Exhibit 3.6
STRATEGIC STUDENT & SENIOR HOUSING TRUST, INC.
ARTICLES OF AMENDMENT
TO THE
FIRST ARTICLES OF AMENDMENT AND RESTATEMENT
Strategic Student & Senior Housing Trust, Inc., a Maryland corporation, hereby certifies to the State Department of Assessments and Taxation of Maryland that:
FIRST: The name of the corporation is Strategic Student & Senior Housing Trust, Inc. (the “Corporation”).
SECOND: Section 7.1 of the First Articles of Amendment and Restatement of the Corporation is hereby amended to read as follows:
Section 7.1. Number of Directors. The number of Directors of the Corporation shall be three. The number of Directors of the Corporation may be increased or decreased from time to time pursuant to the bylaws but shall never be less than the minimum number required by the MGCL nor more than fifteen (15). A majority of the seats on the board of directors shall be for Independent Directors. The Independent Directors shall nominate replacements for vacancies amongst the Independent Director positions. No reduction in the number of Directors shall cause the removal of any Director from office prior to the expiration of his term, except as may otherwise be provided in the terms of any Preferred Stock issued by the Corporation. The names of the Directors who shall serve on the board until the next annual meeting of the stockholders and until their successors are duly elected and qualified, subject to the filling of vacancies or an increase in the number of Directors prior to the next annual meeting of the stockholders, are:
H. Michael Schwartz
Stephen G. Muzzy
Brent Chappell
THIRD: The amendment to the First Articles of Amendment and Restatement as set forth above was advised by the Board of Directors of the Corporation and approved by the stockholders of the Corporation as required by law.
FOURTH: There has been no increase in the authorized shares of stock of the Corporation effected by the amendment to the First Articles of Amendment and Restatement as set forth above.
FIFTH: The undersigned acknowledges these Articles of Amendment to be the corporate act of the Corporation and as to all matters or facts required to be verified under oath, the undersigned acknowledges that to the best of his or her knowledge, information and belief, these matters and facts are true in all material respects and that this statement is made under the penalties for perjury.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, Strategic Student & Senior Housing Trust, Inc. has caused these Articles of Amendment to be signed in its name and on its behalf by its President and attested to by its Chief Financial Officer on this 1st day of May, 2018.
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ATTEST: | | | | STRATEGIC STUDENT & SENIOR HOUSING TRUST, INC. |
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By: | | /s/ Michael O. Terjung | | | | By: | | /s/ Michael S. McClure |
| | Michael O. Terjung Chief Financial Officer | | | | | | Michael S. McClure President |