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Industrial Services of America Inc – ‘8-A12G’ on 7/8/96

As of:  Monday, 7/8/96   ·   Accession #:  892303-96-25   ·   File #:  0-20979

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 7/08/96  Industrial Svcs of America Inc    8-A12G                 1:9K                                     Stites & Harbison/FA

Registration of a Class of Securities   —   Form 8-A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12G      Form 8-A Industrial Services of America, Inc.          5     19K 


Document Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
2Item 1. Description of Registrant's Securities to Be Registered
"Item 2. Exhibits
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================================================================= SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------------- FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ----------------------------- INDUSTRIAL SERVICES OF AMERICA, INC. (Exact Name of Registrant as Specified in its Charter) Florida 59-0172746 (State of Incorporation or (I.R.S. Employer Organization) Identification No.) 7100 Grade Lane, P.O. Box 32428 Louisville, Kentucky 40232 (Address of principal executive offices) (Zip Code) Securities to be registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which to be so registered each class is to be registered None None ------------------------- If this Form relates to the registration of a class of debt securities and is effective upon filing pursuant to General Instruction A.(c)(1), please check the following box. [ ] If this Form relates to the registration of a class of debt securities and is to become effective simultaneously with the effectiveness of a concurrent registration statement under the Securities Act of 1933 pursuant to General Instruction A.(c)(2), please check the following box. [ ] -------------------------- Securities to be registered pursuant to Section 12(g) of the Act: Common Stock, $.01 par value (Title of Class) =================================================================
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. The Registrant is authorized to issue 10,000,000 shares of Common Stock, par value $.01 per share. The holders of Common Stock are entitled to cast one vote for each share held at all stockholder meetings for all purposes, including the election of directors, and to share equally on a per share basis in such dividends as may be declared by the Board of Directors out of funds legally available therefor. Upon liquidation or dissolution, each outstanding share of Common Stock will be entitled to share equally in the assets of the Registrant legally available for distribution to stockholders, after the payment of all debts and other liabilities and any payments due to holders of shares of Preferred Stock. No holder of Common Stock has a preemptive or preferential right to purchase or subscribe for any unissued or additional authorized stock or any securities of the Registrant convertible into shares of its Common Stock. The Common Stock does not have cumulative voting rights which means that the holders of more than 50% of the Common Stock voting for the election of directors can elect 100% of the directors of the Registrant if they choose to do so. The By-Laws of the Registrant require that a majority of the issued and outstanding shares of the Registrant be represented to constitute a quorum and transact business at a stockholders' meeting. ITEM 2. EXHIBITS. The following exhibits are filed as a part of this registration statement: Exhibit Number Description of Exhibits ------- ----------------------- 1.1 -- Specimen Common Stock Certificate (attached hereto) 2.1 -- Certificate of Incorporation, and all amendments of the Registrant (incorporated herein by reference to Exhibit No. 3.1 to Form 10-KSB Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Fiscal Year Ended December 31, 1995, Commission File No. 2-31610, Filed April 1, 1996) 2.2 -- Bylaws of the Registrant (incorporated herein by reference to Exhibit No. 3.2 to Form 10-KSB Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Fiscal Year Ended December 31, 1995, Commission File No. 2- 31610, Filed April 1, 1996)
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SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized. INDUSTRIAL SERVICES OF AMERICA, INC. By: /s/ Harry Kletter ------------------------------------- Harry Kletter Chairman of the Board and President Dated: July 8, 1996
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EXHIBIT 1.1 COMMON STOCK COMMON STOCK ISA NUMBER SHARES ISA ----------- ---------- Industrial Services of America, Inc. INCORPORATED UNDER THE LAWS SEE REVERSE FOR OF THE STATE OF FLORIDA CERTAIN DEFINITIONS THIS CERTIFIES THAT is the owner of FULL-PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK OF THE PAR VALUE OF ONE CENT ($.01) EACH OF INDUSTRIAL SERVICES OF AMERICA, 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 and the shares represented thereby are issued and shall be held subject to all of the provisions of the Certificate of Incorporation, the amendments thereto and the By-Laws of the Corporation. This Certificate is not valid unless countersigned by the Transfer Agent and Registrar. IN WITNESS WHEREOF the Corporation has caused this Certificate to be signed by the facsimile signatures of its duly authorized officers and a facsimile of its corporate seal to be hereunto affixed. Dated: /s/ Roberta Kletter, Secretary /s/ Harry Kletter, President CORPORATE SEAL Countersigned by: American Securities Transfer, Inc. By ------------------------------------ Authorized Signature
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REVERSE 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 UNIF GIFT MIN ACT-........Custodian....... in common (Cust) (Minor) TEN ENT-as tenants under Uniform Gifts to by the entireties Minors Act............ JT TEN -as joint tenants (State) with right of 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, INCLUDING ZIP CODE, 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 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.

Dates Referenced Herein   and   Documents Incorporated by Reference

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Filed on:7/8/9633
4/1/96210KSB
12/31/95210KSB
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Filing Submission 0000892303-96-000025   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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