Certificate of Amendment
(Reverse Stock Split) (TX Corporation)

This Certificate of Amendment (Reverse Stock Split) (TX) template can be used by a Texas for-profit corporation to amend its certificate of formation in the event the corporation undergoes a reverse stock split and conforms to Form 424, Certificate of Amendment of the Office of the Texas Secretary of State. This template contains practical guidance and drafting notes. In addition to amending its charter documents and filing the documentation with the state, a public company undertaking a reverse stock split will need to consider the shareholder approval process, (which may involve a proxy solicitation), public disclosure under federal securities laws, and notice requirements with the major stock exchanges. For detailed guidance on conducting a reverse stock split, see Reverse Stock Split Checklist. For further guidance on Texas corporations, see Management and Indemnification (TX Corporation) and Corporation Stock and Stockholders (TX Corporation).