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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
QUEPASA.COM, INC.
(Exact name of registrant as specified in its charter)
NEVADA 86-0879433
(State (jurisdiction) of (IRS Employer Identification
incorporation or organization) Number)
ONE ARIZONA CENTER
400 EAST VAN BUREN, FOURTH FLOOR
PHOENIX, ARIZONA
(602) 716-0106 85004
(Address of principal executive offices) (Zip Code)
If this Form relates to the registration of a class of debt securities
and is effective upon filing pursuant to General Instruction A.(c)(1), please
check the following box. [ ]
If this Form relates to the registration of a class of debt securities
and is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A.(c)(2), please check the following box. [ ]
Securities to be registered pursuant to Section 12(b) of the Act: None.
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value
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DESCRIPTION OF SECURITIES
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
Registrant's Registration Statement on Form S-1 under the Securities
Act of 1933, No. 333-74201, filed on March 10, 1999 and as amended from time to
time thereafter, is incorporated herein by reference, including specifically,
"Description of Securities", contained therein.
ITEM 2. EXHIBITS
1. 1.1 Specimen Certificate for $.001 par value common stock
of the Registrant
2. Articles of Incorporation of Registrant as amended, filed as
Exhibit 3.01 to the Registration Statement on Form S-1 under
the Securities Act of 1933, No. 333- 74201, filed on March 10,
1999 and incorporated herein by reference.
3. Bylaws of Registrant, as amended, filed as Exhibit 3.02 to the
Registration Statement on Form SB-2 under the Securities Act
of 1933, No. 333-74201, filed on March 10, 1999 and
incorporated herein by reference.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
quepasa.com, inc.
By /s/ Juan C. Galan
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Juan C. Galan
Chief Financial Officer
Date: March 15, 1999
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EXHIBIT INDEX
1. 1.1 Specimen Certificate for $.001 par value common stock
of the Registrant
2. Articles of Incorporation of Registrant as amended, filed as
Exhibit 3.01 to the Registration Statement on Form S-1 under
the Securities Act of 1933, No. 333- 74201, filed on March 10,
1999 and incorporated herein by reference.
3. Bylaws of Registrant, as amended, filed as Exhibit 3.02 to the
Registration Statement on Form SB-2 under the Securities Act
of 1933, No. 333-74201, filed on March 10, 1999 and
incorporated herein by reference.
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EXHIBIT 1.1
NUMBER QUEPASA.COM, INC.
INCORPORATED UNDER THE LAWS OF THE STATE OF NEVADA
THIS CERTIFIES THAT
IS THE OWNER OF
FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, OF
QUEPASA.COM, INC.
TRANSFERABLE ONLY ON THE BOOKS OF THE COMPANY BY THE HOLDER HEREOF IN PERSON OR
BY DULY AUTHORIZED ATTORNEY UPON SURRENDER OF THIS CERTIFICATE PROPERLY
ENDORSED. THIS CERTIFICATE AND THE SHARES REPRESENTED HEREBY ARE ISSUED AND
SHALL BE SUBJECT TO ALL THE PROVISIONS OF THE ARTICLES OF INCORPORATION, TO ALL
OF WHICH THE HOLDER BY ACCEPTANCE HEREBY ASSENTS.
IN WITNESS WHEREOF, THE COMPANY HAS CAUSED THIS CERTIFICATE TO BE SIGNED
BY ITS DULY AUTHORIZED OFFICERS AND THE FACSIMILE SEAL OF THE COMPANY TO BE
DULY AFFIXED HERETO.
THIS CERTIFICATE IS NOT VALID UNLESS COUNTERSIGNED BY THE TRANSFER AGENT AND
REGISTRAR.
DATED:
QUEPASA.COM,INC.
[CORPORATE SEAL]
NEVADA
SECRETARY PRESIDENT
COUNTERSIGNED:
CORPORATE STOCK TRANSFER, INC.
370 - 17TH STREET, SUITE 2350, DENVER, COLORADO 80202 BY
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TRANSFER AGENT AUTHORIZED SIGNATURE
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QUEPASA.COM, INC.
CORPORATE STOCK TRANSFER, INC.
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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
TEN ENT -- as tenants by the entireties
JT TEN -- as joint tenants with right of survivorship and not as
tenants in common
UNIF GIFT MIN ACT -- Custodian for
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(Cust.) (Minor)
under Uniform Gifts to Minors
Act of
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(State)
Additional abbreviations may also be used though not in the above list.
For value received hereby sell, assign and transfer unto
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PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
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Please print or type name and address of assignee
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--------------------------------------------------------------------Shares
of the Common Stock represented by the within Certificate and do hereby
irrevocably constitute and appoint
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Attorney to transfer the said stock on the books of the within named
Corporation, with full power of substitution in the premises.
Dated 19
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SIGNATURE GUARANTEED: X
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X
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THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON
THE FACE OF THIS CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR
ENLARGEMENT OR ANY CHANGE WHATSOEVER. 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.
