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A Brown Company, Inc. approves amendments to By-Laws and Manual on Corporate Governance

Pursuant to the power delegated by the A Brown Company stockholders representing at least two-thirds (213) of the outstanding capital stock of the Corporation to the Board of Directors to amend the By-Laws, the Board in a meeting held today approved and adopted the following amendments to the By-Laws:

a.  Amendment to Section 9, Article II - to change the composition from "at least five (5) members" to "at least three (3) members".

A corresponding amendment to the Corporation's Manual on Corporate GoverndIIce was likewise approved.

b. Inclusion of Section 3, Article III - to define the functions of the Executive Chairman.

c.  Amendment to the now Section 4, Article III - to redefine the functions of the President.

d.  Amendment to the now Section 5, Article III - to remove the requirement that the Corporation's Vice Presidents must be likewise members of the Board of Directors.

e.  Amendment to Section 1, Article V - to impose a requirement that all bonuses to be granted to the Board of Directors, officers, and employees must be passed upon by the Compensation and Remuneration Committee; and that such bonuses should not exceed 10% of the net income of the Corporation.
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"A Brown Company, Inc. approves amendments to By-Laws and Manual on Corporate Governance" was written by Mary under the Business category. It has been read 1908 times and generated 1 comments. The article was created on and updated on 13 March 2012.
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