Entergy adopts amended bylaws with exclusive forum provisions and enhanced stockholder nominee disclosures

ENTERGY CORP /DE/

Amended bylaws designate Delaware Chancery as exclusive forum for intra-corporate disputes and federal courts for Securities Act claims.
New disclosure requirements for stockholder director nominations: must include interviews, representations, and updates within two business days of material changes.
Bylaws now address universal proxy rules (Rule 14a-19), requiring nominating stockholders to comply and provide evidence five business days before meeting.
Board gains explicit authority to postpone, reschedule, or cancel stockholder meetings and to conduct meetings by remote communication.

Key facts

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

ENTERGY CORP /DE/: Amended and restated bylaws effective immediately, including provisions on remote meetings, meeting postponement/cancellation, chair designation, adjournment, proxies, enhanced stockholder nomination and proposal procedures, director election plurality voting, Universal Proxy Rules compliance, direc (effective 2023-12-08).

Change: bylaw amendment
Effective: 2023-12-08

Exact text from the filing

On December 8, 2023, the board of directors (the “ Board ”) of Entergy Corporation (the “ Company ”) adopted amended and restated bylaws of the Company (the bylaws, as so amended and restated, the “ Amended and Restated Bylaws ”), effective immediately.

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Source: SEC EDGAR

accession 0000065984-23-000102

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