Barton Creek Office II Inc

“All management duties and management decision making of the taxpayer are delegated to RREEF America, LLC and RREEF Management, LLC pursuant to the terms of certain management agreements.”

“The organization is a nonprofit corporation under the laws of the state of Delaware. Each stockholder of the organization shall at all times be either (1) a qualified pension, profit-sharing or stock bonus plan that meets the requirements of Section 401(a) of the IRC; (2) a governmental plan (within the meaning of Section 414(d) of the code; (3) the United States, any state or political subdivision thereof, or any agency or instrumentality of the foregoing; or (4) any organization described in Section 501(c)(3) of the code. The organization has only one class of stock and such class is entitled to vote or execute consents either in person or by agent or agents authorized by written proxy. Such class of stockholder is entitled to distributions of profits or a share of the net assets upon dissolution.The stockholders are Tulare county employees retirement association (Tulare) and San Diego city employees retirement association, located in California.”

“The Form 990 was reviewed prior to filing by an officer of the management company engaged by the organization to manage the operations of the organization. The return was then signed by a member of the organization's governing body.”

“All employees of RREEF Management, LLC, which includes the members of the organization's governing body, are required to at least annually disclose and certify via an electronic reporting system that they have: received, read and understand all of the conflict of interest and other related policies and that they understand and agree to conform with such policies. They are given a 30 day period to electronically complete it and attest to it. If a member of the governing body is not in compliance at the end of the 30 day period, he is put on notification and the person he reports to is notified. A follow up is sent weekly to both of the aforementioned until compliance is met. If a conflict is identified, the individual recuses himself from any decision=making related to the transaction in question.”

“The corporate bylaws of the taxpayer provide that no officers of the taxpayer shall receive any compensation. All voting members of the governing body are independent as detailed in Part VI, Section A, lines 1a and 1b above. The governing body insures that this policy and corporate bylaw is enforced and none of its members nor any officer or employee of the taxpayer receives any compensation from the taxpayer.”

“The governing documents, conflict of interest policy, and financial statements are not made available to the public.”

“Client Note 1 - Form 990Part VII, Section AAs provided in the corporate bylaws of the taxpayer, all officers and directors of the taxpayer serve as such without compensation and, as a result, the taxpayer is precluded from paying any compensation to any of the following officers/directors.Officers and DirectorsDIRECTORS Timothy Ellsworth Marc L. Feliciano Todd W. HendersonOFFICERSPRESIDENT Marc L. FelicianoVP Kim Boudreau Darrell Campos Stephen George Timothy Ellsworth Todd W. Henderson Mark S. Smith James E. Toney Anne-Marie Vandenberg Vice President & Treasurer Vikram MehraVice President& Asst. Treas. William SwiderskiSecretary Portia Guerin”

“Client Note 2 - Statement Regarding Form 990 Part V Question 1a:The taxpayer files their Form 990 using a fiscal year end of June 30; however, the taxpayer files form 1096, Annual Summary and Transmittal of U.S. Information Returns on a calendar year basis. The information for the Form 1096 filing for the 12/31/2016 calendar year is included in this 6/30/2017 Form 990 filing.”

“Client Note 3 - Note ASchedule N, Part IIThe taxpayer sold its only asset on June 1, 2016, and distributed a substantial portion of the proceeds therefrom on June 2, 2016 in anticipation of liquidation. The taxpayer did not complete winding up activities in fye June 30, 2017, but it did distribute additional funds from the prior year sale in anticipation of completing its liquidation in the next 18 months.”

“Change in Prior Period Item = $43”

“Distribution of earnings = -$389756”