Camden National Corporation (NASDAQ:CAC) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

ME Staff 8-k
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Camden National Corporation (NASDAQ:CAC) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03

Amendments to Articles of Incorporation or Bylaws; Change
in Fiscal Year
On December 20, 2016, the Board of Directors (the Board) of
Camden National Corporation (the Company), amended and restated
the Companys Amended and Restated Bylaws (the Bylaws). The
material amendments to the Bylaws are as follows:
Article II, Section 2.1(d) was amended to specify the
minimum market value of Company shares that a Director
shall beneficially own (the Qualifying Shares) in the
Companys Corporate Governance Guidelines. The deadline by
which a Director must purchase the Qualifying Shares is
also specified in the Companys Corporate Governance
Guidelines.
Article III, Section 3.2 was amended to increase the
maximum number of Board members from 16 to 17.
Article III, Section 3.3 was amended to expressly permit
the Board to appoint one of its members as Vice Chairperson
of the Board. In the absence of the Chairperson, the Vice
Chairperson shall preside over Board meetings and supervise
the implementation of Board policies. The Vice Chairperson
may also exercise further powers and duties that may be
conferred upon, or assigned, by the Board.
Article V, Section 5.1 was amended to clarify that the
Chief Executive Officer will preside over Board meetings in
the absence of both the Chairperson and the Vice
Chairperson.
The above description is qualified in its entirety by reference
to the Companys Amended and Restated Bylaws, which are attached
hereto as Exhibit 3.2 and are incorporated herein by reference.
Item 9.01
Financial Statements and Exhibits.
(d) The following exhibit is filed with this Report:
Exhibit No.
Description
3.02
Amended and Restated Bylaws of Camden National
Corporation


About Camden National Corporation (NASDAQ:CAC)