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| PCC > SEC Filings for PCC > Form 8-K on 16-Apr-2009 | All Recent SEC Filings |
16-Apr-2009
Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Financi
Effective April 13, 2009, in connection with management's ordinary periodic review of PMC Commercial Trust's (the "Company") governance documents, the Board of Trust Managers approved an amendment to the bylaws of the Company.
In general, the amendments were to:
• Delete the prior requirement that the annual meeting of shareholders be held by a specific date, and instead provides that the annual meeting of shareholders will be held as and when determined by the Company's Board of Trust Managers.
• Provide a maximum limit on the size of the Company's Board of Trust Managers to 15. This amendment conforms the bylaws to be consistent with the limitation contained in the Company's governance guidelines that limits the number of Trust Managers to 15.
• Limit the ability to fill vacancies on the Board of Trust Managers to the Company's Board of Trust Managers. Previously the bylaws permitted the shareholders to fill vacancies on the Board of Trust Managers at special meetings of the shareholders.
• Provide that the compensation of the Trust Managers shall be determined by the Company's compensation committee in accordance with its charter. The bylaws previously provided that the Company's Trust Managers would each receive a set fee for each meeting or committee meeting attended in person.
• Add advance notice provisions.
The foregoing description of the amendment to the Company's bylaws is qualified in its entirety by reference to the First Amendment to the Bylaws of PMC Commercial Trust adopted and approved by the Board of Trust Managers, a copy of which is attached and incorporated herein as Exhibit 3.1 to this Current Report on Form 8-K.
(d) Exhibits
3.1 First Amendment to the Bylaws of PMC Commercial Trust
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