EXHIBIT 4.1
COMMON STOCK COMMON STOCK
NUMBER OnlineTrading.com Group SHARES
OT INCORPORATED UNDER THE LAWS OF THE STATE OF FLORIDA
SEE REVERSE FOR
CERTAIN DEFINITIONS
CUSIP 682734 10 8
THIS CERTIFIES THAT
IS THE RECORD OWNER OF
FULLY PAID AND NONASSESSABLE SHARES OF THE PAR VALUE OF $.01 EACH
OF THE COMMON STOCK OF
OnlineTrading.com Group, Inc.
(hereinafter referred to as the "Corporation") transferable on the books of the
Corporation by the holder hereof in person or by duly authorized attorney upon
surrender of this Certificate properly endorsed. This Certificate is not valid
unless 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:
SECRETARY [GRAPHIC OF CORPORATE SEAL OMITTED] PRESIDENT
COUNTERSIGNED AND REGISTERED
AMERICAN STOCK TRANSFER & TRUST COMPANY (New York, N.Y.)
Transfer Agent
and Registrar
By
AUTHORIZED SIGNATURE
<PAGE>
OnlineTrading.com Group, Inc.
THE CORPORATION WILL FURNISH TO ANY SHAREHOLDER UPON REQUEST AND WITHOUT
CHARGE A FULL STATEMENT OF: (A) THE DESIGNATIONS, RELATIVE RIGHTS, PREFERENCES
AND LIMITATIONS APPLICABLE TO EACH CLASS OF CAPITAL STOCK AUTHORIZED TO BE
ISSUED; (B) THE VARIATIONS, IN RIGHTS, PREFERENCES AND LIMITATIONS DETERMINED
FOR EACH SERIES AUTHORIZED TO BE ISSUED WITHIN EACH SUCH CLASS; AND (C) THE
AUTHORITY OF THE BOARD OF DIRECTORS TO DETERMINE SUCH VARIATIONS FOR SUBSEQUENT
SERIES. REQUESTS MAY BE DIRECTED TO THE SECRETARY OF THE CORPORATION OR TO THE
TRANSFER AGENT.
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 -- (Cust)_________Custodian (Minor)_________under Uniform
Gifts to Minors Act (State)________________
Additional abbreviations may also be used though not in the above list.
For Value Received___________hereby sells, assigns and transfers unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
______________________________________
________________________________________________________________________________
(PLEASE PRINT OR TYPE NAME AND ADDRESS INCLUDING ZIP CODE OF ASSIGNEE)
______________________shares of the common stock represented by the within
Certificate and does 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:_______________________________ SIGNED:________________________________
SIGNED:________________________________
NOTICE: The signature(s) on this
assignment must conform in all
respects with the name as written upon
the face of this Certificate.
SIGNATURE(S) GUARANTEED
By:_______________________
THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (SUCH
AS BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS) WITH
MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM.
