Summary
This 8-K filing from Rockwell Automation, Inc. (ROK) on September 8, 2008, reports amendments to the company's By-Laws, approved by the Board of Directors on September 3, 2008. These changes are primarily focused on corporate governance, enhancing disclosure requirements for shareowner proposals and director nominations. Of particular note for investors is the provision that protects existing rights to indemnification and advancement of expenses. These rights, once established for past events, cannot be negatively altered by future amendments to the By-Laws. This offers a degree of security to directors and officers regarding their protections, even as the company updates its governance rules.
Key Highlights
- 1Rockwell Automation amended its By-Laws on September 3, 2008.
- 2The amendments enhance disclosure requirements for shareowner proposals.
- 3Disclosure requirements for director nominations have also been strengthened.
- 4A key provision protects existing indemnification and advancement of expenses rights.
- 5These protected rights cannot be adversely impacted by subsequent By-Law amendments.
- 6The changes are effective as of September 3, 2008.
- 7The filing includes the amended By-Laws as an exhibit.