Description of Capital Stock of BioEssence Corp.
This document outlines the capital stock structure of BioEssence Corp., including 100,000,000 authorized shares of common stock and 10,000,000 authorized shares of preferred stock. As of the filing date, 33,009,000 common shares are issued and outstanding, with no preferred shares issued. Common shareholders have voting rights, no cumulative voting, and share equally in assets upon liquidation. No dividends are currently planned, and there are no conversion rights for any class of shares.
Exhibit 4.2
DESCRIPTION OF SECURITIES
Capital Stock
Authorized Capital Stock
The current capital structure of the Company consists of 100,000,000 authorized shares of Common Stock, with a par value of $0.0001. As of the date of this Registration Statement, there are 33,009,000 shares of our common stock issued and outstanding to the Selling Shareholders.
Dividends
No dividends are anticipated in the near future but may change at the discretion of the Board of Directors.
Liquidation Rights
In the event of any liquidation, dissolution, or winding up of the affairs of the Company, whether voluntary or involuntary, after payment or provision for payment of the debts and other liabilities and obligations of the Company, the holders of the Common Stock of the Company will participate on a pro- rata basis in the distribution of the Company's remaining assets.
Voting Rights
Holders of shares of our common stock are entitled to one vote for each share on all matters to be voted on by the stockholders. Shares of Common Stock do not have cumulative voting rights.
Conversion Rights
Currently, the Company’s Articles do not provide conversion rights in any way for any class of the Company’s shares, common or preferred.
Preferred Stock
The Company’s Articles of Incorporation, as amended, authorize 10,000,000 shares of preferred stock. However, as of the date of this Registration Statement, there are no preferred shares issued or outstanding.
