<PAGE>   1

                                                                    EXHIBIT 3.1

                         TENTH AMENDMENT TO AGREEMENT OF

           LIMITED PARTNERSHIP OF SUMMIT PROPERTIES PARTNERSHIP, L.P.


         THIS TENTH AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF SUMMIT
PROPERTIES PARTNERSHIP, L.P. (the "Amendment") is dated as of June 18, 1997, and
entered into by and among Summit Properties Inc., a Maryland corporation (the
"Company"), and the persons whose names are set forth on Exhibit A attached
hereto (the "Limited Partners").

         WHEREAS, the Company and the Limited Partners are partners of Summit
Properties Partnership, L.P., a Delaware limited partnership (the
"Partnership"), pursuant to an Agreement of Limited Partnership dated as of
January 29, 1994, as previously amended (as previously amended, the
"Agreement"); and

         WHEREAS, in accordance with Section 14.1 of the Agreement, the Partners
have approved this Amendment by written consent.

         NOW, THEREFORE, in accordance with the provisions of Section 14.1 of
the Agreement and for other good and valuable consideration the Partners hereby
amend the Agreement by adding the following Article 16 to the end of the
Agreement.

                                   ARTICLE 16
             CONSOLIDATION, MERGER OR SALE OF ASSETS OF THE COMPANY

         Section 16.1  Triggering Events

         For the purposes of this Article 16, each of the following events shall
be deemed to be a "Triggering Event": (w) if the Company consolidates with, or
merges into, any other Person, and the Company is not the continuing or
surviving corporation of such consolidation or merger, (x) if any Person
consolidates with, or merges into, the Company, and the Company is the
continuing or surviving corporation of such consolidation or merger and, in
connection with such consolidation or merger, all or part of the outstanding
REIT Shares are converted into stock or other securities of any other Person or
cash or any other property, (y) if any Person becomes the Beneficial Owner (as
hereinafter defined) of 33.3% or more of the outstanding REIT Shares or (z) if
the Company sells or otherwise transfers (or one or more of its Subsidiaries
sells or otherwise transfers) to any Person or Persons, in one or more
transactions, assets aggregating more than 50% of the value of the assets (based
on either the fair market value of the assets or cash flow generated by the
assets) of the Company or the Partnership. "Beneficial Owner" means any Person
who, together with such Person's Affiliates (as defined in Rule 12b-2 of the
Securities Exchange Act of 1934 as in effect on the date this Article 16 shall
be adopted (including any rules and regulations thereunder) (the "Exchange
Act")) and associates (as defined in Rule 12b-2 of the Exchange Act), (i) would
be considered a "beneficial owner" under Rule 13d-3 of the 




<PAGE>   2

Exchange Act, other than (A) as a result of a revocable proxy given in response
to a proxy or consent solicitation made pursuant to, and in accordance with, the
Exchange Act or (B) as would not be reportable by such Person on Schedule 13D
under the Exchange Act, (ii) has entered into any agreement, arrangement or
understanding (whether or not in writing), for the purpose of acquiring, owning,
voting (except pursuant to a revocable proxy or consent solicitation made
pursuant to, and in accordance with, the Exchange Act) or disposing of REIT
Shares or (iii) has the right to acquire (whether such right is exercisable
immediately or only after the passage of time or upon the satisfaction of
conditions) REIT Shares pursuant to any agreement, arrangement or understanding
(whether or not in writing) or upon the exercise of conversion rights, exchange
rights, rights, warrants or options or otherwise.

         Section 16.2  From and After the Occurrence of a Triggering Event

         Effective on the date of each Triggering Event, the Redemption Right
shall be adjusted as provided in this Section 16.2.

         A. From and after the occurrence of a Triggering Event (each such
occurrence, a "Trigger Occurrence") and until the occurrence, if any, of a
subsequent Triggering Event (in which case a further adjustment shall be made
pursuant to this Section 16.2), each and every reference contained in this
Agreement to a "REIT Share" or "REIT Shares" shall be deemed to be a reference
to a share or shares, respectively (each, a "Replacement Share"; collectively,
"Replacement Shares"), of: (i) if, as a result of any Triggering Event, all of
the REIT Shares are converted solely into Registered Common Stock (as
hereinafter defined), such Registered Common Stock and (ii) in all other cases,
the common stock, or, if such Person shall have no common stock, the equity
securities or other equity interests having power to control or direct the
management (the "Common Stock") of (a) in the event of a Triggering Event
described in clause (w) or (x) of the first sentence of Section 16.1, (1) the
Person that is the issuer of any securities into which the REIT Shares are
converted in such merger or consolidation, or, if there is more than one such
issuer, the issuer who has the highest Market Capitalization (as hereinafter
defined) and (2) if no securities are so issued, the Person that is the other
party to such merger or consolidation, or if there is more than one such Person,
the Person who has the highest Market Capitalization or (b) in the event of a
Triggering Event described in clause (y) or (z) of the first sentence of Section
16.1, the Person that is the party becoming the Beneficial Owner of the largest
percentage of the outstanding REIT Shares or receiving the largest portion of
the value of assets (with such value determined based on either the fair market
value of the assets or the cash flow generated by the assets) transferred
pursuant to such transaction or transactions, or, if each Person that is a party
to such transaction or transactions or if the Person becoming the Beneficial
Owner of the largest portion of the REIT Shares or receiving the largest portion
of the assets cannot be determined, whichever Person has the highest Market
Capitalization; provided, however, that in any such case, (1) if the Common
Stock of such Person is not at such time and has not been continuously over the
preceding twelve-month period registered ("Registered Common Stock") under



<PAGE>   3

Section 12 of the Exchange Act, or such Person is not a corporation, and such
Person is a direct or indirect Subsidiary of another Person that has Registered
Common Stock outstanding, "Replacement Shares" shall mean shares of the Common
Stock of such other Person; (2) if the Common Stock of such Person is not
Registered Common Stock or such Person is not a corporation, and such Person is
a direct or indirect Subsidiary of another Person but is not a direct or
indirect Subsidiary of another Person which has Registered Common Stock
outstanding, "Replacement Shares" shall mean shares of the Common Stock of the
ultimate parent entity of such first-mentioned Person; (3) if the Common Stock
of such Person is not Registered Common Stock or such Person is not a
corporation, and such Person is directly or indirectly controlled by more than
one Person, and one of such other Persons has Registered Common Stock
outstanding, "Replacement Shares" shall mean shares of the Common Stock of
whichever of such other Persons is the issuer having the highest Market
Capitalization; and (4) if the Common Stock of such Person is not Registered
Common Stock or such Person is not a corporation, and such Person is directly or
indirectly controlled by more than one Person, and none of such other Persons
have Registered Common Stock outstanding, "Replacement Shares" shall mean shares
of the Common Stock of whichever ultimate parent entity is the corporation
having the highest aggregate shareholders' equity or, if no such ultimate parent
entity is a corporation, shall be deemed to refer to shares of the Common Stock
of whichever ultimate parent entity is the entity having the greatest net
assets. Any issuer of "Replacement Shares" shall be referred to as an "Issuer".
"Market Capitalization" means the dollar figure equal to the product of the
number of shares of Common Stock issued and outstanding on the date of the
Trigger Occurrence in question, on a fully diluted basis, not held by Affiliates
(as defined under the Exchange Act) multiplied by the Average Trading Price (as
hereinafter defined). The holders of a majority of the Partnership Units held by
the Limited Partners (excluding the Partnership Units held by the General
Partner) may, within 90 days after the occurrence of a Triggering Event
described in clause (y) of the first sentence of Section 16.1, waive, in
writing, the adjustment to the Redemption Right provided for in this Section
16.2; provided, that (i) the Redemption Right shall remain in full force and
effect as provided in Section 8.6, (ii) such election shall be binding on all of
the Limited Partners and (iii) if the adjustment to the Redemption Right has
previously been waived pursuant to this sentence, a new Triggering Event shall
be deemed to occur each time a Person who is the Beneficial Owner of at least
33.3% of the outstanding REIT Shares becomes the Beneficial Owner of an
additional 2% or more of the outstanding REIT Shares.

         B. From and after a Trigger Occurrence, the "Conversion Factor" shall
be adjusted by multiplying the "Conversion Factor" existing on the day
immediately prior to such Trigger Occurrence as follows: (i) if the REIT Shares,
as a result of the Trigger Occurrence, have been converted solely into the right
to receive Registered Common Stock, by the number of shares of Registered Common
Stock which the holder of a single REIT Share was entitled to receive as a
result of the Trigger Occurrence or (ii) in all other cases, by a fraction, the
numerator of which shall be the Average Trading Price of a REIT Share as of such
Trigger Occurrence and the 


<PAGE>   4

denominator of which shall be the Average Trading Price of a Replacement Share
as of such Trigger Occurrence. Following a Trigger Occurrence, the Conversion
Factor shall be further adjusted as set forth in the definition of "Conversion
Factor" contained in Article 1 of this Agreement and as provided in this Section
16.2.

         C. For the purpose of any computation hereunder, the "Average Trading
Price" per share of Common Stock on any date shall be deemed to be the average
of the daily closing prices per share of such shares for the ten consecutive
trading days immediately prior to the third trading day prior to such date;
provided, however, in the event the Triggering Event occurs as part of a series
of related transactions which also includes a tender offer, the ten trading day
period shall be the ten consecutive trading day period immediately prior to the
day REIT Shares are accepted for payment pursuant to such tender offer;
provided, however, further, if prior to the expiration of such requisite ten
trading day period the issuer announces either (A) a dividend or distribution on
such shares payable in such shares or securities convertible into such shares or
(B) any subdivision, combination or reclassification of such shares, then,
following the ex-dividend date for such dividend or the record date for such
subdivision, as the case may be, the "Average Trading Price" shall be properly
adjusted to take into account such event. The closing price for each day shall
be, if the shares are listed and admitted to trading on a national securities
exchange, as reported in the principal consolidated transaction reporting system
with respect to securities listed on the principal national securities exchange
on which such shares are listed or admitted to trading or, if such shares are
not listed or admitted to trading on any national securities exchange, the last
quoted price or, if not so quoted, the high bid price in the over-the-counter
market, as reported by the NASDAQ National Market System or such other system
then in use, or, if on any such date such shares are not quoted by any such
organization, the average of the closing bid and asked prices as furnished by a
professional market maker making a market in such shares selected by the holders
of a majority of the Partnership Units held by the Limited Partners (excluding
the Partnership Units held by the General Partner). If such shares are not
publicly held or not so listed or traded or if, for the ten days prior to such
date, no market maker is making a market in such shares, the Average Trading
Price of such shares on such date shall be deemed to be the fair value of such
shares as determined as set forth in Section 16.2.D. The term "trading day"
shall mean, if such shares are listed or admitted to trading on any national
securities exchange, a day on which the principal national securities exchange
on which such shares are listed or admitted to trading is open for the
transaction of business or, if such shares are not so listed or admitted, a
Business Day.

         D. In the event that on the date of a Trigger Occurrence, the shares of
a Person are not publicly held or not so listed or traded or if, for the ten
days prior to such date, no market maker is making a market in the shares of a
Person, the Average Trading Price of the shares of such Person shall be the fair
value of the shares as determined in good faith by the holders of a majority of
the Partnership Units held by the Limited Partners (excluding the Partnership
Units held by the General Partner) and 


<PAGE>   5

by the General Partner, which determination shall be binding on all of the
Limited Partners. If the holders of a majority of the Partnership Units held by
the Limited Partners (excluding the Partnership Units held by the General
Partner) and General Partner have not agreed on the fair value of the shares and
executed and delivered between them an agreement setting forth the same within
twenty (20) days after the Trigger Occurrence in question, then either the
General Partner or the holders of a majority of the Partnership Units held by
the Limited Partners (excluding the Partnership Units held by the General
Partner) may notify the other that they or it desire to invoke the following
arbitration procedure:

                  (1) Notice of the holders of a majority of the Partnership
         Units held by the Limited Partners (excluding the Partnership Units
         held by the General Partner) or by the General Partner of such parties'
         intention to seek arbitration shall be delivered to the other parties
         within ten (10) days, after which all parties shall, in good faith,
         attempt to agree on a single arbitrator to determine the fair value of
         the shares (the "Arbitrator"). If the holders of a majority of the
         Partnership Units held by the Limited Partners (excluding the
         Partnership Units held by the General Partner) and the General Partner
         have not agreed on the Arbitrator within ten (10) days after the giving
         of the Arbitration Notice, then either party, on behalf of both, may
         apply to the local office of the American Arbitration Association or
         any organization which is the successor thereof (the "AAA") for
         appointment of the Arbitrator, or, if the AAA shall not then exist or
         shall fail, refuse or be unable to act such that the Arbitrator is not
         appointed by the AAA within ten (10) days after application therefor,
         then either party may apply to any court of competent jurisdiction in
         the State of North Carolina (the "Court") for the appointment of the
         Arbitrator and the other party shall not raise any question as to the
         Court's full power and jurisdiction to entertain the application and
         make the appointment. The date on which the Arbitrator is appointed, by
         the agreement of the parties, by appointment by the AAA or by
         appointment by the Court, is referred to herein as the "Appointment
         Date". If any Arbitrator appointed hereunder shall be unwilling or
         unable, for any reason, to serve, or continue to serve, a replacement
         arbitrator shall be appointed in the same manner as the original
         Arbitrator.

                  (2) The arbitration shall be conducted in accordance with the
         then prevailing commercial arbitration rules of the AAA, modified as
         follows:

                           (i) To the extent that any statute imposes
                  requirements different than those of the AAA in order for the
                  decision of the Arbitrator to be enforceable in the courts of
                  the State of North Carolina, such requirements shall be
                  complied with in the arbitration.

                           (ii) The Arbitrator shall be disinterested and
                  impartial, shall not be affiliated with the Limited Partners,
                  the General Partner or their 


<PAGE>   6

                  Affiliates and shall have at least ten (10) years experience
                  in the market in which the applicable Person transacts the
                  majority of its business.

                           (iii) Before hearing any testimony or receiving any
                  evidence, the Arbitrator shall be sworn to hear and decide the
                  controversy faithfully and fairly by an officer authorized to
                  administer an oath and a written copy thereof shall be
                  delivered to each of the Limited Partners and the General
                  Partner.

                           (iv) Within twenty (20) days after the Appointment
                  Date, the holders of a majority of the Partnership Units held
                  by the Limited Partners (excluding the Partnership Units held
                  by the General Partner) and the General Partner shall deliver
                  to the Arbitrator two (2) copies of their respective written
                  determinations of the fair value of the shares (each, a
                  "Determination") together with such affidavits, appraisals,
                  reports and other written evidence relating thereto as the
                  submitting party deems appropriate. After the submission of
                  any Determination, the submitting party may not make any
                  additions to or deletions from, or otherwise change, such
                  Determination or the affidavits, appraisals, reports and other
                  written evidence delivered therewith. If either party fails to
                  so deliver its Determination within such time period, time
                  being of the essence with respect thereto, such party shall be
                  deemed to have irrevocably waived its right to deliver a
                  Determination and the Arbitrator, without holding a hearing,
                  shall accept the Determination of the submitting party as the
                  fair value of the shares. If each party submits a
                  Determination with respect to the fair value of the shares
                  within the twenty (20) day period described above, the
                  Arbitrator shall, promptly after its receipt of the second
                  Determination, deliver a copy of each party's Determination to
                  the other party.

                           (v) Not less than ten (10) days nor more than twenty
                  (20) days after the earlier to occur of (x) the expiration of
                  the twenty (20) day period provided for in clause (iv) of this
                  subparagraph or (y) the Arbitrator's receipt of both of the
                  Determinations from the parties (such earlier date is referred
                  to herein as the "Submission Date") and upon not less than
                  five (5) days notice to the parties, the Arbitrator shall hold
                  one or more hearings with respect to the determination of the
                  fair value of the shares. The hearings shall be held in the
                  Charlotte metropolitan area of North Carolina at such location
                  and time as shall be specified by the Arbitrator. Each of the
                  parties shall be entitled to present all relevant evidence and
                  to cross-examine witnesses at the hearings. The Arbitrator
                  shall have the authority to adjourn any hearing to such later
                  date as the Arbitrator shall specify, provided that in all
                  events all hearings with respect to the determination of the
                  fair value of the shares shall be concluded not later than
                  thirty (30) days after the Submission Date.



<PAGE>   7

                           (vi) The Arbitrator shall be instructed, and shall be
                  empowered only, to select as the fair value of the shares that
                  one of the Determinations which the Arbitrator believes is the
                  more accurate determination of the Average Trading Price of
                  the shares. Without limiting the generality of the foregoing,
                  in rendering his or her decision, the Arbitrator shall not add
                  to, subtract from or otherwise modify the provisions of this
                  Agreement or either of the Determinations.

                           (vii) The Arbitrator shall render his or her
                  determination as to the selection of a Determination in a
                  signed and acknowledged written instrument, original
                  counterparts of which shall be sent simultaneously to Limited
                  Partners and the General Partner, within ten (10) days after
                  the conclusion of the hearing(s) required by clause (v) of
                  this Section.

                  (3) This provision shall constitute a written agreement to
         submit any dispute regarding the determination of the Average Trading
         Price of the shares of a Person to arbitration.

                  (4) The arbitration decision, determined as provided in this
         Article, shall be conclusive and binding on the parties, shall
         constitute an "award" by the Arbitrator within the meaning of the AAA
         rules and applicable law, and judgment may be entered thereon in any
         court of competent jurisdiction.

                  (5) The Partnership shall pay all fees and expenses relating
         to the arbitration (including, without limitation, the reasonable fees
         and expenses of one counsel chosen by the holders of a majority of the
         Partnership Units held by the Limited Partners (excluding the
         Partnership Units held by the General Partner) and of experts and
         witnesses retained or called by the Limited Partners). The Limited
         Partners' counsel chosen as set forth in the preceding sentence shall
         represent the interests of all of the Limited Partners and the choice
         of counsel shall be binding on all of the Limited Partners.

         E. From and after a Trigger Occurrence, each and every reference to the
"Company" in Section 8.6 shall be deemed to be a reference to the Issuer of the
Replacement Shares. From and after a Trigger Occurrence, the Issuer shall assume
or unconditionally guaranty the performance of the General Partner's obligations
under this Agreement pursuant to an instrument in form and substance
satisfactory to the holders of a majority of the Partnership Units held by the
Limited Partners (excluding the Partnership Units held by the General Partner).
From and after a Trigger Occurrence, the "Average Trading Price" of a REIT Share
or a Replacement Share, as applicable shall be substituted for the "Value" of
the same for the purposes of determining the Cash Amount.

<PAGE>   8

         Section 16.3  Additional Issuer Covenants

                  The General Partner shall (i) not enter into an agreement with
any Person which would result in a Triggering Event unless such agreement
provides for each of the following and (ii) from and after any Trigger
Occurrence, comply with each of the following:

         A. If, on the day immediately prior to a Trigger Occurrence, the Issuer
is qualified as a REIT, then, substantially contemporaneously with such Trigger
Occurrence, the General Partner, the Issuer and its Affiliates shall enter into
such mergers, combinations, conveyances or other transactions as shall be
required to cause substantially all of the assets of the General Partner and the
Issuer and its Affiliates to be owned, leased or held directly or indirectly by
a single operating partnership in which the Limited Partners shall hold
partnership units having the rights specified by this Agreement. The agreement
governing the resulting operating partnership shall be in a form substantially
no less favorable to each of the Limited Partners than is this Agreement.

         B. From and after a Trigger Occurrence, the General Partner shall not
take any action (other than (i) paying a dividend or distribution in respect of
all of the Partnership Units that complies with Articles 5 and 13, (ii)
purchasing or disposing of any real property or other assets provided that any
single disposition of assets does not represent 10% or more of the total gross
book value of the Partnership's assets at the time of such disposition and the
Partnership shall use reasonable efforts to structure any dispositions of assets
to comply with the requirements of Section 1031 of the Code, (iii) financing,
refinancing or other repayment of any indebtedness or entering into or
terminating any guaranty of indebtedness, (iv) issuing any Units to the Company
or the General Partner in connection with a sale of securities by the Company or
the General Partner or selling any Units, including, without limitation, in
connection with a purchase of assets by the Partnership, or (v) redeeming any
Units pursuant to this Agreement), or fail to take any action, if such action or
failure to take action, would result in any Limited Partner realizing a taxable
gain, without the prior written consent of the holders of a majority of the
Partnership Units held by the Limited Partners (excluding the Partnership Units
held by the General Partner). Notwithstanding the previous sentence, if the
Issuer or the General Partner, or both, shall agree, in writing, to indemnify
each of the Limited Partners against any taxes that the Limited Partners might
incur a result of an action, or failure to take action, on the part of the
General Partner, such action, or failure to take action, shall not require the
consent of any of the Limited Partners. Further, if the General Partner is a
REIT, the General Partner shall be permitted to take any action required by the
Code or the IRS to allow the General Partner to remain a REIT without the
consent of any of the Limited Partners.

         C. From and after a Trigger Occurrence, in the event a dividend or
distribution consisting of cash or property (other than Replacement Shares) or
both is paid by the Issuer in respect of the Replacement Shares, the General
Partner shall 


<PAGE>   9

cause the Partnership to distribute, in respect of each Partnership Unit, the
same amount of cash or property the holder of a Partnership Unit would have
received had such holder exercised its Redemption Right and received Replacement
Shares prior to such dividend or distribution.

         Section 16.4  Application to Later Transactions

         This Article 16 shall apply to the initial Triggering Event and shall
continue to apply to each subsequent Triggering Event.

         Section 16.5  Waivers and Amendments

         A. The provisions of this Article 16 may be waived only upon the
written consent of the holders of a majority of the Partnership Units held by
the Limited Partners (excluding the Partnership Units held by the General
Partner and its Affiliates).

         B. This Article 16 shall only be amended as provided in Section 14.1.D
of this Agreement and shall be deemed included in such section for all purposes.

         Except as expressly amended by the foregoing Article 16, or as may be
necessary to effect the intent of the parties hereto as evidenced by this
Amendment, all other terms of the Agreement are hereby ratified and confirmed
and shall remain in full force and effect.


                  [Remainder of page intentionally left blank]



<PAGE>   10


         IN WITNESS WHEREOF, the parties hereto have executed this Amendment as
of the date first above written.

                                   GENERAL PARTNER:

                                   SUMMIT PROPERTIES INC.


                                   By:  /s/ Michael G. Malone
                                        ---------------------------------------
                                            Michael G. Malone
                                            Senior Vice President


                                   LIMITED PARTNERS:

                                   Those Persons listed on Exhibit A attached 
                                   hereto

                                   By:  Summit Properties Inc., their attorney-
                                        in-fact


                                   By:  /s/ Michael G. Malone
                                        ---------------------------------------
                                            Michael G. Malone
                                            Senior Vice President



<PAGE>   11

                                   EXHIBIT A

John & Patricia Ackerman                     Patrick Bailey, Jr.
1818 Manor Hill                              352 Eastover Road
St. Louis, MO  63141                         Charlotte, NC  28207





Kenneth M. Barnes                            Jr. Trustee JH Barnhardt
3516 Brunswick Court                         2331 Rock Creek Drive
Winston-Salem, NC  27104                     Charlotte, NC  28226





Sadler H. Barnhardt                          Thomas M. Barnhardt
2123 Hastings Drive                          600 Llewellyn Place
Charlotte, NC  28207                         Charlotte, NC  28207





James H. & Sybil Blumenberg                  Charles C. Bollinger
2 Kehrsboro Court                            Northwest Boulevard
Chesterfield, MO  63017                      Newton, NC  28658





Douglas L. Boone                             David R. Boozer
4508 Grandfather's Lane                      107 Shoreline Drive
Charlotte, NC  28226                         Stanley, NC  28164-9750





Timothy A. Braswell                          Eugene E. Brucker
17925 Southeast Village Circle               4 Clayprice Court
Tequesta, FL  33469                          St. Louis, MO  63124





Dr. Andrew P. Collins                        John Crosland, Jr.
3115 Academy Road                            301 Colville Road
Durham, NC  27707                            Charlotte, NC  28207


<PAGE>   12


Carl T. Dedmon                               Robert W. Donaldson, Jr.
P.O. Box 1146                                2531 Forest Drive
Shelby, NC  28151                            Charlotte, NC  28211





James H. Donnewald                           Estate of Raymond Donnewald
1220 Walnut Street                           1071 Randolph
Breese, IL  62230                            Carlyle, IL  62231





B. D. Farmer, III                            M.D. James S. Forrester
3810 Silver Bell Drive                       P.O. Box 457
Charlotte, NC  28211                         Stanley, NC  28164





William A. & Cornelia D. Frank               Harvey & Cynthia P. Frohlichstein
7 Chatfield Place                            140 Executive Estates
St. Louis, MO  63141                         St. Louis, MO  63141







Robert H. Gaither                            John C. Golding
602 East Street                              3913 Beresford Road
Albemarle, NC  28001                         Charlotte, NC  28211





Rebecca H. Gordon                            Charles H. Griffin
9219 Hampton Oaks Lane                       P.O. Box 206
Charlotte, NC  28270-0452                    Marshville, NC  28103


<PAGE>   13



David E. Harrold                             William M. Herndon
209 East Lake Shore Drive                    112 Herndon Farm Road
Studio E                                     Kings Mountain, NC  28086
Chicago, IL  60611




M.D. Richard D. Hill                         K. Reid Hotaling
8405 Rego Street                             6231 Floridian Court
Charlotte, NC  28216                         Lake Worth, FL  33463





Francis J. Intagliata                        Ruthanne Jones
10666 Mentz Hill Acres                       407 Yachtclub Drive
St. Louis, MO  63128                         Rockwall, TX  75087





Donald H. Jones                              Dr. Duncan A. Killen
3101 Valencia Terrace                        1909 W. 70th Street
Charlotte, NC  28211                         Shawnee Mission, KS  66208





Richard E. Killough                          Jack Krause
16112 Weatherly Way                          433 Baker Avenue
Huntersville, NC  28078                      Webster Groves, MO  63119





Jean H. Lamb                                 Paul R. Leonard, Jr.
P.O. Box 23177                               150 Prestwood Lane
Charlotte, NC  28227                         Mooresville, NC  28115





Roger M. Lewis                               Terry G. Link
125 Scaleybark Road                          421 Hempstead Place
Charlotte, NC  28209                         Charlotte, NC  28207


<PAGE>   14



Justin F. Little                             Daniel P. McCabe
4211 Chevington Road                         2862 Glenwood Springs Drive
Charlotte, NC  28226                         Glenwood, MD  21738





Susan H. McDowell                            Mark L. Messerly
6009 Robin Hollow Drive                      4310 North Park Drive
Charlotte, NC  28227                         Tampa, FL  33624




Roy H. Michaux, Jr.                          Jack R. Miller
1929 Queens Road                             114 Inwood Drive
Charlotte, NC  28207                         Aiken, SC  29803-5614





Kenneth M. Murphy                            J. Frank Newton
1603 N. Mattis                               5241 Haynes Hall Place
Champaign, IL  61820                         Charlotte, NC  28270





Gordon L. Pfefferkorn                        Eugene V. Rankin
333 Pine Valley Drive                        230 Pebble Acres Drive
Winston-Salem, NC  27104                     St. Louis, MO  63141





Leroy Robinson                               Sam J. Rosenbloom
2127 Cortelyou Road                          14241 Forest Crest Drive
Charlotte, NC  28211                         Chesterfield, MO  63017

<PAGE>   15




Raymond Edgar Rowland, Jr.                   Albert F. Sloan
30 Clermont Lane                             3826 Silverbell Road
St. Louis, MO  63124                         Charlotte, NC  28211





Brant R. Snavely, Jr.                        Eloise Y. Spangler
633 W. Fourth Street                         926 Elizabeth Road
Winston-Salem, NC  27104                     Shelby, NC  28150





Emil A. Stange                               Dr. John B. Summers
2346 S. Farm Road 237                        12658 Alswell Lane
Rogersville, MO  65742-9106                  St. Louis, MO  63178





Roberta K. Symonds                           Nick Tacony
2495 W. Highway 161                          9433 Firebush Drive
Nelleville, IL  62221                        St. Louis, MO  63126





Edward D. Trevillian                         Raymond E. Rowland Revocable Trust
6816-A2 Fisher's Farm Lame                   710 S. Hamley, #21A
Charlotte, NC  28226                         Clayton, MO  63105





Robert W. Sauer Grantor Trust                Owen H. Whitfield
14300 Conway Meadows Court, East             2523 Red Fox Trail
Chesterfield, MO  63107                      Charlotte, NC  28211


<PAGE>   16



Gerald S. Workman                            Bernard A. Zimmer
P.O. Box 1325                                1324 Waxhaw-Marvin Road
Manteo, NC  27954                            Waxhaw, NC  28173





Franz J. Zimmer                              Frederick C. Hines
12033 Lazy Willow Lane                       Allen Tate Company
Charlotte, NC  28217                         6618 Fairview Road
                                             Charlotte, NC  28210




Charles W. Brown III                         Ned Curran
Altman Development Corporation               Estate of E. R. Street
115-F Venetian Drive                         2115 Rexford Road
Delray Beach, FL  33483                      Suite 100
                                             Charlotte, NC  28211



c/o Audrey F. Smith                          Thomas Mannausa
Estate of W.H.L. Smith                       Neal & Mannausa
P.O. Box 14737                               1343 Main Street
St. Louis, MO  63178                         5th Floor
                                             Sarasota, FL  34236



Phil Larmon                                  John Gray
P.K. Partners                                Summit Properties
9000 Keystone Crossing                       
Suite 560
Indianapolis, IN  46240



Ray Jones                                    Michael Malone
Summit Properties                            Summit Properties





Mary Beth Marshall                           Bill McGuire
Summit Properties                            Summit Properties

<PAGE>   17



John Moore                                   Bill Paulsen
Summit Properties                            Summit Properties





Jim Smith                                    Steve Wylie
Summit Properties                            Summit Properties





Keith Downey                                 Keith H. Kuhlman
Summit Properties Inc.                       Summit Properties Inc.
                                             777 S. Harbour Island Blvd., #980
                                             Tampa, FL  33602




Stephen F. Smoak                             Michael A. Underwood
Summit Properties Inc.                       Summit Properties Inc.





Charles Teal
The Crosland Group, Inc.
125 Scaleybark Road
Charlotte, NC  28209