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Form Dpc - Articles Of Entity Conversion Of A Foreign Other Entity To A Domestic Business Corporation Page 2

ARTICLE III

State the total number of shares and par value, * if any, of each class of stock that the corporation is authorized to issue. All corpo-

rations must authorize stock. If only one class or series is authorized, it is not necessary to specify any particular designation.

WITHOUT PAR VALUE

WITH PAR VALUE

TYPE

NUMBER OF SHARES

TYPE

NUMBER OF SHARES

PAR VALUE

ARTICLE IV

Prior to the issuance of shares of any class or series, the articles of organization must set forth the preferences, limitations and rela-

tive rights of that class or series. Th e articles may also limit the type or specify the minimum amount of consideration for which

shares of any class or series may be issued. Please set forth the preferences, limitations and relative rights of each class or series and,

if desired, the required type and minimum amount of consideration to be received.

ARTICLE V

Th e restrictions, if any, imposed by the articles or organization upon the transfer of shares of any class or

series of stock are:

ARTICLE VI

Other lawful provisions, and if there are no such provisions, this article may be left blank.

Note: Th e preceding six (6) articles are considered to be permanent and may be changed only by ﬁ ling appropriate articles of amendment.

* G.L. Chapter 156D eliminates the concept of par value, however a corporation may specify par value in Article III. See G.L. Chapter

156D, Section 6.21, and the comments relative thereto.

Form Dpc - Articles Of Entity Conversion Of A Foreign Other Entity To A Domestic Business Corporation Page 2