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

State:
Multi-State
County:
Queens
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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How to fill out Queens New York Proposal To Amend Certificate To Reduce Par Value, Increase Authorized Common Stock And Reverse Stock Split With Exhibit?

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FAQ

For example: For a 1-for-2 reverse stock split, enter 1 in the New Shares field and 2 in the Old Shares field. Open the account you want to use. Click Enter Transactions. In the Enter Transaction list, select Stock Split. Use this dialog to record the split. Click a link below for more information. Transaction date.

Stock splits are generally not taxable, as the cost basis per share is updated to reflect the new stock structure and price so that the total market value is the same. Since you did not make any gains on the stock split, no taxes are owed.

When a company's stock splits, the change in the par value is offset by a corresponding change in the number of shares so the total par value remains the same. The total stockholders' equity is unaffected by the stock split and no entries are recorded.

No journal entry is recorded for a stock split. Instead, the company prepares a memo entry in its journal that indicates the nature of the stock split and indicates the new par value. The balance sheet will reflect the new par value and the new number of shares authorized, issued, and outstanding after the stock split.

Immediately after the reverse split, the stock price will rise tenfold to $10 per share. That will leave your smaller position still worth the same amount since 100 shares multiplied by $10 per share equals $1,000.

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.

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.

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.

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.

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.

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