Blank Check Preferred Stock
(DE)


Summary

This blank check preferred stock template provides a preferred stock classification provision that can be used to create blank check preferred stock in Delaware. This template includes practical guidance and drafting notes. The term "blank check preferred stock" refers to a class of preferred stock that is authorized in a corporation's charter and issuable at a later date in any number of series, each with rights to be determined by a company's board without stockholder approval. Blank check preferred stock facilitates the ability of the company to adopt a "white squire" defense when faced with a hostile bid, which involves sale to a friendly party (i.e., a party that is interested in making an investment in, but presumably is not seeking to gain control of, the target) of a block of the company's capital stock. Once issued, shares of blank check preferred stock are typically convertible into shares of common stock that the holder can vote on an "as converted" basis. These shares may ...