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10-K
ICONIX BRAND GROUP, INC. filed this Form 10-K on 03/28/2019
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have the right, during such period of time and on such conditions as the Board of Directors shall prescribe, to subscribe to and purchase such shares, or securities in proportion to their respective holdings of Class A shares or Class B shares, respectively, at such price or prices as the Board of Directors may from time to time fix and as may be permitted by law.

FIFTH. The name and mailing address of each incorporator is as follows:

 

M. A. Ferrucci

 

100 West Tenth Street

Wilmington, Delaware 19801

R. F. Andrews

 

100 West Tenth Street

Wilmington, Delaware 19801

W. J. Reif

 

100 West Tenth Street

Wilmington, Delaware 19801

 

SIXTH. The name and mailing address of each person, who is to serve as a director until the first annual meeting of the stockholders or until a successor is elected and qualified, is as follows:

 

Name

 

Mailing Address

 

 

 

Gerald F. Mills

 

108 Oak Hill Drive

Sharon, Massachusetts 02067

 

 

 

Marlene Mills

 

108 Oak Hill Drive

Sharon, Massachusetts 02067

 

 

 

Fred Kushmer

 

241 Main Street

Hackensack, New Jersey 07602

 

SEVENTH. The business and affairs of the corporation shall be managed by the Board of Directors subject to any written agreements restricting the discretion of the directors pursuant to Subchapter XIV, Section 341 et seq. of the General Corporation Law of the State of Delaware entered into among a majority of the shareholders.

 

EIGHTH. Meeting of stockholders may be held within or without the State of Delaware, as the By-Laws may provide. The books of the corporation may be kept (subject to any provision contained in the statutes) outside the State of Delaware at such place or places as may be designated from time to time by the Board of Directors or in the By-Laws of the corporation. Elections of directors need not be by written ballot unless the By-Laws of the corporation shall so provide.

 

NINTH. The corporation reserves the right to amend, alter, change or repeal any provisions contained in this Certificate of in corporation, in the matter now or hereafter prescribed by statutes, and all rights conferred upon stockholders herein are granted subject to this reservation.

 

We, the undersigned, being each of the incorporators herein before named, for the purpose of forming a corporation pursuant to the General Corporation Law of the State of Delaware, do make this Certificate, hereby declaring a certifying that this is our act and deed and the facts herein stated are true and accordingly has hereunto set our hands his 26th day of December      , 1978.

 

 

 

/s/ M. A. Ferrucci

 

 

M. A. Ferrucci

 

 

 

 

 

/s/ R. F. Andrews

 

 

R. F. Andrews

 

 

 

 

 

/s/ W. J. Reif

 

 

W. J. Reif

 

 

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