The West Virginia Certificate of Designation, Preferences, and Rights of Series A Junior Cumulative Preference Stock is a legal document that outlines specific rights and preferences associated with the issuance of this class of stock by Onyx Energy Company in the state of West Virginia. Series A Junior Cumulative Preference Stock refers to a specific type of preferred stock that has junior status to other classes of preferred stock, but holds priority over common stock in terms of dividends and liquidation preferences. The key features and rights associated with the West Virginia Certificate of Designation for Series A Junior Cumulative Preference Stock include: 1. Dividend Preference: Holders of Series A Junior Cumulative Preference Stock has a preference over common stockholders when it comes to receiving dividends. If Onyx Energy Company decides to distribute dividends, the holders of this stock will receive their dividends before any dividends can be distributed to common stockholders. 2. Cumulative Dividends: If Onyx Energy Company fails to pay dividends in any given year, the unpaid dividends will accumulate and become cumulative. This means that the company must pay the unpaid dividends in future years before paying any dividends to common stockholders. 3. Liquidation Preference: In the event of liquidation or bankruptcy of Onyx Energy Company, holders of Series A Junior Cumulative Preference Stock have priority over common stockholders in claiming the remaining assets of the company. They have the right to receive their initial investment amount and any accumulated dividends before any distribution is made to common stockholders. 4. Junior Status: Series A Junior Cumulative Preference Stock holds junior status compared to other classes of preferred stock issued by Onyx Energy Company. This means that in the event of liquidation or bankruptcy, this stock has priority below any senior preferred stock or debt obligations the company may have. It's important to note that the West Virginia Certificate of Designation may exist in multiple series, depending on the specific terms and conditions agreed upon by Onyx Energy Company and its preferred stockholders. These different series could have various dividend rates, conversion rights, redemption provisions, and other preferences that distinguish them from one another. However, the Series A Junior Cumulative Preference Stock outlined above is just one example of the types of certificates that may be issued by Onyx Energy Company.