Form of Certificate of Designations. [Filed as Exhibit 3.1 to the Form 8-K respecting which this Letter Agreement is filed] ANNEX B
Form of Certificate of Designations. [SEE ATTACHED] 095331-0002-10879-Active.11560311.26 FORM OF CERTIFICATE OF DESIGNATIONS OF SERIES M COMMON STOCK EQUIVALENT OF CITIGROUP INC. Citigroup Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), in accordance with the provisions of Section 151 of the General Corporation Law of the State of Delaware thereof, does hereby certify: The board of directors of the Corporation (the “Board of Directors”) or a duly authorized committee of the Board of Directors, in accordance with the Charter and bylaws of the Corporation and applicable law, adopted the following resolution on [ , 2009] creating a series of [11,539]1 shares of Preferred Stock of the Corporation designated as “Series M Common Stock Equivalent”. RESOLVED, that pursuant to the provisions of the Charter and the bylaws of the Corporation and applicable law, a series of Preferred Stock, par value $1.00 per share, of the Corporation be and hereby is created, and that the designation and number of shares of such series, and the voting and other powers, preferences and relative, participating, optional or other rights, and the qualifications, limitations and restrictions thereof, of the shares of such series, are as follows:
Form of Certificate of Designations. Exhibit B - ......
Form of Certificate of Designations for Series A Cumulative Convertible Exchangeable Preferred Stock, $.01 par value per share (the "Preferred Stock") (4) 4.11............. Form of Certificate representing shares of the Preferred Stock (4) 4.12............. Form of Indenture between the Company and the First National Bank of Boston, as trustee, relating to the 8% Convertible Subordinated Debentures due 2005. (4) 14 EXHIBIT NUMBER EXHIBIT DESCRIPTION PAGE HEREIN OR INCORPORATED BY REFERENCE FROM 4.13............. Form of 8% Convertible Subordinated Debenture due 2005 (4) 4.14............. Retirement Savings and Investment Plan (the "RSIP"). (5) 4.15............. RSIP Summary Plan Description. (5) 4.16............. Rights Agreement, dated as of June 21, 1996, between the Company and First Chicago Trust Company of New York, as Rights Agent. (8) 10.1............. Amended 1994 Stock Incentive Plan. (3) 10.2............. Non-Employee Director Stock Option Plan. (3) 10.3............. Asset Purchase Agreement dated as of October 26, 1998 between Beazer Homes Corp., and Trafalgar House Property, Inc. (12) 10.4-7........... Amended and Restated Employment Agreements dated as of March 31, 1995: 10.4............. Xxx X. XxXxxxxx. (9)
Form of Certificate of Designations. The form of Certificate of Designations of Series A Special Stock of Xxxxxx'x Entertainment, Inc. attached to the Rights Agreement as Exhibit A is hereby amended and restated in its entirety as set forth in Exhibit A attached hereto.
Form of Certificate of Designations. “Exhibit A” of the Securities Purchase Agreement is hereby amended and restated in the form of Exhibit A attached hereto.
Form of Certificate of Designations. CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES K CONVERTIBLE PREFERRED STOCK OF ATEC GROUP, INC. ATEC Group, Inc. (the "Company"), a corporation organized and existing under the General Corporation Law of the State of Delaware, does hereby certify, that, pursuant to authority conferred upon the Board of Directors of the Company by the Certificate of Incorporation, as amended, of the Company, and pursuant to Section 151 of the General Corporation law of the State of Delaware, the Board of Directors of the Company at a meeting duly held, adopted resolutions (i) authorizing a series of the Company's previously authorized preferred stock, par value $.01 per share, and (ii) providing for the designations, preferences and relative participating, optional or other rights, and the qualifications, limitations or restrictions, thereof, of Three Million (3,000,0000) shares of Series K Convertible Preferred Stock of the Company as follows: RESOLVED, that the Company is authorized to issue three million (3,000,000) shares of Series K convertible Preferred Stock (the "Series K"), par value $.01 per share, which shall have the following powers, designations, preferences and other special rights:
Form of Certificate of Designations. VELATEL GLOBAL COMMUNICATIONS, INC. CERTIFICATE OF DESIGNATIONS OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B PREFERRED STOCK The undersigned, ____________________ and ____________________, hereby certify that:
Form of Certificate of Designations. [See attached.] FORM OF CERTIFICATE OF DESIGNATIONS, PREFERENCES, RIGHTS AND LIMITATIONS OF
