2024-11-15T10:16:27-06:00 2023-12-31 351178661 BLUE & CO LLC 250 WEST MAIN STREET SUITE 2900 LEXINGTON KY 40507 990 2023-01-01 204780639 CENTRAL APPALACHIAN RURAL INVESTMENT CORPORATION CENT 6068645175 PO BOX 1738 LONDON KY 40743 BRENDA MCDANIEL CFO 6068645175 2024-11-08 1 1 M MELINDA KARNS P00743346 8592531100 2024-11-08 2023 2024-10-15 13:58:12Z BRENDA MCDANIEL PO BOX 1738 LONDON KY 40743 303826 0 X N/A X 2004 KY THE ORGANIZATION IS THE SOLE MEMBER OF ECLIPSE MANAGEMENT, LLC (EIN: 20-3676183) WHICH SERVES AS THE GENERAL PARTNER OF MERITUS VENTURES, LP. MERITUS VENTURES, LP IS CERTIFIED AS A RURAL BUSINESS INVESTMENT COMPANY (RBIC) BY THE RURAL BUSINESS INVESTMENT PROGRAM (RBIP). AS GENERAL PARTNER, ECLIPSE MANAGEMENT, LLC WILL PROVIDE INVESTMENT ADVISORY SERVICES TO MERITUS VENTURES, LP TO INSURE PROGRAM RELATED COHESIVE AND PRUDENT INVESTMENTS IN THE APPALACHIAN CORRIDOR. 4 2 0 0 0 0 0 0 303826 303826 0 0 0 0 303826 303826 0 0 0 0 0 0 0 0 0 303841 303841 303841 303841 -15 -15 173134 293376 15 120272 173119 173104 X THE ORGANIZATION IS THE SOLE MEMBER OF ECLIPSE MANAGEMENT, LLC (EIN: 20-3676183) WHICH SERVES AS THE GENERAL PARTNER OF MERITUS VENTURES, LP. MERITUS VENTURES, LP IS CERTIFIED AS A RURAL BUSINESS INVESTMENT COMPANY (RBIC) BY THE RURAL BUSINESS INVESTMENT PROGRAM (RBIP). AS GENERAL PARTNER, ECLIPSE MANAGEMENT, LLC WILL PROVIDE INVESTMENT ADVISORY SERVICES TO MERITUS VENTURES, LP TO INSURE PROGRAM RELATED COHESIVE AND PRUDENT INVESTMENTS IN THE APPALACHIAN CORRIDOR. 0 0 303826 303826 THE ORGANIZATION IS A SUPPORTING ORGANIZATION FOR TECHNOLOGY 2020, INC. NOW KNOWN AS THREE ROOTS CAPITAL, INC. A 501(C)(3) ORGANIZATION AND KENTUCKY HIGHLANDS INVESTMENT CORPORATION, A 501(C)(4) ORGANIZATION. ITS PURPOSE IS THE AMELIORATION OF POVERTY THROUGH ECONOMIC DEVELOPMENT IN THE APPALACHIAN CORRIDOR. THE ORGANIZATION ACTS AS A GENERAL PARTNER TO AN ENTITY WHICH MANAGES THE INVESTMENTS IN LOW INCOME COMMUNITIES AND THE CONTRACTS FOR MANAGEMENT SERVICES TO INSURE COHESIVE, PROGRAM RELATED INVESTMENTS. 303826 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 X 4 2 1 1 0 0 0 0 0 1 1 0 0 1 1 1 1 0 0 0 0 0 KY X X MANAGEMENT 6068645175 COMPANY ADDRESS LONDON KY 40743 BRENDA MCDANIEL TREASURER 1.00 X X 458267 0 76254 THOMAS ROGERS DIRECTOR 1.00 X 0 0 0 GRADY VANDERHOOFVEN VICE-PRESIDENT 1.00 X X 348945 0 42154 L RAY MONCRIEF DIRECTOR 1.00 X X 90000 0 0 897212 0 118408 2 0 1 1 KENTUCKY HIGHLANDS INVESTMENT CORP PO BOX 1738 LONDON KY 40743 LOW INCOME COMMUNITY INVESTMENT ADVISORY 167104 MERITUS CAPITAL MANAGEMENT LLC 236 LAKE CREST CIRCLE LENOIR CITY TN 37772 LOW INCOME COMMUNITY INVESTMENT ADVISORY 136722 2 LOW INCOME COMMUNITY I 541610 303826 303826 303826 303826 303826 0 0 LOW INCOME COMMUNITY IN 303826 303826 FILING FEES 15 15 303841 303826 15 0 73114 73091 20 120285 100000 100000 173134 293376 15 120272 15 120272 X 0 0 0 0 173119 173104 173119 173104 173134 293376 -15 0 X 0 0 0 X X 2 KENTUCKY HIGHLANDS INVESTMENT CORPORATION 610673339 10 1 0 0 THREE ROOTS CAPITAL FKA TECHNOLOGY 2020 621624472 10 1 0 0 2 0 0 1 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 SCHEDULE A, PAGE 4, SECTION A, LINE 3B: KENTUCKY HIGHLANDS INVESTMENT CORPORATION (KHIC) IS ONE OF THE TWO SUPPORTED ORGANIZATIONS. IT IS ORGANIZED AS A 501(C)(4) ORGANIZATION. THE GOVERNING BODY OF CENTRAL APPALACHIAN RURAL INVESTMENT CORPORATION IS COMPRISED OF ONE DIRECTOR AND ONE FORMER DIRECTOR OF KHIC. AS SUCH, THEY ARE INTIMATELY FAMILIAR WITH THE ORGANIZATION'S SOURCES OF FUNDING. DETERMINATION OF THE SATISFACTION OF THE 509(A)(2) TEST WAS PERFORMED WHEN CENTRAL APPALACHIAN RURAL INVESTMENT CORPORATION FILED ITS FORM 1023 AND IS DONE ON AN ONGOING BASIS. SCHEDULE A, PAGE 4, SECTION A, LINE 3C: KENTUCKY HIGHLANDS INVESTMENT CORPORATION'S (KHIC) PRIMARY MISSION IS TO PLAN, INITIATE, AND COORDINATE COMMUNITY, ECONOMIC, AND SOCIAL DEVELOPMENT EFFORTS IN THE SOUTHEASTERN/SOUTHCENTRAL REGIONS OF KENTUCKY. THE TWO DIRECTORS APPOINTED BY KHIC ENSURE THAT ANY SUPPORT IS DIRECTED TOWARDS KHIC'S MISSION. 0 MERITUS VENTURES, LP 100000 C 100000 0 0 0 0 1 0 1 0 0 BRENDA MCDANIEL TREASURER 341726 0 105759 0 10782 0 42679 0 33575 0 534521 0 0 0 GRADY VANDERHOOFVEN VICE-PRESIDENT 232970 0 115975 0 0 0 24400 0 17754 0 391099 0 0 0 PART I, LINE 5 ON SEPTEMBER 13, 1989, A RELATED ORGANIZATION, KENTUCKY HIGHLANDS INVESTMENT CORPORATION, WHICH EMPLOYS BRENDA MCDANIEL, RECEIVED A FAVORABLE IRS DETERMINATION REGARDING ITS INCENTIVE COMPENSATION PLAN. THE PLAN PROVIDES FOR TWO BONUS POOLS. ALL EMPLOYEES ARE ELIGIBLE TO BE CHOSEN FOR PARTICIPATION. THE FIRST POOL IS BASED ON THE LESSER OF 20% OF SALARIES OF EMPLOYEES CHOSEN FOR PARTICIPATION OR PROGRAM SERVICE INTEREST INCOME (NET OF EXPENSE) AND PROGRAM SERVICE RENTAL INCOME. THE SECOND POOL IS BASED ON 20% OF REALIZED GAINS ON THE SALE OF PROGRAM SERVICE INVESTMENTS. THE TOTAL BONUS POOL IS ALLOCATED TO THE FOLLOWING GROUPS: GROUP I - EXECUTIVE OFFICERS GROUP II - SENIOR INVESTMENT OFFICERS SELECTED FOR PARTICIPATION BY THE CEO GROUP III - INVESTMENT ANALYSTS SELECTED FOR PARTICIPATION BY THE CEO GROUP IV - ADMINISTRATIVE SUPPORT PERSONNEL SELECTED FOR PARTICIPATION BY THE CEO PART I, LINE 6 ON SEPTEMBER 13, 1989, A RELATED ORGANIZATION, KENTUCKY HIGHLANDS INVESTMENT CORPORATION, WHICH EMPLOYS BRENDA MCDANIEL, RECEIVED A FAVORABLE IRS DETERMINATION REGARDING ITS INCENTIVE COMPENSATION PLAN. THE PLAN PROVIDES FOR TWO BONUS POOLS. ALL EMPLOYEES ARE ELIGIBLE TO BE CHOSEN FOR PARTICIPATION. THE FIRST POOL IS BASED ON THE LESSER OF 20% OF SALARIES OF EMPLOYEES CHOSEN FOR PARTICIPATION OR PROGRAM SERVICE INTEREST INCOME (NET OF EXPENSE) AND PROGRAM SERVICE RENTAL INCOME. THE SECOND POOL IS BASED ON 20% OF REALIZED GAINS ON THE SALE OF PROGRAM SERVICE INVESTMENTS. THE TOTAL BONUS POOL IS ALLOCATED TO THE FOLLOWING GROUPS: GROUP I - EXECUTIVE OFFICERS GROUP II - SENIOR INVESTMENT OFFICERS SELECTED FOR PARTICIPATION BY THE CEO GROUP III - INVESTMENT ANALYSTS SELECTED FOR PARTICIPATION BY THE CEO GROUP IV - ADMINISTRATIVE SUPPORT PERSONNEL SELECTED FOR PARTICIPATION BY THE CEO FORM 990, PART VII, LINE 5 THE ORGANIZATION ACCRUED $136,722 AND PAID $136,722 OF MANAGEMENT FEES TO MERITUS CAPITAL MANAGEMENT, LLC. MERITUS CAPITAL VENTURES, LLC IS OWNED 99% BY GRADY VANDERHOOFVEN AND 1% BY L. RAY MONCRIEF. SEE ADDITIONAL DISCLOSURE ON SCHEDULE L. GRADY VANDERHOOFVEN AND L RAY MONC PRESIDENT AND DIRECTOR 136722 THE ORGANIZATION ENTERED INTO MANAGEMENT AGREEMENT WITH MERITUS CAPITAL MANAGEMENT, LLC, A FOR-PROFIT ENTITY OWNED 99% BY GRADY VANDERHOOFVEN AND 1% BY RAY MONCRIEF BOTH OF WHOM ARE DIRECTORS OF CENTRAL APPALACHIAN RURAL INVESTMENT CORPORATION. MR. MONCRIEF IS A FORMER OFFICER OF KENTUCKY HIGHLANDS INVESTMENT CORPORATION. MR. VANDERHOOFVEN IS AN EMPLOYEE OF THREE ROOTS CAPITAL FKA TECHNOLOGY 2020. OVER THE PAST SEVERAL YEARS, TECHNOLOGY 2020/THREE ROOTS CAPITAL HAS EXPERIENCED SIGNIFICANT DECREASES IN OPERATIONS AND FUNDING. AS A RESULT, THE STAFF OF TECHNOLOGY 2020/THREE ROOTS CAPITAL WERE UNABLE TO CONTINUE TO PROVIDE THE SERVICES TO CENTRAL APPALACHIAN RURAL INVESTMENT CORPORATION AS ORIGINALLY OUTLINED IN THEIR SERVICES AGREEMENT FROM 2006. IN AN EFFORT TO MAINTAIN CONTINUITY OF THE MANAGERIAL SERVICES AND PERSONNEL, CENTRAL APPALACHIAN RURAL INVESTMENT ENTERED INTO THE MANAGEMENT AGREEMENT WITH MERITUS CAPITAL MANAGEMENT, LLC EFFECTIVE OCTOBER 1. 2015. 0 LINE 4A IN AUGUST OF 2016, TECHNOLOGY 2020, INC. CHANGED ITS NAME TO THREE ROOTS CAPITAL, INC. FORM 990, PART VI, SECTION A, LINE 2 L. RAY MONCRIEF AND GRADY VANDERHOOFVEN AND DIRECTORS OF THIS ORGANIZATION AND ARE THE MEMBERS OF MERITUS CAPITAL MANAGEMENT, LLC. SEE ADDITIONAL DISCLOSURE ON SCHEDULE L. FORM 990, PART VI, SECTION A, LINE 3 THE ORGANIZATION'S MANAGEMENT DUTIES ARE PERFORMED BY KENTUCKY HIGHLANDS INVESTMENT CORPORATION AND TECHNOLOGY 2020, NOW KNOWN AS THREE ROOTS CAPITAL, INC. DETAILED INFORMATION IS CONTAINED ON SCHEDULE R. FORM 990, PART VI, SECTION B, LINE 11B THE ORGANIZATION WILL PROVIDE A COPY OF FORM 990 TO ITS GOVERNING BODY PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C EACH DIRECTOR, PRINCIPAL OFFICER AND MEMBER OF A COMMITTEE WITH GOVERNING BOARD DELEGATED POWERS SHALL ANNUALLY SIGN A STATEMENT WHICH AFFIRMS SUCH PERSON: *HAS RECEIVED A COPY OF THE CONFLICTS OF INTEREST POLICY. *HAS READ AND UNDERSTANDS THE POLICY. *HAS AGREED TO COMPLY WITH THE POLICY. *UNDERSTANDS THE ORGANIZATION IS CHARITABLE AND IN ORDER TO MAINTAIN ITS FEDERAL TAX EXEMPTION IT MUST ENGAGE PRIMARILY IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT POLICIES. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S GOVERNING DOCUMENTS ARE AVAILABLE UPON REQUEST. ECLIPSE MANAGEMENT LLC PO BOX 1738 LONDON KY 40743 203676183 GENERAL PARTNER OF MERITUS VENTURES, LP KY CENTRAL APPALACHIAN RURAL INVESTMENT CORPORATION KENTUCKY HIGHLANDS INVESTMENT CORPORATION PO BOX 1738 LONDON KY 407431738 610673339 ECONOMIC DEVELOPMENT KY 501(C)(4) 0 THREE ROOTS CAPITAL FKA TECHNOLOGY 2020 INC 12640 KINGSTON PIKE KNOXVILLE TN 37934 621624472 ECONOMIC DEVELOPMENT TN 501(C)(3) 0 MERITUS VENTURES LP PO BOX 1738 LONDON KY 40743 204862339 INVESTMENTS - RBIC KY RELATED -60005 -37519 0 1 0.00820 0 0 0 0 0 0 0 0 0 0 0 1 1 0 1 0 0 0 0 KENTUCKY HIGHLANDS INVESTMENT CORPORATION M 167104 CONTRACTUAL AGREEMENT MERITUS VENTURES LP L 303826 CONTRACTUAL AGREEMENT KENTUCKY HIGHLANDS INVESTMENT CORPORATION O COMPONENT OF CONTRACTUAL AGREEMEN THREE ROOTS CAPITAL FKA TECHNOLOGY 2020 INC M CONTRACTUAL AGREEMENT KENTUCKY HIGHLANDS INVESTMENT CORPORATION N COMPONENT OF CONTRACTUAL AGREEMEN THREE ROOTS CAPITAL FKA TECHNOLOGY 2020 INC O COMPONENT OF CONTRACTUAL AGREEMEN