NOTE 2 – Related Party Transactions

A)Related Party Expenses

An affiliate of the General Partner, Independence SLP IV L.P., has a 0.01% interest as a special limited partner in each of the Local Partnerships.

The costs incurred to related parties from operations for the three and nine months ended December 31, 2015 and 2014 were as follows:


	Three Months Ended				Nine Months Ended
	December 31,				December 31,
	2015		2014*		2015		2014*
Partnership management fees (a)	$	24,501	$	38,500	$	84,479	$	126,500
Expense reimbursement (b)		56,512		34,936		168,461		120,606
Local administrative fee (c)		134,982		1,250		137,482		3,750
Total general and administrative-General Partners		215,995		74,686		390,422		250,856
Property management fees incurred to affiliates of the subsidiary partnerships’ general partners		21,727		21,595		64,984		65,193

Total general and administrative-related parties	$	237,722	$	96,281	$	455,406	$	316,049

*Reclassified for comparative purposes.

The costs incurred to related parties from discontinued operations for the three and nine months ended December 31, 2015 and 2014 were as follows:


	Three Months Ended				Nine Months Ended
	December 31,				December 31,
	2015		2014*		2015		2014*
Local administrative fee (c)	$	—	$	3,581	$	2,500	$	14,081

Total general and administrative-General Partner		—		3,581		2,500		14,081

Property management fees incurred to affiliates of the subsidiary partnerships' general partners		95,295		6,072		182,189		18,216

Total general and administrative-related parties	$	95,295	$	9,653	$	184,689	$	32,297

*Reclassified for comparative purposes.

(a)

The General Partner is entitled to receive a partnership management fee, after payment of all Partnership expenses, which together with the annual local administrative fees will not exceed a maximum of 0.5% per annum of invested assets (as defined in the Partnership Agreement), for administering the affairs of the Partnership. Subject to the foregoing limitation, the partnership management fee will be determined by the General Partner in its sole discretion based upon its review of the Partnership’s investments. Unpaid partnership management fees for any year are deferred without interest and will be payable out of sales or refinancing proceeds only to the extent of available funds after payments on all Partnership liabilities have been made other than those owed to the General Partner and its affiliates. Partnership management fees owed to the General Partner amounting to approximately $7,000 and $2,296,000 were accrued and unpaid as of December 31, 2015 and March 31, 2015, respectively. Current year partnership management fees may be paid out of operating reserves or refinancing and sales proceeds. However, the General Partner cannot demand payment of the deferred fees beyond the Partnership’s ability to pay them.

(b)

The Partnership reimburses the General Partner and its affiliates for actual Partnership operating expenses incurred by the General Partner and its affiliates on the Partnership’s behalf. The amount of reimbursement from the Partnership is limited by the provisions of the Partnership Agreement. Another affiliate of the General Partner performs asset monitoring for the Partnership. These services include site visits and evaluations of the subsidiary partnerships’ performance. Expense reimbursements and asset monitoring fees owed to the General Partner and its affiliates amounting to approximately $57,000 and $51,000 were accrued and unpaid as of December 31, 2015 and March 31, 2015, respectively. The General Partner does not intend to demand payment of the deferred payables beyond the Partnership’s ability to pay them. The Partnership anticipates that these will be paid, if at all, from working capital reserves or future sales proceeds.

(c)

Independence SLP IV L.P., a special limited partner of the subsidiary partnerships, is entitled to receive a local administrative fee of up to $5,000 per year from each subsidiary partnership. Local administrative fees owed to Independence SLP IV L.P. amounting to $207,000 and $197,000 were accrued and unpaid as of December 31, 2015 and March 31, 2015, respectively. These fees have been deferred in certain cases and the Partnership anticipates that they will be paid, if at all, from working capital reserves or future sales proceeds.

As of December 31, 2015 and March 31, 2015, the Partnership owed $1,000 and $1,000, respectively, to the General Partner for expenses it paid on its behalf.

B)Due to/from Local General Partners and Affiliates

The amounts due to Local General Partners and affiliates from operating liabilities consist of the following:


	December 31,		March 31,
	2015		2015
	(Unaudited)		(Audited)
Development fee payable	$	481,597	$	481,597
Consulting fee payable		—		50,000
Operating advances		90,411		308,585
Management and other fees		—		—

	$	572,008	$	840,182

Due from Local General Partners and affiliates from operating assets consists of the following:


	December 31,		March 31,
	2015		2015
	(Unaudited)		(Audited)
Local general partner loan receivable	$	—	$	5,795