Clean Slate, Inc. – IPO: ‘S-1/A’ on 10/15/96 – EX-4

As of:  Tuesday, 10/15/96   ·   Accession #:  950116-96-1100   ·   File #:  333-11505

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Initial Public Offering (IPO):  Pre-Effective Amendment to Registration Statement (General Form)   —   Form S-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1/A       Pre-Effective Amendment to Registration Statement     85    471K 
                          (General Form)                                         
 2: EX-4        Exhhibit 4.1                                           2     11K 
 3: EX-5        Opinion re: Legality                                   1      9K 
 5: EX-10       Exhibit 10.8                                         102    342K 
 7: EX-10.10    Contract Between Bahia and Desenbanco                 14     55K 
 4: EX-10.7     License Agreement                                      3     13K 
 6: EX-10.9     Private Deed of Agreement                              6     24K 
 8: EX-11       Statement re: Computation of Earnings Per Share        2     11K 
 9: EX-23.1     Consent of Pannell Kerr Forster Pc                     1      7K 
10: EX-99.1     Consent of Joseph K. Meyer                             2      7K 
11: EX-99.2     Consent of H.R. Shepherd                               2      7K 

EX-4   —   Exhhibit 4.1

EX-4
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VITECH
VA                                                                              

VITECH AMERICA, INC.

INCORPORATE UNDER THE LAWS OF THE STATE OF FLORIDA

---------------                                              ---------------  
|               |                                            |               |  
|               |                                            |               |  
|               |                                            |               |  
---------------                                              ---------------  
                                                           SEE REVERSE FOR
                                                           CERTAIN DEFINITIONS

                                                           CUSIP 928489 10 3

THIS CERTIFIES THAT                                                             

IS THE OWNER OF                                                                 

FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK NO PAR VALUE OF

======================== VITECH 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 is not valid until countersigned by the Transfer Agent and     
registered by the Registrar.                                                    

Witness the facsimile seal and facsimile signatures of its duly authorized      
officers.                                                                       

Dated:                                                                          

VITECH AMERICA, INC.
 CORPORATE
SEAL
1993
 FLORIDA
/s/                                                   /s/                       
---------------------------                           ------------------------  
SECRETARY                                             PRESIDENT   

EX-4
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VITECH AMERICA, INC.

  The Corporation will furnish to any shareholder upon request and
without charge a full statement of: (a) the designations, preferences,          
limitations, and relative rights of the shares of each class of series of       
capital stock authorized to be issued; (b) the variations in its relative       
rights, preferences and limitations between the shares of each such series; and 
( c) the authority of the Board of Directors to fix and determine variations for
future series.                                                                  

       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:                                    

                                                        [Enlarge/Download Table]

                                                                                            

TEN COM  -  as tenants in common                UNIF GIFT MIN - ACT________Custodian________
TEN ENT  -  as tenants by the entireties                            (Cust)           (Minor)
JT TEN   -  as joint tenants with right of             under Uniform Gifts to Minors        
               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
------------------------------------------------------------------------        
the common stock represented by the within Certificate, and do hereby         
irrevocably constitute and appoint                                            

                                                                      Attorney
----------------------------------------------------------------------          
to transfer the said shares 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.

Signature(s) Guaranteed                                                         

-------------------------------------                                           
THE SIGNATURE(S) SHOULD 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.