[Federal Register Volume 72, Number 248 (Friday, December 28, 2007)]
[Notices]
[Pages 73976-73987]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E7-25145]


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DEPARTMENT OF THE TREASURY

Community Development Financial Institutions Fund


Funding Opportunity Title: Notice of Allocation Availability 
(NOAA) Inviting Applications for the CY 2008 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 March 
5, 2008. Applications sent by mail, facsimile or other form will not be 
accepted. The Community Development Financial Institutions Fund (the 
Fund) will not accept applications in paper form, other than the 
assigned signature page and certain paper attachments (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 February 6, 2008 
(see section III of this NOAA for more details).
    Executive Summary: This NOAA is issued in connection with the 
calendar year 2008 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 (Pub. L. 106-554) 
and amended by section 221 of the American Jobs Creation Act of 2004 
(Pub. L. 108-357), section 101 of the Gulf Opportunity Zone Act of 2005 
(Pub. L. 108-357), and Division A, section 102 of the Tax Relief and 
Health Care Act of 2006 (Pub. L. 109-432) (the Act). Through the NMTC 
Program, the Fund provides authority to CDEs to offer an incentive to 
investors in the form of tax credits over seven years, which is 
expected to stimulate the provision of private investment capital that, 
in turn, will facilitate economic and community development in Low-
Income Communities. Through this NOAA, the Fund announces the 
availability of $3.5 billion of NMTC authority authorized by the Act.
    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 Changes

    1. Non-Metropolitan Counties. As provided by section 102(b)of the 
Act, the Fund shall ensure that non-metropolitan counties receive a 
proportional allocation of Qualified Equity Investments (QEIs) under 
the NMTC Program.
    To guide the Fund in implementing this requirement, on May 22, 
2007, the Fund published in the Federal Register a Request for Public 
Comments (72 FR 28766). Commentators were asked to consider a number of 
issues:
    (a) What outcome should be achieved? Commentators were asked to 
consider, for example, whether a proportionate allocation of QEIs 
should be provided: (i) To investors that reside in non-metropolitan 
counties; (ii) to Allocatees that are headquartered in non-metropolitan 
counties; (iii) to Allocatees that principally serve non-metropolitan 
counties; or (iv) to finance Qualifying Low Income Community 
Investments (QLICIs) in non-metropolitan counties.
    (b) How to measure ``proportionality''? Should proportionality be 
based upon, for example: (i) The total proportion of the U.S. 
population residing in non-metropolitan counties; (ii) the total 
proportion of NMTC-eligible census tracts that are located in non-
metropolitan areas; or (iii) the total proportion of applicants in a 
given round that are principally serving, and/or headquartered in, non-
metropolitan counties? Also, to the extent that proportionality is 
based upon QLICIs, should the Fund consider the total number of QLICIs 
made, or the total dollar amount of those QLICIs?
    (c) Should the Fund implement changes to its application review 
process to achieve desired outcomes, including providing a new set of 
priority points and/or re-ranking certain applicants?
    (d) What compliance mechanisms are needed to ensure that desired 
outcomes are achieved?
    Commentators were nearly unanimous in the opinion that: (i) The 
Fund should focus its efforts on ensuring that a proportional 
allocation of QLICIs are made in non-metropolitan areas, and that the 
location of the investor is not pertinent; (ii) the proportionality 
test should be based upon the total dollar amount of QLICIs made, 
rather than the total number of QLICIs made; and (iii) applicants 
should be required to specify the percentage of investments they intend 
to make in non-metropolitan areas, and then be held to achieving this 
benchmark through their Allocation Agreements. The Fund has adopted all 
three of these positions.
    Commentators were divided with respect to the appropriate benchmark 
for ensuring a proportional allocation of QLICIs in non-metropolitan 
areas. Some suggested 17.4 percent, which is the proportion of the U.S. 
population living in non-metropolitan counties according to the 
Department of Agriculture's ``Beale Codes.'' Some commentators 
suggested 21 percent, which is the proportion of the U.S. population 
living in non-metropolitan counties according to the Department of 
Agriculture's Economic Research Service. Some commentators suggested 25 
percent, which is the percentage of NMTC eligible low-income census 
tracts located in non-metropolitan counties. Some commentators 
suggested 35 percent, as a means to make up for perceived ``under-
funding'' in prior NMTC Program allocation rounds.

[[Page 73977]]

    The Fund has selected 20 percent as the appropriate benchmark for 
ensuring a proportional allocation of QLICIs in non-metropolitan areas, 
which approximates the percentage of the U.S. population that Fund data 
indicates resides in non-metropolitan counties. To correct information 
stated in the Request for Comments, the Fund currently relies upon the 
1999 OMB definition of Non-Metropolitan counties [OMB Bulletin 99-04], 
applied to the 2000 Census data, to determine NMTC Program eligibility. 
This data is publicly available through the Fund's Mapping System 
(CIMS). According to this data, 19.6 percent of the U.S. population 
resides in non-metropolitan counties. The Fund believes that it is in 
the best interest of the Fund, the Internal Revenue Service (IRS) and 
NMTC Program users to set its benchmark based on this data, since this 
is the data that currently feeds into Fund's compliance and monitoring 
systems, as well as the data that NMTC Program users can readily access 
to determine which counties qualify as non-metropolitan counties.
    Commentators generally did not suggest that any special preference 
or consideration should be given to a CDE solely because it is 
headquartered in a non-metropolitan area. The Fund concurs with this 
position.
    Commentators were generally of the opinion that the Fund should 
give special consideration (most notably, priority points) to CDEs that 
demonstrate a track record of principally serving non-metropolitan 
areas, and/or those that make a significant forward-looking commitment 
to serving non-metropolitan areas. In addition, commentators generally 
did not object to re-ranking lower scoring applicants, if necessary to 
ensure that the proportional allocation is achieved.
    While the Fund does not concur that priority points are the 
preferred solution (since priority points alone may not guarantee the 
desired outcome), the Fund has determined that special consideration 
should be given to ``Rural CDEs''--those applicants that over the past 
five years have dedicated at least 50 percent of their activities to 
Non-Metropolitan counties and have committed that at least 50 percent 
of their NMTC activities will be conducted in such areas should they 
receive an allocation award. The Fund will ensure that the percentage 
of allocatees that are Rural CDEs is not less than the percentage of 
applicants deemed eligible for Phase 2 of the review process that are 
Rural CDEs.
    With respect to compliance, commentators generally agreed that 
Allocatees should be held to their application commitments to invest in 
non-metropolitan counties as a condition of their Allocation 
Agreements. The Fund concurs. The Fund will ask each applicant to 
indicate both a minimum and maximum percentage of its requested 
allocation that it would commit to deploying in non-metropolitan 
counties. Applicants will be held to a designated percentage (no less 
than the stated minimum and no greater than the stated maximum) through 
their Allocation Agreements.
    In summary, and as further discussed in section V.C. of this 
document, the Fund will ensure that the proportion of allocatees that 
are Rural CDEs is, at a minimum, equal to the proportion of applicants 
in the Phase 2 review pool that are Rural CDEs; and ensure that at 
least 20 percent of the QLICIs made using QEI proceeds are invested in 
Non-Metropolitan counties.
    2. Allocation Amounts. As described in section IIA, the Fund 
anticipates that it will not provide an allocation award of more than 
$125 million per applicant. This limitation was set at $150 million 
last year, but was reduced this year due, in part, to the lower 
allocation authority available for distribution in this round.
    B. Program guidance and regulations: This NOAA provides guidance 
for the application and allocation of NMTCs for the sixth 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, notices and other 
publications; and (iii) the application and related materials for this 
sixth 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, IRC 45D or the IRS regulations.

II. Allocation Information

    A. Allocation amounts: Pursuant to the Act, 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 45D(f)(1)(D). The Fund anticipates 
that, under this NOAA, it will not issue more than $125 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 the $125 
million cap, 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 the applicable cap; 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 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 for the $3.5 billion in general NMTC allocation 
authority.
    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 
February 6, 2008. 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 
website on or before 5 p.m. ET on February 6, 2008. The Fund will not 
provide allocations of NMTCs to applicants that are not certified as

[[Page 73978]]

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 March 5, 2008. 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 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 (QEI) issuance 
requirements: The following describes the QEI issuance requirements 
applicable to prior Allocatees, including those Allocatees that 
received allocations pursuant to special allocation authority under the 
Gulf Opportunity Zone Act of 2005 (``GO Zone Allocatees''). 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 June 13, 2008, 
it has: (i) Issued and received funds in-hand (the term ``funds in-
hand'' does not include committed funding) from its investors for 100 
percent of its QEIs relating to its CY 2001-2002 NMTC Allocation; or 
(ii) issued and received funds in-hand from its investors for at least 
75 percent of its QEIs and that 100 percent of its total CY 2001-2002 
Allocation has been exchanged for funds in-hand 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 June 13, 2008, it has: (i) Issued and 
received funds in-hand from its investors for at least 80 percent of 
its QEIs relating to its CY 2003-2004 NMTC Allocation; or (ii) issued 
and received funds in-hand from its investors for at least 60 percent 
of its QEIs and that 100 percent of its total CY 2003-2004 NMTC 
Allocation has been exchanged for funds in-hand 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 June 13, 2008, it has: (i) Issued and received funds 
in-hand from its investors for at least 60 percent of its QEIs relating 
to its CY 2005 NMTC Allocation; or (ii) issued and received funds in-
hand from its investors for at least 50 percent of its QEIs and that at 
least 80 percent of its total CY 2005 NMTC Allocation has been 
exchanged for funds in-hand from, or has been committed by, its 
investors. A prior Allocatee (with the exception of a GO Zone 
Allocatee) in the fourth round of the NMTC Program (CY 2006) 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 June 13, 2008, 
it has: (i) Issued and received funds in-hand from its investors for at 
least 50 percent of its QEIs relating to its CY 2006 NMTC Allocation; 
or (ii) issued and received funds in-hand from its investors for at 
least 40 percent of its QEIs and that at least 80 percent of its total 
CY 2006 NMTC Allocation has been exchanged for funds in-hand from, or 
has been committed by, its investors. A prior GO Zone Allocatee in the 
fourth round 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 June 13, 2008, it has issued and received funds in-hand from its 
investors for at least 20 percent of its QEIs relating to its CY 2006 
NMTC Allocation. A prior Allocatee (with the exception of a GO Zone 
Allocatee) in the fifth round of the NMTC Program (CY 2007) 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 June 13, 2008, 
it has: (i) Issued and received funds in-hand from its investors for at 
least 50 percent of its QEIs relating to its CY 2006 NMTC Allocation; 
or (ii) issued and received funds in-hand from its investors for at 
least 20 percent of its QEIs and that at least 60 percent of its total 
CY 2007 NMTC Allocation has been exchanged for funds in-hand from, or 
has been committed by, its investors. A prior GO Zone Allocatee in the 
fifth round is not required to meet the above QEI issuance and 
commitment thresholds with regard to the GO Zone NMTCs. 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 QEIs as set forth 
above for the Allocatees in the prior allocation rounds of the NMTC 
Program.
    Notwithstanding the above, if an applicant has received an 
allocation in multiple allocation rounds of the NMTC Program, the 
applicant shall be deemed to be eligible to apply for a NMTC Allocation 
pursuant to this NOAA if the applicant can demonstrate that, as of 
11:59 p.m. ET on June 13, 2008, it has issued and received funds in-
hand from its investors for at least 70 percent of its QEIs relating to 
its cumulative allocation amounts from prior NMTC Program rounds (CY 
2001-2007), exclusive of: (i) GO Zone allocations received by 
Allocatees under the CY 2007 allocation round; and (ii) GO Zone 
allocations received by Allocatees under the CY 2006 round, provided 
that the Allocatee has issued and received funds in-hand from its 
investors for at least 20 percent of its QEIs relating to its CY 2006 
GO Zone allocation.
    For purposes of this section of the NOAA, the Fund will only count 
as ``issued'' those QEIs that have been finalized 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 QEI that they issue to an investor in 
exchange for funds in-hand. For purposes of this section of the NOAA, 
``committed'' QEIs 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 QEI; (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 June 13, 2010. The applicant will be required, upon 
notification from the Fund, to submit adequate documentation to 
substantiate the required issuances of and commitments for QEIs.

[[Page 73979]]

    Prior Allocatees that require any action by the Fund (e.g., 
certifying a subsidiary entity as a CDE; adding a subsidiary CDE to an 
Allocation Agreement; etc.) in order to meet the QEI issuance 
requirements above must submit their requests by no later than March 
28, 2008 in order to guarantee that the Fund completes all necessary 
approvals prior to June 13, 2008. 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.
    (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 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) has been provided written notification of such default 
determination by the Fund.
    (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 2006 or 2007 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 2006 or 2007 fiscal 
year.
    (f) Undisbursed award funds: 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 
award funds (defined below) under said prior award(s), as of the 
applicable 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 award funds under said prior award(s), as of the 
applicable 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 award funds under said prior award(s) as of the 
applicable 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 award funds.
    For purposes of the calculation of undisbursed award funds for the 
BEA Program, only awards made to the Applicant (and any entity that 
Controls the Applicant, is Controlled by the Applicant or shares common 
management officials with the Applicant, as determined by the Fund) 
three to five calendar years prior to the end of the calendar year of 
the application deadline of this NOAA are included (``includable BEA 
awards''). Thus, for purposes of this NOAA, undisbursed BEA Program 
award funds are the amount of FYs 2003, 2004 and 2005 awards that 
remain undisbursed as of the application deadline of this NOAA.
    For purposes of the calculation of undisbursed award funds for the 
CDFI Program and the Native Initiatives Funding Programs, only awards 
made to the Applicant (and any entity that Controls the Applicant, is 
Controlled by the Applicant or shares common management officials with 
the Applicant, as determined by the Fund) two to five calendar years 
prior to the end of the calendar year of the application deadline of 
this NOAA are included (``includable CDFI/NI awards''). Thus, for 
purposes of this

[[Page 73980]]

NOAA, undisbursed CDFI Program and NI awards are the amount of FYs 
2003, 2004, 2005 and 2006 awards that remain undisbursed as of the 
application deadline of this NOAA. To calculate total includable BEA/
CDFI/NI awards: amounts that are undisbursed as of the application 
deadline of this NOAA cannot exceed five percent (5%) of the total 
includable awards. Please refer to an example of this calculation in 
the 2008 Allocation Application Q&A document, available on the Fund's 
website.
    The ``undisbursed award funds'' calculation does not include: (i) 
Tax credit allocation authority made available through the New Market 
Tax Credit (NMTC) Program; (ii) any award funds for which the Fund 
received a full and complete disbursement request from the Awardee (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) by the applicable application deadline of this NOAA; (iii) 
any award funds for an award that has been terminated in writing by the 
Fund or deobligated by the Fund; or (iv) any award funds for an award 
that does not have a fully executed assistance or award agreement. The 
Fund strongly encourages Applicants requesting disbursements of 
``undisbursed funds'' from prior awards to provide the Fund with a 
complete disbursement request at least 30 business days prior to the 
application deadline of this NOAA. An Applicant that is unsure about 
the disbursement status of any prior award should contact the Fund's 
Financial Manager via e-mail at [email protected] 
for more information. Requests submitted less than thirty calendar days 
prior to the application deadline may not receive a response before the 
application deadline.
    (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 March 3, 2008 (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 March 3, 2008 until 
after the funding application deadline of March 5, 2008.
    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 non-
profit applicant should submit a CDE certification application to the 
Fund on behalf of the Subsidiary within 30 days after the non-profit 
applicant receives a Notice of Allocation from the Fund; as such 
Subsidiary 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. Any approved transfer 
will be included in 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 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; (ii) whether the 
applications submitted by separate entities contain significant 
narrative, textual or other similarities, and (iii) 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; to select a single 
application as the only one that will be considered for an allocation; 
and, in the event that an application is selected to receive an 
allocation award, to deem certain activities ineligible.
    (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 QEI 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).

[[Page 73981]]

    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 must submit 
applications electronically under this NOAA, through the Fund website. 
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. Applications sent by mail, facsimile or other 
form will not be accepted. The Fund will not accept applications in 
paper form, other than the assigned signature page and certain paper 
attachments, as specified below and in the application.
    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 website. 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, it's Controlling Entity; electronic applications without a 
valid EIN are incomplete and cannot be transmitted to the Fund. 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 only submit 
applications under this NOAA electronically. Applications sent by 
facsimile or by e-mail will not be accepted. 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 website 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 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.
    D. Application Submission Dates and Times: 1. Application 
Deadlines: (a) Electronic applications must be received by 5 p.m. ET on 
March 5, 2008. Electronic applications cannot be transmitted or 
received after 5 p.m. ET on March 5, 2008. 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 March 7, 2008. 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. If the original signature page is not postmarked by the 
deadlines specified above, the application will be rejected. 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) 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 a 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: 1. Addresses: 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. The signature

[[Page 73982]]

page or attachments will not be accepted at the Fund's offices in 
Washington, DC. Signature pages or attachments received in the Fund's 
offices will be rejected. Except for the signature page and 
attachments, electronic applications must be submitted solely by using 
the Fund's website 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 QEIs; 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 (QLICIs) 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 QEIs; 
(ii) has identified, or has a process for identifying, potential 
transactions; (iii) demonstrates a likelihood of issuing QEIs and 
making the related QLICIs in a time period that is significantly 
shorter than the 5-year period permitted under IRCSec.  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 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 Fund will give five (5) 
additional points to any applicant that intends to satisfy the 
requirement of IRC 45D(b)(1)(B) by making QLICIs in one or more 
businesses in which persons unrelated (within the meaning of IRC 267(b) 
or IRC 707(b)(1)) to an applicant (or the applicant's subsidiary CDEs) 
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 45D(b)(1)(B) by investing substantially all of the proceeds from 
its QEIs 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 QEIs; (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

[[Page 73983]]

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 QEIs at a level 
that exceeds the requirements of IRC 45D(b)(1)(B) and the IRS 
regulations, 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 QEIs 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 QEIs at a level that exceeds the requirements of IRC 45D(b)(1)(B) 
and the IRS regulations. 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 for eligibility and completeness. The Fund may consult with 
the IRS on the eligibility requirements under IRC 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. 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.
    1. 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.
    2. 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 in Phase 2 as in Phase 1. The Fund 
will award allocations in the order of this ``Final Rank Score,'' 
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. 3. 
Outstanding Reports. 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 2006 and 2007).
    C. Allocations serving Non-Metropolitan counties. As discussed in 
Part I, the Fund will ensure that the proportion of allocatees that are 
Rural CDEs is, at a minimum, equal to the proportion of applicants in 
the Phase 2 review pool that are Rural CDEs; and ensure that at least 
20 percent of the QLICIs to be made using QEI proceeds are invested in 
Non-Metropolitan counties. As stated earlier, a Rural CDE is one that 
has over the past five years dedicated at least 50 percent of its 
activities to Non-Metropolitan counties and has committed that at least 
50 percent of its NMTC activities will be conducted in such areas. Non-
Metropolitan counties are counties not contained within a Metropolitan 
Statistical Area, as such term is defined in OMB Bulletin No. 99-04 
(Revised Statistical Definitions of Metropolitan Areas (MAs) and 
Guidance on Uses of MA Definitions) and applied using 2000 census data. 
The Fund will not make changes with respect to the initial Phase 1 
review and scoring process in order to achieve these outcomes. Rather, 
adjustments will be made during the Phase 2 review process, as needed.
    Applicants that meet the minimum scoring thresholds will be 
advanced to Phase 2 review and will be provided with ``preliminary'' 
awards, in descending order of Final Rank Score, until the $3.5 billion 
in allocation authority is expended. Once these ``preliminary'' award 
amounts are determined, the Fund will then analyze the allocatee pool 
to determine whether the two Non-Metropolitan

[[Page 73984]]

proportionality objectives have been met.
    The Fund will first examine the ``preliminary'' awards and 
allocatees to determine whether the percentage of allocatees that are 
Rural CDEs is, at a minimum, equal to the percentage of applicants in 
the Phase 2 review pool that are Rural CDEs. If this objective is not 
achieved, the Fund will provide awards to additional Rural CDEs from 
the Phase 2 pool, in descending order of their Final Rank Score, until 
the appropriate percentage balance is achieved. In order to accommodate 
the additional allocatees within the $3.5 billion allocation 
limitations, a formula reduction will be applied uniformly to the 
allocation amount for all allocatees in the pool.
    The Fund will then ensure that the pool of allocatees will, in the 
aggregate, invest at least 20 percent of their QLICIs (as measured by 
dollar amount) in Non-Metropolitan counties. The Fund will first apply 
the ``minimum'' percentage of QLICIs that allocatees indicated in their 
applications would be targeted to Non-Metropolitan areas to the total 
allocation award amount of each allocatee (less whatever percentage the 
allocatee indicated would be retained for non-QLICI activities), and 
total these figures for all allocatees. If this aggregate total is 
greater than or equal to 20 percent of the QLICIs to be made by the 
allocatees, then the pool is considered balanced and the Fund will 
proceed with the allocation process. If, however, the aggregate total 
is less than 20 percent of the QLICIs to be made by the allocatees, the 
Fund will consider requiring any or all of the Allocatees to direct up 
to the ``maximum'' percentage of QLICIs that they indicated would be 
targeted to Non-Metropolitan counties; taking into consideration their 
track record and ability to deploy dollars in Non-Metropolitan 
counties.
    D. 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 March 3, 2008. The Fund will not 
respond to reporting or compliance phone calls or e-mail inquiries that 
are received after 5 p.m. ET on March 3, 2008 until after the funding 
application deadline of March 5, 2008.
    E. 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 adversely affects an applicant's 
eligibility for an award, 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 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, 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

[[Page 73985]]

materially affect the Fund's award decisions, the Fund will provide 
information regarding the changes through the Fund's website.
    There is no right to appeal the Fund's allocation decisions. The 
Fund's 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 adversely affects the Allocatee's eligibility for an 
award, 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 or thereafter, 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 QEIs 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 QEIs 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 QEIs 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 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 QEIs 
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 2006 or 
2007 fiscal year,

[[Page 73986]]

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 QEIs 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 2006 or 2007 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 QEIs 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 are not 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 QEIs may be used, including the dollar amount 
of QLICIs that must be invested in Non-Metropolitan counties; (iv) the 
time period by which the applicant may obtain QEIs 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 the jurisdiction(s) in which it 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 QLICIs, 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 6103 so that the IRS may 
determine, among other things, whether the Allocatee has used 
substantially all of the proceeds of each QEI raised through its NMTC 
Allocation to make QLICIs. 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 March 3, 2008. The Fund will not respond to 
phone calls or e-mails concerning the application that are received 
after 5 p.m. ET on March 3, 2008 until after the allocation application 
deadline of March 5, 2008. 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 website 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 website 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

[[Page 73987]]

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.

VIII. Information Sessions

    In connection with this NOAA, the Fund intends to conduct multiple 
information sessions around the country at locations to be announced as 
well as an information session that will be produced in Washington, DC 
and broadcast over the internet via webcasting. For further information 
on these upcoming information sessions, 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: December 19, 2007.
Donna Gambrell,
Director, Community Development Financial Institutions Fund.
[FR Doc. E7-25145 Filed 12-27-07; 8:45 am]
BILLING CODE 4810-70-P