2025-05-15T09:50:36-05:00 2024-12-31 132781641 MITCHELL & TITUS LLP 80 PINE STREET 32ND FL NEW YORK NY 10005 990 2024-01-01 352319441 ROC USA LLC ROCU 6038560246 6 LOUDON ROAD 501 CONCORD NH 03301 PAUL BRADLEY PRESIDENT 6038560246 2025-05-15 1 0 ERIC HARRISON P01916785 2127094500 2025-05-13 2024 2025-03-06 01:10:19Z PAUL BRADLEY 6 LOUDON ROAD 501 CONCORD NH 03301 20464131 0 X WWW.ROCUSA.ORG X LLC 2007 DE THE ORGANIZATION'S PURPOSE IS TO AID PEOPLE LIVING IN MANUFACTURED HOME COMMUNITIES (MHCS) SO THAT AS A GROUP THEY CAN PURCHASE THEIR COMMUNITIES AND OPERATE THEM AS RESIDENT-OWNED AND/OR CONTROLLED ENTITIES THEREBY: (I) PRESERVING LONG-TERM EXISTENCE AND AFFORDABILITY OF THE MANUFACTURED HOUSING SECTOR;(II) CREATING A STABLE ENVIRONMENT FOR REASONABLY PRICED(NON-PREDATORY) SINGLE-FAMILY LENDING AND THE RESULTING ASSET APPRECIATION;(III) LESSENING THE BURDENS OF STATE AND LOCAL GOVERNMENTS ARISING OUT OF THE LOSS OF THIS SECTOR OF AFFORDABLE HOUSING (I.E. PRIMARILY THE DEMANDS FOR RELOCATION ASSISTANCE AND SUBSIDIZED HOUSING ALTERNATIVES ARISING FROM MHC CLOSURES); (IV) COMBATING DETERIORATION OF MHCS; AND (V) ELIMINATING THE ECONOMIC DISCRIMINATION AND STIGMA SUFFERED BY OWNERS OF MANUFACTURED AND MOBILE HOMES WITHIN MHCS. 14 14 35 0 0 0 11576646 9088002 9420974 10913451 391485 396335 0 66343 21389105 20464131 282450 859586 0 0 4664424 4827228 0 0 322571 8265210 12078570 13212084 17765384 8177021 2698747 193742158 223757454 166837983 194342032 26904175 29415422 X ROC USA SUPPORTS HOMEOWNERS IN MANUFACTURED HOME COMMUNITIES TO ACHIEVE AFFORDABLE AND ENVIRONMENTALLY SUSTAINABLE SELF-GOVERNING COOPERATIVES. 0 0 3780175 859586 165961 ROC USA FOCUSES ON GOVERNANCE, STRATEGY, BRAND, FINANCIAL MANAGEMENT, COMMUNICATIONS AND IN CONJUNCTION WITH NETWORK AFFILIATED NONPROFIT CERTIFIED TECHNICAL ASSISTANCE PROVIDERS WORK WITH RESIDENT GROUPS TO PROVIDE CORE TRAINING AND EDUCATION, COMMUNITY RE-BRANDING, HOUSING REHABILITATION AND INFILL OF VACANT SITES. THEY ALSO ASSIST IN PROVIDING COMMUNITY SOLAR INFRASTRUCTURE AND LEVERAGING HOME AND COMMUNITY IMPROVEMENT RESOURCES FOR ROCS IN THEIR REGIONS.DURING 2024 ROC USA ASSISTED 21 ADDITIONAL RESIDENT OWNED COMMUNITIES AND PRESERVED 1,344 HOMES IN EIGHT STATES. ROC USA NOW SERVES 304 COMMUNITIES AND SERVES OVER 20,000 HOMEOWNERS IN 21 STATES FROM COAST TO COAST. 7588033 9255013 RESIDENT OWNERSHIP CAPITAL, LLC PROVIDES LOANS TO RESIDENT OWNED CORPORATIONS FOR ACQUISITION, IMPROVEMENT AND OPERATION OF THEIR MANUFACTURED HOME COMMUNITIES AS RESIDENT-OWNED. IN 2024, RESIDENT OWNERSHIP CAPITAL PROVIDED $39M IN FINANCING TO ELEVEN ROCS FOR DUE DILIGENCE AND COMMUNITY ACQUISITIONS AND IMPROVEMENTS. ROC USA RELEASED THIRD-PARTY IMPACT DATA ON ROC USA CAPITAL'S PORTFOLIO COMMUNITIES. THE STUDY SHOWS THAT ROCS AFTER FIVE YEARS OF OWNERSHIP HAVE MONTHLY SITE FEES BETWEEN MARKET RATE AND AS MUCH AS 17% BELOW MARKET IN THEIR RESPECTIVE MARKETS. THE IMPACT REPORT IS A PART OF A LONGITUDINAL COMPARABLE SITE FEE STUDY CONDUCTED FOR ROC USA BY AN INDEPENDENT APPRAISER. ROCS IN THE STUDY ARE ON AVERAGE RAISING SITE FEES 1% PER YEAR. THERE IS NO COMPARABLE STATISTIC FOR COMMERCIALLY-OPERATED COMMUNITIES HOWEVER IN ONE OF THE SUBJECT PROPERTIES, SITE FEES WERE RAISED 2.5% ANNUALLY PRIOR TO RESIDENT OWNERSHIP. 4591384 1558820 4591384 1558820 15959592 1 1 0 1 0 0 0 0 1 0 1 0 1 0 1 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 14 0 1 35 1 0 0 0 0 0 0 0 0 0 0 0 0 X 14 14 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 NY X PAUL BRADLEY PRESIDENT 6035132818 6 LOUDON ROAD 501 CONCORD NH 03301 ANDREA LEVERE BOARD CHAIR 1.00 X X 0 0 0 LAUREN COUNTS VICE CHAIR 1.00 X X 0 0 0 SARAH MARCHANT SECRETARY 1.00 X X 0 0 0 TAMAR GREENSPAN DIRECTOR 1.00 X 0 0 0 JULIA CURRY DIRECTOR 1.00 X 0 0 0 KELLY JENSEN DIRECTOR 1.00 X 0 0 0 MARJORY GILSRUD DIRECTOR 1.00 X 0 0 0 SAM GREEN DIRECTOR 1.00 X 0 0 0 MELISSA MC DONALD DIRECTOR 1.00 X 0 0 0 JEANNIE OLIVER DIRECTOR 1.00 X 0 0 0 DOUG RYAN DIRECTOR 1.00 X 0 0 0 JENEE GAYNOR DIRECTOR 1.00 X 0 0 0 DEBORAH WINIEWICZ DIRECTOR 1.00 X 0 0 0 PAUL BRADLEY CEO 40.00 X 233825 0 33001 EMILY THADEN PRESIDENT 40.00 X 118661 0 3560 NICHOLAS SALERNO CHIEF OPERATING OFFICER 40.00 X 185388 0 12184 DAVID DOYON CHIEF FINANCIAL OFFICER 40.00 X 213259 0 32460 MICHAEL SLOSS MANAGING DIRECTOR ROC USA CAPITAL 40.00 X 213235 0 21245 MARY O'HARA EVP ROC MOVEMENT 40.00 X 177666 0 28757 COLLEEN LINDECKER EVP TRAINING AND CONTINUOUS LEARNING 40.00 X 164490 0 4935 FRANK WILSON EVP COOPERATIVE SOLUTIONS 40.00 X 193366 0 5801 AMY CHHOM VP TECHNICAL AND SPECIAL PROJECTS 40.00 X 141030 0 22881 ANGELA ROMEO VP ACQUISITIONS 40.00 X 134901 0 10632 MICHAEL BULLARD VP COMMUNICATIONS 40.00 X 101811 0 3054 KELLY STRAUCH DATA ADMINISTRATION MANAGER 40.00 X 104617 0 3139 JODI BAYAT NATIONAL ACQUISITION MANAGER 40.00 X 105526 0 3166 2087775 0 184815 13 0 1 0 0 9088002 9088002 INTEREST INCOME ON PROGRAM RELATE 900099 9718083 9718083 SERVICE FEE AND TRANSACTION INCOM 522292 787283 787283 ORIGINATION FEES AND GAIN ON LOAN 900099 213662 213662 ALL OTHER PROGRAM SERVICE REVENUE 900099 191423 191423 NETWORK FEES 900099 3000 3000 10913451 396335 396335 INCOME TAX INCOME 900099 66343 66343 66343 20464131 10979794 0 396335 859586 859586 1712798 1233215 445327 34256 2346672 1781612 455063 109997 104787 75447 27245 2095 278039 200188 72290 5561 384932 294552 70754 19626 200144 200144 70938 70938 44124 31769 11472 883 811491 648306 62256 100929 31602 31602 100420 74578 22273 3569 158279 117548 35106 5625 547908 406912 121525 19471 5315703 5315703 23851 23851 65084 48335 14435 2314 SERVICING FEES 1401859 1401859 LOAN LOSS PROVISION 736205 736205 MINOR EQUIPMENT 312424 232026 69296 11102 COMMUNICATIONS 58745 43627 13030 2088 2199793 2163191 31547 5055 17765384 15959592 1483221 322571 1817555 12950752 40902543 22290875 33296 1153031 58266 50381 420859 322815 61071 98044 218487 222675 149598310 186266820 1052630 724876 193742158 223757454 1088446 1556948 111136 495891 19578841 22242252 43158322 54732993 100809193 114171107 2092045 1142841 166837983 194342032 X 16761897 15844170 10142278 13571252 26904175 29415422 193742158 223757454 X 2698747 -187500 X X 0 1 X 1 1 1 X 837565 3646349 4592705 11576646 9088002 29741267 837565 3646349 4592705 11576646 9088002 29741267 4364783 25376484 3668 3471 11078 391485 396335 806037 30547304 45278739 0.83070 0.88590 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1 1 0 0 1 1 1 94973 0 0 94973 0 PART II-B, LINE 1: IN 2024, ROC USA FUNDED A PART-TIME CONSULTANT WHO ASSISTED WITH RESPONDING TO CALLS FROM HOUSE AND SENATE COMMITTEE STAFFERS LOOKING FOR INFORMATION ON INFRASTRUCTURE NEEDS IN RESIDENT-OWNED COMMUNITIES. THE CONSULTANT ALSO HELPED EDUCATE CO-OP LEADERS WHO WERE SUPPORTED IN MAKING CALLS TO THEIR SENATE AND HOUSE REPRESENTATIVES' OFFICES IN SUPPORT OF THE MANUFACTURED HOUSING INFRASTRUCTURE GRANT PROGRAM BILL THAT WAS IN THE BUILD BACK BETTER BILL. 0 1 X 420859 322815 98044 98044 LOANS RECEIVABLE 186090138 C 186090138 CONDITIONAL ADVANCE 1084365 OPERATING LEASE LIABILITY 58476 1142841 X 20464131 0 20464131 0 20464131 17765384 0 17765384 0 17765384 PART IV, LINE 2B: THE ORGANIZATION'S WHOLLY-OWNED LENDING SUBSIDIARY, RESIDENT OWNERSHIP CAPITAL, LLC (D/B/A ROC USA CAPITAL) HOLDS $22,242,252 OF 98 BORROWERS PROPERTY TAX AND INSURANCE ESCROW FUNDS ON BEHALF OF THE BORROWERS. ROC USA CAPITAL ACTS AS ESCROW AGENT FOR THESE FUNDS BUT DOES NOT PROVIDE CREDIT COUNSELING OR DEBT MANAGEMENT SERVICES TO THE BORROWER. PART X, LINE 2: ROC USA ACCOUNTS FOR UNCERTAINTY IN INCOME TAXES IN ACCORDANCE WITH ASC TOPIC, INCOME TAXES. THIS STANDARD CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN TAX POSITIONS AND PRESCRIBES A RECOGNITION THRESHOLD AND MEASUREMENT ATTRIBUTE FOR THE CONSOLIDATED FINANCIAL STATEMENTS REGARDING A TAX POSITION TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN. ROC USA HAS DETERMINED THAT THERE ARE NO UNCERTAIN TAX POSITIONS WHICH QUALIFY FOR EITHER RECOGNITION OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS AT DECEMBER 31, 2024. ROC USA'S INFORMATION RETURNS ARE SUBJECT TO EXAMINATION BY THE FEDERAL AND STATE JURISDICTIONS. 1 THISTLE 6000 SPINE ROAD 101 BOULDER CO 80301 742449502 12006 0 NETWORK INVESTMENT CAPACITY BUILDING GRANT NH COMMUNITY LOAN FUND 7 WALL STREET CONCORD NH 03301 222524015 9485 0 NETWORK INVESTMENT CAPACITY BUILDING GRANT LEAP HOUSING INC 1220 S VISTA AVE BOISE ID 83705 261738122 10000 0 NETWORK INVESTMENT CAPACITY BUILDING GRANT CASA OF OREGON 20508 SW ROY ROGERS RD STE 155 SHERWOOD OR 97140 930977842 10000 0 MISSION SUPPORT MISSION SUPPORT COOPERATIVE DEVELOPMENT INSTITUTE PO BOX 1051 NORTHAMPTON MA 01061 043241596 11267 0 NETWORK INVESTMENT CAPACITY BUILDING GRANT NEIGHBORWORKS MONTANA 17 5TH STREET SOUTH GREAT FALLS MT 59401 810543240 10000 0 NETWORK INVESTMENT CAPACITY BUILDING GRANT NORTCOUNTRY COOPERATIVE FOUNDATION 219 SE MAIN STREET MINNEAPOLIS MN 55414 411953515 10000 0 NETWORK INVESTMENT CAPACITY BUILDING GRANT CALIFORNIA CENTER FOR COOPERATIVE DEVELOPMENT 430 F STREET DAVIS CA 95616 392065673 5194 0 NETWORK INVESTMENT CAPACITY BUILDING GRANT NORTHWEST COOPERATIVE DEVELOPMENT CENTER 407 4TH AVE E 201 OLYMPIA WA 98501 911355457 10000 0 NETWORK INVESTMENT CAPACITY BUILDING GRANT ROYAL OAKS COOPERATIVE INC 380 BLACK OAK LANE BATH PA 18014 993490201 750000 0 NETWORK INVESTMENT CAPACITY BUILDING GRANT PART I, LINE 2: GRANT FUND USE IS DETERMINED AND GOVERNED BY THE EXECUTED GRANT AGREEMENT. ALL GRANT EXPENDITURES ARE APPROVED BY THE GRANT MANAGER WHICH COULD BE THE PRESIDENT OR CAPITAL MANAGING DIRECTOR. PROGRESS REPORTS ARE FILED WITH THE GRANTOR WHEN DUE TO ENSURE COMPLIANCE WITH THE AGREEMENT. X X X X X X 0 0 0 0 0 0 0 0 0 PAUL BRADLEY CEO 233825 0 0 0 0 0 7015 0 25986 0 266826 0 0 0 DAVID DOYON CHIEF FINANCIAL OFFICER 213259 0 0 0 0 0 6398 0 26062 0 245719 0 0 0 MICHAEL SLOSS MANAGING DIRECTOR ROC USA CAPITAL 213235 0 0 0 0 0 6397 0 14848 0 234480 0 0 0 MARY O'HARA EVP ROC MOVEMENT 177666 0 0 0 0 0 5330 0 23427 0 206423 0 0 0 FRANK WILSON EVP COOPERATIVE SOLUTIONS 193366 0 0 0 0 0 5801 0 0 0 199167 0 0 0 NICHOLAS SALERNO CHIEF OPERATING OFFICER 185388 0 0 0 0 0 5562 0 6622 0 197572 0 0 0 COLLEEN LINDECKER EVP TRAINING AND CONTINUOUS LEARNING 164490 0 0 0 0 0 4935 0 0 0 169425 0 0 0 AMY CHHOM VP TECHNICAL AND SPECIAL PROJECTS 141030 0 0 0 0 0 4231 0 18650 0 163911 0 0 0 FORM 990, PART VI, SECTION A, LINE 6 ROC USA, LLC HAS THREE LLC MEMBERS, EACH OF WHICH ARE EXEMPT UNDER INTERNAL REVENUE CODE SECTION 501(C)(3). FORM 990, PART VI, SECTION A, LINE 7A EACH LLC MEMBER IS ABLE TO ELECT TWO BOARD MEMBERS. FORM 990, PART VI, SECTION A, LINE 7B ANYTHING OUTSIDE OF AUTHORITY OF THE GOVERNING BOARD AS GRANTED IN THE OPERATING AGREEMENT. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED BY THE AUDIT FIRM, REVIEWED AND APPROVED BY THE PRESIDENT WHO SUBMITS THE FORM 990 TO THE AUDIT COMMITTEE, ALONG WITH THE AUDITED FINANCIAL STATEMENTS, WHICH THE COMMITTEE WILL REVIEW AND APPROVE AND RECOMMEND FOR APPROVAL TO THE BOARD. THE BOARD WILL REVIEW AND APPROVE THE FORM 990. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION REQUIRES EMPLOYEES AND BOARD MEMBERS TO COMPLETE AN ANNUAL CONFLICT OF INTEREST SURVEY. FORM 990, PART VI, SECTION B, LINE 15 THE EXECUTIVE COMMITTEE UNDER THE CHAIRMANSHIP OF ANDREA LEVERE, REVIEWED MARKET INFORMATION GENERATED BY 1) THE OPPORTUNITY FINANCE NETWORK IN THEIR "2012 COMPENSENSATION & BENEFITS SURVEY" (UPDATED) WHICH INCLUDED COMPARABLE DATA FOR EXECUTIVE POSITIONS IN THE CDFI FIELD AND 2) THE "2015-2016 EXECUTIVE COMPENSATION REPORT" PREPARED BY QUATT ASSOCIATES FOR CAPITAL IMPACT PARTNERS TO SUPPORT ITS EXECUTIVE COMPENSATION DECISIONS. THE DATA USED BY THE OPPORTUNITY FINANCE NETWORK INCLUDED SURVEY DATA COLLECTED FROM 156 CDFIS FROM ACROSS THE US PLUS A SPECIAL ANALYSIS OF 36 GENERAL NOT-FOR-PROFIT ORGANIZATIONS THAT HAVE REPORTED COMPENSATION DATA FOR THE CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER, TOP COMMUNICATIONS AND MARKETING EXECUTIVE, TOP DEVELOPMENT EXECUTIVE, AND THE TOP FIVE HIGHEST PAID EMPLOYEES FOR THESE NOT-FOR-PROFITS. THE DATA USED FOR THE 2015-2016 QUATT ASSOCIATES REPORT PREPARED FOR CAPITAL IMPACT USED A COMPARATOR GROUP OF EIGHT FINANCIAL SERVICE ORGANIZATIONS SERVING THE NATIONAL COMMUNITY DEVELOPMENT MARKET PLUS A SECOND DATA SOURCE WITH IS THE QUATT ASSOCIATES' 2015 NOT-FOR-PROFIT DATABASE, AN ANNUAL PROPRIETARY SURVEY OF MAJOR, NOT-FOR-PROFIT ORGANIZATIONS. AS A RESULT OF REVIEW OF THE DATA DESCRIBED ABOVE, THE COMMITTEE CONCLUDED AND REPORTED TO THE FULL BOARD THAT THE COMPENSATION TO BE PAID TO THE ROC USA, LLC PRESIDENT IS FAIR AND APPROPRIATE. THE BOARD CONCURRED. AS TO THE REMAINING MANAGEMENT POSITIONS, THE PRESIDENT USED GUIDESTAR.ORG TO REVIEW SALARIES AND BENEFIT TOTALS OF OTHER NATIONAL COMMUNITY DEVELOPMENT FINANCIAL INSTITUTIONS. SALARIES WERE IN THE MIDDLE OF THE RANGE. ANALYSIS IS KEPT ON FILE. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION WILL MAKE ITS FORM 990 AVAILABLE TO THE PUBLIC THROUGH A THIRD-PARTY PUBLIC WEBSITE AS WELL AS UPON REQUEST. THE ORGANIZATION'S FORM 1023 IS AVAILABLE UPON REQUEST. FORM 990, PART XI, LINE 9: DIVIDENDS -187,500. FORM 990, PART XII, LINE 2C: ROC USA, LLC HAS A FINANCE AND AUDIT COMMITTEE WHICH IS RESPONSIBLE FOR SELECTING INDEPENDENT AUDITORS, OVERSIGHT OF THE AUDIT, AND REVIEW AND APPROVAL OF AUDITED FINANCIAL STATEMENTS. FORM 990, PART XII, LINE 3B: ROC USA LLC IS REQUIRED TO HAVE A SINGLE AUDIT IN 2022 DUE TO THE FACT THAT THE TOTAL EXPENDITURES OF FEDERAL AWARDS EXCEEDS $750,000. RESIDENT OWNERSHIP CAPITAL LLC 6 LOUDON ROAD SUITE 501 CONCORD NH 03301 262394797 ACQUISITION FINANCING TO RESIDENT CORPORATIONS FOR COMMUNITY PURCHASES. DE ROC USA LLC INTEGRITY COMMUNITY SOLUTIONS INC 6 LOUDON ROAD SUITE 501 CONCORD NH 03301 932133818 OPERATE MOBILE HOMES NH C 318910 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0