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SEC Filings

8-K
FOREST CITY REALTY TRUST, INC. filed this Form 8-K on 12/07/2018
Entire Document
 
EX-3.2

Exhibit 3.2

AMENDED AND RESTATED

BYLAWS

OF

FOREST CITY REALTY TRUST, INC.

(the “Corporation”)

ARTICLE I

OFFICES

Section 1. PRINCIPAL OFFICE. The principal office of the Corporation in the State of Maryland shall be located at such place as the Board of Directors of the Corporation (the “Board of Directors”) may designate.

Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a principal executive office, at such places as the Board of Directors may from time to time determine or the business of the Corporation may require.

Section 3. RESIDENT AGENT. The resident agent of the Corporation and the agent’s address shall be as set forth in the Articles of Incorporation. The Board of Directors may at any time change the Corporation’s resident agent or address by making the appropriate filing with the State Department of Assessments and Taxation.

Section 4. BOOKS AND RECORDS. The Corporation shall keep and maintain at a minimum:

(a) A stock ledger which contains: (i) the name and address of each of its stockholders; and (ii) the number of shares which the stockholder holds.

(b) Books and records of its accounts and transactions.

(c) Minutes of the meetings of the proceedings of (i) its stockholders; (ii) the Board of Directors; and (iii) any executive or other committee exercising any of the powers of the Board of Directors.

ARTICLE II

MEETINGS OF STOCKHOLDERS

Section 1. PLACE. All meetings of stockholders shall be held at the principal executive office of the Corporation or at such other place as shall be set by the Board of Directors and stated in the notice of the meeting.

Section 2. ANNUAL MEETING. An annual meeting of the stockholders for the election of directors and the transaction of any business within the powers of the Corporation shall be held on a date and at the time set by the Board of Directors. Any proper business may be transacted at the annual meeting of stockholders.