-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OMsn5I9bYYL2j5qaAI/+TqbT7ISFhFmbpDkzXKjKAfiCM4u3bT51/bEofGecKZxZ tcToF7N+Bf5mnIjYUX+n/A== 0000899881-02-000006.txt : 20020530 0000899881-02-000006.hdr.sgml : 20020530 20020530162702 ACCESSION NUMBER: 0000899881-02-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020530 ITEM INFORMATION: Other events FILED AS OF DATE: 20020530 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROLOGIS TRUST CENTRAL INDEX KEY: 0000899881 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 742604728 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-75722 FILM NUMBER: 02666448 BUSINESS ADDRESS: STREET 1: 14100 EAST 35TH PLACE CITY: AURORA STATE: CO ZIP: 80011 BUSINESS PHONE: 3033759292 MAIL ADDRESS: STREET 1: 14100 EAST 35TH PLACE CITY: AURORA STATE: CO ZIP: 80011 FORMER COMPANY: FORMER CONFORMED NAME: SECURITY CAPITAL INDUSTRIAL TRUST DATE OF NAME CHANGE: 19931228 8-K 1 f8k053002txt.txt FORM 8-K DATED 05/30/02 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) May 30, 2002 ------------------------------ ProLogis - ------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Maryland 1-12848 74-2604728 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 14100 East 35th Place, Aurora CO 80011 - ------------------------------------------------------------------------------- (Address of Principal Executive Offices) Registrant's telephone number, including area code (303) 375-9292 ---------------------------- ProLogis Trust - ------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS. On May 22, 2002, ProLogis Trust changed its name to "ProLogis". A copy of the amendment to ProLogis' declaration of trust effecting the name change is filed as an exhibit to and incorporated by reference into this report. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Certificate of Amendment, dated as of May 22, 2002, to Amended and Restated Declaration of Trust. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. PROLOGIS By: /s/ Edward S. Nekritz ------------------------ Edward S. Nekritz Senior Vice President May 30, 2002 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED DECLARATION OF TRUST OF PROLOGIS TRUST The undersigned, being the Secretary and an Assistant Secretary of ProLogis Trust, a Maryland real estate investment trust (the "Trust"), do hereby certify pursuant to the provisions of Article VI of the Articles of Amendment and Restatement of the Amended and Restated Declaration of Trust (the "Declaration of Trust") of the Trust filed with the Maryland Secretary of State on June 25, 1999, and in accordance with the applicable provisions of Maryland law: 1. That the Board of Trustees has adopted a resolution to amend the Declaration of Trust as hereinafter set forth and has declared that such amendment is advisable. 2. Pursuant to Article I, Section 1(d) of the Declaration of Trust, and pursuant to the Maryland General Corporation Law ss.ss. 8-501(e)(2) and 2-605, the Board of Trustees may change the name of the Trust without Shareholder approval by at least a majority of the entire Board. 3. That the amendment has been approved by the Board of Trustees of the Trust by the affirmative vote of at least a majority of the Board entitled to notice of, and to vote at, the meeting of Board of Trustees held on May 22, 2002. Therefore, the Declaration of Trust is hereby amended as follows: Article 1, Section 1 is hereby amended by deleting the words "ProLogis Trust" appearing in the first sentence thereof and substituting the word "ProLogis", such amendment to be effective as of the 22nd day of May, 2002. The undersigned Secretary and Assistant Secretary acknowledge this Certificate of Amendment to be the act of the Trust and further, as to all matters or facts required to be verified under oath, each acknowledges that, to the best of his knowledge, information and belief, these matters and facts are true in all material respects and that this statement is made under the penalties of perjury. IN WITNESS WHEREOF, the undersigned Secretary and Assistant Secretary of the Trust have hereunto set their hands effective as of the 22nd day of May, 2002. /s/ Edward S. Nekritz ---------------------------------------- Edward S. Nekritz, Secretary /s/ Stephen K. Schutte ---------------------------------------- Stephen K. Schutte, Assistant Secretary -----END PRIVACY-ENHANCED MESSAGE-----