(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
(Address of principal executive offices) |
(Zip Code) |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Item 1.01 |
Entry into a Material Definitive Agreement. |
• | Section 3.4 was amended to clarify that Capital Accounts will be maintained for each Partner with respect to each class or series of Units held by such Partner. |
• | Section 5(C) and Section 9.1(xi) were added, and Section 9.4 was amended, to clarify that the Partnership will operate in a manner consistent with the Company’s REIT qualification. |
• | Section 7.2(C) was amended in response to changes in applicable Treasury Regulations to provide a mechanism for Net Losses otherwise allocable only to the Company to be allocated to certain electing Partners. |
• | Section 7.6 was added to provide that allocations when interests are transferred will be in compliance with applicable Treasury Regulations. |
• | Section 9.7(D) was amended to clarify the tax treatment of the reimbursement of the General Partner’s expenses incurred on behalf of the Partnership. |
• | Section 11.5 was added to incorporate the 2015 Budget Act Partnership Audit Rules. |
• | Section 11.6 was added to reflect newly required tax basis capital information reporting obligations. |
Item 9.01 |
Financial Statements and Exhibits. |
Exhibit Number |
Description | |
10.1 | Seventh Amended and Restated Agreement of Limited Partnership for ERP Operating Limited Partnership, dated as of March 18, 2021 and effective as of January 1, 2020. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
EQUITY RESIDENTIAL | ||||||
Date: March 24, 2021 | By: | /s/ Scott J. Fenster | ||||
Name: | Scott J. Fenster | |||||
Its: | Executive Vice President and General Counsel |
ERP OPERATING LIMITED PARTNERSHIP | ||||||
By: | Equity Residential, its general partner | |||||
Date: March 24, 2021 | By: | /s/ Scott J. Fenster | ||||
Name: | Scott J. Fenster | |||||
Its: | Executive Vice President and General Counsel |