[Federal Register Volume 70, Number 135 (Friday, July 15, 2005)]
[Notices]
[Pages 41075-41085]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 05-13591]


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DEPARTMENT OF THE TREASURY

Community Development Financial Institutions Fund


Notice of Allocation Availability (NOAA) Inviting Applications 
for the CY 2006 Allocation Round of the New Markets Tax Credit Program

    Announcement Type: Initial announcement of tax credit allocation 
availability.
    Dates: Electronic applications must be received by 5 p.m. ET on 
September 21, 2005. Paper applications must be postmarked on or before 
September 21, 2005 and received by 5 p.m. ET on September 30, 2005 (see 
Section IV.D. of this NOAA for more details). Applications must meet 
all eligibility and other requirements and deadlines, as applicable, 
set forth in this NOAA. Allocation applicants that are not yet 
certified as community development entities (CDEs) must submit an 
application for certification as a CDE that is postmarked on or before 
August 22, 2005 and received by 5 p.m. ET on August 30, 2005 (see 
Section III. of this NOAA for more details).
    Executive Summary: This NOAA is issued in connection with the 
calendar year 2006 tax credit allocation round of the New Markets Tax 
Credit (NMTC) Program, as authorized by Title I, subtitle C, section 
121 of the Community Renewal Tax Relief Act of 2000 (the Act). Through 
the NMTC Program, the Community Development Financial Institutions Fund 
(the Fund) provides authority to CDEs to offer an incentive to 
investors in the form of a tax credit over seven years, which is 
expected to stimulate the provision of $15 billion in private 
investment capital that, in turn, will facilitate economic and 
community development in Low-

[[Page 41076]]

Income Communities. In this NOAA, the Fund addresses specifically how 
an entity may apply to receive an allocation of NMTCs, the competitive 
procedure through which NMTC Allocations will be made, and the actions 
that will be taken to ensure that proper allocations are made to 
appropriate entities.

I. Allocation Availability Description

A. Programmatic Improvements

    In the substantive review process for applications submitted under 
the third round of the NMTC Program, the Fund gave greater weight to 
the elements contained in each application's Business Strategy and 
Community Impact sections. The Fund will continue this same 
programmatic focus in this NOAA. In order to reflect this emphasis, the 
Fund has re-ordered the application sections and the corresponding NOAA 
sections (as described in Section V.A. below) as follows: Business 
Strategy, Community Impact, Management Capacity, and Capitalization 
Strategy.
    The Fund has modified certain eligibility requirements relating to 
prior Allocatees planning to apply for an additional allocation in this 
CY 2006 allocation round. These modifications generally require that 
Allocatees demonstrate an increasing percentage of Qualified Equity 
Investment issuances and/or commitments based on the allocation round 
in which Allocatees received their prior allocation(s). These 
requirements are more fully described in Section III.A.2. of this NOAA.
    In the NOAA for the third allocation round, the Fund evaluated 
whether applicants were common enterprises that, in fact or effect, 
could be viewed as single entities. In this NOAA, the Fund clarifies 
that Allocatees (or their Subsidiary Allocatees) are also prohibited 
from forming common enterprises with other Allocatees (or their 
Subsidiary Allocatees) in the same allocation round after the 
submission of an allocation application to the Fund. This requirement 
is necessary since most Allocatees do not form the Subsidiaries to 
which they will transfer their NMTC Allocation until after receiving a 
Notice of Allocation from the Fund.
    This NOAA also contains two additional clarifications with respect 
to the application review and selection process: (1) The Fund reserves 
the right to take prior NMTC Allocation performance into consideration 
in the case of applications submitted by entities that have, or whose 
affiliates have, received allocations of NMTCs in prior allocation 
rounds; and (2) the Fund reserves the right to reject an application if 
it is incorrect in any material respect. These clarifications are more 
fully described in Section V.B. of this NOAA.

B. Program Guidance and Regulations

    This NOAA provides guidance for the application and allocation of 
NMTCs for the fourth round of the NMTC Program and should be read in 
conjunction with: (i) Guidance published by the Fund on how an entity 
may apply to become certified as a CDE (66 FR 65806, December 20, 
2001); (ii) the final regulations issued by the Internal Revenue 
Service (26 CFR 1.45D-1, published on December 28, 2004) and related 
guidance; and (iii) the application and related materials for this 
fourth NMTC Program allocation round. All such materials may be found 
on the Fund's Web site at http://www.cdfifund.gov. The Fund encourages 
applicants to review these documents. Capitalized terms used but not 
defined in this NOAA shall have the respective meanings assigned to 
them in the allocation application, the Act or the IRS final 
regulations.

II. Allocation Information

A. Allocation Amounts

    The Fund expects that it may allocate to CDEs the authority to 
issue to their investors up to the aggregate amount of $3.5 billion in 
equity as to which NMTCs may be claimed, as permitted under IRC Sec.  
45D(f)(1)(D). The Fund anticipates that, under this NOAA, it will not 
issue more than $150 million in tax credit allocation authority per 
applicant. The Fund, in its sole discretion, reserves the right to 
allocate amounts in excess of or less than the anticipated maximum 
allocation amount if the Fund deems it appropriate. In order to receive 
an allocation in excess of $150 million, an applicant will likely need 
to demonstrate, for example, that: (i) No part of its strategy can be 
successfully implemented without an allocation in excess of $150 
million; or (ii) its strategy will produce extraordinary community 
impact. The Fund reserves the right to allocate tax credit authority to 
any, all or none of the entities that submit an application in response 
to this NOAA, and in any amount it deems appropriate.

B. Types of Awards

    NMTC Program awards are made in the form of tax credit authority.

C. Notice of Allocation and Allocation Agreement

    Each Allocatee under this NOAA must sign a Notice of Allocation and 
an Allocation Agreement before the NMTC Allocation is effective. The 
Notice of Allocation and the Allocation Agreement contain the terms and 
conditions of the allocation. For further information, see Section VI. 
of this NOAA.

III. Eligibility

    A. Eligible applicants: IRC Sec.  45D specifies certain eligibility 
requirements that each applicant must meet to be eligible to apply for 
an allocation of NMTCs. The following sets forth additional detail and 
certain additional dates that relate to the submission of applications 
under this NOAA:
    1. CDE certification: For purposes of this NOAA, the Fund will not 
consider an application for an allocation of NMTCs unless: (a) The 
applicant is certified as a CDE at the time the Fund receives its NMTC 
Program allocation application; or (b) the applicant submits an 
application for certification as a CDE that is postmarked on or before 
August 22, 2005 and received by 5 p.m. ET on August 30, 2005. 
Applicants for certification may obtain a CDE certification application 
through the Fund's Web site at http://www.cdfifund.gov. Applications 
for CDE certification must be submitted as instructed in the 
application form. An applicant that is a community development 
financial institution (CDFI) or a specialized small business investment 
company (SSBIC) does not need to submit a CDE certification 
application, but must register as a CDE on the Fund's Web site on or 
before 5 p.m. ET on August 22, 2005. The Fund will not provide 
allocations of NMTCs to applicants that are not certified as CDEs. See 
Section IV.D.1.(c) of this NOAA for further requirements relating to 
postmarks.
    If an applicant that has already been certified as a CDE wishes to 
change its designated CDE service area, it must submit its request for 
such a change to the Fund; and said request must be received by the 
Fund by 5 p.m. ET on September 21, 2005. The CDE service area change 
request must be sent from the applicant's authorized representative and 
include the applicable CDE control number, the revised service area 
designation, and an updated accountability chart that reflects 
representation from Low-Income Communities in the revised service area. 
The service area change request must be

[[Page 41077]]

sent by e-mail to [email protected] or by facsimile to (202) 622-
7754.
    2. Prior awardees or Allocatees: Applicants must be aware that 
success in a prior round of any of the Fund's programs is not 
indicative of success under this NOAA. Prior awardees of any component 
of the Fund's Community Development Financial Institutions (CDFI) 
Program, Bank Enterprise Award (BEA) Program, the Native Initiatives, 
or any other Fund program and prior Allocatees under the NMTC Program 
are eligible to apply under this NOAA, except as follows:
    (a) Prior Allocatees and Qualified Equity Investment issuance 
requirements: A prior Allocatee in the first round of the NMTC Program 
(CY 2001-2002) is not eligible to receive a NMTC Allocation pursuant to 
this NOAA unless the Allocatee can demonstrate that, as of 11:59 p.m. 
ET on December 31, 2005, it has: (i) Issued and received cash from its 
investors for at least 60 percent of its Qualified Equity Investments 
relating to its CY 2001-2002 NMTC Allocation; or (ii) issued and 
received cash from its investors for at least 50 percent of its 
Qualified Equity Investments and that at least 80 percent of its total 
CY 2001-2002 NMTC Allocation has been exchanged for cash from or has 
been committed by its investors. A prior Allocatee in the second round 
of the NMTC Program (CY 2003-2004) is not eligible to receive a NMTC 
Allocation pursuant to this NOAA unless the Allocatee can demonstrate 
that, as of 11:59 p.m. ET on December 31, 2005, it has: (i) Issued and 
received cash from its investors for at least 50 percent of its 
Qualified Equity Investments relating to its CY 2003-2004 NMTC 
Allocation; or (ii) issued and received cash from its investors for at 
least 40 percent of its Qualified Equity Investments and that at least 
80 percent of its total CY 2003-2004 NMTC Allocation has been exchanged 
for cash from or has been committed by its investors. A prior Allocatee 
in the third round of the NMTC Program (CY 2005) is not eligible to 
receive a NMTC Allocation pursuant to this NOAA unless the Allocatee 
can demonstrate that, as of 11:59 p.m. ET on February 15, 2006, it has: 
(i) Issued and received cash from its investors for at least 50 percent 
of its Qualified Equity Investments relating to its CY 2005 NMTC 
Allocation; or (ii) issued and received cash from its investors for at 
least 20 percent of its Qualified Equity Investments and that at least 
60 percent of its total CY 2005 NMTC Allocation has been exchanged for 
cash from or has been committed by its investors. Further, an entity is 
not eligible to receive a NMTC Allocation pursuant to this NOAA if 
another entity that Controls the applicant, is Controlled by the 
applicant or shares common management officials with the applicant (as 
determined by the Fund) is a prior Allocatee and has not met the 
requirements for the issuance and/or commitment of Qualified Equity 
Investments as set forth above for the Allocatees in the prior 
allocation rounds of the NMTC Program. In addition, if an applicant has 
received an allocation in multiple allocation rounds of the NMTC 
Program, the applicant will have to meet the requirements for the 
issuance and/or commitment of Qualified Equity Investments as set forth 
above for each allocation received.
    For purposes of this section of the NOAA, the Fund will only count 
as ``issued'' those Qualified Equity Investments that have been 
recorded in the Fund's Allocation Tracking System (ATS) by the 
deadlines specified above. Allocatees and their Subsidiary transferees, 
if any, are advised to access ATS to record each Qualified Equity 
Investment that they issue to an investor in exchange for cash. For 
purposes of this section of the NOAA, ``committed'' Qualified Equity 
Investments are only those Equity Investments that are evidenced by a 
written, signed document in which an investor: (i) Commits to make an 
investment in the Allocatee in a specified amount and on specified 
terms; (ii) has made an initial disbursement of the investment proceeds 
to the Allocatee, and such initial disbursement has been recorded in 
ATS as a Qualified Equity Investment; (iii) commits to disburse the 
remaining investment proceeds to the Allocatee based on specified 
amounts and payment dates; and (iv) commits to make the final 
disbursement to the Allocatee no later than December 31, 2008. The 
applicant will be required, upon notification from the Fund, to submit 
adequate documentation to substantiate the required issuances of and 
commitments for Quality Equity Investments.
    In addition, all requests for amendments to Allocation Agreements 
needed for purposes of meeting the Qualified Equity Investment issuance 
requirements set forth above, including requests to have Subsidiary 
entities certified as CDEs and/or included in Allocation Agreements, 
must be received by October 14, 2005. Allocation Agreement amendment 
requests should be submitted by mail to the Fund's Grants Manager, 
Community Development Financial Institutions Fund, 601 13th Street, 
NW., Suite 200 South, Washington, DC 20005 or by e-mail to 
[email protected] or [email protected] with the 
subject line: NMTC: Allocation Agreement Amendment Request. CDE 
certification requests should be submitted in accordance with the 
instructions provided in the CDE Certification Application. Requests 
for Allocation Agreement amendments and CDE certifications received 
after October 14, 2005 will not be processed until after December 31, 
2005.
    (b) Failure to meet reporting requirements: The Fund will not 
consider an application submitted by an applicant if the applicant, or 
an entity that Controls the applicant, is Controlled by the applicant 
or shares common management officials with the applicant (as determined 
by the Fund) is a prior Fund awardee or Allocatee under any Fund 
program and is not current on the reporting requirements set forth in a 
previously executed assistance, allocation or award agreement(s), as of 
the application deadline of this NOAA. Please note that the Fund only 
acknowledges the receipt of reports that are complete. As such, 
incomplete reports or reports that are deficient of required elements 
will not be recognized as having been received.
    (c) Pending resolution of noncompliance: If an applicant is a prior 
awardee or Allocatee under any Fund program and if: (i) It has 
submitted complete and timely reports to the Fund that demonstrate 
noncompliance with a previous assistance, award or Allocation 
Agreement; and (ii) the Fund has yet to make a final determination as 
to whether the entity is in default of its previous assistance, award 
or Allocation Agreement, the Fund will consider the applicant's 
application under this NOAA pending full resolution, in the sole 
determination of the Fund, of the noncompliance. Further, if another 
entity that Controls the applicant, is Controlled by the applicant or 
shares common management officials with the applicant (as determined by 
the Fund), is a prior Fund awardee or Allocatee and if such entity: (i) 
Has submitted complete and timely reports to the Fund that demonstrate 
noncompliance with a previous assistance, award or Allocation 
Agreement; and (ii) the Fund has yet to make a final determination as 
to whether the entity is in default of its previous assistance, award 
or Allocation Agreement, the Fund will consider the applicant's 
application under this NOAA pending full resolution, in the sole 
determination of the Fund, of the noncompliance.
    (d) Default status: The Fund will not consider an application 
submitted by an

[[Page 41078]]

applicant that is a prior Fund awardee or Allocatee under any Fund 
program if, as of the application deadline of this NOAA, the Fund has 
made a final determination that such applicant is in default of a 
previously executed assistance, allocation or award agreement(s) and 
the Fund has provided written notification of such determination to 
such applicant. Further, an entity is not eligible to apply for an 
allocation pursuant to this NOAA if, as of the application deadline of 
this NOAA, the Fund has made a final determination that another entity 
that Controls the applicant, is Controlled by the applicant or shares 
common management officials with the applicant (as determined by the 
Fund): (i) Is a prior Fund awardee or Allocatee under any Fund program; 
(ii) has been determined by the Fund to be in default of a previously 
executed assistance, allocation or award agreement(s); and (iii) the 
Fund has provided written notification of such determination to the 
defaulting entity.
    (e) Termination in default: The Fund will not consider an 
application submitted by an applicant that is a prior Fund awardee or 
Allocatee under any Fund program if: (i) Within the 12-month period 
prior to the application deadline of this NOAA, the Fund has made a 
final determination that such applicant's prior award or allocation 
terminated in default of a previously executed assistance, allocation 
or award agreement(s); (ii) the Fund has provided written notification 
of such determination to such applicant; and (iii) the final reporting 
period end date for the applicable terminated assistance, allocation or 
award agreement(s) falls in such applicant's 2004 or 2005 fiscal year. 
Further, an entity is not eligible to apply for an allocation pursuant 
to this NOAA if: (i) Within the 12-month period prior to the 
application deadline of this NOAA, the Fund has made a final 
determination that another entity that Controls the applicant, is 
Controlled by the applicant or shares common management officials with 
the applicant (as determined by the Fund), is a prior Fund awardee or 
Allocatee under any Fund program whose award or allocation terminated 
in default of a previously executed assistance, allocation or award 
agreement(s); (ii) the Fund has provided written notification of such 
determination to the defaulting entity; and (iii) the final reporting 
period end date for the applicable terminated assistance, allocation or 
award agreement(s) falls in the defaulting entity's 2004 or 2005 fiscal 
year.
    (f) Undisbursed balances: The Fund will not consider an application 
submitted by an applicant that is a prior Fund awardee under any Fund 
program if the applicant has a balance of undisbursed funds (defined 
below) under said prior award(s), as of the application deadline of 
this NOAA. Further, an entity is not eligible to apply for an award 
pursuant to this NOAA if another entity that Controls the applicant, is 
Controlled by the applicant or shares common management officials with 
the applicant (as determined by the Fund), is a prior Fund awardee 
under any Fund program, and has a balance of undisbursed funds under 
said prior award(s), as of the application deadline of this NOAA. In a 
case where another entity that Controls the applicant, is Controlled by 
the applicant or shares common management officials with the applicant 
(as determined by the Fund), is a prior Fund awardee under any Fund 
program, and has a balance of undisbursed funds under said prior 
award(s), as of the application deadline of this NOAA, the Fund will 
include the combined awards of the applicant and such affiliated 
entities when calculating the amount of undisbursed funds.
    For purposes of this section, ``undisbursed funds'' is defined as: 
(i) In the case of a prior BEA Program award(s), any balance of award 
funds equal to or greater than five (5) percent of the total prior BEA 
Program award(s) that remains undisbursed more than three (3) years 
after the end of the calendar year in which the Fund signed an award 
agreement with the awardee; and (ii) in the case of a prior CDFI 
Program or other Fund program award(s), any balance of award funds 
equal to or greater than five (5) percent of the total prior award(s) 
that remains undisbursed more than two (2) years after the end of the 
calendar year in which the Fund signed an assistance agreement with the 
awardee.
    ``Undisbursed funds'' does not include (i) tax credit allocation 
authority made available through the NMTC Program; (ii) any award funds 
for which the Fund received a full and complete disbursement request 
from the awardee by the application deadline of this NOAA; and (iii) 
any award funds for an award that has been terminated, expired, 
rescinded or deobligated by the Fund.
    (g) Contact the Fund: Accordingly, applicants that are prior 
awardees and/or Allocatees under any other Fund program are advised to: 
(i) Comply with the requirements specified in assistance, allocation 
and/or award agreement(s), and (ii) contact the Fund to ensure that all 
necessary actions are underway for the disbursement of any outstanding 
balance of a prior award(s). All outstanding reports and compliance 
questions should be directed to the Compliance Manager by e-mail at 
[email protected] and all disbursement questions should be directed to 
the Grants Manager by e-mail at [email protected]. Both 
the Compliance Manager and the Grants Manager can be reached by 
telephone at (202) 622-8226; by facsimile at (202) 622-6453; or by mail 
to CDFI Fund, 601 13th Street, NW., Suite 200 South, Washington, DC 
20005. The Fund will respond to applicants' reporting, compliance or 
disbursement questions between the hours of 9 a.m. and 5 p.m. ET, 
starting the date of publication of this NOAA through September 19, 
2005 (2 days before the application deadline). The Fund will not 
respond to applicants' reporting, compliance or disbursement phone 
calls or e-mail inquiries that are received after 5 p.m. ET on 
September 19, 2005 until after the funding application deadline of 
September 21, 2005.
    3. Entities that propose to transfer NMTCs to Subsidiaries: Both 
for-profit and non-profit CDEs may apply to the Fund for allocations of 
NMTCs, but only a for-profit CDE is permitted to provide NMTCs to its 
investors. A non-profit applicant wishing to apply for a NMTC 
Allocation must demonstrate, prior to entering into an Allocation 
Agreement with the Fund, that: (i) It controls one or more Subsidiaries 
that are for-profit entities; and (ii) it intends to transfer the full 
amount of any NMTC Allocation it receives to said Subsidiary. The 
Subsidiary transferee should: (i) Submit a CDE certification 
application to the Fund within 30 days after the non-profit applicant 
receives a Notice of Allocation from the Fund; and (ii) must be 
certified as a CDE prior to entering into an Allocation Agreement with 
the Fund. The NMTC Allocation transfer must be pre-approved by the 
Fund, in its sole discretion, and will be a condition of the Allocation 
Agreement. A for-profit applicant that receives a NMTC Allocation may 
transfer such NMTC Allocation to its for-profit Subsidiary or 
Subsidiaries, provided that said Subsidiary transferees have been 
certified as CDEs and such transfer is pre-approved by the Fund, in its 
sole discretion. The transfer also will be a condition of the 
Allocation Agreement.
    An applicant wishing to transfer all or a portion of its NMTC 
Allocation to a Subsidiary is not required to create the Subsidiary 
prior to submitting a NMTC allocation application to the Fund. Rather, 
the Fund will require each

[[Page 41079]]

applicant to indicate, in its NMTC allocation application, whether it 
intends to transfer all or a portion of its NMTC Allocation to a 
Subsidiary and its timeline for doing so. As stated above, in no 
circumstance will the Fund authorize such a transfer until the Fund has 
certified the Subsidiary transferee as a CDE.
    4. Entities that submit applications together with Affiliates; 
applications from common enterprises: (a) As part of the allocation 
application review process, the Fund considers whether applicants are 
Affiliates, as such term is defined in the allocation application. If 
an applicant and its Affiliates wish to submit allocation applications, 
they must do so collectively, in one application; an applicant and its 
Affiliates may not submit separate allocation applications. If 
Affiliated entities submit multiple applications, the Fund reserves the 
right either to reject all such applications received or to select a 
single application as the only one that will be considered for an 
allocation.
    For purposes of this NOAA, in addition to assessing whether 
applicants meet the definition of the term ``Affiliate'' found in the 
allocation application, the Fund will consider: (i) Whether the 
activities described in applications submitted by separate entities 
are, or will be, operated or managed as a common enterprise that, in 
fact or effect, could be viewed as a single entity; and (ii) whether 
the business strategies and/or activities described in applications 
submitted by separate entities are so closely related that, in fact or 
effect, they could be viewed as substantially identical applications. 
In such cases, the Fund reserves the right either to reject all 
applications received from all such entities or to select a single 
application as the only one that will be considered for an allocation.
    (b) Furthermore, an applicant that receives an allocation in this 
allocation round (or its Subsidiary transferee) may not become an 
Affiliate of or member of a common enterprise (as defined above) with 
another applicant that receives an allocation in this allocation round 
(or its Subsidiary transferee) at any time after the submission of an 
allocation application under this NOAA. This prohibition, however, 
generally does not apply to entities that are commonly Controlled 
solely because of common ownership by Qualified Equity Investment 
investors. This requirement will also be a term and condition of the 
Allocation Agreement (see Section VI.B. of this NOAA and additional 
application guidance materials on the Fund's Web site at http://www.cdfifund.gov for more details).
    5. Entities created as a series of funds: An applicant whose 
business structure consists of an entity with a series of funds may 
apply for CDE certification as a single entity, or as multiple 
entities. If such an applicant represents that it is properly 
classified for Federal tax purposes as a single partnership or 
corporation, it may apply for CDE certification as a single entity. If 
an applicant represents that it is properly classified for Federal tax 
purposes as multiple partnerships or corporations, then it may submit a 
single CDE certification application on behalf of the entire series of 
funds, and each fund must be separately certified as a CDE. Applicants 
should note, however, that receipt of CDE certification as a single 
entity or as multiple entities is not a determination that an applicant 
and its related funds are properly classified as a single entity or as 
multiple entities for Federal tax purposes. Regardless of whether the 
series of funds is classified as a single partnership or corporation or 
as multiple partnerships or corporations, an applicant may not transfer 
any NMTC Allocations it receives to one or more of its funds unless the 
transfer is pre-approved by the Fund, in its sole discretion, which 
will be a condition of the Allocation Agreement.
    6. Entities that are BEA Program awardees: An insured depository 
institution investor (and its Affiliates and Subsidiaries) may not 
receive a NMTC Allocation in addition to a BEA Program award for the 
same investment in a CDE. Likewise, an insured depository institution 
investor (and its Affiliates and Subsidiaries) may not receive a BEA 
Program award in addition to a NMTC Allocation for the same investment 
in a CDE.

IV. Application and Submission Information

    A. Address to request application package: Applicants may submit 
applications under this NOAA either electronically or in paper form. 
Shortly following the publication of this NOAA, the Fund will make 
available the electronic allocation application on its Web site at 
http://www.cdfifund.gov. The Fund will send application materials to 
applicants that are unable to download them from the Web site. To have 
application materials sent to you, contact the Fund by telephone at 
(202) 622-6355; by e-mail at [email protected]; or by facsimile 
at (202) 622-7754. These are not toll free numbers.
    B. Application content requirements: Detailed application content 
requirements are found in the application related to this NOAA. 
Applicants must submit all materials described in and required by the 
application by the applicable deadlines. Applicants will not be 
afforded an opportunity to provide any missing materials or 
documentation. Electronic applications must be submitted solely by 
using the format made available at the Fund's Web site. Additional 
information, including instructions relating to the submission of 
signature forms and supporting information, is set forth in further 
detail in the electronic application. An application must include a 
valid and current Employer Identification Number (EIN) issued by the 
Internal Revenue Service and assigned to the applicant and, if 
applicable, its Controlling Entity; electronic applications without a 
valid EIN are incomplete and cannot be transmitted to the Fund; paper 
applications submitted without a valid EIN will be rejected as 
incomplete and returned to the sender. For more information on 
obtaining an EIN, please contact the Internal Revenue Service at (800) 
829-4933 or http://www.irs.gov. An applicant may not submit more than 
one application in response to this NOAA. In addition, as stated in 
Section III.A.4 of this NOAA, an applicant and its Affiliates must 
collectively submit only one allocation application; an applicant and 
its Affiliates may not submit separate allocation applications. Once an 
application is submitted, an applicant will not be allowed to change 
any element of its application.
    C. Form of application submission: Applicants may submit 
applications under this NOAA either electronically or in paper form. 
Applications sent by facsimile or by e-mail will not be accepted. In 
order to expedite application review, the Fund expects applicants to 
submit applications electronically (via an Internet-based application) 
in accordance with the instructions provided on the Fund's Web site. 
Submission of an electronic application will facilitate the processing 
and review of applications and the selection of Allocatees; further it 
will assist the Fund in the implementation of electronic reporting 
requirements.
    1. Electronic applications: Electronic applications must be 
submitted solely by using the Fund's Web site and must be sent in 
accordance with the submission instructions provided in the electronic 
application form. Applicants need access to Internet Explorer 5.5 or 
higher or Netscape Navigator 6.0 or higher, Windows 98 or higher (or 
other

[[Page 41080]]

system compatible with the above Explorer and Netscape software) and 
optimally at least a 56Kbps Internet connection in order to meet the 
electronic application submission requirements. The Fund's electronic 
application system will only permit the submission of applications in 
which all required questions and tables are fully completed. Additional 
information, including instructions relating to the submission of 
signature forms and supporting information, is set forth in further 
detail in the electronic application.
    2. Paper applications: If an applicant is unable to submit an 
electronic application, it must submit to the Fund a request for a 
paper application using the NMTC Program Paper Application Submission 
Form, and the request must be received by 5 p.m. ET on September 7, 
2005. The NMTC Program Paper Application Submission Form may be 
obtained from the Fund's Web site at http://www.cdfifund.gov or the 
form may be requested by e-mail to [email protected] or by 
facsimile to (202) 622-7754. The completed NMTC Program Paper 
Application Submission Form should be directed to the Fund's Chief 
Information Officer and must be sent by facsimile to (202) 622-7754.
    D. Application submission dates and times:
    1. Application deadlines:
    (a) Electronic applications must be received by 5 p.m. ET on 
September 21, 2005. Electronic applications cannot be transmitted or 
received after 5 p.m. ET on September 21, 2005. In addition, applicants 
that submit electronic applications must separately submit (by mail or 
other courier delivery service) an original signature page, and all 
other required paper attachments. The original signature page and 
additional documents must be postmarked on or before September 26, 2005 
and received by 5 p.m. ET on October 3, 2005. See application 
instructions, provided in the electronic application, for further 
detail. Applications and other required documents and other attachments 
postmarked or received after these dates and times will be rejected and 
returned to the sender. If the original signature page is not 
postmarked and received by the deadlines specified above, the 
application will be rejected and returned to the sender. See Section 
IV.D.1.(c) of this NOAA for further requirements relating to postmarks. 
Additional deadlines (if any) relating to the submission of general 
supporting documentation will be further detailed in the electronic 
application. Please note that the document submission deadlines in this 
NOAA and/or the allocation application are strictly enforced.
    (b) Paper applications, including the requisite original signature 
page, and all other required paper attachments must be postmarked on or 
before September 21, 2005 and received by 5 p.m. ET on September 30, 
2005. Paper applications postmarked or received after these deadlines 
will not be accepted for consideration and will be returned to the 
sender.
    (c) For purposes of this NOAA, the term `` postmark'' is defined by 
26 CFR 301.7502-1. In general, the Fund will require that the 
postmarked document bear a postmark date that is on or before the 
applicable deadline. The document must be in an envelope or other 
appropriate wrapper, properly addressed as set forth in this NOAA and 
delivered by the United States Postal Service or any other private 
delivery service designated by the Secretary of the Treasury. For more 
information on designated delivery services, please see IRS Notice 
2002-62, 2002-2 C.B. 574.
    E. Intergovernmental Review: Not applicable.
    F. Funding Restrictions: For allowable uses of investment proceeds 
related to an NMTC Allocation, please see 26 U.S.C. 45D and the final 
regulations issued by the Internal Revenue Service (26 CFR 1.45D-1, 
published on December 28, 2004) and related guidance. Please see 
Section I., above, for the Programmatic Improvements of this NOAA.
    G. Other Submission Requirements:
    Addresses: Paper applications and the signature page and 
attachments for electronic applications must be sent as directed in the 
application materials to the Bureau of Public Debt, the application 
intake coordinator for the Fund. Paper applications and the signature 
page or attachments will not be accepted at the Fund's offices in 
Washington, DC. Paper applications and signature pages or attachments 
received in the Fund's offices will be rejected and returned to the 
sender. Except for the signature page and attachments, electronic 
applications must be submitted solely by using the Fund's Web site and 
must be sent in accordance with the submission instructions provided in 
the electronic application form.

V. Application Review Information

    There are two parts to the substantive review process for each 
allocation application--Phase 1 and Phase 2. In Phase 1, the Fund will 
evaluate each application, assigning points and numeric scores with 
respect to the criteria described below. In Phase 2, the Fund will rank 
applicants in accordance with the procedures set forth below.
    A. Criteria:
    1. Business Strategy (25-point maximum). (a) In assessing an 
applicant's business strategy, reviewers will consider, among other 
things: the applicant's products, services and investment criteria; the 
prior performance of the applicant or its Controlling Entity, 
particularly as it relates to making similar kinds of investments as 
those it proposes to make with the proceeds of Qualified Equity 
Investments; the applicant's prior performance in providing capital or 
technical assistance to disadvantaged businesses or communities; the 
projected level of the applicant's pipeline of potential investments; 
and the extent to which the applicant intends to make Qualified Low-
Income Community Investments in one or more businesses in which persons 
unrelated to the entity hold a majority equity interest.
    Under the Business Strategy criterion, an applicant will generally 
score well to the extent that it will deploy debt or investment capital 
in products or services which: (i) Are designed to meet the needs of 
underserved markets; (ii) are flexible or non-traditional in form and 
on better terms than available in the marketplace; and (iii) focus on 
customers or partners that typically lack access to conventional 
sources of capital. An applicant will also score well to the extent 
that it: (i) Has a track record of successfully providing products and 
services similar to those it intends to use with the proceeds of 
Qualified Equity Investments; (ii) has identified, or has a process for 
identifying, potential transactions; (iii) demonstrates a likelihood of 
issuing Qualified Equity Investments and making the related Qualified 
Low-Income Community Investments in a time period that is significantly 
shorter than the 5-year period permitted under IRC Sec.  45D(b)(1); and 
(iv) in the case of an applicant proposing to purchase loans from CDEs, 
the applicant will require the CDE selling such loans to re-invest the 
proceeds of the loan sale to provide additional products and services 
to Low-Income Communities.
    (b) Priority Points: In addition, as provided by IRC Sec.  
45D(f)(2), the Fund will ascribe additional points to entities that 
meet either or both of the statutory priorities. First, the Fund will 
give up to five (5) additional points to any applicant that has a 
record of having successfully provided capital or technical assistance 
to disadvantaged businesses or communities. Second, the

[[Page 41081]]

Fund will give five (5) additional points to any applicant that intends 
to satisfy the requirement of IRC Sec.  45D(b)(1)(B) by making 
Qualified Low-Income Community Investments in one or more businesses in 
which persons unrelated to an applicant (within the meaning of IRC 
Sec.  267(b) or IRC Sec.  707(b)(1)) hold the majority equity interest. 
Applicants may earn points for either or both statutory priorities. 
Thus, applicants that meet the requirements of both priority categories 
can receive up to a total of ten (10) additional points. A record of 
having successfully provided capital or technical assistance to 
disadvantaged businesses or communities may be demonstrated either by 
the past actions of an applicant itself or by its Controlling Entity 
(e.g., where a new CDE is established by a nonprofit corporation with a 
history of providing assistance to disadvantaged communities). An 
applicant that receives additional points for intending to make 
investments in unrelated businesses and is awarded a NMTC Allocation 
must meet the requirements of IRC Sec.  45D(b)(1)(B) by investing 
substantially all of the proceeds from the aggregate amount of its 
Qualified Equity Investments in unrelated businesses. The Fund will 
factor in an applicant's priority points when ranking applicants during 
Phase 2 of the review process, as described below.
    2. Community Impact (25-point maximum). In assessing the impact on 
communities expected to result from the applicant's proposed 
investments, reviewers will consider, among other things, the degree to 
which the applicant is likely to achieve significant and measurable 
community development and economic impacts in its Low-Income 
Communities, and whether the applicant is working in particularly 
economically distressed markets and/or in concert with Federal, state 
or local government or community economic development initiatives 
(e.g., Empowerment Zones, Enterprise Communities, and Renewal 
Communities). An applicant will generally score well under this section 
to the extent that: (a) It articulates how its strategy is likely to 
produce significant and measurable community development and economic 
impacts that would not be achieved without NMTCs; and (b) it is working 
in particularly economically distressed or otherwise underserved 
communities and/or in concert with other Federal, State or local 
government or community economic development initiatives.
    3. Management Capacity (25-point maximum). In assessing an 
applicant's management capacity, reviewers will consider, among other 
things, the qualifications of the applicant's principals, its board 
members, its management team, and other essential staff or contractors, 
with specific focus on: experience in deploying capital or technical 
assistance, including activities similar to those described in the 
applicant's business strategy; experience in raising capital; asset 
management and risk management experience; experience with fulfilling 
compliance requirements of other governmental programs, including other 
tax programs; and the applicant's (or its Controlling Entity's) 
financial health. Reviewers will also consider the extent to which an 
applicant has protocols in place to ensure ongoing compliance with NMTC 
Program requirements, and the level of involvement of community 
representatives and other stakeholders in the design, implementation or 
monitoring of an applicant's business plan and strategy. In the case of 
an applicant (or any entity that Controls the applicant, is Controlled 
by the applicant or shares common management officials with the 
applicant (as determined by the Fund)) that has received a NMTC 
Allocation from the Fund under a prior allocation round, reviewers will 
consider the activities that have occurred to date with respect to the 
prior allocation(s).
    An applicant will generally score well under this section to the 
extent that its management team or other essential personnel have 
experience in: (a) Deploying capital or technical assistance in Low-
Income Communities, particularly those likely to be served by the 
applicant with the proceeds of Qualified Equity Investments; (b) 
raising capital, particularly from for-profit investors; (c) asset and 
risk management; and (d) fulfilling government compliance requirements, 
particularly tax program compliance. An applicant will also score well 
to the extent it has policies and systems in place to ensure ongoing 
compliance with NMTC Program requirements, and to the extent that Low-
Income Community stakeholders play an active role in designing or 
implementing its business plan. In the case of an applicant (or any 
entity that Controls the applicant, is Controlled by the applicant or 
shares common management officials with the applicant (as determined by 
the Fund)) that has received a NMTC Allocation from the Fund under a 
prior allocation round, the applicant will score well to the extent it 
can: (a) Demonstrate that substantial activities have occurred through 
its prior allocation(s); and (b) substantiate a need for additional 
allocation authority.
    4. Capitalization Strategy (25-point maximum). In assessing an 
applicant's capitalization strategy, reviewers will consider, among 
other things: the extent to which the applicant has secured 
investments, commitments to invest, or indications of interest in 
investments from investors, commensurate with its requested amount of 
tax credit allocations; the applicant's strategy for identifying 
additional investors, if necessary, including the applicant's (or its 
Controlling Entity's) prior performance with raising equity from 
investors, particularly for-profit investors; the extent to which the 
applicant identifies how existing investors will leverage their 
investments in Low-Income Communities or how new investors will be 
brought into such investments; the distribution of the economic 
benefits of the tax credit; the extent to which the applicant intends 
to invest the proceeds from the aggregate amount of its Qualified 
Equity Investments at a level that exceeds the requirements of IRC 
Sec.  45D(b)(1)(B), including the extent to which the applicant has 
identified the financial resources outside of the NMTC investments 
necessary to support its operations or finance its activities; and the 
applicant's timeline for utilizing an NMTC Allocation.
    An applicant will generally score well under this section to the 
extent that: (a) It has secured investor commitments, or has a 
reasonable strategy for obtaining such commitments; (b) its request for 
allocations is commensurate with both the level of Qualified Equity 
Investments it is likely to raise and its expected investment strategy 
to deploy funds raised with NMTCs; (c) it generally demonstrates that 
the economic benefits of the tax credit will be passed through to end 
users; (d) it is likely to leverage other sources of funding in 
addition to NMTC investor dollars; and (e) it intends to invest the 
proceeds from the aggregate amount of its Qualified Equity Investments 
at a level that exceeds the requirements of IRC Sec.  45D(b)(1)(B). In 
the case of an applicant proposing to raise investor funds from 
organizations that also will identify or originate transactions for the 
applicant or from affiliated entities, said applicant will score well 
to the extent that it will offer products with more favorable rates or 
terms than those currently offered by the investor and/or will target 
its activities to areas of greater economic distress than those 
currently targeted by the investor.
    B. Review and selection process: All allocation applications will 
be reviewed

[[Page 41082]]

for eligibility and completeness. The Fund may consult with the IRS on 
the eligibility requirements under IRC Sec.  45D. To be complete, the 
application must contain, at a minimum, all information described as 
required in the application form. An incomplete application will be 
rejected and returned to the sender. Once the application has been 
determined to be eligible and complete, the Fund will conduct the 
substantive review of each application in two parts (Phase 1 and Phase 
2) in accordance with the criteria and procedures generally described 
in this NOAA and the allocation application.
    Phase 1: Fund reviewers will evaluate and score each application in 
the first part of the review process. An applicant must exceed a 
minimum overall aggregate base score threshold and exceed a minimum 
aggregate section score threshold in each of the four application 
sections (Business Strategy, Community Impact, Management Capacity, and 
Capitalization Strategy) in order to advance from the first part of the 
substantive review process. If, in the case of a particular 
application, a reviewer's total base score or section score(s) (in one 
or more of the four application sections), varies significantly from 
the median of the reviewers' total base scores or section scores for 
such application, the Fund may, in its sole discretion, obtain the 
comments and recommendations of an additional reviewer to determine 
whether the anomalous score should be replaced with the score of the 
additional reviewer.
    Phase 2: Once the Fund has determined which applicants have met the 
required minimum overall aggregate base score and aggregate section 
score thresholds, the Fund will rank applicants on the basis of their 
combined scores in the Business Strategy and Community Impact sections 
of the application and will make adjustments to each applicant's 
priority points so that these points maintain the same relative weight 
in the ranking of applicant scores. The Fund will award allocations in 
the order of this ranking, subject to applicants' meeting all other 
eligibility requirements; provided, however, that the Fund, in its sole 
discretion, reserves the right to reject an application and/or adjust 
award amounts as appropriate based on information obtained during the 
review process.
    In the case of an applicant (or any entity that Controls the 
applicant, is Controlled by the applicant or shares common management 
officials with the applicant (as determined by the Fund)) that has 
previously received an award or allocation from the Fund through any 
Fund program, the Fund will consider and will deduct points for the 
applicant's (or any entity that Controls the applicant, is Controlled 
by the applicant or shares common management officials with the 
applicant (as determined by the Fund)) failure to meet the reporting 
deadlines set forth in any assistance, award or Allocation Agreement(s) 
with the Fund during the applicant's two complete fiscal years prior to 
the application deadline of this NOAA (generally FY 2003 and 2004). All 
outstanding reports or compliance questions should be directed to the 
Compliance Manager by e-mail at [email protected]; by telephone at 
(202) 622-8226; by facsimile at (202) 622-6453; or by mail to CDFI 
Fund, 601 13th Street, NW., Suite 200 South, Washington, DC 20005. The 
Fund will respond to reporting or compliance questions between the 
hours of 9 a.m. and 5 p.m. ET, starting the date of the publication of 
this NOAA through September 19, 2005. The Fund will not respond to 
reporting or compliance phone calls or e-mail inquiries that are 
received after 5 p.m. ET on September 19, 2005 until after the funding 
application deadline of September 21, 2005.
    The Fund reserves the right to reject any NMTC allocation 
application in the case of a prior Fund awardee, if such applicant has 
failed to comply with the terms, conditions, and other requirements of 
the prior or existing assistance or award agreement(s) with the Fund. 
The Fund reserves the right to reject any NMTC allocation application 
in the case of a prior Fund Allocatee, if such applicant has failed to 
comply with the terms, conditions, and other requirements of its prior 
or existing Allocation Agreement(s) with the Fund. The Fund reserves 
the right to reject any NMTC allocation application in the case of any 
applicant, if an entity that Controls the applicant, is Controlled by 
the applicant or shares common management officials with the applicant 
(as determined by the Fund), has failed to meet the terms, conditions 
and other requirements of any prior or existing assistance agreement, 
award agreement or Allocation Agreement with the Fund.
    The Fund reserves the right to reject any NMTC allocation 
application in the case of a prior Fund Allocatee, if such applicant 
has failed to use its prior NMTC allocation(s) in a manner that is 
generally consistent with the business strategy (including, but not 
limited to, the proposed product offerings and markets served) set 
forth in the allocation application(s) related to such prior 
allocation(s). The Fund also reserves the right to reject any NMTC 
allocation application in the case of any applicant, if an entity that 
Controls the applicant, is Controlled by the applicant or shares common 
management officials with the applicant (as determined by the Fund), is 
a prior Fund Allocatee and has failed to use its prior NMTC 
allocation(s) in a manner that is generally consistent with the 
business strategy set forth in the allocation application(s) related to 
such prior allocation(s).
    The Fund also reserves the right to reject a NMTC allocation 
application if information (including administrative errors) comes to 
the attention of the Fund that either adversely affects an applicant's 
eligibility for an award, or adversely affects the Fund's evaluation or 
scoring of an application, or indicates fraud or mismanagement on the 
part of an applicant. If the Fund determines that any portion of the 
application is incorrect in any material respect, the Fund reserves the 
right, in its sole discretion, to reject the application.
    As a part of the substantive review process, the Fund may permit 
reviewer(s) to make telephone calls to applicants for the sole purpose 
of obtaining, clarifying or confirming application information. In no 
event shall such contact be construed to permit an applicant to change 
any element of its application. Reviewers will not contact applicants 
without the prior approval of the Fund. At this point in the process, 
an applicant may be required to submit additional information about its 
application in order to assist the Fund with its final evaluation 
process. Such requests must be responded to within the time parameters 
set by the Fund. The selecting official(s) will make a final allocation 
determination based on an applicant's file, including without 
limitation, eligibility under IRC Sec.  45D, the reviewers' scores and 
the amount of allocation authority available. In the case of applicants 
(or any entity that Controls the applicant, is Controlled by the 
applicant or shares common management officials with the applicant (as 
determined by the Fund)) that are regulated by the Federal government 
or a State agency (or comparable entity), the Fund's selecting 
official(s) reserve(s) the right to consult with and take into 
consideration the views of the appropriate Federal or State banking and 
other regulatory agencies. In the case of applicants (or any entity 
that Controls the applicant, is Controlled by the applicant or shares 
common management officials with the applicant

[[Page 41083]]

(as determined by the Fund)) that are also Small Business Investment 
Companies, Specialized Small Business Investment Companies or New 
Markets Venture Capital Companies, the Fund reserves the right to 
consult with and take into consideration the views of the Small 
Business Administration.
    The Fund reserves the right to conduct additional due diligence, as 
determined reasonable and appropriate by the Fund, in its sole 
discretion, related to the applicant and its officers, directors, 
owners, partners and key employees.
    Each applicant will be informed of the Fund's award decision either 
through a Notice of Allocation if selected for an allocation (see 
Section VI.A. of this NOAA) or a declination letter, if not selected 
for an allocation, which may be for reasons of application 
incompleteness, ineligibility or substantive issues. All applicants 
that are not selected for an allocation based on substantive issues 
will likely be given the opportunity to obtain feedback on the 
strengths and weaknesses of their applications. This feedback will be 
provided in a format and within a timeframe to be determined by the 
Fund, based on available resources.
    The Fund further reserves the right to change its eligibility and 
evaluation criteria and procedures, if the Fund deems it appropriate; 
if said changes materially affect the Fund's award decisions, the Fund 
will provide information regarding the changes through the Fund's Web 
site.
    There is no right to appeal the Fund's allocation decisions. The 
Funds allocation decisions are final.

VI. Award Administration Information

A. Notice of Allocation

    The Fund will signify its selection of an applicant as an Allocatee 
by delivering a signed Notice of Allocation to the applicant. The 
Notice of Allocation will contain the general terms and conditions 
underlying the Fund's provision of an NMTC Allocation including, but 
not limited to, the requirement that an Allocatee and the Fund enter 
into an Allocation Agreement. The applicant must execute the Notice of 
Allocation and return it to the Fund. By executing a Notice of 
Allocation, the Allocatee agrees that, if prior to entering into an 
Allocation Agreement with the Fund, information (including 
administrative errors) comes to the attention of the Fund that either 
adversely affects the Allocatee's eligibility for an award, or 
adversely affects the Fund's evaluation or scoring of the Allocatee's 
application, or indicates fraud or mismanagement on the part of the 
Allocatee, the Fund may, in its discretion and without advance notice 
to the Allocatee, terminate the Notice of Allocation or take such other 
actions as it deems appropriate. Moreover, by executing a Notice of 
Allocation, an Allocatee agrees that, if prior to entering into an 
Allocation Agreement with the Fund, the Fund determines that the 
Allocatee is not in compliance with the terms of any prior assistance 
agreement, award agreement, and/or Allocation Agreement entered into 
with the Fund, the Fund may, in its discretion and without advance 
notice to the Allocatee, either terminate the Notice of Allocation or 
take such other actions as it deems appropriate. The Fund reserves the 
right, in its sole discretion, to rescind the allocation and the Notice 
of Allocation if the Allocatee fails to return the Notice of 
Allocation, signed by the authorized representative of the Allocatee, 
along with any other requested documentation, by the deadline set by 
the Fund.
    1. Failure to meet reporting requirements: If an Allocatee, or an 
entity that Controls the Allocatee, is Controlled by the Allocatee or 
shares common management officials with the Allocatee (as determined by 
the Fund) is a prior Fund awardee or Allocatee under any Fund program 
and is not current on the reporting requirements set forth in the 
previously executed assistance, allocation or award agreement(s), as of 
the date of the Notice of Allocation, the Fund reserves the right, in 
its sole discretion, to delay entering into an Allocation Agreement 
and/or to impose limitations on an Allocatee's ability to issue 
Qualified Equity Investments to investors until said prior awardee or 
Allocatee is current on the reporting requirements in the previously 
executed assistance, allocation or award agreement(s). Please note that 
the Fund only acknowledges the receipt of reports that are complete. As 
such, incomplete reports or reports that are deficient of required 
elements will not be recognized as having been received. If said prior 
awardee or Allocatee is unable to meet this requirement within the 
timeframe set by the Fund, the Fund reserves the right, in its sole 
discretion, to terminate and rescind the Notice of Allocation and the 
allocation made under this NOAA.
    2. Pending resolution of noncompliance: If an applicant is a prior 
awardee or Allocatee under any Fund program and if: (i) It has 
submitted complete and timely reports to the Fund that demonstrate 
noncompliance with a previous assistance, award or Allocation 
Agreement; and (ii) the Fund has yet to make a final determination as 
to whether the entity is in default of its previous assistance, award 
or Allocation Agreement, the Fund reserves the right, in its sole 
discretion, to delay entering into an Allocation Agreement and/or to 
impose limitations on the Allocatee's ability to issue Qualified Equity 
Investments to investors, pending full resolution, in the sole 
determination of the Fund, of the noncompliance. Further, if another 
entity that Controls the applicant, is Controlled by the applicant or 
shares common management officials with the applicant (as determined by 
the Fund), is a prior Fund awardee or Allocatee and if such entity: (i) 
Has submitted complete and timely reports to the Fund that demonstrate 
noncompliance with a previous assistance, award or Allocation 
Agreement; and (ii) the Fund has yet to make a final determination as 
to whether the entity is in default of its previous assistance, award 
or Allocation Agreement, the Fund reserves the right, in its sole 
discretion, to delay entering into an Allocation Agreement and/or to 
impose limitations on the Allocatee's ability to issue Qualified Equity 
Investments to investors, pending full resolution, in the sole 
determination of the Fund, of the noncompliance. If the prior awardee 
or Allocatee in question is unable to satisfactorily resolve the issues 
of noncompliance, in the sole determination of the Fund, the Fund 
reserves the right, in its sole discretion, to terminate and rescind 
the Notice of Allocation and the allocation made under this NOAA.
    3. Default status: If, at any time prior to entering into an 
Allocation Agreement through this NOAA, the Fund has made a final 
determination that an Allocatee that is a prior Fund awardee or 
Allocatee under any Fund program is in default of a previously executed 
assistance, allocation or award agreement(s) and has provided written 
notification of such determination to the Allocatee, the Fund reserves 
the right, in its sole discretion, to delay entering into an Allocation 
Agreement and/or to impose limitations on the Allocatee's ability to 
issue Qualified Equity Investments to investors, until said prior 
awardee or Allocatee has submitted a complete and timely report 
demonstrating full compliance with said agreement within a timeframe 
set by the Fund. Further, if at any time prior to entering into an 
Allocation Agreement through this NOAA, the Fund has made a final 
determination that another entity that Controls the Allocatee, is 
Controlled by the applicant or shares

[[Page 41084]]

common management officials with the Allocatee (as determined by the 
Fund), is a prior Fund awardee or Allocatee under any Fund program, and 
is in default of a previously executed assistance, allocation or award 
agreement(s) and has provided written notification of such 
determination to the defaulting entity, the Fund reserves the right, in 
its sole discretion, to delay entering into an Allocation Agreement 
and/or to impose limitations on the Allocatee's ability to issue 
Qualified Equity Investments to investors, until said prior awardee or 
Allocatee has submitted a complete and timely report demonstrating full 
compliance with said agreement within a timeframe set by the Fund. If 
said prior awardee or Allocatee is unable to meet this requirement, the 
Fund reserves the right, in its sole discretion, to terminate and 
rescind the Notice of Allocation and the allocation made under this 
NOAA.
    4. Termination in default: If (i) within the 12-month period prior 
to entering into an Allocation Agreement through this NOAA, the Fund 
has made a final determination that an Allocatee that is a prior Fund 
awardee or Allocatee under any Fund program whose award or allocation 
was terminated in default of such prior agreement; (ii) the Fund has 
provided written notification of such determination to such 
organization; and (iii) the final reporting period end date for the 
applicable terminated agreement falls in such organization's 2004 or 
2005 fiscal year, the Fund reserves the right, in its sole discretion, 
to delay entering into an Allocation Agreement and/or to impose 
limitations on the Allocatee's ability to issue Qualified Equity 
Investments to investors. Further, if (i) within the 12-month period 
prior to entering into an Allocation Agreement through this NOAA, the 
Fund has made a final determination that another entity that Controls 
the Allocatee, is Controlled by the Allocatee or shares common 
management officials with the Allocatee (as determined by the Fund), is 
a prior Fund awardee or Allocatee under any Fund program whose award or 
allocation was terminated in default of such prior agreement; (ii) the 
Fund has provided written notification of such determination to the 
defaulting entity; and (iii) the final reporting period end date for 
the applicable terminated agreement falls in such defaulting entity's 
2004 or 2005 fiscal year, the Fund reserves the right, in its sole 
discretion, to delay entering into an Allocation Agreement and/or to 
impose limitations on the Allocatee's ability to issue Qualified Equity 
Investments to investors.

B. Allocation Agreement

    Each applicant that is selected to receive a NMTC Allocation 
(including the applicant's Subsidiary transferees) must enter into an 
Allocation Agreement with the Fund. The Allocation Agreement will set 
forth certain required terms and conditions of the NMTC Allocation 
which may include, but not be limited to, the following: (i) The amount 
of the awarded NMTC Allocation; (ii) the approved uses of the awarded 
NMTC Allocation (e.g., loans to or equity investments in Qualified 
Active Low-Income Businesses or loans to or equity investments in other 
CDEs); (iii) the approved service area(s) in which the proceeds of 
Qualified Equity Investments may be used; (iv) the time period by which 
the applicant may obtain Qualified Equity Investments from investors; 
(v) reporting requirements for all applicants receiving NMTC 
Allocations; and (vi) a requirement to maintain certification as a CDE 
throughout the term of the Allocation Agreement. If an applicant has 
represented in its NMTC allocation application that it intends to 
invest substantially all of the proceeds from its investors in 
businesses in which persons unrelated to the applicant hold a majority 
equity interest, the Allocation Agreement will contain a covenant 
whereby said applicant agrees that it will invest substantially all of 
said proceeds in businesses in which persons unrelated to the applicant 
hold a majority equity interest.
    In addition to entering into an Allocation Agreement, each 
applicant selected to receive a NMTC Allocation must furnish to the 
Fund an opinion from its legal counsel, the content of which will be 
further specified in the Allocation Agreement, to include, among other 
matters, an opinion that an applicant (and its Subsidiary transferees, 
if any): (i) Is duly formed and in good standing in the jurisdiction in 
which it was formed and/or operates; (ii) has the authority to enter 
into the Allocation Agreement and undertake the activities that are 
specified therein; (iii) has no pending or threatened litigation that 
would materially affect its ability to enter into and carry out the 
activities specified in the Allocation Agreement; and (iv) is not in 
default of its articles of incorporation, bylaws or other 
organizational documents, or any agreements with the Federal 
government.
    If an Allocatee identifies Subsidiary transferees, the Fund 
reserves the right to require an Allocatee to provide supporting 
documentation evidencing that it Controls such entities prior to 
entering into an Allocation Agreement with the Allocatee and its 
Subsidiary transferees. The Fund reserves the right, in its sole 
discretion, to rescind its Notice of Allocation if the Allocatee fails 
to return the Allocation Agreement, signed by the authorized 
representative of the Allocatee, and/or provide the Fund with any other 
requested documentation, within the deadlines set by the Fund.
    C. Fees: The Fund reserves the right, in accordance with applicable 
Federal law and if authorized, to charge allocation reservation and/or 
compliance monitoring fees to all entities receiving NMTC Allocations. 
Prior to imposing any such fee, the Fund will publish additional 
information concerning the nature and amount of the fee.
    D. Reporting: The Fund will collect information, on at least an 
annual basis, from all applicants that are awarded NMTC Allocations 
and/or are recipients of Qualified Low-Income Community Investments, 
including such audited financial statements and opinions of counsel as 
the Fund deems necessary or desirable, in its sole discretion. The Fund 
will use such information to monitor each Allocatee's compliance with 
the provisions of its Allocation Agreement and to assess the impact of 
the NMTC Program in Low-Income Communities. The Fund may also provide 
such information to the IRS in a manner consistent with IRC Sec.  6103 
so that the IRS may determine, among other things, whether the 
Allocatee has used substantially all of the proceeds of each Qualified 
Equity Investment raised through its NMTC Allocation to make Qualified 
Low-Income Community Investments. The Allocation Agreement shall 
further describe the Allocatee's reporting requirements.
    The Fund reserves the right, in its sole discretion, to modify 
these reporting requirements if it determines it to be appropriate and 
necessary; however, such reporting requirements will be modified only 
after due notice to Allocatees.

VII. Agency Contacts

    The Fund will provide programmatic and information technology 
support related to the allocation application between the hours of 9 
a.m. and 5 p.m. ET through September 19, 2005. The Fund will not 
respond to phone calls or e-mails concerning the application that are 
received after 5 p.m. ET on September 19, 2005 until after the 
allocation application deadline of

[[Page 41085]]

September 21, 2005. Applications and other information regarding the 
Fund and its programs may be obtained from the Fund's Web site at 
http://www.cdfifund.gov. The Fund will post on its Web site responses 
to questions of general applicability regarding the NMTC Program.
    A. Information technology support: Technical support can be 
obtained by calling (202) 622-2455 or by e-mail at 
[email protected]. People who have visual or mobility 
impairments that prevent them from accessing the Low-Income Community 
maps using the Fund's Web site should call (202) 622-2455 for 
assistance. These are not toll free numbers.
    B. Programmatic support: If you have any questions about the 
programmatic requirements of this NOAA, contact the Fund's NMTC Program 
Manager by e-mail at [email protected], by telephone at (202) 
622-6355, by facsimile at (202) 622-7754, or by mail at CDFI Fund, 601 
13th Street, NW., Suite 200 South, Washington, DC 20005. These are not 
toll-free numbers.
    C. Administrative support: If you have any questions regarding the 
administrative requirements of this NOAA, contact the Fund's Grants 
Manager by e-mail at [email protected], by telephone at 
(202) 622-8226, by facsimile at (202) 622-6453, or by mail at CDFI 
Fund, 601 13th Street, NW., Suite 200 South, Washington, DC 20005. 
These are not toll free numbers.
    D. IRS support: For questions regarding the tax aspects of the NMTC 
Program, contact Branch Five, Office of the Associate Chief Counsel 
(Passthroughs and Special Industries), IRS, by telephone at (202) 622-
3040, by facsimile at (202) 622-4753, or by mail at 1111 Constitution 
Avenue, NW., Attn: CC:PSI:5, Washington, DC 20224. These are not toll 
free numbers.
    E. Legal counsel support: If you have any questions or matters that 
you believe require response by the Fund's Office of Legal Counsel, 
please refer to the document titled ``How to Request a Legal Review,'' 
found on the Fund's Web site at http://www.cdfifund.gov. Requests for 
legal reviews must be received by the Fund no later than October 14, 
2005.

VIII. Information Sessions

    In connection with this NOAA, the Fund intends to broadcast a no 
fee, interactive video teleconference information session on August 4, 
2005, from 1 p.m. to 5 p.m. ET. Registration is required, as the video 
teleconference information session will be broadcast to secured Federal 
facilities. The video teleconference information session will be 
produced in Washington, DC, and will be downlinked via satellite to 
local Department of Housing and Urban Development offices in certain 
cities. For further information on the video teleconference information 
session, locations, or to register, please visit the Fund's Web site at 
http://www.cdfifund.gov or call the Fund at (202) 622-9046.

    Authority: 26 U.S.C. 45D; 31 U.S.C. 321; 26 CFR 1.45D-1.

    Dated: July 5, 2005.
Owen M. Jones,
Acting Director, Community Development Financial Institutions Fund.
[FR Doc. 05-13591 Filed 7-14-05; 8:45 am]
BILLING CODE 4810-70-P