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Governance Document Library

The corporate-governance documents of BNB Standard Corporation (formerly CEA Industries Inc.), the legal issuer of Nasdaq-listed BNC. Each item links to its primary source - the SEC exhibit it was filed as, or the charter as published by the issuer.

Showing 4 of 4 categories

Charter documents

  • Exhibit 3.1 to the Registration Statement on Form S-1.

    Subsequently amended five times; the amendments are Exhibits 3.2 through 3.5 of the Form 10-K exhibit index linked below. Restated 2026-09-04 and again 2026-09-29. The operative text is the Restated Articles filed 2026-09-29, listed below.

  • Restated Articles of Incorporation (September 4, 2026)

    Filed with the Nevada Secretary of State 2026-09-04; superseded 2026-09-29

    Exhibit 3.1 to the Current Report on Form 8-K filed 2026-09-04 (accession 0001482541-26-000045).

    Restates the Articles of Incorporation as then in effect and effects no amendment. Filed immediately after certificates of withdrawal (Exhibits 3.2 and 3.3 to the same Form 8-K) eliminating the Series A Preferred and Series B Convertible Preferred certificates of designation; no shares of either series were outstanding and authorized capital stock was unchanged. Superseded by the Restated Articles filed 2026-09-29, listed next.

  • Restated Articles of Incorporation

    Filed with the Nevada Secretary of State 2026-09-29

    Exhibit 3.2 to the Current Report on Form 8-K filed 2026-10-02 (accession 0001482541-26-000056).

    The operative articles. They integrate into a single instrument the Restated Articles of September 4, 2026 and the Certificate of Amendment (Exhibit 3.1 to the same Form 8-K) that changed the corporate name from CEA Industries Inc. to BNB Standard Corporation, effective 12:01 a.m. Pacific Time on 2026-09-29, and make no further amendment. They note the Certificate of Designation of the Series C Junior Participating Preferred Stock, which remains in effect.

  • Amended and Restated Bylaws

    Effective 2026-10-02

    Exhibit 3.3 to the Current Report on Form 8-K filed 2026-10-02 (accession 0001482541-26-000056).

    Adopted by the Board on 2026-10-02 on the recommendation of the Nominating and Governance Committee, effective immediately. They amend and restate the bylaws in effect before that date; Item 5.03 of the same Form 8-K summarizes the changes.

Board committee charters

Corporate policies

  • Exhibit 14 to the Current Report on Form 8-K filed 2018-02-14; incorporated by reference as Exhibit 14.1 to the FY2026 Form 10-K.

    Adopted under the company's former name, Surna Inc., and remains the Code in force under BNB Standard Corporation (formerly CEA Industries Inc.).

  • Statement of Policy on Insider Trading

    Adopted by the Board; filed with the FY2024 Form 10-K

    Exhibit 19.1 to the Annual Report on Form 10-K filed 2025-03-27.

  • Exhibit 99.1 to the Annual Report on Form 10-K filed 2025-03-27; listed as Exhibit 97.1 in the FY2026 exhibit index.

    The compensation clawback policy required by Nasdaq Listing Rule 5608 and Exchange Act Rule 10D-1.

Board and stockholder processes

  • Related-party transaction review

    Standing committee duty

    Audit Committee Charter; disclosures in the 2026 proxy statement.

    The Audit Committee reviews and approves, at least annually, all related-party transactions requiring public disclosure. Transactions themselves are disclosed under “Certain Relationships and Related Transactions” in the proxy statement.

  • Code of Business Conduct and Ethics, “Reporting Violations and Complaint Handling”; Audit Committee Charter.

    Concerns about conduct, accounting, internal accounting controls or auditing matters go to the Audit Committee, including by confidential, anonymous written submission to its Chairman. Retaliation against a person who reports is prohibited.

  • Investor contact page; process described in the proxy statement.

Sources last fetched and confirmed 2026-10-03. The authoritative list of governance documents incorporated by reference is the exhibit index to the Annual Report on Form 10-K for the fiscal year ended April 30, 2026; board composition, committee membership and related-party disclosures are in the 2026 proxy statement. All filings are on SEC EDGAR under CIK 0001482541. Where a filing and this page differ, the filing controls.