-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Gq9C5d1D4wY4cHAZvpycavmqaGD8PiViCNcVBDW2jUXBRqROkJryOd97yVxAl2Tz jX9GzxiqgHK/tP+BbLm87A== 0000950134-96-002753.txt : 19960612 0000950134-96-002753.hdr.sgml : 19960612 ACCESSION NUMBER: 0000950134-96-002753 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960531 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960607 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONTINENTAL MORTGAGE & EQUITY TRUST CENTRAL INDEX KEY: 0000319416 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 942738844 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10503 FILM NUMBER: 96578454 BUSINESS ADDRESS: STREET 1: 10670 N CENTRAL EXPWY STE 300 CITY: DALLAS STATE: TX ZIP: 75231 BUSINESS PHONE: 2146924700 FORMER COMPANY: FORMER CONFORMED NAME: CONSOLIDATED CAPITAL SPECIAL TRUST DATE OF NAME CHANGE: 19901122 8-K 1 FORM 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------- FORM 8-K CURRENT REPORT ------------------- Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 31, 1996 --------------------------------- (Date of earliest event reported) CONTINENTAL MORTGAGE AND EQUITY TRUST ------------------------------------------------------ (Exact name of registrant as specified in its charter) California 0-10503 94-2738844 ----------------------- ---------------- -------------------- (State of incorporation (Commission File (IRS Employer or organization) Number) Identification No.) 10670 North Central Expressway Suite 300 Dallas, Texas 75231 - ---------------------------------------- --------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (214) 692-4700 -------------- Not Applicable ------------------------------------------------------------- (Former name or former address, if changed since last report) 2 Item 5. Other Events. On May 31, 1996, the shareholders of Continental Mortgage and Equity Trust (the "Trust") approved an amendment to the Trust's Declaration of Trust which (i) repealed the limitation on the period to time which the Trust may hold investments in equity securities and (ii) repealed the limitation on the Trust's ability to invest in certain unimproved, non-income producing property. This amendment was approved at the Annual Meeting of Shareholders held on May 31, 1996. Item 7. Financial Statements and Exhibits. The following documents are filed as exhibits to this Current Report: 3 Amendment No. 3 to the Second Amended and Restated Declaration of Trust of Continental Mortgage and Equity Trust dated as of May 31, 1996. Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CONTINENTAL MORTGAGE AND EQUITY TRUST Dated: June 6, 1996 By: /s/ Randall M. Paulson --------------------------------- Randall M. Paulson President EX-3 2 AMENDED & RESTATED DECLARATION OF TRUST 1 OFFICER'S CERTIFICATE The undersigned, being the Senior Vice President of Continental Mortgage and Equity Trust (the "Trust") (formerly Consolidated Capital Special Trust), hereby certifies that the shareholders of the Trust, at the Trust's Annual Meeting of Shareholders, approved Amendment Number 3 to the Trust's Second Amended and Restated Declaration of Trust, a copy of which amendment is attached hereto as Exhibit "A". The Declaration of Trust was filed on July 29, 1987 as No. 87-212434. IN WITNESS WHEREOF, I have executed this Certificate this 31st day of May, 1996. CONTINENTAL MORTGAGE AND EQUITY TRUST /s/ ROBERT A. WALDMAN ---------------------------------------- Robert A. Waldman, Senior Vice President STATE OF TEXAS ) ) COUNTY OF DALLAS ) The foregoing Officer's Certificate was acknowledged before me this 31st day of May, 1996 by Robert A. Waldman, Senior Vice President of Continental Mortgage and Equity Trust. /s/ ALAN O. GOODRICH --------------------------------- Alan O. Goodrich [NOTARY STAMP] Notary Public, State of Texas My Commission Expires: 3-2-97 ----------- 2 EXHIBIT "A" AMENDMENT NO. 3 TO THE SECOND AMENDED AND RESTATED DECLARATION OF TRUST OF CONTINENTAL MORTGAGE AND EQUITY TRUST The Second and Amended and Restated Declaration of Trust of Continental Mortgage and Equity Trust is hereby amended as follows: (a) Section 5.3 shall be deleted and replaced in its entirety with the following: 5.3 Restrictions. The Trustees shall not: (a) invest in any foreign currency, bullion or commodities; (b) invest in contracts of sale for real estate, except in conjunction with acquisition or sale of Real Property or when held as security for Mortgages made or acquired by the Trust; (c) engage in any short sale; (d) issue warrants, options or rights to buy Shares, except as part of a ratable issue to Shareholders or as part of a public offering or as part of a financial arrangement with parties other than the Advisor or directors, Trustees, officers or employees of the Trust or the Advisor or as part of a ratable distribution to Shareholders; (e) [REPEALED EFFECTIVE MAY 31, 1996] (f) issue equity Securities of more than one class (other than convertible obligations, warrants, rights and options, and regular or residual interests in REMICs); (g) [REPEALED EFFECTIVE MAY 31, 1996] (h) make any loan to the Sponsor of the Trust, Consolidated Capital Equities Corporation, the Advisor or any of their Affiliates; 3 (i) engage in trading as compared with investment activities, or engage in the business of underwriting or agency distribution of Securities issued by others, but this prohibition shall not prevent the Trust from selling participations or interests in Mortgage Loans or Real Property or from selling or pledging a pool of notes receivable from property sales or selling interests in REMICs or CMOs; (j) invest more than 10% of total Trust assets in Junior Mortgage Loans, excluding Wrap- Around Mortgage Loans; (k) acquire Securities in any company holding investments or engaging in activities prohibited by this Section; (l) issue "redeemable securities," as defined in Section 2(a) (32) of the Investment Company Act of 1940, "face-amount certificates of the installment type" as defined in Section 2(a) (15 ) thereof and "periodic payment plan certificates" as defined in Section 2(a) (27) thereof; (m) purchase insurance either through or from any Affiliate; (n) purchase any Real Property on which the total real estate commission paid by the Trust to anyone exceeds 6% of the total purchase price, or sell any Real Property on which the total real estate commission paid by the Trust to anyone exceeds 5% of the total sales price; (o) purchase, sell or lease any Real Properties or Mortgages to or from the Sponsor, Consolidated Capital Equities Corporation, the Advisor or any of their Affiliates, including any investor program in which any of the foregoing may also be a general partner or sponsor; or (p) issue convertible or non-convertible debt securities (other than interests in REMICs and CMOs) to the public unless the historical cash flow of the Trust or the substantiated future cash flow of the Trust, excluding extraordinary items, is sufficient to cover the interest on the debt securities. -----END PRIVACY-ENHANCED MESSAGE-----