- 56 - ARTICLE V AUTHORIZED CAPITAL STOCK Section 1. Authorized Shares. The total number of shares of all classes of capital stock which the corporation shall have the authority to issue is Five Thousand (5,000) shares, of which (1) One Thousand (1,000) shares, having a par value of $.01 per share, shall be Common Stock (“Common Stock”) and (ii) Four Thousand (4,000) shares, having a par value of $.01 per share, shall be Voting Preferred Stock (“Voting Preferred Stock”). Section 2. Common Stock. * * * * * * * (b) Voting Rights. (i) Voting Power. Except as otherwise provided in Section (3)(i)(ii) of this Article V, the holders of shares of Common Stock shall be entitled to vote on all matters presented to the stockholders of the corporation. Except as otherwise provided herein or required by law, the holders of Common Stock shall vote together with the holders of shares of Voting Preferred Stock. Each share of Common Stock shall be entitled to one (1) vote per share. (ii) Voting Rights with Respect to Election or Removal of Directors. The holders of shares of Common Stock shall be entitled, voting as a separate class, to elect one (1) director of the corporation (the “Common Stock Director”). The Common Stock Director shall be removed only by a vote of the holders of a majority of the shares of Common Stock, voting as a separate class. Section 3. Voting Preferred Stock. * * * * * * * (b) Issuance and Stated Value. The shares of Voting Preferred Stock shall be issued by the corporation for their Stated Value (as defined below), in such amounts, at such times and to such persons asPage: Previous 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 Next
Last modified: May 25, 2011