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BCPC > SEC Filings for BCPC > Form 8-K on 28-Mar-2014All Recent SEC Filings

Show all filings for BALCHEM CORP



Change in Directors or Principal Officers, Amendments to Articles of Inc. or Bylaws;

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

On March 25, 2014, Dr. Elaine R. Wedral, notified Balchem Corporation (the "Company") of her intention to retire as a director of the Company, effective April 1, 2014. Dr. Wedral's decision is not the result of any dispute or disagreement with the Company on any matter relating to the Company's operations, policies or practices.

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

(a) Amendment to Bylaws:

On March 28, 2014, the Company's Bylaws were amended and restated effective April 1, 2014 in the form filed with this report as Exhibit 3.2, which is incorporated by reference herein. The changes made in the bylaws were in Article III, Section 2 to decrease the number of directors from seven to six in light of the resignation of Dr. Wedral. The Company intends to continue to preserve the number of directors in each class to be as nearly equal as practicable and in that regard promptly will commence a director evaluation process to regain that balance.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

Exhibit Number Description

3.2 By-Laws of Balchem Corporation amended and restated as of April 1, 2014

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