Common use of Certificates of Stock Clause in Contracts

Certificates of Stock. The shares of the Corporation shall be represented by certificates provided that the Board may provide by resolution or resolutions that some or all of any or all classes or series of stock shall be uncertificated shares. Every holder of stock of the Corporation represented by certificates shall be entitled to have a certificate, in such form as may be prescribed by applicable law and by the Board, representing the number of shares held by such holder registered in certificate form, and signed by, or in the name of the Corporation by two authorized officers of the Corporation including, but not limited to, the Chairman of the Board, the Chief Executive Officer, the President, a Vice President, the Treasurer, an Assistant Treasurer, the Secretary or an Assistant Secretary, certifying the number and class of shares of stock in the Corporation owned by him. Any or all of the signatures on the certificate may be a facsimile. The Board shall have the power to appoint one or more transfer agents and/or registrars for the transfer or registration of certificates of stock of any class, and may require stock certificates to be countersigned or registered by one or more of such transfer agents and/or registrars.

Appears in 3 contracts

Samples: Business Combination Agreement (Impax Laboratories Inc), Business Combination Agreement (Impax Laboratories Inc), Business Combination Agreement (Impax Laboratories Inc)

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Certificates of Stock. The shares of the Corporation shall be represented by certificates certificates, provided that the Board of Directors may provide by resolution or resolutions that some or all of any or all classes or series of the stock of the Corporation shall be uncertificated shares. Every Any such resolution shall not apply to shares represented by a certificate until each certificate is surrendered to the Corporation. Notwithstanding the adoption of such a resolution by the Board of Directors, every holder of stock of in the Corporation represented by certificates and upon request every holder of uncertificated shares shall be entitled to have a certificate, in such form as may be prescribed by applicable law and by the Board, representing the number of shares held by such holder registered in certificate form, and signed by, or in the name of the Corporation Corporation, by two authorized officers of (subject to Section 4.06) the Corporation includingPresident and Chief Executive Officer (or, but if the President and Chief Executive Officer is not limited tothen empowered to do so pursuant to Section 4.06, the Chairman of the Board, the Chief Executive Officer, the President, Chairman) or a Vice President, and by the Treasurer, Treasurer or an Assistant Treasurer, or the Secretary or an Assistant Secretary, certifying representing the number and class of shares registered in certificate form. Such certificate shall be in such form as the Board of stock in Directors may determine, to the Corporation owned by himextent consistent with applicable law, the Certificate of Incorporation and these By-Laws. Any or all of the signatures on the certificate may be a facsimile. The Board shall have the power to appoint one or more transfer agents and/or registrars for the transfer or registration of certificates of stock of any class, and may require stock certificates to be countersigned or registered by one or more of such transfer agents and/or registrars[Section 158.]

Appears in 3 contracts

Samples: Restated by Laws (Riverwood Holding Inc), Restated by Laws (Riverwood Holding Inc), Restated by Laws (Riverwood Holding Inc)

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