Articles and Bylaws
Our certificate of incorporation and bylaws can be accessed through our filings located in the Company Filings portion of the
SEC website at
www.sec.gov
, and were attached as Exhibit 3.2 and Exhibit 3.4, respectively, to our Registration Statement on Form
S-1/A
filed with the SEC on July 26, 2010. Our Code of Business
Conduct and Ethics, Corporate Governance Guidelines, Board committee charters and other governance materials can be accessed on our website,
http://investor.realpage.com/governance-documents
or
https://www.realpage.com/
, by clicking on
Company, Investor Relations, Corporate Governance and then Governance Documents.
Code of Business Conduct and Ethics
Our Board has adopted a Code of Business Conduct and Ethics. The code applies to
all of our employees, officers (including our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions), directors and consultants. A copy of our Code of Business
Conduct and Ethics can be found on our website at
http://investor.realpage.com/governance-documents
or
https://www.realpage.com/
, by clicking on Company, Investor Relations, Corporate Governance and
then Governance Documents. A copy also is available without charge upon request in writing to RealPage, Inc., 2201 Lakeside Boulevard, Richardson, Texas 75082, Attn: Chief Legal Officer. We intend to disclose future amendments to
provisions of our Code of Business Conduct and Ethics, or waivers of such provisions, applicable to any principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, or
our directors on our website to the extent and in the manner permitted by Item 5.05 of Form
8-K.
Corporate Governance Guidelines
Our Board has adopted Corporate Governance Guidelines that address matters pertaining to director qualifications, director responsibilities, lead independent director responsibilities, executive sessions
of Board meetings, communications with stockholders, Board committee matters, director access to officers, employees and independent advisors, director compensation, director minimum stock ownership requirements, director orientation and continuing
education, Chief Executive Officer evaluation, management and Board succession, indemnification and director and officer insurance, and annual Board performance evaluations. A copy of the Corporate Governance Guidelines can be found on our website
at
http://investor.realpage.com/governance-documents
or
https://www.realpage.com/
, by clicking on Company, Investor Relations, Corporate Governance and then Governance Documents. A copy
also is available without charge upon request in writing to RealPage, Inc., 2201 Lakeside Boulevard, Richardson, Texas 75082, Attn: Chief Legal Officer.
Director Minimum Stock Ownership Requirements
Our Board members are encouraged to make a substantial investment in Company stock. Accordingly, our Corporate Governance Guidelines
require our directors to own a number of shares of our common stock with an aggregate value equal to at least three times their annual cash retainer within four years after joining our Board or as soon thereafter as is practicable. Our Board has
also adopted a Stock Ownership Guidelines Policy for our Chief Executive Officer as described under Executive Compensation Other Executive Compensation Consideration Executive Stock Ownership below.
Hedging, Short Sale and Pledging Policy under our Insider Trading Policy
We have adopted an Insider Trading Policy. That policy prohibits all employees, including our executive officers, and all directors and
agents from purchasing any financial instrument that is designed to hedge or offset any decrease in the market value of our securities. All employees, including our executive officers, and all of our directors and agents are also prohibited from
pledging our securities or engaging in short sales of our securities.
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