Utah Proposed Amendment to Article 4 of Certificate of Incorporation: Authorizing Issuance of Preferred Stock In the state of Utah, a proposed amendment to Article 4 of a company's certificate of incorporation allows for the authorization of the issuance of preferred stock. This amendment aims to provide companies with additional flexibility and options when raising capital or structuring their ownership. Preferred stock is a type of ownership interest in a corporation that carries certain advantages and preferences over common stock. By issuing preferred stock, companies can attract investors who seek a different risk and reward profile compared to traditional equity shareholders. The proposed amendment to Article 4 of the certificate of incorporation offers various potential types of preferred stock that a company may choose to issue. Some of these different types of preferred stock options include: 1. Cumulative Preferred Stock: This type of preferred stock grants shareholders the right to receive dividend payments even if the company is unable to pay them in a specific year. Unpaid dividends accumulate and must be paid in the future, ensuring preferred shareholders have priority over common stockholders. 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 feature allows investors to participate in potential future growth if they choose to convert their preferred stock into common stock. 3. Participating Preferred Stock: With participating preferred stock, shareholders receive preferential treatment in dividend payments, similar to other types of preferred stock. However, they also have the additional option to participate in the distribution of excess profits beyond their preferred dividend amount on an equal basis with common shareholders. 4. Callable Preferred Stock: Callable preferred stock gives the issuing company the right to redeem the shares at a specified price after a predetermined period. This provides flexibility for the company to potentially repurchase the preferred shares at a later stage, reducing its overall dividend obligation. Companies may choose to issue one or more of these types of preferred stock, depending on their specific financial needs and objectives. It is important for companies to carefully consider the implications and advantages of each type of preferred stock before deciding which option best suits their requirements. To view the complete text and copy of the proposed amendment to Article 4 of the certificate of incorporation in Utah, please refer to the document provided. The amendment includes the relevant language and provisions needed to authorize the issuance of preferred stock, outlining the specific rights and preferences associated with each type. In summary, the Utah proposed amendment to Article 4 of the certificate of incorporation provides companies with the opportunity to authorize the issuance of various types of preferred stock. This amendment can enhance a company's capital-raising capabilities and offer investors additional options for investment.
Utah Proposed amendment to Article 4 of certificate of incorporation to authorize issuance of preferred stock with copy of amendment
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Definition. "Oppressive conduct" means a continuing course of conduct, a significant action, or a series of actions that substantially interferes with the interests of a shareholder as a shareholder.
Definition of Corporation It is an artificial being, created operation of law, having the right of succession and the powers, attributes, and properties expressly authorized by law or incident to its existence.
To make amendments to your Utah Corporation, you must provide the completed Articles of Amendment to Articles of Incorporation (Profit) form, with the processing fee, to the Division of Corporations & Commercial Code by mail, fax or in person. If faxing your amendments, include the Fax Cover Letter.
Articles of Incorporation Utah Name of the corporation. Type of entity. Corporate purpose. Corporate mailing and street address. Name, street, and mailing address of the registered agent. Incorporator's name and address. The number of shares* authorized by the corporation and their class, rights, and restrictions.
Liability of shareholders. A shareholder of a corporation, when acting solely in the capacity of a shareholder, has no fiduciary duty or other similar duty to any other shareholder of the corporation, including not having a duty of care, loyalty, or utmost good faith.
16-10a-1501 Authority to transact business required. This applies to foreign corporations that conduct a business governed by other statutes of this state only to the extent this part is not inconsistent with those other statutes.
16-10a-601 Authorized shares. All shares of a class shall have preferences, limitations, and relative rights identical with those of other shares of the same class except to the extent otherwise permitted by this section and Section 16-10a-602.
A corporation shall keep as permanent records minutes of all meetings of its shareholders and board of directors, a record of all actions taken by the shareholders or board of directors without a meeting, and a record of all actions taken on behalf of the corporation by a committee of the board of directors in place of ...