Exhibit 1A-16

CERTIFIED RESOLUTION OF THE BOARD OF DIRECTORS OF LM CAPITAL REAL ESTATE INVESTMENT TRUST LLC ESTABLISHING AND DESIGNATING THE RELATIVE RIGHTS AND PREFERENCES OF SERIES A PREFERENCE SHARES

LM Capital Real Estate Investment Trust, LLC (the “Company”) hereby certifies that the following resolution was adopted by the Company’s Board of Directors on June 26, 2023.

WHEREAS, the present name of the Company is LM Capital Real Estate Investment Trust, LLC;

WHEREAS, the identification number assigned to the Company by the Delaware Secretary of State is 7324165; and

WHEREAS, the Company’s Board of Directors (the “Board”) has concluded to designate a new series of Preference Shares, “Series A Preference Shares,” fix the number of shares of such Series A Preference Shares and determine the voting and other rights, preferences, privileges and restrictions granted to or imposed upon such Series A Preference Shares.

Holders of Series A Preference Shares, shall be entitled to receive, when, as and if declared by the Board out of funds legally available for the purpose, quarterly distributions payable in cash, commencing on the first Quarterly Distribution Payment Date after the first issuance of a share of Series A Preference Shares, in an amount per share (rounded to the nearest cent) equal to the greater of $0.00.

Each share of Series A Preference Shares shall entitle the holder thereof to:

The Company shall not permit any new or current shareholder of the Company to purchase or otherwise acquire for consideration any of the Series A Preference Shares of the Company. The Company shall not permit any holder of Series A Preference Shares of the Company to sell or transfer away any of the Series A Preference Shares to any new or current shareholder of the Company.

Upon any liquidation, dissolution or winding up of the Company, voluntary or otherwise, the Company’s Series A Preference Shares shall be deemed as having no value, and be null and void.

In case the Company shall enter into any consolidation, merger, combination or other transaction the Company’s Series A Preference Shares shall be deemed as having no value, and be null and void.

The Company’s Series A Preference Shares shall only be redeemable by the Company at a price of $0.001 per Share.

The Company’s Series A Preference Shares shall rank, with respect to the payment of dividends and the distribution of assets upon liquidation, dissolution or winding up, junior to all series of any other class of the Company’s Shares (Common and Preference).

At any time any of the Company’s Series A Preference Shares are outstanding, the Articles of Formation of the Company shall not be amended in any manner which would materially alter or change the powers, preferences or special rights of the Company’s Series A Preference Shares so as to affect them adversely without the affirmative vote of the holders of at least two-thirds of the outstanding Common Shares of the Company, voting separately as a single class.

The Company’s Series A Preference Shares may not be issued in fractions of a share.

IT IS SO RESOLVED:

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