This excerpt taken from the CVA DEF 14A filed Oct 13, 2006.
Description of Article FIFTH
Article FIFTH of the certificate of incorporation provides that no holder (whether record or beneficial, direct or indirect) of 5% or more of the Companys common stock, including a holder who proposes to make an acquisition of common stock which after the acquisition will result in total ownership by such holder of 5% or more of the Companys common stock (5% Stockholder), may acquire or receive additional shares of the Companys common stock, or transfer shares of the Companys common stock, prior to a determination by the Company that such acquisition or transfer would not result in an unreasonable risk of a deemed ownership change within the meaning of Section 382(g) (a 382 Ownership Change) of the Internal Revenue Code of 1986, as amended (the Code), or any similar provision relating to preservation of net operating loss (NOL) carry forwards. The certificates representing the Companys common stock contain a legend setting forth these restrictions. In order to ensure compliance with the foregoing, Article FIFTH also provides that shares of the Companys common stock issuable to a 5% Stockholder will be issued in the Companys name and will be held by the Company in escrow.