Connecticut Amended and Restated Certificate of Incorporation of CMI Corporation is a legal document that outlines the structure, rights, and responsibilities of CMI Corporation as a corporate entity in the state of Connecticut. This certificate is a crucial administrative document that provides information about the corporation's formation, purpose, stock structure, and governance. Keywords: Connecticut, Amended and Restated Certificate of Incorporation, CMI Corporation, legal document, structure, rights, responsibilities, corporate entity, administrative document, formation, purpose, stock structure, governance. 1. Detailed Description of Connecticut Amended and Restated Certificate of Incorporation of CMI Corporation: The Connecticut Amended and Restated Certificate of Incorporation of CMI Corporation is a legal document that establishes CMI Corporation as a corporate entity authorized to operate in the state of Connecticut. This certificate serves as a foundation for the corporation's existence, providing crucial information regarding its organization, governance, and key operational details. 2. Purpose and Formation: The certificate outlines the purpose for which CMI Corporation has been created, including the nature of its business activities and any specific objectives it aims to achieve. Additionally, it specifies the date of incorporation and any amendments or restatements made to the initial certificate, ensuring legal compliance and reflecting the corporation's current structure. 3. Corporate Structure: The certificate describes the corporate structure of CMI Corporation, including the number of authorized shares, stock classes, and any restrictions on their transfer. It identifies the categories of shareholders and their respective voting rights, empowering them to make decisions on significant corporate matters, such as mergers, acquisitions, or amendments to the certificate itself. 4. Governance and Directors: This document provides information about the board of directors that governs CMI Corporation. It outlines the number of directors, their qualifications, and terms of service. Furthermore, it defines the powers and responsibilities of directors in managing the corporation's affairs, ensuring transparency and accountability within the organization. 5. Liability and Indemnification: The certificate may include provisions regarding the liability of shareholders, directors, and officers of CMI Corporation. It clarifies the extent to which these individuals are protected from personal liability, safeguarding their interests and encouraging participation in corporate decision-making. Additionally, indemnification provisions may be included to shield directors and officers from legal costs incurred while acting within their roles. Different Types of Amended and Restated Certificate: Depending on the circumstances and changes within CMI Corporation, there may be various types of amended and restated certificates. Some examples include: — Amendment to the Articles of Incorporation: This type of certificate is filed when a specific amendment needs to be made to the original certificate, such as changing the primary business purpose or increasing the number of authorized shares. — Restatement of the Certificate of Incorporation: A restated certificate aims to provide a comprehensive and updated version of the original certificate, incorporating all previous amendments. — Change of Corporate Name: If CMI Corporation decides to change its name, a certificate of amendment to the certificate of incorporation is filed to reflect the new legal name. It is important to consult legal professionals and refer to the relevant Connecticut state laws when drafting or amending the Amended and Restated Certificate of Incorporation for CMI Corporation.