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

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structured your syndication the
way that I normally do, you

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

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

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

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

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brings that decision making
process to the investor at

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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want to do is look through your
operating agreement and

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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their money. And give them
hopefully the good news about

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

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

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assumptions we made going into
this property, how long we

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thought the hold period would
be? What our projections were

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

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

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

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

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Exactly what what are these
properties like this generally

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

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section to be Very, very
objective, this is not

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

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

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

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

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

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

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

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

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

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they can compare based on what
they thought the investment

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

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

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

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

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

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

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

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

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syndicator to sell at any
specific point, shorter term

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holds they will generally make
is when they will make most

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

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

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be so persuasive that it
suddenly calls into question of

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

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

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

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subject to paragraph 10.2 of the
operating agreement. The manager

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

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

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

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

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

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

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

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

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

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

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

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property on the market and
hopefully sell it within the

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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are going to show you how to
make that final distribution

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once you do sell it.