Nassau New York Proposal to amend certificate to reduce par value, increase authorized common stock and reverse stock split with Exhibit

State:
Multi-State
County:
Nassau
Control #:
US-CC-3-213F
Format:
Word; 
Rich Text
Instant download

Description

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

How to fill out Proposal To Amend Certificate To Reduce Par Value, Increase Authorized Common Stock And Reverse Stock Split With Exhibit?

Creating legal documents, such as the Nassau Proposal to modify the certificate to lower par value, increase authorized common stock, and implement a reverse stock split along with the Exhibit, to address your legal issues can be a challenging and lengthy endeavor.

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FAQ

The loss incurred on a reverse split varies widely among companies and is influenced by market conditions. While the Nassau New York Proposal to amend certificate to reduce par value, increase authorized common stock and reverse stock split with Exhibit addresses the necessary adjustments, the actual impact on shareholder value can fluctuate. It’s important to analyze market reactions and company performance post-split. Investors should stay informed to make sound decisions.

Generally, the split must be approved by either the board of directors or shareholders, depending on the company's bylaws and state corporate law. Public companies that file with the SEC can notify shareholders about an upcoming reverse stock split with a proxy statement on forms 8-K, 10-Q, or 10-K.

What is required should an issuer choose to do a reverse stock split? Generally, a public company can declare a reverse split if it obtains the approval of its board of directors. Most often shareholder approval is not required.

A reverse stock split has no inherent effect on the company's value, with market capitalization remaining the same after it's executed. This path is usually pursued to prevent a stock from being delisted or to improve a company's image and visibility.

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.

Calculating the effects of a reverse stock split is easy. Simply divide the number of shares you own by the split ratio and multiply the pre-split share price by the same amount.

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.

Laws vary state to state, but generally speaking, any change to par value typically involves an amendment to your corporate charter (your Articles of Incorporation, or whatever the formation document is called in your state). The easiest change to make is probably switching from no par value to par value shares.

A certificate may not be amended against the will of the board of directors. Second, any amendments recommended by the board of directors must be approved by a vote of a majority of the outstanding shares of the corporation. A certificate may not be amended against the will of the majority of the stockholders.

What is FINRA's role? FINRA does not approve reverse splits, but it does process reverse stock splits as part of its functions related to company corporate actions in the OTC market. OTC companies must submit notice to FINRA 10 days prior to the record/effective date of the corporate action.

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Nassau New York Proposal to amend certificate to reduce par value, increase authorized common stock and reverse stock split with Exhibit