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JAXB > SEC Filings for JAXB > Form 8-K on 3-Mar-2014All Recent SEC Filings

Show all filings for JACKSONVILLE BANCORP INC /FL/



Change in Directors or Principal Officers, Amendments to Articles o

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 25, 2014, Charles F. Spencer gave notice of his retirement from the boards of directors of Jacksonville Bancorp, Inc. (the "Company") and The Jacksonville Bank, its wholly owned subsidiary, located in Jacksonville, Florida, to be effective on April 22, 2014. As a result, Mr. Spencer will not stand for re-election to the Company's board of directors (the "Board') at the Company's 2014 Annual Meeting of Shareholders. Mr. Spencer serves as a member of the Nominating and Corporate Governance Committee of the Board.

Item 5.03 Amendment to Articles or Bylaws; Change in Fiscal Year.

On February 25, 2014, the Board adopted Amended and Restated Bylaws for the Company, to be effective immediately. The principal changes reflected in the Amended and Restated Bylaws (i) provide that the Chairman of the Board, if provided by resolution of the Board, shall be an ex-officio member of all committees of the Board, (ii) clarify the quorum requirements for committee meetings, and (iii) allow committee members present at a committee meeting, in the absence or disqualification of a member of the committee, to unanimously appoint another director to act at the meeting in place of the absent or disqualified member. The changes are reflected in Article III, Section 13 and Article IV, Section 5 of the Amended and Restated Bylaws.

The preceding description is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, a copy of which has been filed as Exhibit 3.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description
3.1 Amended and Restated Bylaws of Jacksonville Bancorp, Inc., effective February 25, 2014

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