South Dakota Proposal to amend certificate of incorporation to effectuate a one for ten reverse stock split
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How to fill out Proposal To Amend Certificate Of Incorporation To Effectuate A One For Ten Reverse Stock Split?
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FAQ
A company does a reverse split to increase its share price. The most common reason is to meet a requirement from a stock exchange to avoid having its shares delisted. For example, the New York Stock Exchange has rules that allow it to delist a stock that trades below $1 per share for an extended period.
As the Securities and Exchange Commission (SEC) explains, "state corporate law and a company's articles of incorporation and by-laws generally govern the company's ability to declare a reverse stock split and whether shareholder approval is required."
In a reverse stock split, proportionate adjustments are generally required to be made to the per share exercise price and the number of shares issuable upon the exercise or conversion of all outstanding options, warrants, convertible or exchangeable securities entitling the holders to purchase, exchange for, or convert ...
Listing Rule 5250(b)(4) will require companies to provide public notice of a reverse split, using a Reg FD-compliant method, no later than p.m. ET at least two business days prior to the proposed market effective date.
Although the SEC has authority over a broad range of corporate activity, state corporate law and a company's articles of incorporation and by-laws generally govern the company's ability to declare a reverse stock split and whether shareholder approval is required.
The only journal entry required for a reverse stock split is a memorandum entry to indicate that the numbers of shares outstanding have decreased. A journal entry with debits and credits are not needed since the line items on shareholders equity do not change in a reverse stock split.
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.