The Harris Texas Certificate of Designation is a legal document that outlines the specific rights, preferences, and designations associated with the Series A Junior Cumulative Preference Stock issued by Onyx Energy Company, a Texas-based energy company. This certificate plays a crucial role in defining the characteristics and privileges of this particular class of stock. The Series A Junior Cumulative Preference Stock holds various advantages and rights that differentiate it from other types of stock offered by Onyx Energy Company. Some key features and designations include: 1. Cumulative Dividends: The Series A stockholders are entitled to receive dividends on a cumulative basis, meaning if dividends are not paid in any previous periods, they will accrue and be paid before any dividends can be distributed to the common stockholders. 2. Junior Position: The Series A stock carries a junior position compared to other classes of preferred and common stock. In the event of bankruptcy or liquidation, these stockholders have a lower priority for receiving assets compared to senior stockholders. 3. Preference in Dividend Payments: The Series A stockholders are given a preference over common stockholders when dividends are declared. They will receive a fixed dividend amount before any dividends can be distributed to the common stockholders. 4. No Voting Rights: Unlike common stock, Series A stockholders generally do not possess voting rights in the company's affairs. They do not have the ability to vote on matters such as electing board members or approving corporate actions. 5. Conversion Rights: The certificate may also outline any provisions for converting Series A stock into another class of stock or securities, providing stockholders with an opportunity to adjust their investment strategy based on market conditions or company developments. It's important to note that while this description focuses on the Series A Junior Cumulative Preference Stock of Onyx Energy Company, there may be other classes of preferred stock with different designations, preferences, and rights outlined in their respective Harris Texas Certificates of Designation. These might include Series B, C, or other designated classes of preferred stock, each with its own unique characteristics and privileges as established by the company and reflected in the relevant certificate.