SERIES #ESMYO DESIGNATION
SERIES #ESMYO 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 #ESMYO ("#ESMYO"), 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 #ESMYO |
Effective date of establishment | July 26, 2024 |
Managing Member | Ark7 Inc. was appointed as the Managing Member of #ESMYO with effect from the date of the Agreement and shall continue to act as the Managing Member of #ESMYO until dissolution of #ESMYO 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 #ESMYO shall comprise any assets and liabilities associated with such asset and such other assets and liabilities acquired by #ESMYO 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 #ESMYO Interests the Company can issue is 100,000. |
Number of #ESMYO Interests held by the Managing Member and its Affiliates | The Managing Member must purchase a minimum of 10 #ESMYO Interests and may purchase a maximum of 19.9% of #ESMYO Interests through the Offering. |
Broker |
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Brokerage Fee | Up to of the purchase price of the Interests from #ESMYO sold at the Initial Offering of the #ESMYO Interests (excluding the #ESMYO Interests acquired by any Person other than Investor Members) |
Interest Designation | No Interest Designation shall be required in connection with the issuance of #ESMYO Interests. |
Voting | Subject to Section 3.5 of the Operating Agreement, the #ESMYO 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 #ESMYO 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 #ESMYO Interests then Outstanding shall be required for:
Notwithstanding the foregoing, the separate approval of the holders of Series #ESMYO 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 #ESMYO 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 #ESMYO 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 #ESMYO Interests. |
Officers | There shall initially be no specific officers associated with #ESMYO, although, the Managing Member may appoint Officers of #ESMYO 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. |
