Item 1. Business.
GENERAL
Independence Tax Credit Plus L.P. (the "Partnership") is a limited partnership which was formed under the laws of the State of Delaware on November 7, 1990. The general partner of the Partnership is Related Independence Associates L.P., a Delaware limited partnership (the "General Partner"). The general partner of the General Partner is Related Independence Associates Inc., a Delaware corporation.
On July 1, 1991, the Partnership commenced a public offering (the "Offering") of Beneficial Assignment Certificates ("BACs") representing assignments of limited partnership interests in the Partnership ("Limited Partnership Interests"), managed by Related Equities Corporation (the "Dealer Manager"), pursuant to a prospectus dated July 1, 1991, as supplemented by Master Supplement No. 1a thereto dated April 28, 1992 and Master Supplement No. 2a thereto dated November 3, 1992 (as so supplemented, the "Prospectus").
The Partnership received $76,786,000 of Gross Proceeds from the Offering from 5,351 investors and no further issuance of BACs is anticipated.
The Partnership's was formed to invest in other partnerships ("Local Partnerships") owning apartment complexes ("Apartment Complexes" or "Properties") that are eligible for the low-income housing tax credit ("Housing Tax Credit") enacted in the Tax Reform Act of 1986, some of which may also be eligible for the historic rehabilitation tax credit ("Historic Tax Credit" and together with Housing Tax Credits, "Tax Credits"). The partnership investment in each Local Partnership represents from 98% to 98.99% of the Partnership's interests in the Local Partnership. As of March 31, 2000, the Partnership had acquired interests in twenty-eight Local Partnerships. As of March 31, 2000, approximately $59,700,000 (not including acquisition fees of approximately $4,500,000) of net proceeds have been invested in Local Partnerships of which approximately $292,000 remains to be paid to the Local Partnerships, as certain benchmarks such as occupancy levels must be attained prior to the release of the funds. The Partnership does not intend to acquire additional properties. See Item 2, Properties, below.
The investment objectives of the Partnership are to:
1. Entitle qualified BACs holders to Tax Credits over the period of the Partnership's entitlement to claim Tax Credits (for each Property, generally ten years from the date of investment or, if later, the date the Property is placed in service; referred to herein as the "Credit Period") with respect to each Apartment Complex.
2. Preserve and protect the Partnership's capital.
3. Participate in any capital appreciation in the value of the Properties and provide distributions of Sale or Refinancing Proceeds upon the disposition of the Properties.
4. Allocate passive losses to individual BACs holders to offset passive income that they may realize from rental real estate investments and other passive activities, and allocate passive losses to corporate BACs holders to offset business income.
One of the Partnership's objectives is to entitle qualified BACs holders to Tax Credits over the Credit Period. Each of the Local Partnerships in which the Partnership has acquired an inter-
est has been allocated by the relevant state credit agencies the authority to recognize Tax Credits during the Credit Period provided that the Local Partnership satisfies the rent restriction, minimum set-aside and other requirements for recognition of the Tax Credits at all times during such period. Once a Local Partnership has become eligible to recognize Tax Credits, it may lose such eligibility and suffer an event of "recapture" if its Property fails to remain in compliance with the Tax Credit requirements. None of the Local Partnerships in which the Partnership has acquired an interest has suffered an event of recapture.
There can be no assurance that the Partnership will achieve its investment objectives as described above.
The Partnership is subject to the risks incident to potential losses arising from the management and ownership of improved real estate. The Partnership can also be affected by poor economic conditions generally, however no more than 21% of the properties are located in any single state. There are also substantial risks associated with owning properties receiving government assistance, for example the possibility that Congress may not appropriate funds to enable HUD to make rental assistance payments. HUD also restricts annual cash distributions to partners based on operating results and a percentage of the owner's equity contribution. The Partnership cannot sell or substantially liquidate its investments in subsidiary partnerships during the period that the subsidy agreements are in existence, without HUD's approval. Furthermore, there may not be market demand for apartments at full market rents when the rental assistance contracts expire.
COMPETITION The real estate business is highly competitive and substantially all of the properties acquired by the Partnership are subject to active competition from similar properties in their respective vicinities. In addition, various other limited partnerships may, in the future, be formed by the General Partner and/or its affiliates to engage in businesses which may be competitive with the Partnership.
EMPLOYEES The Partnership does not have any direct employees. All services are performed for the Partnership by its General Partner and its affiliates. The General Partner receives compensation in connection with such activities as set forth in Items 11 and 13. In addition, the Partnership reimburses the General Partner and certain of its affiliates for expenses incurred in connection with the performance by their employees of services for the Partnership in accordance with the Partnership's Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement").
Item 2.
Item 2. Properties.
The Partnership holds a 98.99% limited partnership interest in twenty-seven and a 98% limited partnership interest in one Local Partnership as of March 31, 2000. Set forth below is a schedule of the Local Partnerships including certain information concerning their respective Apartment Complexes (the "Local Partnership Schedule"). Further information concerning these Local Partnerships and their properties, including any encumbrances affecting the properties, may be found in Item 14, Schedule III.
LOCAL PARTNERSHIP SCHEDULE
All leases are generally for periods not exceeding one to two years and no tenant occupies more than 10% of the rentable square footage.
Rents from commercial tenants (to which average rental per square foot applies) comprise less than 5% of the rental revenues of the Partnership. Maximum rents for the residential units are determined annually by HUD and reflect increases/decreases in consumer price indices in various geographic areas. Market conditions, however, determine the amount of rent actually charged.
Management continuously reviews the physical state of the properties and suggests to the respective Local General Partners budget improvements, which are generally funded from cash flow from operations or release of replacement reserve escrows.
Management annually reviews the insurance coverage of the properties and believes such coverage is adequate.
See Item 1, Business, above, for the general competitive conditions to which the properties described above are subject.
Real estate taxes are calculated using rates and assessed valuations determined by the township or city in which the property is located. Such taxes have approximated 1% of the aggregate cost of the properties as shown in Schedule III to the financial statements included herein.
Tax Credits with respect to a given Apartment Complex are available for a ten-year period that commences when the property is placed into service. However, the annual Tax Credits available in the year in which the Apartment Complex is placed in service must be prorated based upon the months remaining in the year. The amount of the annual Tax Credit not available in the first year will be available in the eleventh year. In certain cases, the Partnership acquired its interest in a Local Partnership after the Local Partnership had placed its Apartment Complex in service. In these cases, the Partnership may be allocated Tax Credits only beginning in the month following the month in which it acquired its interest and Tax Credits allocated in any prior period are not available to the Partnership.
Item 3.
Item 3. Legal Proceedings.
This information is incorporated by reference to the discussion of Old Public in the Results of Operations of Certain Local Partnerships contained in Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations.
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders. None.
PART II
Item 5.
Item 5. Market for the Registrant's Common Equity and Related Security Holder Matters.
As of March 31, 2000, the Partnership had issued and outstanding 76,786 Limited Partnership Interests, each representing a $1,000 capital contribution to the Partnership, or an aggregate capital contribution of $76,786,000. All of the issued and outstanding Limited Partnership Interests have been issued to Independence Assignor Inc. (the "Assignor Limited Partner"), which has in turn issued 76,786 BACs to the purchasers thereof for an aggregate purchase price of $76,786,000. Each BAC represents all of the economic and virtually all of the ownership rights attributable to a Limited Partnership Interest held by the Assignor Limited Partner. BACs may be converted into Limited Partnership Interests at no cost to the holder (other than the payment of transfer costs not to exceed $100), but Limited Partnership Interests so acquired are not thereafter convertible into BACs.
Neither the BACs nor the Limited Partnership Interests are traded on any established trading market. The Partnership does not intend to include the BACs for quotation on NASDAQ or for listing on any national or regional stock exchange or any other established securities market. The Revenue Act of 1987 contained provisions which have an adverse impact on investors in "publicly traded partnerships." Accordingly, the General Partner has imposed limited restrictions on the transferability of the BACs and the Limited Partnership Interests in secondary market transactions. These restrictions should prevent a public trading market from developing but may adversely affect the ability of an investor to liquidate his or her investment quickly. It is expected that such procedures will remain in effect until such time, if ever, as
further revision of the Revenue Act of 1987 may permit the Partnership to lessen the scope of the restrictions.
As of May 6, 2000, the Partnership has approximately 4,668 registered holders of an aggregate of 76,786 BACs.
All of the Partnership's general partnership interests, representing an aggregate capital contribution of $1,000, are held by the General Partner.
There are no material legal restrictions in the Partnership Agreement on the ability of the Partnership to make distributions. The Partnership has made no distributions to the BACs holders as of March 31, 2000. The Partnership does not anticipate providing cash distributions to its BACs holders other than from net refinancing or sales proceeds.
Item 6.
Item 6. Selected Financial Data.
The information set forth below presents selected financial data of the Partnership. Additional financial information is set forth in the audited consolidated financial statements in Item 8 hereof.
During the years ended March 31, 2000 and 1999, total assets and liabilities decreased primarily due to depreciation partially offset by a mortgage refinancing (see Note 7). During the year ended March 31, 1998, total assets decreased primarily due to depreciation and a loss on impairment of assets. During the years ended March 31, 1997 and 1996, total assets decreased primarily due to depreciation.
CASH DISTRIBUTIONS The Partnership has made no distributions to the BACs holders as of March 31, 2000.
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
LIQUIDITY AND CAPITAL RESOURCES The Partnership's primary source of funds is the cash distributions from the operations of the Local Partnerships. These funds, which remain relatively immaterial, are available to meet obligations of the Partnership. Cash distributions received from the Local Partnerships remain relatively immaterial. Distributions of approximately $34,000, $66,000 and $143,000 were received during the years ended March 31, 2000, 1999 and 1998, respectively. However, management expects that the distributions received from the Local Partnerships will increase, although not to a level sufficient to permit providing cash distributions to BACs holders. These distributions, as well as the working capital reserves and the continued deferral of fees payable to the General Partner discussed below, will be used to meet the operating expenses of the Partnership.
As of March 31, 2000, the Partnership has invested all of the net proceeds in twenty-eight Local Partnerships. Approximately $292,000 of the purchase price remains to be paid (all of which is held in escrow). During the year ended March 31, 2000, approximately $5,000 was paid from escrow.
Cash and cash equivalents of the Partnership and its twenty-eight consolidated subsidiary partnerships increased approximately $475,000 during the year ended March 31, 2000, due to cash provided by operating activities ($3,437,000) and the writeoff of deferred costs ($224,000) which exceeded net repayments of mortgage notes ($1,978,000), acquisitions of property and equipment ($375,000), an increase in cash held in escrow for investing activities ($20,000), a net decrease in due to local general partners and affiliates relating to investing and financing activities ($538,000), an increase in deferred costs ($107,000), and a decrease in capitalization of consolidated subsidiaries attributable to minority interest ($168,000). Included in the adjustments to reconcile the net loss to cash flow provided by operations in depreciation and amortization of approximately $6,208,000.
The working capital reserve at March 31, 2000 and 1999 was approximately $18,000 and $21,000, respectively.
The Partnership has negotiated Operating Deficit Guaranty Agreements with all Local Partnerships by which the general partners of the Local Partnerships have agreed to fund operating deficits for a specified period of time. The terms of the Operating Deficit Guaranty Agreements varied for each Local Partnership, with maximum dollar amounts to be funded for a specified period of time, generally three years, commencing on the break-even date. As of March 31, 2000 all operating deficit guarantees have expired. For the year ended March 31, 2000, nothing had been funded by the Local General Partners to meet such obligations, which includes amounts held in escrow by the Local Partnerships.
Partnership management fees owed to the General Partner amounting to approximately $2,299,000 were accrued and unpaid as of March 31, 2000. Without the General Partner's advances and continued accrual without payment of certain fees and expense reimbursements, the Partnership will not be in a position to meet its obligations. The General Partner has continued advancing and allowing the accrual without payment of these amounts but is under no obligation to continue to do so.
For a discussion of contingencies affecting certain Local Partnerships, see Results of Operations of Certain Local Partnerships, below. Since the maximum loss the Partnership would be liable for is its net investment in the respective subsidiary partnerships, the resolution of the existing
contingencies is not anticipated to impact future results of operations, liquidity or financial condition in a material way. However, the Partnership's loss of its investment in a Local Partnership will eliminate the ability to generate future tax credits from such Local Partnership and may also result in recapture of tax credits if the investment is lost before expiration of the credit period.
Management is not aware of any trends or events, commitments or uncertainties, which have not otherwise been disclosed, that will or are likely to impact liquidity in a material way. Management believes the only impact would be from laws that have not yet been adopted. The portfolio is diversified by the location of the properties around the United States so that if one area of the country is experiencing downturns in the economy, the remaining properties in the portfolio may be experiencing upswings. However, the geographic diversification of the portfolio may not protect against a general downturn in the national economy. The Partnership has fully invested the proceeds of its offering in 28 Local Partnerships, all of which fully have their Tax Credits in place. The Tax Credits are attached to the project for a period of ten years, and are transferable with the property during the remainder of the ten-year period. If trends in the real estate market warranted the sale of a property, the remaining Tax Credits would transfer to the new owner; thereby adding significant value to the property on the market, which are not included in the financial statement carrying amount.
RESULTS OF OPERATIONS Property and equipment to be held and used are carried at cost which includes the purchase price, acquisition fees and expenses, construction period interest and any other costs incurred in acquiring the properties. The cost of property and equipment is depreciated over their estimated useful lives using accelerated and straight-line methods. Expenditures for repairs and maintenance are charged to expense as incurred; major renewals and betterments are capitalized. At the time property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the assets and accumulated depreciation accounts and the profit or loss on such disposition is reflected in earnings. A loss on impairment of assets is recorded when management estimates amounts recoverable through future operations and sale of the property on an undiscounted basis are below depreciated cost. At that time property investments themselves are reduced to estimated fair value (generally using discounted cash flows) when the property is considered to be impaired and the depreciated cost exceeds estimated fair value.
At the time management commits to a plan to dispose of assets, said assets are adjusted to the lower of carrying amount or fair value less costs to sell. These assets are classified as property and equipment-held for sale and are not depreciated.
Through March 31, 2000, the Partnership has recorded approximately $500,000 as a loss on impairment of assets.
The following is a summary of the results of operations of the Partnership for the years ended March 31, 2000, 1999 and 1998 (the 1999, 1998 and 1997 Fiscal Years, respectively.)
The Partnership's results of operations for the 1999, 1998 and 1997 Fiscal Years consisted primarily of the results of the Partnership's investment in the twenty-eight Local Partnerships. The majority of Local Partnership income continues to be in the form of rental income with the corresponding expenses being divided among operations, depreciation and mortgage interest.
The net loss for the 1999, 1998 and 1997 Fiscal Years totaled $5,804,231, $5,165,450 and $4,705,108, respectively.
The Partnership and BACs holders began to recognize Housing Tax Credits with respect to a Property when the Credit Period for such Property commenced. Because of the time required for the acquisition, completion and rent-up of Properties, the amount of Tax Credits per BAC gradually increased over the first three years of the Partnership. Housing Tax Credits not recognized in the first three years will be recognized in the 11th through 13th years. The Partnership generated $11,986,066, $11,979,284 and $11,977,461 of Housing Tax Credits during the 1999, 1998 and 1997 tax years, respectively.
1999 VS. 1998 Rental income remained fairly consistent with an increase of approximately 1% for the 1999 Fiscal Year as compared to the 1998 Fiscal Year due primarily to rental rate increases.
Total expenses, excluding general and administrative, remained fairly consistent with an increase of approximately 2%.
General and administrative increased approximately $495,000 for the 1999 Fiscal Year as compared to the 1998 Fiscal Year primarily due to the write off of organization costs that were expensed at one Local Partnership as well as an increase in payroll and renting expenses at a second Local Partnership.
1998 VS. 1997 Rental income remained fairly consistent with an increase of approximately 2% for the 1998 Fiscal Year as compared to the 1997 Fiscal Year due primarily to rental rate increases.
Total expenses excluding general and administrative, general and administrative-related parties, repairs and maintenance and loss on impairment of assets remained fairly consistent with a decrease of approximately 3%.
General and administrative increased approximately $414,000 for the 1998 Fiscal Year as compared to the 1997 Fiscal Year primarily due to the costs spent in renovating and providing training in a Neighborhood Network Center at one Local Partnership, an increase in renting expenses, office salaries and security payroll at a second Local Partnership, and an increase in renting and bad debt expenses at a third Local Partnership.
General and administrative-related parties increased approximately $854,000 for the 1998 Fiscal Year, as compared to the 1997 Fiscal Year, due primarily to an increase in partnership management fees payable to the General Partner.
Repairs and maintenance increased approximately $363,000 for the 1998 Fiscal Year as compared to the 1997 Fiscal Year, primarily due to masonry work, painting, cleaning and installation of kitchen cabinets at one Local Partnership, upgrading apartment units at a second Local Partnership, and carpet replacement and painting at a third Local Partnership.
RESULTS OF OPERATIONS OF CERTAIN LOCAL PARTNERSHIPS
OLD PUBLIC LIMITED PARTNERSHIP Old Public Limited Partnership (the "Debtor") originally filed its bankruptcy case in the United States Bankruptcy Court for the Southern District of New York on November 17, 1998. The case was transferred to the United States Bankruptcy Court for the Middle District of Tennessee, Columbia Division before Judge George Paine, presiding as the result of a venue motion filed by the First National Bank of Pulaski, Tennessee, the sole secured creditor of the Debtor (the "Bank").
The Second Amended Plan of Reorganization, as modified, was confirmed on February 18, 2000. Pursuant to the plan the Debtor affirmed its obligations to the Bank, paid the Bank on the Effective Date (ten days following confirmation) (i) the arrearages due as to principal and interest through a cash infusion by the current limited partners of the Debtor, (ii) an additional sum of $50,000 and (iii) execution of a three-year nine percent note in the amount of $30,700 in satisfaction of the Bank's accrued attorneys fees. As of March 31, 2000, the Partnership has advanced approximately $376,000 to Old Public.
The former general partner of the Debtor, Old Public School, Inc. and two of its principals, Lloyd Carroll and Jane Gay Carvell filed unsecured claims (the "Litigation Claims") against the Debtor in the amount of approximately $900,000. The court, on summary judgment filed by the Debtor, disallowed approximately $750,000 of the asserted claims. The remainder of the claims asserted will be treated as voluntary loans and will be satisfied in accordance with the terms of the Partnership Agreement.
OTHER The Partnership's investment as a limited partner in the Local Partnerships is subject to the risks incident to the potential losses arising from management and ownership of improved real estate. The Partnership's investments also could be adversely affected by poor economic conditions, generally, which could increase vacancy levels and rental payment defaults and by increased operating expenses, any or all of which could threaten the financial viability of one or more of the Local Partnerships.
There also are substantial risks associated with the operations of Apartment Complexes receiving government assistance. These include governmental regulations concerning tenant eligibility, which may make it more difficult to rent apartments in the complexes; difficulties in obtaining government approval for rent increases; limitations on the percentage of income which low and moderate-income tenants may pay as rent; the possibility that Congress may not appropriate funds to enable the Department of Housing and Urban Development to make the rental assistance payments it has contracted to make; and that when the rental assistance contracts expire there may not be market demand for apartments at full market rents in a Local Partnership's Apartment Complex.
The Local Partnerships are impacted by inflation in several ways. Inflation allows for increases in rental rates generally to reflect the impact of higher operating and replacement costs. Inflation also affects the Local Partnerships adversely by increasing operating costs, such as fuel, utilities and labor.
Item7A. Quantitative and Qualitative Disclosure About Market Risk.
Not Applicable.
Item 8.
Item 8. Financial Statements and Supplementary Data.
INDEPENDENT AUDITORS' REPORT
To the Partners of Independence Tax Credit Plus L.P. and Subsidiaries (A Delaware Limited Partnership)
We have audited the consolidated balance sheets of Independence Tax Credit Plus L.P. and Subsidiaries (a Delaware Limited Partnership) as of March 31, 2000 and 1999, and the related consolidated statements of operations, changes in partners' capital (deficit), and cash flows for the years ended March 31, 2000, 1999 and 1998 (the 1999, 1998 and 1997 Fiscal Years). These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits. We did not audit the financial statements for twenty-eight (1999, 1998 and 1997 Fiscal Years) subsidiary partnerships whose losses aggregated $3,986,583, $3,805,935 and $4,442,094 for the 1999, 1998 and 1997 Fiscal Years, respectively, and whose assets constituted 99% of the Partnership's assets at March 31, 2000 and 1999, presented in the accompanying consolidated financial statements. The financial statements for twenty-seven of these subsidiary partnerships were audited by other auditors whose reports thereon have been furnished to us and our opinion expressed herein, insofar as it relates to the amounts included for these subsidiary partnerships is based solely upon the reports of the other auditors. The financial statements for one of these subsidiary partnerships were unaudited.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, based upon our audits, and the reports of the other auditors referred to above, the consolidated financial statements referred to in the first paragraph present fairly, in all material respects, the financial position of Independence Tax Credit Plus L.P. and Subsidiaries at March 31, 2000 and 1999, and the results of their operations and their cash flows for the years ended March 31, 2000, 1999 and 1998 in conformity with generally accepted accounting principles.
TRIEN ROSENBERG ROSENBERG WEINBERG CIULLO & FAZZARI LLP
New York, New York June 8, 2000
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners Harbor Court L.P.
We have audited the accompanying balance sheets of Harbor Court L.P. as of December 31, 1999 and 1998, and the related statements of operations, partners' equity and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Harbor Court L.P., as of December 31, 1999 and 1998, and the results of its operations, the changes in partners' equity and its cash flows for the year then ended in conformity with generally accepted accounting principles.
/s/ Reznick Fedder & Silverman Boston, Massachusetts January 24, 2000
[Letterhead of KPMG Peat Marwick LLP]
Independent Auditors' Report
The Partners Harbor Court Limited Partnership:
We have audited the accompanying balance sheets of Harbor Court Limited Partnership as of December 31, 1997 and 1996, and the related statements of operations, changes in partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Harbor Court Limited Partnership as of December 31, 1997 and 1996, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ KPMG Peat Marwick LLP New York, New York January 29, 1998
[Letterhead of Mack Roberts & Company, L.L.C.]
INDEPENDENT AUDITOR'S REPORT
The Partners Lancaster Terrace Limited Partnership Salem, Oregon
We have audited the balance sheets of Lancaster Terrace Limited Partnership as of December 31, 1999 and 1998, and the related statements of operations, changes in partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lancaster Terrace Limited Partnership as of December 31, 1999 and 1998, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Mack, Roberts & Co., L.L.C. February 15, 2000
[Letterhead of Mack Roberts & Company, L.L.C.]
INDEPENDENT AUDITOR'S REPORT
The Partners Lancaster Terrace Limited Partnership Salem, Oregon
We have audited the balance sheets of Lancaster Terrace Limited Partnership as of December 31, 1998 and 1997, and the related statements of operations, changes in partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lancaster Terrace Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Mack, Roberts & Co., L.L.C. February 5, 1999
[Letterhead of Pailet, Meunier and LeBlanc, L.L.P.]
INDEPENDENT AUDITOR'S REPORT
To the Partners of 655 North Street Limited Partnership New Orleans, Louisiana
We have audited the accompanying balance sheets of 655 North Street Limited Partnership, HUD Project No. 064-12001, as of December 31, 1999 and 1998, and the related statements of income, changes in partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of 655 North Street Limited Partnership, HUD Project No. 064-12001, as of December 31, 1999 and 1998 and the results of its operations, changes in partners' equity, and cash flows for the years then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards and the Consolidated Audit Guide for Audits of HUD Programs issued by the U.S. Department of Housing and Urban Development, we have also issued a report dated February 23, 2000, on our consideration of 655 North Street Limited Partnership's internal control, and reports dated February 23, 2000, on its compliance with specific requirements applicable to major HUD programs and specific requirements applicable to Affirmative Fair Housing.
/s/ Pailet, Meunier and LeBlanc, L.L.P. Metairie, Louisiana February 23 2000
[Letterhead of Pailet, Meunier and LeBlanc, L.L.P.]
INDEPENDENT AUDITOR'S REPORT
To the Partners of 655 North Street Limited Partnership New Orleans, Louisiana
We have audited the accompanying balance sheets of 655 North Street Limited Partnership, HUD Project No. 064-12001, as of December 31, 1998 and 1997, and the related statements of income, changes in partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of 655 North Street Limited Partnership, HUD Project No. 064-12001, as of December 31, 1998 and 1997, and the results of its operations, changes in partners' equity, and cash flows for the years then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards and the Consolidated Audit Guide for Audits of HUD Programs issued by the U.S. Department of Housing and Urban Development, we have also issued a report dated January 28, 1999, on our consideration of 655 North Street Limited Partnership's internal control, and reports dated January 28, 1999, on its compliance with specific requirements applicable to major HUD programs and specific requirements applicable to Affirmative Fair Housing.
/s/ Pailet, Meunier and LeBlanc, L.L.P. Metairie, Louisiana January 28, 1999
[Letterhead of Ziner, Kennedy, Lehan LLP
INDEPENDENT AUDITORS' REPORT
To the Partners of Landreth Venture
We have audited the accompanying balance sheets of Landreth Venture (a Pennsylvania limited partnership) as of December 31, 1999 and 1998 and the related statements of operations, changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's general partners and contracted management agent. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Partnership's general partners and contracted management agent, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Landreth Venture as of December 31, 1999 and 1998, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Ziner, Kennedy, Lehan LLP Quincy, Massachusetts January 20,2000
[Letterhead of Ziner, Kennedy, Lehan LLP
INDEPENDENT AUDITORS' REPORT
To the Partners of Landreth Venture
We have audited the accompanying balance sheets of Landreth Venture (a Pennsylvania limited partnership) as of December 31, 1998 and 1997 and the related statements of operations, changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's general partners and contracted management agent. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Partnership's general partners and contracted management agent, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Landreth Venture as of December 31, 1998 and 1997, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Ziner, Kennedy, Lehan LLP Boston, Massachusetts January 18, 1999
[Letterhead of Friedman, Alpern & Green LLP
INDEPENDENT AUDITORS' REPORT
To the Partners Homestead Apartments Associates, Ltd.
We have audited the accompanying balance sheets of Homestead Apartments Associates, Ltd.(a limited partnership) as of December 31, 1999 and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Homestead Apartments Associates, Ltd. as of December 31, 1999, and the results of its operations, and its cash flows for the years then ended, in conformity with generally accepted accounting principles.
/s/ Friedman, Alpren & Green LLP New York, New York January 26, 2000
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners Homestead Apartments Associates, Ltd.
We have audited the accompanying balance sheets of Homestead Apartments Associates, Ltd., as of December 31, 1998 and 1997, and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Homestead Apartments Associates, Ltd. as of December 31, 1998 and 1997, and the results of its operations, and its cash flows for the years then ended, in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 16 and 17 is presented for the purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Reznick Fedder & Silverman Atlanta, Georgia January 27, 1999
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners Bethel Villa Associates, L.P.
We have audited the accompanying balance sheets of Bethel Villa Associates, L.P. as of December 31, 1999 and 1998, the related statements of operations, partners' equity (deficit) and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bethel Villa Associates, L.P. as of December 31, 1999, and 1998 and the results of its operations, the changes in partners' equity (deficit) and cash flows for the year then ended, in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 26 through 30 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
In accordance with Government Auditing Standards and the "Consolidated Audit Guide for Audits of HUD Programs," we have also issued reports dated January 18, 2000 on our consideration of Bethel Villa Associates, L.P.'s internal control and on its compliance with specific requirements applicable to major HUD and DSHA programs, and fair housing and non-discrimination.
/s/ Reznick Fedder & Silverman Lead Auditor: Robert J. Denmark Bethesda, Maryland Federal Employer Identification Number: 52-1088612 January 18, 2000
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners Bethel Villa Associates, L.P.
We have audited the accompanying balance sheets of Bethel Villa Associates, L.P. as of December 31, 1997 and 1996, and the related statements of profit and loss (on HUD Form No. 92410), partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bethel Villa Associates, L.P. as of December 31, 1997 and 1996, and the results of its operations, the changes in partners' equity and cash flows for the years then ended, in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 27 through 32 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
In accordance with Government Auditing Standards and the "Consolidated Audit Guide for Audits of HUD Programs," we have also issued reports dated January 22, 1998 on our consideration of Bethel Villa Associates, L.P.'s internal control and on its compliance with specific requirements applicable to DSHA programs, fair housing and non-discrimination, and laws and regulations applicable to the financial statements.
/s/ Reznick Fedder & Silverman Audit Prncipal: Lester A. Kanis Bethesda, Maryland Federal Employer Identification Number: 52-1088612 January 22, 1998
[Letterhead of Asher & Company Ltd.]
Independent Auditors' Report
The Partners West Diamond Street Associates T/A Sedgley Park Apartments Marlton, New Jersey
We have audited the accompanying balance sheets of West Diamond Street Associates T/A Sedgley Park Apartments (A Limited Partnership), PHFA Project No. O-0198, as of December 31, 1999 and 1998 and the related statements of profit and loss, Partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of West Diamond Street Associates T/A Sedgley Park Apartments (A Limited Partnership), PHFA Project No. O-0198, as of December 31, 1999 and 1998, and the results of its operations, changes in its Partners' capital and its cash flows for the years then ended in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
In accordance with Government Auditing Standards, we have also issued a report dated January 13, 2000 on our consideration of West Diamond Street Associates' T/A Sedgley Park Apartments (A Limited Partnership), PHFA Project No. O-0198, internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.
/s/ Asher & Company, Ltd. Philadelphia, Pennsylvania January 13, 2000
[Letterhead of Asher & Company]
Independent Auditors' Report
The Partners West Diamond Street Associates T/A Sledgey Park Apartments Marlton, New Jersey
We have audited the accompanying balance sheets of West Diamond Street Associates T/A Sedgly Park Apartments (A Limited Partnership), PHFA Project No. O-0198, as of December 31, 1998 and 1997 and the related statements of profit and loss, Partners' capital and cash flow for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with general accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes the assessing the accounting principles used and significant estimates made by management, as well a evaluating the overall financial statement presentation. We believe our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of West Diamond Street Associates T/A Sedgley Park Apartments (A Limited Partnership), PHFA Project No. O-0198, as of December 31, 1998 and 1997, and the results of its operations, changes in its Partners' capital and its cash flows for the years then ended in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole . The accompanying supplementary information is presented for a purposes of additional analysis and is not a required part of basic financial statements. Such information has been subjected to auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
In accordance with Government Auditing Standards, we have also issued a report dated January 22,1999 on our consideration of West Diamond Street Associates' T/A Sedgley Park Apartments (A Limited Partnership), PHFA Project No. O-0198, internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.
/s/ Asher & Company, Ltd Philadelphia, Pennsylvania January 22, 1999
[Letterhead of J.H. Williams & Co., LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners Susquehanna Partners (a Limited Partnership) Philadelphia, Pennsylvania
We have audited the accompanying balance sheets of Susquehanna Partners (a Limited Partnership) as of December 31, 1999 and 1998 and the related statements of (loss), changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's general partner and contracted management agent. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Partnership's general partner and contracted management agent, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Susquehanna Partners (a Limited Partnership) at December 31, 1999 and 1998, and its results of operations, changes in partners' equity and cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ J.H. Williams & Co., LLP Kingston, Pennsylvania February 1, 2000
[Letterhead of J.H. Williams & Co., LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners Susquehanna Partners (a Limited Partnership) Philadelphia, Pennsylvania
We have audited the accompanying balance sheets of Susquehanna Partners (a Limited Partnership) as of December 31, 1998 and 1997 and the related statements of (loss), changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's general partner and contracted management agent. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Partnership's general partner and contracted management agent, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Susquehanna Partners (a Limited Partnership) at December 31, 1998 and 1997, and its results of operations, changes in partners' equity and cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ J.H. Williams & Co., LLP Kingston, Pennsylvania February 11, 1999
[Letterhead of Robert Ercolini & Company LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners of Boston Bay Limited Partnership Boston, Massachusetts
We have audited the accompanying balance sheet of Boston Bay Limited Partnership (a Massachusetts Limited Partnership), MHFA Project No. 70-071-R, as of December 31, 1999, and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Boston Bay Limited Partnership as of December 31, 1999, and the results of its operations, changes in partners' capital, and its cash flows for the year then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report dated January 20, 2000 on our consideration of Boston Bay Limited Partnership's internal control, a report dated January 20, 2000 on its compliance with laws and regulations, and reports dated January 20, 2000 on its compliance with specific requirements applicable to HUD programs.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 14 through 27) is presented for the purpose of additional analysis and to comply with reporting requirements of the Massachusetts Housing Finance Agency (MHFA) and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Robert Ercolini & Company LLP Boston, Massachusetts January 20, 2000
[Letterhead of Robert Ercolini & Company LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners of Boston Bay Limited Partnership Boston, Massachusetts
We have audited the accompanying balance sheet of Boston Bay Limited Partnership (a Massachusetts Limited Partnership), MHFA Project No. 70-071-R, as of December 31, 1998, and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Boston Bay Limited Partnership as of December 31, 1998, and the results of its operations, changes in partners' capital, and its cash flows for the year then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report dated January 17, 1999 on our consideration of Boston Bay Limited Partnership's internal control, a report dated January 17, 1999 on its compliance with laws and regulations, and reports dated January 17, 1999 on its compliance with specific requirements applicable to HUD programs.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 14 through 27) is presented for the purpose of additional analysis and to comply with reporting requirements of the Massachusetts Housing Finance Agency (MHFA) and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Robert Ercolini & Company LLP Boston, Massachusetts January 17, 1999
[Letterhead of Robert Ercolini & Company LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners of Boston Bay Limited Partnership Boston, Massachusetts
We have audited the accompanying balance sheet of Boston Bay Limited Partnership (a Massachusetts Limited Partnership), MHFA Project No. 70-071-R, as of December 31, 1997, and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Boston Bay Limited Partnership as of December 31, 1997, and the results of its operations, changes in partners' capital, and its cash flows for the year then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report dated January 17, 1998 on our consideration of Boston Bay Limited Partnership's internal control, a report dated January 17, 1998 on its compliance with laws and regulations, and reports dated January 17, 1998 on its compliance with specific requirements applicable to HUD programs.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 15 through 28) is presented for the purpose of additional analysis and to comply with reporting requirements of the Massachusetts Housing Finance Agency (MHFA) and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Robert Ercolini & Company LLP Boston, Massachusetts January 17, 1998
[Letterhead of Robert Ercolini & Company LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners of Morrant Bay Limited Partnership Boston, Massachusetts
We have audited the accompanying balance sheet of Morrant Bay Limited Partnership (a Massachusetts Limited Partnership), MHFA Project No. 70-095-R, as of December 31, 1999, and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Morrant Bay Limited Partnership as of December 31, 1999, and the results of its operations, changes in partners' capital, and its cash flows for the year then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report dated January 22, 2000 on our consideration of Morrant Bay Limited Partnership's internal control, a report dated January 22, 2000 on its compliance with laws and regulations, and reports dated January 22, 2000 on its compliance with specific requirements applicable to HUD programs.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 14 through 27) is presented for the purpose of additional analysis and to comply with reporting requirements of the Massachusetts Housing Finance Agency and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Robert Ercolini & Company LLP Boston, Massachusetts January 22, 2000
[Letterhead of Robert Ercolini & Company LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners of Morrant Bay Limited Partnership Boston, Massachusetts
We have audited the accompanying balance sheet of Morrant Bay Limited Partnership (a Massachusetts Limited Partnership), MHFA Project No. 70-095-R, as of December 31, 1998, and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Morrant Bay Limited Partnership as of December 31, 1998, and the results of its operations, changes in partners' capital, and its cash flows for the year then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report dated January 19, 1999 on our consideration of Morrant Bay Limited Partnership's internal control, a report dated January 19, 1999 on its compliance with laws and regulations, and reports dated January 19, 1999 on its compliance with specific requirements applicable to HUD programs.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 14 through 27) is presented for the purpose of additional analysis and to comply with reporting requirements of the Massachusetts Housing Finance Agency and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Robert Ercolini & Company LLP Boston, Massachusetts January 19, 1999
[Letterhead of Robert Ercolini & Company LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners of Morrant Bay Limited Partnership Boston, Massachusetts
We have audited the accompanying balance sheet of Morrant Bay Limited Partnership (a Massachusetts Limited Partnership), MHFA Project No. 70-095-R, as of December 31, 1997, and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Morrant Bay Limited Partnership as of December 31, 1997, and the results of its operations, changes in partners' capital, and its cash flows for the year then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report dated January 20, 1998 on our consideration of Morrant Bay Limited Partnership's internal control, a report dated January 20, 1998 on its compliance with laws and regulations, and reports dated January 20, 1998 on its compliance with specific requirements applicable to HUD programs.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 15 through 28) is presented for the purpose of additional analysis and to comply with reporting requirements of the Massachusetts Housing Finance Agency (MHFA) and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Robert Ercolini & Company LLP Boston, Massachusetts January 20, 1998
[Letterhead of Robert Ercolini & Company LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners of Hope Bay Limited Partnership Boston, Massachusetts
We have audited the accompanying balance sheet of Hope Bay Limited Partnership (a Massachusetts Limited Partnership), MHFA Project No. 70-168-R, as of December 31, 1999, and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hope Bay Limited Partnership as of December 31, 1999, and the results of its operations, changes in partners' capital, and its cash flows for the year then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report dated January 21, 2000 on our consideration of Hope Bay Limited Partnership's internal control, a report dated January 21,2000 on its compliance with laws and regulations, and reports dated January 21,2000 on its compliance with specific requirements applicable to HUD programs.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 14 through 27) is presented for the purpose of additional analysis and to comply with reporting requirements of the Massachusetts Housing Finance Agency and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Robert Ercolini & Company LLP Boston, Massachusetts January 21, 2000
[Letterhead of Robert Ercolini & Company LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners of Hope Bay Limited Partnership Boston, Massachusetts
We have audited the accompanying balance sheet of Hope Bay Limited Partnership (a Massachusetts Limited Partnership), MHFA Project No. 70-168-R, as of December 31, 1998, and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hope Bay Limited Partnership, as of December 31, 1998, and the results of its operations, changes in partners' capital, and its cash flows for the year then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report dated January 19, 1999 on our consideration of Hope Bay Limited Partnership's internal control, a report dated January 19, 1999 on its compliance with laws and regulations, and reports dated January 19, 1999 on its compliance with specific requirements applicable to HUD programs.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 14 through 27) is presented for the purpose of additional analysis and to comply with reporting requirements of the Massachusetts Housing Finance Agency and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Robert Ercolini & Company LLP Boston, Massachusetts January 19, 1999
[Letterhead of Robert Ercolini & Company LLP]
INDEPENDENT AUDITOR'S REPORT
To the Partners of Hope Bay Limited Partnership Boston, Massachusetts
We have audited the accompanying balance sheet of Hope Bay Limited Partnership (a Massachusetts Limited Partnership), MHFA Project No. 70-168-R, as of December 31, 1997, and the related statements of operations, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hope Bay Limited Partnership as of December 31, 1997, and the results of its operations, changes in partners' capital, and its cash flows for the year then ended in conformity with generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued a report dated January 22, 1998 on our consideration of Hope Bay Limited Partnership's internal control, a report dated January 22, 1998 on its compliance with laws and regulations, and reports dated January 22, 1998 on its compliance with specific requirements applicable to HUD programs.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in this report (shown on pages 15 through 28) is presented for the purpose of additional analysis and to comply with reporting requirements of the Massachusetts Housing Finance Agency and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Robert Ercolini & Company LLP Boston, Massachusetts January 22, 1998
[Letterhead of Armando A. Suarez, CPA]
INDEPENDENT AUDITOR'S REPORT
To the Partners Lares Apartments Limited Partnership
I have audited the accompanying balance sheets of Lares Apartments Limited Partnership, Rural Development Project No.: 63-034-660467896, as of December 31, 1999 and 1998, and the related statements of income, changes in partners' capital (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits.
I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lares Apartments Limited Partnership, as of December 31, 1999 and 1998, and the results of its operations, changes in partners' capital (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles.
My audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information on pages 20 thru 31 is presented for purposes of additional analysis and is not a required part of the basic financial statements of the Partnership. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Armando A. Suarez, CPA San Juan, Puerto Rico The stamp #1478493 of the CPA's College of PR was affixed to the original of this report. January 25, 2000
[Letterhead of Armando A. Suarez, CPA]
INDEPENDENT AUDITOR'S REPORT
To the Partners Lares Apartments Limited Partnership
I have audited the accompanying balance sheets of Lares Apartments Limited Partnership, Rural Development Project No.: 63-034-660467896, as of December 31, 1998 and 1997, and the related statements of income, changes in partners' capital (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits.
I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lares Apartments Limited Partnership, as of December 31, 1998 and 1997, and the results of its operations, changes in partners' capital (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles.
My audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information on pages 21 thru 32 is presented for purposes of additional analysis and is not a required part of the basic financial statements of the Partnership. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Armando A. Suarez, CPA San Juan, Puerto Rico The stamp #1478493 of the CPA's College of PR was affixed to the original of this report. February 4, 1999
[Letterhead of Armando A. Suarez, CPA]
INDEPENDENT AUDITOR'S REPORT
To the Partners Lajas Apartments Limited Partnership
I have audited the accompanying balance sheets of Lajas Apartments Limited Partnership, Rural Development Project No.: 63-017-660422313, as of December 31, 1999 and 1998, and the related statements of operations, changes in partners' capital (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits.
I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lajas Apartments Limited Partnership, as of December 31, 1999 and 1998, and the results of its operations, changes in partners' capital (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles.
My audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information on pages 20 thru 31 is presented for purposes of additional analysis and is not a required part of the basic financial statements of the Partnership. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Armando A. Suarez, CPA San Juan, Puerto Rico The stamp #1478496 of the CPA's College of PR was affixed to the original of this report. January 25, 2000
[Letterhead of Armando A. Suarez, CPA]
INDEPENDENT AUDITOR'S REPORT
To the Partners Lajas Apartments Limited Partnership
I have audited the accompanying balance sheets of Lajas Apartments Limited Partnership, Rural Development Project No.: 63-017-660422313, as of December 31, 1998 and 1997, and the related statements of income, changes in partners' capital (deficit), and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. My responsibility is to express an opinion on these financial statements based on my audits.
I conducted my audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the Comptroller General of the United States. Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lajas Apartments Limited Partnership, as of December 31, 1998 and 1997, and the results of its operations, changes in partners' capital (deficit) and cash flows for the years then ended in conformity with generally accepted accounting principles.
My audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information on pages 20 thru 31 is presented for purposes of additional analysis and is not a required part of the basic financial statements of the Partnership. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in my opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Armando A. Suarez, CPA San Juan, Puerto Rico The stamp #1478496 of the CPA's College of PR was affixed to the original of this report. February 4, 1999
[Letterhead of Ree & Kim]
To the Partners Arlington - Rodeo Properties (A California Limited Partnership)
We have audited the accompanying balance sheets of Arlington - Rodeo Properties (A California Limited Partnership) as of December 31, 1999 and 1998 and the related statements of operations, changes in partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We have conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Arlington - Rodeo Properties as of December 31, 1999 and 1998 and its results of operations, changes in partner's equity and its cash flows for the year then ended in conformity with generally accepted accounting principles.
/s/ Ree & Kim Los Angeles, California February 25, 2000
[Letterhead of Ree & Kim]
To the Partners Arlington - Rodeo Properties (A California Limited Partnership)
We have audited the accompanying balance sheet of Arlington - Rodeo Properties (A California Limited Partnership) as of December 31, 1997 and the related statements of income, partners' equity, and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We have conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Arlington - Rodeo Properties as of December 31, 1997, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles.
/s/ Ree & Kim Los Angeles, California February 25, 1998
[Letterhead of Insero, Kasperski, Ciaccia & Co., P.C.]
INDEPENDENT AUDITORS' REPORT
To the Partners of Conifer Bateman Associates (A Limited Partnership) Lowville, New York
We have audited the accompanying balance sheets of Conifer Bateman Associates (A Limited Partnership) as of December 31, 1999 and 1998 and the related statements of changes in partners' equity, operations, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Conifer Bateman Associates (A Limited Partnership) as of December 31, 1999 and 1998, and the results of its operations and cash flows for the years then ended in conformity with generally accepted accounting principles.
Respectfully Submitted,
/s/ Insero, Kasperski, Ciaccia & Co., P.C. Certified Public Accountants Rochester, New York January 25, 2000
[Letterhead of Insero, Kasperski, Ciaccia & Co., P.C.]
INDEPENDENT AUDITORS' REPORT
To the Partners of Conifer Bateman Associates (A Limited Partnership) Lowville, New York
We have audited the accompanying balance sheets of Conifer Bateman Associates (A Limited Partnership) as of December 31, 1998 and 1997 and the related statements of changes in partners' equity, operations, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Conifer Bateman Associates (A Limited Partnership) as of December 31, 1998 and 1997, and the results of its operations and cash flows for the years then ended in conformity with generally accepted accounting principles.
Respectfully Submitted,
/s/ Insero, Kasperski, Ciaccia & Co., P.C. Certified Public Accountants Rochester, New York January 19, 1999
[Letterhead of Mortland & Co. P.C.]
Independent Auditors' Report
To the Partners' Hampden Hall Associates, L.P. St. Louis, Missouri
We have audited the accompanying balance sheet of Hampden Hall Associates, L.P., as of December 31, 1999 and the related statements of loss, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on this financial statement based on our audit.
We conducted our audit in accordance with generally accepted auditing standards. Those standards require we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the balance sheet. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall balance sheet presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hampden Hall Associates, L.P., as of December 31, 1999 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles.
/s/ Mortland & Co. P.C. St. Louis, Missouri February 15, 2000
[Letterhead of Mortland & Co. P.C.]
Independent Auditors' Report
To the Partners' Hampden Hall Associates, L.P. St. Louis, Missouri
We have audited the accompanying balance sheet of Hampden Hall Associates, L.P., as of December 31, 1998 and the related statements of income, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on this financial statement based on our audit.
We conducted our audit in accordance with generally accepted auditing standards. Those standards require we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the balance sheet. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall balance sheet presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hampden Hall Associates, L.P., as of December 31, 1998 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles.
/s/ Mortland & Co. P.C. St. Louis, Missouri February 26, 1999
[Letterhead of Mortland & Co. P.C.]
Independent Auditors' Report
To the Partners Hampden Hall Associates, L.P. St. Louis, Missouri
We have audited the accompanying balance sheet of Hampden Hall Associates, L.P., as of December 31, 1997 and the related statements of income, partners' capital, and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on this financial statement based on our audit.
We conducted our audit in accordance with generally accepted auditing standards. Those standards require we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the balance sheet. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall balance sheet presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hampden Hall Associates, L.P., as of December 31, 1997 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles.
/s/ Mortland & Co. P.C. St. Louis, Missouri February 13, 1998
[Letterhead of Ziner & Company, P.C.]
INDEPENDENT AUDITORS' REPORT
To the Partners of Chester Renaissance Associates
We have audited the accompanying balance sheets of Chester Renaissance Associates (a Pennsylvania limited partnership) as of December 31, 1999 and 1998 and the related statements of operations, changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's general partners and contracted management agent. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Partnership's general partners and contracted management agent, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Chester Renaissance Associates as of December 31, 1999 and 1998, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Ziner & Company, P.C. Boston, Massachusetts January 14, 2000
[Letterhead of Ziner & Company, P.C.]
INDEPENDENT AUDITORS' REPORT
To the Partners of Chester Renaissance Associates
We have audited the accompanying balance sheets of Chester Renaissance Associates (a Pennsylvania limited partnership) as of December 31, 1998 and 1997 and the related statements of operations, changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's general partners and contracted management agent. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Partnership's general partners and contracted management agent, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Chester Renaissance Associates as of December 31, 1998 and 1997, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Ziner & Company, P.C. Boston, Massachusetts January 15, 1999
[Letterhead of Friedman, Alpern & Green L.L.P.]
INDEPENDENT AUDITORS' REPORT
To the Partners Homestead Apartments Associates II, Ltd.
We have audited the accompanying balance sheets of Homestead Apartments Associates II, Ltd. (a limited partnership), as of December 31, 1999, and the related statements of operations, changes in partners' capital and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Homestead Apartments Associates II, Ltd. as of December 31, 1999, and the results of its operations, and its cash flows for the years then ended, in conformity with generally accepted accounting principles.
/s/ Friedman Alpern & Green L.L.P. New York, New York January 26, 2000
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners Homestead Apartments Associates II, Ltd.
We have audited the accompanying balance sheets of Homestead Apartments Associates II, Ltd., as of December 31, 1998 and 1997 and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Homestead Apartments Associates II, Ltd. as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 16 and 17 is presented for the purpose of additional analysis and is not a required part of the basic financial statements. Such supplemental information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Reznick, Fedder & Silverman Atlanta, Georgia January 27, 1999
[Letterhead of Vengrove, Zapolsky, McCourt, Klein & Petitto, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners P.S. 157 Associates, L.P. Brooklyn, NY
We have audited the accompanying balance sheets of P.S. 157 Associates, L.P. (a limited partnership), as of December 31, 1999 and 1998 and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of P.S. 157 Associates, L.P. (a limited partnership) as of December 31, 1999 and 1998, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Vengrove, Zapolsky, McCourt, Klein & Petitto, LLP Great Neck, NY January 27, 2000
[Letterhead of Vengrove, Zapolsky, McCourt, Klein & Petitto, LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners P.S. 157 Associates, L.P. Brooklyn, NY
We have audited the accompanying balance sheets of P.S. 157 Associates, L.P. (a limited partnership), as of December 31, 1998 and 1997 and the related statements of operations, partners' capital, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of P.S. 157 Associates, L.P. (a limited partnership) as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Vengrove, Zapolsky, McCourt, Klein & Petitto, LLP Great Neck, NY January 21, 1999
[Letterhead of Ziner, Kennnedy, & Lehan L.L.P.]
INDEPENDENT AUDITORS' REPORT
To the Partners of Cloisters Limited Partnership II
We have audited the accompanying balance sheets of Cloisters Limited Partnership II (a Pennsylvania limited partnership) as of December 31, 1999 and 1998, and the related statements of operations, changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's general partner and contracted management agent. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Partnership's general partner and contracted management agent, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Cloisters Limited Partnership II at December 31, 1999 and 1998, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Ziner Kennedy, & Lehan L.L.P. Quincy, Massachusetts January 19, 2000
[Letterhead of Ziner, Kennnedy, & Lehan L.L.P.]
INDEPENDENT AUDITORS' REPORT
To the Partners of Cloisters Limited Partnership II
We have audited the accompanying balance sheets of Cloisters Limited Partnership II (a Pennsylvania limited partnership) as of December 31, 1998 and 1997, and the related statements of operations, changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's general partner and contracted management agent. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Partnership's general partner and contracted management agent, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Cloisters Limited Partnership II at December 31, 1998 and 1997, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Ziner Kennedy, & Lehan L.L.P. Boston, Massachusetts January 18, 1999
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners Creative Choice Homes II, Ltd. (A Limited Partnership) d/b/a The Gardens Apartments
We have audited the accompanying balance sheet of Creative Choice Homes II, Ltd. (A Limited Partnership) d/b/a The Gardens Apartments as of December 31, 1999, and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Creative Choice Homes II, Ltd. (A Limited Partnership) d/b/a The Gardens Apartments as of December 31, 1999, and the results of its operations, the changes in partners' equity (deficit) and cash flows for the year then ended, in conformity with generally accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 24 through 28 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
In accordance with Government Auditing Standards and "Consolidated Audit Guide for Audits of HUD Programs," we have also issued reports dated January 7, 2000 on our consideration of Creative Choice Homes II, Ltd. (A Limited Partnership) d/b/a The Gardens Apartments' internal control and on its compliance with specific requirements applicable to major HUD programs and fair housing and non-discrimination.
/s/ Reznick Fedder & Silverman Lead Auditor: James P. Martinko Bethesda, Maryland Taxpayer Identification Number: 52-1088612 January 7, 2000
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners Creative Choice Homes II, Ltd. (A Limited Partnership) d/b/a The Gardens Apartments
We have audited the accompanying balance sheet of Creative Choice Homes II, Ltd. (A Limited Partnership) d/b/a The Gardens Apartments as of December 31, 1998, and the related statements of operations, partners' equity (deficit) and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Creative Choice Homes II, Ltd. (A Limited Partnership) d/b/a The Gardens Apartments as of December 31, 1998, and the results of its operations, the changes in partners' equity (deficit) and cash flows for the year then ended, in conformity with generally accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 23 through 27 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
In accordance with Government Auditing Standards and the "Consolidated Audit Guide for Audits of HUD Programs," we have also issued reports dated February 1, 1999 on our consideration of Creative Choice Homes II, Ltd. (A Limited Partnership) d/b/a The Gardens Apartments' internal control and on its compliance with specific requirements applicable to major HUD programs and fair housing and non-discrimination.
/s/ Reznick Fedder & Silverman Lead Auditor: James P. Martinko Bethesda, Maryland Taxpayer Identification Number: 52-1088612 February 1, 1999
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners Creative Choice Homes II, Ltd. (A Limited Partnership) d/b/a The Gardens Apartments
We have audited the accompanying balance sheet of Creative Choice Homes II, Ltd. (A Limited Partnership), d/b/a The Gardens Apartments as of December 31, 1997, and the related statements of profit and loss (on HUD Form No. 92410), partners' equity and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Creative Choice Homes II, Ltd. (A Limited Partnership), d/b/a The Gardens Apartments as of December 31, 1997, and the results of its operations, the changes in partners' equity and cash flows for the year then ended, in conformity with generally accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on page 22 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
In accordance with Government Auditing Standards and the "Consolidated Audit Guide for Audits of HUD Programs," we have also issued reports dated February 4, 1998 on our consideration of Creative Choice Homes II, Ltd. (A Limited Partnership), d/b/a The Gardens Apartments' internal control and on its compliance with specific requirements applicable to major HUD programs, fair housing and non-discrimination, and laws and regulations applicable to the financial statements.
/s/ Reznick Fedder & Silverman Audit Principal: Craig Birmingham Bethesda, Maryland Federal Employer Identification Number: 52-1088612 February 4, 1998
[Letterhead of Halbert, Katz & Co., P.C.]
INDEPENDENT AUDITORS' REPORT
To the Partners Milford Crossing Associates, L.P. Wilmington, Delaware
We have audited the accompanying balance sheets of Milford Crossing Associates, L.P., as of December 31, 1999 and December 31, 1998, and the related statements of loss, partners' capital (capital deficiency) and cash flows for the years then ended. These financial statements are the responsibility of the project's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the comptroller general of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Milford Crossing Associates, L.P. as of December 31, 1999 and December 31, 1998 and the results of its operations, changes in partners' capital (capital deficiency) and cash flows for the years then ended, in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supporting information included in the report (shown on pages 16 to 28) is presented for the purpose of additional analysis and is not a required part of the basic financial statements of Milford Crossing Associates, L.P. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.
In accordance with Government Auditing Standards, we have also issued a report dated January 31, 2000, on our consideration of Milford Crossing Associates, L.P's internal controls, and reports dated January 31, 2000, on its compliance with specific requirements applicable to major HUD programs and specific requirements applicable to Fair Housing and Non-Discrimination.
/s/ Halbert, Katz & Co., P.C. Philadelphia, Pennsylvania January 31, 2000
[Letterhead of Halbert, Katz & Co., P.C.]
INDEPENDENT AUDITORS' REPORT
To the Partners Milford Crossing Associates, L.P. Wilmington, Delaware
We have audited the accompanying balance sheets of Milford Crossing Associates, L.P., as of December 31, 1998 and December 31, 1997, and the related statements of loss, partners' capital (capital deficiency) and cash flows for the years then ended. These financial statements are the responsibility of the project's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards issued by the comptroller general of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Milford Crossing Associates, L.P. as of December 31, 1998 and December 31, 1997 and the results of its operations, changes in partners' capital (capital deficiency) and cash flows for the years then ended, in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supporting information included in the report (shown on pages 13 to 18) is presented for the purpose of additional analysis and is not a required part of the basic financial statements of Milford Crossing Associates, L.P. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.
In accordance with Government Auditing Standards, we have also issued a report dated January 29, 1999, on our consideration of Milford Crossing Associates, L.P's internal controls, and reports dated January 29, 1999, on its compliance with specific requirements applicable to major HUD programs and specific requirements applicable to Fair Housing and Non-Discrimination.
/s/ Halbert, Katz & Co., P.C. Philadelphia, Pennsylvania January 29, 1999
[Letterhead of Bernhardt, Karlitz, Hayden & DeCruse LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners BX-7F ASSOCIATES, L.P. New York, New York
We have audited the accompanying balance sheets of BX-7F Associates, L.P. as of December 31, 1999 and 1998 and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of BX-7F Associates, L.P. as of December 31, 1999 and 1998, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Bernhardt, Karlitz, Hayden & DeCruse LLP White Plains, New York January 18, 2000
[Letterhead of Bernhardt, Karlitz, Hayden & DeCruse LLP]
INDEPENDENT AUDITORS' REPORT
To the Partners BX-7F ASSOCIATES, L.P. New York, New York
We have audited the accompanying balance sheets of BX-7F Associates, L.P. as of December 31, 1998 and 1997 and the related statements of operations, partners' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of BX-7F Associates, L.P. as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Bernhardt, Karlitz, Hayden & DeCruse LLP White Plains, New York January 25, 1999
[Letterhead of Amilcar Torres Rivera.]
INDEPENDENT AUDITOR'S REPORT
The Partners Los Angeles Limited Partnership
I have audited the accompanying balance sheets of Los Angeles Limited Partnership as of December 31, 1999 and 1998, and the related statements of loss, changes in Partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on my audit.
I conducted my audit in accordance with generally accepted auditing standards which require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Los Angeles Limited Partnership. as of December 31, 1999 and 1998 and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles.
Los Angeles Limited Partnership rent income from subsidies is approximately 86% of total Partnership revenues. As disclosed in Note 1-A, the actual rent subsidy contracts are due since July 31, 1999 (82 units) and September 30, 1999 (42 units), respectively.
/s/ Amilcar Torres Rivera, CPA Stamp #1598369 of the Puerto Rico Society of CPA's was affixed to the original.
San Juan, Puerto Rico January 28, 2000
[Letterhead of Amilcar Torres Rivera.]
INDEPENDENT AUDITOR'S REPORT
The Partners Los Angeles Limited Partnership
I have audited the accompanying balance sheets of Los Angeles Limited Partnership as of December 31, 1998 and 1997, and the related statements of loss, changes in Partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on my audit.
I conducted my audit in accordance with generally accepted auditing standards which require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Los Angeles Limited Partnership as of December 31, 1998 and 1997, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Amilcar Torres Rivera, CPA Stamp #1545214 of the Puerto Rico Society of CPA's was affixed to the original.
San Juan, Puerto Rico January 27, 1999
[Letterhead of Toski, Schaefer & Co., P.C.]
INDEPENDENT AUDITOR'S REPORT
The Partners Christine Apartments, L.P.:
We have audited the accompanying balance sheets of Christine Apartments, L.P. as of December 31, 1999 and 1998 and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Christine Apartments, L.P. as of December 31, 1999 and 1998 and the results of its operations, changes in partners' equity and cash flows for the years then ended, in conformity with generally accepted accounting principles.
In accordance with Government Auditing standards, we have also issued reports dated February 8, 2000 on our consideration of the Partnership's internal control and on its compliance with laws and regulations applicable to the financial statements.
/s/ Toski, Schaefer & Co., P.C. Williamsville, New York February 8, 2000
[Letterhead of Toski, Schaefer & Co., P.C.]
INDEPENDENT AUDITOR'S REPORT
The Partners Christine Apartments, L.P.:
We have audited the accompanying balance sheets of Christine Apartments, L.P. as of December 31, 1998 and 1997 and the related statements of operations, partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Christine Apartments, L.P. as of December 31, 1998 and 1997 and the results of its operations, changes in partners' equity and cash flows for the years then ended, in conformity with generally accepted accounting principles.
In accordance with Government Auditing standards, we have also issued reports dated February 8, 1999 on our consideration of the Partnership's internal control and on its compliance with laws and regulations applicable to the financial statements.
/s/ Toski, Schaefer & Co., P.C. Williamsville, New York February 8, 1999
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners Plainsboro Housing Partners Limited Partnership
We have audited the accompanying balance sheets of Plainsboro Housing Partners Limited Partnership as of December 31, 1999 and 1998, and the related statements of revenue and expenses, changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Plainsboro Housing Partners Limited Partnership as of December 31, 1999 and 1998, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Reznick Fedder & Silverman Baltimore, Maryland January 5, 2000
[Letterhead of Reznick Fedder & Silverman]
INDEPENDENT AUDITORS' REPORT
To the Partners Plainsboro Housing Partners Limited Partnership
We have audited the accompanying balance sheets of Plainsboro Housing Partners Limited Partnership as of December 31, 1998 and 1997, and the related statements of revenue and expenses, changes in partners' equity and cash flows for the years then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Plainsboro Housing Partners Limited Partnership as of December 31, 1998 and 1997, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with generally accepted accounting principles.
/s/ Reznick Fedder & Silverman Baltimore, Maryland January 8, 1999
[Letterhead of Asher & Company, Ltd.]
Independent Auditors' Report
The Partners Rolling Green Associates, L.P. Marlton, New Jersey
We have audited the accompanying balance sheets of Rolling Green Associates, L.P. (A Limited Partnership) as of December 31, 1999 and 1998 and the related statements of profit and loss, Partners' capital and cash flows for the year ended December 31, 1999. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Rolling Green Associates, L.P. (A Limited Partnership) as of December 31, 1999 and 1998 and the results of its operations, changes in its Partners' capital, and its cash flows for the year ended December 31, 1999 in conformity with generally accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
In accordance with Government Auditing Standards and the Consolidated Audit Guide for Audits of HUD Programs, issued by the U.S. Department of Housing and Urban Development, we have also issued a report dated January 27, 2000 on our consideration of Rolling Green Associates, L.P.'s (A Limited Partnership) internal control and reports dated January 27, 2000 on its compliance with specific requirements applicable to its major HUD program and specific requirements applicable to fair housing and non-discrimination.
/s/ Asher & Company Ltd. Philadelphia, Pennsylvania January 27, 2000
[Letterhead of Asher & Company, Ltd.]
Independent Auditors' Report
The Partners Rolling Green Associates, L.P. Marlton, New Jersey
We have audited the accompanying balance sheets of Rolling Green Associates, L.P. (A Limited Partnership) as of December 31, 1998 and 1997 and the related statements of profit and loss, Partners' capital and cash flows for the year ended December 31, 1998. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Rolling Green Associates, L.P. (A Limited Partnership) as of December 31, 1998 and 1997 and the results of its operations, changes in its Partners' capital, and its cash flows for the year ended December 31, 1998 in conformity with generally accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
In accordance with Government Auditing Standards and the Consolidated Audit Guide for Audits of HUD Programs, issued by the U.S. Department of Housing and Urban Development, we have also issued a report dated January 22, 1999 on our consideration of Rolling Green Associates, L.P.'s (A Limited Partnership) internal control and reports dated January 22, 1999 on its compliance with specific requirements applicable to its major HUD program and specific requirements applicable to fair housing and non-discrimination.
/s/ Asher & Company Ltd. Philadelphia, Pennsylvania January 22, 1999
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
See accompanying notes to consolidated financial statements.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS
*Reclassified for comparative purposes. See accompanying notes to consolidated financial statements.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
See accompanying notes to consolidated financial statements.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (CONTINUED)
See accompanying notes to consolidated financial statements.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
NOTE 1 - General
Independence Tax Credit Plus L.P., a Delaware limited partnership (the "Partnership"), was organized on November 7, 1990, but had no activity until May 31, 1991 (which date is considered to be inception for financial accounting purposes) and commenced its public offering on July 1, 1991. The general partner of the Partnership is Related Independence Associates L.P., a Delaware limited partnership (the "General Partner").
The Partnership's business is to invest in other partnerships ("Local Partnerships," "subsidiaries" or "subsidiary partnerships") owning leveraged Apartment Complexes that are eligible for the low-income housing tax credit ("Tax Credit") enacted in the Tax Reform Act of 1986, some of which complexes may also be eligible for the historic rehabilitation tax credit.
The Partnership has interests in twenty-eight Local Partnerships as of March 31, 2000.
The Partnership was authorized to issue a total of 200,000 Beneficial Assignment Certificates ("BACs") which have been registered with the Securities and Exchange Commission for sale to the public. Each BAC represents all of the economic and virtually all of the ownership rights attributable to a limited partnership interest. As of March 31, 2000, the Partnership had raised a total of $76,786,000 representing 76,786 BACs and no further issuance of BACs is anticipated.
The terms of the Partnership's Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement") provide, among other things, that net profits or losses and distributions of cash flow are, in general, allocated 99% to the limited partners and BACs holders and 1% to the General Partner.
NOTE 2 - Summary of Significant Accounting Policies
a) Basis of Accounting
For financial reporting purposes the Partnership's fiscal year ends on March 31. All subsidiaries have fiscal years ending December 31. Accounts of the subsidiaries have been adjusted for intercompany transactions from January 1 through March 31. The Partnership's fiscal year ends March 31 in order to allow adequate time for the subsidiaries financial statements to be prepared and consolidated. The books and records of the Partnership are maintained on the accrual basis of accounting, in accordance with generally accepted accounting principles ("GAAP").
b) Basis of Consolidation
The consolidated financial statements include the accounts of the Partnership and twenty-eight subsidiary partnerships in which the Partnership is a limited partner. Through the rights of the Partnership and/or an affiliate of the General Partner, which affiliate has a contractual obligation to act on behalf of the Partnership, to remove the general partner of the subsidiary local partnerships and to approve certain major operating and financial decisions, the Partnership has a controlling financial interest in the subsidiary local partnerships. All intercompany accounts and transactions with the subsidiary partnerships have been eliminated in consolidation.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
Increases (decreases) in the capitalization of consolidated subsidiaries attributable to minority interest arise from cash contributions and cash distributions to the minority interest partners.
Losses attributable to minority interest which exceed the minority interests' investment in a subsidiary have been charged to the Partnership. Such losses aggregated approximately $31,000, $27,000 and $21,000 for the years ended March 31, 2000, 1999 and 1998, respectively (the 1999, 1998 and 1997 Fiscal Years, respectively). The Partnership's investment in each subsidiary is equal to the respective subsidiary's partners' equity less minority interest capital, if any. In consolidation, all subsidiary partnership losses are included in the Partnership's capital account except for losses allocated to minority interest capital.
c) Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, cash in banks, and investments in short-term highly liquid instruments purchased with original maturities of three months or less.
d) Property and Equipment
Property and equipment to be held and used are carried at cost which includes the purchase price, acquisition fees and expenses, construction period interest and any other costs incurred in acquiring the properties. The cost of property and equipment is depreciated over their estimated useful lives using accelerated and straight-line methods. Expenditures for repairs and maintenance are charged to expense as incurred; major renewals and betterments are capitalized. At the time property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the assets and accumulated depreciation accounts and the profit or loss on such disposition is reflected in earnings. A loss on impairment of assets is recorded when management estimates amounts recoverable through future operations and sale of the property on an undiscounted basis are below depreciated cost. At that time property investments themselves are reduced to estimated fair value (generally using discounted cash flows) when the property is considered to be impaired and the depreciated cost exceeds estimated fair value.
At the time management commits to a plan to dispose of assets, said assets are adjusted to the lower of carrying amount or fair value less costs to sell. These assets are classified as property and equipment-held for sale and are not depreciated.
Through March 31, 2000, the Partnership has recorded approximately $500,000 as a loss on impairment of assets.
e) Income Taxes
The Partnership is not required to provide for, or pay, any federal income taxes. Net income or loss generated by the Partnership is passed through to the partners and is required to be reported by them. The Partnership may be subject to state and local taxes in jurisdictions in which it operates. For income tax purposes, the Partnership has a fiscal year ending December 31.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
f) Offering Costs
Costs incurred to sell BACs, including brokerage and the nonaccountable expense allowance, are considered selling and offering expenses. These costs are charged directly to limited partners' capital.
g) Loss Contingencies
The Partnership records loss contingencies as a charge to income when information becomes available which indicates that it is probable that an asset has been impaired or a liability has been incurred as of the date of the financial statements and the amount of loss can be reasonably estimated.
h) Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.
i) Reclassification of Financial Statement Presentation
Certain reclassifications have been made to the Fiscal 1997 financial statements to conform with the Fiscal 1998 financial statement presentation. Such reclassifications had no effect on net loss as previously reported.
j) Recent Pronouncements
In April 1998, the AICPA issued SOP No. 98-5 "Reporting on the Costs of Start-Up Activities." SOP No. 98.5, which was adopted April 1, 1999, requires that costs of start-up activities including organizational costs be expensed as incurred. In addition, at the time of adoption the unamortizied balance of any previously deferred organizational costs must be expensed. This adoption resulted in $618,573 being fully expensed and included in depreciation and amortization on the consolidated statements for the operations for the year ended March 31, 2000.
NOTE 3 - Fair Value of Financial Instruments
The following methods and assumptions were used to estimate the fair value of each class of financial instruments (all of which are held for nontrading purposes) for which it is practicable to estimate that value:
CASH AND CASH EQUIVALENTS AND CASH HELD IN ESCROW The carrying amount approximates fair value.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
MORTGAGE NOTES PAYABLE The fair value of mortgage notes payable is estimated, where practicable, based on the borrowing rate currently available for similar loans.
The estimated fair values of the Partnership's mortgage notes payable are as follows:
*Management believes it is not practical to estimate the fair value of these mortgage notes payable because mortgage programs with similar characteristics are not currently available to the partnerships.
The carrying amount of other financial instruments that require such disclosure approximates fair value.
NOTE 4 - Property and Equipment
The components of property and equipment are as follows:
Included in property and equipment is approximately $4,500,000 of acquisition fees paid to the general partner and $1,057,104 of acquisition expenses as of March 31, 2000 and 1999. In addition, as of March 31, 2000 and 1999, building and improvements include approximately $4,378,000 of capitalized interest.
In connection with the rehabilitation of the properties, the subsidiary partnerships have incurred developer's fees of approximately $14,500,000 to the local general partners and affili-
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
ates, net of approximately $979,000 earned by the Partnership. Such fees have been included in the cost of property and equipment.
Depreciation expense for the years ended March 31, 2000, 1999 and 1998 amounted to $5,773,153, $5,794,508 and $6,087,958, respectively.
During the years ended March 31, 2000 and 1999, accumulated depreciation of $44,694 and $19,747, respectively, was written off.
West Diamond Street Associates ("West Diamond") analyzes the carrying value of its fixed assets on an ongoing basis to determine that the recorded amounts are reasonable and are not impaired. During 1997, the buildings were deemed to be impaired and were written down to their fair value. Fair value, which was determined by reference to the present value of the estimated future cash inflows of such fixed assets, inclusive of the low-income housing tax credits, exceeding the carrying value by approximately $500,000. This impairment loss was charged to operations for 1997. As a result of the impairment loss on the fixed assets, buildings and the related accumulated depreciation were reduced by $1,098,853 and $598,853, respectively.
NOTE 5 - Cash Held in Escrow
Cash held in escrow consists of the following:
*Represents amounts to be paid to seller after completion of properties under construction and upon meeting specified rental achievement criteria.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
NOTE 6 - Deferred Costs
The components of deferred costs and their periods of amortization are as follows:
*Over the life of the related mortgages.
Amortization expense for the years ended March 31, 2000, 1999 and 1998 amounted to $435,090, $199,950 and $279,297, respectively.
During the years ended March 31, 2000 and 1999, deferred costs of $1,229,035 and $227,331 and accumulated amortization of $1,004,990 and $121,060 were written off.
NOTE 7 - Mortgage and Construction Notes Payable
The mortgage and construction notes are payable in aggregate monthly installments of approximately $550,000, including principal and interest at rates varying from 0% to 10.29% per annum, through the year 2048. Each subsidiary partnership's mortgage or construction note payable is collateralized by the land and buildings of the respective subsidiary partnership, the assignment of certain subsidiary partnership's rents and leases, and is without further recourse.
Certain mortgage notes with balances aggregating $9,946,411 and $10,992,817 at December 31, 1999 and 1998, respectively, which bear interest at rates ranging from 8.5% to 9% per annum, were eligible for interest rate subsidies. Accordingly, the subsidiary partnerships paid only that portion of the monthly payments that would be required if the interest rate was 1% and the balance was subsidized under Sections 236 and 551(b) of the National Housing Act.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
Annual principal payment requirements, as of March 31, 2000, for each of the next five fiscal years and thereafter, are as follows:
At both December 31, 1999 and 1998, one subsidiary partnership had a construction loan commitment totaling $6,890,000. At both December 31, 1999 and 1998, such loan had an outstanding balance of $6,740,018. Subsequently on March 14, 2000 this construction loan was converted to a permanent mortgage loan.
The mortgage agreements require monthly deposits to replacement reserves of approximately $50,000 and monthly deposits to escrow accounts for real estate taxes, hazard and mortgage insurance and other (Note 5).
On November 5, 1999, the Homestead Apartments Associates, Ltd. ("Homestead I") refinanced its 9% first mortgage loan. The new loan, with a principal balance of $2,668,000, bears interest at 7% and requires monthly payments of interest only through maturity on November 5, 2001. Monthly escrow deposits for taxes are required. The Homestead I has the right to extend the maturity date to November 5, 2010 upon satisfaction of certain conditions. The existing first mortgage of $2,667,927 was paid off.
On November 5, 1999, the Homestead Apartments Associates II, Ltd. ("Homestead II") refinanced its 9% mortgage loan. The new loan, with a principal balance of $2,678,000, bears interest at 7% and requires monthly payments of interest only through maturity on November 5, 2001. Monthly escrow deposits for taxes are required and the Homestead II is subject to restrictions on distributions to the general partner. The Homestead II has the right to extend the maturity date to November 5, 2010 upon satisfaction of certain conditions. The existing first mortgage of $2,677,489 was paid off.
On March 20, 1998, Hampden Hall Associates, L.P. ("Hampden Hall") refinanced its primary debt under the HUD 223(f) program. The amount of this new mortgage is $2,257,500. It carries a term of 35 years and has an interest rate of approximately 6.5%. The existing $1,760,000 tax-exempt bonds were paid off with the proceeds of the new mortgage and the balance of the proceeds were used to pay closing costs and a portion of a note payable to the special limited partner of the Local General Partner. The Local General Partner also purchased three notes to the City of St. Louis totaling $1,350,000 and amounts due to a former Local General Partner for a discounted price resulting in a contribution to capital of approximately $1,340,000.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
NOTE 8 - Related Party Transactions
An affiliate of the General Partner, Independence SLP L.P., has either a 0.1% or 1% interest as a special limited partner in each of the Local Partnerships. An affiliate of the General Partner also has a minority interest in certain Local Partnerships.
A) Guarantees
The Partnership has negotiated Operating Deficit Guaranty Agreements with all Local Partnerships by which the general partners of the Local Partnerships have agreed to fund operating deficits for a specified period of time. The terms of the Operating Deficit Guaranty Agreements vary for each Local Partnership, with maximum dollar amounts to be funded for a specified period of time, generally three years, commencing on the break-even date. As of March 31, 2000 all operating deficit guarantees have expired. For the year ended March 31, 2000, nothing has been funded by the Local General Partners to meet such obligations, which includes amounts held in escrow by the Local Partnerships.
B) Other Related Party Expenses
The General Partner and its affiliates perform services for the Partnership. The costs incurred for the years ended March 31, 2000, 1999 and 1998 were as follows:
(i) The General Partner is entitled to receive a partnership management fee, after payment of all partnership expenses, which together with the local annual administrative fees will not exceed a maximum of 0.5% per annum of invested assets (as defined in the Partnership Agreement), for administering the affairs of the Partnership. Subject to the foregoing limitation, the partnership management fee will be determined by the General Partner in its sole discretion based upon its review of the Partnership's investments. Unpaid partnership management fees for any year have been, and will continue to be, accrued without interest and will be payable only to the extent of available funds after the Partnership has made distributions to
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
the limited partners of sale or refinancing proceeds equal to their original capital contributions plus a 10% priority return thereon (to the extent not theretofore paid out of cash flow). Partnership management fees owed to the General Partner amounting to approximately $2,299,000 and $1,419,000 were accrued and unpaid as of March 31, 2000 and 1999, respectively.
(ii) The Partnership reimburses the General Partner and its affiliates for actual Partnership operating expenses incurred by the General Partner and its affiliates on the Partnership's behalf. The amount of reimbursement from the Partnership is limited by the provisions of the Partnership Agreement. Another affiliate of the General Partner performs asset monitoring for the Partnership. These services include site visits and evaluations of the subsidiary partnerships' performance.
(iii) Property management fees incurred to affiliates of the subsidiary partnerships amounted to $946,707, $933,974 and $904,376 for the 1999, 1998 and 1997 Fiscal Years, respectively. Included in amounts incurred to affiliates of the subsidiary partnerships were $0, $0 and $63,309 for the 1999, 1998 and 1997 Fiscal Years, respectively, which were also incurred to an affiliate of the General Partner.
(iv) Independence SLP L.P. is entitled to receive a local administrative fee of up to $2,500 per year from each subsidiary partnership.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
C) Due to Local General Partners and Affiliates
Due to local general partners and affiliates consists of the following:
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
D) Other
Pursuant to the Partnership Agreement and the Local Partnership Agreements, the General Partner and Independence SLP L.P. received their pro rata share of profits, losses and tax credits.
NOTE 9 - Income Taxes
A reconciliation of the financial statements net loss to the income tax loss for the Partnership and its consolidated subsidiaries follows:
NOTE 10 - Commitments and Contingencies
OLD PUBLIC LIMITED PARTNERSHIP
Old Public Limited Partnership (the "Debtor") originally filed its bankruptcy case in the United States Bankruptcy Court for the Southern District of New York on November 17, 1998. The case was transferred to the United States Bankruptcy Court for the Middle District of Tennessee, Columbia Division before Judge George Paine, presiding as the result of a venue motion filed by the First National Bank of Pulaski, Tennessee, the sole secured creditor of the Debtor (the "Bank").
The Second Amended Plan of Reorganization, as modified, was confirmed on February 18, 2000. Pursuant to the plan the Debtor affirmed its obligations to the Bank, paid the Bank on the Effective Date (ten days following confirmation) (i) the arrearages due as to principal and interest through a cash infusion by the current limited partners of the Debtor, (ii) an additional sum of $50,000 and (iii) execution of a three-year nine percent note in the amount of $30,700 in
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2000
satisfaction of the Bank's accrued attorneys fees. As of March 31, 2000, the Partnership has advanced approximately $376,000.
The former general partner of the Debtor, Old Public School, Inc. and two of its principals, Lloyd Carroll and Jane Gay Carvell filed unsecured claims (the "Litigation Claims") against the Debtor in the amount of approximately $900,000. The court, on summary judgment filed by the Debtor, disallowed approximately $750,000 of the asserted claims. The remainder of the claims asserted will be treated as voluntary loans and will be satisfied in accordance with the terms of the Partnership Agreement.
a) Uninsured Cash and Cash Equivalents
The Partnership maintains its cash and cash equivalents in various banks. Accounts at each bank are guaranteed by the Federal Deposit Insurance Corporation up to $100,000. As of March 31, 2000, uninsured cash and cash equivalents approximated $789,000.
b) Letters of Credit
As of December 31, 1999, the subsidiary partnerships were contingently liable on open letters of credit as follows:
c) Other
The Partnership is subject to the risks incident to potential losses arising from the management and ownership of improved real estate. The Partnership can also be affected by poor economic conditions generally, however no more than % of the properties are located in any single state. There are also substantial risks associated with owning properties receiving government assistance; for example the possibility that Congress may not appropriate funds to enable the U.S. Department of Housing and Urban Development ("HUD") to make rental assistance payments. HUD also restricts annual cash distributions to partners based on operating results and a percentage of the owner's equity contribution. The Partnership cannot sell or substantially liquidate its investments in subsidiary partnerships during the period that the subsidy agreements are in existence, without HUD's approval. Furthermore, there may not be market demand for apartments at full market rents when the rental assistance contracts expire.
The Partnership and BACs holders began to recognize Housing Tax Credits with respect to a Property when the Credit Period for such Property commenced. Because of the time required for the acquisition, completion and rent-up of Properties, the amount of Tax Credits per BAC gradually increased over the first three years of the Partnership. Housing Tax Credits not recognized in the first three years will be recognized in the 11th through 13th years. The Partnership generated $11,986,066, $11,979,284 and $11,977,461 Housing Tax Credits during the 1999, 1998 and 1997 tax years, respectively.
Item 9.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
None
PART III
Item 10.
Item 10. Directors and Executive Officers of the Registrant.
The Partnership has no directors or executive officers. The Partnership's affairs are managed and controlled by the General Partner. Certain information concerning the directors and executive officers of Related Independence Associates Inc. ("RIAI"), the sole general partner of Related Independence Associates L.P., the General Partner, is set forth below.
STEPHEN M. ROSS, 60, is also President, Director and shareholder of The Related Realty Group, Inc., the General Partner of The Related Companies, L.P. He graduated from the University of Michigan School of Business Administration with a Bachelor of Science degree and from Wayne State University School of Law with a Juris Doctor degree. Mr. Ross than received a Master of Laws degree in taxation from New York University School of Law. He joined the accounting firm of Coopers & Lybrand in Detroit as a tax specialist and later moved to New York, where he worked for two large Wall Street investment banking firms in their real estate and corporate finance departments. Mr. Ross formed the predecessor of The Related Companies, L.P. in 1972 to develop, manage, finance and acquire subsidized and conventional apartment developments. Mr. Ross also serves on the Board of Trustees of Charter Municipal Mortgage Acceptance Company.
MICHAEL BRENNER, 54, is a Director of Aegis, and is the Executive Vice President and Chief Financial Officer of TRCLP. Prior to joining TRCLP in 1996, Mr. Brenner was a partner with Coopers & Lybrand, having served as managing partner of its Industry Programs and Client Satisfaction initiatives from 1993-1996, managing partner of the Detroit group of offices from 1986-1993 and the Chairman of its National Real Estate Industry Group from 1984-1986. Mr. Brenner graduated summa cum laude from the University of Detroit with a Bachelors degree in Business Administration and from the University of Michigan with a Masters of Business Administration, with distinction. Mr. Brenner also serves on the Board of Trustees of Charter Municipal Mortgage Acceptance Company and Aegis Realty, Inc.
ALAN P. HIRMES, 45, has been a Certified Public Accountant in New York since 1978. Prior to joining Capital in October 1983, Mr. Hirmes was employed by Weiner & Co., Certified Public Accountants. Mr. Hirmes is also a Vice President of Capital. Mr. Hirmes graduated from Hofstra University with a Bachelor of Arts degree.
STUART J. BOESKY, 44, practiced real estate and tax law in New York City with the law firm of Shipley & Rothstein from 1984 until February 1986 when he joined Capital. From 1983 to 1984, Mr. Boesky practiced law with the Boston law firm of Kaye Fialkow Richard & Rothstein (which subsequently merged with Strook & Strook & Lavan) and from 1978 to 1980 was a consultant specializing in real estate at the accounting firm of Laventhol & Horwath. Mr. Boesky graduated from Michigan State University with a Bachelor of Arts degree and from Wayne State School of Law with a Juris Doctor degree. He then received a Master of Laws degree in Taxation from Boston University School of Law.
MARC D. SCHNITZER, 39, is responsible both for financial restructurings of real estate properties and directing Capital's acquisitions of properties generating Housing Tax Credits. Mr. Schnitzer received a Masters of Business Administration from The Wharton School of the University of Pennsylvania in December 1987 before joining Related in January 1988. From 1983 to January 1986, he was a financial analyst for the First Boston Corporation in New York. Mr. Schnitzer graduated summa cum laude with a Bachelor of Science in Business Administration from the School of Management at Boston University in May 1983.
DENISE L. KILEY, 40, is responsible for overseeing the due diligence and asset management of all multifamily residential properties invested in RCC sponsored corporate, public and private equity and debt funds. Prior to joining Related in 1990, Ms. Kiley had experience acquiring, financing and asset managing multifamily residential properties. From 1981-1985 she was an auditor with Price Waterhouse. Ms. Kiley holds a Bachelor of Science in Accounting from Boston College.
GLENN F. HOPPS, 37, was employed, prior to joining Related in December 1, 1990, by Mark Shron & Company and Weissbarth, Altman and Michaelson certified public accountants. Mr. Hopps graduated from New York State University at Albany with a Bachelor of Science Degree in Accounting
TERESA WICELINSKI, 34, joined Related in June 1992, and prior to that date was employed by Friedman, Alpren & Green, certified public accountants. Ms. Wicelinski graduated from Pace University with a Bachelor of Arts Degree in Accounting.
Item 11.
Item 11. Executive Compensation.
The Partnership has no officers or directors. The Partnership does not pay or accrue any fees, salaries or other forms of compensation to directors or officers of the general partner of the General Partner for their services. Under the terms of the Partnership Agreement, the General Partner and its affiliates are entitled to receive compensation from the Partnership in consideration of certain services rendered to the Partnership by such parties. In addition, the General Partner is entitled to 1% of all cash distributions and Tax Credit allocations and a subordinated 15% interest in Net Sales or Refinancings Proceeds. See Note 8 to the Financial Statements in Item 8 above for a presentation of the types and amounts of compensation paid to the General Partner and its affiliates, which is incorporated herein by reference thereto.
Tabular information concerning salaries, bonuses and other types of compensation payable to executive officers has not been included in this annual report. As noted above, the Partnership has no executive officers. The levels of compensation payable to the General Partner and/or its affiliates is limited by the terms of the Partnership Agreement and may not be increased therefrom on a discretionary basis.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
Independence SLP L.P., a limited partnership whose general partner is the General Partner of the Partnership and which acts as the special limited partner of each Local Partnership, holds either a 0.1% or 1% limited partnership interest in each Local Partnership. See Note 8 to the Financial Statements in Item 8 above, which information is incorporated herein by reference thereto.
Except as set forth in the table below, no person is known by the Partnership to be the beneficial owner of more than 5% of the Limited Partnership Interests and neither the Related General Partner nor any director or executive officer of the Related General Partner owns any Limited Partnership Interests. The following table sets forth the number of BACs beneficially owned, as of June 1, 2000, by (i) each BACs holder known to the Partnership to be a beneficial owner of more than 5% of the BACs, (ii) each director and executive officer of the general partner of the Related General Partner and (iii) the directors and executive officers of the general partner of the Related General Partner as a group. Unless otherwise noted, all BACs are owned directly with sole voting and dispositive powers.
(1) The address for each of the persons in the table is 625 Madison Avenue, New York, New York 10022.
(2) As set forth in Schedule 13D filed by Lehigh Tax Credit Partners L.L.C. ("Lehigh I") and Lehigh Tax Credit Partners, Inc., (the "Managing Member") on June 10, 1997 with the Securities and Exchange Commission (the "Commission") and pursuant to a letter agreement dated May 28, 1997 among the Partnership, Lehigh I and the Related General Partner (the "Standstill Agreement"), Lehigh I agreed that, prior to May 28, 2007 (the "Standstill Expiration Date"), it will not and it will cause certain affiliates including (Lehigh II) not to (i) acquire, attempt to acquire or make a proposal to acquire, directly or indirectly, more than 45% (including BACs acquired through all other means) of the outstanding BACs, (ii) seek to propose to enter into, directly or indirectly, any merger, consolidation, business combination, sale or acquisition of assets, liquidation, dissolution or other similar transaction involving the Partnership, (iii) make, or in any way participate, directly or indirectly, in any "solicitation" of "proxies" or "consents" (as such terms are used in the proxy rules of the Commission) to vote any voting securities of the Partnership, (iv) form, join or otherwise participate in a "group" (within the meaning of Section 13 (d)(3) of the Securities and Exchange Act of 1934) with respect to any voting securities of the Partnership, except those affiliates bound by the Standstill Agreement will not be deemed to have violated it and formed a "group" solely by acting in accordance with the Standstill Agreement, (v) disclose in writing to any third party any intention, plan or arrangement inconsistent with the terms of the Standstill Agreement, or (vi) loan money to, advise, assist or encourage any person in connection with any action inconsistent with the terms of the
Standstill Agreement. In addition, Lehigh I agreed that until the Standstill Expiration Date it will not sell any BACs acquired by it unless the buyer of such BACs agrees to be bound by the Standstill Agreement; provided, however, Lehigh I may make transfers in the secondary market to any purchaser which represents that following such sale it will not own three (3%) percent or more of the BACs outstanding. By the terms of the Standstill Agreement, Lehigh I also agreed to vote its BACs in the same manner as a majority of all voting BACs holders; provided, however, Lehigh I is entitled to vote its BACs as it determines with regard to any proposal (i) to remove the Related General Partner as a general partner of the Partnership or (ii) concerning the reduction of any fees, profits, distributions or allocations for the benefit of the Related General Partner or its affiliates. The addresses of each of the Partnership, Lehigh I and the Related General Partner is 625 Madison Avenue, New York, New York 10022.
(3) All of such BACs represent BACs owned directly by Lehigh, I and Lehigh Tax Credit Partners II, L.L.C. ("Lehigh II") for which the Managing Member serves as managing member. As of June 1, 2000, Lehigh I held 3,410.65 BACs and Lehigh II held 3,435.65 BACs.
(4) Each such party serves as a director and executive officer of the Managing Member and owns an equity interest therein except J. Michael Fried who owns only an economic interest.
Item 13.
Item 13. Certain Relationships and Related Transactions.
The Partnership has and will continue to have certain relationships with the General Partner and its affiliates, as discussed in Item 11 and also Note 8 to the Financial Statements in Item 8 above, which is incorporated herein by reference. However, there have been no direct financial transactions between the Partnership and the directors and officers of the general partner of the General Partner.
PART IV
Item 14.
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
Sequential Page ----------
(a) 1. Financial Statements
Independent Auditors' Report 14
Consolidated Balance Sheets at March 31, 2000 and 1999 75
Consolidated Statements of Operations for the Years Ended March 31, 2000, 1999 and 1998 76
Consolidated Statements of Changes in Partners' Capital (Deficit) for the Years Ended March 31, 2000, 1999 and 1998 77
Consolidated Statements of Cash Flows for the Years Ended March 31, 2000, 1999 and 1998 78
Notes to Consolidated Financial Statements 80
(a) 2. CONSOLIDATED FINANCIAL STATEMENT SCHEDULES
Independent Auditors' Report 102
Schedule I- Condensed Financial Information of Registrant 103
Schedule III - Real Estate and Accumulated Depreciation 106
(a) 3. EXHIBITS
(3A) Form of Amended and Restated Agreement of Limited Partnership of Independence Tax Credit Plus L.P., attached to the Prospectus as Exhibit A*
(3B) Amended and Restated Certificate of Limited Partnership of Independence Tax Credit Plus L.P.*
(10A) Form of Subscription Agreement attached to the Prospectus as Exhibit B*
(10B) Form of Purchase and Sales Agreement pertaining to the Partnership's acquisition of Local Partnership Interests*
(10C) Form of Amended and Restated Agreement of Limited Partnership of Local Partnerships*
(21) Subsidiaries of the Registrant 99
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K (continued)
Sequential Page ----------
(27) Financial Data Schedule (filed herewith) 109
*Incorporated herein as an exhibit by reference to exhibits filed with Pre-Effective Amendment No. 1 to the Independence Tax Credit Plus L.P. Registration Statement on Form S-11 (Registration No. 33-37704)
(b) REPORTS ON FORM 8-K
No reports on Form 8-K were filed during the quarter.
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K. (continued)
Jurisdiction (c) Subsidiaries of the Registrant (Exhibit 21) of Organization ------------------------------ ---------------
Harbor Court Limited Partnership NY Old Public Limited Partnership TN Lancaster Terrace Limited Partnership OR 655 North Street Limited Partnership LA Landreth Venture PA Homestead Apartments Associates Ltd. FL Bethel Villa Associates, L.P. DE West Diamond Street Associates PA Susquehanna Partners PA Boston Bay Limited Partnership MA Morrant Bay Limited Partnership MA Hope Bay Limited Partnership MA Lares Apartments Limited Partnership PR Lajas Apartments Limited Partnership PR Arlington-Rodeo Properties CA Conifer Bateman Associates NY Hampden Hall Associates, L.P. MO Chester Renaissance Associates PA Homestead Apartments II, LTD. FL P.S. 157 Associates, L.P. NY Cloisters Limited Partnership II PA Creative Choice Homes II, LTD. FL Milford Crossing Associates L.P. DE BX-7F Associates, L.P. NY Los Angeles Limited Partnership PR Christine Apartments, L.P. NY Plainsboro Housing Partners, L.P. NJ Rolling Green Associates, L.P. NY
(d) Not applicable
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
INDEPENDENCE TAX CREDIT PLUS L.P. (Registrant)
By: RELATED INDEPENDENCE ASSOCIATES L.P., its General Partner
By: RELATED INDEPENDENCE ASSOCIATES INC., a General Partner
Date: June 9, 2000 By: /s/ MICHAEL BRENNER ------------------- Michael Brenner President and Chief Executive Officer (Principal Executive 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 registrant and in the capacities and on the dates indicated:
Signature Title Date - - - - ------------------- ------------------------------------- ------------
President and Chief Executive Officer /s/ Michael Brenner (principal executive officer) - - - - ------------------- of Related Independence Associates Inc. June 9, 2000 Michael Brenner
Senior Vice President /s/ Alan P. Hirmes (principal financial officer) - - - - ------------------- of Related Independence Associates Inc. June 9, 2000 Alan P. Hirmes
Treasurer /s/ Glenn F. Hopps (principal accounting officer) of - - - - ------------------- Related Independence Associates Inc. June 9, 2000 Glenn F. Hopps
/s/ Stephen M. Ross Director of - - - - ------------------- Related Independence Associates Inc. June 9, 2000 Stephen M. Ross
INDEPENDENT AUDITORS' REPORT ----------------------------
To the Partners of Independence Tax Credit Plus L.P. and Subsidiaries (A Delaware Limited Partnership)
In connection with our audits of the consolidated financial statements of Independence Tax Credit Plus L.P. and Subsidiaries included in the Form 10-K as presented in our opinion dated June 8, 2000 on page 14, and based on the reports of other auditors, we have also audited supporting Schedule I for the 1999, 1998 and 1997 Fiscal Years and Schedule III at March 31, 2000. In our opinion, and based upon the reports of the other auditors, these consolidated schedules present fairly, when read in conjunction with the related consolidated financial statements, the financial data required to be set forth therein.
TRIEN ROSENBERG ROSENBERG WEINBERG CIULLO & FAZZARI LLP
New York, New York June 8, 2000
* Personal property is depreciated over the estimated useful life ranging from 3 to 10 years. ** During the year ended December 31, 1997, the Partnership sold a parcel of land for $210,000 to an entity with a member who is also the general partner of the Partnership.
INDEPENDENCE TAX CREDIT PLUS L.P. AND SUBSIDIARIES SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION Partnership Property Pledged as Collateral MARCH 31, 2000 (continued)
At the time the Local Partnerships were acquired by Independence Tax Credit Plus L.P., the entire purchase price paid by Independence Tax Credit Plus L.P. was pushed down to the local partnerships as property and equipment with an offsetting credit to capital. Since the projects were in the construction phase at the time of acquisition, the capital accounts were insignificant at the time of purchase. Therefore, there are no material differences between the original cost basis for tax and GAAP.