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INDB > SEC Filings for INDB > Form 8-K on 21-Apr-2014All Recent SEC Filings

Show all filings for INDEPENDENT BANK CORP

Form 8-K for INDEPENDENT BANK CORP


21-Apr-2014

Change in Directors or Principal Officers, Financial Statements and Exhibit


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

Director Retirements, Resetting of Board Size, and Board Committee Realignment

The Governance Principles of Independent Bank Corp. (the "Company") provide that Directors will be ineligible to serve on the Board once they attain the age of 72 and that Directors who reach that age during their elected term shall retire from the Board upon reaching the age of 72.

Effective as of Tuesday, April 15, 2014, the Board of Directors of the Company and Rockland Trust Company, the Company's wholly-owned commercial bank subsidiary ("Rockland Trust") accepted the retirement of Robert D. Sullivan from the Board of Directors of both the Company and Rockland Trust in accordance with the Company's Governance Principles because he had reached the age of 72.

Effective as of Sunday, April 20, 2014 the Board of Directors of the Company and Rockland Trust accepted the retirement of Richard S. Anderson from the Board of Directors of both the Company and Rockland Trust in accordance with the Company's Governance Principles because he had reached the age of 72.

In connection with those retirements the Board of Directors of the Company and Rockland Trust voted to:

decrease the size of both the Board of Directors of the Company and of Rockland Trust from fifteen to thirteen;

decrease the number of Class I Directors on the Company's Board of Directors from five to four;

decrease the number of Class III Directors on the Company's Board of Directors from five to four;

reconstitute and appoint the Audit Committee, as follows:

Eileen C. Miskell, Chair
Daniel F. O'Brien
Carl Ribeiro
John H. Spurr, Jr.

reconstitute and appoint the Nominating and Corporate Governance Committee, as follows:

Thomas R. Venables, Chair
Donna L. Abelli
Kevin J. Jones
Eileen C. Miskell
Carl Ribeiro

and, to ratify and confirm the existing membership of all other Board Committees.




Item 9.01. Financial Statements and Exhibits
(d) Exhibits

The following Exhibits are filed as part of this report:

Exhibit No. Description
99.1 Transcript from April 17, 2014 Earnings Conference Call.


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