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LNT > SEC Filings for LNT > Form 8-K on 13-May-2013All Recent SEC Filings

Show all filings for ALLIANT ENERGY CORP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for ALLIANT ENERGY CORP


13-May-2013

Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Submission o


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

On May 9, 2013, the Board of Directors of Alliant Energy Corporation ("AEC") approved the Restated Bylaws of AEC, effective May 10, 2013. The Restated Bylaws of AEC effected amendments to AEC's existing Bylaws, including the following:
(i) removal of references to specific committees of the Board of Directors of AEC and (ii) clarification of the powers and authority of the Board of Directors of AEC with respect to creating committees of the Board of Directors of AEC and designating members of such committees. A copy of the Restated Bylaws of AEC is included as Exhibit 3.1 to this Current Report on Form 8-K and is hereby incorporated herein by reference.

On May 9, 2013, the Board of Directors of Interstate Power and Light Company ("IPL"), and IPL's sole common shareowner, AEC, approved the Amended and Restated Articles of Incorporation of IPL, effective May 10, 2013. The Amended and Restated Articles of Incorporation of IPL incorporated all previously adopted amendments concerning preferred stock and made certain changes to reflect the Iowa Business Corporation Act. A copy of the Amended and Restated Articles of Incorporation of IPL is included as Exhibit 3.2 to this Current Report on Form 8-K and is hereby incorporated herein by reference.

On May 9, 2013, the Board of Directors of IPL approved the Restated Bylaws of IPL, effective May 10, 2013. The Restated Bylaws of IPL effected amendments to IPL's existing Bylaws, including the following: (i) removal of references to specific committees of the Board of Directors of IPL and (ii) clarification of the powers and authority of the Board of Directors of IPL with respect to creating committees of the Board of Directors of IPL and designating members of such committees. A copy of the Restated Bylaws of IPL is included as Exhibit 3.3 to this Current Report on Form 8-K and is hereby incorporated herein by reference.

On May 9, 2013, the Board of Directors of Wisconsin Power and Light Company ("WPL"), and WPL's sole common shareowner, AEC, approved the Amended and Restated Articles of Incorporation of WPL, effective May 9, 2013. The Amended and Restated Articles of Incorporation of WPL removed all previously adopted amendments concerning preferred stock due to the full redemption of all outstanding preferred stock at WPL, removed all rights associated with preferred stock, authorized the Board of Directors of WPL or a committee thereof to establish the rights of holders of preferred stock if issued in the future, and increased the number of authorized shares of preferred stock. In addition, the amendments made certain changes to reflect the Wisconsin Business Corporation Law. A copy of the Amended and Restated Articles of Incorporation of WPL is included as Exhibit 3.4 to this Current Report on Form 8-K and is hereby incorporated herein by reference.


On May 9, 2013, the Board of Directors of WPL approved the Restated Bylaws of WPL, effective May 10, 2013. The Restated Bylaws of WPL effected amendments to WPL's existing Bylaws, including the following: (i) removal of references to specific committees of the Board of Directors of WPL and (ii) clarification of the powers and authority of the Board of Directors of WPL with respect to creating committees of the Board of Directors of WPL and designating members of such committees. A copy of the Restated Bylaws of WPL is included as Exhibit 3.5 to this Current Report on Form 8-K and is hereby incorporated herein by reference.



Item 5.07. Submission of Matters to a Vote of Security Holders.

The final results of voting on each of the matters submitted to a vote of shareowners during the annual meeting of shareowners of AEC on May 9, 2013 are as follows.

1. Election of directors for terms expiring in 2016. Each nominee for director was elected by the following vote:

                                                                       Broker
                                         For           Withheld       Non-Votes
              Michael L. Bennett     71,525,376       4,623,373      15,919,290
              Darryl B. Hazel        71,635,710       4,513,038      15,919,290
              David A. Perdue        71,475,734       4,673,015      15,919,290

2. Advisory vote on approval of the compensation of AEC's named executive officers. This matter was approved by the following vote:

                                                           Broker
                     For        Against    Abstentions   Non-Votes
                  71,021,072   3,578,287    1,549,390    15,919,290

3. Ratification of the appointment of Deloitte & Touche LLP as AEC's independent registered public accounting firm for 2013. This matter was approved by the following vote:

For Against Abstentions 90,658,756 862,758 546,524

The final results of voting on each of the matters submitted to a vote of shareowners of IPL for action by written consent on May 9, 2013 in lieu of an annual meeting of shareowners are as follows. AEC voted all of the 13,370,788 outstanding shares of common stock of IPL in favor of and approved (1) the election of Michael L.


Bennett, Darryl B. Hazel and David A. Perdue as directors of IPL for terms expiring in 2016, and (2) the ratification of the appointment of Deloitte & Touche LLP as IPL's independent registered public accounting firm for 2013. There were no votes withheld, abstentions or broker non-votes with respect to these matters.

The final results of voting on each of the matters submitted to a vote of shareowners of WPL for action by written consent on May 9, 2013 in lieu of an annual meeting of shareowners are as follows. AEC voted all of the 13,236,601 outstanding shares of common stock of WPL in favor of and approved (1) the election of Michael L. Bennett, Darryl B. Hazel and David A. Perdue as directors of WPL for terms expiring in 2016, and (2) the ratification of the appointment of Deloitte & Touche LLP as WPL's independent registered public accounting firm for 2013. There were no votes withheld, abstentions or broker non-votes with respect to these matters.



Item 9.01. Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable

(c) Exhibits. The following exhibits are being filed herewith:

(3.1) Restated Bylaws of Alliant Energy Corporation, effective May 10, 2013

(3.2) Amended and Restated Articles of Incorporation of Interstate Power and Light Company, effective May 10, 2013

(3.3) Restated Bylaws of Interstate Power and Light Company, effective May 10, 2013

(3.4) Amended and Restated Articles of Incorporation of Wisconsin Power and Light Company, effective May 9, 2013

(3.5) Restated Bylaws of Wisconsin Power and Light Company, effective May 10, 2013


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