State of California
Tax Credit Allocation Committee
APPENDIX
LETTER OF INTENT (LOI) REQUIREMENTS
Regulation Section 10325(c)(8)
Include the terms and conditions pursuant to which an investor will acquire at least a 99% interest
(usually 99.99%) in the partnership that owns the property:
• Name of the partnership, limited partner or investor, general partner(s) and guarantors
• Describe the design and outline the development schedule
• Outline the construction and permanent financing sources, amounts, terms
• State the tax credit reservation amount and terms, including credit delivery schedule, basis
and timing adjusters
• State the net price to be paid per dollar of credit, total capital contribution amount,
• State any additional conditions which could affect the pricing
• Outline guarantees and other obligations of the general partner
• State the requirements for Operating and Replacement Reserves
• Provide cash flow and sale or refinancing “waterfall” and GP/LP distribution splits
• State the conditions to closing into the partnership, including investor committee approval and
conditions under which there could be re-pricing or change in other terms
• Describe the developer fee and terms for payment of any deferred fee
• State exclusivity of the agreement and indicate any termination fees or damages
• Specify the term of commitment/expiration date
• Consistent with TCAC Regulation Section 10322(h)(19), the syndicator shall not pay any fees
or provide any other financial or other substantive benefit to a partnership developer unless
all such fees or benefits are fully and completely disclosed to the California Tax Credit
Allocation Committee (CTCAC) in the executed LOI.
• Include signature of the investor/syndicator and general partner
Updated January 2016
