Before the Session
During the Session
- Why does a company file an Amended & Restated Certificate of Incorporation in connection with a funding round?
- How many shares of stock must a company authorize in its Amended & Restated Certificate of Incorporation?
- What are the main things that an Amended & Restated Certificate of Incorporation covers?
- What is the difference between cumulative and non-cumulative dividends?
- What are some common protective provisions in the document?
- What’s a liquidation preference?
- When is preferred stock typically automatically convertible into common stock?
- In addition to the provisions about stock, what else might an Amended & Restated Certification of Incorporation include?
- Anecdotes and war stories (e.g., about a near-disaster or a tough negotiation)
- General practice tips (dos and don’ts)
- Firm-specific guidance and practices
After the Session
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