Ohio Proposed Amendment to the Certificate of Incorporation: Authorizing Up to 10,000,000 Shares of Preferred Stock with Amendment In Ohio, a proposed amendment to the certificate of incorporation includes a provision to authorize the issuance of up to 10,000,000 shares of preferred stock with an amendment. This significant change can offer various benefits and opportunities for businesses operating in this state. The preferred stock is a unique type of equity security that provides certain advantages to shareholders, such as priority in asset distribution and higher dividends compared to common stockholders. By amending the certificate of incorporation, companies gain the ability to issue and allocate preferred stock according to their specific needs and strategic goals. This proposed amendment opens up new possibilities for businesses seeking alternative methods of financing, capital raising, or restructuring their ownership. By issuing preferred stock, companies can attract potential investors seeking secure investments with higher returns or achieve a specific capital structure that meets their current and future requirements. There are several types of preferred stock that a company can choose to authorize within this proposed amendment: 1. Cumulative Preferred Stock: This type of preferred stock guarantees that if dividends are not paid in a particular year, they will accumulate and must be paid before any dividends are distributed to common stockholders. 2. Non-Cumulative Preferred Stock: Unlike cumulative preferred stock, non-cumulative preferred stock does not accumulate unpaid dividends. If dividends are not paid in a given year, they do not carry over to subsequent years. 3. Convertible Preferred Stock: Companies may also choose to authorize convertible preferred stock, which allows holders to convert their preferred shares into common stock based on predetermined conversion ratios. This feature provides investors with potential upside if the company performs well and the value of its common stock increases. 4. Participating Preferred Stock: By authorizing participating preferred stock, a company enables preferred shareholders to receive both fixed dividends and additional participation in the company's profits on top of common stock dividends. This ensures preferred shareholders benefit from the overall success of the business. 5. Redeemable Preferred Stock: This type of preferred stock includes a provision enabling the issuing company to repurchase the shares from the shareholders at a predetermined price or at the discretion of the company. This feature provides flexibility to adjust the capital structure according to changing business needs. The proposed amendment to the certificate of incorporation in Ohio provides companies with the flexibility to issue and utilize preferred stock to their advantage. By naming and authorizing different types of preferred stock, businesses can tailor their capital structure, align with their strategic goals, and attract potential investors offering diverse investment preferences. This amendment presents an opportunity for companies to enhance their financial capabilities and adapt to the evolving needs of the market while ensuring the protection and rights of all shareholders.