8-KCorporate ChangesExhibits & Filings

REPUBLIC SERVICES, INC. 8-K Report, Bylaw Amendment (Jan 10, 2011)

Filed January 10, 2011For Securities:RSG

Summary

This 8-K filing by Republic Services, Inc. (RSG) primarily details the formal approval and adoption of amendments to the company's Bylaws. These amendments were made to accommodate the recently effective leadership transition where Donald W. Slager succeeded James E. O’Connor as Chief Executive Officer as of January 1, 2011. Mr. O’Connor will continue to serve as Chairman of the Board until the May 2011 annual meeting. The updated Bylaws clarify the roles and responsibilities of the Chairman of the Board, separating it from the CEO position and providing a framework for independent leadership in these key roles. Investors should note the structural changes to corporate governance as the company navigates this leadership change.

Key Highlights

  • 1Formal adoption of Amended and Restated Bylaws effective January 1, 2011.
  • 2Bylaws amended to accommodate a separate Chairman of the Board and Chief Executive Officer.
  • 3Donald W. Slager officially succeeded James E. O’Connor as Chief Executive Officer on January 1, 2011.
  • 4James E. O’Connor will continue as Chairman of the Board until the May 2011 annual meeting.
  • 5Key changes include eliminating the requirement for the Chairman to be a company officer.
  • 6The Bylaws now explicitly authorize compensation for the Chairman of the Board.
  • 7Provisions are in place for the Chairman (or designee) to act in the CEO's absence.

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