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Virginia Proposal to amend articles of incorporation to effect a reverse stock split of common stock and authorize a share dividend on common stock

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This sample form, a detailed Proposal to Amend the Amended and Restated Articles of Incorporation to Effect a Reverse Stock Split of Common Stock and to Authorize a Share Dividend on the Common Stock document, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.

Virginia Proposal to Amend Articles of Incorporation: Reverse Stock Split and Share Dividend In the state of Virginia, companies often propose amendments to their articles of incorporation to achieve various objectives, such as increasing shareholder value and restructuring their common stock. One common proposal is to effect a reverse stock split of common stock combined with authorizing a share dividend on common stock. A reverse stock split is a corporate action that reduces the total number of outstanding shares while proportionally increasing the share price. In this case, the proposal aims to consolidate the existing common stock by merging multiple shares into a single share, resulting in a higher stock price per share. The reverse stock split is typically implemented to enhance the company's share price, attract investors, and potentially meet minimum price requirements for exchange listings. Concurrently, the Virginia proposal also entails authorizing a share dividend on common stock. A share dividend, also known as a stock dividend, involves distributing additional shares to existing shareholders based on their current holdings. This dividend is paid in the form of additional shares rather than cash. By granting shareholders more shares, companies aim to distribute accumulated earnings back to investors while potentially increasing the liquidity and marketability of the stock. The combination of a reverse stock split and a share dividend can provide benefits to both the company and its shareholders. It allows the company to adjust its capital structure, potentially fulfill exchange requirements, and create a more attractive investment opportunity. Shareholders may benefit from an increased stock price per share and the reception of additional shares, leading to a potentially higher overall ownership stake. While the proposal to amend articles of incorporation to effect a reverse stock split of common stock and authorize a share dividend on common stock generally follows a similar framework, it should be noted that there may be variations and different types of such proposals. These variations may include different reverse stock split ratios (e.g., 1-for-2, 1-for-5) and varying share dividend percentages (e.g., 5%, 10%). The specific details of the proposal depend on the company's needs, objectives, and the regulations set forth by the Virginia State Corporation Commission. In conclusion, the Virginia proposal to amend articles of incorporation to effect a reverse stock split of common stock and authorize a share dividend on common stock is a strategic move often undertaken by companies to enhance shareholder value, meet regulatory requirements, and adjust their capital structure. By consolidating shares through a reverse stock split and distributing additional shares as a dividend, both the company and its shareholders can potentially achieve their respective goals.

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How to fill out Virginia Proposal To Amend Articles Of Incorporation To Effect A Reverse Stock Split Of Common Stock And Authorize A Share Dividend On Common Stock?

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A reverse stock split may be used to reduce the number of shareholders. If a company completes a reverse split in which 1 new share is issued for every 100 old shares, any investor holding fewer than 100 shares would simply receive a cash payment.

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 work the same way as regular stock splits but in reverse. A reverse split takes multiple shares from investors and replaces them with fewer shares. The new share price is proportionally higher, leaving the total market value of the company unchanged.

Positive. Often, companies that use reverse stock splits are in distress. But if a company times the reverse stock split along with significant changes that improve operations, projected earnings and other information important to investors, the higher price may stick and could rise further.

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.

When a reverse stock split is executed, a company cancels its current outstanding stock and distributes new shares to its shareholders in proportion to the number of shares they owned before the reverse split.

The Reverse Stock Split will not affect the number of shares of Class A Stock outstanding, nor the number of authorized shares of Preferred Stock generally; however the conversion rights of the Class A Stock into Common Stock will be automatically and proportionately adjusted in relation to the Reverse Stock Split.

A stock split does not change the value of a stock because it does not change the fundamentals or growth prospects of the underlying company.

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A holder of Common Stock who would otherwise be entitled to receive a fractional interest in a share of Common Stock as a result of the Reverse Stock Split ... Article III of the Corporation's Amended and Restated Articles of Incorporation is amended by inserting the following as Section 3.3 after Section 3.2 in the ...Articles of amendment under this subdivision are deemed to be authorized by the authorization of the original filed document or plan to which they relate and ... The shares of. Underlying Common Stock have been duly authorized and reserved for issuance upon conversion of the Capital Securities and when so issued in ... The company set forth on the signature page hereto (the "Company") intends to issue in a private placement the number of shares of a series ofits preferred ... ... Stock will receive from the Exchange Agent cash in an amount equal to the fractional share interest multiplied by the Price Per Share of Huntington Common Stock ... ... the meeting. PLEASE SIGN EXACTLY AS NAME APPEARS BELOW. ANY SHARES OF ELI LILLY AND COMPANY COMMON STOCK IN THE PLAN FOR WHICH VOTING INSTRUCTIONS ARE NOT ... Aug 4, 2023 — ... effect a Reverse Stock Split of the Company's issued and outstanding common stock as described below. The form of Reverse Stock Split amendment ... No liability for the investors (limited liability); Investment is not withdrawable until the business is shut down; Shares are transferrable. What is a ... Aug 31, 2023 — ... amendment to its articles of incorporation that authorized the issuance of additional stock. ... stock, purchase and retirement of common stock ...

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Virginia Proposal to amend articles of incorporation to effect a reverse stock split of common stock and authorize a share dividend on common stock