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EX-32.B - EXHIBIT 32.B - BOSTON CAPITAL TAX CREDIT FUND III L Ptv495887_ex32b.htm
EX-32.A - EXHIBIT 32.A - BOSTON CAPITAL TAX CREDIT FUND III L Ptv495887_ex32a.htm
EX-31.B - EXHIBIT 31.B - BOSTON CAPITAL TAX CREDIT FUND III L Ptv495887_ex31b.htm
EX-31.A - EXHIBIT 31.A - BOSTON CAPITAL TAX CREDIT FUND III L Ptv495887_ex31a.htm
EX-13 - EXHIBIT 13 - BOSTON CAPITAL TAX CREDIT FUND III L Ptv495887_ex13.htm

 

 

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K

 

xAnnual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

For the fiscal year ended March 31, 2018

 

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

 

For the transition period from _______ to _______

 

Commission file number        0-21718

 

BOSTON CAPITAL TAX CREDIT FUND III L.P.

(Exact name of registrant as specified in its charter)

 

Delaware 52-1749505
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)

 

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

 

Registrants telephone number, including area code (617) 624-8900

 

Securities registered pursuant to Section 12(b) of the Act:

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class - Name of each exchange on which registered

 

None

 

Securities registered pursuant to Section 12(g) of the Act:

Title of class

 

Beneficial Assignee Certificates

 

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ¨                              No x

 

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ¨                              No x

 

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

Yes x                              No ¨

 

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

Yes x                              No ¨

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ¨   Accelerated Filer ¨
Non-accelerated filer ¨ (Do not check if a smaller reporting company)
    Smaller Reporting Company x
    Emerging Growth Company  ¨

 

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

Yes ¨                              No x

 

DOCUMENTS INCORPORATED BY REFERENCE

 

None.

 

 

 

 

 

 

BOSTON CAPITAL TAX CREDIT FUND III L.P.

Form 10-K ANNUAL REPORT

FOR THE YEAR ENDED MARCH 31, 2018

 

TABLE OF CONTENTS

 

PART I
     
Item 1. Business 3
Item 1A. Risk Factors 5
Item 1B. Unresolved Staff Comments 8
Item 2. Properties 8
Item 3. Legal Proceedings 14
Item 4. Mine Safety Disclosures 14
     
PART II
     
Item 5. Market for the Fund's Limited Partnership Interests, Related Fund Matters and Issuer Purchases of Fund Interests 15
Item 6. Selected Financial Data 16
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 17
Item 7a. Quantitative and Qualitative Disclosure About Market Risk 32
Item 8. Financial Statements and Supplementary Data 32
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 32
Item 9a. Controls and Procedures 33
     
PART III
     
Item 10. Directors, Executive Officers and Corporate Governance of the Fund 34
Item 11. Executive Compensation 36
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 37
Item 13. Certain Relationships and Related Transactions, and Director Independence 37
Item 14. Principal Accountant Fees and Services 38
     
PART IV
     
Item 15. Exhibits and Financial Statement Schedules 39
Item 16. Form 10-K Summary 40
     
  Signatures 41

 

 2 

 

 

PART I

 

Item 1.Business

 

Organization

 

Boston Capital Tax Credit Fund III L.P. (the "Fund") is a limited partnership formed under the Delaware Revised Uniform Limited Partnership Act as of September 19, 1991. Effective as of June 1, 2001, there was a restructuring and, as a result, the Fund’s general partner was reorganized as follows. The general partner of the Fund continues to be Boston Capital Associates III L.P., a Delaware limited partnership. The general partner of the general partner is now BCA Associates Limited Partnership, a Massachusetts limited partnership, whose sole general partner is C&M Management, Inc., a Massachusetts corporation. John P. Manning is the principal of Boston Capital Partners, Inc. The limited partner of the general partner is Capital Investment Holdings, a general partnership whose partners are certain officers and employees of Boston Capital Partners, Inc., and its affiliates. The assignor limited partner is BCTC III Assignor Corp., a Delaware corporation which is wholly-owned by John P. Manning.

 

The assignor limited partner was formed for the purpose of serving in that capacity for the Fund and will not engage in any other business. Units of beneficial interest in the limited partnership interest of the assignor limited partner are assigned by the assignor limited partner by means of beneficial assignee certificates ("BACs") to investors and investors are entitled to all the rights and economic benefits of a limited partner of the Fund, including rights to a percentage of the income, gains, losses, deductions, credits and distributions of the Fund.

 

A Registration Statement on Form S-11 and the related prospectus,(together with each subsequently filed prospectus, the "Prospectus") was filed with the Securities and Exchange Commission and became effective January 24, 1992 in connection with a public offering (together with each subsequent offering of BACs described herein, the "Offering") in one or more series of a minimum of 250,000 BACs and a maximum of 20,000,000 BACs at $10 per BAC. On September 4, 1993 the Fund filed Form S-11 with the Securities and Exchange Commission which registered an additional 2,000,000 BACs at $10 per BAC for sale to the public in one or more series. The registration for additional BACs became effective on October 6, 1993. As of March 31, 2018, subscriptions had been received and accepted by the General Partner in Series 15, 16, 17, 18 and 19 for 21,996,102 BACs, representing capital contributions of $219,961,020. The Fund issued the last BACs in Series 19 on December 17, 1993. This concluded the Offering of the Fund.

 

 3 

 

 

Description of Business

 

The Fund's principal business is to invest as a limited partner in other limited partnerships (the "Operating Partnerships") each of which will own or lease and will operate an apartment complex exclusively or partially for low- and moderate-income tenants. Each Operating Partnership in which the Fund invests owns apartment complexes, which are completed, newly constructed, under construction or rehabilitation, or to-be constructed or rehabilitated, and which are expected to receive government assistance. Each apartment complex is expected to qualify for the low-income housing tax credit under Section 42 of the Code (the "Federal Housing Tax Credit"), providing tax benefits over a period of ten to twelve years in the form of tax credits which investors may use to offset income, subject to strict limitations, from other sources. Some apartment complexes may also qualify for the historic rehabilitation tax credit under Section 47 of the Code (the "Rehabilitation Tax Credit"). Section 236 (f) (ii) of the National Housing Act, as amended, and Section 101 of the Housing and Urban Development Act of 1965, as amended, each provide for the making by HUD of rent supplement payments to low income tenants in properties which receive other forms of federal assistance including tax credits. The payments for each tenant, which are made directly to the owner of their property, generally are in amounts to enable the tenant to pay rent equal to 30% of the adjusted family income. Some of the apartment complexes in which the Fund has invested are receiving such rent supplements from HUD. HUD has been in the process of converting rent supplement assistance to assistance paid not to the owner of the apartment complex, but directly to the individuals. At this time, the Fund is unable to predict whether Congress will continue rent supplement programs payable directly to owners of apartment complexes.

 

As of March 31, 2018 the Fund had invested in 9 Operating Partnerships on behalf of Series 15, 12 Operating Partnerships on behalf of Series 16, 4 Operating Partnerships on behalf of Series 17, 11 Operating Partnerships on behalf of Series 18 and 3 Operating Partnerships on behalf of Series 19. A description of these Operating Partnerships is set forth in Item 2 herein.

 

The business objectives of the Fund are to:

 

(1)

Provide current tax benefits to investors in the form of Federal Housing Tax Credits and, in limited instances, a small amount of Rehabilitation Tax Credits, which an investor may apply, subject to strict limitations, against the investor's federal income tax liability from active, portfolio and passive income;

   
(2) Preserve and protect the Fund's capital and provide capital appreciation and cash distributions through increases in value of the Fund's investments and, to the extent applicable, equity buildup through periodic payments on the mortgage indebtedness with respect to the apartment complexes;
   
(3) Provide tax benefits in the form of passive losses which an investor may apply to offset his passive income (if any); and
   
(4) Provide cash distributions (except with respect to the Fund's investment in some non-profit Operating Partnerships) from capital transaction proceeds. The Operating Partnerships intend to hold the apartment complexes for appreciation in value. The Operating Partnerships may sell the apartment complexes after a period of time if financial conditions in the future make such sales desirable and if such sales are permitted by government restrictions.

 

 4 

 

 

Employees

 

The Fund does not have any employees. Services are performed by the general partner and its affiliates and agents retained by them.

 

Plan of Liquidation

 

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

 

oliquidate the assets and wind up the business of the Partnership;

 

omake liquidating distributions in cancellation of the BACs, if any;

 

odissolve the Partnership after the sale of all of the Partnership’s assets; and

 

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

 

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

 

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

 

Item 1A.Risk Factors

 

As used in this Item 1A, references to “we, “us” and “our” mean the Fund.

 

An investment in our BACs and our investments in Operating Partnerships are subject to risks. These risks may impact the tax benefits of an investment in our BACs, and the amount of proceeds available for distribution to our limited partners, if any, on liquidation of our investments.

 

In addition to the other information set forth in this report, you should carefully consider the following factors which could materially affect our business, financial condition or results of operations. The risks described below are not the only risks we face. Additional factors not presently known to us or that we currently deem to be immaterial also may materially adversely affect our business operations.

 

 5 

 

 

The ability of limited partners to claim tax losses from their investment in us is limited.

 

The IRS may audit us or an Operating Partnership and challenge the tax treatment of tax items. The amount of Low Income Housing Tax Credits and tax losses allocable to the investors could be reduced if the IRS were successful in such a challenge. The alternative minimum tax could reduce tax benefits from an investment in our BACs. Changes in tax laws could also impact the tax benefits from an investment in our BACs and/or the value of the Operating Partnerships. Until the Operating Partnerships have completed a mandatory fifteen year Low Income Housing Tax Credit compliance period, investors are at risk for potential recapture of Low Income Housing Tax Credits that have already been claimed.

 

The Low Income Housing Tax Credits rules are extremely complicated and noncompliance with these rules may have adverse consequences for BAC holders.

 

Noncompliance with applicable tax regulations may result in the loss of future Low Income Housing Tax Credits and the fractional recapture of Low Income Housing Tax Credits already taken. In most cases the annual amount of Low Income Housing Tax Credits that an individual can use is limited to the tax liability due on the person’s last $25,000 of taxable income. The Operating Partnerships may be sold at a price which would not result in our realizing cash distributions or proceeds from the transaction. Accordingly, we may be unable to distribute any cash to our investors. Low Income Housing Tax Credits may be the only benefit from an investment in our BACs.

 

Poor performance of one housing complex, or the real estate market generally, could impair our ability to satisfy our investment objectives.

 

Each housing complex is subject to mortgage indebtedness. If an Operating Partnership failed to pay its mortgage, it could lose its housing complex in foreclosure. If foreclosure were to occur during the first 15 years of the existence of the Fund, the loss of any remaining future Low Income Housing Tax Credits, a fractional recapture of previously claimed Low Income Housing Tax Credits, and a loss of our investment in the housing complex would occur. To the extent the Operating Partnerships receive government financing or operating subsidies, they may be subject to one or more of the following risks: 

-difficulties in obtaining rent increases;
-limitations on cash distributions;
-limitations on sales or refinancing of Operating Partnerships;
-limitations on transfers of interests in Operating Partnerships;
-limitations on removal of local general partners;
-limitations on subsidy programs; and
-possible changes in applicable regulations.

 

The value of real estate is subject to risks from fluctuating economic conditions, including employment rates, inflation, tax, environmental, land use and zoning policies, supply and demand of similar properties, and neighborhood conditions, among others.

 

 6 

 

 

No trading market for the BACs exists or is expected to develop.

 

There is currently no active trading market for the BACs. Accordingly, limited partners may be unable to sell their BACs or may have to sell BACs at a discount. Limited partners should consider their BACs to be a long-term investment.

 

Investors may realize taxable gain on sale or disposition of BACs.

 

Upon the sale or other taxable disposition of BACs, investors will realize taxable income to the extent that their allocable share of the non-recourse mortgage indebtedness on the apartment complexes, together with the money they receive from the sale of the BACs, is greater than the original cost of their BACs. This realized taxable income is reduced to the extent that investors have suspended passive losses or credits. It is possible that the sale of BACs may not generate enough cash to pay the tax obligations arising from the sale.

 

Investors may have tax liability in excess of cash.

 

Investors eventually may be allocated profits for tax purposes, which exceed any cash distributed to them. Under these circumstances, unless an investor has passive losses or credits to reduce this tax liability, the investor will have to pay federal income tax without a corresponding cash distribution. Similarly, in the event of a sale or foreclosure of an apartment complex or a sale of BACs, an investor may be allocated taxable income, resulting in tax liability, in excess of any cash distributed to him or her as a result of the event.

 

Investors may not receive cash if apartment complexes are sold.

 

There is no assurance that investors will receive any cash distributions from the sale or refinancing of an apartment complex. The price at which an apartment complex is sold may not be large enough to pay the mortgage and other expenses which must be paid at such time. Even if there are net cash proceeds from a sale distributed to the Fund, expenses such as accrued management fees and unpaid loans will be deducted pursuant to Section 4.02(a) of the Fund Agreement. If any of these events happen, investors will not get all of their investment back, and the only benefit from an investment will be the tax credits received.

 

The sale or refinancing of the apartment complexes is dependent upon the following material factors:

 

-The necessity of obtaining the consent of the operating general partners;
-The necessity of obtaining the approval of any governmental agency(ies) providing government assistance to the apartment complex; and
-The uncertainty of the market.

 

Any sale may occur well after the fifteen-year federal housing tax credit compliance period.

 

 7 

 

 

We have insufficient sources of cash to pay our existing liabilities.

 

We currently do not have sufficient cash resources to satisfy our financial liabilities. Furthermore, we do not anticipate that we will have sufficient available cash to pay our future financial liabilities. Substantially all of our existing liabilities are payable to our general partner and its affiliates. Though the amounts payable to the General Partner and its affiliates are contractually currently payable, we do not believe that the General Partner or its affiliates will demand immediate payment of these contractual obligations in the near term; however, there can be no assurance that this will be the case. We would be materially adversely affected if the general partner or its affiliates demanded payment in the near term of our existing contractual liabilities or suspended the provision of services to us because of our inability to satisfy these obligations. All monies currently deposited, or that will be deposited in the future, into the Fund's working capital reserves are intended to be utilized to pay our existing and future liabilities.

 

Item 1B.Unresolved Staff Comments

 

Not applicable.

 

Item 2.Properties

 

The Fund has acquired a limited partnership interest in 39 Operating Partnerships in five series, identified in the table set forth below. In each instance the apartment complexes owned by the applicable Operating Partnership is eligible for the Federal Housing Tax Credit. Initial occupancy of a unit in each apartment complex which complied with the minimum set-aside test (i.e., initial occupancy by tenants with incomes equal to no more than a designated percentage of area median income) and the rent restriction test (i.e., gross rent charged tenants does not exceed 30% of the applicable income standards) is referred to as "Qualified Occupancy." The general partner believes that there is adequate casualty insurance on the properties.

 

Please refer to Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" for a more detailed discussion of operational difficulties experienced by certain of the Operating Partnerships.

 

 8 

 

 

Boston Capital Tax Credit Fund III L.P. - Series 15

 

PROPERTY PROFILES AS OF MARCH 31, 2018

 

Property
Name
  Location  Units  Mortgage
Balance
As of
12/31/17
   Acq
Date
  Const
Comp
  Qualified
Occupancy
3/31/18
   Cap Con
Paid
Thru
3/31/18
 
                         
Barton Village Apartments  Arlington, GA  18  $452,670   10/92  03/93   100%  $101,154 
                            
Bergen Meadows  Bergen, NY  24   853,678   07/92  07/92   100%   199,420 
                            
Greenwood Village  Fort Gaines, GA  24   591,180   08/92  05/93   100%   131,268 
                            
Lakeside Apts.  Lake Village, AR  32   1,096,290   08/94  08/95   100%   282,004 
                            
Livingston Plaza  Livingston, TX  24   580,629   12/92  11/93   100%   176,534 
                            
Marshall Lane Apts.  Marshallville, GA  18   492,222   08/92  12/92   100%   114,200 
                            
North Trail Apts.  Arkansas City, KS  24   713,391   09/94  12/94   100%   194,118 
                            
Village Woods  Healdton, OK  24   606,960   08/94  12/94   100%   173,616 
                            
Whitewater Village Apts.  Ideal, GA  18   465,058   08/92  11/92   100%   108,000 

 

 9 

 

 

Boston Capital Tax Credit Fund III L.P. - Series 16

 

PROPERTY PROFILES AS OF MARCH 31, 2018

 

Property
Name
  Location  Units  Mortgage
Balance
As of
12/31/17
   Acq
Date
  Const
Comp
  Qualified
Occupancy
3/31/18
   Cap Con
Paid
Thru
3/31/18
 
                         
Bernice Villa Apts.  Bernice, LA  32  $638,493   05/93  10/93   100%  $200,476 
                            
Canterfield Manor  Denmark, SC  20   679,162   11/92  01/93   100%   175,959 
                            
Carriage Park Village  Westville, OK  24   554,841   02/93  07/93   100%   144,714 
                            
Cumberland Woods Apts.  Middlesboro, KY  40   1,287,855   12/93  10/94   100%   412,700 
                            
Fairmeadow Apts.  Latta, SC  24   775,058   01/93  07/93   100%   195,400 
                            
Greenfield Properties  Greenfield, MO  20   456,833   01/93  05/93   100%   126,046 
                            
Parkwoods Apts.  Anson, ME  24   1,132,088   12/92  09/93   100%   320,206 
                            
Ransom St. Apartments  Blowing Rock, NC  13   460,879   12/93  11/94   100%   100,249 
                            
St. Joseph Square Apts.  St. Joseph, LA  32   824,646   05/93  09/93   100%   206,086 
                            
The Woodlands  Tupper Lake, NY  18   843,212   09/94  02/95   100%   214,045 
                            
Vista Linda Apartments  Sabana Grande, PR  50   2,263,724   01/93  12/93   100%   445,530 
                            
West End Manor  Union, SC  28   866,716   05/93  05/93   100%   231,741 

 

 10 

 

 

Boston Capital Tax Credit Fund III L.P. - Series 17

 

PROPERTY PROFILES AS OF MARCH 31, 2018

 

Property
Name
  Location  Units  Mortgage
Balance
As of
12/31/17
   Acq
Date
  Const
Comp
  Qualified
Occupancy
3/31/18
   Cap Con
Paid
Thru
3/31/18
 
                         
Cairo  Senior  Housing  Cairo, NY  24  $948,285   05/93  04/93   100%  $201,711 
                            
Fuera Bush Senior  Housing  Fuera Bush, NY  24   964,020   07/93  05/93   100%   189,364 
                            
Royale  Townhomes  Glen Muskegon, MI  79   1,069,190   12/93  12/94   100%   909,231 
                            
West Oaks Apartments  Raleigh, NC  50   1,230,200   06/93  07/93   100%   811,994 

 

 11 

 

 

Boston Capital Tax Credit Fund III L.P. - Series 18

 

PROPERTY PROFILES AS OF MARCH 31, 2018

 

Property
Name
  Location  Units  Mortgage
Balance
As of
12/31/17
   Acq
Date
  Const
Comp
  Qualified
Occupancy
3/31/18
   Cap Con
Paid
Thru
3/31/18
 
                         
Briarwood Apartments  Humbolt, IA  20  $643,674    08/94   04/95   100%  $162,536 
                            
Kristine Apartments  Bakersfield, CA  60   512,660    10/94   10/94   100%   1,636,293 
                            
Leesville Elderly Apts.   Leesville, LA  54   2,069,095     06/94    06/94   100%   776,500 
                            
Lockport Seniors Apts.   Lockport, LA  40   1,103,317     07/94    09/94   100%   595,439 
                            
Marengo Park Apts.  Marengo, IA  24   654,854    10/93   03/94   100%   133,552 
                            
Meadowbrook Apartments  Oskaloosa, IA  16   429,424    11/93   09/94   100%   96,908 
                            
Natchitoches Senior Apartments   Natchitoches, LA  40   1,638,361     06/94    12/94   100%   644,175 
                            
Newton Plaza Apts.  Newton, IA  24   719,109    11/93   09/94   100%   166,441 
                            
Oakhaven Apartments  Ripley, MS  24   412,542    01/94   07/94   100%   116,860 
                            
Peach Tree Apartments  Felton, DE  32   1,299,563    01/94   07/93   100%   206,100 
                            
Vivian Seniors Apts.   Vivian, LA  40   1,692,538     07/94    09/94   100%   625,691 

 

 12 

 

 

Boston Capital Tax Credit Fund III L.P. - Series 19

 

PROPERTY PROFILES AS OF MARCH 31, 2018

 

Property
Name
  Location  Units  Mortgage
Balance
As of
12/31/17
   Acq
Date
  Const
Comp
  Qualified
Occupancy
3/31/18
   Cap Con
Paid
Thru
3/31/18
 
                         
Carrollton Villa  Carrollton, MO  48  $1,322,464    06/94   03/95   100%  $1,121,758 
                            
Poplar Ridge Apts.  Madison, VA  16   578,259    12/93   10/94   100%   124,704 
                            
Summerset Apartments  Swainsboro, GA  30   841,482    01/94   11/95   100%   223,029 

 

 13 

 

 

Item 3.Legal Proceedings

 

None.

 

Item 4.Mine Safety Disclosures

 

Not Applicable.

 

 14 

 

 

PART II

 

Item 5.Market for the Fund's Limited Partnership Interests, Related Fund Matters and Issuer Purchases of Fund Interests

 

  (a) Market Information
     
    The Fund is classified as a limited partnership and does not have common stock. There is no established public trading market for the BACs and it is not anticipated that any public market will develop.
     
  (b) Approximate number of security holders
     
    As of March 31, 2018 the Fund has 12,567 BAC holders for an aggregate of 21,996,102 BACs, at a subscription price of $10 per BAC, received and accepted.
     
    The BACs were issued in series. Series 15 consists of 2,327 investors holding 3,870,500 BACs, Series 16 consists of 3,246 investors holding 5,429,402 BACs, Series 17 consists of 2,749 investors holding 5,000,000 BACs, Series 18 consists of 2,018 investors holding 3,616,200 BACs, and Series 19 consists of 2,227 investors holding 4,080,000 BACs at March 31, 2018.
     
  (c) Dividend history and restriction
     
    The Fund has made no distributions of net cash flow to its BAC holders from its inception, September 19, 1991 through March 31, 2018.
     
    During the year ended March 31, 2005, the Fund made a return of equity distribution to the Series 15 and 17 BAC holders in the amount of $107,567 and $24,767, respectively. The distributions were the result of proceeds available from the sale or transfer of one or more Operating Partnerships.
     
    During the year ended March 31, 2007, the Fund made a return of equity distribution to the Series 15 and 17 BAC holders in the amount of $940,481 and $865,443, respectively. The distributions were the result of proceeds available from the sale or transfer of one or more Operating Partnerships.
     
    During the year ended March 31, 2011, the Fund made a return of equity distribution to the Series 19 BAC holders in the amount of $1,500,000. The distributions were the result of proceeds available from the sale or transfer of one or more Operating Partnerships.
     
    During the year ended March 31, 2012, the Fund made a return of equity distribution to the Series 19 BAC holders in the amount of $261,830. The distributions were the result of proceeds available from the sale or transfer of one or more Operating Partnerships.

 

 15 

 

 

   

During the year ended March 31, 2013, the Fund did not make a return of equity distribution to the BAC holders.

 

During the year ended March 31, 2014, the Fund made a return of equity distribution to the Series 17 and 19 BAC holders in the amount of $382,881 and $4,080,000, respectively. The distributions were the result of proceeds available from the sale or transfer of one or more Operating Partnerships.

 

During the year ended March 31, 2015, the Fund did not make a return of equity distribution to the BAC holders.

 

During the year ended March 31, 2016, the Fund made a return of equity distribution to the Series 17 and 19 BAC holders in the amount of $4,474,195 and $1,017,800, respectively. The distributions were the result of proceeds available from the sale or transfer of one or more Operating Partnerships.

 

During the years ended March 31, 2017 and 2018, the Fund did not make a return of equity distribution to the BAC holders.

     
    The Fund Agreement provides that profits, losses and credits will be allocated each month to the holder of record of a BAC as of the last day of such month. Allocation of profits, losses and credits among BAC holders are made in proportion to the number of BACs held by each BAC holder.
     
    Any distributions of net cash flow or liquidation, sale or refinancing proceeds will be made within 180 days of the end of the annual period to which they relate. Distributions will be made to the holders of record of a BAC as of the last day of each month in the ratio which (i) the BACs held by the holder on the last day of the calendar month bears to (ii) the aggregate number of BACs outstanding on the last day of such month.

 

Item 6.Selected Financial Data

 

Not applicable.

 

 16 

 

 

Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations

 

This Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements including our intentions, hopes, beliefs, expectations, strategies and predictions of our future activities, or other future events or conditions. These statements are "forward looking statements" within the meaning of Section 27A of the Securities Act of 1993, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbors created by these acts. Investors are cautioned that all forward-looking statements involve risks and uncertainty, including, for example, the factors identified in Part I, Item 1A of this Report. Although we believe that the assumptions underlying these forward-looking statements are reasonable, any of the assumptions could be inaccurate, and there can be no assurance that the forward-looking statements included in this Report will prove to be accurate. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans will be achieved.

 

Liquidity

 

The Fund's primary source of funds is the proceeds of each Offering. Other sources of liquidity include (i) interest earned on capital contributions held pending investment or on working capital reserves and (ii) cash distributions from operations of the Operating Partnerships in which the Fund has and will invest. All sources of liquidity are available to meet the obligations of the Fund. The Fund does not anticipate significant cash distributions in the long or short term from operations of the Operating Partnerships.

 

The Fund is currently accruing the annual fund management fee to enable each series to meet current and future third party obligations. Fund management fees accrued during the year ended March 31, 2018 were $329,689, and total fund management fees accrued as of March 31, 2018 were $14,740,050. During the year ended March 31, 2018 the Fund paid fees of $889,044 which were applied to prior year accruals.

 

Pursuant to the Partnership Agreement, such liabilities will be deferred until the Fund receives sale or refinancing proceeds from Operating Partnerships, and at that time proceeds from such sales or refinancing would be used to satisfy such liabilities.

 

Capital Resources

 

The Fund offered BACs in the Offering declared effective by the Securities and Exchange Commission on January 24, 1992. The Fund received and accepted subscriptions for $219,961,020 representing 21,996,102 BACs from investors admitted as BAC holders in Series 15 through 19 of the Fund. The Fund issued the last BACs in Series 19 on December 17, 1993. This concluded the Public Offering of the Fund.

 

(Series 15). The Fund commenced offering BACs in Series 15 on January 24, 1992. The Fund received and accepted subscriptions for $38,705,000 representing 3,870,500 BACs from investors admitted as BAC holders in Series 15. Offers and sales of BACs in Series 15 were completed and the last of BACs in Series 15 were issued by the Fund on June 26, 1992.

 

 17 

 

 

During the fiscal year ended March 31, 2018, the Fund did not use any of Series 15 net offering proceeds to pay outstanding installments of its capital contributions. As of March 31, 2018, proceeds from the offer and sale of BACs in Series 15 had been used to invest in a total of 68 Operating Partnerships in an aggregate amount of $29,390,546. As of March 31, 2018, 59 of the properties have been disposed of and 9 remain. The Fund had completed payment of all installments of its capital contributions to the Operating Partnerships.

 

(Series 16). The Fund commenced offering BACs in Series 16 on July 10, 1992. The Fund received and accepted subscriptions for $54,293,000, representing 5,429,402 BACs in Series 16. Offers and sales of BACs in Series 16 were completed and the last of the BACs in Series 16 were issued by the Fund on December 28, 1992.

 

During the fiscal year ended March 31, 2018, the Fund did not use any of Series 16 net offering proceeds to pay outstanding installments of its capital contributions. As of March 31, 2018, the net proceeds from the offer and sale of BACs in Series 16 had been used to invest in a total of 64 Operating Partnerships in an aggregate amount of $40,829,228. As of March 31, 2018, 52 of the properties have been disposed of and 12 remain. The Fund had completed payment of all installments of its capital contributions to the Operating Partnerships.

 

(Series 17). The Fund commenced offering BACs in Series 17 on January 24, 1993. The Fund received and accepted subscriptions for $50,000,000 representing 5,000,000 BACs from investors admitted as BAC holders in Series 17. Offers and sales of BACs in Series 17 were completed and the last of the BACs in Series 17 were issued on June 17, 1993.

 

During the fiscal year ended March 31, 2018, the Fund did not use any of Series 17 net offering proceeds to pay outstanding installments of its capital contributions. As of March 31, 2018, proceeds from the offer and sale of BACs in Series 17 had been used to invest in a total of 49 Operating Partnerships in an aggregate amount of $37,062,980. As of March 31, 2018, 45 of the properties have been disposed of and 4 remain. The Fund had completed payments of all installments of its capital contributions to 48 of the 49 Operating Partnerships. Series 17 has outstanding contributions payable to 1 Operating Partnership in the amount of $7,893 as of March 31, 2018. The remaining contributions will be released when the Operating Partnership has achieved the conditions set forth in its partnership agreement.

 

(Series 18). The Fund commenced offering BACs in Series 18 on June 17,1993. The Fund received and accepted subscriptions for $36,162,000 representing 3,616,200 BACs from investors admitted as BAC holders in Series 18. Offers and sales of BACs in Series 18 were completed and the last of the BACs in Series 18 were issued on September 22, 1993.

 

During the fiscal year ended March 31, 2018, the Fund did not use any of Series 18 net offering proceeds to pay outstanding installments of its capital contributions. As of March 31, 2018, proceeds from the offer and sale of BACs in Series 18 had been used to invest in a total of 34 Operating Partnerships in an aggregate amount of $26,652,205. As of March 31, 2018, 23 of the properties have been disposed of and 11 remain. The Fund had completed payments of all installments of its capital contributions to 32 of the 34 Operating Partnerships. Series 18 has $18,554 in capital contributions that remain to be paid to the other 2 Operating Partnerships. The remaining contributions will be released when the Operating Partnerships have achieved the conditions set forth in their partnership agreements.

 

 18 

 

 

(Series 19). The Fund commenced offering BACs in Series 19 on October 8, 1993. The Fund received and accepted subscriptions for $40,800,000 representing 4,080,000 BACs from investors admitted as BAC holders in Series 19. Offers and sales of BACs in Series 19 were completed and the last of the BACs in Series 19 were issued on December 17, 1993.

 

During the fiscal year ended March 31, 2018, the Fund did not use any of Series 19 net offering proceeds to pay outstanding installments of its capital contributions. As of March 31, 2018, proceeds from the offer and sale of BACs in Series 19 had been used to invest in a total of 26 Operating Partnerships in an aggregate amount of $30,164,485. As of March 31, 2018, 23 of the properties have been disposed of and 3 remain. The Fund had completed payments of all installments of its capital contributions to the Operating Partnerships.

 

Results of Operations

 

The Fund incurred an annual fund management fee to the general partner and/or its affiliates in an amount equal to 0.5% of the aggregate cost of the apartment complexes owned by the Operating Partnerships, less the amount of various partnership management and reporting fees paid or payable by the Operating Partnerships. The annual fund management fee incurred, net of reporting fees received for the fiscal years ended March 31, 2018 and 2017, was $196,682 and $333,848, respectively.

 

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

 

(Series 15). As of March 31, 2018 and 2017, the average Qualified Occupancy for the series was 100%. The series had a total of 9 properties at March 31, 2018, all of which were at 100% Qualified Occupancy.

 

For the tax years ended December 31, 2017 and 2016, the series, in total, generated $2,492,155 and $(359,392), respectively, in passive tax income (losses) that were passed through to the investors. All of the Operating Partnerships in the Series have completed their respective credit periods prior to the year ended December 31, 2008, and it is not expected that any additional tax credits will be generated.

 

As of March 31, 2018 and 2017, Investments in Operating Partnerships for Series 15 was $0. Investments in Operating Partnerships was affected by the way the Fund accounts for its investments, the equity method. By using the equity method the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued.

 

For the years ended March 31, 2018 and 2017, the net income (loss) for series 15 was $190,537 and $(80,612), respectively. The major components of these amounts are the Fund's share of income from Operating Partnerships, professional fees, and the partnership management fee.

 

 19 

 

 

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

 

In December 2016, the investment general partner transferred its interest in Rio Mimbres II Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $696,452 and cash proceeds to the investment partnership of $18,000. Of the total proceeds received, $2,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $16,000 were returned to cash reserves held by Series 15. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $16,000 as of December 31, 2016.

 

In May 2017, the investment general partner transferred its interest in Calexico Senior Apartments to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,716,118 and cash proceeds to the investment partnership of $111,786. Of the total proceeds received, $2,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $109,786 were returned to cash reserves held by Series 15. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $109,786 as of June 30, 2017.

 

 20 

 

 

In August 2017, the investment general partner transferred its interest in University Meadows LDHA to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $2,306,546 and cash proceeds to the investment partnership of $140,000. Of the total proceeds received, $23,400 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $8,747 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $107,853 were returned to cash reserves held by Series 15. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $107,853 as of September 30, 2017.

 

In December 2017, the investment general partner transferred its interest in Chestnut Hill Estates, Limited Partnership to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $639,888 and cash proceeds to the investment partnership of $25,301. Of the total proceeds received, $1,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $23,801 were returned to cash reserves held by Series 15. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $23,801 as of December 31, 2017.

 

In December 2017, the investment general partner transferred its interest in Sunset Square Limited Partnership to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $649,492 and cash proceeds to the investment partnership of $25,301. Of the total proceeds received, $1,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $23,801 were returned to cash reserves held by Series 15. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $23,801 as of December 31, 2017.

 

The investment general partner will continue to monitor the following Operating Partnership because of operational or other issues. However, this Operating Partnership has exited its LIHTC compliance period and there is therefore no risk to past credit delivery.

 

 21 

 

 

Beckwood Manor Eight Limited Partnership

 

(Series 16). As of March 31, 2018 and 2017, the average Qualified Occupancy for the series was 100%. The series had a total of 12 properties at March 31, 2018, all of which were at 100% Qualified Occupancy.

 

For the tax years ended December 31, 2017 and 2016, the series, in total, generated $1,891,394 and $2,808,574, respectively, in passive tax income (losses) that were passed through to the investors. All of the Operating Partnerships in the Series have completed their respective credit periods prior to the year ended December 31, 2008, and it is not expected that any additional tax credits will be generated.

 

As of March 31, 2018 and 2017, Investments in Operating Partnerships for Series 16 was $0. Investments in Operating Partnerships was affected by the way the Fund accounts for these investments, the equity method. By using the equity method the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued.

 

For the years ended March 31, 2018, and 2017, the net income (loss) for series 16 was $125,865 and $112,314, respectively. The major components of these amounts are the Fund's share of income from Operating Partnerships, professional fees, and the partnership management fee.

 

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

 

In July 2016, the investment general partner transferred its interest in Stony Ground Villas, Limited Partnership to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $1,254,826 and cash proceeds to the investment partnership of $30,000. Of the total proceeds received, $3,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $27,000 were returned to cash reserves held by Series 16. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $27,000 as of September 30, 2016.

 

 22 

 

 

In September 2016, the investment general partner sold its interest in Idabel Properties, Limited Partnership to an entity affiliated with the operating general partner. The sales price of the property was $1,359,124, which included the outstanding mortgage balance of approximately $1,215,163 and cash proceeds to the investment partnership of $143,961. Of the total proceeds received by the investment partnership, $2,500 was paid to BCAMLP for expenses related to the sale, which include third party legal costs. The remaining proceeds from the sale of $141,461 were returned to cash reserves held by Series 16. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the sale of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $141,461 as of September 30, 2016.

 

In May 2017, the investment general partner transferred its interest in Mendota Village Apartments to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,728,506 and cash proceeds to the investment partnership of $82,083. Of the total proceeds received, $2,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $80,083 were returned to cash reserves held by Series 16. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $80,083 as of June 30, 2017.

 

In May 2017, the investment general partner transferred its interest in Tuolumne City Investment Group II to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,406,018 and cash proceeds to the investment partnership of $46,850. Of the total proceeds received, $2,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $44,850 were returned to cash reserves held by Series 16. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $44,850 as of June 30, 2017.

 

 23 

 

 

In December 2017, the investment general partner transferred its interest in Falcon Ridge Limited Partnership to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $817,869 and cash proceeds to the investment partnership of $33,735. Of the total proceeds received, $1,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $32,235 were returned to cash reserves held by Series 16. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $32,235 as of December 31, 2017.

 

In December 2017, the investment general partner transferred its interest in Newport Manor, Limited Partnership to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $906,774 and cash proceeds to the investment partnership of $31,626. Of the total proceeds received, $1,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $30,126 were returned to cash reserves held by Series 16. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $30,126 as of December 31, 2017.

 

In January 2018, the investment general partner transferred its interest in Holly Tree Manor of Holly Hill, a Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $783,396 and cash proceeds to the investment partnership of $77,600. Of the total proceeds received, $2,000 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $75,600 were returned to cash reserves held by Series 16. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $75,600 as of March 31, 2018.

 

 24 

 

 

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

 

Anson Limited Partnership

Greenfield Properties, LP

 

(Series 17). As of March 31, 2018 and 2017, the average Qualified Occupancy for the Series was 100%. The series had a total of 4 properties at March 31, 2018, all of which were at 100% Qualified Occupancy.

 

For the tax years ended December 31, 2017 and 2016, the series, in total, generated $325,770 and $1,285,472, respectively, in passive tax income (losses) that were passed through to the investors. All of the Operating Partnerships in the Series have completed their respective credit periods prior to the year ended December 31, 2008, and it is not expected that any additional tax credits will be generated.

 

As of March 31, 2018 and 2017, Investments in Operating Partnerships for Series 17 was $0. Investments in Operating Partnerships was affected by the way the Fund accounts for these investments, the equity method. By using the equity method the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued.

 

For the years ended March 31, 2018 and 2017, the net income (loss) for series 17 was $(9,461) and $(78,112), respectively. The major components of these amounts are the Fund's share of income from Operating Partnerships, professional fees, and the partnership management fee.

 

In August 2016, the investment general partner transferred its interest in White Castle Senior Citizen Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $703,433 and cash proceeds to the investment partnership of $5,000. Of the total proceeds received, $2,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $2,500 were returned to cash reserves held by Series 17. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $2,500 as of September 30, 2016.

 

 25 

 

 

In October 2016, the investment general partner transferred its interest in Waynesburg House LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,342,784 and cash proceeds to the investment partnership of $15,000. Of the total proceeds received, $4,522 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $10,478 were returned to cash reserves held by Series 17. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $10,478 as of December 31, 2016.

 

In December 2016, the investment general partner transferred its interest in Glenridge Housing Associates, a Washington Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,846,705 and cash proceeds to the investment partnership of $50,000. Of the total proceeds received, $2,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $48,000 were returned to cash reserves held by Series 17 The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $48,000 as of December 31, 2016.

 

In December 2016, the investment general partner transferred its interest in Pinehurst Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $706,465 and cash proceeds to the investment partnership of $12,000. Of the total proceeds received, $2,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $9,500 were returned to cash reserves held by Series 17 The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $9,500 as of December 31, 2016.

 

 26 

 

 

In December 2017, the investment general partner transferred its interest in Oakwood Manor of Bennettsville, A Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $771,031 and cash proceeds to the investment partnership of $24,000. Of the total proceeds received, $2,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $22,000 were returned to cash reserves held by Series 17. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $22,000 as of December 31, 2017.

 

(Series 18). As of March 31, 2018 and 2017, the average Qualified Occupancy for the series was 100%. The series had a total of 11 properties at March 31, 2018, all of which were at 100% Qualified Occupancy.

 

For the tax years ended December 31, 2017 and 2016, the series, in total, generated $340,138 and $(344,621), respectively, in passive tax income (losses) that were passed through to the investors. All of the Operating Partnerships in the Series have completed their respective credit periods prior to the year ended December 31, 2008, and it is not expected that any additional tax credits will be generated.

 

As of March 31, 2018 and 2017, Investments in Operating Partnerships for Series 18 was $0. Investments in Operating Partnerships were affected by the way the Fund accounts for these investments, the equity method. By using the equity method the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued.

 

For the years ended March 31, 2018 and 2017, the net income (loss) for series 18 was $452,236 and $(124,922), respectively. The major components of these amounts are the Fund's share of income from Operating Partnerships, professional fees, and the partnership management fee.

 

In December 2016, the operating general partner of Chelsea Square Development Limited Partnership entered into an agreement to sell the property to a non-affiliated entity and the transaction closed on April 6, 2017. The sales price of the property was $1,150,000, which included the outstanding mortgage balance of approximately $301,393 and cash proceeds to the investment partnership of $513,204. Of the total proceeds received by the investment partnership, $4,500 was paid to BCAMLP for expenses related to the sale, which include third party legal costs. The remaining proceeds from the sale of $508,704 were returned to cash reserves held by Series 18. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the sale of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $508,704 as of June 30, 2017.

 

 27 

 

 

In April 2017, the investment general partner of Series 18 and Boston Capital Tax Credit Fund IV – Series 20 transferred their respective interests in Virginia Avenue Affordable Limited Partnership to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $499,989 and cash proceeds to the investment partnerships of $823,080 and $156,777 for Series 18 and Series 20, respectively. Of the total proceeds received, $7,560 and $1,440, for Series 18 and Series 20, respectively, will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $815,520 and $155,337, for Series 18 and Series 20, respectively, were returned to cash reserves. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

 

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

 

Marengo Park Apartments, Limited Partnership

Humboldt I, Limited Partnership

Natchitoches Elderly Apartments, Limited Partnership

 

(Series 19). As of March 31, 2018 and 2017, the average Qualified Occupancy for the series was 100%. The series had a total of 3 properties at March 31, 2018, all of which were at 100% Qualified Occupancy.

 

For the tax year ended December 31, 2017 and 2016, the series, in total, generated $1,098,230 and $(314,946), respectively, in passive tax income (losses) that were passed through to the investors. All of the Operating Partnerships in the Series have completed their respective credit periods prior to the year ended December 31, 2008, and it is not expected that any additional tax credits will be generated.

 

As of March 31, 2018 and 2017, Investments in Operating Partnerships for Series 19 was $0. Investments in Operating Partnerships are affected by the way the Fund accounts for these investments, the equity method. By using the equity method the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued.

 

For the years ended March 31, 2018 and 2017, the net income (loss) for series 19 was $(1,395) and $(94,495), respectively. The major components of these amounts are the Fund's share of income from Operating Partnerships, professional fees, and the partnership management fee.

 

 28 

 

 

In November 2017, the investment general partner transferred its interest in Independence Properties, Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $743,037 and cash proceeds to the investment partnership of $24,000. Of the total proceeds received, $2,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $21,500 were returned to cash reserves held by Series 19. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $21,500 as of December 31, 2017.

 

In December 2017, the investment general partner transferred its interest in Munford Village, Limited to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $702,560 and cash proceeds to the investment partnership of $25,301. Of the total proceeds received, $1,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $23,801 were returned to cash reserves held by Series 19. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $23,801 as of December 31, 2017.

 

In December 2017, the investment general partner transferred its interest in Sherwood Knoll, Limited Partnership to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $689,460 and cash proceeds to the investment partnership of $25,301. Of the total proceeds received, $1,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $23,801 were returned to cash reserves held by Series 19. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership, net of the overhead and expense reimbursement, has been recorded in the amount of $23,801 as of December 31, 2017.

 

In April 2018, the investment general partner transferred its interest in Madison Limited Partnership to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $571,026 and no cash proceeds to the investment partnership. There were no cash proceeds available to pay expenses related to the transfer and no proceeds were returned to cash reserves held by Series 19.

 

 29 

 

 

In May 2018, the investment general partner transferred its interest in Summerset Housing Limited Partnership to entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $839,048 and cash proceeds to the investment partnership of $15,500. Of the total proceeds received, $2,500 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $13,000 will be returned to cash reserves held by Series 19. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

 

Contractual Obligations

 

Not Applicable

 

Off Balance Sheet Arrangements

 

None

 

 30 

 

 

Principal Accounting Policies and Estimates

 

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

 

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

 

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

 

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

 

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

 

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Item 7a.

Quantitative and Qualitative Disclosure About Market Risk

 

Not Applicable

   
Item 8. Financial Statements and Supplementary Data
   
  The information required by this item is contained in Part IV, Item 15 of this Annual Report on Form 10-K.
   
Item 9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

 

None

 

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Item 9a. Controls and Procedures
     
  (a) Evaluation of Disclosure Controls and Procedures
     
    As of the end of the period covered by this report, the Fund’s general partner, under the supervision and with the participation of the Principal Executive Officer and Principal Financial Officer of C&M Management, Inc., carried out an evaluation of the effectiveness of the Fund’s “disclosure controls and procedures” as defined in the Securities Exchange Act of 1934 Rules 13a-15 and 15d-15 with respect to each series individually, as well as the Fund as a whole. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that as of the end of the period covered by this report, the disclosure controls and procedures with respect to each series individually, as well as the Fund as a whole, were adequate and effective in timely alerting them to material information relating to any series or the Fund as a whole required to be included in the Fund’s periodic SEC filings.
     
  (b) Management’s Annual Report on Internal Control over Financial Reporting
     
   

Management of the Fund is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) of each series individually, as well as the Fund as a whole. The Fund’s internal control system over financial reporting is designed to provide reasonable assurance to the Fund’s management regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States.

 

Due to inherent limitations, an internal control system over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance of achieving their control objectives.

 

As required by Section 404 of the Sarbanes-Oxley Act of 2002, management conducted an evaluation of the effectiveness of the Fund’s internal control over financial reporting as of March 31, 2018. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013). Based on this evaluation, management concluded the Fund’s internal control over financial reporting was effective as of March 31, 2018.

     
  (c) Changes in Internal Controls
     
    There were no changes in the Fund management's internal control over financial reporting that occurred during the quarter ended March 31, 2018 that materially affected, or are reasonably likely to materially affect, the Fund management's internal control over financial reporting.

 

Item 9B. Other Information
     
    Not Applicable

 

 33 

 

 

PART III

 

Item 10. Directors, Executive Officers and Corporate Governance of the Fund
  (a), (b), (c), (d) and (e)

 

The Fund has no directors or executives officers of its own. The following biographical information is presented for the partners of the general partners and affiliates of those partners (including Boston Capital Partners, Inc. ("Boston Capital")) with principal responsibility for the Fund's affairs.

 

John P. Manning, age 69, is one of the two original founders of Boston Capital Corporation, which was formed in 1974. From its beginning, Boston Capital’s goal was to focus on providing equity investment capital for the development of apartment properties throughout the country. Under Mr. Manning’s leadership as CEO for the past 44 years, Boston Capital has grown into one of the largest owners/investors in apartment properties in the United States. Through a number of affiliated partnerships, Boston Capital’s present portfolio is comprised of approximately 1,556 properties with an original development cost in excess of $19.6 billion. These properties are located in all 50 states, the District of Columbia, Puerto Rico, the U.S. Virgin Islands and Guam. As CEO of Boston Capital, Mr. Manning continues to oversee the company’s business development goals. Capitalizing on its core competencies of tax credit investment underwriting, those business development goals include an expansion of investment capital for market rate real estate investment as well as providing mortgage financing for a limited and exclusive number of property acquisitions. Mr. Manning is a recognized leader in the housing and real estate industries, and has served on the boards of a number of national housing organizations and governmental commissions. In 1997, President Clinton appointed Mr. Manning to the President’s Export Council, a board comprised primarily of Fortune 500 CEOs that advised the President on government policies and programs that affect U.S. trade performance. He was also a Presidential appointee to the President’s Advisory Committee on the Arts. Mr. Manning serves on the boards of numerous organizations and charities including The Alliance for Business Leadership and the American Ireland Fund. Mr. Manning is also a member of the Board of Directors of Liberty Mutual Group, the parent company of Liberty Mutual Insurance Company, and sits on Liberty Mutual’s investment and compensation committees.

Mr. Manning is a graduate of Boston College.

 

Jeffrey H. Goldstein, age 56, directs Boston Capital’s comprehensive real estate services, which include all aspects of origination, underwriting and acquisition. As COO, Mr. Goldstein is responsible for the financial and operational areas of Boston Capital Corporation and assists in the design and implementation of business development and strategic planning objectives. Prior to assuming the role of COO, Mr. Goldstein served as Director of Acquisitions and prior to that served as Director of Asset Management. He also served as the head of the Dispositions and Special Assets Groups. With more than 30 years of experience in the real estate syndication and development industry, Mr. Goldstein has been instrumental in the diversification and expansion of Boston Capital’s businesses. Prior to joining Boston Capital in 1990, Mr. Goldstein was Manager of Finance for A.J. Lane & Co., where he was responsible for placing debt on all new construction projects and debt structure for existing apartment properties. Prior to that, he served as manager for Homeowner Financial Services, a financial consulting firm for residential and commercial properties, and worked as an analyst responsible for budgeting and forecasting for the New York City Council Finance Division. Mr. Goldstein is active in the Dana Farber Cancer Institute community, serving as a member on its Visiting Committee. Mr. Goldstein holds a BA from the University of Colorado and an MBA from Northeastern University.

 

 34 

 

 

Kevin P. Costello, age 71, directs the functions of the Boston Capital Institutional Investment business. He has led this operational area since its inception in 1992, which encompasses investment activities for corporate institutional, private proprietary and state CRA funds. All investor services and communications to Boston Capital’s corporate investors fall under his responsibility as well. Mr. Costello has over 25 years of experience in the real estate syndication and investment services industry including previous roles at Boston Capital managing the Affordable Housing Acquisition Team as well as being responsible for the structuring and distribution of conventional and tax credit private placements. Prior to the introduction of the corporate tax credit business, Mr. Costello was responsible for broker dealer due diligence and investor services for the Boston Capital public tax credit funds. He currently serves on the Executive Committee at Boston Capital. Prior to joining Boston Capital in 1987, Mr. Costello held executive positions with real estate syndication and investment services firms. Mr. Costello serves on the Board of Directors of FamilyAid Boston, whose mission is to prevent and end homelessness. He is a graduate of Stonehill College and received an MBA in Finance from the Rutgers Graduate School of Business Administration.

 

Marc N. Teal, age 54, oversees the operational accounting, including financial and SEC reporting, budgeting, audit and tax for Boston Capital, its affiliated entities and all Boston Capital-sponsored programs. He is also responsible for the additional oversight of internal audit, regulatory and housing compliance and information technology. Mr. Teal manages Boston Capital’s banking and borrowing relationships and directs the treasury management of all working capital reserves. He previously served as Director of Accounting and prior to that served as Vice President of Partnership Accounting. Mr. Teal has more than 27 years of finance and accounting experience. Prior to joining Boston Capital in 1990, Mr. Teal held various positions with Cabot, Cabot & Forbes, a multifaceted real estate company and Liberty Real Estate Corp. He received a BS in Accountancy from Bentley University and a Masters in Finance from Suffolk University.

 

 35 

 

 

(f) Involvement in certain legal proceedings.
   
  None.
   
(g) Promoters and control persons.
   
  None.
   
(h) and (i) The Fund has no directors or executive officers and accordingly has no audit committee and no audit committee financial expert. The Fund is not a listed issuer as defined in Regulation 10A-3 promulgated under the Securities Exchange Act of 1934.
   
  The general partner of the Fund, Boston Capital Associates III LP, has adopted a Code of Ethics which applies to the Principal Executive Officer and Principal Financial Officer of C&M Management, Inc. The Code of Ethics will be provided without charge to any person who requests it. Such request should be directed to Marc N. Teal Boston Capital Corp. One Boston Place Boston, MA 02108.
   
Item 11. Executive Compensation
   
  (a), (b), (c), (d) and (e)

 

The Fund has no officers or directors and no compensation committee. However, under the terms of the Amended and Restated Agreement and Certificate of Limited Partnership of the Fund, the Fund has paid or accrued obligations to the general partner and its affiliates for the following fees during the 2018 fiscal year:

 

1. An annual fund management fee based on .5 percent of the aggregate cost of all apartment complexes acquired by the Operating Partnerships has been accrued or paid to Boston Capital Asset Management Limited Partnership. The annual fund management fee charged to operations, net of reporting fees received, during the year ended March 31, 2018 was $196,682.

 

2. The Fund has reimbursed an affiliate of the general partner a total of $84,238 for amounts charged to operations during the year ended March 31, 2018. The reimbursement includes legal, travel, and overhead allocations.

 

 36 

 

 

Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 

(a)Security ownership of certain beneficial owners.

 

As of March 31, 2018, 21,996,102 BACs had been issued. The following Series are known to have one investor with holdings in excess of 5% of the total outstanding BACs in the series.

 

1.Everest Housing

199 South Los Robles Ave., Suite 200

Pasadena, CA 91101

 

Series  % of BACs held 
Series 15   8.37%
Series 16   10.34%
Series 18   9.40%
Series 19   7.01%

 

2.Warren Heller

515 W Buckeye Rd., Suite 104

Phoenix, AZ 85003

 

Series  % of BACs held 
Series 17   11.90%

 

(b)Security ownership of management.

 

The general partner has a 1% interest in all profits, losses, credits and distributions of the Fund.

 

(c)Changes in control.

 

There exists no arrangement known to the Fund the operation of which may at a subsequent date result in a change in control of the Fund. There is a provision in the Fund's Partnership Agreement which allows, under certain circumstances, the ability to change control.

 

The Fund has no compensation plans under which interests in the Fund are authorized for issuance.

 

Item 13.Certain Relationships and Related Transactions, and Director Independence.

 

(a)Transactions with related persons.

 

The Fund has no officers or directors. However, under the terms of the Offering, various kinds of compensation and fees are payable to the general partner and its affiliates during the organization and operation of the Fund. Additionally, the general partner will receive distributions from the Fund if there is cash available for distribution or residual proceeds as defined in the Partnership Agreement. See Note B of Notes to Financial Statements in Item 15 of this Annual Report on Form 10-K for amounts accrued or paid to the general partner and its affiliates during the period from April 1, 1995 through March 31, 2018.

 

 37 

 

 

(b)Review, Approval or Ratification of transactions with related persons.

 

The Fund response to Item 13(a) is incorporated herein by reference.

 

(c)Transactions with Promoters and certain control persons.

 

Not applicable.

 

(d)Independence.

 

The Fund has no directors.

 

Item 14.Principal Accountant Fees and Services

 

Fees paid to the Fund’s independent auditors for fiscal year 2018 were comprised of the following:

 

Fee Type  Ser. 15   Ser. 16   Ser. 17   Ser. 18   Ser. 19 
Audit Fees  $16,090   $19,840   $15,765   $14,640   $12,090 
                          
Audit Related Fees   -    -    -    -    - 
                          
Tax Fees   6,230    7,628    5,065    5,764    4,366 
                          
All Other Fees   1,572    2,200    1,870    1,366    1,508 
                          
Total  $23,892   $29,668   $22,700   $21,770   $17,964 

 

Fees paid to the Fund’s independent auditors for fiscal year 2017 were comprised of the following:

 

Fee Type  Ser. 15   Ser. 16   Ser. 17   Ser. 18   Ser. 19 
Audit Fees  $19,310   $18,860   $17,185   $14,460   $11,910 
                          
Audit Related Fees   -    -    -    -    - 
                          
Tax Fees   6,974    7,655    5,839    5,839    4,250 
                          
All Other Fees   2,047    2,825    8,393    1,779    1,870 
                          
Total  $28,331   $29,340   $31,417   $22,078   $18,030 

 

Audit Committee

 

The Fund has no Audit Committee. All audit services and any permitted non-audit services performed by the Fund’s independent auditors are pre-approved by C&M Management, Inc.

 

 38 

 

 

PART IV

 

Item 15.Exhibits and Financial Statement Schedules

 

(a)1 and 2. Financial Statements and Financial Statement Schedules, filed herein as Exhibit 13 -

 

Report of Independent Registered Public Accounting Firm

 

Balance Sheets, March 31, 2018 and 2017.

 

Statements of Operations for the years ended March 31, 2018 and 2017.

 

Statements of Changes in Partners' Capital (Deficit) for the years ended March 31, 2018 and 2017.

 

Statements of Cash Flows for the years ended March 31, 2018 and 2017.

 

Notes to Financial Statements March 31, 2018 and 2017.

 

Schedules not listed are omitted because of the absence of the conditions under which they are required or because the information is included in the financial statements or the notes hereto.

 

(b)1.Exhibits (listed according to the number assigned in the table in Item 601 of Regulation S-K)

 

Exhibit No. 3 - Organization Documents.

 

a.Certificate of Limited Partnership of Boston Capital Tax Credit Fund III L.P. (Incorporated by reference from Exhibit 3 to the Fund's Registration Statement No. 33-42999 on Form S-11 as filed with the Securities and Exchange Commission on September 26, 1991.)(Filed on paper - hyperlink not required pursuant to Rule 105 of Regulation S-T.).

 

Exhibit No. 4 - Instruments defining the rights of security holders, including indentures.

 

a.Agreement of Limited Partnership of Boston Capital Tax Credit Fund III L.P. (Incorporated by reference from Exhibit 4 to the Fund's Registration Statement No. 33-42999 on Form S-11 as filed with the Securities and Exchange Commission on September 26, 1991.) (Filed on paper - hyperlink not required pursuant to Rule 105 of Regulation S-T.).

 

Exhibit No. 10 - Material contracts.

 

a.Beneficial Assignee Certificate. (Incorporated by reference from Exhibit 10A to the Fund's Registration Statement No. 33-42999 on Form S-11 as filed with the Securities and Exchange Commission on September 26, 1991.) (Filed on paper - hyperlink not required pursuant to Rule 105 of Regulation S-T.).

 

Exhibit No. 13 - Financial Statements.

 

a.Financial Statement of Boston Capital Tax Credit Fund III L.P., filed herein

 

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Exhibit No. 28 - Additional exhibits.

 

a.Agreement of Limited Partnership of Peachtree L.P. (Incorporated by reference from Registrant's current report on Form 8-K as filed with the Securities and Exchange Commission on April 4, 1994) (Filed on paper - hyperlink not required pursuant to Rule 105 of Regulation S-T.).

 

b.Agreement of Limited Partnership of Hackley-Barclay LDHA (Incorporated by reference from Registrant's current report on Form 8-K as filed with the Securities and Exchange Commission on April 14, 1994) (Filed on paper - hyperlink not required pursuant to Rule 105 of Regulation S-T.).

 

c.Agreement of Limited Partnership of West End Manor of Union Limited Partnership (Incorporated by reference from Registrant's current report on Form 8-K as filed with the Securities and Exchange Commission on May 29, 1994) (Filed on paper – hyperlink not required pursuant to Rule 105 of Regulation S-T.).
   
  Exhibit No. 31 Certification 302
   
  a. Certification pursuant to 18 U.S.C. Section 1350, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herein
     
  b. Certification pursuant to 18 U.S.C. Section 1350, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herein
     
  Exhibit No. 32 Certification 906
   
  a. Certification pursuant to 18 U.S.C. Section 1350, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herein
     
  b. Certification pursuant to 18 U.S.C. Section 1350, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herein
     
  Exhibit No. 101
   
    The following materials from the Boston Capital Tax Credit Fund III, L.P. Annual Report on Form 10-K for the period ended March 31, 2018 formatted in Extensible Business Reporting Language (XBRL): (i) the Balance Sheets, (ii) the Statements of Operations, (iii) the Statements of Changes in Partners' Capital (Deficit), (iv) the Statements of Cash Flows and (v) related notes, filed herein

 

Item 16.Form 10-K Summary

 

Not applicable.

 

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SIGNATURES

 

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

 

  Boston Capital Tax Credit Fund III L.P.
   
  By: Boston Capital Associates III L.P.
    General Partner
     
  By: BCA Associates Limited Partnership,
    General Partner
     
  By: C&M Management Inc.,
Date:   General Partner
     
June 22, 2018 By: /s/ John P. Manning
    John P. Manning

 

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

 

DATE:   SIGNATURE:   TITLE:
         
June 22, 2018   /s/ John P. Manning  

Director, President

(Principal Executive

Officer) C&M Management

Inc.; Director,

President (Principal

Executive Officer)

BCTC III Assignor Corp.

    John P. Manning  
       
       
       
       
       

 

DATE:   SIGNATURE:   TITLE:
         
June 22, 2018   /s/ Marc N. Teal  

Chief Financial Officer

(Principal Financial

and Accounting Officer)

C&M Management Inc.;

Chief Financial Officer

(Principal Financial

and Accounting Officer)

BCTC III Assignor Corp.

    Marc N. Teal  
       
       
       
       
       
       

 

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