Republic Companies Group, Inc. Common Stock Certificate Form

Summary

This document is a form of common stock certificate for Republic Companies Group, Inc., a Delaware corporation. It certifies ownership of fully paid and non-assessable shares of the company's common stock, which are transferable on the company's books by the holder or an authorized attorney upon proper endorsement and surrender of the certificate. The certificate must be countersigned by the transfer agent and registered by the registrar to be valid. If lost, stolen, or destroyed, a replacement may require a bond. The certificate also includes standard legal abbreviations for types of ownership and transfer instructions.

EX-4.1 4 dex41.htm FORM OF COMMON STOCK CERTIFICATE Form of Common Stock Certificate

Exhibit 4.1

The Republic Group SM

REPUBLIC COMPANIES GROUP, INC.

INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE

COMMON STOCK

PAR VALUE $.01 PER SHARE

SEE REVERSE SIDE FOR

DEFINITIONS AND RESTRICTIONS

CUSIP 760349 10 0

THIS CERTIFIES THAT IS THE RECORD HOLDER OF

FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, $.01 PAR VALUE PER SHARE, OF

REPUBLIC COMPANIES GROUP, INC.

transferable only on the books of the Corporation by the holder hereof in person or by a duly authorized attorney upon surrender of this Certificate properly endorsed. This Certificate is not valid until countersigned by the-Transfer Agent and registered by the Registrar.

IN WITNESS WHERE OF, the Corporation has caused the facsimile signatures of its duly authorized officers and its facsimile sea1 to be hereunto affixed.

DATED:

COUNTERSIGNED AND REGISTERED:

MELLON INVESTOR SERVICES LLC

BY: TRANSFER AGENT AND REGISTRAR

AUTHORIZED SIGNATURE

PRESIDENT

SECRETARY

* REPUBLIC COMPANIES GROUP, INC.

CORPORATE

SEAL

DELAWARE

KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN OR DESTROYED. THE CORPORATION MAY REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE.

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

(Cust)

(Minor)

under Uniform Gifts to Minors

Act

(State)

Additional abbreviations may also be used though not in the above list.

FOR VALUE RECEIVED, hereby sell(s), assign(s) and transfer(s) 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 common stock represented by the within Certificate, and do(es) 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

Signatures Guaranteed

NOTICE: THE SIGNATURE(S) TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.

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.