Form of Certificate of Common Stock

EX-4.1 5 c63211a2ex4-1.txt FORM OF CERTIFICATE OF COMMON STOCK EXHIBIT 4.1 COMMON SHARES COMMON SHARES [LAWSON SOFTWARE LOGO] ----------------- CUSIP 520780 10 7 ----------------- See reverse for certain definitions LAWSON SOFTWARE, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE THIS CERTIFIES THAT is the owner of FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK, $0.01 PAR VALUE, OF LAWSON SOFTWARE, INC. 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 & Registrar. IN WITNESS WHEREOF, the said Corporation has caused this certificate to be signed by its duly authorized officers. Dated: /s/ BRUCE B. MCPHEETERS /s/ JOHN J. COUGHLAN SECRETARY PRESIDENT AND CHIEF EXECUTIVE OFFICER COUNTERSIGNED AND REGISTERED: U.S. BANK, N.A. MILWAUKEE, WISCONSIN TRANSFER AGENT AND REGISTRAR BY: AUTHORIZED SIGNATURE 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 Gift to Minors Act ____________________ JT TEN - as joint tenants with right of (State) survivorship 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 IDENTIFYING NUMBER OF ASSIGNEE -------------------------------------- -------------------------------------------------------------------------------- PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS 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 ----------------------------------- ----------------------------------- NOTICE: THE SIGNATURE TO THE 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. SIGNATURE GUARANTEED BY: