-----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, EEy7HcqNbdDV53new/6NpAoabQ5uvOdx4wjJpKE+DQKVdR7hUfe12dOFYZizJn/O s6MUzRWVseiiUysLr2+Sug== 0000893220-08-002299.txt : 20080807 0000893220-08-002299.hdr.sgml : 20080807 20080807100121 ACCESSION NUMBER: 0000893220-08-002299 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080801 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080807 DATE AS OF CHANGE: 20080807 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DUPONT E I DE NEMOURS & CO CENTRAL INDEX KEY: 0000030554 STANDARD INDUSTRIAL CLASSIFICATION: PLASTIC MATERIAL, SYNTH RESIN/RUBBER, CELLULOS (NO GLASS) [2820] IRS NUMBER: 510014090 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00815 FILM NUMBER: 08996872 BUSINESS ADDRESS: STREET 1: 1007 MARKET ST CITY: WILMINGTON STATE: DE ZIP: 19898 BUSINESS PHONE: 3027741000 MAIL ADDRESS: STREET 1: 1007 MARKET ST CITY: WILMINGTON STATE: DE ZIP: 19898 8-K 1 w64330ae8vk.htm FORM 8-K e8vk
 
 
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) August 1, 2008
E. I. du Pont de Nemours and Company
(Exact Name of Registrant as Specified in Its Charter)
         
Delaware   1-815   51-0014090
(State or Other Jurisdiction   (Commission   (I.R.S. Employer
Of Incorporation)   File Number)   Identification No.)
1007 Market Street
Wilmington, Delaware 19898
(Address of principal executive offices)
Registrant’s telephone number, including area code: (302) 774-1000
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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   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
     Effective August 1, 2008, the Company amended its Bylaws as follows:
    Article III, Sections 1 and 9 were amended to reflect the Science and Technology Committee as a committee of the Board of Directors of the Company.
    Article III, Section 5 was amended to replace “independent public accountants” with “independent registered public accounting firm.”
    Articles V and VI were amended to replace each instance therein of “Senior Vice President- Finance” with “Executive Vice President- DuPont Finance.”
     The foregoing description is qualified in its entirety by reference to the text of the amendment to the Company’s Bylaws, which is filed as Exhibit 99 to this report.
Item 9.01   Financial Statements and Exhibits
(d)   Exhibits.
     The following exhibits are filed herewith:
  99   Text of the amendment to the Company’s Bylaws effective August 1, 2008.

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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.
         
  E. I. DU PONT DE NEMOURS AND COMPANY
                                 (Registrant)
 
 
  /s/ Barry J. Niziolek    
  Barry J. Niziolek   
  Vice President and Controller   
 
August 7, 2008

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Exhibit    
Number   Description
       
 
  99    
Text of the amendment to the Company’s Bylaws effective August 1, 2008.

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EX-99 2 w64330aexv99.htm AMENDED BYLAWS exv99
Exhibit 99
TEXT OF THE AMENDMENT TO BYLAWS
OF
E. I. DU PONT DE NEMOURS AND COMPANY
Effective August 1, 2008
ARTICLE III.
COMMITTEES OF THE BOARD
     SECTION 1. Committees. The Board shall by the affirmative vote of a majority of the whole Board, elect from the Directors a Strategic Direction Committee, an Audit Committee, an Environmental Policy Committee, a Compensation Committee, and a Corporate Governance Committee and a Science and Technology Committee, and may, by resolution passed by a majority of the whole Board, designate one or more additional committees, each committee to consist of one or more Directors. The Board shall designate for each of these committees a Chairman, and, if desired, a Vice Chairman, who shall continue as such during the pleasure of the Board. The number of members of each committee shall be determined from time to time by the Board.
     SECTION 5. Audit Committee. The Audit Committee shall employ an independent public accountants registered public accounting firm, subject to stockholder ratification at each annual meeting, review the adequacy of internal controls and the accounting principles employed in financial reporting, and shall have such power and perform such duties as may be assigned to it from time to time by the Board. None of the Members of the Audit Committee shall be an officer or employee of the Company or its subsidiaries.
     SECTION 9. Science and Technology Committee. The Science and Technology Committee shall monitor the state of science and technology capabilities within the Company and oversee the development of key technologies essential to the long-term success of the Company. The Committee shall also review the evolution of science and technology external to the Company for potential application within the Company.

 


 

ARTICLE V.
OFFICERS
     SECTION 1. Officers. The officers of the Company shall be a Chairman of the Board, one or more Executive Vice Presidents, a Senior an Executive Vice President — DuPont Finance and a Secretary.
     The Board and the Office of the Chief Executive, may appoint such other officers as they deem necessary, who shall have such authority and shall perform such duties as may be prescribed, respectively, by the Board or the Office of the Chief Executive.
     SECTION 5. SeniorExecutive Vice President — DuPont Finance. The SeniorExecutive Vice President — DuPont Finance shall be the chief financial officer of the Company, and shall have such powers and perform such duties as may be assigned to such SeniorExecutive Vice President — DuPont Finance by the Board or the Office of the Chief Executive.
     SECTION 6. Treasurer. The Board shall appoint a Treasurer. Under the general direction of the SeniorExecutive Vice President — DuPont Finance, the Treasurer shall have such powers and perform such duties as may be assigned to such Treasurer by the Board or the Office of the Chief Executive.
     SECTION 8. Controller. The Board may appoint a Controller. Under the general direction of the SeniorExecutive Vice President — DuPont Finance, the Controller shall have such powers and perform such duties as may be assigned to such Controller by the Board or the Office of the Chief Executive.
ARTICLE VI.
MISCELLANEOUS
     SECTION 6. Corporate Seal. The seal of the Company shall be circular in form, containing the words “E. I. DU PONT DE NEMOURS AND CO.” and “DELAWARE” on the circumference, surrounding the words “FOUNDED” and “SEAL,” and the date “1802.”
     The seal shall be in the custody of the Secretary. A duplicate of the seal may be kept and used by the SeniorExecutive Vice President — DuPont Finance, any Vice President — DuPont Finance, the Treasurer, or by any Assistant Secretary or Assistant Treasurer.

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