EX-4.1



 





EXHIBIT 4.1




CORPORATE PROPERTY ASSOCIATES 17 — GLOBAL INCORPORATED




FORM OF 2007 DISTRIBUTION REINVESTMENT

AND STOCK PURCHASE PLAN




     1. Participation; Agent. Corporate Property Associates 17 — Global Incorporated 2007
Distribution Reinvestment and Stock Purchase Plan (“Plan”) is available to stockholders of
record of the common stock (“Common Stock”) of Corporate Property Associates 17 — Global
Incorporated (“CPA® :17 — Global” or the “Company”). Phoenix American
Financial Services, Inc. (“Phoenix American”) acting as agent for each participant in the
Plan, will apply cash distributions which become payable to such participant on shares of CPA® :17
- Global Common Stock (including shares held in the participant’s name and shares accumulated under
the Plan), to the purchase of additional whole and fractional shares of CPA® :17 — Global Common
Stock for such participant.



     2. Eligibility. Participation in the Plan is limited to registered owners of CPA® :17
- Global Common Stock. Shares held by a broker-dealer or nominee must be transferred to ownership
in the name of the stockholder in order to be eligible for this Plan. Further, a stockholder who
wishes to participate in the Plan may purchase shares through the Plan only after receipt of a
prospectus relating to the Plan, which prospectus may also relate to a concurrent public offering
of shares by CPA® :17 — Global. CPA® :17 — Global’s board of directors’ (the “Board”)
reserves the right to amend the Plan in the future to permit voluntary cash investments in Common
Stock pursuant to the Plan. A participating stockholder is not required to include all of the
shares owned by such stockholder in the Plan, but all of the distributions paid on enrolled shares
will be reinvested.



     3. Stock Purchases. In making purchases for the accounts of participants, Phoenix
American may commingle the funds of one participant with those of other participants in the Plan.
All shares purchased under the Plan will be held in the name of each participant. Purchase will be
made directly from CPA® :17 — Global at 95% of the estimated net asset value (“NAV”) per
share of CPA® :17 — Global Common Stock, as estimated by Carey Asset Management Corp. (the
“Advisor”) or another firm CPA® :17 — Global chooses for that purpose. During the offering
and until the first annual valuation of CPA® :17 — Global’s assets is received, the purchase price
will be $9.50 per share. Subsequent to the time that we begin to receive annual valuations, the
per share purchase price will be 95% of the then current NAV. NAV is determined by adding the most
recent appraised value of the real estate owned by CPA® :17 — Global to the value of CPA® :17 -
Global’s other assets, subtracting the total amount of all liabilities and dividing the difference
by the total number of outstanding shares. Phoenix American shall have no responsibilities with
respect to the market value of the CPA® :17 — Global Common Stock acquired for participants under
the Plan.



     4. Timing of Purchases. Phoenix American will make every reasonable effort to
reinvest all distributions on the day the cash distribution is paid (except where necessary to
comply with applicable securities laws) by CPA® :17 — Global. If, for any reason beyond the
control of Phoenix American, reinvestment of the distributions cannot be completed within 30 days
after the applicable distribution payment date, participants’ funds held by Phoenix American will
be distributed to the participant.



     5. Account Statements. Following the completion of the purchase of shares after each
distribution, Phoenix American will provide to each participant an account statement showing the cash
distribution, the number of shares purchased with the cash
distribution and the year-to-date and cumulative cash distributions
paid.



 









 





     6. Expenses and Commissions. There will be no direct expenses to participants for the
administration of the Plan. Administrative fees associated with the Plan will be paid by CPA® :17
- Global. In no event will any discounts on shares exceed 5%
of the fair market value of such purchased shares.



     7. Taxation of Distributions. The reinvestment of distributions does not relieve the
participant of any taxes which may be payable on such distributions.



     8. Stock Certificates. No stock certificates will be issued to a participant.



     9. Voting of Shares. In connection with any matter requiring the vote of CPA® :17 -
Global stockholders, each participant will be entitled to vote all of the whole shares held by the
participant in the Plan. Fractional shares will not be voted.



     10. Absence of Liability. Neither CPA® :17 — Global nor Phoenix American shall have
any responsibility or liability as to the value of CPA® :17 — Global’s shares, any change in the
value of, the shares acquired for any participant’s account, or the rate of return earned on, or
the value of, the interest-bearing accounts, if any, in which distributions are invested. Neither
CPA® :17 — Global nor Phoenix American shall be liable for any act done in good faith, or for any
good faith omission to act, including, without limitation, any claims of liability (a) arising out
of the failure to terminate a participant’s participation in the Plan upon such participant’s death
prior to the date of receipt of such notice, and (b) with respect to the time and prices at which
shares are purchased for a participant. NOTWITHSTANDING THE FOREGOING, LIABILITY UNDER THE U.S.
FEDERAL SECURITIES LAWS CANNOT BE WAIVED. Similarly, CPA® :17 — Global and Phoenix American have
been advised that in the opinion of certain state securities commissioners, indemnification is also
considered contrary to public policy and therefore unenforceable.



     11. Termination of Participation. A participant may terminate participation in the
Plan at any time by written instructions to that effect to Phoenix American. To be effective on a
distribution payment date, the notice of termination and termination fee must be
received by Phoenix American at least 15 days before that distribution payment date. Upon receipt
of notice of termination from the participant, Phoenix American may also terminate any
participant’s account at any time in its discretion by notice in writing mailed to the participant.




     12. Amendment, Supplement, Termination and Suspension of Plan. This Plan may be
amended, supplemented or terminated by CPA® :17 — Global at any time by the delivery of written
notice to each participant at least 10 days prior to the effective date of the amendment,
supplement or termination. Any amendment or supplement shall be effective as to the participant
unless, prior to its effective date, Phoenix American receives written notice of termination of the
participant’s account. Amendment may include an appointment by CPA® :17 — Global or Phoenix
American with the approval of CPA® :17 — Global of a successor agent, in which event such successor
shall have all of the rights and obligations of Phoenix American under this Plan. CPA® :17 -
Global may suspend the Plan at any time without notice to the participants.




     13. Governing Law. This Plan and the Authorization Card signed by the participant
(which is deemed a part of this Plan) and the participant’s account shall be governed by and
construed in accordance with the laws of the State of Maryland
provided that the foregoing choice of law shall not restrict
the application of any state’s securities laws to the sale of
shares to its residents or within such state. This Agreement cannot be
changed orally.





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