2025-04-14T14:43:10-05:00 2024-12-31 ERNST & YOUNG US LLP 221 E 4TH ST SUITE 2900 CINCINNATI OH 45202 990 2024-01-01 261569836 501 Realty Holding Corp % MATT LEYRER 501R 2146924200 3500 Maple Avenue Suite 1510 DALLAS TX 75219 MATT LEYRER VICE PRESIDENT 2146924200 2025-04-14 true true Abbey E Leibel P01517527 5136121400 2025-04-14 2024 2025-03-06 01:10:19Z X Scott R Fitzgerald 3500 MAPLE AVENUE SUITE 1510 DALLAS TX 75201 7790308 false X N/A X 2007 DE HOLDING OF TITLE TO AND COLLECTING OF RENT FROM REAL PROPERTY FOR ITS TAX EXEMPT MEMBER 2 2 0 2 0 0 0 0 7655003 60540 125195 2477944 10110 2538484 7790308 0 0 0 0 0 50278 0 0 0 0 5005087 0 5055365 2538484 2734943 56715994 55439570 44713767 44564400 12002227 10875170 X HOLDING OF TITLE TO AND COLLECTING OF RENT FROM REAL PROPERTY FOR ITS TAX EXEMPT MEMBER. false false Holding of title to and collecting of rent from real property for its tax exempt member. false false false false false false false false false true false false false true true false true false false false false false false false false false false false false false true false false false true false false false false true true false false true 2 0 true 0 false false false false false false false false X 2 2 false false false false true true true true true false true true true true true true false true false false false X MATT LEYRER 2146924200 3500 MAPLE AVENUE SUITE 1510 Dallas TX 75219 X Scott R Fitzgerald President 1.0 0.0 X X 0 0 0 Matt Leyrer Vice President 1.0 0.0 X X 0 0 0 0 0 0 0 false false false Swift Creek Real Estate Partners LL 3500 Maple Avenue Suite 1510 DALLAS TX 75219 MANAGEMENT FEES 107823 1 0 RENTAL REVENUE 532000 7655003 7655003 7655003 125195 125195 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 LATE / NSF FEES 900099 5591 5591 MISCELLANEOUS INCOME 900099 4519 4519 10110 7790308 7790308 0 0 0 0 0 0 40099 1545 5593 3041 161734 33098 42663 0 0 0 7564 7200 0 0 0 1465698 0 0 0 1522618 0 1600359 145018 BANK CHARGES 5741 MISCELLAENOUS 13394 5055365 2807 1327588 241427 239014 0 0 393411 264342 1165221 0 0 0 0 0 0 0 2833256 3018381 74564289 23974044 52077417 50590245 0 0 0 0 0 0 0 0 2455 0 56715994 55439570 840959 726217 0 0 230192 202420 0 0 0 0 0 0 43500000 43500000 0 0 142616 135763 44713767 44564400 X 0 0 -19990209 -23852209 31992436 34727379 12002227 10875170 56715994 55439570 X 2734943 -3862000 X false true X false false 12150222 12150222 49126781 21378303 27748478 13287286 2595741 10691545 50590245 0 TENANT SECURITY DEPOSITS 135763 135763 X SCHEDULE D, PART X, LINE 2 ASC 740-10, INCOME TAXES-OVERALL, REQUIRES THE EVALUATION OF UNCERTAIN TAX POSITIONS TO DETERMINE WHETHER THEY MEET THE MINIMUM RECOGNITION THRESHOLD BASED ON THE TECHNICAL MERITS OF THE POSITION. FOR TAX POSITIONS THAT MEET THE MINIMUM RECOGNITION THRESHOLD, MEASUREMENT OF THE BENEFIT TO BE REPORTED IN THE FINANCIAL STATEMENTS MUST BE DETERMINED. AS OF DECEMBER 31, 2024, THE COMPANY HAS NO ACCRUED LIABILITY FOR UNRECOGNIZED TAX BENEFITS AND DOES NOT ANTICIPATE ANY SIGNIFICANT CHANGES TO UNRECOGNIZED TAX BENEFITS OVER THE NEXT YEAR. IF APPLICABLE, THE COMPANY CLASSIFIES INTEREST AND PENALTIES RELATED TO UNDERPAYMENT OF INCOME TAXES AS GENERAL AND ADMINISTRATIVE EXPENSE IN THE CONSOLIDATED STATEMENT OF OPERATIONS. Swift Creek Partners SEE PART V 107823 see part V false Sch. L Part IV Column B entity of which filing entity's directors are also directors. Part IV Column D 501 Realty Holding Corp. (the "Corporation") is owned by SRA Holding, LLC ("SRA Holding"), which is 100% owned by the Public Employees Retirement System of Ohio ("OPERS"). SRA Holding owns 7 other entities that are reported on Schedule R. OPERS engaged Sarofim Realty Advisors ("Sarofim") to manage the properties of all the entities that are owned by SRA Holdings, LLC, which includes the property owned by the Corporation. As part of this engagement, some of Sarofim's officers were appointed by OPERS to serve as officers in these entities, including the Corporation, to allow them to conduct day-to-day business and execute lease agreements in an efficient manner on behalf of OPERS. Effective May 8, 2024, Sarofim assigned its rights, title and interest in and to the agreement to Swift Creek Real Estate Partners LLC ("Swift Creek"); the officers of the Corporation are also officers of Swift Creek. Though there are many decisions made by these officers, OPERS must approve all major transactions. These transactions include, but are not limited to, acquisition, disposition and refinancing of the asset. OPERS chooses the management firm for SRA Holding and negotiates the contracts with such firm. The Corporation is simply informed of the choice and billed according to this pre-negotiated contract. The officers of the Corporation did not receive any compensation directly from the Corporation. Their compensation from Sarofim is determined entirely within the Sarofim company structure and not based directly upon the contract with OPERS. Sarofim has many other clients in addition to OPERS. Total management fees paid by the Corporation to Sarofim and Swift Creek Partners during the year ended December 31, 2024 were $53,911 and $107,823, respectively. DESCRIPTION OF CLASSES OF MEMBERS OR STOCKHOLDERS FORM 990, PART VI, QUESTION 6 SRA HOLDING, LLC, IS THE SOLE MEMBER OF THE ORGANIZATION. SRA HOLDING, LLC IS 100% OWNED BY PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OHIO (OPERS). DESCRIPTION OF CLASSES OF PERSONS AND THE NATURE OF THEIR RIGHTS FORM 990, PART VI, QUESTION 7A DIRECTORS ARE ELECTED BY THE MEMBERS. DECISIONS REQUIRING APPROVAL & VOTING RIGHTS FORM 990, PART VI, QUESTION 7B PER SECTION 8(B) OF THE OPERATING AGREEMENT, THE FOLLOWING MATTERS SHALL REQUIRE APPROVAL BY OHIO PERS HOLDING COMPANY: 1) ENTER INTO OR MODIFY, AMEND, EXTEND, RENEW OR TERMINATE ANY LEASE, CONTRACT, AGREEMENT OR OTHER UNDERTAKING, IF SUCH ACTION REASONABLY COULD BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT ON THE ASSETS OF THE CORPORATION; 2) ACQUIRE, INVEST IN OR DISPOSE OF ASSETS OF THE CORPORATION, OTHER THAN PERSONAL PROPERTY ACQUIRED OR DISPOSED OF IN THE ORDINARY COURSE OF THE MANAGEMENT OR OPERATION OF THE ASSETS OF THE CORPORATION; 3) LEND, PLEDGE, MORTGAGE, HYPOTHECATE, FINANCE, OR GRANT A SECURITY INTEREST IN ANY OF THE ASSETS OF THE CORPORATION OR ANY INTEREST THEREIN TO ANY PERSON FOR ANY PURPOSE BEYOND THE AUTHORITY GIVEN TO SAROFIM UNDER THE INVESTMENT MANAGEMENT AGREEMENT; 4) SETTLE, COMPROMISE AND ADJUST ANY CLAIM IN FAVOR OF, AGAINST OR RELATING TO THE CORPORATION OR ITS ASSETS, EXCEPT NON-MATERIAL CLAIMS SETTLED, COMPROMISED OR ADJUSTED IN THE ORDINARY COURSE OF BUSINESS OF OPERATING, MANAGING AND MAINTAINING THE ASSETS OF THE CORPORATION; 5) ARRANGE TO PROSECUTE, DEFEND, SETTLE, OR COMPROMISE ANY ACTION AT LAW OR IN EQUITY OR ANY ADMINISTRATIVE PROCEEDING IN FAVOR OF, AGAINST OR RELATING TO THE CORPORATION OR ITS ASSETS IF SUCH ACTION OR PROCEEDING REASONABLY COULD BE EXPECTED TO HAVE A MATERIAL EFFECT (ADVERSE OR OTHERWISE) ON THE CORPORATION'S ASSETS AFFECTED THEREBY (TAKING INTO CONSIDERATION ANY INSURANCE COVERAGE APPLICABLE THERETO); OR SATISFY, SETTLE, COMPROMISE OR ADJUST ANY JUDGMENT, DECREE, DECISION OR SETTLEMENT IN CONNECTION THEREWITH; 6) ENTER INTO ANY TRANSACTION WITH ANY PERSON WHERE SUCH TRANSACTION IS OUTSIDE THE SCOPE (OF THIS AGREEMENT) OR THE INVESTMENT MANAGEMENT AGREEMENT; 7) ADMIT A PERSON AS A MEMBER OF THE CORPORATION; 8) DISSOLVE OR LIQUIDATE THE CORPORATION; 9) MERGE OR CONSOLIDATE THE CORPORATION WITH ANY OTHER ENTITY; OR 10) ENGAGE ANY ATTORNEY OR LAW FIRM TO REPRESENT OPERS, THE MEMBER OR THE CORPORATION, UNLESS SUCH ATTORNEY OR LAW FIRM PREVIOUSLY HAS BEEN APPROVED BY OHIO PERS HOLDING COMPANY TO ACT IN SUCH CAPACITY AND MEETS THE CRITERIA SET FORTH IN THE INVESTMENT MANAGEMENT AGREEMENT. DESCRIPTION OF PROCESS USED BY MANAGEMENT/GOVERNING BODY TO REVIEW 990 FORM 990, PART VI, QUESTION 11 THE FINANCIAL INFORMATION IS GATHERED AND PROVIDED TO THE EXTERNAL TAX PREPARERS. ONCE THE TAX RETURN HAS BEEN PROCESSED, THE ORGANIZATION'S PRESIDENT, SCOTT R. FITZGERALD, HAS THE OPPORTUNITY TO REVIEW THE RETURN PRIOR TO SIGNING OFF ON IT BEFORE FILING. IN ADDITION, THE RETURN IS DISTRIBUTED TO ALL MEMBERS OF THE BOARD OF DIRECTORS. DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST FORM 990, PART VI, QUESTION 12C THE ORGANIZATION ADOPTED AND MAINTAINS A CONFLICT OF INTEREST POLICY. THIS POLICY REQUIRES THAT ALL EMPLOYEES AND DIRECTORS SIGN OFF THAT THEY AGREE TO ABIDE BY THE CODE OF BUSINESS CONDUCT AND CODE OF ETHICS WHEN THEY ARE HIRED. AN ANNUAL SECURITIES AND EXCHANGE COMMISSION TRAINING IS HELD WHERE AMONG OTHER THINGS THERE'S A DISCUSSION AND UPDATE OF MATTERS THAT ARE CONSIDERED CONFLICTS THAT NEED TO BE DISCLOSED. DIRECTORS ARE THEN REQUIRED TO REVIEW AND SIGN THE ORGANIZATION'S CODE OF CONDUCT AND CODE OF BUSINESS ETHICS TO DETERMINE THAT THEY ARE IN COMPLIANCE WITH THE POLICIES. ANY INSTANCES OF NON-COMPLIANCE ARE DOCUMENTED AT THAT TIME. IF CONFLICT ARISES LATER, THEN THE EMPLOYEE OR DIRECTOR HAS TO REPORT THE CONFLICT TO THE CHIEF COMPLIANCE OFFICER OF FAYEZ, SAROFIM AND COMPANY. TO DATE, NO CONFLICTS HAVE ARISEN. AVAIL OF GOV DOCS, CNFLT OF INTRST PLCY, & FIN STMTS TO GEN PUBLIC FORM 990, PART VI, QUESTION 19 THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST. OTHER CHANGES TO NET ASSETS OR FUND BALANCES FORM 990, PART XI, LINE 9 OPERATING CASH DISTRIBUTION - (3,862,000) Brentwood Place Holding LLC 3500 MAPLE AVENUE SUITE 1510 Dallas TX 75219 261569836 Hldg R/E DE 2734943 55439571 NA 21 Waterway Holding LLC 3500 MAPLE AVENUE SUITE 1510 Dallas TX 75219 316401653 Hldg R/E DE 0 SRA Holding Piilani Promenade Holding LLC 3500 MAPLE AVENUE SUITE 1510 Dallas TX 75219 316401653 Hldg R/E DE 0 SRA Holding market dolores holding llc 3500 MAPLE AVENUE SUITE 1510 dallas TX 75219 316401653 hldg r/e DE 0 sra holding sra holdings llc 3500 MAPLE AVENUE SUITE 1510 dallas TX 75219 316401653 hldg r/e DE 0 OPERS FW WATERSIDE HOLDING LLC 3500 MAPLE AVENUE SUITE 1510 DALLAS TX 75219 316401653 HLDG R/E DE 0 SRA HOLDING FRITZ FARM HOLDING LLC 3500 MAPLE AVENUE SUITE 1510 DALLAS TX 75219 316401653 HLDG R/E DE 0 SRA HOLDING PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 3500 MAPLE AVENUE SUITE 1510 DALLAS TX 75219 316401653 GOVT. 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