Verizon Communications Inc. (NYSE:VZ) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Verizon Communications Inc. (NYSE:VZ) 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.

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On November1, 2018, the Board of Directors (the Board) of Verizon Communications Inc. (the Company) amended and restated the Company’s Bylaws, effective on that date. The amendments, among other things:

add a requirement in Section3.09(b)(2) that a stockholder’s notice of business proposed to be brought before an annual meeting of stockholders include the text of any resolutions proposed for consideration;

include an election in Section4.10 to be governed by Section141(c)(2) of the Delaware General Corporation Law, which provides greater flexibility with respect to the formation and authority of committees of the Board;

add a new Article VII that relocates from a Board resolution to the Bylaws the Board’s designation of persons, and delegation of authority to certain officers of the Company to designate persons, who are deemed “authorized representatives” of the Company for purposes of Article 7 of the Company’s Certificate of Incorporation, as amended or restated from time to time; and

make certain other clarifying and conforming changes.

This description is qualified in its entirety by reference to the text of the Company’s amended and restated Bylaws, which are attached as Exhibit 3b to this Report.

Item 5.03. Financial Statements and Exhibits.

(d)Exhibits.


VERIZON COMMUNICATIONS INC Exhibit
EX-3.B 2 d638941dex3b.htm EX-3.B EX-3.B Exhibit 3b     VERIZON COMMUNICATIONS INC. (a Delaware Corporation) BYLAWS           As amended,…
To view the full exhibit click here

About Verizon Communications Inc. (NYSE:VZ)

Verizon Communications Inc. (Verizon) is a holding company. The Company, through its subsidiaries, provides communications, information and entertainment products and services to consumers, businesses and governmental agencies. The Company offers voice, data and video services and solutions on its wireless and wireline networks. The Company’s segments include Wireless and Wireline. The Wireless segment offers communications products and services, including wireless voice and data services and equipment sales that are provided to consumer, business and government customers across the United States. The Wireline’s segment offers voice, data and video communications products and services, such as broadband video and data, corporate networking solutions, data center and cloud services, security and managed network services and local and long distance voice services. The Company provides these products and services to consumers as well as to carriers, businesses and government customers.

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