On Broadway Business Improvement District Board

AGENDA OF THE ON BROADWAY BUSINESS IMPROVEMENT DISTRICT BOARD TUESDAY, FEBRUARY 11, 2025, 10:00 AM Virtual Meeting via Zoom A. Zoom Meeting Instructions. 1. Join Zoom Meeting Online: https://us02web.zoom.us/j/82453299287 Or call in by phone: +1 312 626 6799 Meeting ID: 824 5329 9287 If you wish to speak at this public meeting or leave a comment, please fill out the online Comment Form prior to the meeting. More detailed Zoom Instructions can be found online. B. Roll Call. C. Approval of the Agenda. 1. Approval of the agenda for February 11, 2025. D. Approval of Minutes. 1. Approval of the minutes from the August 20, 2024 meeting of the Broadway BID Board of Directors. E. Regular Business. 1. Consideration with possible action on the Broadway BID Treasurer's Report. 2. Consideration with possible action on the Broadway BID Board of Directors election of 2025 officers. 3. Consideration with possible action on Broadway Board of Director appointments. 4. Consideration with possible action on the Yearly BID Activity Schedule. 5. Consideration with possible action on the Broadway BID Board of Directors 2025 meeting Agenda of the On Broadway Business Improvement District Board February 11, 2025 Page 1  schedule. 6. Consideration with possible action on the adoption of the 2023 Audit. 7. Consideration with possible action on the 2024 Auditor Request for Proposals. 8. Consideration with possible action on the Annual Report of BID Activities and presentation to Plan Commission on February 24, 2025. 9. Consideration with possible action to authorize the release of $6,116.60 in delinquent BID receipts. 10. Consideration with possible action to authorize the release of 2025 BID Allocation. 11. Consideration with possible action on 2025 proposed activities. F. Adjournment. 1) ACCESSIBILITY: Any person wishing to attend who, because of a disability, requires special accommodations should contact Peter Nugent at (920) 455-8881 at least 24 hours before the scheduled meeting time, so that arrangements can be made. 2) QUORUM: Please take notice that a majority or quorum of the Common Council will attend this On Broadway Business Improvement District Board meeting and will constitute a meeting of the Common Council for purposes of discussion and information gathering relative to this agenda. 3) REPRESENTATION: The party requesting the communication, or their representative, should be present at this meeting. Agenda of the On Broadway Business Improvement District Board February 11, 2025 Page 2  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # C.1 Approval of the agenda for February 11, 2025. BACKGROUND RECOMMENDATION FISCAL IMPACT ATTACHMENTS None 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # D.1 Approval of the minutes from the August 20, 2024 meeting of the Broadway BID Board of Directors. BACKGROUND RECOMMENDATION FISCAL IMPACT ATTACHMENTS 1. 2024.08.20 BID Minutes 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org Minutes of the Broadway Business Improvement District Board Meeting 08/20/2024 Call to Order The meeting was called to order by Linda Bova at 8 a.m. via Zoom. Roll Call Present: Adam Funk, Brendt Peeters, Gregg Mattek, Linda Bova, Chad Van Handel, Sandra Ranck On Broadway, Inc. Staff: Brian Johnson, Brooke Hafs City of Green Bay Staff: Rebecca Finco, Alder Alyssa Proffitt Absent: Brent Weycker Approval of the Agenda Motion by Van Handel to approve the agenda. Seconded by Mattek. Motion passed. Financials Treasurer’s Report: There is a balance of $2,500 in the account, which is the required daily minimum. YTD Progress Report: OBI Staff provided a progress report on expenditure of allocated funds. Appointments to Board Discussion about new appointments to the board to fill vacancies. The board makes recommendations to the Mayor who makes the appointment subject to approval of the common council. Motion by Van Handel to direct OBI staff to talk with Grant Keebler and Jim DuBois to gauge interest in joining the BID Board. Seconded by Funk. Motion passed. Boundary Discussion Discussion about the best way to proceed with property owner discussions whose property is adjacent to the BID boundaries but not included. Motion made by Funk to create a subcommittee comprised of Bova, Van Handel, and Mattek. Seconded by Ranck. Motion passed. By-Law Discussion Discussion related to amendments for the by-laws. The board directed OBI staff to consult with legal to make amendments to by-laws and bring back for final approval. Changes should include the removal of term limits, establish a two-year term for President, and no term limits for treasurer and secretary. Green Bay Public Market Presentation & Appeal Brooke Hafs from On Broadway, Inc. provided a presentation on the proposed Green Bay Public Market. She provided an update on fundraising progress and requested the BBID consider a contribution to the public market project. Motion by Funk to approve a $100,000 contribution payable in four equal installments over the next four years. Seconded by Ranck. Motion passed. 2025 Operating Plan A draft proposal of the 2025 operating plan was presented. Motion by Funk to approve as presented. Seconded by Van Handel Motion approved. Motion to Adjourn Motion by Funk to adjourn at 9:16 a.m. Seconded by Mattke. Motion passed. Minutes presented by Brian Johnson.  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.1 Consideration with possible action on the Broadway BID Treasurer's Report. BACKGROUND RECOMMENDATION FISCAL IMPACT ATTACHMENTS None 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.2 Consideration with possible action on the Broadway BID Board of Directors election of 2025 officers. BACKGROUND Election of Officers a. President b. Treasurer c. Secretary RECOMMENDATION FISCAL IMPACT ATTACHMENTS None 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.3 Consideration with possible action on Broadway Board of Director appointments. BACKGROUND Board Appointments a. Re-Appointments b. Vacancies RECOMMENDATION FISCAL IMPACT ATTACHMENTS None 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.4 Consideration with possible action on the Yearly BID Activity Schedule. BACKGROUND RECOMMENDATION FISCAL IMPACT ATTACHMENTS 1. Yearly BID Activity Schedule 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.5 Consideration with possible action on the Broadway BID Board of Directors 2025 meeting schedule. BACKGROUND Proposed Meeting Dates • February 11, 2025 • June 17, 2025 • September 16, 2025 • November 18, 2025 RECOMMENDATION FISCAL IMPACT ATTACHMENTS None 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.6 Consideration with possible action on the adoption of the 2023 Audit. BACKGROUND RECOMMENDATION FISCAL IMPACT ATTACHMENTS 1. 2023 On Broadway Financial Statement 2. 2023 On Broadway Letters 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  ON BROADWAY, INC. FINANCIAL STATEMENTS WITH INDEPENDENT AUDITORS’ REPORT DECEMBER 31, 2023 AND 2022  ON BROADWAY, INC. TABLE OF CONTENTS DECEMBER 31, 2023 AND 2022 Page 2-3 Independent Auditors’ Report FINANCIAL STATEMENTS 4 Statements of Financial Position 5 Statements of Activities 6-7 Statements of Functional Expenses 8 Statements of Cash Flows 9 - 19 Notes to Financial Statements -1-  INDEPENDENT AUDITORS’ REPORT To the Board of Directors On Broadway, Inc. Green Bay, Wisconsin Opinion We have audited the financial statements of On Broadway, Inc. (a nonprofit organization), which comprise the statements of financial position as of December 31, 2023 and 2022 and the related statements of activities, functional expenses, and cash flows for the years then ended, and the related notes to the financial statements. In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of On Broadway, Inc. as of December 31, 2023 and 2022, and the changes in its net assets and cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America. Basis for Opinion We conducted our audits in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of On Broadway, Inc. and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Responsibilities of Management for the financial statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about On Broadway, Inc.’s ability to continue as a going concern for one year after the date that the financial statements are issued. -2- Auditors’ Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements. In performing an audit in accordance with GAAS, we:  Exercise professional judgment and maintain professional skepticism throughout the audit.  Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.  Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of On Broadway, Inc.’s internal control. Accordingly, no such opinion is expressed.  Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.  Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about On Broadway, Inc.’s ability to continue as a going concern for a reasonable period of time. We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control–related matters that we identified during the audit. Green Bay, Wisconsin December 19, 2024 -3-  ON BROADWAY, INC. STATEMENTS OF FINANCIAL POSITION DECEMBER 31, 2023 2022 ASSETS Cash (including cash held for others) $ 361,304 $ 411,026 Accounts receivable 37,876 92,058 Unconditional promises to give, net 1,031,770 - Grants receivable 343,447 32,292 Prepaid expenses 6,610 8,746 Property and equipment, net 2,497,922 2,344,022 Operating lease right-of-use asset 92,327 111,023 Other assets 1,200 1,200 TOTAL ASSETS $ 4,372,456 $ 3,000,367 LIABILITIES AND NET ASSETS LIABILITIES Accounts payable $ 145,111 $ 71,646 Agency funds payable 3,042 1,878 Accrued expenses Payroll and related liabilities 64,418 40,334 Property taxes 45,459 44,009 Vacation 5,114 6,352 Retirement plans 1,147 10,947 Interest 18,958 18,923 Other - 4,408 Deferred revenue 47,000 64,036 Refundable advance 40,053 - Operating lease liability 85,525 101,076 Notes payable 2,292,210 2,334,213 TOTAL LIABILITIES 2,748,037 2,697,822 NET ASSETS Without donor restrictions 592,649 300,935 With donor restrictions 1,031,770 1,610 TOTAL NET ASSETS 1,624,419 302,545 TOTAL LIABILITIES AND NET ASSETS $ 4,372,456 $ 3,000,367 The accompanyting notes are an integral part of these statements. -4-  ON BROADWAY, INC. STATEMENTS OF ACTIVITIES FOR THE YEAR ENDED DECEMBER 31, 2023 2022 WITHOUT DONOR WITH DONOR WITHOUT DONOR WITH DONOR RESTRICTIONS RESTRICTIONS TOTAL RESTRICTIONS RESTRICTIONS TOTAL SUPPORT AND REVENUE Special events $ 616,801 $ - $ 616,801 $ 530,891 $ - $ 530,891 Business improvement district assessments 102,637 - 102,637 80,715 - 80,715 Grants 571,124 - 571,124 184,873 - 184,873 Contributions 531,054 1,031,770 1,562,824 330,419 1,610 332,029 In-kind contributions 298,610 - 298,610 230,425 - 230,425 Rental income 249,850 - 249,850 264,571 - 264,571 Miscellaneous income 13,560 - 13,560 7,449 - 7,449 Net assets released from restrictions 1,610 (1,610) - 5,000 (5,000) - TOTAL SUPPORT AND REVENUE 2,385,246 1,030,160 3,415,406 1,634,343 (3,390) 1,630,953 EXPENSES Program sevices 1,478,892 - 1,478,892 1,193,048 - 1,193,048 Management and general 504,991 - 504,991 401,531 - 401,531 Fundraising 109,649 - 109,649 58,132 - 58,132 TOTAL EXPENSES 2,093,532 - 2,093,532 1,652,711 - 1,652,711 CHANGE IN NET ASSETS 291,714 1,030,160 1,321,874 (18,368) (3,390) (21,758) NET ASSETS AT BEGINNING OF YEAR 300,935 1,610 302,545 319,303 5,000 324,303 NET ASSETS AT END OF YEAR $ 592,649 $ 1,031,770 $ 1,624,419 $ 300,935 $ 1,610 $ 302,545 The accompanying notes are an integral part of these statements. -5-  ON BROADWAY, INC. STATEMENT OF FUNCTIONAL EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2023 PROGRAM MANAGEMENT SERVICES AND GENERAL FUNDRAISING TOTAL Salaries and wages $ 403,985 $ 73,755 $ 45,974 $ 523,714 Employee benefits 22,486 4,104 2,559 29,149 Payroll taxes 31,286 5,711 3,561 40,558 Broadway District promotion 112,167 - 51,622 163,789 Special events 822,211 - - 822,211 Depreciation 10,554 55,765 1,201 67,520 Insurance 15,956 2,912 1,816 20,684 Public market - - - - Dues and subscriptions - 1,884 - 1,884 Interest - 64,716 - 64,716 Office expenses 10,125 1,848 1,152 13,125 Professional fees - 20,571 - 20,571 Contracted services - 34,056 - 34,056 Grounds keeping and maintenance 19,041 - - 19,041 Rent 15,502 17,876 1,764 35,142 Repairs and maintenance 371 27,310 - 27,681 Property taxes - 45,459 - 45,459 Meetings and conventions - 24,724 - 24,724 Travel and lodging - 2,851 - 2,851 Utilities - 92,898 - 92,898 Technology 11,210 15,164 - 26,374 License and fees - 10,452 - 10,452 Volunteer recognition - 1,920 - 1,920 In-kind 3,998 1,015 - 5,013 Miscellaneous - - - - TOTAL EXPENSES $ 1,478,892 $ 504,991 $ 109,649 $ 2,093,532 The accompanying notes are an integral part of these statements. -6-  ON BROADWAY, INC. STATEMENT OF FUNCTIONAL EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2022 PROGRAM MANAGEMENT SERVICES AND GENERAL FUNDRAISING TOTAL Salaries and wages $ 331,203 $ 59,129 $ 28,262 $ 418,594 Employee benefits 16,869 3,007 1,450 21,326 Payroll taxes 22,824 4,069 1,962 28,855 Broadway District promotion 103,463 - 23,022 126,485 Special events 620,735 - - 620,735 Depreciation 5,704 41,396 490 47,590 Insurance 8,487 1,513 730 10,730 Public market 33,623 - - 33,623 Dues and subscriptions - 1,193 - 1,193 Interest - 63,753 - 63,753 Office expenses 9,539 1,700 821 12,060 Professional fees - 10,650 - 10,650 Contracted services - 22,926 - 22,926 Grounds keeping and maintenance 17,980 - - 17,980 Rent 8,948 18,178 769 27,895 Repairs and maintenance 792 24,076 - 24,868 Property taxes - 46,503 - 46,503 Meetings and conventions - 10,661 - 10,661 Travel and lodging - 7,807 - 7,807 Utilities 7,281 59,812 626 67,719 Technology 5,500 13,676 - 19,176 License and fees - 8,829 - 8,829 Volunteer recognition - 1,721 - 1,721 In-kind 100 90 - 190 Miscellaneous - 842 - 842 TOTAL EXPENSES $ 1,193,048 $ 401,531 $ 58,132 $ 1,652,711 The accompanying notes are an integral part of these statements. -7-  ON BROADWAY, INC. STATEMENTS OF CASH FLOWS YEAR ENDED DECEMBER 31, 2023 2022 CASH FLOWS FROM OPERATING ACTIVITIES Change in net assets $ 1,321,874 $ (21,758) Adjustments to reconcile change in net assets to net cash provided by (used in) operating activities: Depreciation 67,520 47,590 Discount on unconditional promises to give 53,230 - Changes in assets and liabilities (Increase) decrease in assets Accounts receivable 54,182 (66,290) Unconditional promises to give (1,085,000) - Grants receivable (311,155) (32,292) Prepaid expense 2,136 9,317 Operating lease right-of-use asset 18,696 (111,023) Increase (decrease) in liabilities Accounts payable 73,465 32,431 Agency funds payable 1,164 (769) Accrued expenses Payroll and related liabilities 24,084 21,868 Property taxes 1,450 44,009 Vacation (1,238) 2,502 Retirement plans (9,800) 8,816 Interest 35 18,923 Other (4,408) 4,408 Deferred revenue (17,036) (9,438) Refundable advance 40,053 - Operating lease liability (15,551) 101,076 NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 213,701 49,370 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property and equipment (221,420) (31,064) NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (221,420) (31,064) CASH FLOWS FROM FINANCING ACTIVITIES Payments on long term debt (42,003) (28,900) NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (42,003) (28,900) NET INCREASE (DECREASE) IN CASH (49,722) (10,594) CASH AT BEGINNING OF YEAR 411,026 421,620 CASH AT END OF YEAR $ 361,304 $ 411,026 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the year for interest $ 64,681 $ 63,753 SUPPLEMENTAL DISCLOSURE OF NON-CASH FLOW INFORMATION: Proceeds from long-term debt used to purchase property and equipment $ - $ 2,340,000 The accompanying notes are an integral part of these statements. -8-  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 NOTE 1 - Nature of Organization and Significant Accounting Policies Nature of Organization - On Broadway, Inc. (the “Organization”) is a not-for-profit corporation organized under the laws of the State of Wisconsin for the purpose of improving the Green Bay community through economic development, historic preservations and promotion of the city’s downtown Broadway District. The Business Improvement District (BID) contributes funds to the Organization for the purpose of providing staff, support services, and assistance in developing and implementing the social and economic conditions within the district by bringing together appropriate partnerships of people, organizations, and funds to evaluate, facilitate, and implement Broadway development projects. Basis of Accounting - The financial statements of On Broadway, Inc. have been prepared on the accrual basis of accounting and, accordingly, reflect all significant receivables, payables and other liabilities. Basis of Presentation - The accompanying financial statements are prepared in accordance with the accounting principles generally accepted in the United States of America (U.S. GAAP) as codified by the Financial Accounting Standards Board. The Organization is required to report information regarding its net assets and its activities based on the existence or absence of donor or grantor imposed restrictions. Accordingly, net assets and changes therein are classified and reported as follows: Net Assets Without Donor Restrictions: Net assets available for use in general operations and not subject to donor or certain grantor restrictions. Net Assets With Donor Restrictions: Net assets subject to donor or certain grantor imposed restrictions. Some donor-imposed restrictions are temporary in nature, such as those that will be met by the passage of time or other events specified by the donor. Other donor-imposed restrictions are perpetual in nature, where the donor stipulates that resources be maintained in perpetuity. Donor-imposed restrictions are released when a restriction expires, that is, when the stipulated time has elapsed, when the stipulated purpose for which the resource was restricted has been fulfilled, or both. Change in Accounting Principle - At the beginning of 2023, the Organization adopted FASB ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, as amended, which modifies the measurement of expected credit losses on certain financial instruments. The Organization adopted this new guidance utilizing the modified retrospective transition method. Results for reporting periods beginning after January 1, 2023, are presented under Topic 326 while prior period amounts continue to be reported in accordance with previously applicable GAAP. The adoption of this Standard did not have a material impact on the Organization's financial statements but did change how the allowance for credit losses is determined. Cash and Cash Equivalents - The Organization’s cash consists of cash on deposit with banks. For purposes of the statements of cash flows, the Organization considers all unrestricted, highly liquid investments with an initial maturity of three months or less to be cash equivalents. The Organization does not have any cash equivalents as of December 31, 2023 and 2022. -9-  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 1 - Nature of Organization and Significant Accounting Policies - Continued Cash Held for Others - Included in the Organization’s cash are funds held for others. The Organization has little or no discretion in determining the use of the assets and is merely a pass through (see the agency funds payable note). Therefore, the Organization accounts for this as an agency transaction on the statements of financial position. Accounts Receivable - Receivables are stated at the amount management expects to collect from outstanding balances. Management uses historical loss information based on the aging of receivables as the basis to determine expected credit losses for receivables and believes that the composition of trade receivables at year-end is consistent with historical conditions as credit terms and practices and the customer base has not changed significantly. If the financial condition of the Organization’s customers were to deteriorate, adversely affecting their ability to make payments, additional allowances would be required. Based on management’s assessment, the Organization provides for estimated uncollectible amounts through a charge to earnings and a credit to a valuation allowance. Balances that remain outstanding after the Organization has used reasonable collection efforts are written off through a charge to the valuation allowance and a credit to accounts receivable. Management believes all receivables are collectible, accordingly, no allowance has been recorded. Grants Receivable - The Organization receives government grants that are on a reimbursement basis. Grants receivable include claims made on the grant for the current year spending. Management believes the balance in grants receivable is fully collectible as of December 31, 2023 and 2022. Promises to Give - Unconditional promises to give that are expected to be collected within one year are recorded at net realizable value. Unconditional promises to give that are expected to be collected in future years are recorded at the present value of estimated future cash flows. The discounts on those amounts are computed using a nominal interest rate applicable to the year in which the promise is received. Amortization of the discounts is included in contribution revenue. Conditional promises to give are not included as support until the conditions are substantially met. Management provides for uncollectible amounts through a provision for bad debt expense and an adjustment to a valuation allowance based on its assessment of the current status of individual pledges. Balances that are still outstanding after management used reasonable collection efforts are written off through a charge to the valuation allowance and a credit to unconditional promises to give. Management believes all receivables are collectible; accordingly, no allowance has been recorded. Property and Equipment - All acquisitions of property and equipment in excess of $2,000 with useful lives greater than one year are capitalized. Purchased property and equipment are carried at cost. Donated property and equipment is carried at the approximate fair value at the date of donation. Depreciation is computed on the straight-line method based on the estimated useful lives: Asset Life Buildings and improvements 25 years Furniture, vehicles, and equipment 5 years Construction in progress costs represent cumulative costs of projects not yet placed in service. No depreciation was taken on these capitalized costs. - 10 -  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 1 - Nature of Organization and Significant Accounting Policies - Continued Valuation of Long-lived Assets - U.S. GAAP requires that long-lived assets and certain identifiable intangible assets be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Management reviews all material assets annually for possible impairment. If such assets are considered to be impaired, the impairment recognized is measured as the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets. No assets are considered to be impaired at December 31, 2023 and 2022. Agency Funds Payable - The Organization administers the Electronic Benefits Transfer (EBT) program at its Farmers' Market on Broadway events. EBT is an electronic system that allows a Food Share recipient to authorize the transfer of their government benefits from a Federal account to a retailer to pay for food. This program started with funds from the Greater Green Bay Community Foundation Basic Needs Giving Partnership and United Healthcare Community Plan along with strong collaboration between Wello, Inc., farmers' markets, UW- Extension, WIC and many more. The receipts and disbursements associated with EBT are not included in the Organization's statements of activities. Revenue Recognition - The Organization records the following exchange transaction revenue in its statements of activities and changes in net assets: Special Event Revenue: The Organization conducts special events in which a portion of the gross proceeds paid by the participant represents payment for the direct cost of the benefits received by the participant at the event - exchange component, and a portion represents a contribution to the Organization. Unless a verifiable objective means exists to demonstrate otherwise, the fair value of meals and entertainment provided at the special events is measured at the actual cost to the Organization. The contribution component is the excess of the gross proceeds over the fair value of the direct donor benefit. The performance obligation is the delivery of the event. The event fee is set by the Organization. The Organization combines in the statements of activities the exchange and contribution components of the gross proceeds from special events. Special event fees/sponsorships collected by the Organization in advance of its delivery are initially recognized as liabilities (deferred revenue) and recognized as special event revenue after delivery of the event. For special events fees received before year-end for an event to occur after year end, the Organization follows AICPA guidance where the inherent contribution is conditioned on the event taking place and is therefore treated as a refundable advance along with the exchange component. Included in special events are: Vendor fees: Included in vendor fees are booth fees for vendors at the Farmers Markets. The fees are a stated price for each booth spot. The price is allocated between the number of markets the vendor pays for. The performance obligation is met each week when the vendors attend the farmers market. All performance obligations are met in the year the payments are received. Food and Beverage Sales: Sales for food and beverages at events are exchanged for cash at the price stated in the menu. The performance obligations are met when the product is delivered to the customer as that is when control of the product transfers. - 11 -  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 1 - Nature of Organization and Significant Accounting Policies - Continued Contribution Recognition - Contributions are recognized when received or unconditionally pledged. Conditional contributions and promises to give, are recognized as revenue when the barriers to entitlement are overcome and either a right of return of assets transferred or a right of release of a promisor's obligation to transfer assets is removed. Contributions received are recorded as net assets without donor restrictions or net assets with donor restrictions depending on the existence and/or nature of any donor restrictions. Contributions restricted by donors are reported as increases in net assets without donor restrictions if the restrictions expire in the reporting period in which the revenue is recognized. All other donor- restricted contributions are reported as increases in net assets with donor restrictions, depending on the nature of the restrictions. When a restriction expires, net assets with donor restrictions are reclassified to net assets without donor restrictions and reported in the statements of activities as net assets released from restrictions. Grant Recognition - Grants are either recorded as contributions or exchange transactions based on criteria contained in the grant award: Grant awards that are contributions - Grants awards that are contributions are evaluated for conditions and recognized as revenue when conditions in the award are satisfied. Unconditional awards are recognized as revenue when the award is received. Amounts received in which conditions have not been met are reported as a refundable advance liability. Grant awards that are exchange transactions - Exchange transactions are those in which the resource provider or grantor receives a commensurate value in exchange for goods or services transferred. Revenue is recognized when control of the promised goods or services is transferred to the customer (grantor) in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Amounts received in excess of recognized revenue are reflected as a contract liability. In-Kind Contributions - The Organization records the value of donated goods when there is an objective basis to measure the value. Donated goods are reflected as in-kind contribution revenue in the accompanying statements of activities. Donated services are recognized as contributions if the services a) create or enhance nonfinancial assets or b) require specialized skills that are performed by people with those skills and would otherwise be purchased by the Organization. Such amounts, which are based on information provided by third-party services providers, are recorded at their estimated fair value determined on the date of contributions. A substantial number of volunteers have made significant contributions of their time to the Organization’s program and supporting services. The value of this contributed time is not reflected in these financial statements because the criteria for recognition have not been satisfied. Functional Allocation of Expenses - The costs of providing various programs and other activities have been summarized on a functional basis in the statements of activities. Accordingly, certain costs have been allocated among the program services and supporting activities benefited. Those expenses include salaries and wages, benefits, payroll taxes and certain office expenses, which are allocated based on estimates of employee time spent on each function as determined by employees. - 12 -  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 1 - Nature of Organization and Significant Accounting Policies - Continued Advertising Costs - Advertising costs are expensed as incurred. Use of Estimates - Management uses estimates and assumptions in preparing financial statements. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could differ from those estimates. Tax Status - The Organization is exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code (IRC). However, income from certain activities not directly related to the Organization’s tax-exempt purpose is subject to taxation as unrelated business income. In addition, the Organization qualifies for charitable contribution deduction and has been classified as an organization other than a private foundation. The Organization is also exempt from State taxation. Accounting for Uncertainty in Income Taxes - U.S. GAAP requires management to evaluate tax positions taken by the Organization and recognize a tax liability (or asset) if the Organization has taken an uncertain position that more likely than not would not be sustained upon examination by a taxing authority. Management has analyzed the tax positions taken by the Organization and has concluded that as of December 31, 2023 and 2022, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Organization is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The Organization will recognize future accrued interest and penalties related to any unrecognized tax benefits and income tax expense if incurred. Reclassifications - Certain accounts in the prior year financial statements have been reclassified for comparative purpose to conform to the presentation of the current year’s financial statements. Subsequent Events - The Organization evaluated subsequent events through December 19, 2024, the date which the financial statements were available to be issued. NOTE 2 - Concentration of Cash and Credit Risk The Organization may have deposits with a financial institution at times during the year that exceed the Federal Deposit Insurance Corporation (FDIC) insurance threshold of $250,000. The amount of the accounting loss that the Organization would have incurred had the financial institution not been able to return monies in excess of $250,000 amounted to $42,808 and $0 as of December 31, 2023 and 2022, respectively. The Organization does not require collateral or other security to support deposits subject to this credit risk. - 13 -  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 3 - Liquidity and Availability Financial assets available for general expenditure, that is, without donor or other restrictions limiting their use, within one year of the statement of financial position date, comprise the following as of December 31: 2023 2022 Cash $ 361,304 $ 411,026 Accounts receivable 37,876 92,058 Grants receivable 343,447 32,292 Unconditional promises to give receivable in less than one year 480,000 - Total financial assets available within one year 1,222,627 535,376 Less amounts not available for general expenditure within one year: Agency funds payable 3,042 1,878 Net assets with donor restrictions 480,000 1,610 Total financial assets available to management for general expenditure within one year $ 739,585 $ 531,888 Liquidity Management The Organization maintains a policy of structuring its financial assets to be available as its general expenditures, liabilities, and other obligations come due. To help manage unanticipated liquidity needs, the Organization has a committed line of credit of $50,000, which it could draw upon. NOTE 4 - Unconditional Promises to Give The aggregate collections of promises to give are as follows at December 31: 2023 2022 Receivable in less than one year $ 480,000 $ - Receivables in one to five years 605,000 - Total unconditional promises to give 1,085,000 - Less: Allowance for unconditional promises to give - - Less: Discount to net present value 53,230 - NET UNCONDITIONAL PROMISES TO GIVE $ 1,031,770 $ - A discount rate ranging from 4.01% to 4.79% was used at December 31, 2023 on unconditional promises to give. There is no allowance for uncollectible promises to give as management considers all unconditional promises to give to be collectible. - 14 -  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 5 - Property and Equipment A summary of property and equipment is as follows as of December 31: 2023 2022 Land $ 160,248 $ 160,248 Buildings and improvements 2,115,181 2,099,716 Furniture, vehicles, and equipment 198,829 69,173 Construction in progress 166,351 90,052 2,640,609 2,419,189 Less: Accumulated depreciation 48,082 75,167 NET PROPERTY AND EQUIPMENT $ 2,497,922 $ 2,344,022 Depreciation expense for the years ended December 31, 2023 and 2022 was $67,520 and $47,590, respectively. NOTE 6 - Line of Credit The Organization has a line of credit of $50,000 that matures on May 20, 2025. The interest rate is equal to the one-month Wall Street Journal Prime plus 0.25%. The interest rate for the years ended December 31, 2023 and 2022 was 8.75% and 7.75%, respectively. The agreement is collateralized by substantially all assets of the Organization. There was no outstanding balance on the line of credit as of December 31, 2023 and 2022. NOTE 7 - Notes Payable The Organization's notes payable are as follows at December 31: 2023 2022 Note payable with interest at 5.35%, monthly payments of $575, unsecured, due August 20, 2024* $ 11,214 $ 17,325 U.S. Small Business Administration, Economic Injury, Disaster Loan, with interest at 2.75% and monthly payments of $2,244,applied to accrued interest first, secured by business assets, due January 1, 2052 500,000 500,000 Note payable with interest at 3.50% and monthly payments of $8,315,secured by property, due April 1, 2029 1,780,996 1,816,888 2,292,210 2,334,213 Less current maturities 49,328 42,935 TOTAL $ 2,242,882 $ 2,291,278 *The Organization entered into a modification agreement in October 2020 for six months of interest only payments. Payments of principal and interest return in July 2021. All other terms of the loan remain the same. - 15 -  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 7 - Notes Payable - Continued Maturities of notes payable for the years following December 31, 2023 are as follows: 2024 $ 49,328 2025 39,469 2026 54,198 2027 56,043 2028 57,930 Thereafter 2,035,242 TOTAL $ 2,292,210 NOTE 8 - Net Assets Net assets with donor restrictions are restricted for the following purposes or periods at December 31: 2023 2022 Subject to expenditure for specified purpose: Dog park $ - $ 1,610 Concert series, included promises to give 57,731 - Public market, included promises to give 733,979 - Leicht park, included promises to give 240,060 - TOTAL NET ASSETS WITH DONOR RESTRICTIONS $ 1,031,770 $ 1,610 Net assets were released from donor restrictions by incurring expenses satisfying the restricted purpose or by occurrence of the passage of time or other events specified by the donors as follows for the years ended December 31: 2023 2022 Satisfaction of purpose restriction: Dog park $ 1,610 $ - Economic support specialist - 5,000 TOTAL RESTRICTIONS RELEASED $ 1,610 $ 5,000 NOTE 9 - Defined Contribution Benefit Plan The Organization sponsors a defined contribution plan covering all eligible employees. The Organization makes matching contributions to the plan each year not to exceed 3% of plan participants’ compensation. Total expense for the years ended December 31, 2023 and 2022 was $15,659 and $11,084, respectively. NOTE 10 - Leases Lessee The Organization leases office space under a long-term, non-cancelable operating lease agreement. The lease expires September 30, 2028 and provides for two extensions of five years each. The Organization did not include in the determination of right-of-use assets and lease liabilities the renewal options as the options are not reasonably certain to be exercised. The lease provides for increases in future minimum annual rental payments based on a defined schedule. - 16 -  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 10 – Leases - Continued The weighted-average discount rate is based on the discount rate implicit in the lease, or if the implicit rate is not readily determinable from the lease, then the Organization elected the option to use the risk- free rate determined using a period comparable to the lease terms as the discount rate. Lease information is as follows for the years ended December 31: 2023 2022 Operating lease expense $ 20,095 $ 20,095 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases 16,950 16,350 Weighted-average remaining lease term in years Operating leases 4.75 5.75 Weighted-average discount rate Operating leases 1.51% 1.51% The future minimum lease payments under operating leases are as follows as of December 31, 2023: 2024 $ 17,550 2025 18,150 2026 18,750 2027 19,350 2028 14,850 Total minimum lease payments 88,650 Less amounts representing interest 3,125 TOTAL LEASE LIABILITIES $ 85,525 Lessor The Organization leases a building to office and retail customers. Initial lease terms generally range from month-to-month to five years with fixed lease payments ranging from $300 per month to $9,000 per month. Leased property subject to operating leases includes the following at December 31: 2023 2022 Building $ 2,099,716 $ 2,099,716 Less accumulated depreciation 53,839 40,379 $ 2,045,877 $ 2,059,337 Depreciation expense for leased property subject to operating leases is provided on the straight-line method over the estimated useful life of the property in amounts necessary to reduce the assets to their estimated residual values. Depreciation expense relating to leased property subject to operating leases was $53,839 and $40,379 for 2023 and 2022, respectively. Revenue from operating leases is included in rental revenue on the statements of activities. - 17 -  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 11 - In-Kind Contributions The value of donated goods and services included as in-kind contributions in the financial statements and the corresponding expenses or assets are as follows for the years ended December 31: 2023 2022 Advertising $ 4,072 $ 4,220 Broadway District Beautification - 5,043 Holiday décor 5,000 - Dog park 4,562 - Special events 283,506 220,972 Miscellaneous 1,470 190 TOTAL IN-KIND CONTRIBUTIONS $ 298,610 $ 230,425 The Organization receives contributed advertising that is reported using current rates for similar types of services. Contributed special event services and supplies expenses, holiday décor and miscellaneous expenses and Broadway District Beautification and dog park expenses received by the Organization are recorded as in-kind contribution revenue with a corresponding increase to event expenses, organization expenses and promotion expenses, respectively. Donated goods are valued at the fair market value based on current market rates for similar services and items. All contributed advertising, special event expenses and supplies were utilized by the Organization’s programs and supporting services. There were no donor-imposed restrictions associated with the donated services and assets. NOTE 12 - Employee Retention Credit The Coronavirus Aid, Relief, and Economic Security Act (CARES Act) provided an employee retention credit (the Credit) which is a refundable tax credit against certain employment taxes of up to $5,000 per employee for eligible employers. The credit is equal to 50% of qualified wages paid to employees, capped at $10,000 of qualified wages through December 31, 2020. The Consolidated Appropriations Act of 2021 and the American Rescue Plan Act of 2021 (collectively the Acts) expanded the availability of the credit and extended the credit through the third quarter of 2021. The Acts increased the credit to 70% of qualified wages, capped at $10,000 per quarter. During the years ended December 31, 2023 and 2022, the Organization recorded a $0 and $32,292 benefit related to the credit which is presented in the statements of activities as grant revenue, respectively. As of December 31, 2023 and 2022, the Organization has a $0 and $32,292 receivable balance related to the credits which is recorded as grants receivable on the Organization’s statements of financial position, respectively. NOTE 13 - Commitments and Contingent Liabilities The Organization has contracts with government agencies for specific purposes that are subject to review and audit by the grantor agencies. Such audits could lead to requests for reimbursement to the grantor agency for expenditures disallowed under terms of the contracts. The amount of these reimbursement requests, if any, are not determinable. During 2023, the Organization entered into a contract for the design and construction of the Public Market project. The total contract is estimated to be $628,000. As of December 31, 2023, the Organization has incurred $43,960 of costs related to this project which is included in accounts payable. - 18 -  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 14 - Subsequent Event Subsequent to year end, the Organization entered into a $2.1 million line of credit. The line of credit will be used to cover costs related to the Public Market project. - 19 -  ON BROADWAY, INC. NOTES TO FINANCIAL STATEMENTS - Continued DECEMBER 31, 2023 AND 2022 NOTE 14 - Subsequent Event Subsequent to year end, the Organization entered into a $2.1 million line of credit that will be used to cover costs related to the Public Market project. Monthly interest only payments were required until payment in full in August 2024. At that time, the Organization entered into a revolving line of credit for $3,738,000 which was used to pay off the original line of credit. The new agreement matures in February 2025 and has a variable interest rate equal to the Prime Rate. Also, subsequent to year end, the Organization entered into a contract for construction and services in connection with the Public Market. At the time the Organization received the bids for the project, the cost was estimated at approximately $6,578,000, however it was subject to change once subcontractor bids were received. Subcontractor bids have not been received as of December 19, 2024. - 19 -  ON BROADWAY, INC. INDEPENDENT AUDITORS' REPORTS ON COMMUNICATIONS WITH THOSE CHARGED WITH GOVERNANCE, COMMUNICATION OF SIGNIFICANT DEFICIENCIES, MATERIAL WEAKNESSES AND MANAGEMENT ADVISORY COMMENTS DECEMBER 31, 2023  ON BROADWAY, INC. TABLE OF CONTENTS DECEMBER 31, 2023 Page 2-5 Independent Auditors' Report on Communications with Those Charged with Governance 6-7 Independent Auditors’ Report on Communication of Significant Deficiencies and Material Weaknesses 8-9 Independent Auditors’ Report on Management Advisory Comments Appendix A Adjusting Journal Entries Appendix B Management Representation Letter  INDEPENDENT AUDITORS' REPORT ON COMMUNICATIONS WITH THOSE CHARGED WITH GOVERNANCE To the Board of Directors and Management On Broadway, Inc. Green Bay, Wisconsin We have audited the financial statements of On Broadway, Inc. as of and for the year ended December 31, 2023, and have issued our report thereon dated December 19, 2024. Professional standards require that we advise you of the following matters relating to our audit. Our Responsibility in Relation to the Financial Statement Audit As communicated in our engagement letter dated June 20, 2024 our responsibility, as described by professional standards, is to form and express an opinion about whether the financial statements that have been prepared by management with your oversight are presented fairly, in all material respects, in accordance with accounting principles generally accepted in the United States of America. Our audit of the financial statements does not relieve you or management of its respective responsibilities. Our responsibility, as prescribed by professional standards, is to plan and perform our audit to obtain reasonable, rather than absolute, assurance about whether the financial statements are free of material misstatement. An audit of financial statements includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control over financial reporting. Accordingly, as part of our audit, we considered the internal control of On Broadway, Inc. solely for the purpose of determining our audit procedures and not to provide any assurance concerning such internal control. We are also responsible for communicating significant matters related to the audit that are, in our professional judgment, relevant to your responsibilities in overseeing the financial reporting process. However, we are not required to design procedures for the purpose of identifying other matters to communicate to you. We have provided our comments regarding material weaknesses, significant control deficiencies and other matters noted during our audit in separate letters to you dated December 19, 2024. Planned Scope and Timing of the Audit We conducted our audit consistent with the planned scope and timing we previously communicated to you. Compliance with All Ethics Requirements Regarding Independence The engagement team, others in our firm, as appropriate, our firm, and our network firms have complied with all relevant ethical requirements regarding independence. -2- Significant Risks Identified We have identified the following significant risks:  Management Override of Controls – professional standards require the auditor to address the risk that management is in a unique position to override controls that otherwise appear to be operating effectively.  Improper Revenue Recognition – professional standards require the auditor to presume that risks of fraud exist in revenue recognition. We have designed our audit procedures to adequately address the significant risks identified. Qualitative Aspects of the Entity’s Significant Accounting Practices Significant Accounting Policies Management has the responsibility to select and use appropriate accounting policies. A summary of the significant accounting policies adopted by On Broadway, Inc. is included in Note 1 to the financial statements. As described in Note 1 to the financial statements, during the year, the Organization changed its method of accounting for credit losses by adopting FASB issued Accounting Standards Update 2016-13, Financial Instruments - Credit Losses. No matters have come to our attention that would require us, under professional standards, to inform you about (1) the methods used to account for significant unusual transactions and (2) the effect of significant accounting policies in controversial or emerging areas for which there is a lack of authoritative guidance or consensus. Significant Accounting Estimates Accounting estimates are an integral part of the financial statements prepared by management and are based on management’s current judgments. Those judgments are normally based on knowledge and experience about past and current events and assumptions about future events. Certain accounting estimates are particularly sensitive because of their significance to the financial statements and because of the possibility that future events affecting them may differ markedly from management’s current judgments. Certain accounting estimates exist that were not identified as a significant risk. The most sensitive estimate affecting the financial statements was: The allocation of expenses is based on estimates of employee time spent on each function as determined by employees. We evaluated the key factors and assumptions used to develop this estimate and determined that it is reasonable in relation to the basic financial statements taken as a whole. Financial Statement Disclosures Certain financial statement disclosures involve significant judgment and are particularly sensitive because of their significance to financial statement users. The most sensitive disclosures affecting On Broadway, Inc.’s financial statements relate to liquidity and availability, notes payable, leases, commitments, and net assets. Significant Unusual Transactions For purposes of this communication, professional standards require us to communicate to you significant unusual transactions identified during our audit. We have not identified any significant unusual transactions during the audit -3- Significant Difficulties Encountered during the Audit We encountered no significant difficulties in dealing with management relating to the performance of the audit. Uncorrected and Corrected Misstatements For purposes of this communication, professional standards require us to accumulate all known and likely misstatements identified during the audit, other than those that we believe are trivial, and communicate them to the appropriate level of management. Further, professional standards require us to also communicate the effect of uncorrected misstatements related to prior periods on the relevant classes of transactions, account balances or disclosures, and the financial statements as a whole. Management has corrected all identified misstatements. Uncorrected misstatements or matters underlying those uncorrected misstatements could potentially cause future-period financial statements to be materially misstated, even though the uncorrected misstatements are immaterial to the financial statements currently under audit. Management has corrected all identified misstatements. In addition, professional standards require us to communicate to you all material, corrected misstatements that were brought to the attention of management as a result of our audit procedures. The material misstatements (and other adjustments) that we identified as a result of our audit procedures were brought to the attention of, and corrected by, management and are listed in Appendix A. Disagreements with Management For purposes of this letter, professional standards define a disagreement with management as a matter, whether or not resolved to our satisfaction, concerning a financial accounting, reporting, or auditing matter, which could be significant to On Broadway, Inc.’s financial statements or the auditor’s report. No such disagreements arose during the course of the audit. Representations Requested from Management We have requested certain written representations from management, which are included in the attached letter dated December 19, 2024. Management’s Consultations with Other Accountants In some cases, management may decide to consult with other accountants about auditing and accounting matters. Management informed us that, and to our knowledge, there were no consultations with other accountants regarding auditing and accounting matters. Other Significant Matters, Findings or Issues In the normal course of our professional association with On Broadway, Inc., we generally discuss a variety of matters, including the application of accounting principles and auditing standards, operating conditions affecting the entity, and operating plans and strategies that may affect the risks of material misstatement. None of the matters discussed resulted in a condition to our retention as On Broadway, Inc.’s auditors. -4- This report is intended solely for the information and use of the Board of Directors and management of On Broadway, Inc. and is not intended to be and should not be used by anyone other than these specified parties. HAWKINS ASH CPAS, LLP Green Bay, Wisconsin December 19, 2024 -5-  INDEPENDENT AUDITORS’ REPORT ON COMMUNICATION OF SIGNIFICANT DEFICIENCIES AND MATERIAL WEAKNESSES To the Board of Directors and Management On Broadway, Inc. Green Bay, Wisconsin In planning and performing our audit of the financial statements of On Broadway, Inc. (the “Organization”) as of and for the year ended December 31, 2023, in accordance with auditing standards generally accepted in the United States of America, we considered On Broadway, Inc.’s internal control over financial reporting (internal control) as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Organization’s internal control. Accordingly, we do not express an opinion on the effectiveness of the Organization’s internal control. Our consideration of internal control was for the limited purpose described in the preceding paragraph and was not designed to identify all deficiencies in internal control that might be significant deficiencies or material weaknesses and therefore, material weaknesses or significant deficiencies may exist that were not identified. However, as discussed below, we identified certain deficiencies in internal control that we consider to be material weaknesses and other deficiencies that we consider to be significant deficiencies. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies in internal control, such that there is a reasonable possibility that a material misstatement of the Organization’s financial statements will not be prevented, or detected and corrected, on a timely basis. A reasonable possibility exists when the likelihood of an event occurring is either reasonably possible or probable as defined as follows:  Reasonably possible. The chance of the future event or events occurring is more than remote but less than likely.  Probable. The future event or events are likely to occur. We consider the following deficiencies in On Broadway, Inc.’s internal control to be material weaknesses: Material Audit Adjustments During our audit, we noted several audit adjustments, some of which were material that needed to be recorded in order for the financial statements to be in accordance with generally accepted accounting principles. We recommend the Organization develop a process to ensure transactions are being properly recorded throughout the year. We recommend reviewing the current year audit adjustments and attempt to adjust accounts to actual next year end. This will ensure the board is reviewing the most accurate and complete financial statements on a monthly basis. -6- Grant Documentation and Tracking During our audit, we requested all grant agreements and supporting schedules and documentation for expenses submitted under each grant that the Organization received during the year. For the DBA grant, we noted the Organization was not able to provide a detailed report of all expenses submitted for reimbursement under the grant in 2023. Management indicated they would request funding in advance for cash flow purposes and everything would be reconciled at the end of the grant year. However, with the grant being over multiple fiscal years, the Organization needs to track expenses used with the DBA grant funds. The spreadsheet provided by management as detail for the grant included expenses that were claimed under other grants. There was a material audit adjustment to record the refundable advance for excess funds received and not spent. We also noted, the Organization is not tracking grant expenses by grant in QuickBooks classes. All expenses under each grant should be tracked in separate QuickBooks classes. If expenses are denied by the grantor or change after the original entry in the accounting software, the expense class should be updated to reflect those changes. We recommend management review the procedures for tracking grant revenue and related expenses to ensure tracking is accurate and the necessary detail is retained to support all grant revenue. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. We consider the following deficiencies in On Broadway, Inc.’s internal control to be significant deficiencies: Preparation of Financial Statements Adequate internal controls necessitate personnel (management or others) of your Organization have adequate training and knowledge that would enable you to prepare financial statements (and footnotes) in accordance with generally accepted accounting principles (GAAP). The training and knowledge of your personnel limits your ability to prepare GAAP basis financial statements. This weakness could result in the possibility of undetected errors or irregularities. Without additional training of personnel adequate internal control is not possible. Segregation of Duties The size of the Organization’s administrative staff limits the amount of duties which can be properly segregated. We noted cash is received and deposited by the same individual, bank reconciliations are prepared by someone who also handles cash, and invoice entry, check preparation, and check mailing are done by the same individual. This lack of segregation of duties could result in the possibility of undetected errors or irregularities. Without a larger staff, an ideal internal control system is not possible. We need to make you aware of this deficiency or control weakness even though it may not be practical to correct with the addition of more staff. We noted the Organization uses several other controls to help compensate for this deficiency or control weakness, such as requiring a monthly review of bank statements and bank reconciliations by the Treasurer and requiring checks be signed by someone other than the accountant. This communication is intended solely for the information and use of the Board of Directors and management of On Broadway, Inc. and is not intended to be and should not be used by anyone other than these specified parties. HAWKINS ASH CPAS, LLP Green Bay, Wisconsin December 19, 2024 -7-  MANAGEMENT ADVISORY COMMENTS To the Board of Directors and Management On Broadway, Inc. Green Bay, Wisconsin In planning and performing our audit of the financial statements of On Broadway, Inc. (the “Organization”) for the year ended December 31, 2023, in accordance with auditing standards generally accepted in the United States of America, we considered the Organization’s internal control over financial reporting as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Organization’s internal control. Accordingly, we do not express an opinion on the effectiveness of the Organization’s internal control. However, during our audit we became aware of several matters that are opportunities for strengthening internal controls and operating efficiency. A separate letter dated December 19, 2024 contains our communication of significant deficiencies and material weaknesses in the Organization’s internal control. This letter does not affect our report dated December 19, 2024 on the financial statements of On Broadway, Inc. We will review the status of these comments during our next audit engagement. We have already discussed these comments and suggestions with various Organization personnel, and we will be pleased to discuss them in further detail at your convenience, to perform an additional study of these matters, or to assist you in implementing the recommendations. Our comments are summarized as follows: Cost Allocation Policy Under Accounting Standards Updated 2016-14, Not-for-Profit Entities (Topic 958) - Presentation of Financial Statements of Not-for-Profit Entities, organizations are required to present a statement of functional expenses to allocate costs between functional categories using an appropriate and reasonable allocation methodology. The Organization does not have a cost allocation policy for allocating expenses between its program and supporting activities. The functional expense allocation is a necessary process in preparing the Organization’s financial statements. The current allocation is based on management’s estimate of a percentage of costs attributable to each function. There is no documentation supporting the percentages used in the allocation. We recommend the Organization create a cost allocation policy and then allocate functional expenses according to the new policy. We also recommend the Organization educate personnel on the definitions of the functional categories: program, management and general, and fundraising and ensure a reasonable methodology is implemented to allocate expenses by a functional category for those that will be allocated by a wage analysis (ie. a time study). -8- Employee Handbook Currently, the Organization does not have an employee handbook. An employee handbook should include specific policies such as vacation and employee reimbursements. We recommend the Organization document an employee handbook and provide it to all employees. Gift Acceptance Policy With the enhanced disclosure requirements under Accounting Standards Update 2020-07 (Topic 958) – Presentation and Disclosures by Not-for-Profit Entities for Contributed Nonfinancial Assets, a formalized gift acceptance policy has become increasingly important. This policy will establish standards governing an organization’s fiduciary stewardship over contributions and gifts received. At a minimum, the policy should include: 1) who has the authority to accept gifts, 2) the types of gifts that will (or won’t) be accepted, 3) how non-cash gifts will be valued, 4) how various types of gifts will be utilized in the organization and 5) the protocol for gift receipts to donors. We recommend the Organization create a policy to define your current gift acceptance procedures. Old Fort Square Expenses During our review of expenses, we noted the Organization is recording all expenses related to the Old Fort Square building in one expense account, rather than in natural expense accounts within a class. This causes the need for the expenses to be allocated to natural categories at the end of the year. We recommend the Organization record expenses in natural expense accounts under the Old Fort Square QuickBooks class. Following the Capitalization Policy as Established During our review of fixed assets, the Organization elected to capitalize a group of similar asset items as one asset. Individual costs of the items were under capitalization policy. However, the Organization’s capitalization policy does not include capitalizing groups of similar items. Per discussion with management, the items would not be as useful as individual items. We recommend the Organization update the capitalization policy to be consistent with actual practices. Timely Depositing of Receipts During our audit, we noted that the Organization utilizes the undeposited funds account within their accounting system to record receipts prior to depositing the funds to their bank account. It was noted that there were multiple instances where the receipts were not being deposited to the bank account for a significant time period after the receipt was received. We recommend that the Organization review their processes and procedures over this account in order to ensure the timely deposit of receipts to their bank account. This report is intended solely for the information and use of management, Board of Directors and others within the Organization and is not intended to be and should not be used by anyone other than these specified parties. Green Bay, Wisconsin December 19, 2024 -9-  APPENDIX A ON BROADWAY, INC. ADJUSTING JOURNAL ENTRIES Client: On Broadway, Inc. Engagement: On Broadway, Inc. Period Ending: 12/31/2023 Workpaper: Adjusting Journal Entries Report Account Description Debit Credit Adjusting Entries Adjusting Journal Entries JE # 1 To record prepaid expenses not recorded. 10475 Prepaid Expenses 4,662.00 60320 Telephone 236.00 60430 Insurance 4,426.00 Total 4,662.00 4,662.00 Adjusting Journal Entries JE # 2 To record accrued interest. 59001 Interest Expense 13,745.00 20690 Accrued Interest 13,745.00 Total 13,745.00 13,745.00 Adjusting Journal Entries JE # 3 To expense items under the capitialization policy 60420 Repairs/Maintenance 3,058.00 12058 OFS Improvements 3,058.00 Total 3,058.00 3,058.00 Adjusting Journal Entries JE # 4 To record pledges receivable not recorded. 11000 Pledges Receivable 60,000.00 40140 Org Grant 60,000.00 Total 60,000.00 60,000.00 Adjusting Journal Entries JE # 5 To adjust DBA grant revenue to a refundable advance. 40140 Org Grant 40,053.00 HA11 Refundable Advance 40,053.00 Total 40,053.00 40,053.00 Adjusting Journal Entries JE # 6 To record accrued vacation. 60100 Salaries and Wages 5,114.00 HA8 Accrued Vacation 5,114.00 Total 5,114.00 5,114.00 Adjusting Journal Entries JE # 7 To record accrued wages. 60100 Salaries and Wages 56,564.00 20750 Accrued Payroll 56,564.00 Total 56,564.00 56,564.00  Account Description Debit Credit Closing Entries Adjusting Journal Entries JE # 9 To record depreciation expense 60700 Depreciation 13,294.00 60700 Depreciation 54,226.00 12059 OFS Depreciation 54,226.00 12150 A/D Furniture and Equipment 13,294.00 Total 67,520.00 67,520.00 Adjusting Journal Entries JE # 10 To adjust equity to prior year. 32000 Unrestricted Net Assets 1.00 60330 Postage 1.00 Total 1.00 1.00 Adjusting Journal Entries JE # 11 To adjust ROU asset and lease liability to actual as of year end. 29000 Operating Lease Liability 15,551.00 60400 Rent 3,145.00 19000 Operating Lease ROU Asset 18,696.00 Total 18,696.00 18,696.00 Adjusting Journal Entries JE # 12 To reclassify construction costs for phase 1 of public market to CWIP at year end as project is not finalized at 12/31/23 12300 OFS Construction Work In Progress 166,351.00 12058 OFS Improvements 166,351.00 Total 166,351.00 166,351.00 Adjusting Journal Entries JE # 13 To reclassify 211 Broadway expenses to proper natural classification. 59001 Interest Expense 63,892.00 60300 Office Supplies 71.00 60400 Rent 15,047.00 60410 Utilities 92,898.00 60420 Repairs/Maintenance 24,178.00 60630 Contracted Maintenance Labor 34,056.00 63200 Planter Maintenance 766.00 67100 Property Taxes 45,459.00 62050 211 N Broadway 276,367.00 Total 276,367.00 276,367.00 Adjusting Journal Entries JE # 14 To write off fees and to close the Fox account. 60500 Licenses & Fees 5.00 10050 Fox CCU Account 5.00 Total 5.00 5.00 Adjusting Journal Entries JE # 15 To record pledge discount. HA31 Pledge Discount - Revenue 53,230.00 HA30 Pledge Discount 53,230.00 Total 53,230.00 53,230.00  APPENDIX B ON BROADWAY, INC. MANAGEMENT REPRESENTATION LETTER  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.7 Consideration with possible action on the 2024 Auditor Request for Proposals. BACKGROUND RECOMMENDATION FISCAL IMPACT ATTACHMENTS None 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.8 Consideration with possible action on the Annual Report of BID Activities and presentation to Plan Commission on February 24, 2025. BACKGROUND RECOMMENDATION FISCAL IMPACT ATTACHMENTS None 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.9 Consideration with possible action to authorize the release of $6,116.60 in delinquent BID receipts. BACKGROUND RECOMMENDATION FISCAL IMPACT ATTACHMENTS None 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.10 Consideration with possible action to authorize the release of 2025 BID Allocation. BACKGROUND RECOMMENDATION FISCAL IMPACT ATTACHMENTS None 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org  Report to the On Broadway Business Improvement District Board of the City of Green Bay MEETING DATE PREPARED BY February 11, 2025 AGENDA ITEM # E.11 Consideration with possible action on 2025 proposed activities. BACKGROUND 2025 Proposed Activities a. District maintenance b. Public art and/or alleyway improvements c. BBID awareness d. Retail Mini-Grant program e. OBI operations f. BBID boundaries g. By-law updates h. Public Market support RECOMMENDATION FISCAL IMPACT ATTACHMENTS None 117 S. Chestnut, Green Bay, WI 54303 Phone: 920-437-2531 Fax: 920-431-7855 www.onbroadway.org/bid info@onbroadway.org