Series Designation of Series #94FS1, a series of RSE Collection, LLC
Exhibit 3.51
Series #94FS1, a series of RSE Collection, LLC
In accordance with the Third Amended and Restated Limited Liability Company Agreement of RSE Collection, LLC (the “Company”) dated February 24, 2019 (the “Agreement”) and upon the execution of this Exhibit 3.51 by the Company and RSE Markets, Inc. in its capacity as Managing Member of the Company and Initial Member of Series #94FS1, a series of RSE Collection, LLC (“Series #94FS1”), this exhibit shall be attached to, and deemed incorporated in its entirety into, the Agreement as “Exhibit 3.51”.
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 | Series #94FS1, a series of RSE Collection, LLC |
Effective date of establishment | April 24, 2019 |
Managing Member
| RSE Markets, Inc., was appointed as the Managing Member of Series #94FS1 with effect from the date of the Original LLC Agreement and shall continue to act as the Managing Member of Series #94FS1 until dissolution of Series #94FS1 pursuant to Section 11.1(b) or its removal and replacement pursuant to Section 4.3 or ARTICLE X |
Initial Member | RSE Markets, Inc. |
Series Asset
| The Series Assets of Series #94FS1 shall comprise the 1994 Ferrari 348 Spider which will be acquired by Series #94FS1 upon the close of the Initial Offering and any assets and liabilities associated with such asset and such other assets and liabilities acquired by Series #94FS1 from time to time, as determined by the Managing Member in its sole discretion |
Asset Manager | RSE Markets, Inc. |
Management Fee | As stated in Section 6.5 |
Purpose | As stated in Section 2.4 |
Issuance
| Subject to Section 6.3(a)(i), the maximum number of Series #94FS1 Interests the Company can issue is 2,000 |
Number of Series #94FS1 Interests held by the Managing Member and its Affiliates | The Managing Member must purchase a minimum of 2% and may purchase a maximum of 10% of Series #94FS1 Interests through the Offering |
Broker | ▇▇▇▇▇▇▇ & Company, LLC |
Brokerage Fee | Up to 0.75% of the purchase price of the Interests from Series #94FS1 sold at the Initial Offering of the Series #94FS1 Interests (excluding the Series #94FS1 Interests acquired by any Person other than Investor Members) |
Interest Designation | No Interest Designation shall be required in connection with the issuance of Series #94FS1 Interests |
Voting |
The affirmative vote of the holders of not less than a majority of the Series #94FS1 Interests then Outstanding shall be required for: (a) any amendment to this Agreement (including this Series Designation) that would adversely change the rights of the Series #94FS1 Interests; (b) mergers, consolidations or conversions of Series #94FS1 or the Company; and (c) all such other matters as the Managing Member, in its sole discretion, determines shall require the approval of the holders of the Outstanding Series #94FS1 Interests voting as a separate class. Notwithstanding the foregoing, the separate approval of the holders of Series #94FS1 Interests shall not be required for any of the other matters specified under Section 12.1 |
Splits | There shall be no subdivision of the Series #94FS1 Interests other than in accordance with Section 3.7 |
Sourcing Fee | No greater than $2,635, which may be waived by the Managing Member in its sole discretion |
Other rights | Holders of Series #94FS1 Interests shall have no conversion, exchange, sinking fund, redemption or appraisal rights, no preemptive rights to subscribe for any securities of the Company and no preferential rights to distributions of Series #94FS1 Interests |
Officers | There shall initially be no specific officers associated with Series #94FS1, although, the Managing Member may appoint Officers of Series #94FS1 from time to time, in its sole discretion |
Aggregate Ownership Limit | As stated in Section 1.1 |
Minimum Interests | One (1) Interest per Member |
Fiscal Year | As stated in Section 8.2 |
Information Reporting | As stated in Section 8.1(c) |
Termination | As stated in Section 11.1(b) |
Liquidation | As stated in Section 11.3 |
Amendments to this Exhibit 3.51 | As stated in Article XII |
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