SEC Filings

S-1/A
AVEXIS, INC. filed this Form S-1/A on 02/01/2016
Entire Document
 

Exhibit 3.2

 

AVEXIS, INC.

 

FIFTH AMENDED AND RESTATED

CERTIFICATE OF INCORPORATION

 


 

AVEXIS, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”), does hereby certify as follows:

 

FIRST:                                          The name of the Company is AveXis, Inc.

 

SECOND:                           The Company’s initial Certificate of Incorporation was filed on January 10, 2012.  The Certificate of Incorporation was last amended and restated on             , 2016.

 

THIRD:                                      This Fifth Amended and Restated Certificate of Incorporation has been duly adopted and approved by the Board of Directors of the Company.

 

FOURTH:                         This Fifth Amended and Restated Certificate of Incorporation was approved by the holders of the requisite number of shares of the Company in accordance with Section 228 of the Delaware General Corporation Law (“DGCL”).  This Fifth Amended and Restated Certificate of Incorporation has been duly adopted in accordance with the provisions of Sections 242 and 245 of the DGCL by the Board of Directors and the stockholders of the Company.

 

FIFTH:                                        The Fifth Amended and Restated Certificate of Incorporation so adopted reads in full as set forth in Exhibit A attached hereto and is incorporated herein by reference in its entirety.

 

*  *  *  *

 

IN WITNESS WHEREOF, AveXis, Inc. has caused this Fifth Amended and Restated Certificate of Incorporation to be signed by its President and Chief Executive Officer on this   th day of        , 2016.

 

 

AVEXIS, INC.

 

 

 

 

 

By:

 

 

 

Sean P. Nolan

 

 

President and Chief Executive Officer

 

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