Maryland Proposed Amendment to Article 4 of Certificate of Incorporation to Authorize Issuance of Preferred Stock The state of Maryland has put forth a proposed amendment to Article 4 of the certificate of incorporation, which would allow companies to issue preferred stock. This amendment aims to provide businesses with greater flexibility in their capital structure by introducing a new class of stock that holds certain advantages over common stock. Preferred stock is a type of equity security that lies between common stock and corporate bonds. It offers investors the potential for higher returns compared to common stock, along with more stability and protection during times of financial distress. The proposed amendment seeks to grant companies the authority to issue such stock, expanding their financing options and potentially attracting a wider pool of investors. There are different types of preferred stock that could be authorized under this proposed amendment. These types include: 1. Cumulative Preferred Stock: This type of preferred stock grants shareholders the right to receive any missed dividends in the future, typically before any dividends are paid to common shareholders. If a company is unable to pay dividends during a certain period, they accrue and become payable when the financial situation improves. 2. Convertible Preferred Stock: Convertible preferred stock provides shareholders with the option to convert their preferred shares into a predetermined number of common shares. This allows investors to participate in any potential appreciation of the company's value, while maintaining the benefits of preferred stock. 3. Participating Preferred Stock: With participating preferred stock, shareholders receive dividends in addition to the fixed dividend rate. If the company distributes dividends to common shareholders, participating preferred stockholders are entitled to receive extra dividends based on a predetermined formula. 4. Voting Preferred Stock: This type of preferred stock grants shareholders the right to vote on certain matters, just like common stockholders. While the amendment does not specify voting rights, it would allow companies to include such provisions in their preferred stock offerings. To view the full text and content of the Maryland Proposed Amendment to Article 4 of the certificate of incorporation, including the specific language and changes being proposed, please refer to the provided copy of the amendment. This document will detail the exact modifications to Article 4 and give insights into the extent and impact of the proposed changes. Overall, the Maryland Proposed Amendment to Article 4 of Certificate of Incorporation to Authorize Issuance of Preferred Stock aims to enhance the flexibility and financing options available to businesses in the state. By allowing the issuance of preferred stock, companies can diversify their investor base, attract new capital, and potentially strengthen their financial standing.