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EX-32.2 - CERTIFICATION - WNC HOUSING TAX CREDIT FUND VI LP SERIES 10wnc_ex322.htm
EX-32.1 - CERTIFICATION - WNC HOUSING TAX CREDIT FUND VI LP SERIES 10wnc_ex321.htm
EX-31.2 - CERTIFICATION - WNC HOUSING TAX CREDIT FUND VI LP SERIES 10wnc_ex312.htm
EX-31.1 - CERTIFICATION - WNC HOUSING TAX CREDIT FUND VI LP SERIES 10wnc_ex311.htm
10-K - ANNUAL REPORT - WNC HOUSING TAX CREDIT FUND VI LP SERIES 10wnc_10k.htm
Exhibit 99.2
 

 
FINANCIAL STATEMENTS AND
INDEPENDENT AUDITOR'S REPORT
 
STARLIGHT PLACE, LP
 
USDA Rural Development Case No. 02-0546282
 
FOR THE YEAR ENDED DECEMBER 31, 2013

 
 

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
TABLE OF CONTENTS
 
  PAGE
INDEPENDENT AUDITOR'S REPORT 3
   
FINANCIAL STATEMENTS: 4
   
BALANCE SHEET 5
   
STATEMENT OF OPERATIONS 6
   
STATEMENT OF CHANGES IN PARTNERS' CAPITAL 7
   
STATEMENT OF CASH FLOWS 8
   
NOTES TO FINANCIAL STATEMENTS 9
   
ACCOMPANYING INFORMATION:  
   
INDEPENDENT AUDITOR'S REPORT ON INFORMATION
ACCOMPANYING THE BASIC FINANCIAL STATEMENTS
 
   
SUPPLEMENTAL INFORMATION REQUIRED BY RHS  
   
INDEPENDENT AUDITORS' REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH
GOVERNMENT AUDITING STANDARDS
 
   
REPORTABLE CONDITIONS OF NON COMPLIANCE AND AUDITEE'S COMMENTS ON PRIOR AUDIT RESOLUTION MATTERS RELATED TO UNITED STATES DEPARTMENT OF AGRICULTURE RURAL DEVELOPMENT PROGRAMS
 

 
 

 
 
PAILET, MEUNIER and LeBLANC, L.L.P.
Certified Public Accountants
Management Consultants
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
To the Partners
Starlight Place, LP Americus, Georgia
 
We have audited the accompanying financial statements of Starlight Place, LP, USDA Rural Development Case No. 02-0546282, as of December 31, 2013 and the related statements of operations, changes in partners' equity and cash flows for the year ended December 31, 2013. Starlight Place, LP's management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (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 also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, 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 Starlight Place, LP as of December 31, 2013 and the result of its operations and its cash flows for the year ended December 31, 2013 in conformity with accounting principles generally accepted in the United States of America.
 
In accordance with Government Auditing Standards, we have also issued a report dated February 14, 2014 on our consideration of Starlight Place, LP's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.
 
Metairie, Louisiana
February 14, 2014
Member of: PCAOB - Public Company Accounting Oversight Board


AICPA: Center for Public Company Audit Firms (SEC) Governmental Audit Quality Center Private Companies Practice Section (PCPS)
 
3421 N. Causeway Blvd., Suite 701 Metairie, LA 70002 Telephone (504) 837-0770 Fax (504) 837-7102
201 St. Charles Ave., Suite 2500 New Orleans, LA 70170 Telephone (504) 599-5905 Fax (504) 837-7102
www.pmlcpa.com
 
3

 
 
BALANCE SHEET
 
DECEMBER 31, 2013
 
ASSETS
       
Current Assets
       
Cash
  $
22,049
 
Accounts Receivable
   
627
 
Prepaid Expenses
   
1,500
 
Total Current Assets
    24,176  
Restricted Reserves and Escrows
       
Tax Escrow
    22,230  
Tenant Security Deposits
    9,500  
Replacement Reserve
    137,200  
Operating Deficit Reserve
    42,079  
Total Restricted Reserves and Escrows
    211,009  
Property, Plant and Equipment
       
Land
    248,710  
Land Improvements
    663,095  
Building
    3,687,417  
Furniture and Equipment
    87,871  
Total Property, Plant and Equipment
    4,687,093  
Less: Accumulated depreciation
    (1,240,634 )
Property, Plant and Equipment, Net
    3,446,459  
Other Assets
       
Monitoring Fee, Net
    3,380  
Total Assets
  $ 3,685,024  
 
See auditors' report and accompanying notes to the financial statements

 
4

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
BALANCE SHEET
 
DECEMBER 31, 2013
 
LIABILITIES AND PARTNERS' EQUITY
     
Current Liabilities
     
Accounts Payable
  $ 932  
Mortgage Payable - Current Portion
    2,694  
Total Current Liabilities
    3,626  
         
Deposits and Prepayment Liabilities
       
Prepaid Rents
    1,105  
Tenant Security Deposits
    9,500  
Total Deposits and Prepayment Liabilities
    10,605  
         
Other Liabilities        
Mortgage Payable
    359,686  
Less: Current Portion
    (2,694 )
Total Other Liabilities
    356,992  
Total Liabilities
    371,223  
         
Partners' Equity        
Partners' Equity     3,313,801  
Total Liabilities and Partners' Equity   $ 3,685,024  
 
See auditors' report and accompanying notes to the financial statements
 
 
5

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
STATEMENT OF OPERATIONS
 
FOR THE YEAR ENDED DECEMBER 31, 2013
 
Revenue
       
         
Rental Income
  $ 273,011  
Interest Credit Subsidy
    10,879  
Tenant Charges
    3,972  
Interest Income
    111  
Total Revenue
    287,973  
Expenses
       
Maintenance and Operating
    85,103  
Utilities
    7,556  
General and Administrative
    68,864  
Taxes and Insurance
    81,542  
Partnership Management Fees
    12,473  
Interest Expense
    27,333  
Depreciation
    137,335  
Amortization
    520  
Total Expenses
    420,726  
Net Loss
  $ (132,753 )
 
See auditors' report and accompanying notes to the financial statements
 
 
6

 
 
STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
STATEMENT OF CHANGES IN PARTNERS' EQUITY
 
FOR THE YEAR ENDED DECEMBER 31, 2013
 
   
General
Partner
   
Limited
Partners
   
Total
 
Partner's Equity (Deficit) - January 1, 2013
  $ (43 )   $ 3,446,597     $ 3,446,554  
Net Loss
    (7 )     (132,746 )     (132,753 )
Partner's Equity (Deficit) - December 31, 2013
  $ (50 )   $ 3,313,851     $ 3,313,801  
 
See auditors' report and accompanying notes to the financial statements
 
 
7

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
STATEMENT OF CASH FLOWS
 
FOR THE YEAR ENDED DECEMBER 31, 2013
 
Cash flows from operating activities:
       
Net Loss
  $ (132,753 )
Adjustments to reconcile net loss to net cash provided by operating activities:
       
Depreciation and amortization
    137,855  
(Increase) decrease in Accounts Receivable
    (85 )
(Increase) decrease in Prepaid Expenses
    (68 )
Increase (decrease) in Accounts payable
    (518 )
Increase (decrease) in security deposits payable
    50  
Increase (decrease) in prepaid rent
    (645 )
Total adjustments
    136,589  
Net cash provided (used) by operating activities
    3,836  
Cash flows from investing activities:
       
(Deposit) withdrawal tax and insurance escrow
    2,152  
(Deposit) withdrawal replacement reserve
    (17,425 )
(Deposit) withdrawal operating deficit reserve
    (26 )
(Deposit) withdrawal security deposit account
    (50 )
Net cash provided (used) by investing activities
    (15,349 )
Cash flows from financing activities:
       
Principal payments on mortgage
    (2,513 )
Net cash provided (used) by financing activities
    (2,513 )
Net increase (decrease) in cash and equivalents
    (14,026 )
Cash and equivalents, beginning of year
    36,075  
Cash and equivalents, end of year
  $ 22,049  
Supplemental disclosures of cash flow information:
       
Cash paid during the year for:
       
Interest Expense
  $ 27,333  
 
See auditors' report and accompanying notes to the financial statements

 
8

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2013
 
NOTE A - NATURE OF OPERATIONS
 
Starlight Place, LP (the "Partnership") was formed in 2005 under the laws of the State of Georgia for the purpose of constructing and operating a 52-unit apartment community, known as Starlight Place, and located in Americus, Georgia. The community is financed by a USDA Rural Development ("RD") Section 538 Loan, and therefore is regulated by RD as to rent charges and operating methods.
 
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
The following significant accounting policies have been followed in the preparation of the financial statements.
 
Basis of Accounting
 
The Partnership prepares its financial statements on the accrual basis of accounting and in accordance with accounting principles generally accepted in the United States of America.
 
Cash and Cash Equivalents
 
For purposes of statements of cash flows, cash and cash equivalents include all cash balances and highly liquid investments with a maturity of three months or less at the acquisition date. Restricted cash is not considered cash equivalents.
 
Concentration of Credit Risk
 
The Partnership maintains its cash in financial institutions insured by the Federal Deposit Insurance Corporation (FDIC). Deposit accounts, at times, may exceed federally insured limits. All deposits are fully insured by the FDIC up to $250,000 per bank. The Partnership has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash and cash equivalents.
 
Tenant Rent Receivables
 
Management considers tenant rent receivables to be fully collectible; accordingly, no allowance for doubtful accounts is required. Uncollectible rent receivables are charged to operations upon management's determination that collection of the receivable is unlikely.
 
Other Assets
 
Monitoring fees have been recorded at cost. Amortization has been provided for using the straight-line method over 15 years.
 
 
9

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2013
 
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
Property, Plant and Equipment
 
Property, plant and equipment are recorded at cost. Depreciation is provided for in amounts sufficient to relate the cost of depreciable assets to operations using the straight-line method over their estimated service lives of 40 years for real property, 5 years for personal property, and 15 years for land improvements. Depreciation expense for the year ended December 31, 2013 was $137,335. As of December 31, 2013, accumulated depreciation was $1,240,634.
 
Maintenance and repairs are charged to expense as incurred; major renewals and betterments are capitalized. When items of property or equipment are sold or retired, the related cost and accumulated depreciation are removed from the accounts, and any gain or loss is included in income.
 
Impairment of long-lived assets
 
In accordance with Accounting Standards Codification 360-10-05-4, Accounting for the Impairment or Disposal of Long-Lived Assets, the partnership reviews its rental property for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recovered. If the fair value is less than the carrying amount for the asset, an impairment loss is recognized for the difference. No impairment loss has been recognized during the year ended December 31, 2013.
 
Rental Income
 
Rental income is recognized as rentals become due. Rental payments received in advance are deferred until earned. All leases between the Partnership and tenants of the property are operating leases.
 
Income Taxes
 
No income tax provision has been included in the financial statements since income or loss of the Partnership is required to be reported by the partners on their respective income tax returns. On January 1, 2009, the Partnership applied the guidance on accounting for uncertain tax provisions in FASB ASC 740, Income Taxes. The Partnership is no longer subject to income tax examinations for calendar years prior to 2010.
 
Reclassifications
 
Certain accounts in the prior-year financial statements have been reclassified for comparative purposes to conform with the presentation in the current-year financial statements.

 
10

 
 
STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2013
 
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
Accounting Standards Codification
 
The Financial Accounting Standards Board ("FASB ASC") became the sole authoritative source of generally accepted accounting principles in the United States of America for periods ending after September 15, 2009. The FASB ASC incorporates all authoritative literature previously issued by a standard setter. Adoption of the FASB ASC has no effect on the Partnership's financial position, results from operations, partners' equity, or cash flows. References to the authoritative accounting literature in the notes to the financial statements are to the FASB ASC.
 
NOTE C - ESTIMATES
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates.
 
NOTE D - TENANT SECURITY DEPOSITS
 
Security deposits collected from tenants are held in a separate bank account. The account's status at December 31, 2013, is:
 
Tenant security deposit cash account   $ 9,500  
Tenant security deposits payable balance     (9,500 )
         
Excess (Deficit)   $ -  
 
NOTE E - REPLACEMENT RESERVE
 
In accordance with the provisions of the mortgage agreement, restricted cash is held by Capstone Realty Advisors, to be used for replacement of property as follows:
 
Beginning balance   $ 119,775  
Add: Deposits     17,425  
Less: Reserve releases     -  
         
Ending balance, as confirmed by bank   $ 137,200  
 
 
11

 
 
 STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS 
 
DECEMBER 31, 2013
 
NOTE F - REQUIRED RESERVES
 
In accordance with the provisions of the mortgage agreement, certain reserves are required to be established to be used for budgeted expense items and loan payments as follows:
 
Rent-up reserve
  $ 36,264  
Operating deficit reserve
    5,815  
Total
  $ 42,079  
 
NOTE G - INTANGIBLE ASSETS
 
Compliance monitoring fees at December 31, 2013 were net of accumulated amortization of $4,420. Amortization expense for the same year ended was $520. Estimated aggregated amortization expense for each of the next five years is:
 
2014
  $ 520  
2015
    520  
2016
    520  
2017
    520  
2018
    520  

 
NOTE H - MORTGAGE PAYABLE
 
The mortgage was payable to Lewiston State Bank (care of Bonneville Mortgage Company) and was transferred to Capstone Realty Advisors in December 2007. The mortgage is secured by a deed of trust on the rental property. The note bears interest at the rate of 7.57% per annum. Principal and interest are payable by the Partnership in monthly installments of $2,487 through April 1, 2034.
 
The obligation arising from the Loan Agreement has been secured through a Loan Note Guarantee (the USDA Guarantee) under the Section 538 Guaranteed Rural Rental Housing Program pursuant to which the USDA will guarantee 90% of the losses realized under the Promissory Note.
 
Under an interest credit and rental assistance agreement with Rural Development, an interest credit is provided, thus reducing the interest rate approximately 3% annually. The interest credit is treated as additional income with interest expense being recorded at the note rate. An annual application as required by Rural Development must be submitted in order to be eligible for the interest credit. Eligibility began when the construction loan converted to a permanent loan on April 1, 2006.
 
 
12

 
 
 STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS 
 
DECEMBER 31, 2013
 
NOTE H - MORTGAGE PAYABLE (CONTINUED)
 
Aggregate annual maturities for the mortgage payable over each of the next five years are as follows:
 
December 31, 2014   $ 2,694  
2015     2,905  
2016     3,133  
2017     3,378  
2018     3,643  
and Thereafter     343,933  
         
    $ 359,686  
 
NOTE I - MANAGEMENT FEES
 
The Partnership is managed by Boyd Management, Inc., pursuant to an agreement effective June 29, 2005 and renewed March 2013. During the year ended December 31, 2013, Boyd Management, Inc. earned management fees of $23,088 and management fees payable amounted to $148 at December 31, 2013.
 
The rental property's on-site employees are employed by Boyd Management, Inc. Total payroll and benefit costs reimbursed to the management company for the year ended December 31, 2013 totaled $41,527.
 
NOTE J - RELATED PARTY TRANSACTIONS Asset Management Fee
 
The Partnership shall pay the Limited Partner an annual asset management fee of $2,500, increasing in subsequent years by the consumer price index. The minimal fee of $2,500 shall be payable in annual installments; provided, however, that if in any year net operating income is insufficient to pay the full $2,500, the unpaid portion thereof shall accrue and be payable on a cumulative basis in the first year in which there is sufficient net operating income. As of December 31, 2013, $2,473 was earned and $0 remains payable.
 
Incentive Management Fee
 
The Partnership shall pay to the General Partner through the compliance period an annual incentive management fee equal to 35% of net operating income commencing in 2005. If the incentive management fee is not paid in any year, it shall not accrue for payment in subsequent years. As of December 31, 2013, $10,000 was earned.
 
 
13

 
 
STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2013
NOTE J - RELATED PARTY TRANSACTIONS (CONTINUED) Tax Credit Compliance Fee
 
The Partnership shall pay to the General Partner through the compliance period an annual tax credit compliance fee equal to 35% of net operating income commencing in 2005. If the tax credit compliance fee is not paid in any year, it shall not accrue for payment in subsequent years. No tax credit compliance fee was earned during 2013.
 
NOTE K - PARTNERSHIP PROFITS, LOSSES AND DISTRIBUTIONS
 
Profits and losses from operations are allocated 99.97% to the Limited Partner, 0.01% to the Georgia Limited Partner, 0.01% to the Special Limited Partner, 0.005% to the Non-Profit Limited Partner, and 0.005% to the General Partner. Any and all Georgia tax credits shall be allocated to the Georgia Limited Partner. Cash flow shall be paid out in the following order and priority:
 
First, to pay the deferred management fee, if any;
 
Second, to pay the current asset management fee that was not paid monthly and then to pay any accrued asset management fees that have not been paid in full from previous years;
 
Third, to pay the principal and then interest on the development fee;
 
Fourth, to pay operating loans, if any, limited to 100% of the net operating income remaining after reduction for the payments made first to third;
 
Fifth, to pay the incentive management fee; Six, to pay the tax credit compliance fee; and,
 
Seventh, the balance, 29.98% to the Limited Partner, 0.01% to the Georgia Limited Partner, 0.01% to the Special Limited Partner, 0.005% to the Non-Profit Limited Partner, and 69.995% to the General Partner.
 
NOTE L - ADVERTISING
 
The Partnership expenses advertising costs as they are incurred. Advertising expenses for the year ended December 31, 2013 amounted to $285.
 
 
14

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2013
 
NOTE M - COMMITMENTS AND CONTINGENCIES
 
Interest Credit and Rental Assistance Agreement
 
Under an agreement with RD, mortgage subsidy is provided that reduces the effective interest rate on the mortgage to approximately 3% over the life of the loan agreement. RD may terminate the agreement if it determines that no subsidy is necessary or if the Partnership is determined to be in violation of the loan agreement or RD rules or regulations.
 
Housing Tax Credits
 
As incentive for investment equity, the Partnership applied for and received an allocation certificate for housing tax credits established by the Tax Reform Act of 1986. To qualify for the tax credits, the Partnership must meet certain requirements, including attaining a qualified basis sufficient to support the credit allocation. In addition, tenant eligibility and rental charges are restricted in accordance with Internal Revenue Code Section 42. Management has certified that each tax credit unit has met these qualifications to allow the credits allocated to each unit to be claimed.
 
Compliance with these regulations must be maintained in each of the fifteen consecutive years of the compliance period. Failure to maintain compliance with occupant eligibility, unit gross rent, or to correct noncompliance within a reasonable time period could result in recapture of previously claimed tax credits plus interest.
 
NOTE N - SUBSEQUENT EVENTS
 
FASB ASC 855, Subsequent Events, addresses events which occur after the balance sheet date but before the issuance of financial statements. An entity must record the effects of subsequent events that provide evidence about conditions that existed at the balance sheet date and must disclose but not record the effects of subsequent events which provide evidence about conditions that existed after the balance sheet date. Additionally, Topic 855 requires disclosure relative to the date through which subsequent events have been evaluated and whether that is the date on which the financial statements were issued or were available to be issued. Management evaluated the activity of Starlight Place, LP through February 14, 2014, the date the financial statements were issued, and concluded that no subsequent events have occurred that would require recognition in the Financial Statements or disclosure in the Notes to the Financial Statements.

 
15

 
 
FINANCIAL STATEMENTS AND
INDEPENDENT AUDITOR'S REPORT
 
STARLIGHT PLACE, LP
 
USDA Rural Development Case No. 02-0546282
 
FOR THE YEAR ENDED DECEMBER 31, 2014

 
 

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
TABLE OF CONTENTS
 
  PAGE
INDEPENDENT AUDITOR'S REPORT 3
   
FINANCIAL STATEMENTS: 4
   
BALANCE SHEET 5
   
STATEMENT OF OPERATIONS 6
   
STATEMENT OF CHANGES IN PARTNERS' CAPITAL 7
   
STATEMENT OF CASH FLOWS 8
   
NOTES TO FINANCIAL STATEMENTS 9
   
ACCOMPANYING INFORMATION:  
   
INDEPENDENT AUDITOR'S REPORT ON INFORMATION  
ACCOMPANYING THE BASIC FINANCIAL STATEMENTS  
   
SUPPLEMENTAL INFORMATION REQUIRED BY RHS  
   
INDEPENDENT AUDITORS' REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH
GOVERNMENT AUDITING STANDARDS
 
   
REPORTABLE CONDITIONS OF NON COMPLIANCE AND AUDITEE'S COMMENTS ON PRIOR AUDIT RESOLUTION MATTERS RELATED TO UNITED STATES DEPARTMENT OF AGRICULTURE RURAL DEVELOPMENT PROGRAMS
 

 
 

 

 
 
PAILET, MEUNIER and LeBLANC, L.L.P.
Certified Public Accountants
 
Management Consultants
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
To the Partners Starlight Place, LP Americus, Georgia
 
We have audited the accompanying financial statements of Starlight Place, LP, USDA Rural Development Case No. 02-0546282, as of December 31, 2014 and the related statements of operations, changes in partners' equity and cash flows for the year ended December 31, 2014. Starlight Place, LP's management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (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 also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, 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 Starlight Place, LP as of December 31, 2014 and the result of its operations and its cash flows for the year ended December 31, 2014 in conformity with accounting principles generally accepted in the United States of America.
 
In accordance with Government Auditing Standards, we have also issued a report dated February 20, 2015 on our consideration of Starlight Place, LP's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.
 
Metairie, Louisiana February 20, 2015
 
Member of: PCAOB - Public Company Accounting Oversight Board


AICPA: Center for Public Company Audit Firms (SEC) Governmental Audit Quality Center Private Companies Practice Section (PCPS)
 
3421 N. Causeway Blvd., Suite 701 Metairie, LA 70002 Telephone (504) 837-0770 Fax (504) 837-7102
201 St. Charles Ave., Suite 2500 New Orleans, LA 70170 Telephone (504) 599-5905 Fax (504) 837-7102
www.pmlcpa.com
 
 
3

 
 
BALANCE SHEET
 
DECEMBER 31, 2014
 
ASSETS
       
Current Assets
       
Cash   $
2,504
 
Accounts Receivable
   
1,570
 
Accounts Receivable - Property Tax Refund
   
10,069
 
Miscellaneous receivables    
10,446
 
Prepaid Expenses
    907  
Total Current Assets
    25,496  
Restricted Reserves and Escrows
       
Tax Escrow
    56,459  
Tenant Security Deposits
    9,400  
Replacement Reserve
    154,659  
Operating Deficit Reserve
    42,101  
Total Restricted Reserves and Escrows
    262,619  
Property, Plant and Equipment
       
Land
    248,710  
Land Improvements
    663,095  
Building
    3,687,417  
Furniture and Equipment
    89,236  
Total Property, Plant and Equipment
    4,688,458  
Less: Accumulated depreciation
    (1,377,969 )
Property, Plant and Equipment, Net
    3,310,489  
Other Assets
       
Monitoring Fee, Net
    2,860  
Total Assets
  $ 3,601,464  

 
4

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
BALANCE SHEET
 
DECEMBER 31, 2014
 
LIABILITIES AND PARTNERS' EQUITY
     
       
Current Liabilities      
Accounts Payable   $ 13,516  
Mortgage Payable - Current Portion     2,905  
Total Current Liabilities     16,421  
         
Deposits and Prepayment Liabilities        
Deferred Rents     1,444  
Tenant Security Deposits     9,400  
Total Deposits and Prepayment Liabilities     10,844  
         
Other Liabilities        
Mortgage Payable     356,975  
Less: Current Portion     (2,905 )
Total Other Liabilities     354,070  
Total Liabilities     381,335  
         
Partners' Equity        
Partners' Equity     3,220,129  
Total Liabilities and Partners' Equity   $ 3,601,464  
 
See auditors' report and accompanying notes to the financial statements
 
 
5

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
STATEMENT OF OPERATIONS
 
FOR THE YEAR ENDED DECEMBER 31, 2014
 
Revenue
       
         
Rental Income
  $ 284,110  
Interest Credit Subsidy
    10,808  
Tenant Charges
    3,217  
Interest Income
    141  
Total Revenue
    298,276  
Expenses
       
Maintenance and Operating
    101,395  
Utilities
    7,981  
General and Administrative
    70,325  
Taxes and Insurance
    34,757  
Partnership Management Fees
    12,500  
Interest Expense
    27,135  
Depreciation
    137,335  
Amortization
    520  
Total Expenses
    391,948  
Net Loss
  $ (93,672 )
 
See auditors' report and accompanying notes to the financial statements
 

 
6

 
 
STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
STATEMENT OF CHANGES IN PARTNERS' EQUITY
 
FOR THE YEAR ENDED DECEMBER 31, 2014
 
   
General
Partner
   
Limited
Partners
   
Total
 
Partner's Equity (Deficit) - January 1, 2014
  $ (50 )   $ 3,313,851     $ 3,313,801  
Net Loss
    (5 )     (93,667 )     (93,672 )
Partner's Equity (Deficit) - December 31, 2014
  $ (55 )   $ 3,220,184     $ 3,220,129  
 
See auditors' report and accompanying notes to the financial statements
 
 
7

 
 
STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
STATEMENT OF CASH FLOWS
 
FOR THE YEAR ENDED DECEMBER 31, 2014
 
Cash flows from operating activities:
       
Net Loss
  $ (93,672 )
Adjustments to reconcile net loss to net cash provided by operating activities:
       
Depreciation and amortization
    137,855  
(Increase) decrease in Accounts Receivable
    (943 )
(Increase) decrease in accounts receivable - property tax refund
    (10,069 )
(Increase) decrease in Miscellaneous receivables
    (10,446 )
(Increase) decrease in Prepaid Expenses
    593  
Increase (decrease) in Accounts payable
    12,584  
Increase (decrease) in security deposits payable
    (100 )
Increase (decrease) in deferred rent
    339  
Total adjustments
    129,813  
Net cash provided (used) by operating activities
    36,141  
Cash flows from investing activities:
       
Investment in rental property
    (1,365 )
(Deposit) withdrawal tax and insurance escrow
    (34,229 )
(Deposit) withdrawal replacement reserve
    (17,459 )
(Deposit) withdrawal operating deficit reserve
    (22 )
(Deposit) withdrawal security deposit account
    100  
Net cash provided (used) by investing activities
    (52,975 )
Cash flows from financing activities:
       
Principal payments on mortgage
    (2,711 )
Net cash provided (used) by financing activities
    (2,711 )
Net increase (decrease) in cash and equivalents
    (19,545 )
Cash and equivalents, beginning of year
    22,049  
Cash and equivalents, end of year
  $ 2,504  
Supplemental disclosures of cash flow information:
       
Cash paid during the year for:
       
Interest Expense
  $ 27,135  
 
See auditors' report and accompanying notes to the financial statements
 
 
8

 
 
STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2014
 
NOTE A - NATURE OF OPERATIONS
 
Starlight Place, LP (the "Partnership") was formed in 2005 under the laws of the State of Georgia for the purpose of constructing and operating a 52-unit apartment community, known as Starlight Place, and located in Americus, Georgia. The community is financed by a USDA Rural Development ("RD") Section 538 Loan, and therefore is regulated by RD as to rent charges and operating methods.
 
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
The following significant accounting policies have been followed in the preparation of the financial statements.
 
Basis of Accounting
 
The Partnership prepares its financial statements on the accrual basis of accounting and in accordance with accounting principles generally accepted in the United States of America.
 
Cash and Cash Equivalents
 
For purposes of statements of cash flows, cash and cash equivalents include all cash balances and highly liquid investments with a maturity of three months or less at the acquisition date. Restricted cash is not considered cash equivalents.
 
Concentration of Credit Risk
 
The Partnership maintains its cash in financial institutions insured by the Federal Deposit Insurance Corporation (FDIC). Deposit accounts, at times, may exceed federally insured limits. All deposits are fully insured by the FDIC up to $250,000 per bank. The Partnership has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash and cash equivalents.
 
Tenant Rent Receivables
 
Management considers tenant rent receivables to be fully collectible; accordingly, no allowance for doubtful accounts is required. Uncollectible rent receivables are charged to operations upon management's determination that collection of the receivable is unlikely.
 
Other Assets
 
Monitoring fees have been recorded at cost. Amortization has been provided for using the straight-line method over 15 years.
 
 
9

 
 
STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2014
 
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
Property, Plant and Equipment
 
Property, plant and equipment are recorded at cost. Depreciation is provided for in amounts sufficient to relate the cost of depreciable assets to operations using the straight-line method over their estimated service lives of 40 years for real property, 5 years for personal property, and 15 years for land improvements. Depreciation expense for the year ended December 31, 2014 was $137,335. As of December 31, 2014, accumulated depreciation was $1,377,969.
 
Maintenance and repairs are charged to expense as incurred; major renewals and betterments are capitalized. When items of property or equipment are sold or retired, the related cost and accumulated depreciation are removed from the accounts, and any gain or loss is included in income.
 
Impairment of long-lived assets
 
In accordance with Accounting Standards Codification 360-10-05-4, Accounting for the Impairment or Disposal of Long-Lived Assets, the partnership reviews its rental property for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recovered. If the fair value is less than the carrying amount for the asset, an impairment loss is recognized for the difference. No impairment loss has been recognized during the year ended December 31, 2014.
 
Rental Income
 
Rental income is recognized as rentals become due. Rental payments received in advance are deferred until earned. All leases between the Partnership and tenants of the property are operating leases.
 
Income Taxes
 
No income tax provision has been included in the financial statements since income or loss of the Partnership is required to be reported by the partners on their respective income tax returns. On January 1, 2009, the Partnership applied the guidance on accounting for uncertain tax provisions in FASB ASC 740, Income Taxes. The Partnership is no longer subject to income tax examinations for calendar years prior to 2011.
 
Reclassifications
 
Certain accounts in the prior-year financial statements have been reclassified for comparative purposes to conform with the presentation in the current-year financial statements.

 
10

 
 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2014
 
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
Accounting Standards Codification
 
The Financial Accounting Standards Board ("FASB ASC") became the sole authoritative source of generally accepted accounting principles in the United States of America for periods ending after September 15, 2009. The FASB ASC incorporates all authoritative literature previously issued by a standard setter. Adoption of the FASB ASC has no effect on the Partnership's financial position, results from operations, partners' equity, or cash flows. References to the authoritative accounting literature in the notes to the financial statements are to the FASB ASC.
 
NOTE C - ESTIMATES
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates.
 
NOTE D - TENANT SECURITY DEPOSITS
 
Security deposits collected from tenants are held in a separate bank account. The account's status at December 31, 2014, is:
 
Tenant security deposit cash account   $ 9,400  
Tenant security deposits payable balance     (9,400 )
         
Excess (Deficit)   $ -  
 
NOTE E - REPLACEMENT RESERVE
 
In accordance with the provisions of the mortgage agreement, restricted cash is held by Capstone Realty Advisors, to be used for replacement of property as follows:
 
Beginning balance     137,200  
Add: Deposits     17,459  
Less: Reserve releases     -  
         
Ending balance, as confirmed by bank   $ 154,659  
 
 
11

 
 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2014
 
NOTE F - REQUIRED RESERVES
 
In accordance with the provisions of the mortgage agreement, certain reserves are required to be established to be used for budgeted expense items and loan payments as follows:
 
Rent-up reserve
  $ 36,281  
Operating deficit reserve
    5,820  
Total
  $ 42,101  
 
NOTE G - INTANGIBLE ASSETS
 
Compliance monitoring fees at December 31, 2014 were net of accumulated amortization of $4,940. Amortization expense for the same year ended was $520. Estimated aggregated amortization expense for each of the next five years is:
 
2015
  $ 520  
2016
    520  
2017
    520  
2018
    520  
2019
    520  
 
NOTE H - MORTGAGE PAYABLE
 
The mortgage was payable to Lewiston State Bank (care of Bonneville Mortgage Company) and was transferred to Capstone Realty Advisors in December 2007. The mortgage is secured by a deed of trust on the rental property. The note bears interest at the rate of 7.57% per annum. Principal and interest are payable by the Partnership in monthly installments of $2,487 through April 1, 2034.
 
The obligation arising from the Loan Agreement has been secured through a Loan Note Guarantee (the USDA Guarantee) under the Section 538 Guaranteed Rural Rental Housing Program pursuant to which the USDA will guarantee 90% of the losses realized under the Promissory Note.
 
Under an interest credit and rental assistance agreement with Rural Development, an interest credit is provided, thus reducing the interest rate approximately 3% annually. The interest credit is treated as additional income with interest expense being recorded at the note rate. An annual application as required by Rural Development must be submitted in order to be eligible for the interest credit. Eligibility began when the construction loan converted to a permanent loan on April 1, 2006.
 
 
12

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2014
 
NOTE H - MORTGAGE PAYABLE (CONTINUED)
 
Aggregate annual maturities for the mortgage payable over each of the next five years are as follows:
 
December 31, 2015   $ 2,905  
2016     3,133  
2017     3,378  
2018     3,643  
2019     3,929  
and Thereafter
    339,987  
    $
356,975
 
 
NOTE I - MANAGEMENT FEES
 
The Partnership is managed by Boyd Management, Inc., pursuant to an agreement effective June 29, 2005 and renewed March 2013. During the year ended December 31, 2014, Boyd Management, Inc. earned management fees of $23,051 and management fees payable amounted to $37 at December 31, 2014.
 
The rental property's on-site employees are employed by Boyd Management, Inc. Total payroll and benefit costs reimbursed to the management company for the year ended December 31, 2014 totaled $41,527.
 
NOTE J - RELATED PARTY TRANSACTIONS
 
Asset Management Fee
 
The Partnership shall pay the Limited Partner an annual asset management fee of $2,500, increasing in subsequent years by the consumer price index. The minimal fee of $2,500 shall be payable in annual installments; provided, however, that if in any year net operating income is insufficient to pay the full $2,500, the unpaid portion thereof shall accrue and be payable on a cumulative basis in the first year in which there is sufficient net operating income. As of December 31, 2014, $2,500 was earned and $0 remains payable.
 
Incentive Management Fee
 
The Partnership shall pay to the General Partner through the compliance period an annual incentive management fee equal to 35% of net operating income commencing in 2005. If the incentive management fee is not paid in any year, it shall not accrue for payment in subsequent years. As of December 31, 2014, $10,000 was earned.
 
 
13

 
 
STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2014
 
NOTE J - RELATED PARTY TRANSACTIONS (CONTINUED)
 
Tax Credit Compliance Fee
 
The Partnership shall pay to the General Partner through the compliance period an annual tax credit compliance fee equal to 35% of net operating income commencing in 2005. If the tax credit compliance fee is not paid in any year, it shall not accrue for payment in subsequent years. No tax credit compliance fee was earned during 2014.
 
Property Insurance
 
The Partnership purchased its property insurance with Rural Housing Reinsurance Co. International, Ltd. The general partner is a minority shareholder in Rural Housing Reinsurance Co. International. For the year ended December 31, 2014, total fees of $10,879 were paid. There was no amount due to Rural Housing Reinsurance Co. International, Ltd. as of December 31, 2014.
 
NOTE K - PARTNERSHIP PROFITS, LOSSES AND DISTRIBUTIONS
 
Profits and losses from operations are allocated 99.97% to the Limited Partner, 0.01% to the Georgia Limited Partner, 0.01% to the Special Limited Partner, 0.005% to the Non-Profit Limited Partner, and 0.005% to the General Partner. Any and all Georgia tax credits shall be allocated to the Georgia Limited Partner. Cash flow shall be paid out in the following order and priority:
 
First, to pay the deferred management fee, if any;
 
Second, to pay the current asset management fee that was not paid monthly and then to pay any accrued asset management fees that have not been paid in full from previous years;
 
Third, to pay the principal and then interest on the development fee;
 
Fourth, to pay operating loans, if any, limited to 100% of the net operating income remaining after reduction for the payments made first to third;
 
Fifth, to pay the incentive management fee; Six, to pay the tax credit compliance fee; and,
 
Seventh, the balance, 29.98% to the Limited Partner, 0.01% to the Georgia Limited Partner, 0.01% to the Special Limited Partner, 0.005% to the Non-Profit Limited Partner, and 69.995% to the General Partner.
 
 
14

 

STARLIGHT PLACE, LP
USDA Rural Development Case No. 02-0546282
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2014
 
NOTE L - ADVERTISING
 
The Partnership expenses advertising costs as they are incurred. Advertising expenses for the year ended December 31, 2014 amounted to $202.
 
NOTE M - COMMITMENTS AND CONTINGENCIES
 
Interest Credit and Rental Assistance Agreement
 
Under an agreement with RD, mortgage subsidy is provided that reduces the effective interest rate on the mortgage to approximately 3% over the life of the loan agreement. RD may terminate the agreement if it determines that no subsidy is necessary or if the Partnership is determined to be in violation of the loan agreement or RD rules or regulations.
 
Housing Tax Credits
 
As incentive for investment equity, the Partnership applied for and received an allocation certificate for housing tax credits established by the Tax Reform Act of 1986. To qualify for the tax credits, the Partnership must meet certain requirements, including attaining a qualified basis sufficient to support the credit allocation. In addition, tenant eligibility and rental charges are restricted in accordance with Internal Revenue Code Section 42. Management has certified that each tax credit unit has met these qualifications to allow the credits allocated to each unit to be claimed.
 
Compliance with these regulations must be maintained in each of the fifteen consecutive years of the compliance period. Failure to maintain compliance with occupant eligibility, unit gross rent, or to correct noncompliance within a reasonable time period could result in recapture of previously claimed tax credits plus interest.
 
NOTE N - SUBSEQUENT EVENTS
 
FASB ASC 855, Subsequent Events, addresses events which occur after the balance sheet date but before the issuance of financial statements. An entity must record the effects of subsequent events that provide evidence about conditions that existed at the balance sheet date and must disclose but not record the effects of subsequent events which provide evidence about conditions that existed after the balance sheet date. Additionally, Topic 855 requires disclosure relative to the date through which subsequent events have been evaluated and whether that is the date on which the financial statements were issued or were available to be issued. Management evaluated the activity of Starlight Place, LP through February 20, 2015, the date the financial statements were issued, and concluded that no subsequent events have occurred that would require recognition in the Financial Statements or disclosure in the Notes to the Financial Statements.
 
15