Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
(a) On December 19, 2017, the Board of Directors of BB&T Corporation (the “Corporation”) approved and adopted amendments to the Corporation’s Amended and Restated Bylaws (as so amended, the “Bylaws”). In particular, Article II, Section 4 of the Bylaws was amended to permit a special meeting of shareholders to be called at the request of a shareholder, or a group of shareholders, that holds at least 20% of the Corporation’s voting stock, subject to certain notice, information and other requirements set forth in the Corporation’s Bylaws.
The Bylaws were also amended to (1) clarify that shareholders submitting proposals under Article II, Section 14 must comply with the notice and other requirements of Article II, Section 10 and (2) make a clarifying change to Article III, Section 3 of the Bylaws.
The foregoing summary is qualified in its entirety by reference to the Bylaws, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
BB&T CORP ExhibitEX-3.1 2 ex31-amendedbylaws_dec17.htm EXHIBIT 3.1 Exhibit Exhibit 3.1BYLAWS OF BB&T CORPORATIONAs Amended and Restated,…To view the full exhibit click here About BB&T Corporation (NYSE:BBT) BB&T Corporation is a financial holding company. The Company conducts its business operations primarily through its bank subsidiary, Branch Banking and Trust Company, and other nonbank subsidiaries. Its segments include Community Banking, which offers a range of loan and deposit products and other financial services; Residential Mortgage Banking, which retains and services mortgage loans originated by Community Banking, as well as those purchased from various correspondent originators; Dealer Financial Services, which originate loans to consumers on a prime and nonprime basis for the purchase of automobiles; Specialized Lending, which consists of business units and subsidiaries that provide finance products to consumers and businesses; Insurance Services, which provide property and casualty, employee benefits and life insurance to businesses and individuals; Financial Services, which provide asset management, corporate trust services and others, and Other, Treasury and Corporate