Tilden Moschetti: So you think
it's time to sell? Well, if you

structured your syndication the
way that I normally do, you

know, I like to give investors
the right to decide whether or

not it's time to sell the
property or the investment. That

way, they feel like they are a
part of the action, a lot of

syndicators don't. And I think
that's a mistake, because it

brings that decision making
process to the investor at

exactly the right time, when
they're going to be thinking

about what they are going to do
with the money that you're about

to give them in that final
distribution. Now, maybe they'll

decide to do another syndication
with you, maybe the next one

that you're working on, it makes
a difference between being a one

hit wonder, and being a serial
syndicator doing deal after deal

making everyone money. But in
either case, you may very well

need to take a vote, maybe in
selling maybe in something else.

And in this module, I'll show
you just how to do it.

Alright, so voting, we're gonna
walk through the process here

about what I do in my
communications, when I think a

vote needs to be taken. Now,
most of the time in your

operating agreement, a member or
a body of members can call a

vote, the manager almost always
has that right to do. And a lot

of times members have that right
as well. So the first thing you

need to do is first determine if
a vote is needed. And if it is

needed, that's one thing, if
it's not needed, it doesn't mean

you can't actually ask for a
vote. If it's a power that the

manager has, then you can decide
what those rules are still, and

still ask for the vote, but
still make the determination at

the end of the day. Just know
that if everybody votes a

different way than you were
gonna go, that's gonna bite you.

So determine if a vote is
needed. Now, the next thing you

want to do is look through your
operating agreement and

determine if votes are based on
a per investor basis, or a pro

rata by ownership basis. Most of
the time, there'll be pro rata,

but occasionally I will see it
as per investor. You also want

to know, like, what percentage
is needed? In order to be

successful? Sometimes it'll be a
majority. Sometimes it'll be a

supermajority. And what's that
definition of supermajority? I

haven't seen it be unanimous,
but it could be unanimous as

well. You'll also want to look
at things like well, what is do

they have the proxy? I mean, in
other words, if somebody doesn't

vote, do you get to vote for
them? Most of the time, that is

the way that I set it up, that
you'll want to know what

constitutes a quorum, if you are
the only person voting and no

one else shows up, does that
still count? Is there a quorum

that is needed? So you just want
to know those things, because

those are the formalities that
you want to make sure that you

hit. They're in your operating
agreement. And so you want to

make sure that you do it, right.
So because at the end of the

day, you don't want an investor
coming back saying you did

something you weren't supposed
to do it says in the operating

agreement, you can't do it that
way, then you're in trouble. So

let's go through exactly how I
know I now know how to vote. And

I now know what percentages I
need and who votes and all that.

So how do I actually ask for
that vote. So I send it note,

typically in an email, and I
want to make sure that people

get it. And so I normally will
ask them at some point to to at

least respond to me in some
manner. Or if I have some sort

of mail tracking, I'll do that
just to make sure that they got

it. Because I don't I want
everyone to have an opportunity

to get to vote. So first thing I
do is I thank them, I thank them

for being an investor with me,
thank them for trusting me with

their money. And give them
hopefully the good news about

where things are at. I then
summarize exactly where we're

at. So I like to start at the
beginning. You know what

assumptions we made going into
this property, how long we

thought the hold period would
be? What our projections were

based on how much money we
thought we'd make everybody. I

like to kind of reiterate that
in a nice summary fashion. Then

I like to go through the
situation of where we're at

today. You know, where are we at
in the market? Where are we at?

Exactly what what are these
properties like this generally

trading for right now? It's
important in this summary

section to be Very, very
objective, this is not

persuasive writing section, you
do not want to do that you want

to be seen as being very, very
objective. These are facts, this

isn't the time to be persuading.
So once I'm done with the

summary section, I go to the
financial impact sector. In

financial impact, I'm talking
about if, if we sell now, what

do we project like sales price
will do and things like that.

But also, what's that effect on
their investment as a whole?

What's the IRR impact? What's
the ROI? What is that going to

look like, on the performance if
we do this now, so that way,

they can compare based on what
they thought the investment

would do, versus what they think
it may do, if they hold on to

it, it gives them sort of the
real numbers in order for them

to think about. Now, the next
section is your recommendation.

Now, this is the place to be
persuasive, I wouldn't be overly

persuasive, I wouldn't say
anybody is an idiot if they

don't vote for this. But it is a
place to be persuasive. Let them

know why you think it's such a
good time to sell right now,

there is an inherent conflict of
interest, a lot of times for the

syndicator to sell at any
specific point, shorter term

holds they will generally make
is when they will make most

amount of money in their pocket.
And so there is this kind of

conflict that's there. So you do
want to be persuasive. But don't

be so persuasive that it
suddenly calls into question of

why does this person care that
much? Doesn't it sound like

hyperbole? Okay, so now the next
section is we call the vote. And

how do we do that? So I like to
start out with some thing like

subject to paragraph 10.2 of the
operating agreement. The manager

is entitled to call the vote,
call a vote on questions on

liquidation of assets, or
something like that, just I like

to give the the actual basis in
the operating agreement for why

I can call the vote, then I like
to say what percentage of the

vote is needed. So there, I
might say it's subject to

paragraph 10.7 of the operating
agreement, the we would need a a

majority vote in order to
liquidate assets, then I like to

put a very, very clear. So this
is in a separate section that

says, you know, you could title
it whatever you want. But

something like vote in favor of
this means. So it's clear if

they vote in favor of it, it
means we are going to put this

property on the market and
hopefully sell it within the

next whatever, then you want to
put a what does this vote

opposed to this mean? A vote
opposed to this means that we

will not put the property on the
market, we will continue to hold

it for an indefinite period of
time, until such time as another

call for a vote on the issue of
liquidating the asset that's

been has been put forward. That
way that's very clear about this

is what you mean if you say yes,
this is what you've been, if you

say no. Lastly, you tell them
how to vote. So send me an

email, give me a call, whatever
it is, if you have an online

form, swell, what whatever it
is, just let them know how to

vote. And once you've done that,
it's really tallying the votes.

Now I don't let I don't
communicate exactly who's voting

in which way or how a vote is
necessarily looking. Because you

may get those questions as
things go on. Certainly, if you

call people to remind them to
vote that you haven't received

their vote yet, they may very
well ask you how the vote is

going. I try to keep that kind
of quiet because I value the

confidentiality of, of my
investors. And I just don't

think it's appropriate that that
everybody know how things are

going. If it's not going my way,
that's fine. If it is going my

way, that's fine. I don't I try
not to tip it off either way,

and i i on when I'm having those
conversations, I really don't

try and be persuasive there
either. I don't want to be seen

as like influencing the vote too
much. So I have this section in

my email where I've called the
vote. That's my opportunity to

be persuasive. And that's the
only time I act persuasively

about whether or not it's time
to sell now, if they say, Yeah,

I think it's really great time
to sell to then, you know, sure

have that conversation. So yeah,
I mean, I That's why I wrote

that in the in the section on
what my recommendation is. So

That is how we do a vote
specifically how we do a vote to

sell now as attached in your
module is also a spreadsheet.

It's just the spreadsheet that I
use that calculates basically

how I count the votes. So that
way you can see you know the way

I do it and it may be useful for
you. So in the next module, we

are going to show you how to
make that final distribution

once you do sell it.