EXHIBIT 3.1F
Published on August 29, 2008
Exhibit
3.1(f)
ARTICLES
OF AMENDMENT
to
AMENDED
AND RESTATED ARTICLES OF INCORPORATION
of
TANGER
FACTORY OUTLET CENTERS, INC.
THE UNDERSIGNED Corporation hereby
submits these Articles of Amendment for the purpose of amending its Amended and
Restated Articles of Incorporation.
1. The
name of the Corporation is TANGER FACTORY OUTLET CENTERS, INC.
2. Pursuant
to the authority of Section 55-6-02 of the Business Corporation Act and the
provisions of Paragraph D of Article II of the Corporation’s Amended and
Restated Articles of Incorporation as heretofore amended (the “Articles of
Incorporation”), the following amendment to the Articles of Incorporation was
duly adopted by the Board of Directors of the Corporation as of August 26,
2008:
Paragraph I of Article II of
the Corporation’s Amended and Restated Articles of Incorporation shall be
deleted and amended and restated in its entirety to read as
follows:
I. Class B Preferred
Shares. Prior to the issuance of Class B Preferred Shares, the
Board of Directors of the Corporation shall determine, in whole or in part, the
preferences, limitations and relative rights of the Class B Preferred Shares,
subject to the following limitations: (i) Class B Preferred Shares
may rank on a parity with or junior to Class C Preferred Shares with respect to
payment of dividends or the distribution of assets upon liquidation, dissolution
or winding-up but may not have rights or preferences with respect to
distributions or to dissolution that are prior or superior to the Class C
Preferred Shares; and (ii) the preferences, limitations and relative rights of
the Class B Preferred Shares shall not otherwise alter or abolish a preferential
right of the Class C Preferred Shares.
This the 27th day of August,
2008.
TANGER FACTORY OUTLET CENTERS,
INC.
BY: /s/
Stanley K.
Tanger
STANLEY K. TANGER, Chairman of the
Board
of Directors and Chief Executive
Officer