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Document Preview Certificate of Designations |
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Title: |
Certificate of Designations |
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Date: |
2002 |
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Preview shows 7KB of 28KB total |
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Price: |
$39 |
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ID: |
#375271 |
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CERTIFICATE OF DESIGNATIONS,
PREFERENCES AND RIGHTS
of
SERIES A CONVERTIBLE PREFERRED STOCK
of
QUALITY PRODUCTS, INC.
(Pursuant to Section 151 of the
General Corporation Law of the State of Delaware)
Quality Products, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the Corporation), hereby certifies that the following resolutions were adopted by the Board of Directors of the Corporation on September 25, 2002 pursuant to authority of the Board of Directors as required by Section 151(g) of the General Corporation Law of the State of Delaware:
RESOLVED, that pursuant to the authority granted to and vested in the Board of Directors of this Corporation (the Board of Directors or the Board) in accordance with the provisions of its Certificate of Incorporation, the Board of Directors hereby authorizes a series of the Corporations previously authorized Preferred Stock, par value $.00001 per share (the Preferred Stock), and hereby states the designation and number of shares, and fixes the relative rights, preferences, privileges, powers and restrictions thereof as follows:
Series A Convertible Preferred Stock:
I. Designation and Amount
The designation of this series, which consists of 10,000 shares of Preferred Stock, is Series A Convertible Preferred Stock (the Series A Preferred Stock) and the stated value shall be One Hundred Dollars ($100) per share (the Stated Value).
II. Rank
The Series A Preferred Stock shall rank (i) senior to the Corporations common stock, par value $.00001 per share (the Common Stock); (ii) senior to any class or series of capital stock of the Corporation hereafter created (with the consent of the holders of Series A Preferred Stock obtained in accordance with Article VIII hereof) specifically ranking, by its terms, junior to the Series A Preferred Stock (collectively, with the Common Stock, Junior Securities); and (iii) junior to any class or series of capital stock of the Corporation hereafter created (with the consent of the holders of Series A Preferred Stock obtained in accordance with Article VIII hereof) specifically ranking, by its terms, senior to the Series A Preferred Stock (Senior Securities), in each case as to distribution of assets upon liquidation, dissolution or winding up of the Corporation, whether voluntary or involuntary.
III. Dividends
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