Exhibit 4
[Stock certificate number] [Number of shares]
______ _______
COMMON STOCK, NO PAR VALUE
MCSi, Inc.
INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND
This certifies that ________________________________ is the registered
holder of _________________________ fully paid and non-assessable shares of the
Common Stock, no par value per share, of MCSi, Inc., Dayton, Ohio (the
"Corporation"), incorporated under the laws of the State of Maryland.
The shares evidenced by this Certificate are transferable only on the
books of the Corporation by the holder of record hereof, in person or by a
duly authorized attorney or legal representative, upon surrender of this
Certificate properly endorsed. This Certificate and the shares represented
hereby are subject to all the provisions of the Articles of Incorporation and
Bylaws of the Corporation. This Certificate is not valid until countersigned
and registered by the Corporation's transfer agent and registrar.
IN WITNESS WHEREOF, the Corporation has caused this Certificate to be
executed by the facsimile signatures of its duly authorized officers and has
caused its facsimile seal to be affixed hereto.
Dated: _______________
(SEAL)
___________________________ __________________________________
Secretary President
Countersigned and Registered:
______________ REGISTRAR AND TRANSFER
COMPANY
______________ Transfer Agent
and Registrar
By:
______________________
Authorized Signature
MCSi, Inc., DAYTON OHIO
Common Stock, No Par Value
The shares represented by this Certificate are subject to limitations and
restrictions as set forth in the Articles of Incorporation ("Articles") of the
Corporation which are on file in the office of the Maryland State Department
of Assessments and Taxation, and the Bylaws of the Corporation which are on
file with the Secretary of the Corporation. The Corporation will furnish to
any stockholder upon request and without charge a full statement of the
designations, preferences, limitations and relative rights of the shares of
each class authorized to be issued. The Articles and Bylaws, inter alia: (i)
deny preemptive rights of stockholders to acquire unissued equity or debt of
the Corporation or securities convertible into any class or series of any
equity or debt of the Corporation; (ii) prohibit cumulative voting in the
election of directors; (iii) permit the Board of Directors to issue additional
shares of the Common Stock, no par value per share, and to issue shares of
preferred stock, no par value per share, without further stockholder action;
(iv) permit the Board of Directors to set the designations, rights,
preferences and limitations of the preferred stock without further
stockholder action; and (v) require prior notice to the Board of Directors in
the event of a stockholder proposal or nomination to the Board of Directors.
This notice is not an amendment or supplement to the Articles and is given
solely as notice of the existence thereof.
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 (Cust) (Minor)
entireties Under Uniform Gifts to
JT TEN -- as joint tenants with Minors Act __________
right of survivorship (State)
and not as tenants in common
Additional abbreviations may also be used though not in the above list.
For value received, _________________ hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
TAXPAYER IDENTIFYING NUMBER OF ASSIGNEE
_____________________________________
| |
|_____________________________________|
______________________________________________________________________________
(Please print or typewrite name and address including postal zip code of
assignee)
______________________________________________________________________________
______________________________________________________________________________
______________________________________________________________________________
______________________ shares of Common Stock represented by this Certificate,
and do hereby irrevocably constitute and appoint ________________ as Attorney,
to transfer the said shares on the books of the within named Corporation, with
full power of substitution.
Dated: ___________________
X ____________________________
X ____________________________
NOTICE: The signature(s) 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 _______________________________
Signature(s) must be guaranteed by
an eligible guarantor institution
(banks, stockbrokers, savings and
loans associatios and credit unions
with membership in an approved
signature guarantee medallion
program), pursuant to S.E.C. Rule
17Ad-15.
