EX-4 6 ex4.txt CERTIFICATE ================================================================================ CERTIFICATE No. [LOGO] COMMON STOCK PAR VALUE $0.10 SHARES INCORPORATED UNDER THE LAWS OF THE STATE OF NEW JERSEY SEE REVERSE FOR CERTAIN DEFINITIONS THIS CUSIP No. ________________ CERTIFIES THAT IS THE OWNER OF FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK, PAR VALUE $0.10 PER SHARE, OF SYNERGY FINANCIAL GROUP, INC. The shares represented by this certificate are transferable only on the stock transfer books of the Corporation by the holder of record hereof, or by his duly authorized attorney or legal representative, upon the surrender of this certificate properly endorsed. This certificate and the shares represented hereby are issued and shall be held subject to all the provisions of the Certificate of Incorporation of the Corporation and any amendments thereto (copies of which are on file with the Secretary of the Corporation), and to all of these provisions the holder by acceptance hereof, assents. This certificate is not valid unless countersigned and registered by the Corporation's transfer agent and registrar. In Witness Whereof, Synergy Financial Group, Inc. has caused this certificate to be executed by the facsimile signatures of its duly authorized officers and has caused its facsimile corporate seal to be hereunto affixed. DATED: ------------------------------ ----------------------------- PRESIDENT SECRETARY SEAL ================================================================================ SYNERGY FINANCIAL GROUP, INC. The Board of Directors of the Corporation is authorized by resolution or resolutions, from time to time adopted, to provide for the issuance of serial preferred stock, $0.10 par value per share, in series and to fix and state the voting powers, designations, preferences and relative, participating, optional, or other special rights of the shares of each such series and the qualifications, limitations and restrictions thereof. The Corporation will furnish to any shareholder upon request and without charge a full description of each class of stock and any series thereof. For a period of five years from the completion of the conversion of Synergy, MHC from mutual to stock form, no person shall directly or indirectly offer to acquire or acquire the beneficial ownership of more than 10% of any class of any equity security of the Corporation except as provided in Certificate of Incorporation of the Corporation. In addition, persons beneficially owning, directly or indirectly, in excess of 10% of the then outstanding shares of the Common Stock of the Corporation (the "Limit"), will not be entitled or permitted to vote such shares in excess of the Limit and may have their voting rights reduced below the Limit. The shares represented by this Certificate may not be cumulatively voted in the election of directors of the Corporation. The affirmative vote of the holders of at least 80% of each class or series of the voting stock of the Corporation, voting separately for each class or series entitled to vote separately and together as a single class for all classes or series not entitled to vote separately, shall be required to approve certain business combinations and other transactions, pursuant to the Certificate of Incorporation or to amend certain provisions of the Certificate of Incorporation. 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 TRANS MIN ACT -_______________Custodian_______________ (Cus) (Minor) TEN ENT - as tenants by the entireties under Uniform Transfers to Minors JT TEN - as joint tenants with right of survivorship and not as tenants Act ___________________________ in common (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 ZIP CODE OF ASSIGNEE) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Shares of Common 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 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. THIS SECURITY IS NOT A DEPOSIT OR ACCOUNT AND IS NOT FEDERALLY INSURED OR GUARANTEED