EX-3.3 2 dex33.htm SPECIMEN OF COMMON STOCK CERTIFICATE OF FUEL SYSTEMS SOLUTIONS, INC. Specimen of Common Stock Certificate of Fuel Systems Solutions, Inc.

Exhibit 3.3

FUEL SYSTEMS SOLUTIONS, INC.

The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:

 

TEN COM-      as tenants in common   UNIF GIFT MIN ACT-   __________Custodian___________
TEN ENT-      as tenants by the entireties         (Cust)                                 (Minor)
JT TEN-      as joint tenants with     under Uniform Gifts to Minors
     right of survivorship and     Act _________________________
     not as tenants in common                                 (State)
        
       UNIF TRF MIN ACT-   ________Custodian (until age _____)
             (Cust)
         ___________ under Uniform Transfers
             (Minor)
         to Minors Act __________________
                 (State)

Additional abbreviations may also be used though not in the above list.

 

FOR VALUE RECEIVED, _____________________________________ hereby sell, assign and transfer(s) unto

  

 

PLEASE INSERT SOCIAL SECURITY OR

OTHER IDENTIFYING NUMBER OF ASSIGNEE

    
 
       

 

  
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE OF ASSIGNEE)

 

  
  
  
Shares of the Common Stock represented by the within Certificate, and do(es) hereby irrevocably constitute and appoint
  
Attorney to transfer the said stock on the books of the within named Corporation with full power of substitution in the premises.

 

Dated            X     
      X     
        NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME(s) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.
SIGNATURE(S) GUARANTEED:    
By           
  THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION, (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.      

Until the Separation Time (as defined in the Rights Agreement referred to below), this certificate also evidences and entitles the holder hereof to certain Rights as set forth in a Rights Agreement, dated as of June 27, 2006 (as such may be amended from time to time, the “Rights Agreement”), between Fuel Systems Solutions, Inc. (the “Company”) and Mellon Investor Services LLC, as Rights Agent, the terms of which are hereby incorporated herein by reference and a copy of which is on file at the principal executive offices of the Company. Under certain circumstances, as set forth in the Rights Agreement, such Rights may be redeemed, may become exercisable for securities or assets of the Company or securities of another entity, may be exchanged for shares of Common Stock or other securities or assets of the Company, may expire, may become void (if they are “Beneficially Owned” by an “Acquiring Person” or an Affiliate or Associate thereof, as such terms are defined in the Rights Agreement, or by any transferee of any of the foregoing) or may be evidenced by separate certificates and may no longer be evidenced by this certificate. The Company will mail or arrange for the mailing of a copy of the Rights Agreement to the holder of this certificate without charge after the receipt of a written request therefor.

KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, OR DESTROYED THE CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE.


COMMON STOCK    COMMON STOCK

FUEL SYSTEMS SOLUTIONS, INC.

C

 

INCORPORATED UNDER THE

LAWS OF THE STATE OF DELAWARE

    

SEE REVERSE FOR

CERTAIN DEFINITIONS

CUSIP

This Certifies that

  

is the record holder of

FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK, $.001 PAR VALUE, OF

FUEL SYSTEMS SOLUTIONS, INC.

transferable on the books of the Corporation by the holder hereof in person or by duly authorized attorney upon the surrender of this certificate properly endorsed. This certificate is not valid until countersigned by the Transfer Agent and registered by the Registrar.

WITNESS the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers.

Dated:

 

LOGO    LOGO    LOGO
SECRETARY       CHIEF EXECUTIVE OFFICER
     

COUNTERSIGNED AND REGISTERED

MELLON INVESTOR SERVICES LLC

TRANSFER AGENT AND REGISTRAR

AUTHORIZED SIGNATURE