Amyris, Inc.
Extract: Bylaws Amended/Restated (Plain English Desc) from a 8-K on 11/23/2022   Download
SEC Document
SEC Filing
In connection with its annual governance review cycle, on November 17, 2022, the Board of Directors (the "Board") of the Company adopted Amended and Restated Bylaws of the Company (the “Bylaws”), which became effective immediately. The Bylaws have been revised to, among other things:

enhance procedural mechanics and disclosure requirements relating to stockholder nominees for election as a director as well as address matters relating to the universal proxy rules adopted by the Securities and Exchange Commission (the “SEC”), including, among other things, adding a requirement that a stockholder seeking to nominate director(s) at an annual meeting include a representation that such stockholder intends to solicit proxies in accordance with, and otherwise comply with, Rule 14a-19;

align provisions with the Delaware General Corporation Law (the “DGCL”) relating to matters such as (i) delivery of notices of stockholder meetings and communications regarding adjourned stockholder meetings and (ii) the requirement that companies indemnify directors and officers without the need to satisfy conduct requirements;

provide that unless the Company consents in writing to the selection of an alternative forum, the federal district courts of the United States shall be the exclusive forum for the resolution of any claim arising under the Securities Act;

make certain other clarifying, conforming, and ministerial changes.