Specimen Common Stock Certificate of KPMG Consulting, Inc.

Summary

This document is a specimen certificate representing shares of common stock in KPMG Consulting, Inc., a Delaware corporation. It certifies ownership of fully paid and non-assessable shares, which are transferable on the company's books upon proper endorsement and surrender of the certificate. The certificate is subject to Delaware law and the company's governing documents. It must be countersigned by the transfer agent to be valid. The certificate also outlines procedures for transferring shares and requirements for signature guarantees and replacement in case of loss or destruction.

EX-4.1 2 c54867a3ex4-1.txt SPECIMEN CERTIFICATE FOR SHARE OF COMMON STOCK 1 EXHIBIT 4.1 Number COMMON STOCK $0.01 PAR VALUE PER SHARE SHARES KPMG CONSULTING INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE Cusip No. 48265R109 KPMG CONSULTING, INC. SEE REVERSE FOR CERTAIN DEFINITIONS THIS CERTIFIES THAT IS THE OWNER OF FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, $0.01 PAR VALUE PER SHARE OF KPMG CONSULTING, INC. transferable in person or by duly authorized attorney on the books of the Corporation upon surrender of this certificate properly endorsed. This certificate and the shares represented hereby are issued and shall be held subject to the laws of the State of Delaware and the provisions of the Certificate of Incorporation and the By-laws of the Corporation, as amended from time to time, to which the holder by acceptance hereof assents. This certificate is not valid until countersigned and registered by the Transfer Agent and Registrar. IN WITNESS WHEREOF the Corporation has caused this certificate to be signed by the facsimile signatures of its duly authorized officers and a facsimile of its corporate seal hereunto affixed. Dated: /s/ Randolph C. Blazer PRESIDENT AND CHIEF EXECUTIVE OFFICER Countersigned and Registered: EQUISERVE TRUST COMPANY, N.A. Transfer Agent and Registrar /s/ David W. Black EXECUTIVE VICE PRESIDENT, By /s/ SECRETARY AND GENERAL COUNSEL Authorized Signature [KPMG CONSULTING, INC. CORPORATE SEAL DELAWARE] 2 KPMG CONSULTING, 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 ___________ (Cust) (Minor) TEN ENT - as tenants by the entireties under Uniform Gifts to Minors JT TEN - as joint tenants with right Act ___________________________ of survivorship and not as (State) tenants in common UNIF TRAN MIN ACT - _________ Custodian ______________ (Cust) (Minor) under Uniform Transfers to Minors Act _______________________________ (State) 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 IDENTIFYING NUMBER OF ASSIGNEE ______________________________________ | | |______________________________________|___________________________________________________________________________ ___________________________________________________________________________________________________________________ PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS INCLUDING POSTAL ZIP CODE OF ASSIGNEE ___________________________________________________________________________________________________________________ ___________________________________________________________________________________________________________________ ___________________________________________________________________________________________________________ Shares of the capital stock represented by the within Certificate, and do 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 _________________________________________________ NOTICE: THE SIGNATURE(S) TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF THE CERTIFICATE, IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT, OR ANY CHANGE WHATEVER. THE SIGNATURE(S) SHOULD 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-18 SIGNATURE(S) GUARANTEED: KEEP THIS CERTIFICATE IN A SAFE PLACE, IF LOST, STOLEN, MUTILATED OR DESTROYED, THE CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE.