8-K

0001193125-14-291715.txt : 20140801 0001193125-14-291715.hdr.sgml : 20140801 20140801165801 ACCESSION NUMBER: 0001193125-14-291715 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140728 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140801 DATE AS OF CHANGE: 20140801 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WASHINGTON GAS LIGHT CO CENTRAL INDEX KEY: 0000104819 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 530162882 STATE OF INCORPORATION: DC FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-49807 FILM NUMBER: 141010698 BUSINESS ADDRESS: STREET 1: 101 CONSTITUTION AVE, N.W. CITY: WASHINGTON STATE: DC ZIP: 20080 BUSINESS PHONE: 7037504440 MAIL ADDRESS: STREET 1: 101 CONSTITUTION AVE, N.W. CITY: WASHINGTON STATE: DC ZIP: 20080 8-K 1 d769203d8k.htm 8-K 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 28, 2014

Commission File Number

Exact name of registrant as specified in its charter

and principal office address and telephone number

State of

Incorporation

I.R.S. Employer

Identification No.

0-49807

Washington Gas Light Company

101 Constitution Ave., N.W.

Washington, D.C. 20080

(703) 750-4440

District of
Columbia
and Virginia

53-0162882

Former name or former address, if changed since last report: None

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR

The board of directors of Washington Gas Light Company (Washington Gas) amended Article II, Section 1 of the bylaws of Washington Gas at a meeting of the board held on July 28, 2014. The bylaw amendment reduces the number of persons on the Washington Gas board of directors from nine to eight persons. The bylaw amendment was effective July 28, 2014.

ITEM 9.01

FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

3(ii) Article II, Section 1 of the Bylaws of Washington Gas, as amended effective July 28, 2014.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.


		Washington Gas Light Company (Registrant)

Date: August 1, 2014		/s/ William R. Ford
		William R. Ford
		Vice President and Chief Accounting Officer (Principal Accounting Officer)

EX-3.(II) 2 d769203dex3ii.htm EX-3.(II) EX-3.(ii)

Exhibit 3(ii)

WASHINGTON GAS LIGHT COMPANY

BYLAWS

ARTICLE II

Board of Directors.

ARTICLE II

Board of Directors.

SECTION 1. Number, Powers, Term of Office, Quorum, Lead Director. The Board of Directors of the Company shall consist of eight persons. The Board of Directors may exercise all the powers of the Company and do all acts and things which are proper to be done by the Company which are not by law or by these Bylaws directed or required to be exercised or done by the stockholders. The members of the Board of Directors shall be elected at the annual meeting of stockholders and shall hold office until the next succeeding annual meeting, or until their successors shall be elected and shall qualify. A majority of the number of directors fixed by the Bylaws shall constitute a quorum for the transaction of business. The action of a majority of the directors present at any lawful meeting at which there is a quorum shall, except as otherwise provided by law or by these Bylaws, be the action of the Board. The Board of Directors shall have a Lead Director, who shall be an independent director, not an employee of the Company. The powers and responsibilities of the Lead Director shall be established by the Board of Directors and shall be set forth in the Corporate Governance Guidelines of the Company. The powers and responsibilities of the Lead Director may be modified from time to time in the discretion of the Board of Directors.