This Vinyl, 3 locking "D" ring minute book binder with matching slipcase contains a handy label holder on the spine containing a gold leaf insert with the partnership name imprinted on it. Inside cover has a pocket to hold additional important papers.
Restriction Clauses:
111 UNITS
Authorized to issue 111 Units of Membership Interest. No person may own ten percent or more of any membership interest or voting rights by the Public Health Council. Transfers, assignments or other dispositions of membership interest or voting rights must be effectuated in accordance with Public Health Law Section 2801 a(4)(b)
25102 F & H
THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ISSUED UNDER THE LIMITED OFFERING EXEMPTION PROVIDED BY SECTION 25102F OF THE CALIFORNIA CORPORATION CODE. IT IS UNLAWFUL TO CONSUMMATE A SALE OF TRANSFER OF THIS SECURITY OR ANY INTEREST THEREIN OR TO RECEIVE ANY CONSIDERATION THEREFORE WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA EXCEPT AS PERMITTED IN THE COMMISSIONERS RULES.
25102 H
IT IS UNLAWFUL TO CONSUMMATE A SALE OF TRANSFER OF THIS SECURITY OR ANY INTEREST THEREIN OR TO RECEIVE ANY CONSIDERATION THEREFORE WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA EXCEPT AS PERMITTED IN THE COMMISSIONERS RULES.
25102 F
THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ISSUED UNDER THE LIMITED OFFERING EXEMPTION PROVIDED BY SECTION 25102F OF THE CALIFORNIA CORPORATION CODE.
418C
THIS CORPORATION IS A CLOSE CORPORATION. THE NUMBER OF HOLDERS OF RECORD OF ITS SHARES OF ALL CLASSES CANNOT EXCEED 35. ANY ATTEMPTED VOLUNTARY INTER VIVOS TRANSFER WHICH VIOLATE THIS REQUIREMENT IS VOID. REFER TO ARTICLES, BYLAWS AND ANY AGREEMENTS ON FILE WITH THE SECRETARY OF THE CORPORATION FOR FURTHER RESTRICTIONS.
CA F H & C
The shares represented by this certificate have been issued under the limited offering exemption provided by section 25102F of The California Corporation Code. It is unlawful to consummate a sale of transfer of this security or any interest therein or to receive any consideration therefore without the prior written consent of The Commissioner of Corporations of the state of California except as permitted in the Commissioners Rules. This Corporation is A Close Corporation. The number of holders of record of its shares of all classes cannot exceed 35. Any attempted voluntary inter vivos transfer which violate this requirement is void. Refer to Articles, Bylaws and any agreements on file with the secretary of the Corporation for further restrictions.
CLOSE
A CLOSE CORPORATION
CORPORATE GAMING
The purported sale, assignment, transfer, pledge, or granting of any option to purchase this security or other disposition of this security is void unless approved in advance by the Nevada Gaming Commission ("Commission"). If at any time the Commission finds that an individual owner of this security is unsuitable to continue to have an involvement in gaming in this state, the owner shall immediately offer this security to the issuing corporation for purchase. The corporation shall purchase the security so offered, for cash at fair market value, within 10 days after the date of the offer. Beginning upon the date when the Commission serves notice of a determination of unsuitability pursuant to subsection 2 of NRS 3463.510 upon the corporation, it is unlawful for the unsuitable owner: (a) to pay or receive any dividend or interest upon any such security; (b) to exercise, directly or through any trustee or nominee, any voting right conferred by such a security; or (c) to receive any remuneration in any form from the corporation, for services rendered or otherwise.
DE LONG
THE CORPORATION WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS THE POWER, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTS. ANY SUCH REQUEST SHOULD BE ADDRESSED TO THE SECRETARY OF THE CORPORATION.
DE SHORT
THE CORPORATION WILL FURNISH WITHOUT CHARGE TO ANY SHAREHOLDER WHO SO REQUESTS THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTS.
NY PC
THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ISSUED BY A PROFESSIONAL SERVICE CORPORATION AND ARE SUBJECT TO THE RESTRICTIONS ON SALE AND TRANSFER PROVIDED FOR IN SECTION 1511, ARTICLE 15 OF THE NEW YORK BUSINESS CORPORATION LAW.
1933 SECURITIES ACT
THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE AACT@), OR STATE SECURITIES LAWS, BUT HAVE BEEN ISSUED OR TRANSFERRED PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT. NO DISTRIBUTION, SALE, OFFER FOR SALE, TRANSFER, DELIVERY, PLEDGE, OR OTHER DISPOSITION OF THESE SECURITIES MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH THE ACT, ANY APPLICABLE STATE LAWS, AND THE RULES AND REGULATIONS OF THE SECURITIES AND EXCHANGE COMMISSION AND STATE AGENCIES PROMULGATED THEREUNDER.
Texas Close
In Addition to any matter required or permitted to be stated on a certificate representing shares by this Act or other law, each certificate representing shares issued by a close corporation must state conspicuously on its face or the back: These shares are issued by a close corporation as defined by the Texas Business. Corporation Act. Under that Act, a shareholders' agreement may provide for management of a close corporation by the shareholders or in other ways different from an ordinary corporation. This may subject the holder of this certificate to certain obligations and liabilities not otherwise imposed on shareholders of an ordinary corporation. On any sale or transfer of these shares, the transferor is obligated to deliver to the transferee a complete copy of any shareholders' agreements.
Blue Skys
THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ISSUED UNDER THE LIMITED OFFERING EXEMPTION PROVIDED BY SECTION 25102(F) OF THE CALIFORNIA CORPORATIONS CODE. THIS SECURITY HAS NOT BEEN REGISTERED AND QUALIFIED PURSUANT TO THE RELEVANT PROVISIONS OF FEDERAL AND STATE SECURITIES OR BLUE SKY LAWS, OR IF AN EXEMPTION FROM SUCH REGISTRATION OR QUALIFICATION IS APPLICABLE.
Georgia Clause
The shares evidenced by this certificate have not been registered under the Securities Act of 1933, as amended (the AFederal Act@), in reliance upon the exemption from registration provided by section 4(2) of the Federal Act and have not been registered under the securities laws of applicable States in reliance upon applicable exemptions from registration under the securities laws of such States. These shares have been acquired for investment purposes only and may not be offered for sale, hypothecated, sold or transferred, nor will any assignee or transferee thereof be recognized by the Corporation as having any interest in these shares, in the absence of (i) an effective registration statement with respect to the shares under the Federal Act and applicable State securities laws or (ii) compliance with applicable exemptions from registration under the Federal Act and applicable State securities laws. The Corporation may, if it deems appropriate in its sole discretion, require an opinion of counsel satisfactory to the Corporation that the offer, sale, hypothecation or transfer of these shares is exempt from registration under the Federal Act and applicable State securities laws.
The shares evidenced by this certificate have been issued and sold in reliance on paragraph (14) of code section 10-5-11 of the AGeorgia Uniform Securities Act of 2008" and may not be sold or transferred except in a transaction which is exempt under such act or pursuant to an effective registration under such act.
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