917032--12/14/2007--RIDGEWOOD_ELECTRIC_POWER_TRUST

related topics

{interest, director, officer}

{cost, contract, operation}

{tax, income, asset}

{gas, price, oil}

{investment, property, distribution}

{control, financial, internal}

RISKS INHERENT IN THE BUSINESSES OF THE TRUST The Trust has material weaknesses in its disclosure controls and procedures. The Trust s Ridgewood Providence business depends on the production of landfill methane from the landfill site on which it operates and access to that gas production. The Trust s Ridgewood Providence business depends on the production of landfill methane from the landfill site on which it operates and access to that gas production. The Trust s Ridgewood Providence business is subject to interruption of its business operations. The operations of the Trust have limited capital, limited access to new capital and have obligations to third parties for borrowed money. The projects of the Trust depend on the near-continuous operation of their equipment. Should the productivity of some or all of this equipment be compromised or should the equipment fail altogether, the Trust would be adversely affected. The Trust may also experience difficulty in hiring qualified operating personnel. The projects of the Trust are subject to regulatory changes (including changes in environmental regulations) that could significantly reduce revenues or increase expenses of the Trust. The Trust may become involved in litigation. RISKS RELATED TO THE NATURE OF THE TRUST S SHARES The Trust s shares have severe restrictions on transferability and liquidity and shareholders are required to hold the shares indefinitely. Shareholders are not permitted to participate in the Trust s management or operations and must rely exclusively on the Managing Shareholder. The Trust s assets are generally illiquid and any disposition of Trust assets is at the discretion of the Managing Shareholder. The Trust indemnifies its officers, as well as the Managing Shareholder and its employees, for certain actions taken on its behalf. Therefore, the Trust has limited recourse relative to these actions. The Managing Shareholder is entitled to receive a management fee regardless of the Trust s profitability and also receives cash distributions. Cash distributions are not guaranteed and may be less than anticipated or estimated. Because the Managing Shareholder manages other electricity generation and infrastructure trusts, it may have conflicts of interest in its management of the Trust s operations. Because the Managing Shareholder manages other electricity generation and infrastructure trusts, it may have conflicts of interest in its management of the Trust s operations. TAX RISKS ASSOCIATED WITH AN INVESTMENT IN SHARES If the IRS audits the Trust, it could require investors to amend or adjust their tax returns or result in an audit of their tax.

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917032--12/14/2007--RIDGEWOOD_ELECTRIC_POWER_TRUST_III