Fractional Dutch Auctions of Commercial Income-Producing Real Estate Properties - TIC Plan Ownership Syndications

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Due Diligence Documentation "Exhibit L-1"

Sponsor Entity Incorporation Filings

The following notes are provided pertaining to this exhibit:

  1. What: these documents demonstrate the Sponsor has been incorporated as a limited company or as a corporation.  No sole proprietorships are acceptable.

  2. When: these documents are filed before the pre-construction phase commences.

  3. Why: for any and/or all of the contracts, services agreements and similar instruments can only be enforceable if there exists a legally constituted entity that can enter into the contracts with the providers.  The incorporation filings provide a portion of that evidence together with Certificate of Standing (see Exhibit L-2), the by-laws (again, see Exhibit L-2) and/or operating agreements (again, see Exhibit L-2).

  4. Where: these documents are in electronic file format and are kept by the Developer.

  5. How: Developer and/or Sponsor must file these documents with the secretary of state for the state in which the project site is located.

  6. What's important: the transmittal must show the entity is legally incorporated as provided by the documents themselves and the opinions of counsel (see Exhibit L-5).

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