Ennis, Inc. (NYSE:EBF) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal YearItem 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
The Fourth Amended& Restated Bylaws of Ennis, Inc. a Texas corporation, (the “Company”) were approved by the Board of Directors of the Company on July10, 2017. The following deletions and additions were made:
Section10 of Article 111 of the previous bylaws was amended by deleting the following in its entirety, “The Board of Directors, or any committee designated by the Board of Directors, may participate in a meeting of the Board of Directors, or any committee, by means of conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other, and such participation in a meeting shall constitute presence in person at the meeting” and was amended by adding the following it is entirety, “The Board of Directors, or any committee designated by the Board of Directors, may not participate in a meeting of the Board of Directors, or any committee, by means of conference telephone or similar communications equipment, and such participation in a meeting shall not constitute presence in person at the meeting. Conference calls may be used to update the Board or any committee, but will not be viewed as an official meeting and no item discussed will have any force and effect.”
Section4 of Article V of the previous bylaws was amended by deleting the following sentence, “The Chairman shall be an ex-officio member of all standing committees of the Board of Directors” and was amended by adding the following sentence in its place, “The Chairman shall not be a member of any standing committee of the Board of Directors.”
Section5 of Article V of the previous bylaws was amended by deleting the following sentence, “The Vice Chairman shall be an ex-officio member of all standing committees of the Board of Directors,” and was amended by adding the following sentence in its place, “The Vice Chairman shall not be a member of any standing committee of the Board of Directors.”
Section6 of Article V of the previous bylaws was amended by deleting the following sentence, “The Chief Executive Officer shall be an ex-officio member of all standing committees of the Board of Directors,” and was amended by adding the following sentence in its place, “The Chief Executive Officer shall not be a member of any standing committee of the Board of Directors.”
This summary of the amendments is qualified in its entirety by reference to the complete copy of the Fourth Amended and Restated Bylaws of the Company, a copy of which is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 5.03. Financial Statements and Exhibits
(d) Exhibits.
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ExhibitNo. |
Description |
| 3.1 | Fourth Amended and Restated Bylaws of Ennis, Inc., dated July10, 2017. |
ENNIS, INC. ExhibitEX-3.1 2 d313394dex31.htm EX-3.1 EX-3.1 Exhibit 3.1 FOURTH AMENDED AND RESTATED BYLAWS OF ENNIS,…To view the full exhibit click here
About Ennis, Inc. (NYSE:EBF)
Ennis, Inc. and its subsidiaries are engaged in the production and sale of business forms, other business products and apparel to customers primarily located in the United States. The Company operates through two business segments: Print and Apparel. The Print Segment is engaged in printing, manufacturing and selling a range of business forms and other business products to distributors located throughout the United States primarily through independent dealers. The Print Segment sells products, including snap sets, continuous forms, laser cut sheets, tags, labels, envelopes, integrated products, jumbo rolls and pressure sensitive products in short, medium and long runs. The Apparel Segment is engaged in manufacturing and selling activewear, including t-shirts, fleece goods and other wearables. The Apparel Segment operates under the name of Alstyle Apparel (Alstyle). Alstyle’s branded product lines are sold mainly under the AAA, Alstyle Apparel and Activewear, and Murina brands.