EX-3.59.5 75 c64208exv3w59w5.htm EX-3.59.5 exv3w59w5
Exhibit 3.59.5
         
Form LLC-5.25
April 2010
  Illinois
Limited Liability Company Act
Articles of Amendment
  FILE #: 00059226
 
       
      This space for use by Secretary of State.
Secretary of State
Department of Business Services
  SUBMIT IN DUPLICATE   [FILED]
Limited Liability Division
501 S. Second St., Rm. 351
Springfield, IL 62756
217-524-8008
www.cyberdriveillinois.com
  Type or print clearly.
 
This space for use by Secretary of State
 
 
     
Make check payable to Secretary of State.
If check is returned for any reason
this filing will be void.
  Date: 8/19/10
Filing Fee: $150
Approved:
 
     
1.   Limited Liability Company Name: Chippewa Valley, L.L.C.
 
2.   Articles of Amendment effective on:
                 
 
  þ   the file date        
 
  o   a later date (not to exceed 30 days after the file date)  
 
Month, Day, Year
   
3.   Articles of Organization are amended as follows (check applicable item(s) below):
  o a)   Admission of a new member (give name and address below)*
 
  o b)   Admission of a new manager (give name and address below)*
 
  o c)   Withdrawal of a member (give name below)*
 
  o d)   Withdrawal of a manager (give name below)*
 
  o e)   Change in address of the office at which the records required by Section 1-40 of the Act are kept (give new address, including county below)
 
  o f)   Change of registered agent and/or registered agent’s office (give new name and address, including county below) (Address change of P.O. Box alone or c/o is unacceptable)
 
  o g)   Change in the Limited Liability Company’s name (give new name below)
 
  þ h)   Change in date of dissolution or other events of dissolution enumerated in Item 6 of the Articles of Organization
 
  þ i)   Other (give information in space below)
 
  o j)   Establish authority to issue series (see back; filing fee $400)*
 
  *       Changes in members/managers may, but are not required to, be reported in an amendment to the Articles of Organization.
Additional information:
3.(h) Perpetual.
The Events of Dissolution section is changing to: See attached.
3.(i) Purpose for which the LLC is organized is changing to: The company is formed for the object and purpose of, and the nature
of the business to be conducted and promoted by the company is, engaging in any lawful act or activity for which limited liability
companies may be formed under the Illinois Limited Liability Company Act.
3.(i)Member’s address has changed to the following: 303 West Madison Street, Suite 2400, Chicago, Illinois 60606
         
New Name of LLC (if changed):
     
 
 
 
   
(continued on back)
Printed on recycled paper. Printed by authority of the State of Illinois. June 2010 - 500 - LLC 11.12

 


 

LLC-5.25
4.   This amendment was approved in accordance with Section 5-25 of the Illinois Limited Liability Company Act, and, if adopted by the managers, was approved by not less than the minimum number of managers necessary to approve the amendment, member action not being required; or, if adopted by the members, was approved by not less than the minimum number of members necessary to approve the amendment.
 
5.   I affirm, under penalties of perjury, having authority to sign hereto, that these Articles of Amendment are to the best of my knowledge and belief, true, correct and complete.
                 
 
  Dated:   8/18             ,  2010  
 
           
 
      Month/Day   Year
         
     
  /s/ Craig M. Bernfield    
  Signature (Must comply with Section 5-45 of ILLCA.)    
     
  Craig M. Bernfield — see attached    
  Name and Title (type or print)    
     
  AVIV FINANCING I, L.L.C., Member    
  If the member or manager signing this document is a company or other    
  entity, state Name of Company and whether it is a member or a manager of the LLC.   
 
 
*      The following paragraph is adopted when Item 3j is checked:
The operating agreement provides for the establishment of one or more series. When the company has filed a Certificate of Designation for each series, which is to have limited liability pursuant to Section 37-40 of the Illinois Limited Liability Company Act, the debts, liabilities and obligations incurred, contracted for or otherwise existing with respect to a particular series shall be enforceable against the assets of such series only, and not against the assets of the Limited Liability Company generally or any other series thereof, and unless otherwise provided in the operating agreement, none of the debts, liabilities, obligations or expenses incurred, contracted for or otherwise existing with respect to this company generally or any other series thereof shall be enforceable against the assets of such series.
Printed on recycled paper. Printed by authority of the State of Illinois. June 2010 – 500 – LLC 11.12

 


 

3.(h) Events of Dissolution:
     The Company shall dissolve and its affairs shall be wound up upon the first to occur of the following: (i) the written consent of the Member or (ii) at any time there are no members of the Company unless the Company is continued in accordance with the Illinois Limited Liability Company Act.

 


 

ARTICLES OF AMENDMENT
ILLINOIS LIMITED LIABILITY COMPANY
FORM LLC-5.25
SIGNATURE PAGE
         
  AVIV FINANCING I, L.L.C.
 
 
  By:   AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P.    
  Its: Sole member   
       
  By:   AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP    
  Its: General Partner   
     
  By:   AVIV HEALTHCARE, L.L.C.    
  Its: General Partner   
     
  By:   /s/Craig M. Bernfield    
    Name:   Craig M. Bernfield   
    Its: Manager