/Docs/G/YCombinator-SeriesAA/Form/StockholderConsent_v01.md
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Authorization of Amended and Restated Certificate of Incorporation
  1. RESOLVED: That the Certificate of Incorporation of the Company be amended and restated in its entirety to:
    1. increase the authorized number of shares of Common Stock from {Cap.Common.Auth.#} shares to {Cap.Common.Auth.#} shares;
    2. create a new class of stock, designated Preferred Stock, consisting of {Cap.Pref.Auth.#} shares, which are all to be designated Series AA Preferred Stock;
    3. establish the rights, preferences, privileges and restrictions of the Common Stock and the Series AA Preferred Stock; and
    4. make certain other changes, as set forth in the Amended and Restated Certificate of Incorporation substantially in the form attached hereto as Exhibit A (the "Amended Certificate").
  2. RESOLVED FURTHER: That the Company's Certificate of Incorporation as currently in effect be amended and restated to read as set forth in the Amended Certificate.
  3. RESOLVED FURTHER: That the appropriate officers of the Company are hereby authorized and directed to execute the Amended Certificate and take all such action as such officers deem necessary or desirable to file the Amended Certificate with the Delaware Secretary of State and to cause the Amended Certificate to become effective.