Certificate

EX-4.1 4 a08-30602_1ex4d1.htm EX-4.1

Exhibit 4.1

 

 

Certificate

WILSHIRE BANCORP, INC.

Shares

**A-XX**

INCORPORATED UNDER THE LAWS OF THE STATE OF CALIFORNIA

**XX**

 

Fixed Rate Cumulative Perpetual Preferred Stock, Series A

 

 

No Par Value Per Share

 

 

($1,000 Liquidation Preference Per Share)

 

 

THIS IS TO CERTIFY THAT ** SPECIMEN ** is the owner of XXXXXXXXXXXXX (XXX) fully paid and non- assessable shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, no par value per share, liquidation preference $1,000 per share, of

 

WILSHIRE BANCORP, INC.

 

transferable only by the holder in person or by duly authorized attorney, upon surrender of this Certificate properly endorsed.

 

The Company has caused this Certificate to be signed by its duly authorized officers on                       , 20         .

 

 

 

 

Steven Koh

 

Alex Ko

Chairman

 

Chief Financial Officer

 

THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS. SEE REVERSE SIDE.

 



 

THE SECURITIES REPRESENTED BY THIS INSTRUMENT ARE NOT SAVINGS ACCOUNTS, DEPOSITS OR OTHER OBLIGATIONS OF A BANK AND ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENTAL AGENCY.

 

THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT WHILE A REGISTRATION STATEMENT RELATING THERETO IS IN EFFECT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT OR SUCH LAWS. EACH PURCHASER OF THE SECURITIES REPRESENTED BY THIS INSTRUMENT IS NOTIFIED THAT THE SELLER MAY BE RELYING ON THE EXEMPTION FROM SECTION 5 OF THE SECURITIES ACT PROVIDED BY RULE 144A THEREUNDER. ANY TRANSFEREE OF THE SECURITIES REPRESENTED BY THIS INSTRUMENT BY ITS ACCEPTANCE HEREOF (1) REPRESENTS THAT IT IS A “QUALIFIED INSTITUTIONAL BUYER” (AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT), (2) AGREES THAT IT WILL NOT OFFER, SELL OR OTHERWISE TRANSFER THE SECURITIES REPRESENTED BY THIS INSTRUMENT EXCEPT (A) PURSUANT TO A REGISTRATION STATEMENT WHICH IS THEN EFFECTIVE UNDER THE SECURITIES ACT, (B) FOR SO LONG AS THE SECURITIES REPRESENTED BY THIS INSTRUMENT ARE ELIGIBLE FOR RESALE PURSUANT TO RULE 144A, TO A PERSON IT REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT THAT PURCHASES FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (C) TO THE ISSUER OR (D) PURSUANT TO ANY OTHER AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND (3) AGREES THAT IT WILL GIVE TO EACH PERSON TO WHOM THE SECURITIES REPRESENTED BY THIS INSTRUMENT ARE TRANSFERRED A NOTICE SUBSTANTIALLY TO THE EFFECT OF THIS LEGEND.

 

FOR VALUE RECEIVED, I hereby sell, assign and transfer unto

 

(Printed name, street address, city, state and ZIP code of Assignee)

the amount of

 

Share(s) of the stock represented by the within

(Number of shares)

 

Certificate, and do hereby irrevocably constitute and appoint

 

(Printed name)

as my Attorney to transfer the stock on the books of the within named Company with full power of substitution in the premises.

 

Date:

 

 

Signature:

 

 

 

Printed Name:

 

In the Presence of:

 

Signature:

 

 

 

Printed Name: