North Carolina Proposal to amend certificate to reduce par value, increase authorized common stock and reverse stock split with Exhibit

State:
Multi-State
Control #:
US-CC-3-213F
Format:
Word; 
Rich Text
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This sample form, a detailed Proposal to Amend Certificate to Reduce Par Value, Increase Authorized Common Stock and Reverse Stock Split w/Exhibit document, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.
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  • Preview Proposal to amend certificate to reduce par value, increase authorized common stock and reverse stock split with Exhibit
  • Preview Proposal to amend certificate to reduce par value, increase authorized common stock and reverse stock split with Exhibit
  • Preview Proposal to amend certificate to reduce par value, increase authorized common stock and reverse stock split with Exhibit
  • Preview Proposal to amend certificate to reduce par value, increase authorized common stock and reverse stock split with Exhibit
  • Preview Proposal to amend certificate to reduce par value, increase authorized common stock and reverse stock split with Exhibit

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FAQ

Will the reverse stock split change the par value of the share? Yes, the par value of each share will be increased proportionally to the exchange ratio, i.e. it will be multiplied by 20.

When a company completes a reverse stock split, each outstanding share of the company is converted into a fraction of a share. For example, if a company declares a one for ten reverse stock split, every ten shares that you own will be converted into a single share.

Reverse stock splits are proposed by company management and are subject to consent from the shareholders through their voting rights.

Although these moves were part of AMC's plan to avoid bankruptcy, investors have not responded well. AMC was trading in the $2 range before the split and went to about $16 just after the split. The stock price then dipped below $11 after the APE conversion.

Answer. A reverse stock split is a re-capitalization that merely reduces the total number of shares of common stock outstanding by the exchange ratio established for the reverse stock split, including shares underlying outstanding stock options and warrants.

As the term implies, the reverse stock split is the conventional stock split in reverse-instead of a company amending its charter so as to have more shares authorized and outstanding, the charter is amended so as to reduce dramatically the authorized and outstanding shares.

A reverse stock split has no immediate effect on the company's value, as its market capitalization remains the same after it's executed. However, it often leads to a drop in the stock's market price as investors see it as a sign of financial weakness.

The number of outstanding shares of Common Stock will be decreased as a result of a Reverse Stock Split, but the number of authorized shares of Common Stock will not be so decreased.

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North Carolina Proposal to amend certificate to reduce par value, increase authorized common stock and reverse stock split with Exhibit