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 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. 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 in the Corporation represented by certificates and upon request every holder of uncertificated shares shall be entitled to have a certificate signed by, or in the name of the Corporation, by (subject to Section 4.06) the President and Chief Executive Officer (or, if the President and Chief Executive Officer is not then empowered to do so pursuant to Section 4.06, the Chairman) or a Vice President, and by the Treasurer or an Assistant Treasurer, or the Secretary or an Assistant Secretary, representing the number of shares registered in certificate form. Such certificate shall be in such form as the Board of Directors may determine, to the extent consistent with applicable law, the Certificate of Incorporation and these By-Laws. [Section 158.]

Appears in 3 contracts

Samples: Riverwood Holding Inc, Riverwood Holding Inc, Riverwood Holding 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. 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 Every holder of stock in of 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 CorporationCorporation by two authorized officers of the Corporation including, by (subject to Section 4.06) but not limited to, the President and Chairman of the Board, the Chief Executive Officer (or, if the President and Chief Executive Officer is not then empowered to do so pursuant to Section 4.06Officer, the Chairman) or President, a Vice President, and by the Treasurer or Treasurer, an Assistant Treasurer, or the Secretary or an Assistant Secretary, representing 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 in certificate form. Such certificate shall be in by one or more of such form as the Board of Directors may determine, to the extent consistent with applicable law, the Certificate of Incorporation and these By-Laws. [Section 158transfer agents and/or registrars.]

Appears in 3 contracts

Samples: Stockholders Agreement (Impax Laboratories Inc), Stockholders Agreement (Impax Laboratories Inc), Limited Liability Company Agreement (Impax Laboratories Inc)

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