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HFFC > SEC Filings for HFFC > Form 8-K on 17-Aug-2009All Recent SEC Filings

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Form 8-K for HF FINANCIAL CORP


17-Aug-2009

Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Financial Stat


ITEM 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On August 14, 2009, HF Financial Corp. (the "Company") filed with the Secretary of State of the State of Delaware a Certificate of Elimination, which, effective upon filing, eliminated from the Company's Certificate of Incorporation all matters set forth in the respective Certificate of Designations with respect to
(a) its Series A Junior Participating Preferred Stock and (b) its Fixed Rate Cumulative Perpetual Preferred Stock, Series A all of which were repurchased by the Company on June 3, 2009, as previously disclosed (collectively, the "Preferred Stock"). No shares of the Preferred Stock were issued and outstanding at the time of the filing of the Certificate of Elimination. The filing of the Certificate of Elimination was authorized by the Board of Directors of the Company on August 11, 2009 in accordance with the General Corporation Law of the State of Delaware (the "DGCL").

A copy of the Certificate of Elimination is attached hereto as Exhibit 3.1 and incorporated into this Item 5.03 by reference.

On August 14, 2009, the Company filed with the Secretary of State of the State of Delaware a Restated Certificate of Incorporation as adopted by the Board of Directors of the Company on August 11, 2009 in accordance with the DGCL, which, effective upon filing, only restates and integrates into a single instrument all prior amendments to the Certificate of Incorporation.

A copy of the Restated Certificate of Incorporation is attached hereto as Exhibit 3.2 and incorporated into this Item 5.03 by reference.



ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits

3.1 Certificate of Elimination of Series A Junior Participating Preferred Stock and Fixed Rate Cumulative Perpetual Preferred Stock, Series A, of HF Financial Corp.

3.2 Restated Certificate of Incorporation of HF Financial Corp.


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