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MLI > SEC Filings for MLI > Form 8-K on 8-Nov-2013All Recent SEC Filings

Show all filings for MUELLER INDUSTRIES INC

Form 8-K for MUELLER INDUSTRIES INC


8-Nov-2013

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


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

On November 8, 2013, the Board of Directors of Mueller Industries, Inc. (the "Company") approved amendments to the Company's by-laws to establish certain requirements for stockholder proposals and nominations, actions by written consent and bylaw amendments by stockholders. A summary of these amendments is set forth below:

Notice of Stockholder Business and Nominations: Article II, Section 11 was amended to change the deadline for submitting stockholder proposals and nominations to not less than 120 days and not more than 150 days prior to the anniversary of the preceding year's annual meeting.

Consent of Stockholders In Lieu of Meeting: Article II, Section 10 was amended to add a requirement that the Company's Board of Directors fix a record date for any proposed written consent by stockholders.

Amendments: Article VIII was amended to require the affirmative vote of the holders of at least 66 2/3% of the voting power of all shares of the Company entitled to vote generally in the election of directors, voting together as a single class, for the stockholders to adopt, amend or repeal any by-law.

The foregoing summary is qualified in its entirety by reference to the complete text of the Company's Amended and Restated By-Laws, as adopted and effective on November 8, 2013, a copy of which is filed herewith as Exhibit 3.1 and incorporated in this Item 5.03 by reference. Under the newly adopted by-laws, in the case of the Company's annual meeting to be held in 2014, stockholder proposals and nominations must be received by the Company no earlier than December 3, 2013 and no later than January 2, 2014.



Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits:

3.1 Amended and Restated Bylaws of the Company, effective as of November 8, 2013.


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