Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On
The amendments update the Company's by-laws in light of recent changes to the
Delaware General Corporation Law (the "DGCL") and rules of the
•Notice of Meetings of Stockholders; Waivers of Notice (Section 2.5). Paragraph (a) was updated in order to address how logistical information about adjourned meetings of stockholders may be provided to stockholders, in light of recent amendments to the DGCL.
•List of Stockholders (Section 2.6). This section was updated in order to remove a requirement that the list of stockholders be available during a meeting of stockholders, in light of recent amendments to the DGCL.
•Nomination of Directors and Proposal of Other Business (Section 2.12).
Paragraph (a)(i) of this section was updated to remove an expired proviso.
Paragraphs (a)(iii)(8) and (c)(vii) of this section were added in order to
address matters arising under Rule 14a-19 under the Securities Exchange Act of
1934, as amended, which the
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. See Exhibit Index. 2
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