[§414-86]  Form and content of certificates. (a)  Shares may but need not be represented by certificates.  Unless thischapter or another statute expressly provides otherwise, the rights andobligations of shareholders are identical whether or not their shares arerepresented by certificates.

(b)  At a minimum each share certificate muststate on its face:

(1)  The name of the issuing corporation and that itis organized under the law of this State;

(2)  The name of the person to whom issued; and

(3)  The number and class of shares and thedesignation of the series, if any, the certificate represents.

(c)  If the issuing corporation is authorizedto issue different classes of shares or different series within a class, thedesignations, relative rights, preferences, and limitations applicable to eachclass and the variations in rights, preferences, and limitations determined foreach series (and the authority of the board of directors to determinevariations for future series) must be summarized on the front or back of eachcertificate.  Alternatively, each certificate may state conspicuously on itsfront or back that the corporation will furnish the shareholder thisinformation on request in writing and without charge.

(d)  Each share certificate:

(1)  Must be signed (either manually or in facsimile)by two officers designated in the bylaws or by the board of directors; and

(2)  May bear the corporate seal or its facsimile.

(e)  If the person who signed (either manuallyor in facsimile) a share certificate no longer holds office when thecertificate is issued, the certificate is nevertheless valid. [L 2000, c 244,pt of §1]