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– Release Delayed ·As Of Filer Filing For·On·As Docs:Size Issuer Agent 10/30/09 Telenav, Inc. S-1¶ 47:6.1M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: S-1 Registration Statement on Form S-1 HTML 1.65M 47: COVER ¶ Comment-Response or Cover Letter to the SEC HTML 9K 2: EX-2.1 Merger Agreement Between Telenav, Inc. and Tnav HTML 50K Holdings, Inc. 3: EX-3.1 Form of Amended and Restated Certificate of HTML 30K Incorporation of Telenav, Inc. 4: EX-3.1.1 Certificate of Incorporation of Tnav Holdings, HTML 23K Inc., as Currently in Effect 5: EX-3.1.2 Form of Amended and Restated Certificate of HTML 88K Incorporation of Tnav Holdings, Inc. 6: EX-3.1.3 Seventh Amended and Restated Certificate of HTML 85K Incorporation of Telenav, Inc. 7: EX-3.2 Form of Amended and Restated Bylaws of Telenav, HTML 140K Inc. 8: EX-3.2.1 Bylaws of Tnav Holdings, Inc., as Currently in HTML 74K Effect 9: EX-3.2.2 Second Amended and Restated Bylaws of Telenav, HTML 74K Inc. 10: EX-4.2 Fifth Amended and Restated Investors' Rights HTML 225K Agreement 11: EX-10.1 Form of Indemnification Agreement HTML 83K 22: EX-10.10 Severance Agreement and General Release HTML 49K 23: EX-10.10.1 Amendment to the Severance Agreement and General HTML 27K Release 24: EX-10.11 Industrial/R&D Lease HTML 258K 25: EX-10.11.1 First Amendment to the Industrial/R&D Lease HTML 25K 26: EX-10.13 Sprint Master Application and Services Agreement HTML 426K 27: EX-10.13.1 Amendment to the Sprint Master Application and HTML 61K Services 28: EX-10.14 License and Service Agreement HTML 367K 29: EX-10.14.1 First Amendment to the License and Service HTML 27K Agreement 30: EX-10.14.2 Second Amendment to the License and Service HTML 21K Agreement 31: EX-10.14.3 Fourth Amendment to the License and Service HTML 28K Agreement 32: EX-10.14.4 Sixth Amendment to the License and Service HTML 29K Agreement 33: EX-10.16 Data License Agreement HTML 100K 34: EX-10.16.1 Third Amendment to the Data License Agreement HTML 44K 43: EX-10.16.10 Territory License No.6 HTML 65K 44: EX-10.16.11 Territory License No.7 HTML 55K 35: EX-10.16.2 Fourth Amendment to the Data License Agreement HTML 37K 36: EX-10.16.3 Fifth Amendment to the Data License Agreement HTML 23K 37: EX-10.16.4 Seventh Amendment to the Data License Agreement HTML 67K 38: EX-10.16.5 Eight Amendment to the Data License Agreement HTML 21K 39: EX-10.16.6 Territory License No.1 HTML 64K 40: EX-10.16.7 Territory License No.2 HTML 51K 41: EX-10.16.8 Territory License No.3 HTML 54K 42: EX-10.16.9 Territory License No.5 HTML 53K 12: EX-10.2 1999 Stock Option Plan HTML 182K 13: EX-10.3 2002 Executive Stock Option Plan HTML 103K 14: EX-10.4 2009 Equity Incentive Plan HTML 220K 15: EX-10.5 Employment Agreement - Miller HTML 43K 16: EX-10.5.1 Amended and Restated Employment Agreement HTML 72K 17: EX-10.6 Employment Agreement - Hillberg HTML 46K 18: EX-10.6.1 Amended and Restated Employment Agreement HTML 71K 19: EX-10.7 Employment Agreement - Wahla HTML 43K 20: EX-10.8 Employment Agreement - Jin HTML 72K 21: EX-10.9 Form of Employment Agreement HTML 71K 45: EX-21.1 List of Subsidiaries of Telenav, Inc. HTML 13K 46: EX-23.1 Consent of Independent Registered Public HTML 15K Accounting Firm
Certificate of Incorporation of TNAV Holdings, Inc., as currently in effect |
CERTIFICATE OF INCORPORATION OF
TNAV Holdings, Inc.
ARTICLE I
The name of the corporation is TNAV Holdings, Inc. (the “Company”).
ARTICLE II
The address of the Company’s registered office in the State of Delaware is 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808, County of New Castle. The name of its registered agent at such address is Corporation Service Company.
ARTICLE III
The purpose of the Company is to engage in any lawful act or activity for which corporations may be organized under the Delaware General Corporation Law, as the same exists or as may hereafter be amended from time to time.
ARTICLE IV
This Company is authorized to issue one class of shares to be designated Common Stock. The total number of shares of Common Stock the Company has authority to issue is 10,000,000 with par value of $0.001 per share.
ARTICLE V
The name and mailing address of the incorporator are as follows:
Wilson Sonsini Goodrich & Rosati, P.C.
650 Page Mill Road
ARTICLE VI
In furtherance and not in limitation of the powers conferred by statute, the board of directors of the Company is expressly authorized to make, alter, amend or repeal the bylaws of the Company.
ARTICLE VII
Elections of directors need not be by written ballot unless otherwise provided in the bylaws of the Company.
ARTICLE VIII
To the fullest extent permitted by the Delaware General Corporation Law, as the same exists or as may hereafter be amended from time to time, a director of the Company shall not be personally liable to the Company or its stockholders for monetary damages for breach of fiduciary duty as a director. If the Delaware General Corporation Law is amended to authorize corporate action further eliminating or limiting the personal liability of directors, then the liability of a director of the Company shall be eliminated or limited to the fullest extent permitted by the Delaware General Corporation Law, as so amended.
The Company shall indemnify, to the fullest extent permitted by applicable law, any director or officer of the Company who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (a “Proceeding”) by reason of the fact that he or she is or was a director, officer, employee or agent of the Company or is or was serving at the request of the Company as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans, against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with any such Proceeding. The Company shall be required to indemnify a person in connection with a Proceeding initiated by such person only if the Proceeding was authorized by the Board.
The Company shall have the power to indemnify, to the extent permitted by the DGCL, as it presently exists or may hereafter be amended from time to time, any employee or agent of the Company who was or is a party or is threatened to be made a party to any Proceeding by reason of the fact that he or she is or was a director, officer, employee or agent of the Company or is or was serving at the request of the Company as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans, against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with any such Proceeding.
Neither any amendment nor repeal of this Article, nor the adoption of any provision of this Certificate of Incorporation inconsistent with this Article, shall eliminate or reduce the effect of this Article in respect of any matter occurring, or any cause of action, suit or claim accruing or arising or that, but for this Article, would accrue or arise, prior to such amendment, repeal or adoption of an inconsistent provision.
ARTICLE IX
Except as provided in Article VIII above, the Company reserves the right to amend, alter, change or repeal any provision contained in this Certificate of Incorporation, in the manner now or hereafter prescribed by statute, and all rights conferred upon stockholders herein are granted subject to this reservation.
I, the undersigned, as the sole incorporator of the Company, have signed this Certificate of Incorporation on October 8, 2009.
/s/ Rachel Liu |
Rachel Liu |
Incorporator |
This ‘S-1’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 10/30/09 | None on these Dates | ||
10/8/09 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 10/26/20 Telenav, Inc. 10-K/A 6/30/20 12:1.4M Donnelley … Solutions/FA 8/21/20 Telenav, Inc. 10-K 6/30/20 113:16M 11/27/09 SEC UPLOAD¶ 9/28/17 1:109K TeleNav, Inc. |