{"schema_version":"secwatch.filing_event.v1","accession":"0001437749-23-028368","form_type":"8-K","ticker":"TRT","cik":"0000732026","company_name":"TRIO-TECH INTERNATIONAL","filed_at":"2023-10-17T23:59:59+00:00","discovered_at":"2026-05-14T18:03:31.862144+00:00","generated_at":"2026-06-09T22:57:28.653602+00:00","sec_items":["5.03","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.4,"calibrated_materiality_score":0.4,"confidence":"high","headline":"Trio-Tech amends bylaws: prohibits written consent, reduces quorum, adds e-meetings","bullets":["Board adopted amended bylaws on Oct 11, 2023; effective immediately.","Shareholders can no longer act by written consent; all actions require a meeting.","Quorum reduced from a majority to one-third of outstanding shares.","Directors, officers, and agents receive mandatory indemnification, subject to exceptions.","Chair of Board granted a casting vote in case of director deadlock."],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-23-028368","json":"https://secwatch.observer/filing/0001437749-23-028368.json","markdown":"https://secwatch.observer/filing/0001437749-23-028368.md","text":"https://secwatch.observer/filing/0001437749-23-028368.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/732026/000143774923028368/0001437749-23-028368-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/732026/000143774923028368/trt20231016_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-09T22:57:28.653602+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"f08365d4a41224c8df2d87068e1f88b1952339ac","claim":"TRIO-TECH INTERNATIONAL: Amended and restated bylaws to permit electronic shareholder meeting attendance, prohibit written consent, reduce quorum, provide mandatory indemnification, and grant chair a casting vote on deadlock (effective 2023-10-11).","evidence_excerpt":"On October 11, 2023, the Board of Directors (the “ Board ”) of Trio-Tech International. (the “ Company ”) approved and adopted the Amended and Restated Bylaws of the Company (the “ Bylaws ”), which amend and restate the Company’s original bylaws to include: (i) permitting electronic attendance to a meeting of the Company’s shareholders (a “ Meeting ”); (ii) prohibiting action by written consent of shareholders in lieu of a meeting thereof; (iii) reducing the number of shares that are required to be present at a Meeting for establishing a quorum; (iv) providing for mandatory indemnification of expenses and losses of directors, officers, and agents, subject to certain exceptions; and (v) to provide for a casting vote for the Chair of the Board in the event of a deadlock in the directors.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/732026/000143774923028368/0001437749-23-028368-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2023-10-11"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}