|
Quotes & Info
|
| KMB > SEC Filings for KMB > Form 8-K on 1-May-2009 | All Recent SEC Filings |
1-May-2009
Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Financial St
At the Annual Meeting of Stockholders of Kimberly-Clark Corporation (the "Corporation") on April 30, 2009, the stockholders of the Corporation approved an Amended and Restated Certificate of Incorporation of the Corporation (the "Amended Certificate") that, subject to certain procedures described in the Corporation's By-Laws (the "By-Laws"), allows the holders of not less than 25 percent of the Corporation's issued and outstanding shares of capital stock entitled to vote to request that a special meeting of stockholders be called. The Amended Certificate became effective on April 30, 2009.
As previously reported on Form 8-K filed by the Corporation on November 17, 2008, the Board of Directors adopted amendments on November 12, 2008 to the By-Laws that became effective upon stockholder approval of the Amended Certificate. The amendments to the By-Laws, among other things, (1) describe how the record date is to be set to determine the stockholders entitled to request a special meeting of stockholders, (2) specify information requirements for the request that are similar to those in place for stockholders to bring business or a nominee for director before an annual meeting, (3) describe how a stockholder may revoke a request and (4) specify when a special meeting will not be held.
The foregoing summary of the Amended Certificate and By-Laws does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended Certificate and By-Laws, copies of which are incorporated herein by reference to Exhibits (3)a and (3)b attached to this Form 8-K.
(d) Exhibits.
Exhibit No. (3)a. Amended and Restated Certificate of Incorporation of Kimberly-Clark Corporation, as amended April 30, 2009.
Exhibit No. (3)b. By-Laws of Kimberly-Clark Corporation, as amended April 30, 2009.
|
|