-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, C1cSscP757gmhb76YNc7QfnDwDgPKVaM/fwWlF6HDgJ4XDfHDKuVy1ZmEVI9prVe P15WzApH88CNpPh9mYegeg== 0001376067-10-000002.txt : 20100127 0001376067-10-000002.hdr.sgml : 20100127 20100127130933 ACCESSION NUMBER: 0001376067-10-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100127 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year FILED AS OF DATE: 20100127 DATE AS OF CHANGE: 20100127 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Venture Lending & Leasing V, Inc. CENTRAL INDEX KEY: 0001376067 IRS NUMBER: 141974295 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 814-00731 FILM NUMBER: 10549912 BUSINESS ADDRESS: STREET 1: 2010 NORTH FIRST STREET, SUITE 310 CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: (408) 436-8577 MAIL ADDRESS: STREET 1: 2010 NORTH FIRST STREET, SUITE 310 CITY: SAN JOSE STATE: CA ZIP: 95131 8-K 1 edgarfundv8kreamendmenttobyl.htm 8-K CHANGE IN BYLAWS Converted by EDGARwiz

U.S. 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): January 25, 2010 

  

Venture Lending & Leasing V, Inc.

(Exact name of registrant as specified in its charter)

  

 

 

 

 

 

 MARYLAND

  

814-00731

  

14-1974295

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

  

  

2010 North First Street, Suite 310, San Jose, CA 95131

(Address of principal executive offices, zip code)

  

Registrant’s telephone number, including area code: (408) 436-8577


 (Former name or former address, if changed since last report): N/A


  

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

  

¨

Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act

  

¨

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

  

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.









Item 5.03  Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

As previously reported by Venture Lending & Leasing V, Inc. (the “Fund”), effective as of the close of business on December 31, 2009, Ronald W. Swenson resigned from the position of Chief Executive Officer of the Fund, and the Fund elected Maurice C. Werdegar to the position of Chief Executive Officer to fill the vacancy created by Mr. Swenson’s resignation.  Mr. Swenson continues to serve as a director and Chairman of the Board of the Fund.  

In connection with such change in officers, on January 25, 2010, the Board of Directors of the Fund approved an amendment to Article V of the Fund’s Amended & Restated Bylaws (the “Amendment”), also effective as of the close of business on December 31, 2009.  The Amendment deletes the statements in the Bylaws that the Chairman of the Fund is also the Chief Executive Officer of the Fund, and that the Chief Executive Officer of the Fund presides at meetings of the Fund’s shareholders and Board of Directors.  The foregoing summary of the Amendment is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 99.1 to this Current Report on Form 8-K (marked to show deleted text), and which is incorporated herein by reference.


Item 9.01  Financial Statements and Exhibits.


Exhibit Number

Description

 ------------------

---------------

99.1

Amendment No. 1 to Amended and Restated Bylaws of the Fund (marked to show deleted text)







SIGNATURES


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 duly authorized.


VENTURE LENDING & LEASING V, INC.

(Registrant)


By:

/s/ Maurice C. Werdegar

By:

/s/ Martin D. Eng

Maurice C. Werdegar

Martin D. Eng

Chief Executive Officer & President

Chief Financial Officer

Date:

January 27, 2010

Date:

January 27, 2010







 EX-99.2 BYLAWS 2 edgarexhibitto8kfiling.htm EXHIBIT - BYLAWS Converted by EDGARwiz


EXHIBIT 99.1


“ARTICLE V

OFFICERS

. .  .

Section 5.

Chief Executive Officer.  The Chief Executive Officer shall preside at all shareholders’ meetings and at all meetings of the Board of Directors.  Subject to the supervision of the Board of Directors, the Chief Executive Officer shall have general charge of the business, affairs, and property of the Corporation and general supervision over its officers, employees, and agents. Except as the Board of Directors may otherwise order, the Chief Executive Officer may sign in the name and on behalf of the Corporation all deeds, bonds, contracts, or agreements. The Chief Executive Officer shall exercise such other powers and perform such other duties as from time to time may be assigned by the Board of Directors.

. . .

Section 7.

Chairman and Vice Chairman.  The Chairman shall be the Chief Executive Officer of the Corporation and shall preside at all shareholders’ meetings and at all meetings of the Board of Directors, and may be ex officio a member of all committees of the Board of Directors. Except as the Board of Directors may otherwise order, the Chairman may sign in the name and on behalf of the Corporation all deeds, bonds, contracts, or agreements. The Chairman shall exercise such other powers and perform such other duties as from time to time may be assigned by the Board of Directors.

Any Vice Chairman may perform such duties of the Chairman as the Chairman or Board of Directors may assign, and, in the absence of the Chairman, may perform all duties of the Chairman.”  




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