RLI Corp. (NYSE:RLI) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03Amendments to Articles of Incorporation or Bylaws;
Change in Fiscal Year
On May 4, 2017, the shareholders of RLI Corp. (the Company)
approved amendments to the Companys Articles of Incorporation to
(i) allow for the removal of directors without cause, (ii)
conform the personal liability provision to the language of the
governing Illinois statute, and (iii) update the director
election and registered agent provisions. The amendments were
effective May 4, 2017, upon the Company filing Articles of
Amendment to its Articles of Incorporation with the Illinois
Secretary of State.
On May 4, 2017, the Companys Board of Directors (Board) adopted
amendments to the Companys By-Laws (the By-Laws), effective May
4, 2017, to (i) update the registered agent provision (Section
1.1), (ii) remove the deadline for the annual meeting of
shareholders (Section 2.1), (iii) enhance the procedures for
shareholder demand for special shareholder meetings (Section
2.2), (iv) enhance the procedures for shareholder action by
written consent (Section 2.10), (v) allow for removal of
directors without cause (Section 3.3), and (vi) provide that a
majority of directors (rather than two) is required to call a
special meeting of the Board (Section 3.9).
The foregoing descriptions of the amendments to the Companys
Articles of Incorporation and its By-Laws are not complete and
are qualified in their entirety by reference to the Companys
Restated Articles of Incorporation and its Restated By-Laws, each
as amended, which are attached hereto as Exhibits 3.1 and 3.2,
respectively, to this Form 8-K and incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
|
ExhibitNo. |
Description |
|
3.1 |
Amended and Restated Articles of Incorporation of RLI |
|
3.2 |
By-Laws of RLI Corp., as amended and restated effective |
2
About RLI Corp. (NYSE:RLI)
RLI Corp. is a specialty insurance company. The Company operates through three segments: Casualty, Property and Surety. The Casualty segment consists of general liability, personal umbrella, transportation, executive products and commercial umbrella coverages, as well as package business and other specialty coverages. The property segment comprise primarily of commercial fire, earthquake, difference in conditions, marine and facultative and treaty reinsurance including crop. The surety segment specializes in writing small-to-large commercial and contract surety coverages, as well as those for the energy, petrochemical and refining industries. It underwrites selected property and casualty insurance through subsidiaries collectively known as RLI Insurance Group. It conducts its operations through approximately three insurance companies: RLI Insurance Company, Mt. Hawley Insurance and Company and Contractors Bonding and Insurance Company. RLI Corp. (NYSE:RLI) Recent Trading Information
RLI Corp. (NYSE:RLI) closed its last trading session up +0.12 at 56.83 with 110,843 shares trading hands.
