MARVIN MANDEL, Governor

955

owners of shares.

(a) [Equality of shares. — All shares in a real
estate investment trust shall have equal distribution,
voting, and liquidation rights. ] CLASSIFICATION OF
SHARES. - (1) A REAL ESTATE INVESTMENT TRUST MAY PROVIDE
BY ITS DECLARATION OF TRUST:

(I) THAT ANY SPECIFIED CLASS OF SHARES
IS PREFERRED OVER ANOTHER CLASS AS TO ITS DISTRIBUTIVE
SHARE OF THE ASSETS ON VOLUNTARY OR INVOLUNTARY
[[LIMITATION]] LIQUIDATION OF THE REAL ESTATE INVESTMENT
TRUST AND THE AMOUNT OF THE PREFERENCE;

(II)   THAT ANY SPECIFIED CLASS OF SHARES
MAY BE REDEEMED AT THE OPTION OF THE PEAL ESTATE
INVESTMENT TRUST OR OF THE HOLDERS OF THE SHARES AND THE
TERMS AND CONDITIONS OF REDEMPTION, INCLUDING THE TIME
AND PRICE OF REDEMPTION;

(III)  THAT ANY SPECIFIED CLASS OF SHARES
IS CONVERTIBLE INTO SHARES OF ONE OF MORE OTHER CLASSES
AND THE TERMS AND CONDITIONS OF CONVERSION;

(IV)   THAT THE HOLDERS OF ANY SPECIFIED
SECURITIES ISSUED OR TO BE ISSUED BY THE REAL ESTATE
INVESTMENT TRUST HAVE ANY VOTING OR OTHER RIGHTS WHICH,
BY LAS, ARE OR MAY BE CONFERRED ON SHAREHOLDERS;

(V)    FOR ANY OTHER PREFERENCES, RIGHTS,
RESTRICTIONS, INCLUDING RESTRICTIONS ON TRANSFERABILITY,
AND QUALIFICATIONS NOT INCONSISTENT WITH LAW; AND

(VI)   THAT THE BOARD OF TRUSTEES MAY
CLASSIFY OR RECLASSIFY ANY UNISSUED SHARES FROM TIME TO
TIME BY SETTING OR CHANGING THE PREFERENCES, CONVERSION
OR OTHER RIGHTS, VOTING POWERS, RESTRICTIONS, LIMITATIONS
AS TO DIVIDENDS, QUALIFICATIONS, OR TERMS OR CONDITIONS
OF REDEMPTION OF THE SHARES.

(2) IF, UNDER A POWER CONTAINED IN THE
DECLARATION OF TRUST, THE BOARD OF TRUSTEES CLASSIFIES OR
RECLASSIFIES ANY UNISSUED SHARES BY SETTING OR CHANGING
THE PREFERENCES, CONVERSION OR OTHER RIGHTS, VOTING
POWERS, RESTRICTIONS, LIMITATIONS AS TO DIVIDENDS,
QUALIFICATIONS OF TERMS OR CONDITIONS OF REDEMPTION, THE
BOARD, BEFORE ISSUING ANY OF THE SHAPES, SHALL FILE
ARTICLES SUPPLEMENTARY FOR RECORD WITH THE DEPARTMENT
WHICH SHALL INCLUDE:

(I)    A DESCRIPTION OF THE SHARES,
INCLUDING THE PREFERENCES, CONVERSION AND OTHER RIGHTS,
VOTING POWERS, RESTRICTIONS, LIMITATIONS AS TO DIVIDENDS,
QUALIFICATIONS, AND TERMS AND CONDITIONS OF REDEMPTION,
AS SET OR CHANGED BY THE BOARD OF TRUSTEES; AND

(II)   A STATEMENT THAT THE SHARES HAVE
BEEN CLASSIFIED OR RECLASSIFIED BY THE BOARD OF TRUSTEES