Exhibit 3.2
CERTIFICATE OF ELIMINATION
of
SERIES A JUNIOR PARTICIPATING PREFERRED STOCK
of
MAXAR TECHNOLOGIES INC.
(Pursuant to Section 151(g) of the
Delaware General Corporation Law)
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Maxar Technologies Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (“Company”), in accordance with the provisions of Section 151(g) of the Delaware General Corporation Law (“DGCL”), hereby certifies as follows:
WHEREAS, that by resolution of the Board and by a Certificate of Designations (the “Certificate of Designations”) filed with the Secretary of State of the State of Delaware on May 13, 2019, the Company authorized the issuance of a series of 2,400,000 shares of Series A Junior Participating Preferred Stock of the Company (the “Series A Preferred”) and established the designation and the voting and other powers, preferences and relative, participating and other rights of the shares and the qualifications, limitations or restrictions thereof.
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BE IT RESOLVED, that no shares of the Series A Preferred are outstanding and that no shares of the Series A Preferred will be issued subject to the Certificate of Designations;
FURTHER RESOLVED, that pursuant to the authority conferred on the Board of Directors by, the provisions of Section 15l(g) of the DGCL, the Board hereby eliminates the Series A Preferred; and
FURTHER RESOLVED, that any officer of the Company is hereby authorized to execute and file, or cause to be executed and filed, with the Secretary of State of the State of Delaware a certificate pursuant to the DGCL setting forth these resolutions in order to eliminate from the Company’s Amended and Restated Certificate of Incorporation all matters set forth in the Certificate of Designations.
[Signature Page Follows]
IN WITNESS WHEREOF, Maxar Technologies Inc. has caused this certificate to be executed on behalf of the Company by the undersigned authorized officer this 17th day of May, 2021.
MAXAR TECHNOLOGIES INC.
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By: | /s/James C. Lee |
Name: | James C. Lee |
Title: | SVP, General Counsel and Corporate Secretary |
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