1228 Madison Owners Corp.

8. Amendment 8

   This Eighth Amendment offers the one remaining unsold apartment at $7,450,000.00, adds the 2022/2023 financial statements and 2024/2025 budget, updates the sponsor's loan and reserve figures, projects the permanent certificate of occupancy timing, and extends the Plan's term.

   • Unsold Apartment (1 of 13 apartments) offered at $7,450,000.00; sponsor has sold 12 apartments
   • Budget for July 1, 2024 through June 30, 2025 added as Exhibit C
   • Audited financial statements for fiscal year ending June 30, 2023 added as Exhibit B; 2024 statements not yet available
   • Working capital account of approximately $92,695 on deposit at Chase Bank as of September 27, 2024
   • Sponsor's loan on the Unsold Apartment with J.P. Morgan Chase Bank: outstanding balance $3,500,000, expires September 29, 2053, interest rate 6.875%
   • Permanent certificate of occupancy expected within approximately 16 months of the Filing Date, subject to Force Majeure; $100,000 PCO Amount still held in escrow
   • Cooperative Board members listed: Gabriel Bousbib (President), Pete Lyon (Treasurer), Scott Shnay (Sponsor Member)
   • Term of the Plan extended

7. Amendment 7

   The amendment offers the two remaining unsold apartments for sale, adopts the 2023/2024 budget, and updates board control, sponsor loan status, and expected certificate of occupancy timing, while the financial statements are still unavailable.

   • Two unsold apartments offered for sale at Schedule A prices (prices not printed in this text)
   • Two of three sponsor-designated board directors to resign at a special meeting on November 9, 2023
   • Sponsor controls the board until the earlier of 80% of apartments closing or the third anniversary of conversion
   • 2023/2024 budget (July 1, 2023 to June 30, 2024) adopted and attached as Exhibit B
   • Audited financial statements not yet available
   • Permanent certificate of occupancy expected within about 16 months of the Filing Date; $100,000 PCO amount held in escrow
   • Sponsor's $3,800,000 loan, secured by the unsold units, expires November 1, 2023
   • Plan term extended

6. Amendment 6

   The amendment offers optional duplex layouts combining Apartments 3 and 4, 4 and 5, or 5 and 6, updates the purchase price schedule, and adds a FinCEN disclosure.

   • Alternative duplex layouts offered for Apartments 3/4, 4/5 and 5/6 at a combined price of $15,975,000 each, at the Sponsor's sole discretion
   • Updated Schedule A (Exhibit D) lists current purchase prices, e.g. Apartment 3 at $7,950,000, Apartment 4 at $6,250,000, Apartment 5 at $7,350,000, Apartment 6 at $7,450,000 and Apartment 8 at $8,950,000
   • Alternative duplex layouts do not currently match the Plans and Specifications approved by the Building Department; Sponsor must amend them and obtain approval before Closing if a duplex purchase agreement is signed
   • Duplex layouts are illustrative only; Apartments are built to the Updated Floor Plans in the Second Amendment unless a duplex purchase agreement is signed
   • FinCEN Geographic Targeting Order disclosure added, with a reporting threshold of $300,000 that currently remains in effect until April 24, 2024
   • Purchasers in scope of the FinCEN Order must deliver required documents to the title company at Closing, and failure to do so is an Event of Default

5. Amendment 5 November 1, 2022

   This amendment replaces Schedule A with an updated list of current purchase prices for the apartments offered for sale at 1228 Madison Avenue.

   • Schedule A purchase prices and related information updated for apartments offered for sale
   • Offering prices: Apt 3 $6,950,000.00; Apt 4 $7,250,000.00; Apt 5 $7,350,000.00; Apt 6 $7,450,000.00; Apt 7 $8,700,000.00; Apt 8 $10,250,000.00; Apt 10 $11,175,000.00; Apt 12 $9,850,000.00

4. Amendment 4

   This amendment names Compass as the new Selling Agent for the Sponsor and adds a FinCEN disclosure on reporting certain purchases of New York City residential property made without bank financing.

   • Compass named new Selling Agent for the Sponsor
   • Compass office listed at 90 Fifth Avenue, 3rd Floor, New York, NY 10011
   • Selling Agent not affiliated with the Sponsor or its principals
   • FinCEN Geographic Targeting Order disclosure added for certain purchases made without bank loans or other external financing
   • FinCEN reporting threshold stated as $300,000, subject to change
   • Order stated as in effect until October 26, 2022, but may be extended
   • Purchasers must deliver required FinCEN documents to the title company at Closing, or failure is an Event of Default

3. Amendment 3

   This Third Amendment reports that the Cooperative Conversion Closing and First Closing took place on April 25, 2022, waives Maintenance Charges through July 1, 2022 (so no budget is yet in effect), and updates the Sponsor's unsold-apartment, loan, escrow, reserve and insurance disclosures.

   • Conversion Closing and First Closing took place April 25, 2022; Apartment 2 delivered to its purchaser
   • Maintenance Charges waived for all Shareholders from April 25, 2022 to July 1, 2022; budget not yet in effect
   • Sponsor has sold 3 and holds 10 unsold Apartments as of May 1, 2022; Maintenance Charges would total approximately $168,796 monthly if not waived
   • Loan of $94,771,208 secured by unsold Apartments, expiring September 1, 2023, at LIBOR (0.25% floor) + 7.50%
   • Sponsor escrow of $450,000 secures first-half 2022/2023 real estate taxes due July 1, 2022
   • Working Capital Account of $51,627 at Chase Bank; purchasers contribute one month's Maintenance Charges on purchase
   • Sponsor advanced $395,991 leasehold title insurance premium; purchasers reimburse $19.80 per share at each Closing
   • Cooperative Board (Scott Shnay, Elias Kougemitros, Janine Getler) is Sponsor-affiliated and Sponsor controls it

2. Amendment 2

   This second amendment combines two pairs of apartments, reducing the Cooperative from 15 to 13 apartments, declares the plan effective, replaces the floor plans, and adds a rooftop amenity space with fencing, landscaping, and use restrictions.

   • Apartments 14 and 15 combined into Duplex PH, and 16 and Penthouse combined into Triplex PH, reducing apartments offered from 15 to 13
   • Plan declared effective based on two Purchase Agreements, representing 15% of the 13 apartments offered
   • Floor plans in Part II replaced in their entirety by updated floor plans, including square footage and layout revisions
   • Common rooftop amenity space (Roof Amenity Space) added at the main roof, with mandatory fencing and landscaping near Triplex-PH and new Proprietary Lease section 51 restrictions
   • Lot line windows added to certain north-façade apartments (see Special Risk #42)
   • Layouts of cellar Storage Lockers and Apartment 2 not yet reflected in the Plans and Specifications; Sponsor is amending them
   • Addendum to the Description of Property and Specifications (Exhibit D) and updated Certification of Architect (Exhibit E) added

Summarized from the amendments' text (scanned ones read with OCR); the filings themselves are on the Attorney General's site. 7 of 9 amendments summarized so far.