Equity

12 Months Ended

Dec. 31, 2011

Equity

Stockholders' Equity Note Disclosure [Text Block]

Note 14 – Stockholders’ Equity

Common Stock

       Shares of common stock entitle the holders to one vote per share on all matters which stockholders are entitled to vote, to receive dividends and other distributions as authorized by the Company’s board of directors in accordance with the Maryland General Corporation Law and to all rights of a stockholder pursuant to the Maryland General Corporation Law.  The common stock has no preferences or preemptive, conversion or exchange rights.

       Under our articles of incorporation, we have authority to issue 750,000,000 common shares of beneficial interest, $0.001 par value per share, and 200,000,000 preferred shares of beneficial interest, $0.001 par value per share.

       As of December 31, 2011, the Company has accepted investors’ subscriptions for and issued 1,756,927 shares of the Company’s common stock it is public offering, resulting in gross proceeds to the Company of $17,441,203.

Preferred Stock

       Under our articles of incorporation the Company’s board of directors has the authority to issue one or more classes or series of preferred stock, and prior to the issuance of such stock, the board of directors shall have the power to classify or reclassify, in one or more series, any unissued shares and designate the preferences, rights and privileges of such shares.  As of December 31, 2011 and 2010 we have issued 1,000 shares of convertible preferred shares to Hartman Advisors LLC at a price of $10.00 per share.

Common Stock Issuable Upon Conversion of Convertible Preferred Stock - The convertible preferred stock will convert to shares of common stock if (1) the Company has made total distributions on then outstanding shares of the Company’s common stock equal to the issue price of those shares plus a 6% cumulative, non-compounded, annual return on the issue price of those outstanding shares, (2) the Company lists its common stock for trading on a national securities exchange if the sum of prior distributions on then outstanding shares of our common stock plus the aggregate market value of our common  stock  (based on the  30-day  average  closing   price) meets  the  same  6%  performance  threshold,  or  (3)  the Company’s advisory agreement with Hartman Advisors, LLC expires without renewal or is terminated (other than because of a material breach by our advisor), and at the time of such expiration or termination the Company is deemed to have met the foregoing 6% performance threshold based on the Company’s enterprise value and prior distributions and, at or subsequent to the expiration or termination, the shareholders actually realize such level of performance upon listing or through total distributions. In general, the convertible stock will convert into shares of common stock with a value equal to 15% of the excess of the Company’s enterprise value plus the aggregate value of distributions paid to date on then outstanding shares of common stock over the aggregate issue price of those outstanding shares plus a 6% cumulative, non-compounded, annual return on the issue price of those outstanding shares. With respect to conversion in connection with the termination of the advisory agreement, this calculation is made at the time of termination even though the actual conversion may occur later, or not at all.

Share-Based Compensation

       We award vested restricted common shares to non-employee directors as compensation in part for their service as members of the board of directors of the Company.  These shares are fully vested when granted.  These shares may not be sold while an independent director is serving on the board of directors.  For the years ended December 31, 2011 and 2010, respectively, the Company granted 5,625 and 6,000 shares of restricted common stock to independent directors as compensation for services.  We recognized $56,250 and $60,000 as share-based compensation expense for the year ended December 31, 2011 and 2010, respectively, based upon the estimated fair value per share.  Share based compensation also includes incentive plan awards discussed at Note 15.  These amounts are included in general and administrative expenses for the years ending December 31, 2011 and 2010, respectively.

Distributions

Our board of directors declared our first dividend distribution as of December 31, 2010 which was paid in January 2011.  During 2011 we paid distributions in cash totaling $253,677.  We paid $52,905 in cash distributions in January 2012 with respect to 2011 distributions declared.  We issued 56.6 distribution reinvestment plan shares in January 2011 with respect to the 2010 distribution declaration.  In 2011 we issued 25,405.1 distribution reinvestment plan shares with respect to 2011 declared distributions with 4,859.6 such shares to be issued in January 2012.

The following table reflects the total distributions we have paid, including the total amount paid and amount paid per common share, in each indicated quarter:

Quarter paid		Distributions per Common Share		Total Amount Paid
2011
4th Quarter	$	0.175	$	119,000
3rd Quarter		0.175		69,559
2nd Quarter		0.175		44,563
1st Quarter		0.175		20,555
Total	$	0.700	$	253,677
2010
4th Quarter	$	-	$	-
3rd Quarter		-		-
2nd Quarter		-		-
1st Quarter		-		-
Total	$	-	$	-