Summary
Flex Ltd. (FLEX) filed an 8-K on August 23, 2019, detailing the outcomes of its Extraordinary General Meeting and Annual General Meeting held on August 20, 2019. The key event was the shareholder approval of significant amendments to the Company's Constitution, primarily eliminating the mandatory retirement of directors by rotation and increasing the maximum board size to twelve members. These changes, alongside updates to comply with Singapore law, alter the rights associated with the Company's ordinary shares. The report also confirms the re-election of all ten director nominees and the re-appointment of Deloitte & Touche LLP as independent auditors. Additionally, shareholders approved a general authorization for the board to issue new shares and renewed the share repurchase mandate, allowing for the acquisition of up to 20% of outstanding ordinary shares. Following this approval, the Board authorized management to continue the share repurchase plan, with an aggregate amount not to exceed $500 million, subject to market conditions and legal requirements. Investors should note the strategic shift in board governance and the company's continued commitment to returning capital to shareholders through buybacks.
Key Highlights
- 1Shareholders approved amendments to the Company's Constitution, removing the requirement for directors to retire by rotation.
- 2The maximum size of the Board of Directors was increased to twelve members.
- 3Amendments were made to the Constitution to comply with changes in Singapore law.
- 4All ten nominated directors were re-elected at the Annual General Meeting.
- 5Deloitte & Touche LLP was re-appointed as the Company's independent auditors for fiscal year 2020.
- 6Shareholders approved a general authorization for the Company to allot and issue ordinary shares.
- 7The share repurchase mandate was renewed, allowing for the repurchase of up to 20% of issued ordinary shares, and the Board authorized up to $500 million for share repurchases.