GULFMARK OFFSHORE, INC. (NYSE:GLF) 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 November 21, 2016, the Board of Directors of GulfMark
Offshore, Inc. (the Company) approved an amendment, effective
November 21, 2016 (the Amendment), to the Companys bylaws to add
an exclusive forum selection provision as new Section 7.7 and an
enforceability provision as new Section 7.8. to new Section 7.7,
unless the Company consents to the selection of an alternative
forum, the sole and exclusive forum for (i) any derivative action
or proceeding brought on behalf of the Company, (ii) any action
asserting a claim for breach of a fiduciary duty owed by any
director, officer, employee, stockholder or other agent of the
Company to the Company or the Companys stakeholders, (iii) any
action arising or asserting a claim arising to any provision of
the General Corporation Law of Delaware (DGCL) or the Certificate
of Incorporation or bylaws or as to which the DGCL confers
jurisdiction on the Court of Chancery of the State of Delaware or
(iv) any action asserting a claim governed by the internal
affairs doctrine shall be the Court of Chancery of the State of
Delaware (or, if the Court of Chancery does not have
jurisdiction, another state or federal court located in the State
of Delaware). Section 7.7 also provides that any person or entity
purchasing or otherwise acquiring any interest in securities of
the Company shall be deemed to have consented to such provisions.
Section 7.8 provides for the severability of any provision of
Article VII of the bylaws that is held to be invalid, illegal or
unenforceable and the enforceability of the remainder thereof.
The foregoing summary is qualified in its entirety by reference
to the Amendment, which is filed as Exhibit 3.1 hereto and
incorporated herein by reference.
Item 9.01.Financial Statements and Exhibits
(d)Exhibits.
Exhibit number | Description |
3.1 |
Amendment to Bylaws of GulfMark Offshore, Inc. |
About GULFMARK OFFSHORE, INC. (NYSE:GLF)
GulfMark Offshore, Inc. provides offshore marine support and transportation services. The Company offers these services to companies engaged in the offshore exploration and production of oil and natural gas. The Company operates in three segments: the North Sea (N. Sea), Southeast Asia (SEA) and the Americas. Its vessels transport materials, supplies and personnel to offshore facilities, as well as move and position drilling and production facilities. The operations are conducted in the North Sea, offshore Southeast Asia and offshore in the Americas. It operates a fleet of over 70 owned or managed offshore supply vessels (OSVs), which include over 30 vessels in the North Sea, over 10 vessels offshore Southeast Asia and over 30 vessels offshore the Americas. Its customers include oil and natural gas companies, independent oil and natural gas exploration and production companies working in international markets, and foreign Government-owned or controlled oil and natural gas companies. GULFMARK OFFSHORE, INC. (NYSE:GLF) Recent Trading Information
GULFMARK OFFSHORE, INC. (NYSE:GLF) closed its last trading session up +0.10 at 1.45 with 130,027 shares trading hands.