EX1A-3 HLDRS RTS 3 ark7propertiesplus_ex3-13.htm

SERIES #DIVTU DESIGNATION

 

In accordance with the Limited Liability Company Agreement (the "Operating Agreement") of Ark7 Properties Plus LLC (the "Company") dated March 17, 2022 (the "Agreement") and upon the execution of this designation by the Company and Ark7 Inc.. in its capacity as Managing Member of the Company and Initial Member of Ark7 Properties Plus LLC - Series #DIVTU ("#DIVTU"), this exhibit shall be attached to, and deemed incorporated in its entirety into, the Agreement.

 

References to Sections and Articles set forth herein are references to Sections and Articles of the Agreement, as in effect as of the effective date of establishment set forth below.

 

 

Name of Series

 

Ark7 Properties Plus LLC - Series #DIVTU

 

Effective date of establishment

 

September 27, 2023

 

Managing Member

 

Ark7 Inc.. was appointed as the Managing Member of #DIVTU with effect from the date of the Agreement and shall continue to act as the Managing Member of #DIVTU until dissolution of #DIVTU pursuant to Section 11.1(b) or its removal and replacement pursuant to Section 4.3 or ARTICLE X.

 

Initial Member

 

Ark7 Inc..

 

Series Asset

 

The Series Asset of #DIVTU comprises one residential property acquired by #DIVTU (the "Piedmont Property 406"). The Piedmont Property 406 is located at 215 Piedmont Ave NE, #406, Atlanta, GA 30308.

 

Asset Manager

 

Ark7 Inc..

 

Management Fee

 

As stated in Section 6.5 of the Operating Agreement.

 

Purpose

 

As stated in Section 2.4 of the Operating Agreement.

 

Issuance

 

Subject to Section 6.3(a)(i) of the Operating Agreement, the maximum number of #DIVTU Interests the Company can issue is 3,050.

 

Number of #DIVTU Interests held by the Managing Member and its Affiliates

 

The Managing Member must purchase a minimum of 10 #DIVTU Interests and may purchase a maximum of 19.9% of #DIVTU Interests through the Offering.

 

Broker

 

Dalmore Group, LLC

 

Brokerage Fee

 

Up to 1% of the purchase price of the Interests from #DIVTU sold at the Initial Offering of the #DIVTU Interests (excluding the #DIVTU Interests acquired by any Person other than Investor Members)

 

Interest Designation

 

No Interest Designation shall be required in connection with the issuance of #DIVTU Interests.

 

Voting

 

Subject to Section 3.5 of the Operating Agreement, the #DIVTU Interests shall entitle the Record Holders thereof to one vote per

Interest on any and all matters submitted to the consent or approval of Members generally. No separate vote or consent of the Record Holders of #DIVTU Interests shall be required for the approval of any matter, except as required by the Delaware Act or except as provided elsewhere in this Agreement.

 

The affirmative vote of the holders of not less than a majority of the #DIVTU Interests then Outstanding shall be required for:

  1. any amendment to this Agreement (including this Series Designation) that would adversely change the rights of the #DIVTU Interests;
  2. mergers, consolidations or conversions of #DIVTU or the Company; and
  3. all such other matters as the Managing Member, in its sole discretion, determines shall require the approval of the holders of the Outstanding #DIVTU Interests voting as a separate class.

Notwithstanding the foregoing, the separate approval of the holders of Series #DIVTU Interests shall not be required for any of the other matters specified under Section 12.1 of the Operating Agreement.

 

Splits

 

There shall be no subdivision of the #DIVTU Interests other than in accordance with Section 3.7 of the Operating Agreement.

 

Sourcing Fee

 

No greater than 3% of the maximum offering size, which may be waived by the Managing Member in its sole discretion.

 

Other rights

 

Holders of #DIVTU Interests shall have no conversion, exchange, sinking fund, appraisal rights, no preemptive rights to subscribe for any securities of the Company and no preferential rights to distributions of #DIVTU Interests.

 

Officers

 

There shall initially be no specific officers associated with #DIVTU, although, the Managing Member may appoint Officers of #DIVTU from time to time, in its sole discretion.

 

Aggregate Ownership Limit

 

As stated in Section 1.1 of the Operating Agreement.

 

Minimum Interests

 

One (1) Interest per Member

 

Fiscal Year

 

As stated in Section 8.2 of the Operating Agreement.

 

 

Information Reporting

 

 

As stated in Section 8.1(c) of the Operating Agreement.

 

Termination

 

As stated in Section 11.1(b) of the Operating Agreement.

 

Liquidation

 

As stated in Section 11.3 of the Operating Agreement.

 

Amendments to this Exhibit

 

As stated in Article XII of the Operating Agreement.