PHYHEALTH Corp - FORM S-1 - EX-10.6 - NEVADA CERTIFICATE OF DESIGNATION REGARDING SERIES B PREFERRED STOCK OF PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. - November 12, 2009

Attached files

file filename
S-1 - PHYHEALTH CORPORATION FORM S-1 - PHYHEALTH Corpphyhealth_s1.htm
EX-5.1 - OPINION OF COUNSEL AS TO THE LEGALITY OF THE SHARES BEING SPUN OFF - PHYHEALTH Corpex5_1.htm
EX-10.7 - FORM OF SERIES B PREFERRED STOCK CERTIFICATE OF PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. - PHYHEALTH Corpex10_7.htm
EX-23.1 - CONSENT OF COUNSEL (CARL N. DUNCAN, ESQ., LLC) - PHYHEALTH Corpex23_1.htm
EX-10.3 - NEVADA CERTIFICATE OF DESIGNATION REGARDING CONVERTIBLE PREFERRED STOCK OF PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. - PHYHEALTH Corpex10_3.htm
EX-10.1 - FLORIDA DEPARTMENT OF STATE DOING BUSINESS QUALIFICATION OF PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. - PHYHEALTH Corpex10_1.htm
EX-10.5 - CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION RE CONVERTIBLE PREFERRED STOCK - PHYHEALTH Corpex10_5.htm
EX-23.3 - CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - PHYHEALTH Corpex23_3.htm
EX-10.4 - FORM OF CONVERTIBLE PREFERRED STOCK CERTIFICATE OF PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. - PHYHEALTH Corpex10_4.htm
EX-10.2 - FLORIDA CERTIFICATE OF GOOD STANDING DATED AUGUST 2009 - PHYHEALTH Corpex10_2.htm
EX-10.8 - OFFICE LEASE OF PHYSICIANS HEALTHCARE MANAGEMENT, INC. AND ASSOCIATED RENEWALS - PHYHEALTH Corpex10_8.htm
EX-23.2 - CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANT FIRM (SALBERG AND COMPANY, P.A.) - PHYHEALTH Corpex23_2.htm
EX-10.19 - TAX MATTERS AGREEMENT BETWEEN THE REGISTRANT AND PHYHEALTH CORPORATION - PHYHEALTH Corpex10_19.htm
EX-3.1.4 - CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION REGARDING PREFERRED SHARES OF REGISTRANT - PHYHEALTH Corpex3_1-4.htm
EX-3.3.2 - FORM OF STOCK CERTIFICATE OF REGISTRANT - PHYHEALTH Corpex3_3-2.htm
EX-3.1.1 - CERTIFICATE OF INCORPORATION OF PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. - PHYHEALTH Corpex3_1-1.htm
EX-3.3.1 - FORM OF STOCK CERTIFICATE OF PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. - PHYHEALTH Corpex3_3-1.htm
EX-10.12 - EMPLOYMENT AGREEMENT BETWEEN PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. AND ROBERT L. TRINKA - PHYHEALTH Corpex10_12.htm
EX-10.17 - FORM OF WARRANT AGREEMENT - PHYHEALTH Corpex10_17.htm
EX-3.2.2 - BYLAWS OF REGISTRANT - PHYHEALTH Corpex3_2-2.htm
EX-10.15 - EMPLOYMENT AGREEMENT BETWEEN REGISTRANT AND FIDEL R. RODRIGUEZ, EFFECTIVE AS OF DATE OF SPINOFF - PHYHEALTH Corpex10_15.htm
EX-10.10 - ENGAGEMENT AGREEMENT DATED OCTOBER 6, 2006 BETWEEN PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. AND CFO PROFESSIONAL SERVICES, LLC - PHYHEALTH Corpex10_10.htm
EX-10.16 - FORM OF STOCK OPTIONS AGREEMENT - PHYHEALTH Corpex10_16.htm
EX-10.13 - EMPLOYMENT AGREEMENT BETWEEN PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. AND FIDEL R. RODRIGUEZ - PHYHEALTH Corpex10_13.htm
EX-3.2.1 - BYLAWS OF PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. - PHYHEALTH Corpex3_2-1.htm
EX-3.1.3 - CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION REGARDING INCREASED AUTHORIZATION OF REGISTRANT - PHYHEALTH Corpex3_1-3.htm
EX-10.18 - SEPARATION AGREEMENT BETWEEN THE REGISTRANT AND PHYHEALTH CORPORATION - PHYHEALTH Corpex10_18.htm
EX-10.14 - EMPLOYMENT AGREEMENT BETWEEN REGISTRANT AND ROBERT L. TRINKA, EFFECTIVE AS OF DATE OF SPINOFF - PHYHEALTH Corpex10_14.htm
EX-10.11 - STOCK PURCHASE AGREEMENT DATED MAY 9, 2006 BETWEEN PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. AND TIGER TEAM TECHNOLOGIES, INC. ET AL - PHYHEALTH Corpex10_11.htm
EX-3.1.2 - CERTIFICATE OF INCORPORATION OF REGISTRANT - PHYHEALTH Corpex3_1-2.htm
EX-10.9 - MARKETING JOINT VENTURE AGREEMENT DATED JANUARY 10, 2008 BETWEEN PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC. AND SORRY WORKS, INC. - PHYHEALTH Corpex10_9.htm
EXHIBIT 10.6








 


NEVADA CERTIFICATE OF
DESIGNATION REGARDING SERIES B
PREFERRED STOCK OF
PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC.
 
 
 
 
 

 
 
1
 

[State Seal]
ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684-5703
Website:  scretaryofstate.biz
 
Filed in the office of
Ross Miller Secretary of State
Document Number:
20080709482-20
   
Certificate of Designation 
(Pursuant to NRS 78.1955  
Date Filed:
10/27/2008 7:26 AM
In the office of
   
   
 
Entity Number:
C26333-1996
   
 
Certificate of Designation
For Nevada Profit Corporation
(Pursuant to NRS 78.1955)
 

 
1. Name of corporation:
  PHYSICIANS HEALTHCARE MANAGEMENT GROUP, INC.
   
2. By resolution of the board of directors pursuant to a provision in the articles of incorporation this certificate establishes the  following regarding the voting powers, designations, preferences, limitations, restrictions and relative rights of the following class or series of stock:
  PREFERRED SHARES DIESGNATION:
         “CONVERTIBLE PREFERRRED STOCK” VOTING POWER:
            ONE VOTE PER SHARE OF CONVERTIBLE PREFERRED STOCK.
         PREFERENCES:
            PREFERRED STOCK IS SENIOR IN RANK TO AND HAS A LIQUIDATION PREFERENCE OVER COMMON STOCK.
         LIMITATIONS, RESTRICTIONS AND RELATIVE RIGHTS:
 
CONVERTIBLE PREFERRED STOCK IS CONVERTIBLE AT THE HOLDER’S OPTION TO COMMON STOCK AT A RATIO OF ONE SHARE COMMON FOR EACH SHARE OF CONVERTIBLE PREFERRED STOCK.  WITH THE EXCEPTION OF THE AFORE STATES, CONVERTIBLE PREFERRED STOCK HAS ALL OF THE SAME LIMITATIONS, RESTRICTIONS AND RELATIVE RIGHTS AS COMMON STOCK.
4.
Effective date of filing (optional):
 
 
4. Officer Signature:  /s/ Robert Trinka  
 
Filing Fee:  $175.00
IMPORTANT:  Failure to include any of the above information and submit the proper fees may cause this filing to be rejected.

This form must be accompanied by appropriate fees.

 
2
 

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