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EXCEL - IDEA: XBRL DOCUMENT - CENTURY PROPERTIES FUND XVI | Financial_Report.xls |
EX-31.2 - EXHIBIT 31.2 - CENTURY PROPERTIES FUND XVI | cpf16912_ex31z2.htm |
EX-31.1 - EXHIBIT 31.1 - CENTURY PROPERTIES FUND XVI | cpf16912_ex31z1.htm |
EX-32.1 - EXHIBIT 32.1 - CENTURY PROPERTIES FUND XVI | cpf16912_ex32z1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
[X] Quarterly Report PURSUANT TO Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended September 30, 2012
[ ] Transition Report PURSUANT TO Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from _________to _________
Commission file number 0-10435
CENTURY PROPERTIES FUND XVI
(Exact name of registrant as specified in its charter)
California | 94-2704651 |
(State or other jurisdiction of | (I.R.S. Employer |
incorporation or organization) | Identification No.) |
80 International Drive, P.O. Box 1089 |
Greenville, South Carolina 29602 |
(Address of principal executive offices) |
|
(864) 239-1000 |
(Registrant's telephone number, including area code) |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
[X] Yes [ ] No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] Yes [ ] No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ] | Accelerated filer [ ] |
Non-accelerated filer [ ] (Do not check if a smaller reporting company) | Smaller reporting company [X] |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [ ] Yes [X] No
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
CENTURY PROPERTIES FUND XVI |
CONSOLIDATED STATEMENTS OF NET ASSETS IN LIQUIDATION |
(Liquidation Basis) |
(Unaudited) |
(in thousands) |
| September 30, | December 31, |
| 2012 | 2011 |
Assets |
|
|
Cash and cash equivalents | $ 2,558 | $ 2,804 |
Receivables | 3,375 | 3,389 |
Total assets | 5,933 | 6,193 |
|
|
|
Liabilities |
|
|
Accounts payable | -- | 48 |
Other liabilities | -- | 128 |
Taxes payable | -- | 55 |
Due to affiliates | -- | 14 |
Estimated costs to liquidate | 25 | 65 |
Total liabilities | 25 | 310 |
|
|
|
Net assets in liquidation | $ 5,908 | $ 5,883 |
See Accompanying Notes to Consolidated Financial Statements
CENTURY PROPERTIES FUND XVI
CONSOLIDATED STATEMENT OF CHANGES IN NET ASSETS IN LIQUIDATION
(Liquidation Basis)
(Unaudited)
(in thousands)
For the Nine Months Ended September 30, 2012
Net assets in liquidation at January 1, 2012 | $ 5,883 |
|
|
Write off of uncollectible receivables | (10) |
|
|
Collection of amounts not in receivables | 6 |
|
|
Payment of amounts not in accounts payable | (8) |
|
|
Write off of other liabilities | 37 |
|
|
Net assets in liquidation at September 30, 2012 | $ 5,908 |
See Accompanying Notes to Consolidated Financial Statements
CENTURY PROPERTIES FUND XVI
CONSOLIDATED STATEMENTS OF DISCONTINUED OPERATIONS
(Unaudited)
(in thousands, except per unit data)
| Three Months | Nine Months |
| Ended | Ended |
| September 30, | September 30, |
| 2011 | 2011 |
|
|
|
Loss from continuing operations | $ -- | $ -- |
Loss from discontinued operations: |
|
|
Revenues: |
|
|
Rental income | 409 | 1,276 |
Other income | 80 | 219 |
Total revenues | 489 | 1,495 |
|
|
|
Expenses: |
|
|
Operating | 296 | 863 |
General and administrative | 35 | 113 |
Depreciation | 141 | 444 |
Interest | 23 | 75 |
Property taxes | 35 | 105 |
Total expenses | 530 | 1,600 |
|
|
|
Casualty gain | -- | 7 |
|
|
|
Net loss | $ (41) | $ (98) |
|
|
|
Net loss allocated to general |
|
|
partners (6.9%) | $ (3) | $ (7) |
Net loss allocated to limited |
|
|
partners (93.1%) | $ (38) | $ (91) |
|
|
|
Net loss per limited partnership |
|
|
unit | $ (0.29) | $ (0.70) |
See Accompanying Notes to Consolidated Financial Statements
CENTURY PROPERTIES FUND XVI
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended September 30, 2011
Cash flows from operating activities: |
|
Net loss | $ (98) |
Adjustments to reconcile net loss to net cash provided by |
|
operating activities: |
|
Depreciation | 444 |
Amortization of loan costs | 19 |
Casualty gain | (7) |
Bad debt expense | 23 |
Change in accounts: |
|
Receivables and deposits | (25) |
Other assets | (28) |
Accounts payable | (29) |
Accrued property taxes | (38) |
Tenant security deposit liabilities | 2 |
Due to affiliates | 8 |
Other liabilities | 20 |
Net cash provided by operating activities | 291 |
|
|
Cash flows from investing activities: |
|
Property improvements and replacements | (99) |
Insurance proceeds received | 7 |
Net cash used in investing activities | (92) |
|
|
Cash flows used in financing activities: |
|
Payments on advances from affiliate | (277) |
|
|
Net decrease in cash and cash equivalents | (78) |
|
|
Cash and cash equivalents at beginning of period | 124 |
|
|
Cash and cash equivalents at end of period | $ 46 |
|
|
Supplemental disclosure of cash flow information: |
|
Cash paid for interest | $ 68 |
See Accompanying Notes to Consolidated Financial Statements
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note A Basis of Presentation
As of December 31, 2011, Century Properties Fund XVI (the Partnership or Registrant) adopted the liquidation basis of accounting due to the sale of its remaining investment property (as discussed in Note E Disposition of Investment Property).
As a result of the decision to liquidate the Partnership, the Partnership changed its basis of accounting for its consolidated financial statements at December 31, 2011 to the liquidation basis of accounting. Consequently, assets have been valued at estimated net realizable value and liabilities are presented at their estimated settlement amounts, including estimated costs associated with carrying out the liquidation of the Partnership. The valuation of assets and liabilities necessarily requires many estimates and assumptions and there are substantial uncertainties in carrying out the liquidation. The actual realization of assets and settlement of liabilities could be higher or lower than amounts indicated and is based upon the managing general partners estimates as of the date of the consolidated financial statements.
The Partnership's general partners are Fox Capital Management Corporation, a California corporation (FCMC or the Managing General Partner) and Fox Realty Investors ("FRI") (collectively, the General Partners). The Managing General Partner is a subsidiary of Apartment Investment and Management Company ("Aimco"), a publicly traded real estate investment trust.
As of September 30, 2012 and December 31, 2011, the General Partners had a deficit balance in their capital account of approximately $3,375,000. Paragraph 5.3 of the Partnership Agreement states, In the event that, immediately prior to the dissolution and termination of the Partnership following the sale or exchange of all of the Properties, and after crediting any gain or charging any loss pursuant to Paragraph 11.3, the General Partners shall have a deficiency in their capital account as determined in accordance with the accrual method of accounting, then the General Partners shall contribute in cash to the capital of the Partnership an amount which is equal to the deficiency in its capital account. The Partnership has recorded a receivable for the deficit balance of approximately $3,375,000 in the General Partners capital account as of September 30, 2012 and December 31, 2011. This amount was received from the General Partners subsequent to September 30, 2012.
FCMC estimates that the liquidation process will be completed by December 31, 2012. Because the success in realization of assets and the settlement of liabilities is based on the Managing General Partners best estimates, the liquidation period may be extended beyond the projected period.
The accompanying unaudited consolidated financial statements of the Partnership have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.
In the opinion of the Managing General Partner, all adjustments considered necessary for a fair presentation have been included. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership's Annual Report on Form 10-K for the fiscal year ended December 31, 2011.
The consolidated statement of net assets in liquidation at December 31, 2011 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.
The accompanying consolidated statements of discontinued operations for the three and nine months ended September 30, 2011 reflect the operations of Woods of Inverness Apartments as loss from discontinued operations as a result of the propertys sale to a third party on December 21, 2011.
At both September 30, 2012 and December 31, 2011, the Partnership had outstanding 129,640 limited partnership units.
The Partnerships management evaluated subsequent events through the time this Quarterly Report on Form 10-Q was filed.
Certain reclassifications have been made to the 2011 balances to conform to the 2012 presentation.
Note B Adjustment to Liquidation Basis of Accounting
At December 31, 2011, in accordance with the liquidation basis of accounting, assets were adjusted to their estimated net realizable value and liabilities were adjusted to their estimated settlement amount. The net adjustment of other assets and liabilities required to convert to the liquidation basis of accounting was an increase in net assets of approximately $3,310,000.
Note C Transactions with Affiliated Parties
The Partnership has no employees and depends on the Managing General Partner and its affiliates for the management and administration of all Partnership activities. The Partnership Agreement provides for payments to affiliates for services and reimbursement of certain expenses incurred by affiliates on behalf of the Partnership.
Affiliates of the Managing General Partner received 5% of gross receipts from the Partnership's property as compensation for providing property management services. The Partnership paid to such affiliates approximately $72,000 for the nine months ended September 30, 2011, which was included in operating expenses.
Affiliates of the Managing General Partner charged the Partnership for reimbursement of accountable administrative expenses amounting to approximately $44,000 for the nine months ended September 30, 2011, which was included in general and administrative expenses. At December 31, 2011, approximately $14,000 of accountable reimbursements were unpaid and were included in due to affiliates. No such amounts were owed at September 30, 2012.
Pursuant to the Partnership Agreement, for managing the affairs of the Partnership, the Managing General Partner was entitled to receive a Partnership management fee equal to 5% of the Partnership's adjusted cash from operations as distributed. No such fees were paid during the nine months ended September 30, 2011 as there were no distributions from operations.
AIMCO Properties, L.P., an affiliate of the Managing General Partner, made available to the Partnership a credit line of up to $150,000 per property owned by the Partnership. No advances were made under this credit line during the nine months ended September 30, 2012 or 2011. Interest was charged at the prime rate plus 2%. Interest expense amounted to approximately $10,000 for the nine months ended September 30, 2011. During the nine months ended September 30, 2011, the Partnership repaid advances and associated accrued interest of approximately $294,000 with cash from operations. At September 30, 2012 and December 31, 2011, there were no outstanding advances and accrued interest due to AIMCO Properties, L.P.
The Partnership insured its property up to certain limits through coverage provided by Aimco, which is generally self-insured for a portion of losses and liabilities related to workers compensation, property casualty, general liability and vehicle liability. The Partnership insured its property above the Aimco limits through insurance policies obtained by Aimco from insurers unaffiliated with the Managing General Partner. During the year ended December 31, 2011, the Partnership was charged by Aimco and its affiliates approximately $67,000 for insurance coverage and fees associated with policy claims administration.
Note D Casualty Event
In January 2011, one apartment unit was damaged by a grease fire. The damages were approximately $7,000. During the nine months ended September 30, 2011, the Partnership recognized a casualty gain of approximately $7,000 as a result of the receipt of insurance proceeds of approximately $7,000, partially offset by the write off of undepreciated damaged assets of less than $1,000.
Note E Disposition of Investment Property
On December 21, 2011, the Partnership sold its sole investment property, Woods of Inverness Apartments, to a third party for a gross sale price of $9,000,000. The net proceeds realized by the Partnership were approximately $8,818,000 after payment of closing costs of approximately $182,000. The Partnership used approximately $5,878,000 of the net proceeds to repay the mortgage encumbering the property. The Partnership recognized a gain of approximately $4,940,000 as a result of the sale. In addition, the Partnership recognized a loss on early extinguishment of debt of approximately $9,000 as a result of the write off of unamortized loan costs.
Note F Contingencies
The Partnership is unaware of any pending or outstanding litigation matters involving it or its former investment property that are not of a routine nature arising in the ordinary course of business.
Various Federal, state and local laws subject property owners or operators to liability for management, and the costs of removal or remediation, of certain potentially hazardous materials present on a property, including lead-based paint, asbestos, polychlorinated biphenyls, petroleum-based fuels, and other miscellaneous materials. Such laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the release or presence of such materials. The presence of, or the failure to manage or remedy properly, these materials may adversely affect occupancy at affected apartment communities and the ability to sell or finance affected properties. In addition to the costs associated with investigation and remediation actions brought by government agencies, and potential fines or penalties imposed by such agencies in connection therewith, the improper management of these materials on a property could result in claims by private plaintiffs for personal injury, disease, disability or other infirmities. Various laws also impose liability for the cost of removal, remediation or disposal of these materials through a licensed disposal or treatment facility. Anyone who arranges for the disposal or treatment of these materials is potentially liable under such laws for the proper operation of the disposal facility. These laws often impose liability whether or not the person arranging for the disposal ever owned or operated the disposal facility. In connection with the ownership, operation and management of its former property, the Partnership could potentially be responsible for environmental liabilities or costs associated with its former property.
Note G Subsequent Event
Subsequent to September 30, 2012, the Partnership distributed approximately $5,919,000 (approximately $5,868,000 to the limited partners or $45.26 per limited partnership unit) from proceeds from the sale of Woods of Inverness Apartments and the capital contributions from the General Partners pursuant to their deficit restoration obligations.
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements in certain circumstances. Certain information included in this Quarterly Report contains or may contain information that is forward-looking within the meaning of the federal securities laws. Actual results may differ materially from those described in these forward-looking statements and, in addition, will be affected by a variety of risks and factors, some of which are beyond the Partnerships control, including, without limitation: national and local economic conditions; the terms of governmental regulations that can affect the Partnership and interpretations of those regulations; litigation, including costs associated with prosecuting or defending claims and any adverse outcomes; and possible environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of properties previously owned by the Partnership. Readers should carefully review the Partnerships consolidated financial statements and the notes thereto, as well as the other documents the Partnership files from time to time with the Securities and Exchange Commission.
Results of Operations
As of December 31, 2011, the Partnership adopted the liquidation basis of accounting, due to the sale of its remaining investment property, Woods of Inverness Apartments, on December 21, 2011.
On December 21, 2011, the Partnership sold its sole investment property, Woods of Inverness Apartments, to a third party for a gross sale price of $9,000,000. The net proceeds realized by the Partnership were approximately $8,818,000 after payment of closing costs of approximately $182,000. The Partnership used approximately $5,878,000 of the net proceeds to repay the mortgage encumbering the property. The Partnership recognized a gain of approximately $4,940,000 as a result of the sale. In addition, the Partnership recognized a loss on early extinguishment of debt of approximately $9,000 as a result of the write off of unamortized loan costs.
As a result of the decision to liquidate the Partnership, the Partnership changed its basis of accounting for its consolidated financial statements at December 31, 2011 to the liquidation basis of accounting. Consequently, assets have been valued at estimated net realizable value and liabilities are presented at their estimated settlement amounts, including estimated costs associated with carrying out the liquidation of the Partnership. The valuation of assets and liabilities necessarily requires many estimates and assumptions and there are substantial uncertainties in carrying out the liquidation. The actual realization of assets and settlement of liabilities could be higher or lower than amounts indicated and is based upon the Managing General Partners estimates as of the date of the consolidated financial statements.
During the nine months ended September 30, 2012, net assets in liquidation increased by approximately $25,000. The increase in net assets in liquidation is primarily due to the write off of other liabilities, partially offset by the write off of uncollectible receivables.
The consolidated statement of net assets in liquidation as of September 30, 2012 includes approximately $25,000 of costs that the Managing General Partner estimates will be incurred during the remaining period of liquidation, based on the assumption that the liquidation process will be completed by December 31, 2012. Because the success in realization of assets and the settlement of liabilities is based on the Managing General Partners best estimates, the liquidation period may be extended beyond the projected liquidation period.
As of September 30, 2012 and December 31, 2011, the General Partners had a deficit balance in their capital account of approximately $3,375,000. Paragraph 5.3 of the Partnership Agreement states, In the event that, immediately prior to the dissolution and termination of the Partnership following the sale or exchange of all of the Properties, and after crediting any gain or charging any loss pursuant to Paragraph 11.3, the General Partners shall have a deficiency in their capital account as determined in accordance with the accrual method of accounting, then the General Partners shall contribute in cash to the capital of the Partnership an amount which is equal to the deficiency in its capital account. The Partnership has recorded a receivable for the deficit balance of approximately $3,375,000 in the General Partners capital account as of September 30, 2012 and December 31, 2011. This amount was received from the General Partners subsequent to September 30, 2012.
There were no distributions made to the partners during the nine months ended September 30, 2012 or 2011. Subsequent to September 30, 2012, the Partnership distributed approximately $5,919,000 (approximately $5,868,000 to the limited partners or $45.26 per limited partnership unit) from proceeds from the sale of Woods of Inverness Apartments and the capital contributions from the General Partners pursuant to their deficit restoration obligations.
Other
In addition to its indirect ownership of the general partner interests in the Partnership, Aimco and its affiliates owned 84,909.69 limited partnership units (the Units) in the Partnership representing 65.50% of the outstanding Units at September 30, 2012. A number of these Units were acquired pursuant to tender offers made by Aimco or its affiliates. Pursuant to the Partnership Agreement, unitholders holding a majority of the Units are entitled to take action with respect to a variety of matters that include, but are not limited to, voting on certain amendments to the Partnership Agreement and voting to remove the Managing General Partner. As a result of its ownership of 65.50% of the outstanding Units, Aimco and its affiliates are in a position to influence all voting decisions with respect to the Partnership. However, with respect to 47,488.68 Units owned by AIMCO IPLP, L.P., an affiliate of the Managing General Partner and of Aimco, such affiliate is required to vote such Units: (i) against any increase in compensation payable to the Managing General Partner or to its affiliates; and (ii) on all other matters submitted by it or its affiliates, in proportion to the votes cast by third party unitholders. Except for the foregoing, no other limitations are imposed on Aimco and its affiliates' ability to influence voting decisions with respect to the Partnership. Although the Managing General Partner owes fiduciary duties to the limited partners of the Partnership, the Managing General Partner also owes fiduciary duties to Aimco as its sole stockholder. As a result, the duties of the Managing General Partner, as managing general partner, to the Partnership and its limited partners may come into conflict with the duties of the Managing General Partner to Aimco as its sole stockholder.
Critical Accounting Policies and Estimates
The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States, which require the Partnership to make estimates and assumptions. The Partnership believes that of its significant accounting policies, the following may involve a higher degree of judgment and complexity.
Impairment of Long-Lived Asset
Investment property was recorded at cost, less accumulated depreciation, unless the carrying amount of the asset was not recoverable. If events or circumstances indicated that the carrying amount of the property would not be recoverable, the Partnership made an assessment of its recoverability by comparing the carrying amount to the Partnerships estimate of the undiscounted future cash flows, excluding interest charges, of the property. If the carrying amount exceeded the estimated aggregate undiscounted future cash flows, the Partnership recognized an impairment loss to the extent the carrying amount exceeded the estimated fair value of the property.
Real property investment is subject to varying degrees of risk. Several factors may have adversely affected the economic performance and value of the Partnerships investment property. These factors included, but were not limited to, general economic climate; competition from other apartment communities and other housing options; local conditions, such as loss of jobs or an increase in the supply of apartments that might have adversely affected apartment occupancy or rental rates; changes in governmental regulations and the related cost of compliance; increases in operating costs (including real estate taxes) due to inflation and other factors, which may not have been offset by increased rents; changes in tax laws and housing laws, including the enactment of rent control laws or other laws regulating multi-family housing; and changes in interest rates and the availability of financing. Any adverse changes in these and other factors could have caused an impairment of the Partnerships asset.
Revenue Recognition
The Partnership generally leased apartment units for twelve-month terms or less. The Partnership offered rental concessions during particularly slow months or in response to heavy competition from other similar complexes in the area. Rental income attributable to leases, net of any concessions, was recognized on a straight-line basis over the term of the lease. The Partnership evaluated all accounts receivable from residents and established an allowance, after the application of security deposits, for accounts greater than 30 days past due on current tenants and all receivables due from former tenants.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Not applicable.
Item 4. Controls and Procedures
(a) Disclosure Controls and Procedures.
The Partnerships management, with the participation of the principal executive officer and principal financial officer of the Managing General Partner, who are the equivalent of the Partnerships principal executive officer and principal financial officer, respectively, has evaluated the effectiveness of the Partnerships disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act)) as of the end of the period covered by this report. Based on such evaluation, the principal executive officer and principal financial officer of the Managing General Partner, who are the equivalent of the Partnerships principal executive officer and principal financial officer, respectively, have concluded that, as of the end of such period, the Partnerships disclosure controls and procedures are effective.
(b) Changes in Internal Control Over Financial Reporting.
There has been no change in the Partnerships internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that has materially affected, or is reasonably likely to materially affect, the Partnerships internal control over financial reporting.
Item 6. Exhibits
See Exhibit Index.
The agreements included as exhibits to this Form 10-Q contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and:
- should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;
- have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;
- may apply standards of materiality in a way that is different from what may be viewed as material to an investor; and
- were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.
Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. The Partnership acknowledges that, notwithstanding the inclusion of the foregoing cautionary statements, it is responsible for considering whether additional specific disclosures of material information regarding material contractual provisions are required to make the statements in this Form 10-Q not misleading. Additional information about the Partnership may be found elsewhere in this Form 10-Q and the Partnerships other public filings, which are available without charge through the SECs website at http://www.sec.gov.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| CENTURY PROPERTIES FUND XVI |
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| By: Fox Capital Management Corporation |
| Managing General Partner |
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Date: November 9, 2012 | By: /s/Steven D. Cordes |
| Steven D. Cordes |
| Senior Vice President |
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Date: November 9, 2012 | By: /s/Stephen B. Waters |
| Stephen B. Waters |
| Senior Director of Partnership Accounting |
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EXHIBIT INDEX
Exhibit Number Description of Exhibit
2.5 Master Indemnity Agreement incorporated by reference to Exhibit 2.5 to the Registrants Current Report on Form 8-K filed by Insignia Financial Group, Inc. with the Securities and Exchange Commission on September 1, 1995.
3.4 Agreement of Limited Partnership incorporated by reference to Exhibit A to the Prospectus of the Registrant dated August 17, 1981 and thereafter supplemented June 25, 1979 included in the Registrant's Registration Statement on Form S-11 (Reg. No. 2-71473).
10.16 Purchase and Sale Contract, dated November 1, 2011, between Woods of Inverness CPF 16, L.P., a Delaware limited partnership, and Commerce Capital Partners, LLC, a Delaware limited liability company. (Incorporated by reference to the Registrants Current Report on Form 8-K dated November 1, 2011).
31.1 Certification of equivalent of Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of equivalent of Chief Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification of the equivalent of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(1) As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.