Below you will find the most frequently asked questions about Taubman investing. Click on any of the questions below to view the response on the right.

Where is Taubman Centers’ stock listed and how do I invest?

Taubman Centers is a REIT that is publicly traded on the New York Stock Exchange. Investments in shares of stock can be made through a registered broker or through our transfer agent, Computershare Shareowner Services or 1.888.877.2889.

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What are the symbols and CUSIP numbers for Taubman Centers’ common and cumulative preferred stocks?

The symbols and CUSIP numbers are as follows:

Taubman Centers, Inc. common stock (TCO): 876664103

Taubman Centers, Inc. Series J Cumulative Preferred Shares (TCO Pr J): 876664608

Taubman Centers, Inc. Series K Cumulative Preferred Shares (TCO Pr K): 876664707

Note: the conventions for looking up preferred stocks vary on different websites and may not conform to the symbols above.

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Is there a minimum investment in Taubman Centers?

There is no minimum investment in Taubman Centers. An investor may make a purchase of as little as one share of common stock through the direct share purchase program administered by Computershare Shareowner Services. More information about this plan is available at 1.888.877.2889 or on the Computershare Shareowner Services website. Any minimum purchase in a brokerage account is subject to applicable minimums in effect at the particular broker. In both cases – directly through Computershare or indirectly through a registered broker – fees and/or commissions may apply.

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Is there a maximum investment in Taubman Centers?

Taubman Centers’ ownership limitations and other provisions of its articles of incorporation and bylaws generally prohibit the acquisition of more than 8.23% of the value of our capital stock and may otherwise hinder any attempt to acquire us.

Under the company’s Restated Articles of Incorporation, in general, no shareowner may own more than 8.23% (the “General Ownership Limit”) in value of its "Capital Stock" (which term refers to the common stock, preferred stock and Excess Stock, as defined below). Taubman’s Board of Directors has the authority to allow a “look through entity” to own up to 9.9% in value of the Capital Stock (“Look Through Entity Limit”), provided that after application of certain constructive ownership rules under the Internal Revenue Code and rules regarding beneficial ownership under the Michigan Business Corporation Act, no individual would constructively or beneficially own more than the General Ownership Limit. A look through entity is an entity (other than a qualified trust under Section 401(a) of the Internal Revenue Code, certain other tax-exempt entities described in the Articles, or an entity that owns 10% or more of the equity of any tenant from which the company or its operating partnership, TRG, receives or accrues rent from real property) whose beneficial owners, rather than the entity, would be treated as owning the capital stock owned by such entity.

The Articles provide that if the transfer of any shares of Capital Stock or a change in Taubman’s capital structure would cause any person (“Purported Transferee”) to own Capital Stock in excess of the General Ownership Limit or the Look Through Entity Limit, then the transfer is to be treated as invalid from the outset, and the shares in excess of the applicable ownership limit automatically acquire the status of “Excess Stock.” A Purported Transferee of Excess Stock acquires no rights to shares of Excess Stock. Rather, all rights associated with the ownership of those shares (with the exception of the right to be reimbursed for the original purchase price of those shares) immediately vest in one or more charitable organizations designated from time to time by our Board of Directors (each, a “Designated Charity”). An agent designated from time to time by the Board (each, a “Designated Agent”) will act as attorney-in-fact for the Designated Charity to vote the shares of Excess Stock, take delivery of the certificates evidencing the shares that have become Excess Stock, and receive any distributions paid to the Purported Transferee with respect to those shares. The Designated Agent will sell the Excess Stock, and any increase in value of the Excess Stock between the date it became Excess Stock and the date of sale will inure to the benefit of the Designated Charity. A Purported Transferee must notify the company of any transfer resulting in shares converting into Excess Stock, as well as such other information regarding such person’s ownership of the capital stock as requested.

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Does Taubman Centers have a dividend reinvestment plan? Can I reinvest preferred shares through this plan?

Yes. There is a dividend reinvestment plan administered by Computershare Shareowner Services for common shareowners who hold their shares directly (as opposed to in a brokerage account). This service is only available for Taubman’s common stock; not its preferred stock. More information about the dividend reinvestment plan is available at 1.888.877.2889 or on the Computershare Shareowner Services website.

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How can I find out about the status of my Taubman Centers shares or dividend?

Representatives in Taubman’s investor relations area do not have access to an individual shareowner’s account information. To find out more about your holdings please contact your broker (if your shares are held in a brokerage account) or Computershare Shareowner Services (if your shares are held directly). For existing participants, Computershare can be reached at 1.888.877.2889.

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What are the “Series B” Preferred Shares?

The Series B Preferred Stock was first issued in late 1998 and is currently held by partners in the company’s operating partnership The Taubman Realty Group, (“TRG”), other than Taubman Centers, Inc. Only TRG partners can acquire shares of Series B Preferred Stock; for nominal consideration. TRG partners can acquire such number of shares of Series B Preferred Stock equal to the number of units of limited partnership in TRG (“TRG units”) that they hold. If a TRG partner tenders its TRG units for common stock under the Continuing Offer (see description in the company’s filings), it is required to redeem an equal number of shares of Series B Preferred Stock.

The Series B Preferred Stock entitles its holders to one vote per share on all matters submitted to the company’s shareowners and votes together with the common stock on all matters as a single class. In addition, the holders of Series B Preferred Stock (as a separate class) are entitled to nominate up to four individuals for election as directors. The number of individuals the holders of the Series B Preferred Stock may nominate in any given year is reduced by the number of directors nominated by such holders in prior years whose terms are not expiring

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What is a REIT?

A Real Estate Investment Trust or REIT is a company that mainly owns, and in most cases, operates income-producing real estate such as apartments, shopping centers, offices, hotels and warehouses. Some REITs also engage in financing real estate. The shares of many REITs are traded on major stock exchanges.

To qualify as a REIT, a company must have most of its assets and income tied to real estate investment and must distribute at least 90 percent of its taxable income to its shareowners annually. A company that qualifies as a REIT is permitted to deduct dividends paid to its shareowners from its corporate taxable income. (This definition is provided by the National Association of Real Estate Investment Trusts [NAREIT]. For more information, visit NAREIT’s website, www.reit.com .)

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What is an UPREIT?

Taubman Centers is structured as an Umbrella partnership REIT or UPREIT. Its Operating Partnership is The Taubman Realty Group (“TRG”).

In a typical UPREIT, the partners of the existing partnerships and a REIT become partners in a new partnership termed the Operating Partnership. For their respective interests in the Operating Partnership (“Units”), the partners contribute the properties from the existing partnership and the REIT contributes the cash proceeds from its public offering. The REIT typically is the general partner and the majority owner of the Operating Partnership.

After a period of time (often one year), the partners may enjoy the same liquidity of the REIT shareowners by tendering their Units for REIT shares. This conversion may result in the partners incurring the tax deferred at the UPREIT’s formation. (Definition provided by the National Association of Real Estate Investment Trusts [NAREIT]. For more information, visit NAREIT’s website, www.reit.com .

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What is “Funds from Operations” or “FFO?”

The National Association of Real Estate Investment Trusts (NAREIT) defines Funds from Operations (FFO) as net income (loss) (computed in accordance with Generally Accepted Accounting Principles [GAAP]), excluding gains (or losses) from extraordinary items and sales of properties, plus real estate related depreciation and after adjustments for unconsolidated partnerships and joint ventures. We believe that FFO is a useful supplemental measure of operating performance for REITs. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, we and most industry investors and analysts have considered presentations of operating results that exclude historical cost depreciation to be useful in evaluating the operating performance of REITs. We primarily use FFO in measuring performance and in formulating corporate goals and compensation.

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TCO 67.50
Change+0.00(+0%) Volume: 492,400 February 17, 2017