The Massachusetts Certificate of Designation outlines the specific details, preferences, and rights associated with the Series B Junior Cumulative Convertible Preference stock of Onyx Energy Company. This document functions as a legally binding agreement between shareholders and the company, providing a comprehensive understanding of the stock's characteristics. Keywords: Massachusetts, Certificate of Designation, preferences, rights, Series B, junior cumulative convertible preference stock, Onyx Energy Company. The Massachusetts Certificate of Designation for Onyx Energy Company's Series B Junior Cumulative Convertible Preference stock encompasses various features, including: 1. Voting Rights: Shareholders holding Series B stock are entitled to vote on matters affecting the company, following the predetermined guidelines established in the Certificate. These rights may differ from those of other classes of stock within Onyx Energy Company. 2. Dividend Payments: The Certificate specifies the dividend preferences and payment obligations associated with the Series B stock. This provision governs the priority and frequency of dividend distributions, providing shareholders with transparency regarding their entitlements. 3. Liquidation Preferences: In the event of the company's liquidation, the Certificate outlines the liquidation preferences and rights of Series B stockholders. This provision determines the order in which shareholders receive their share of the remaining assets, ensuring appropriate distribution. 4. Conversion Rights: The Certificate defines the terms under which Series B stockholders have the option to convert their preferred shares into a different class of stock, typically common shares, according to specific conversion ratios and conditions. This feature allows shareholders to potentially benefit from obtaining greater ownership in the company. 5. Cumulative Nature: The Series B stock is classified as cumulative, meaning that in the event the company is unable to pay the full dividends owed for a particular period, the unpaid dividends accumulate and remain payable in future periods, subject to the terms stated in the Certificate. It is important to note that while this content outlines some common features associated with the Massachusetts Certificate of Designation for Onyx Energy Company's Series B Junior Cumulative Convertible Preference stock, additional or unique designations may exist. These designations could differ based on specific requirements or amendments related to different classes of preferred stock offered by Onyx Energy Company. Therefore, it is recommended to review the relevant certificate and consult legal or financial professionals for precise and up-to-date information.