Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
OnDecember 8 , 2022, the Board of Directors (the "Board") of bowmo, Inc. (the "Company") amended and restated the Company's Bylaws (the "Bylaws") to update the Bylaws to reflect the Company's incorporation in theState of Wyoming and to amend portions of the Bylaws corresponding to the Executive Committee of the Board. The Bylaws provide that the Executive Committee has and may exercise all the powers and authority of the Board in the management of the business and affairs of the corporation; including adopting, amending, or repealing any bylaw of the corporation; approving or adopting, or recommending to the stockholders any action or matter expressly required by the WBCA to be submitted to stockholders for approval; and may authorize the seal of the corporation to be affixed to all papers that may require it. Under previous Bylaw provisions, the Executive Committee did not have the power to adopt, amend, or repeal any bylaw of the corporation on behalf of the Board, nor the power to approve, adopt, or recommend to the stockholders any action or matter expressly required by the applicable law to be submitted to stockholders for approval, on behalf of the Board. The Bylaws also provide that membership of the Executive Committee and the designation and powers conferred under Article IV Section 11(a) of the Bylaws can only be modified by an affirmative vote of the shareholders holding a majority of the voting capital stock of the Company.
The Bylaws as amended and restated became effective immediately upon their adoption by the Board. A copy of the Bylaws as amended and restated is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits The following exhibit is furnished as a part of this current
. report on Form 8-K.
3.1 Amended and Restated Bylaws of bowmo, Inc.
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