admitted as BAC Holders in Series 15, Series 16, Series 17, Series 18, and Series 19, respectively.  The Public Offering was completed on December 17, 1993.

(Series 15)  The Fund commenced offering BACs in Series 15 on January 24, 1992.  Offers and sales of BACs in Series 15 were completed on September 26, 1992.  The Fund has committed proceeds to pay initial and additional installments of capital contributions to 68 Operating Partnerships in the amount of $28,257,701. Series 15 has since sold its interest in 54 of the Operating Partnerships.

 

During the quarter ended June 30, 2016, none of Series 15 net offering proceeds were used to pay capital contributions. No additional net offering proceeds remain to be used by the Fund to pay capital contributions to the Operating Partnerships that Series 15 has invested in as of June 30, 2016.

 

(Series 16)  The Fund commenced offering BACs in Series 16 on July 13, 1992. Offers and sales of BACs in Series 16 were completed on December 28, 1992. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 64 Operating Partnerships in the amount of $39,579,774. Series 16 has since sold its interest in 45 of the Operating Partnerships.

 

During the quarter ended June 30, 2016, none of Series 16 net offering proceeds were used to pay capital contributions.  No additional net offering proceeds remain to be used by the Fund to pay capital contributions to the Operating Partnerships that Series 16 has invested in as of June 30, 2016.

 

(Series 17)  The Fund commenced offering BACs in Series 17 on January 24, 1993.  Offers and sales of BACs in Series 17 were completed on September 17, 1993. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 49 Operating Partnerships in the amount of $36,538,204. Series 17 has since sold its interest in 40 of the Operating Partnerships.

During the quarter ended June 30, 2016, none of Series 17 net offering proceeds were used to pay capital contributions.  Series 17 has contributions payable to 1 Operating Partnership in the amount of $7,893 as of June 30, 2016. The remaining contributions will be released to the Operating Partnership when it has achieved the conditions set forth in its partnership agreement.

 

(Series 18)  The Fund commenced offering BACs in Series 18 on September 17, 1993. Offers and sales of BACs in Series 18 were completed on September 22, 1993. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 34 Operating Partnerships in the amount of $26,442,202. Series 18 has since sold its interest in 22 of the Operating Partnerships.

During the quarter ended June 30, 2016, none of Series 18 net offering proceeds were used to pay capital contributions.  Series 18 has contributions payable to 2 Operating Partnerships in the amount of $18,554 as of June 30, 2016. The remaining contributions will be released to the Operating Partnerships when they have achieved the conditions set forth in their partnership agreements.

 

(Series 19) The Fund commenced offering BACs in Series 19 on October 8, 1993. Offers and sales of BACs in Series 19 were completed on December 17, 1993.  The Fund has committed proceeds to pay initial and additional installments of capital contributions to 26 Operating Partnerships in the amount of $29,614,506. Series 19 has since sold its interest in 20 of the Operating Partnerships.

During the quarter ended June 30, 2016, none of Series 19 net offering proceeds were used to pay capital contributions. No additional net offering proceeds remain to be used by the Fund to pay capital contributions to the Operating Partnerships that Series 19 has invested in as of June 30, 2016.

Results of Operations

As of June 30, 2016 and 2015, the Fund held limited partnership interests in 60 and 68 Operating Partnerships, respectively.  In each instance the apartment complex owned by the applicable Operating Partnership is eligible for the federal housing tax credit.  Initial occupancy of a unit in each apartment complex which complied with the minimum set-aside test (i.e., initial occupancy by tenants with incomes equal to no more than a certain percentage of area median income) and the rent restriction test (i.e., gross rent charged tenants does not exceed 30% of the applicable income standards) is referred to as "Qualified Occupancy."  Each of the Operating Partnerships and each of the respective apartment complexes are described more fully in the Prospectus or applicable report on Form 8-K.  The general partner of the Fund believes that there is adequate casualty insurance on the properties.

 

The Fund incurs a fund management fee to Boston Capital Asset Management Limited Partnership (formerly Boston Capital Communications Limited Partnership), or BCAMLP, in an amount equal to .5 percent of the aggregate cost of the apartment complexes owned by the Operating Partnerships, less the amount of various asset management and reporting fees paid by the Operating Partnerships. The fund management fees incurred and the reporting fees paid by the Operating Partnerships for the three months ended June 30, 2016 are as follows:

 

 

3 Months
Gross Fund
Management Fee


3 Months
Reporting Fee

3 Months Fund
Management Fee
Net of Reporting Fee

Series 15

$  9,027

$  6,712

$ 2,315

Series 16

43,221

14,026

29,195

Series 17

22,029

2,097

19,932

Series 18

23,904

1,050

22,854

Series 19

  8,793

    750

8,043

$106,974

$ 24,635

$ 82,339

       

 

The Fund's investment objectives do not include receipt of significant cash distributions from the Operating Partnerships in which it has invested or intends to invest.  The Fund's investments in Operating Partnerships have been made principally with a view towards realization of federal housing tax credits for allocation to its partners and BAC holders.

 

 

Series 15

 

As of June 30, 2016 and 2015, the average Qualified Occupancy for the series was 100%.  The series had a total of 14 properties June 30, 2016, all of which were at 100% Qualified Occupancy.

For the three month periods ended June 30, 2016 and 2015, Series 15 reflects a net loss from Operating Partnerships of $(21,254) and $(108,554), respectively, which includes depreciation and amortization of $137,899 and $187,833, respectively. This is an interim period estimate; it is not indicative of the final year end results.

 

Livingston Plaza, Limited (Livingston Plaza) is a 24-unit, family property located in Livingston, Texas. Due to low economic occupancy and a lack of qualified applicants the property operates at or just below breakeven. The operating general partner's operating deficit guarantee has expired. The operating general partner has informed the investment general partner that it is exploring various disposition strategies for this property. The investment general partner has concluded that these strategies would be consistent with the investment objectives of the investment partnership and that it is unlikely that any proceeds will be available for distribution to the investment limited partnership when disposition of the Operating Partnership occurs at some point in the future. The 15-year low income housing tax credit compliance period with respect to Livingston Plaza expired on December 31, 2008.

 

In February 2015, the operating general partner of Graham Housing Limited Partnership entered into an agreement to sell the property to a non-affiliated entity and the transaction closed on April 28, 2015. The sales price of the property was $1,425,000, which included the outstanding mortgage balance of approximately $817,589 and cash proceeds to the investment partnership of $402,258. Of the total proceeds received by the investment partnership, $73,489 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale. Of the remaining proceeds, $3,000 was paid to BCAMLP for expenses related to the sale, which include third party legal costs. The remaining proceeds from the sale of $325,769 were returned to cash reserves held by Series 15. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the sale of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $325,769 as of June 30, 2015.

 

In July 2015, the investment general partner transferred its interest in Deerfield Associates Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,124,981 and cash proceeds to the investment partnership of $10,000. Of the total proceeds received, $2,750 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $7,250 were returned to cash reserves held by Series 15. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. In addition, the investment general partner on behalf of the investment partnership entered into a residual receipt promissory note (the" RRN") with the Operating Partnership for receipt of a residual payment. Under the terms of the RRN, if there is a capital transaction involving the property owned by the Operating Partnership at any time within 15 years from the initial transfer date, there would be a residual payment distributable to the investment partnership in accordance with the terms of the RRN. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $7,250 as of September 30, 2015.

 

In July 2015 the investment general partner transferred its interest in East Machias Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $943,748 and cash proceeds to the investment partnership of $2,072. The total proceeds of approximately $2,072 were returned to cash reserves held by Series 15. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $2,072 as of September 30, 2015.

 

In December 2015 the investment general partner transferred its interest in P.D.C Fifty Five LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,153,060 and cash proceeds to the investment partnership of $133,600. Of the total proceeds received, $3,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $130,600 were returned to cash reserves held by Series 15. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $130,600 as of December 31, 2015.

 

The investment general partner will continue to monitor the following Operating Partnerships because of operational or other issues. However, these Operating Partnerships have all exited their LIHTC compliance period and there is therefore no risk to past credit delivery.

 

Beckwood Manor Eight Limited Partnership

Sunset Square Limited Partnership

University Meadows L.D.H.A. Limited Partnership

 

 

 

 

 

Series 16

 

As of June 30, 2016 and 2015, the average Qualified Occupancy for the series was 100%. The series had a total of 19 properties at June 30, 2016, all of which were at 100% Qualified Occupancy.

For the three month periods ended June 30, 2016 and 2015, Series 16 reflects a net loss from Operating Partnerships of $(26,955) and $(105,970), respectively, which includes depreciation and amortization of $190,845 and $290,726, respectively. This is an interim period estimate; it is not indicative of the final year end results.

In August 2015, the investment general partner transferred its interest in St. Croix Commons Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,192,312 and cash proceeds to the investment partnership of $250,000. Of the total proceeds received, $7,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $243,000 were returned to cash reserves held by Series 16. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $243,000 as of September 30, 2015.

 

In June 2016, the investment general partner of Series 16 and Boston Capital Tax Credit Fund IV - Series 23 transferred their respective interests in Mid City Associates Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $4,890,361 and cash proceeds to the investment partnerships of $124,955 and $4,545, for Series 16 and Series 23, respectively. Of the total proceeds received, $27,340 and $995, for Series 16 and Series 23, respectively, will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $97,615 and $3,550, for Series 16 and Series 23, respectively, were returned to cash reserves. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $97,615 and $3,550, for Series 16 and Series 23, respectively, as of June 30, 2016. In addition, equity outstanding for the Operating Partnership in the amount of $50,008 for Series 16 was recorded as gain on the transfer of the Operating Partnership as of June 30, 2016.

 

In July 2016, the investment general partner transferred its interest in Stony Ground Villas, Limited Partnership to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $1,254,826 and cash proceeds to the investment partnership of $30,000. Of the total proceeds received, $3,000 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $27,000 were returned to cash reserves held by Series 16. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

 

The investment general partner will continue to monitor the following Operating Partnerships because of operational or other issues. However, these Operating Partnerships have all exited their LIHTC compliance period and there is therefore no risk to past credit delivery.

 

Anson Limited Partnership

Falcon Ridge, Limited Partnership

Greenfield Properties, Limited Partnership

Series 17

 

As of June 30, 2016 and 2015, the average Qualified Occupancy for the series was 100%.  The series had a total of 9 properties at June 30, 2016, all of which were at 100% Qualified Occupancy.

For the three month periods ended June 30, 2016 and 2015, Series 17 reflects a net loss from Operating Partnerships of $(91,184) and $(104,494), respectively, which includes depreciation and amortization of $164,820 and $195,800, respectively. This is an interim period estimate; it is not indicative of the final year end results.

 

In December 2013, the investment general partner transferred 99% of its interest in Quail Village LP to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $799,778 and cash proceeds to the investment partnership of $20,000. Of the total proceeds received, $8,221 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $6,779 were returned to cash reserves held by Series 17. The remaining 1% investment limited partner interest in the Operating Partnership transferred in July 2015. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the 99% transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $6,779 as of December 31, 2013. In July 2015, the remaining 1% of interest was transferred to a non-affiliated entity resulting in no proceeds or gain on the transaction.

 

In April 2015, the operating general partner of Henson Creek Manor Associates Limited Partnership entered into an agreement to sell the property to a non-affiliated entity and the transaction closed on June 16, 2015. The sales price of the property was $12,752,326, which included the outstanding mortgage balance of approximately $4,293,415 and cash proceeds to the investment partnership of $5,541,959. Of the total proceeds received by the investment partnership, $17,000 was paid to BCAMLP for expenses related to the sale, which include third party legal costs.  The remaining proceeds from the sale of $5,524,959 were returned to cash reserves held by Series 17. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the sale of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $5,524,959 as of June 30, 2015. In August 2015, additional proceeds of $160,000 were received and returned to the cash reserves held by Series 17 resulting in an additional gain on sale.

 

In August 2015, the investment general partner transferred its interest in Green Acres Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $845,218 and cash proceeds to the investment partnership of $2,385. The total proceeds of approximately $2,385 were returned to cash reserves held by Series 17. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $2,385 as of September 30, 2015.

 

In August 2015, the investment general partner transferred its interest in Skowhegan Housing Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,266,135 cash proceeds to the investment partnership of $4,760. The total proceeds of approximately $4,760 were returned to cash reserves held by Series 17. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $4,760 as of September 30, 2015.

 

Series 18

 

As of June 30, 2016 and 2015 the average Qualified Occupancy for the series was 100%.  The series had a total of 12 properties at June 30, 2016, all of which were at 100% Qualified Occupancy.

For the three month periods ended June 30, 2016 and 2015, Series 18 reflects a net loss from Operating Partnerships of $(100,883) and $(88,192), respectively, which includes depreciation and amortization of $131,833 and $131,150, respectively. This is an interim period estimate; it is not indicative of the final year end results.

 

In March 2015, the investment general partner sold its interest in Lakeview Meadows II LDHA LP to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $1,437,436 and cash proceeds to the investment partnership of $360,289. Of the total proceeds received by the investment partnership, $50,000 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the sale, which include third party legal costs. The remaining proceeds of approximately $305,289 were returned to cash reserves held by Series 18. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero. A receivable in the amount of $355,289 was recorded as of March 31, 2015. Sale proceeds in the amount of $341,833 were received in April 2015 and the balance of $13,456 was received in August 2015. Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, was recorded in the amount of $305,289 as of March 31, 2015. In August 2015, additional proceeds of $15,294 were received and returned to the cash reserves held by Series 18 resulting in an additional gain on sale.

The investment general partner will continue to monitor the following Operating Partnerships because of operational or other issues. However, these Operating Partnerships have all exited their LIHTC compliance period and there is therefore no risk to past credit delivery.

 

Marengo Park Apartments, Limited Partnership

Natchitoches Elderly Apartments, A Louisiana Partnership

Vivian Elderly Apartments, A Louisiana Partnership

Series 19

 

As of June 30, 2016 and 2015 the average Qualified Occupancy for the series was 100%.  The series had a total of 6 properties at June 30, 2016, all of which were at 100% Qualified Occupancy.

For the three month periods ended June 30, 2016 and 2015, Series 19 reflects a net loss from Operating Partnerships of $(30,326) and $(36,259), respectively, which includes depreciation and amortization of $40,809 and $40,451, respectively. This is an interim period estimate; it is not indicative of the final year end results.

The investment general partner will continue to monitor the following Operating Partnerships because of operational or other issues. However, these Operating Partnerships have all exited their LIHTC compliance period and there is therefore no risk to past credit delivery.

 

Carrollton Villa, L.P.

Munford Village, Ltd.

 

Off Balance Sheet Arrangements

 

None.

 

 

Principal Accounting Policies and Estimates

 

The condensed financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), which require the Fund to make various estimates and assumptions. The following section is a summary of some aspects of those accounting policies that may require subjective or complex judgments and are most important to the portrayal of the Fund's financial condition and results of operations. The Fund believes that there is a low probability that the use of different estimates or assumptions in making these judgments would result in materially different amounts being reported in the financial statements.

 

The Fund is required to assess potential impairments to its long-lived assets, which are primarily investments in limited partnerships. The Fund accounts for its investment in limited partnerships in accordance with the equity method of accounting since the Fund does not control the operations of the Operating Partnerships. The purpose of an impairment analysis is to verify that the real estate investment balance reflected on the balance sheet does not exceed the value of the underlying investments.

 

If the book value of the Fund's investment in an Operating Partnership exceeds the estimated value derived by management, which generally consists of the remaining future Low-Income Housing Credits allocable to the Fund and the estimated residual value to the Fund, the Fund reduces its investment in the Operating Partnership.

 

In accordance with the accounting guidance for the consolidation of variable interest entities, the Fund determines when it should include the assets, liabilities, and activities of a variable interest entity (VIE) in its financial statements, and when it should disclose information about its relationship with a VIE. The analysis that must be performed to determine which entity should consolidate a VIE focuses on control and economic factors.  A VIE is a legal structure used to conduct activities or hold assets, which must be consolidated by a company if it is the primary beneficiary because it has (1) the power to direct the activities of the VIE that most significantly impact the VIE's economic performance and (2) the obligation to absorb losses or receive benefits that could potentially be significant to the VIE. If multiple unrelated parties share such power, as defined, no party will be required to consolidate the VIE. Further, the guidance requires continual reconsideration of the primary beneficiary of a VIE. 

 

Based on this guidance, the Operating Partnerships in which the Fund invests meet the definition of a VIE because the owners of the equity at risk in these entities do not have the power to direct their operations.  However, management does not consolidate the Fund's interests in these VIEs, as it is not considered to be the primary beneficiary since it does not have the power to direct the activities that are considered most significant to the economic performance of these entities.  The Fund currently records the amount of its investment in these partnerships as an asset on its balance sheets, recognizes its share of partnership income or losses in the statements of operations, and discloses how it accounts for material types of these investments in its financial statements. The Fund's balance in investment in Operating Partnerships plus advances made to Operating Partnerships represents its maximum exposure to loss.  The Fund's exposure to loss on these partnerships is mitigated by the condition and financial performance of the underlying Housing Complexes as well as the strength of the general partners and their guarantee against credit recapture to the investors of the Fund.

 

 

 

 

 

 

 

Recent Accounting Pronouncements

In February, 2015, the FASB issued ASU No. 2015-02, "Consolidation (Topic 810): Amendments to the Consolidation Analysis". This will improve certain areas of consolidation guidance for reporting organizations that are required to evaluate whether to consolidate certain legal entities such as limited partnerships, limited liability corporations, and securitization structures. ASU 2015-02 simplifies and improves GAAP by: eliminating the presumption that a general partner should consolidate a limited partnership, eliminating the indefinite deferral of FASB Statement No. 167, thereby reducing the number of Variable Interest Entity (VIE) consolidation models from four to two (including the limited partnership consolidation model), and clarifying when fees paid to a decision maker should be a factor to include in the consolidation of VIEs. ASU 2015-02 will be effective for periods beginning after December 15, 2015. The Fund has determined that there is no material impact to its financial statements as a result of this guidance.  

 

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

   
 

Not Applicable

 

Item 4.

Controls and Procedures

     
 

(a)

Evaluation of Disclosure Controls and Procedures

   

As of the end of the period covered by this report, the Fund's general partner, under the supervision and with the participation of the Principal Executive Officer and Principal Financial Officer of C&M Management Inc., carried out an evaluation of the effectiveness of the Fund's "disclosure controls and procedures" as defined under the Securities Exchange Act of 1934 Rules 13a-15 and 15d-15 with respect to each series individually, as well as the Fund as a whole. Based on that evaluation, the Fund's Principal Executive Officer and Principal Financial Officer have concluded that as of the end of the period covered by this report, the Fund's disclosure controls and procedures were effective to ensure that information relating to any series or the Fund as a whole required to be disclosed by it in the reports that it files or submits under the Securities Exchange Act of 1934 (i) is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and (ii) is accumulated and communicated to the Fund's management, including the Fund's Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure with respect to each series individually, as well as the Fund as a whole.

     
 

(b)

Changes in Internal Controls

   

There were no changes in the Fund's internal control over financial reporting that occurred during the quarter ended June 30, 2016 that materially affected, or are reasonably likely to materially affect, the Fund's internal control over financial reporting.

 

 

 

PART II - OTHER INFORMATION

Item 1.

Legal Proceedings

   
 

None

   

Item 1A.

Risk Factors

   
 

There have been no material changes from the risk factors set forth under Part I, Item 1A. "Risk Factors" in our Form 10-K for the fiscal year ended March 31, 2016.

   

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

   
 

None

   

Item 3.

Defaults upon Senior Securities

   
 

None

   

Item 4.

Mine Safety Disclosures

   
 

Not Applicable

   

Item 5.

Other Information

   
 

None

   

Item 6.

Exhibits

   
 

(a)Exhibits

   
   

31.a Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herein

   
   

31.b Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herein

   
   

32.a Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herein

     
   

32.b Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herein

 

101. The following materials from the Boston Capital Tax Credit Fund III, L.P. Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2016 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Balance Sheets, (ii) the Condensed Statements of Operations, (iii) the Condensed Statements of Changes in Partners' Capital (Deficit), (iv) the Condensed Statements of Cash Flows and (v) related notes, filed herein

 

 

SIGNATURES



Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the Fund has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Boston Capital Tax Credit Fund III L.P.

 

By:

Boston Capital Associates III L.P.

   

General Partner

 

By:

BCA Associates Limited Partnership,

   

General Partner

 

By:

C&M Management Inc.,

   

General Partner

Date: August 12, 2016

By:

/s/ John P. Manning

     
   

John P. Manning




Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Fund and in the capacities and on the dates indicated:

DATE:

SIGNATURE:

TITLE:

     

August 12, 2016

/s/ John P. Manning

Director, President
(Principal Executive
Officer) C&M Management
Inc.; Director,
President (Principal
Executive Officer)
BCTC III Assignor Corp.

   
 

John P. Manning

   
   
   
   


DATE:

SIGNATURE:

TITLE:

     

August 12, 2016

/s/ Marc N. Teal

Chief Financial Officer
(Principal Financial
and Accounting Officer) C&M Management Inc.; Chief Financial Officer
(Principal Financial and Accounting Officer)
BCTC III Assignor Corp.

Marc N. Teal