UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For the fiscal year ended
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to _______
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(Exact name of registrant as specified in its charter)
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of incorporation or organization) | Identification No.) |
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Securities registered pursuant to Section 12(b) of the Act:
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Beneficial Assignee Certificates
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Yes ☐ |
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Yes ☐ |
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated Filer | ☐ |
☒ | Smaller Reporting Company | ||
Emerging Growth Company |
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Yes | No ☒ |
DOCUMENTS INCORPORATED BY REFERENCE
None.
BF GARDEN TAX CREDIT FUND IV L.P.
FORM 10-K ANNUAL REPORT FOR THE YEAR ENDED MARCH 31, 2024
TABLE OF CONTENTS
PART I
Item 1. | Business |
Organization
BF Garden Tax Credit Fund IV L.P. (formerly known as Boston Capital Tax Credit Fund IV L.P.) (the “Fund”) was organized under the laws of the State of Delaware as of October 5, 1993, 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 December 15, 2020, Corporate Investment Holdings, Inc., a Massachusetts corporation owned by BF Garden Companion Limited Partnership, a Massachusetts limited partnership formerly known as Boston Capital Companion Limited Partnership (“Companion”), replaced BCA Associates Limited Partnership as the general partner of the Fund’s general partner, BF Garden Associates IV L.P., a Delaware limited partnership formerly known as Boston Capital Associates IV L.P. Additionally, Companion replaced Capital Investment Holdings IV Limited Partnership as the sole limited partner of the Fund’s general partner. Also effective as of December 15, 2020, BFBC Holdings GP, LLC, a Delaware limited liability company and an affiliate of Boston Financial Investment Management, LP, a Delaware limited partnership (“BFIM”), replaced Boston Capital Partners II Corporation as the general partner of Companion; and BFIM replaced Boston Capital Companion Holdings Limited Partnership as the sole limited partner of Companion. The assignor limited partner of the Fund continues to be BCTC IV Assignor Corp., a Delaware corporation which is now wholly owned by Companion.
The assignor limited partner was formed for the purpose of serving in that capacity for the Fund and will not engage in any other business. Units of beneficial interest in the limited partnership interest of the assignor limited partner are assigned by the assignor limited partner by means of beneficial assignee certificates (“BACs”) to investors and investors are entitled to all the rights and economic benefits of a limited partner of the Fund including rights to a percentage of the income, gains, losses, deductions, credits and distributions of the Fund.
A Registration Statement on Form S-11 and the related prospectus, (together with each subsequently filed prospectus, the “Prospectus”) were filed with the Securities and Exchange Commission and became effective December 16, 1993, in connection with a public offering (together with each subsequent offering of BACs described herein, the “Offering”) in one or more series of a minimum of 250,000 BACs and a maximum of 30,000,000 BACs at $10 per BAC. On April 18, 1996, a Form S-11, which registered an additional 10,000,000 BACs for sale to the public in one or more series, became effective. On April 2, 1998, a Form S-11, which registered an additional 25,000,000 BACs for sale to the public in one or more series, became effective. On August 31, 1999, a Form S-11, which registered an additional 8,000,000 BACs for sale to the public, became effective. On July 26, 2000, a Form S-11, which registered an additional 7,500,000 BACs for sale to the public, became effective. On July 23, 2001, a Form S-11, which registered an additional 7,000,000 BACs for sale to the public, became effective. On July 24, 2002, a Form S–11, which registered an additional 7,000,000 BAC’s for sale to the public, became effective. On July 1, 2003, a Form S–11, which registered an additional 7,000,000 BAC’s for sale to the public, became effective. As of March 31, 2024, subscriptions had been received and accepted by the General Partner in Series 20, Series 21, Series 22, Series 23, Series 24, Series 25, Series 26, Series 27, Series 28, Series 29, Series 30, Series 31, Series 32, Series 33, Series 34, Series 35, Series 36, Series 37, Series 38, Series 39, Series 40, Series 41, Series 42, Series 43 Series 44, Series 45 and Series 46 for 83,651,080 BACs in twenty-seven series representing capital contributions of $836,177,880 in the aggregate.
1
Description of Business
The Fund’s principal business is to invest as a limited partner in other limited partnerships (the “Operating Partnerships”) each of which will own or lease and will operate an apartment complex exclusively or partially for low- and moderate-income tenants. Each Operating Partnership in which the Fund invests owns apartment complexes, which are completed, newly-constructed, under construction or rehabilitation, or to-be constructed or rehabilitated, and which are expected to receive government assistance. Each apartment complex is expected to qualify for the low-income housing tax credit under Section 42 of the Code (the “Federal Housing Tax Credit”), providing tax benefits over a period of ten to twelve years in the form of tax credits which investors may use to offset income, subject to certain strict limitations, from other sources. Some apartment complexes may also qualify for the historic rehabilitation tax credit under Section 47 of the Code (the “Rehabilitation Tax Credit”). Section 236 (f) (ii) of the National Housing Act, as amended, and Section 101 of the Housing and Urban Development Act of 1965, as amended, each provide for the making by HUD of rent supplement payments to low income tenants in properties which receive other forms of federal assistance such as tax credits. The payments for each tenant, which are made directly to the owner of their property, generally are in such amounts as to enable the tenant to pay rent equal to 30% of the adjusted family income. Some of the apartment complexes in which the Fund has invested are receiving their rent supplements from HUD. HUD has been in the process of converting rent supplement assistance to assistance paid not to the owner of the apartment complex, but directly to the individuals. At this time, the Fund is unable to predict whether Congress will continue rent supplement programs payable directly to owners of apartment complexes.
As of March 31, 2024 the Fund had invested in 0 Operating Partnerships on behalf of Series 20, 0 Operating Partnerships on behalf of Series 21, 0 Operating Partnerships on behalf of Series 22, 0 Operating Partnerships on behalf of Series 23, 0 Operating Partnerships on behalf of Series 24, 0 Operating Partnerships on behalf of Series 25, 0 Operating Partnerships on behalf of Series 26, 0 Operating Partnerships on behalf of Series 27, 0 Operating Partnerships on behalf of Series 28, 0 Operating Partnerships on behalf of Series 29, 0 Operating Partnerships on behalf of Series 30, 0 Operating Partnerships on behalf of Series 31, 0 Operating Partnerships on behalf of Series 32, 0 Operating Partnerships on behalf of Series 33, 1 Operating Partnership on behalf of Series 34, 0 Operating Partnerships on behalf of Series 35, 0 Operating Partnerships on behalf of Series 36, 0 Operating Partnerships on behalf of Series 37, 0 Operating Partnerships on behalf of Series 38, 0 Operating Partnerships on behalf of Series 39, 0 Operating Partnerships on behalf of Series 40, 0 Operating Partnerships on behalf of Series 41, 0 Operating Partnerships on behalf of Series 42, 0 Operating Partnerships on behalf of Series 43, 0 Operating Partnerships on behalf of Series 44, 0 Operating Partnerships on behalf of Series 45 and 1 Operating Partnership on behalf of Series 46. A description of these Operating Partnerships is set forth in Item 2 herein.
The business objectives of the Fund are to:
(1) | Provide current tax benefits to investors in the form of Federal Housing Tax Credits and, in limited instances, a small amount of Rehabilitation Tax Credits, which an investor may apply, subject to strict limitations, against the investor’s federal income tax liability from active, portfolio and passive income; |
(2) | Preserve and protect the Fund’s capital and provide capital appreciation and cash distributions through increases in value of the Fund’s investments and, to the extent applicable, equity buildup through periodic payments on the mortgage indebtedness with respect to the apartment complexes; |
(3) | Provide tax benefits in the form of passive losses which an investor may apply to offset his passive income (if any); and |
(4) | Provide cash distributions (except with respect to the Fund’s investment in some non-profit Operating Partnerships) from capital transaction proceeds. The Operating Partnerships intend to hold the apartment complexes for appreciation in value. The Operating Partnerships may sell the apartment complexes after a period of time if financial conditions in the future make such sales desirable and if such sales are permitted by government restrictions. |
Employees
The Fund does not have any employees. Services are performed by the general partner and its affiliates and agents retained by them.
2
Item 1A.Risk Factors
As used in this Item 1A, references to “we, “us” and “our” mean the Fund.
An investment in our BACs and our investments in Operating Partnerships are subject to risks. These risks may impact the tax benefits of an investment in our BACs, and the amount of proceeds available for distribution to our limited partners, if any, on liquidation of our investments.
In addition to the other information set forth in this report, you should carefully consider the following factors which could materially affect our business, financial condition or results of operations. The risks described below are not the only risks we face. Additional factors not presently known to us or that we currently deem to be immaterial also may materially adversely affect our business operations.
The ability of limited partners to claim tax losses from their investment in us is limited.
The IRS may audit us or an Operating Partnership and challenge the tax treatment of tax items. The amount of Low Income Housing Tax Credits and tax losses allocable to the investors could be reduced if the IRS were successful in such a challenge. The alternative minimum tax could reduce tax benefits from an investment in our BACs. Changes in tax laws could also impact the tax benefits from an investment in our BACs and/or the value of the Operating Partnerships. Until the Operating Partnerships have completed a mandatory fifteen-year Low Income Housing Tax Credit compliance period, investors are at risk for potential recapture of Low Income Housing Tax Credits that have already been claimed.
The Low Income Housing Tax Credits rules are extremely complicated and noncompliance with these rules may have adverse consequences for BAC holders.
Noncompliance with applicable tax regulations may result in the loss of future Low Income Housing Tax Credits and the fractional recapture of Low Income Housing Tax Credits already taken. In most cases the annual amount of Low Income Housing Tax Credits that an individual can use is limited to the tax liability due on the person’s last $25,000 of taxable income. The Operating Partnerships may be sold at a price which would not result in our realizing cash distributions or proceeds from the transaction. Accordingly, we may be unable to distribute any cash to our investors. Low Income Housing Tax Credits may be the only benefit from an investment in our BACs.
Poor performance of one housing complex, or the real estate market generally, could impair our ability to satisfy our investment objectives.
Each housing complex is subject to mortgage indebtedness. If an Operating Partnership failed to pay its mortgage, it could lose its housing complex in foreclosure. If foreclosure were to occur during the first 15 years of the existence of the Fund, the loss of any remaining future Low Income Housing Tax Credits, a fractional recapture of previously claimed Low Income Housing Tax Credits, and a loss of our investment in the housing complex would occur. To the extent the Operating Partnerships receive government financing or operating subsidies, they may be subject to one or more of the following risks:
- difficulties in obtaining rent increases;
- limitations on cash distributions;
- limitations on sales or refinancing of Operating Partnerships;
- limitations on transfers of interests in Operating Partnerships;
- limitations on removal of local general partners;
- limitations on subsidy programs; and
- possible changes in applicable regulations.
The value of real estate is subject to risks from fluctuating economic conditions, including employment rates, inflation, tax, environmental, land use and zoning policies, supply and demand of similar properties, and neighborhood conditions, among others.
3
No trading market for the BACs exists or is expected to develop.
There is currently no active trading market for the BACs. Accordingly, limited partners may be unable to sell their BACs or may have to sell BACs at a discount. Limited partners should consider their BACs to be a long-term investment.
Investors may realize taxable gain on sale or disposition of BACs.
Upon the sale or other taxable disposition of BACs, investors will realize taxable income to the extent that their allocable share of the non-recourse mortgage indebtedness on the apartment complexes, together with the money they receive from the sale of the BACs, is greater than the original cost of their BACs. This realized taxable income is reduced to the extent that investors have suspended passive losses or credits. It is possible that the sale of BACs may not generate enough cash to pay the tax obligations arising from the sale.
Investors may have tax liability in excess of cash.
Investors eventually may be allocated profits for tax purposes which exceed any cash distributed to them. For this tax liability, the investor will have to pay federal income tax without a corresponding cash distribution. Similarly, in the event of a sale or foreclosure of an apartment complex or a sale of BACs, an investor may be allocated taxable income, resulting in tax liability, in excess of any cash distributed to him or her as a result of such event.
Investors may not receive cash if apartment complexes are sold.
There is no assurance that investors will receive any cash distributions from the sale or refinancing of an apartment complex. The price at which an apartment complex is sold may not be large enough to pay the mortgage and other expenses which must be paid at such time. Even if there are net cash proceeds from a sale, expenses such as accrued Fund management fees and unpaid loans will be deducted pursuant to Section 4.02(a) of the Fund Agreement. If any of these events happen, investors will not get all of their investment back, and the only benefit from an investment will be the tax credits received.
The sale or refinancing of the apartment complexes is dependent upon the following material factors:
- The necessity of obtaining the consent of the operating general partners;
- The necessity of obtaining the approval of any governmental agency(ies) providing government assistance to the apartment complex; and
- The uncertainty of the market.
Any sale may occur well after the fifteen-year federal housing tax credit compliance period.
We have insufficient sources of cash to pay our existing liabilities.
We currently do not have sufficient cash resources to satisfy our financial liabilities. Furthermore, we do not anticipate that we will have sufficient available cash to pay our future financial liabilities. Substantially all of our existing liabilities are payable to our general partner and its affiliates. Though the amounts payable to the general partner and its affiliates are contractually currently payable, we do not believe that the general partner or its affiliates will demand immediate payment of these contractual obligations in the near term; however, there can be no assurance that this will be the case. We would be materially adversely affected if the general partner or its affiliates demanded payment in the near term of our existing contractual liabilities or suspended the provision of services to us because of our inability to satisfy these obligations. All monies currently deposited, or that will be deposited in the future, into the Fund’s working capital reserves are intended to be utilized to pay our existing and future liabilities.
Item 1B.Unresolved Staff Comments
Not applicable.
4
Item 1C.Cybersecurity Disclosure
As an externally managed company, our day-to-day operations are managed by BFIM, under the supervision and with the participation of the Principal Executive Officer and Principal Accounting and Financial Officer. Our business is highly dependent on the communications and information systems of BFIM, its affiliates and third-party service providers. BFIM is an affiliate of ORIX Corporation USA (“ORIX USA”), a diversified financial company and a subsidiary of ORIX Corporation (“ORIX”) and participates in and is subject to ORIX USA’s cybersecurity program. Accordingly, we rely and BFIM relies on ORIX USA and its cybersecurity risk management program to identify, assess and manage material risks to our business from cybersecurity threats.
To date, Cybersecurity threats, including any previous Cybersecurity incidents, have not had a material impact nor, are they anticipated to significantly affect the Assignor Limited Partner, including our business strategy, results of operations or financial condition.
Cybersecurity Governance
The Fund, under the supervision and with the participation of the Principal Executive Officer and Principal Accounting and Financial Officer, is responsible for directing and overseeing our risk management. The Principal Executive Officer and Principal Accounting and Financial Officer administers this oversight function directly. In particular, the Principal Executive Officer and Principal Accounting and Financial Officer has the responsibility to consider and discuss our major financial risk exposures and the steps BFIM takes, or is required to take, to monitor and control these exposures, including guidelines and policies to govern the process by which risk assessment and management is undertaken. The Principal Executive Officer and Principal Accounting and Financial Officer also monitors compliance with legal and regulatory requirements.
BFIM is responsible for identifying, assessing, and managing the Assignor Limited Partner’s material risks from cybersecurity threats. BFIM relies on ORIX USA and the ORIX USA information and security team, including the ORIX USA CIO, to provide us with a comprehensive cybersecurity risk management program.
Periodically, at least annually, ORIX USA's CIO and/or other members of the ORIX USA information and cybersecurity team will present to BFIM on various topics relating to ORIX USA's technology risks, including ORIX USA's cybersecurity program (including the results of cybersecurity tabletop exercises) , cybersecurity issues (including those relating to data protection, insider threats, regulatory changes and geopolitical cyber threat management) and risk management (including the results of periodic technology audits).
Cybersecurity Risk Management and Strategy
ORIX USA has a Chief Information Officer (the "ORIX USA CIO"), who leads an information and cybersecurity team (the "ORIX USA information and cybersecurity team") responsible for managing information security at ORIX USA's asset management business, including its Cybersecurity strategy and program, which encompasses annual employee training about Cybersecurity risks and new employee onboarding about ORIX USA's security policies. The ORIX USA information and cybersecurity team's responsibilities cover three main areas: (i) operations and engineering, (ii) threat detection and response, and (iii) governance. The team comprises members with diverse and relevant skill sets and expertise. The ORIX USA CIO leads the cybersecurity team with over twenty years of experience at ORIX USA and prior experience as a principal with a large management consulting firm. This team has developed a program aligned with the NIST CSF framework, emphasizing training and development, with team members holding industry-recognized certifications complemented by industry-recognized third-party providers for threat and incident management.
ORIX USA employs a 'defense in depth' cybersecurity strategy and program based on the NIST Cybersecurity Framework, which includes multiple layers of security policies, protections, and controls designed to safeguard the confidentiality, integrity, and availability of infrastructure, network and information assets from malware and threats. This includes the deployment of firewalls, email protection technologies and web gateway, antivirus, and endpoint detection and response ("EDR") systems.
Our firewalls (intrusion detection systems and intrusion prevention systems) are designed to secure the organization's perimeter complemented by an antivirus and EDR platform designed to detect malware and threats on systems. Web application firewalls are designed to protect external facing applications, while our email security gateway utilizes machine learning and multilayered detection techniques designed to filter malicious emails.
5
Mobile device management software monitors security events via a Security Information and Event Management platform, managed by a detection and response provider. Mobile device management software is employed with the objective of protecting corporate email and data on mobile devices and is designed to prevent unauthorized data transfer.
ORIX USA maintains a Cybersecurity incident response capability that includes detailed policies, plans and modular run books and maps designed around different types of Cyber Incidents. The plan and run books are tested annually through Cybersecurity tabletop simulations where incident response technical, and executive team members go through real-world scenarios focused on current Cyber threats. ORIX USA’s Cybersecurity incident response plan provides for escalation of identified Cybersecurity threats and incidents, including, as appropriate, to our management. These discussions provide a mechanism for the identification of Cybersecurity threats and incidents, assessment of Cybersecurity risk profile or certain newly identified risks relevant to our company, and evaluation of the adequacy of our Cybersecurity program, including risk mitigation, compliance and controls. ORIX USA has established a notification decision framework to determine when the notifications regarding certain cybersecurity incidents, with different severity thresholds triggering notification to different recipient groups, including BFIM and the Principal Executive Officer and Principal Accounting and Financial Officer of the Assignor Limited Partner.
Item 2. | Properties |
The Fund has a limited partnership interest in 2 Operating Partnerships in 2 series, identified in the table set forth below. The apartment complexes owned by the Operating Partnerships are eligible for the Federal Housing Tax Credit. Initial occupancy of a unit in each apartment complex which initially complied with the minimum set-aside test (i.e., initial occupancy by tenants with incomes equal to no more than a designated 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.” The Operating Partnerships and the respective apartment complexes are described more fully in the Prospectus. The general partner believes that there is adequate casualty insurance on the properties.
Please refer to Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for a more detailed discussion of operational difficulties experienced by certain of the Operating Partnerships.
6
BF Garden Tax Credit Fund IV L.P.
PROPERTY PROFILE AS OF MARCH 31, 2024
All properties in Series 20 have been disposed of.
All properties in Series 21 have been disposed of.
All properties in Series 22 have been disposed of.
All properties in Series 23 have been disposed of.
All properties in Series 24 have been disposed of.
All properties in Series 25 have been disposed of.
All properties in Series 26 have been disposed of.
All properties in Series 27 have been disposed of.
All properties in Series 28 have been disposed of.
All properties in Series 29 have been disposed of.
All properties in Series 30 have been disposed of.
All properties in Series 31 have been disposed of.
All properties in Series 32 have been disposed of.
All properties in Series 33 have been disposed of.
Remaining property Series 34
|
|
| Mortgage |
|
|
| Qualified |
| Cap Con | |||||||
| Balance as of |
| Occupancy |
| paid thru | |||||||||||
Property Name | Location | Units |
| 12/31/23 | Acq Date | Const Comp |
| 3/31/24 |
| 3/31/24 | ||||||
Hillside Club Apts. |
| Bear Creek Township, MI |
| 56 | $ | 1,563,977 |
| 10/98 |
| 12/99 |
| 100 | % | $ | 209,733 | |
All properties in Series 35 have been disposed of.
All properties in Series 36 have been disposed of.
All properties in Series 37 have been disposed of.
All properties in Series 38 have been disposed of.
7
BF Garden Tax Credit Fund IV L.P.
PROPERTY PROFILE AS OF MARCH 31, 2024
All properties in Series 39 have been disposed of.
All properties in Series 40 have been disposed of.
All properties in Series 41 have been disposed of.
All properties in Series 42 have been disposed of.
All properties in Series 43 have been disposed of.
All properties in Series 44 have been disposed of.
All properties in Series 45 have been disposed of.
Remaining property Series 46
Mortgage | Qualified | Cap Con | ||||||||||||||
Balance as | Acq | Const | Occupancy | paid thru | ||||||||||||
Property Name |
| Location |
| Units |
| of 12/31/23 |
| Date |
| Comp |
| 3/31/24 |
| 3/31/24 | ||
Ocean East Housing |
| Portland, ME |
| 32 | $ | 1,206,376 |
| 2/04 |
| 6/05 |
| 100 | % | $ | 3,787,273 | |
8
PART II
Item 5. | Market for the Fund's Limited Partnership Interests, Related Partner Matters and Issuer Purchases of Partnership Interests |
(a) | Market Information |
The Fund is classified as a limited partnership and does not have common stock. There is no established public trading market for the BACs and it is not anticipated that any public market will develop.
(b)Approximate number of security holders
As of March 31, 2024, the Fund has 41,605 BAC holders for an aggregate of 83,651,080 BACs, at a subscription price of $10 per BAC, received and accepted.
The BACs were issued in series. Series 20 consists of 2,240 investors holding 3,866,700 BACs, Series 21 consists of 1,143 investors holding 1,892,700 BACs, Series 22 consists of 1,594 investors holding 2,564,400 BACs, Series 23 consists of 2,084 investors holding 3,336,727 BACs, Series 24 consists of 1,256 investors holding 2,169,878 BACs, Series 25 consists of 1,728 investors holding 3,026,109 BACs, Series 26 consists of 2,224 investors holding 3,995,900 BACs, Series 27 consists of 1,281 investors holding 2,460,700 BACs, Series 28 consists of 1,989 investors holding 4,000,738 BACs, Series 29 consists of 2,135 investors holding 3,991,800 BACs, Series 30 consists of 1,306 investors holding 2,651,000 BACs, Series 31 consists of 2,007 investors holding 4,417,857 BACs, Series 32 consists of 2,183 investors holding 4,754,198 BACs, Series 33 consists of 1,198 investors holding 2,636,533 BACs, Series 34 consists of 1,646 investors holding 3,529,319 BACs, Series 35 consists of 1,634 investors holding 3,300,463 BACs, Series 36 consists of 988 investors holding 2,106,838 BACs, Series 37 consists of 1,106 investors holding 2,512,500 BACs, Series 38 consists of 1,167 investors holding 2,543,100 BACs, Series 39 consists of 975 investors holding 2,292,151 BACs, Series 40 consists of 1,076 investors holding 2,630,256 BACs, Series 41 consists of 1,341 investors holding 2,891,626 BACs, Series 42 consists of 1,186 investors holding 2,744,262 BACs, Series 43 consists of 1,631 investors holding 3,637,987 BACs, Series 44 consists of 1,263 investors holding 2,701,973 BACs, Series 45 consists of 1,818 investors holding 4,014,367 BACS and Series 46 consists of 1,406 investors holding 2,980,998 BACS at March 31, 2024
(c) | Dividend history and restriction |
The Fund has made no distributions of net cash flow to its BAC holders from its inception, October 5, 1993, through March 31, 2024.
The Fund Agreement provides that profits, losses and credits will be allocated each month to the holder of record of a BAC as of the last day of such month. Allocation of profits, losses and credits among BAC holders are made in proportion to the number of BACs held by each BAC holder.
Any distributions of net cash flow or liquidation, sale or refinancing proceeds will be made within 180 days of the end of the annual period to which they relate, or sooner. Distributions will be made to the holders of record of a BAC as of the last day of each month in the ratio which (i) the BACs held by the holder on the last day of the calendar month bears to (ii) the aggregate number of BACs outstanding on the last day of such month.
During the year ended March 31, 1999, the Fund made a return of equity distribution to the Series 27 limited partners in the amount of $275,000. The distribution was the result of certain Operating Partnerships not achieving their projected tax credits.
During the year ended March 31, 2000 the Fund made a return of equity distribution to the Series 29 limited partners in the amount of $238,040. The distribution was the result of certain Operating Partnerships not achieving their projected tax credits.
During the year ended March 31, 2006 the Fund made a return of equity distribution to Series 20 limited partners in the amount of $371,349. The distribution was the result of proceeds available from the sale of one Operating Partnership.
10
During the year ended March 31, 2006, the Fund made a return of equity distribution to the Series 20 and Series 41 limited partners in the amount of $1,860,003 and $138,998, respectively. The distributions were the result of proceeds available from the refinancing of one Operating Partnership.
During the year ended March 31, 2016 the Fund made a return of equity distribution to Series 24 limited partners in the amount of $604,486. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2016 the Fund made a return of equity distribution to Series 25 limited partners in the amount of $3,382,746. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2016 the Fund made a return of equity distribution to Series 26 limited partners in the amount of $2,190,980. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2016 the Fund made a return of equity distribution to Series 28 limited partners in the amount of $6,191,069. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2018 the Fund made a return of equity distribution to Series 25 limited partners in the amount of $380,117. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2018 the Fund made a return of equity distribution to Series 39 limited partners in the amount of $40,046. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2019 the Fund made a return of equity distribution to Series 27 limited partners in the amount of $307,853 and general partner in the amount of $3,110. The distribution was the result of a tax payment from the sale of Operating Partnerships.
During the year ended March 31, 2019 the Fund made a return of equity distribution to Series 37 limited partners in the amount of $1,020,537. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2020 the Fund made a return of equity distribution to Series 24 limited partners in the amount of $584,813. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2020 the Fund made a return of equity distribution to Series 27 limited partners in the amount of $7,318,360. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2020 the Fund made a return of equity distribution to Series 28 limited partners in the amount of $669,692. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2020 the Fund made a return of equity distribution to Series 31 limited partners in the amount of $2,572,942. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2020 the Fund made a return of equity distribution to Series 35 limited partners in the amount of $5,893,687. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2020 the Fund made a return of equity distribution to Series 36 limited partners in the amount of $3,044,292. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2020 the Fund made a return of equity distribution to Series 38 limited partners in the amount of $2,939,459. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2020 the Fund made a return of equity distribution to Series 40 limited partners in the amount of $804,301. The distribution was the result of proceeds available from the sale of Operating Partnerships.
11
During the year ended March 31, 2021 the Fund made a return of equity distribution to Series 43 limited partners in the amount of $1,466,663. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2022 the Fund made a return of equity distribution to Series 26 limited partners in the amount of $437,323. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2022 the Fund made a return of equity distribution to Series 32 limited partners in the amount of $2,554,377. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2022 the Fund made a return of equity distribution to Series 33 limited partners in the amount of $2,948,609. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2022 the Fund made a return of equity distribution to Series 42 limited partners in the amount of $2,425,749. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2023 the Fund made a return of equity distribution to Series 44 limited partners in the amount of $2,957,455. The distribution was the result of proceeds available from the sale of Operating Partnerships.
During the year ended March 31, 2023 the Fund made a return of equity distribution to Series 45 limited partners in the amount of $513,992. The distribution was the result of proceeds available from the sale of Operating Partnerships.
Item 6. | [Reserved] |
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Item 7. | Management’s Discussion 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 of this Report. 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 held pending investment 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 Partnerships 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.
Capital Resources
The Fund offered BACs in the Offering originally declared effective by the Securities and Exchange Commission on December 16, 1993. The Fund received and accepted subscriptions for $836,177,880 representing 83,651,080 BACs from investors admitted as BAC holders in Series 20 through 46 of the Fund. On December 19, 2003, the Fund concluded its public offering of BACs.
(Series 20). The Fund commenced offering BACs in Series 20 on January 21, 1994. The Fund received and accepted subscriptions for $38,667,000 representing 3,866,700 BACs from investors admitted as BAC holders in Series 20. Offers and sales of BACs in Series 20 were completed and the last of the BACs in Series 20 were issued by the Fund on June 24, 1994.
During the fiscal year ended March 31, 2024, none of Series 20 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 20 had been used to invest in 24 Operating Partnerships in an aggregate amount of $27,693,970. As of March 31, 2024, all 24 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 21). The Fund commenced offering BACs in Series 21 on July 5, 1994. The Fund received and accepted subscriptions for $18,927,000 representing 1,892,700 BACs from investors admitted as BAC holders in Series 21. Offers and sales of BACs in Series 21 were completed and the last of the BACs in Series 21 were issued by the Fund on September 30, 1994.
During the fiscal year ended March 31, 2024, none of Series 21 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 21 had been used to invest in 14 Operating Partnerships in an aggregate amount of $13,872,728. As of March 31, 2024, all 14 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 22). The Fund commenced offering BACs in Series 22 on October 12, 1994. The Fund received and accepted subscriptions for $25,644,000 representing 2,564,400 BACs from investors admitted as BAC holders in Series 22. Offers and sales of BACs in Series 22 were completed and the last of the BACs in Series 22 were issued by the Fund on December 28, 1994.
During the fiscal year ended March 31, 2024, none of Series 22 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 22 had been used to invest in 29 Operating Partnerships in an aggregate amount of $18,758,748. As of March 31, 2024, all 29 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
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(Series 23). The Fund commenced offering BACs in Series 23 on January 10, 1995. The Fund received and accepted subscriptions for $33,366,000 representing 3,336,727 BACs from investors admitted as BAC holders in Series 23. Offers and Sales of BACs in Series 23 were completed and the last of the BACs in Series 23 were issued by the Fund on June 23, 1995.
During the fiscal year ended March 31, 2024, none of Series 23 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 23 had been used to invest in 22 Operating Partnerships in an aggregate amount of $24,352,278. As of March 31, 2024, all 22 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 24). The Fund commenced offering BACs in Series 24 on June 9, 1995. The Fund received and accepted subscriptions for $21,697,000 representing 2,169,878 BACs from investors admitted as BAC holders in Series 24. Offers and Sales of BACs in Series 24 were completed and the last of the BACs in Series 24 were issued by the Fund on September 22, 1995.
During the fiscal year ended March 31, 2024, none of Series 24 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 24 had been used to invest in 24 Operating Partnerships in an aggregate amount of $15,796,309. As of March 31, 2024, all 24 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 25). The Fund commenced offering BACs in Series 25 on September 30, 1995. The Fund received and accepted subscriptions for $30,248,000 representing 3,026,109 BACs from investors admitted as BAC holders in Series 25. Offers and Sales of BACs in Series 25 were completed and the last of the BACs in Series 25 were issued by the Fund on December 29, 1995.
During the fiscal year ended March 31, 2024, none of Series 25 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 25 had been used to invest in 22 Operating Partnerships in an aggregate amount of $22,324,539. As of March 31, 2024, all 22 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 26). The Fund commenced offering BACs in Series 26 on January 18, 1996. The Fund received and accepted $39,959,000 representing 3,995,900 BACs from investors admitted as BAC holders in Series 26. Offers and sales of BACs in Series 26 were completed and the last of the BACS in Series 26 were issued by the Fund on June 14, 1996.
During the fiscal year ended March 31, 2024, none of Series 26 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 26 had been used to invest in 45 Operating Partnerships in an aggregate amount of $29,401,215. As of March 31, 2024, all 45 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 27). The Fund commenced offering BACs in Series 27 on June 17, 1996. The Fund received and accepted $24,607,000 representing 2,460,700 BACs from investors admitted as BAC holders in Series 27. Offers and sales of BACs in Series 27 were completed and the last of the BACS in Series 27 were issued by the Fund on September 27, 1996.
During the fiscal year ended March 31, 2024, none of Series 27 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 27 had been used to invest in 16 Operating Partnerships in an aggregate amount of $17,881,574. As of March 31, 2024, all 16 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 28). The Fund commenced offering BACs in Series 28 on September 30, 1996. The Fund received and accepted $39,999,000 representing 4,000,738 BACs from investors admitted as BAC holders in Series 28. Offers and sales of BACs in Series 28 were completed and the last of the BACS in Series 28 were issued by the Fund on January 31, 1997.
During the fiscal year ended March 31, 2024, none of Series 28 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 28 had been used to invest in 26 Operating Partnerships in an aggregate amount of $29,281,983. As of March 31, 2024, all 26 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
14
(Series 29). The Fund commenced offering BACs in Series 29 on February 10, 1997. The Fund received and accepted $39,918,000 representing 3,991,800 BACs from investors admitted as BAC holders in Series 29. Offer and sales of BACs in Series 29 were completed on June 20, 1997.
During the fiscal year ended March 31, 2024, none of Series 29 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 29 had been used to invest in 22 Operating Partnerships in an aggregate amount of $29,137,877. As of March 31, 2024, all 22 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 30). The Fund commenced offering BACs in Series 30 on June 23, 1997. The Fund received and accepted $26,490,750 representing 2,651,000 BACs from investors admitted as BAC holders in Series 30. Offer and sales of BACs in Series 30 were completed on September 10, 1997.
During the fiscal year ended March 31, 2024, none of Series 30 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 30 had been used to invest in 20 Operating Partnerships in an aggregate amount of $19,497,869. As of March 31, 2024, all 20 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 31). The Fund commenced offering BACs in Series 31 on September 11, 1997. The Fund had received and accepted $44,057,750 representing 4,417,857 BACs from investors admitted as BAC holders in Series 31. Offer and sales of BACs in Series 31 were completed on January 18, 1998.
During the fiscal year ended March 31, 2024, none of Series 31 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 31 had been used to invest in 27 Operating Partnerships in an aggregate amount of $32,569,100. As of March 31, 2024, all 27 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 32). The Fund commenced offering BACs in Series 32 on January 19, 1998. The Fund had received and accepted $47,431,000 representing 4,754,198 BACs from investors admitted as BAC holders in Series 32. Offer and sales of BACs in Series 32 were completed on June 23, 1998.
During the fiscal year ended March 31, 2024, none of Series 32 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 32 had been used to invest in 17 Operating Partnerships in an aggregate amount of $34,129,677. As of March 31, 2024, all 17 of the properties and the general partner interest have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
During the fiscal year ended March 31, 1999, the Fund had purchased assignments in Bradley Phase I of Massachusetts LLC, Bradley Phase II of Massachusetts LLC, Byam Village of Massachusetts LLC, Hanover Towers of Massachusetts LLC, Harbor Towers of Massachusetts LLC and Maple Hill of Massachusetts LLC. Under the terms of the Assignments of Membership Interests dated December 1, 1998 the series is entitled to certain profits, losses, tax credits, cash flow, proceeds from capital transactions and capital account as defined in the individual Operating Partnership Agreements. The Fund utilized $1,092,847 of Series 32 net offering proceeds to invest in Operating Partnerships for this investment.
(Series 33). The Fund commenced offering BACs in Series 33 on June 22, 1998. The Fund received and accepted $26,362,000 representing 2,636,533 BACs from investors admitted as BAC holders in Series 33. Offer and sales of BACs in Series 33 were completed on September 21, 1998.
During the fiscal year ended March 31, 2024, none of Series 33 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 33 had been used to invest in 10 Operating Partnerships in an aggregate amount of $19,594,100. As of March 31, 2024, all 10 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
15
(Series 34). The Fund commenced offering BACs in Series 34 on September 22, 1998. The Fund had received and accepted $35,273,000 representing 3,529,319 BACs from investors admitted as BAC holders in Series 34. Offer and sales of BACs in Series 34 were completed on February 11, 1999.
During the fiscal year ended March 31, 2024, none of Series 34 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 34 had been used to invest in 14 Operating Partnerships in an aggregate amount of $25,738,978. As of March 31, 2024, 13 of the properties have been disposed of and 1 remains. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 35). The Fund commenced offering BACs in Series 35 on February 22, 1999. The Fund received and accepted $33,002,000 representing 3,300,463 BACs from investors admitted as BAC holders in Series 35. Offer and sales of BACs in Series 35 were completed on June 28, 1999.
During the fiscal year ended March 31, 2024, none of Series 35 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 35 had been used to invest in 11 Operating Partnerships in an aggregate amount of $24,002,391. As of March 31, 2024, all 11 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 36). The Fund commenced offering BACs in Series 36 on June 22, 1999. The Fund received and accepted $21,068,375 representing 2,106,837 BACs from investors admitted as BAC holders in Series 36. Offer and sales of BACs in Series 36 were completed on September 28, 1999.
During the fiscal year ended March 31, 2024, none of Series 36 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 36 had been used to invest in 11 Operating Partnerships in an aggregate amount of $15,277,041. As of March 31, 2024, all 11 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 37). The Fund commenced offering BACs in Series 37 on October 29, 1999. The Fund received and accepted $25,125,000 representing 2,512,500 BACs from investors admitted as BAC holders in Series 37. Offer and sales of BACs in Series 37 were completed on January 28, 2000.
During the fiscal year ended March 31, 2024, none of Series 37 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 37 had been used to invest in 7 Operating Partnerships in an aggregate amount of $18,735,142. As of March 31, 2024, all 7 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 38). The Fund commenced offering BACs in Series 38 on February 1, 2000. The Fund received and accepted $25,431,000 representing 2,543,100 BACs from investors admitted as BAC holders in Series 38. Offer and sales of BACs in Series 38 were completed on July 31, 2000.
During the fiscal year ended March 31, 2024, none of Series 38 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 38 had been used to invest in 10 Operating Partnerships in an aggregate amount of $18,612,287. As of March 31, 2024, all 10 of the properties and the general partner interest have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
During the fiscal year ended March 31, 2002, the Fund used $420,296 of Series 38 net offering proceeds to acquire a limited partnership equity interest in a limited liability company, which is the general partner of other operating limited partnerships, which own or are constructing, rehabilitating or operating apartment complexes. The series is entitled to a percentage of the profits, losses and tax credits of the limited liability company. The investment is reported in the Investment in Operating Limited Partnerships line item on the balance sheet.
16
(Series 39). The Fund commenced offering BACs in Series 39 on August 1, 2000. The Fund received and accepted $22,921,000 representing 2,292,152 BACs from investors admitted as BAC holders in Series 39. Offer and sales of BACs in Series 39 were completed on January 31, 2001.
During the fiscal year ended March 31, 2024, none of Series 39 net offering proceeds to were used to pay installments of its capital contributions to the Operating Partnership. Proceeds from the offer and sale of BACs in Series 39 had been used to invest in 9 Operating Partnerships in an aggregate amount of $17,115,492. As of March 31, 2024, all 9 of the properties and the general partner interest have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
During the fiscal year ended March 31, 2002, the Fund used $192,987 of Series 39 net offering proceeds to acquire a limited partnership equity interest in a limited liability company, which is the general partner of other operating limited partnerships, which own or are constructing, rehabilitating or operating apartment complexes. The series is entitled to a percentage of the profits, losses and tax credits of the limited liability company. The investment is reported in the Investment in Operating Limited Partnerships line item on the balance sheet.
(Series 40). The Fund commenced offering BACs in Series 40 on February 1, 2001. The Fund received and accepted $26,269,250 representing 2,630,256 BACs from investors admitted as BAC holders in Series 40. Offer and sales of BACs in Series 40 were completed on July 31, 2001.
During the fiscal year ended March 31, 2024, none of Series 40 net offering proceeds to were used to pay installments of its capital contributions to the Operating Partnership. Proceeds from the offer and sale of BACs in Series 40 had been used to invest in 16 Operating Partnerships in an aggregate amount of $19,030,772. As of March 31, 2024, all 16 of the properties and the general partner interest have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
During the fiscal year ended March 31, 2002, the Fund used $578,755 of Series 40 net offering proceeds to acquire 5 limited partnership equity interests in limited liability companies, which are the general partners of other operating limited partnerships, which own or are constructing, rehabilitating or operating apartment complexes. The series is entitled to a percentage of the profits, losses and tax credits of the limited liability companies. The investment is reported in the Investment in Operating Limited Partnerships line item on the balance sheet.
(Series 41). The Fund commenced offering BACs in Series 41 on August 1, 2001. The Fund received and accepted $28,916,260 representing 2,891,626 BACs from investors admitted as BAC holders in Series 41. Offer and sales of BACs in Series 41 were completed on January 31, 2002.
During the fiscal year ended March 31, 2024, none of Series 41 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 41 had been used to invest in 23 Operating Partnerships in an aggregate amount of $21,278,631. As of March 31, 2024, all 23 of the properties and the general partner interest have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
During the fiscal year ended March 31, 2002, the Fund used $195,249 of Series 41 net offering proceeds to acquire a limited partnership equity interest in a limited liability company, which is the general partner of other operating limited partnerships, which own or are constructing, rehabilitating or operating apartment complexes. The series is entitled to a percentage of the profits, losses and tax credits of the limited liability company. The investment is reported in the Investment in Operating Limited Partnerships line item on the balance sheet.
(Series 42). The Fund commenced offering BACs in Series 42 on February 1, 2002. The Fund received and accepted $27,442,620 representing 2,744,262 BACs from investors admitted as BAC holders in Series 42. Offer and sales of BACs in Series 42 were completed on July 31, 2002.
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During the fiscal year ended March 31, 2024, none of Series 42 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 42 had been used to invest in 23 Operating Partnerships in an aggregate amount of $20,661,120. As of March 31, 2024, all 23 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to 22 Operating Partnerships. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
(Series 43). The Fund commenced offering BACs in Series 43 on August 1, 2002. The Fund received and accepted $36,379,870 representing 3,637,987 BACs from investors admitted as BAC holders in Series 43. Offer and sales of BACs in Series 43 were completed on December 31, 2002.
During the fiscal year ended March 31, 2024, none of Series 43 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 43 had been used to invest in 23 Operating Partnerships in an aggregate amount of $27,400,154. As of March 31, 2024, all 23 of the properties and the general partner interest have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
During the fiscal year ended March 31, 2005, the Fund used $268,451 of Series 43 net offering proceeds to acquire 1 limited partnership equity interest in a limited liability company, which is the general partner of other operating limited partnerships, which own or are constructing, rehabilitating or operating apartment complexes. During the fiscal year ended March 31, 2003, the Fund used $805,160 of Series 43 net offering proceeds to acquire 7 limited partnership equity interests in limited liability companies, which are the general partner of other operating limited partnerships, which own or are constructing, rehabilitating or operating apartment complexes. The series is entitled to a percentage of the profits, losses and tax credits of the limited liability companies. The investments are reported in the Investment in Operating Limited Partnerships line item on the balance sheet.
(Series 44). The Fund commenced offering BACs in Series 44 on January 14, 2003. The Fund received and accepted $27,019,730 representing 2,701,973 BACs from investors admitted as BAC holders in Series 44. Offer and sales of BACs in Series 44 were completed on April 30, 2003.
During the fiscal year ended March 31, 2024, none of Series 44 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 44 had been used to invest in 10 Operating Partnerships in an aggregate amount of $20,248,519. As of March 31, 2024, all 10 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
During the fiscal year ended March 31, 2004, the Fund used $164,164 of Series 44 net offering proceeds to acquire 1 limited partnership equity interest in a limited liability company, which is the general partner of other operating limited partnerships, which own or are constructing, rehabilitating or operating apartment complexes. The series is entitled to a percentage of the profits, losses and tax credits of the limited liability company. The investment is reported in the Investment in Operating Limited Partnerships line item on the balance sheet.
(Series 45). The Fund commenced offering BACs in Series 45 on July 1, 2003. The Fund received and accepted $40,143,670 representing 4,014,367 BACs from investors admitted as BAC holders in Series 45. Offer and sales of BACs in Series 45 were completed on September 16, 2003.
During the fiscal year ended March 31, 2024, none of Series 45 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 45 had been used to invest in 31 Operating Partnerships in an aggregate amount of $30,232,512. As of March 31, 2024, all 31 of the properties have been disposed. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
During the fiscal year ended March 31, 2004, the Fund used $302,862 of Series 45 net offering proceeds to acquire 1 limited partnership equity interest in limited liability company, which is the general partner of other operating limited partnerships, which own or are constructing, rehabilitating or operating apartment complexes. The series is entitled to a percentage of the profits, losses and tax credits of the limited liability company. The investment is reported in the Investment in Operating Limited Partnerships line item on the balance sheet.
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(Series 46). The Fund commenced offering BACs in Series 46 on September 23, 2003. The Fund received and accepted $29,809,980 representing 2,980,998 BACs from investors admitted as BAC holders in Series 46. Offer and sales of BACs in Series 46 were completed on December 19, 2003.
During the fiscal year ended March 31, 2024, none of Series 46 net offering proceeds were used to pay installments of its capital contributions to the Operating Partnerships. Proceeds from the offer and sale of BACs in Series 46 had been used to invest in 15 Operating Partnerships in an aggregate amount of $22,495,082. As of March 31, 2024, 14 of the properties have been disposed of and 1 remains. The Fund had completed payment of all installments of its capital contributions to all of the Operating Partnerships.
During the fiscal year ended March 31, 2004, the Fund used $228,691 of Series 46 net offering proceeds to acquire 1 limited partnership equity interest in a limited liability company, which is the general partner of other operating limited partnerships, which own or are constructing, rehabilitating or operating apartment complexes. The series is entitled to a percentage of the profits, losses and tax credits of the limited liability company. The investment is reported in the Investment in Operating Limited Partnerships line item on the balance sheet.
Results of Operations
The Fund incurs a fund management fee to the general partner and/or its affiliates in an amount equal to 0.5% of the aggregate cost of the apartment complexes owned by the Operating Partnerships, less the amount of partnership management and reporting fees paid by the Operating Partnerships. The annual fund management fee incurred, net of fees received, for the fiscal years ended March 31, 2024 and 2023 was $25,141 and $58,455, respectively.
The Fund’s investment objectives do not include receipt of significant cash flow distributions from the Operating Partnerships in which it has invested or intends to invest. The Fund’s investments in Operating Partnerships have been and will be made principally with a view towards realization of Federal Housing Tax Credits for allocation to its partners and BAC holders.
As funds are utilized by the individual series for payment of fund management fees, operating expenses and capital contributions to the Operating Partnerships, it is anticipated that the “cash and cash equivalents” amounts for each series will decrease. As a result of the reduction, it is expected that interest income reported by each series will begin to decrease after the first full year of operations. Occasionally the Fund will make interest-bearing loans to Operating Partnerships against contributions due for release at a later date.
(Series 20). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 20 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 21). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 21 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 22). The series did not have any properties as of March 31, 2024 and 2023.
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For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 22 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 23). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 23 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 24). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 24 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 25). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 25 was $0.Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 26). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 26 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 27). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
20
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 27 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 28). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 28 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 29). The series did not have any properties as of March 31, 2024.
For the tax years ended December 31, 2023 and 2022 the series, in total, generated $590,701 and $(264,981), respectively, in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 29 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $357,480 and $(66,052), respectively. The major components of these amounts are the Fund's share of gain on sale of Operating Limited Partnerships and the general and administrative expenses.
In April 2023, the investment general partner sold its interest in The Lincoln Hotel Partnership, A California Limited Partnership, with cash proceeds to the investment partnership of $429,844. These proceeds were returned to cash reserves held by Series 29 and recorded as a gain on sale as of April 30, 2023. In addition, equity outstanding for the Operating Partnership in the amount of $785 for Series 29 was recorded as gain on the sale of the Operating Partnership as of June 30, 2023.
(Series 30). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 30 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 31). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 31 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
21
(Series 32). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 32 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 33). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 33 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 34). The series had a total of 1 property as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $98,398 and $(77,869), respectively, in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 34 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the Series was $(109,093) and $(68,224), respectively. The major components of these amounts are the Fund's share of the general and administrative expenses.
(Series 35). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022 the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 35 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 36). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022 the series, in total, generated $0 in passive tax income (losses) that were passed through to the
investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 36 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
22
(Series 37). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 37 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 38). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 respectively, in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 38 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 39). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022 the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 39 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 40). The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022 the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 40 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 41) The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022, the series, in total, generated $0 and $1,406,552, respectively, in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 41 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 42). The series did not have any properties as of March 31, 2024 and 2023.
23
For the tax years ended December 31, 2023 and 2022 the series, in total, generated $0 and $(576,506), respectively, in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 42 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 43) The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022 the series, in total, generated $0 in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 43 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0.
(Series 44) The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022 the series, in total, generated $0 and $(1,126,277), respectively, in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 44 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0 and $1,755,220, respectively. The major components of these amounts are the Fund's share of gain on sale of Operating Limited Partnerships and the general and administrative expenses.
In April 2022, the investment general partner sold its interest in Aurora Village Associates, LLP, with cash proceeds to the investment partnership of $1,746,178. These proceeds were returned to cash reserves held by Series 44 and recorded as a gain on sale as of June 30, 2022.
(Series 45) The series did not have any properties as of March 31, 2024 and 2023.
For the tax years ended December 31, 2023 and 2022 the series, in total, generated $0 and $(2,249,233), respectively, in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 45 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $0 and $1,364,970, respectively. The major components of these amounts are the Fund's share of gain on sale of Operating Limited Partnerships and the general and administrative expenses.
In April 2022, the investment general partner sold its interest in Kings Point Investment Group, LLLP, with cash proceeds to the investment partnership of $1,153,431. These proceeds were returned to cash reserves held by Series 45 and recorded as a gain on sale as of June 30, 2022.
24
In April 2022, the investment general partner sold its interest in University Plaza Investment Group, LLLP, with cash proceeds to the investment partnership of $252,438. These proceeds were returned to cash reserves held by Series 45 and recorded as a gain on sale as of June 30, 2022.
In July 2022, the investment general partner transferred its interest in Farmington Associates I, L.P., with cash proceeds to the investment partnership of $4,999. These proceeds were returned to cash reserves held by Series 45 and recorded as a gain on transfer as of September 30, 2022.
In October 2022, the investment general partner transferred its interest in Harbet Avenue Limited Partnership, with cash proceeds to the investment partnership of $990. These proceeds were returned to cash reserves held by Series 45 and recorded as a gain on transfer as of December 31, 2022.
(Series 46) The series had a total of 1 property as of March 31, 2024.
For the tax years ended December 31, 2023 and 2022 the series, in total, generated $(529,342) and $(1,807,384), respectively, in passive tax income (losses) that were passed through to the investors, and also provided $0.00 for both years in tax credits per BAC to the investors.
As of March 31, 2024 and 2023, investments in Operating Limited Partnerships for Series 46 was $0. Investments in Operating Partnership was affected by the way the Fund accounts for such investments, the equity method.
For the years ended March 31, 2024 and 2023, the net income (loss) of the series was $509,844 and $368,886, respectively. The major components of these amounts are the Fund's share of gain on sale of Operating Limited Partnerships and the fund management fee.
In May 2022, the investment general partner transferred its interest in Jacksonville Square Housing, Ltd. with cash proceeds to the investment partnership of $32,998. These proceeds were returned to cash reserves held by Series 46 and recorded as a gain on transfer as of June 30, 2022.
In May 2022, the investment general partner transferred its interest in Panola Housing, Ltd. with cash proceeds to the investment partnership of $23,999. These proceeds were returned to cash reserves held by Series 46 and recorded as a gain on transfer as of June 30, 2022.
In June 2022, the investment general partner of Series 46 and BF Garden Tax Credit Fund V - Series 49 transferred their respective interest in Linden - Shawnee Partners, Limited Partnership, with cash proceeds to the investment partnership of $21,624 and $3,375, for Series 46 and Series 49, respectively. These proceeds of $21,624 and $3,375, for Series 46 and Series 49, respectively, were returned to cash reserves and recorded as a gain on transfer as of June 30, 2022.
In November 2022, the investment general partner transferred its interest in Rosehill Place of Topeka, L.L.C. with cash proceeds to the investment partnership of $359,620. These proceeds were returned to cash reserves held by Series 46 and recorded as a gain on transfer as of December 31, 2022.
In June 2023, the investment general partner sold its interest in Saint Martin Apartments L.P., with cash proceeds to the investment partnership of $587,239. These proceeds were returned to cash reserves held by Series 46 and recorded as a gain on sale as of June 30, 2023.
In February 2024, the investment general partner transferred its interest in Elma Gardens of Grays Harbor L.P., with cash proceeds to the investment partnership of $5,000. These proceeds were returned to cash reserves held by Series 46 and recorded as a gain on transfer as of March 31, 2024.
25
Critical Accounting Estimates
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, management has determined that while the Operating Partnerships in which the Fund invests meet the definition of a VIE, the Operating Partnerships should not be consolidated with the Fund because the Fund does not have the power to direct the activities of the Operating Partnerships which are significant to their performance and is therefore not a primary beneficiary of the Operating Partnerships. 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, advances made to Operating Partnerships, plus the risk of recapture of tax credits previously recognized on the investments, 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.
Item 7A. | Quantitative and Qualitative Disclosures About Market Risk |
Not Applicable
Item 8. | Financial Statements and Supplementary Data |
The information required by this item is contained in Part IV, Item 15 of this Annual Report on Form 10-K.
Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure |
None
Item 9A. | 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 Accounting and Financial Officer of Corporate Investment Holdings, Inc., carried out an evaluation of the effectiveness of the Fund’s “disclosure controls and procedures” as defined in 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 Accounting and 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 the 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 Accounting and 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.
26
| (b) | Management’s Annual Report on Internal Control over Financial Reporting |
Management of the Fund is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) of each series individually, as well as the Fund as a whole. The Fund’s internal control system over financial reporting is designed to provide reasonable assurance to the Fund’s management regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States.
Due to inherent limitations, an internal control system over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance of achieving their control objectives.
As required by Section 404 of the Sarbanes-Oxley Act of 2002, management conducted an evaluation of the effectiveness of the Fund’s and each series’ internal control over financial reporting as of March 31, 2024. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013). Based on this evaluation, management concluded the Fund’s internal control over financial reporting was effective as of March 31, 2024 with respect to each series individually, as well as the Fund as a whole.
| (c) | Changes in Internal Controls |
There were no changes in the Fund’s or any Series’ internal control over financial reporting that occurred during the quarter ended March 31, 2024 that materially affected, or are reasonably likely to materially affect, the Fund’s or any series’ internal control over financial reporting.
| (d) | Certifications |
The Certifications of the Principal Executive Officer and Principal Accounting and Financial Officer of the Fund required by Section 302 and Section 906 of the Sarbanes-Oxley Act of 2002, which are filed or furnished as Exhibits 31 and 32 to this Annual Report on Form 10-K, are applicable to each series individually and the Fund as a whole.
Item 9B.Other Information
During the three months ended March 31, 2024, neither the Principal Executive Officer nor the Principal Accounting and Financial Officer of the Corporation
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not Applicable
27
PART III
Item 10. | Directors, Executive Officers and Corporate Governance of the Fund |
(a), (b), (c), (d) and (e)
The Fund has no directors or executive officers of its own. The following biographical information is presented for Corporate Investment Holdings, Inc., as the sole manager and sole member of the general partner and affiliates of such parties with principal responsibility for the Fund’s affairs.
Marie Reynolds, age 58, is the Chief Financial Officer (CFO) and Chief Operating Officer (COO) of BFIM. Ms. Reynolds joined BFIM in 1995 and has 29 years of financial analysis and reporting experience within the affordable housing industry. In her role as CFO and COO of BFIM, Ms. Reynolds sets financial policy for BFIM and works with senior executives to set strategic direction and develop policies that have organization-wide impact. Ms. Reynolds was named BFIM’s CFO in 2014 and COO in 2020.
(f) | Involvement in certain legal proceedings. |
None.
(g) | Promoters and control persons. |
None.
(h) and (i) | The Fund has no directors or executive officers and accordingly has no audit committee and no audit committee financial expert. The Fund is not a listed issuer as defined in Regulation 10A-3 promulgated under the Securities Exchange Act of 1934. |
The general partner of the Fund, BF Garden Associates IV L.L.C., has adopted a Code of Ethics which applies to the Principal Executive Officer and Principal Accounting and Financial Officer of Corporate Investment Holdings, Inc. The Code of Ethics will be provided without charge to any person who requests it. Such request should be directed to the registrant at c/o Boston Financial Investment Management, LP, Attention: Investor Services Group, 225 Franklin Street, 28th Floor, Boston, Massachusetts 02110.
28
Item 11. Executive Compensation
(a), (b), (c), (d) and (e)
The Fund has no officers or directors and no compensation committee. However, under the terms of the Amended and Restated Agreement and Certificate of Limited Partnership of the Fund, the Fund has paid or accrued obligations to the general partner and its affiliates for the following fees during the 2024 fiscal year:
1. An annual fund management fee based on .5 percent of the aggregate cost of all apartment complexes acquired by the Operating Partnerships, less the amount of reporting fees received, was accrued or paid to BF Garden Companion Limited Partnership (formerly known as Boston Capital Companion Limited Partnership), an affiliate of the general partner. The annual fund management fees charged to operations for the year ended March 31, 2024 was $25,141.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Partner Matters
(a) | Security ownership of certain beneficial owners. |
As of March 31, 2024, 83,651,080 BACs had been issued. The following Series are known to have an investor, Everest Housing, 199 South Los Robles Ave. Suite 200, Pasadena, CA 91101, with holdings in excess of 5% of the total outstanding BACs in the series.
|
| ||
Series 21 |
| 6.14 | % |
Series 22 |
| 8.69 | % |
Series 23 |
| 6.79 | % |
Series 26 |
| 8.71 | % |
Series 27 |
| 9.34 | % |
Series 28 |
| 6.31 | % |
Series 32 |
| 5.97 | % |
Series 41 |
| 9.76 | % |
Series 42 |
| 6.92 | % |
Series 43 |
| 7.39 | % |
Series 44 |
| 7.38 | % |
Series 45 |
| 5.31 | % |
Series 46 |
| 7.12 | % |
As of March 31, 2024, 83,651,080 BACs had been issued. The following Series are known to have an investor, Summit Venture, P.O. Box 47638, Phoenix, AZ 85068, with holdings in excess of 5% of the total outstanding BACs in the series.
Series 20 |
| 6.49 | % |
Series 25 |
| 6.90 | % |
29
As of March 31, 2024, 83,651,080 BACs had been issued. The following Series are known to have an investor, David Lesser, 199 S Los Robles Ave Suite 200, Pasadena CA 91101, with holdings in excess of 5% of the total outstanding BACs in the series.
Series 33 |
| 6.89 | % |
Series 34 |
| 7.86 | % |
Series 35 |
| 6.68 | % |
Series 36 |
| 5.45 | % |
Series 37 |
| 7.42 | % |
Series 38 |
| 7.82 | % |
Series 39 |
| 7.43 | % |
Series 40 |
| 5.34 | % |
(b) | Security ownership of management. |
The general partner has a 1% interest in all profits, losses, credits and distributions of the Fund.
(c) | Changes in control. |
There exists no arrangement known to the Fund the operation of which may at a subsequent date result in a change in control of the Fund. There is a provision in the Fund’s Partnership Agreement which allows, under certain circumstances, the ability to change control.
The Fund has no compensation plans under which interests in the Fund are authorized for issuance.
30
Item 13. | Certain Relationships and Related Transactions, and Director Independence |
(a) | Transactions with related persons |
The Fund has no officers or directors. However, under the terms of the Prospectus, various kinds of compensation and fees are payable to the general partner and its affiliates during the organization and operation of the Fund. Additionally, the general partner will receive distributions from the Fund if there is cash available for distribution or residual proceeds as defined in the Fund Agreement. See Note B of Notes to Financial Statements in Item 15 of this Annual Report on Form 10-K for amounts accrued or paid to the general partner and its affiliates for the period April 1, 1995 through March 31, 2024.
(b) | Review, Approval or Ratification of transactions with related persons. |
The Fund’s response to Item 13(a) is incorporated herein by reference.
(c) | Promoters and certain control persons. |
Not applicable.
(d) | Independence. |
The Fund has no directors.
31
Item 14. | Principal Accountant Fees and Services |
Fees paid to the Fund’s independent auditors for fiscal year 2024 were comprised of the following:
Fee Type |
| Ser. 20 |
| Ser. 21 |
| Ser. 22 |
| Ser. 23 |
| Ser. 24 | |||||
Audit Fees | $ | — | $ | — | $ | — | $ | — | $ | — | |||||
Audit Related Fees |
| — |
| — |
| — |
| — |
| — | |||||
Tax Fees |
| — |
| — |
| — |
| — |
| — | |||||
All Other Fees |
| — |
| — |
| — |
| — |
| — | |||||
Total | $ | — | $ | — | $ | — | $ | — | $ | — | |||||
Fee Type |
| Ser. 25 |
| Ser. 26 |
| Ser. 27 |
| Ser. 28 |
| Ser. 29 | |||||
Audit Fees | $ | — | $ | — | $ | — | $ | — | $ | — | |||||
Audit Related Fees |
| — |
| — |
| — |
| — |
| — | |||||
Tax Fees |
| — |
| — |
| — |
| — |
| — | |||||
All Other Fees |
| — |
| — |
| — |
| — |
| 310 | |||||
Total | $ | — | $ | — | $ | — | $ | — | $ | 310 | |||||
Fee Type |
| Ser. 30 |
| Ser. 31 |
| Ser. 32 |
| Ser. 33 |
| Ser. 34 | |||||
Audit Fees | $ | — | $ | — | $ | — | $ | — | $ | 26,883 | |||||
Audit Related Fees |
| — |
| — |
| — |
| — |
| — | |||||
Tax Fees |
| — |
| — |
| — |
| — |
| 1,972 | |||||
All Other Fees |
| — |
| — |
| — |
| — |
| 2,051 | |||||
Total | $ | — | $ | — | $ | — | $ | — | $ | 30,906 | |||||
32
Item 14. | Principal Accountant Fees and Services - continued |
Fees paid to the Fund’s independent auditors for fiscal year 2024 were comprised of the following:
Fee Type |
| Ser. 35 |
| Ser. 36 |
| Ser. 37 |
| Ser. 38 |
| Ser. 39 | |||||
Audit Fees |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
Audit Related Fees | — | — | — | — | — | ||||||||||
Tax Fees | — | — | — | — | — | ||||||||||
All Other Fees | — | — | — | — | — | ||||||||||
Total |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
Fee Type |
| Ser. 40 |
| Ser. 41 |
| Ser. 42 |
| Ser. 43 |
| Ser. 44 | |||||
Audit Fees |
| $ | — | $ | — |
| $ | — |
| $ | — |
| $ | — | |
Audit Related Fees | — | — | — | — | — | ||||||||||
Tax Fees | — | — | — | — | — | ||||||||||
All Other Fees | — | — | — | — | — | ||||||||||
Total |
| $ | — | $ | — |
| $ | — |
| $ | — |
| $ | — | |
Fee Type |
| Ser. 45 |
| Ser. 46 | ||
Audit Fees |
| $ | — |
| $ | 33,184 |
Audit Related Fees | — | — | ||||
Tax Fees | — | 1,971 | ||||
All Other Fees | — | 2,053 | ||||
Total |
| $ | — |
| $ | 37,208 |
33
Item 14. | Principal Accountant Fees and Services - continued |
Fees paid to the Fund’s independent auditors for fiscal year 2023 were comprised of the following:
Fee Type |
| Ser. 20 |
| Ser. 21 |
| Ser. 22 |
| Ser. 23 |
| Ser. 24 | |||||
Audit Fees | $ | — | $ | — | $ | — | $ | — | $ | — | |||||
Audit Related Fees |
| — |
| — |
| — |
| — |
| — | |||||
Tax Fees |
| — |
| — |
| — |
| — |
| — | |||||
All Other Fees |
| — |
| — |
| — |
| — |
| — | |||||
Total | $ | — | $ | — | $ | — | $ | — | $ | — | |||||
Fee Type |
| Ser. 25 |
| Ser. 26 |
| Ser. 27 |
| Ser. 28 |
| Ser. 29 | |||||
Audit Fees | $ | — | $ | — | $ | — | $ | — | $ | 12,155 | |||||
Audit Related Fees |
| — |
| — |
| — |
| — |
| — | |||||
Tax Fees |
| — |
| — |
| — |
| — |
| 1,914 | |||||
All Other Fees |
| — |
| — |
| — |
| — |
| 903 | |||||
Total | $ | — | $ | — | $ | — | $ | — | $ | 14,972 | |||||
Fee Type |
| Ser. 30 |
| Ser. 31 |
| Ser. 32 |
| Ser. 33 |
| Ser. 34 | |||||
Audit Fees | $ | — | $ | — | $ | — | $ | — | $ | 10,955 | |||||
Audit Related Fees |
| — |
| — |
| — |
| — |
| — | |||||
Tax Fees |
| — |
| — |
| — |
| — |
| 1,914 | |||||
All Other Fees |
| — |
| — |
| — |
| — |
| 903 | |||||
Total | $ | — | $ | — | $ | — | $ | — | $ | 13,772 | |||||
34
Item 14. | Principal Accountant Fees and Services - continued |
Fees paid to the Fund’s independent auditors for fiscal year 2023 were comprised of the following:
Fee Type |
| Ser. 35 |
| Ser. 36 |
| Ser. 37 |
| Ser. 38 |
| Ser. 39 | |||||
Audit Fees | $ | — | $ | — | $ | — | $ | — | $ | — | |||||
Audit Related Fees |
| — |
| — |
| — |
| — |
| — | |||||
Tax Fees |
| — |
| — |
| — |
| — |
| — | |||||
All Other Fees |
| — |
| — |
| — |
| — |
| — | |||||
Total | $ | — | $ | — | $ | — | $ | — | $ | — | |||||
Fee Type |
| Ser. 40 |
| Ser. 41 |
| Ser. 42 |
| Ser. 43 |
| Ser. 44 | |||||
Audit Fees | $ | — | $ | — | $ | — | $ | — | $ | — | |||||
Audit Related Fees |
| — |
| — |
| — |
| — |
| — | |||||
Tax Fees |
| — |
| — |
| — |
| — |
| — | |||||
All Other Fees |
| — |
| — |
| — |
| — |
| 272 | |||||
Total | $ | — | $ | — | $ | — | $ | — | $ | 272 |
Fee Type |
| Ser. 45 |
| Ser. 46 | ||
Audit Fees | $ | 17,735 | $ | 16,855 | ||
Audit Related Fees |
| — |
| — | ||
Tax Fees |
| 1,914 |
| 1,915 | ||
All Other Fees |
| 693 |
| 902 | ||
Total | $ | 20,342 | $ | 19,672 |
Audit Committee
The Fund has no Audit Committee. All audit services and any permitted non-audit services performed by the Fund’s independent auditors are pre-approved by Corporate Investment Holdings, Inc.
35
PART IV
Item 15. | Exhibit and Financial Statement Schedules |
(a) 1 & 2Financial Statements and Financial Statement Schedules; Filed herein as Exhibit 13
BF Garden Tax Credit IV L.P.; filed herein as Exhibit 13
Report of Independent Registered Public Accounting Firm
Balance Sheets, March 31, 2024 and 2023
Statements of Operations for the years ended March 31, 2024 and 2023
Statements of Changes in Partners’ Capital (Deficit) for the years ended March 31, 2024 and 2023
Statements of Cash Flows for the years ended March 31, 2024 and 2023
Notes to Financial Statements, March 31, 2024 and 2023
Schedules not listed are omitted because of the absence of the conditions under which they are required or because the information is included in the financial statements or the notes thereto.
(b) 1Exhibits (listed according to the number assigned in the table in Item 601 of Regulation S-K)
Exhibit No. 3 - Organization Documents.
a. | Certificate of Limited Partnership of Boston Capital Tax Credit Fund IV L.P. (now known as BF Garden Tax Credit Fund IV L.P.) (Incorporated by reference from Exhibit 3 to the Fund’s Registration Statement No. 33-70564 on Form S-11 as filed with the Securities and Exchange Commission on October 19,1993) (Filed on paper - hyperlink not required pursuant to Rule 105 of Regulation S-T.) |
Exhibit No. 4 - Instruments defining the rights of security holders, including indentures.
a. | Agreement of Limited Partnership of Boston Capital Tax Credit Fund IV L.P. (now known as BF Garden Tax Credit Fund IV L.P.) (Incorporated by reference from Exhibit 4 to the Fund’s Registration Statement No. 33-70564 on Form S-11 as filed with the Securities and Exchange Commission on October 19, 1993) (Filed on paper - hyperlink not required pursuant to Rule 105 of Regulation S-T.) |
b. |
https://www.sec.gov/Archives/edgar/data/913778/000114420419031615/tv523080_ex4b.htm
c. |
https://www.sec.gov/Archives/edgar/data/913778/000153442417000020/ex4-1.htm
d. |
https://www.sec.gov/Archives/edgar/data/913778/000153442418000144/ex4-1.htm
36
e. |
https://www.sec.gov/Archives/edgar/data/913778/000110465920136160/tm2038679d1_ex3-1.htm
f. |
https://www.sec.gov/Archives/edgar/data/913778/000110465921086265/tm2119774d1_ex4-c.htm
Exhibit No. 10 - Material contracts.
a. | Beneficial Assignee Certificate (Incorporated by reference from Exhibit 10A to the Fund’s Registration Statement No. 33-70564 on Form S-11 as filed with the Securities and Exchange Commission on October 19, 1993) (Filed on paper - hyperlink not required pursuant to Rule 105 of Regulation S-T). |
Exhibit No. 13 - Financial Statements.
Financial Statement of BF Garden Tax Credit Fund IV L.P.; Filed herein |
Exhibit No. 28 - Additional exhibits.
https://www.sec.gov/Archives/edgar/data/913778/000091377805000006/portlandoceaneast1.htm
Exhibit No. 31. Certification 302
Exhibit No. 32. Certification 906
Exhibit No. 101.
The following materials from the BF Garden Tax Credit Fund V L.P. Annual Report on Form 10-K for the period ended March 31, 2024 formatted in Inline Extensible Business Reporting Language (iXBRL): (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 herewith
Exhibit No. 104.
Cover Page Interactive Data File (formatted in iXBRL and included in Exhibit 101).
Item 16. Form 10-K Summary
Not applicable.
37
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BF Garden Tax Credit Fund IV L.P. | |||
By: | BF Garden Associates IV L.P., its | ||
|
| General Partner | |
| By: | Corporate Investment Holdings, Inc., | |
| ||
Date: June 21, 2024 | By: | /s/ Marie Reynolds |
|
| Marie Reynolds |
|
| President (Principal Executive Officer and Principal Accounting and Financial Officer) |
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: |
|
|
| |
June 21, 2024 | /s/ Marie Reynolds | ||
Marie Reynolds | President (Principal Executive Officer) and Treasurer (Principal Accounting and Financial Officer), Corporate Investment Holdings, Inc. | ||
38