EX1A-3 HLDRS RTS 3 ark7propertiesadvance_ex3-9.htm

SERIES #8S8XK DESIGNATION

 

In accordance with the Limited Liability Company Agreement (the "Operating Agreement") of Ark7 Properties Advance LLC (the "Company") dated October 12, 2023 (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 Advance LLC - Series #8S8XK ("#8S8XK"), 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 Advance LLC - Series #8S8XK

Effective date of establishment

December 18, 2024

Managing Member

Ark7 Inc. was appointed as the Managing Member of #8S8XK with effect from the date of the Agreement and shall continue to act as the Managing Member of #8S8XK until dissolution of #8S8XK 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 Assets of #8S8XK shall comprise any assets and liabilities associated with such asset and such other assets and liabilities acquired by #8S8XK from time to time, as determined by the Managing Member in its sole discretion

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 #8S8XK Interests the Company can issue is 100,000.

Number of #8S8XK Interests held by the Managing Member and its Affiliates

The Managing Member must purchase a minimum of 10 #8S8XK Interests and may purchase a maximum of 19.9% of #8S8XK Interests through the Offering.

Broker

 

Brokerage Fee

Up to 1.00% of the purchase price of the Interests from #8S8XK sold at the Initial Offering of the #8S8XK Interests (excluding the #8S8XK Interests acquired by any Person other than Investor Members)

Interest Designation

No Interest Designation shall be required in connection with the issuance of #8S8XK Interests.

Voting

Subject to Section 3.5 of the Operating Agreement, the #8S8XK 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 #8S8XK 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 #8S8XK Interests then Outstanding shall be required for:

  • any amendment to this Agreement (including this Series Designation) that would adversely change the rights of the #8S8XK Interests;
  • mergers, consolidations or conversions of #8S8XK or the Company; and
  • all such other matters as the Managing Member, in its sole discretion, determines shall require the approval of the holders of the Outstanding #8S8XK Interests voting as a separate class.

Notwithstanding the foregoing, the separate approval of the holders of Series #8S8XK 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 #8S8XK 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 #8S8XK 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 #8S8XK Interests.

Officers

There shall initially be no specific officers associated with #8S8XK, although, the Managing Member may appoint Officers of #8S8XK 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.