Edgewell Personal Care Company
Extract: Bylaws Amendment (Plain English Desc) from a 8-K on 11/12/2020   Download
SEC Document
SEC Filing
On November 5, 2020, the Board adopted an amendment to Article II, Section 6 of the Company’s Amended and Restated Bylaws to allow for electronic transmission of director consent to Company actions. The text of this amendment to the Company’s Amended and Restated Bylaws is attached hereto as Exhibit 3.2.1.
As amended, Article II, Section 6 provides that if all the directors severally or collectively shall consent in writing or by electronic transmission (i.e., transmission effected by electronic means, including but not limited to a transmission effected by telephone tones, telefacsimile, wireless device, or over the internet that creates a record that may be retained, retrieved, and reviewed by the recipient) to any action which is required to be or may be taken by the directors, such consents shall have the same force and effect as a unanimous vote of the directors at a meeting duly held.
Article II, Section 6 had previously provided that any action which may have been taken at any meeting of Directors, or of any committee of the Board, may have been taken without a meeting if consents in writing, setting forth the action so taken, shall have been signed by all of the members of the Board or committee.