Chesapeake Utilities amends bylaws to adopt DGCL virtual-meeting provisions, tighten advance-notice deadlines

CHESAPEAKE UTILITIES CORP

Board approved amended bylaws effective May 3, 2023; virtual stockholder meetings now permitted under DGCL Section 211.
Advance notice deadline for stockholder proposals set at 120 to 90 days before anniversary of prior annual meeting.
Stockholder director nominations under Rule 14a-19 require notice within same 120–90 day window, plus evidence of compliance 5 business days before meeting.
Added Chair of the Board and Lead Director appointment duties; clarified meeting chair succession (Lead Director or Board appointee).
Notices to stockholders allowed by electronic transmission; householding provisions added.

Key facts

Extracted from this filing and checked against the source text.

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

CHESAPEAKE UTILITIES CORP: The Board approved and adopted an amendment and restatement of the bylaws, including provisions for virtual stockholder meetings, updated advance notice deadlines, clarified chairperson roles, enhanced director nomination procedures, and permitted electronic notice and householding (effective 2023-05-03).

Change: bylaw amendment
Effective: 2023-05-03

Exact text from the filing

On May 3, 2023, the Board of Directors (“Board”) of Chesapeake Utilities Corporation (the “Company”) approved and adopted an amendment and restatement of the Company’s Amended and Restated Bylaws (the “Bylaws”) effective as of the same date.

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Source: SEC EDGAR

accession 0001193125-23-134283

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