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RKUS > SEC Filings for RKUS > Form 8-K on 20-Nov-2012All Recent SEC Filings

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Form 8-K for RUCKUS WIRELESS INC


20-Nov-2012

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


Item 5.03 Amendments to Certificate of Incorporation or Bylaws

Amendment and Restatement of Certificate of Incorporation

On November 20, 2012, Ruckus Wireless, Inc. (the "Company") filed an amended and restated certificate of incorporation (the "Restated Certificate") with the Secretary of State of the State of Delaware in connection with the closing of the Company's initial public offering of shares of its common stock. As described in the Registration Statement on Form S-1 (File No. 333-184309), the Company's board of directors and stockholders previously approved the Restated Certificate to be effective upon the closing of the initial public offering.

A copy of the Restated Certificate is furnished herewith as Exhibit 3.1 and is incorporated herein by reference.

Amendment and Restatement of Bylaws

Effective as of November 20, 2012, the Company adopted amended and restated bylaws (the "Restated Bylaws") in connection with the closing of the Company's initial public offering of shares of its common stock. The Company's board of directors previously approved the Restated Bylaws to be adopted in connection with, and to be effective upon, the closing of the Company's initial public offering.

A copy of the Restated Bylaws is furnished herewith as Exhibit 3.2 and is incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.       Description

3.1               Amended and Restated Certificate of Incorporation of Ruckus
                  Wireless, Inc.

3.2 (1)           Amended and Restated Bylaws of Ruckus Wireless, Inc.

(1) Previously filed as Exhibit 3.4 to the Company's Registration Statement on Form S-1, as amended (File No. 333-184309), filed with the Commission on October 5, 2012, and incorporated herein by reference.


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