Business Context and Reporting Period
This Form 8-K Current Report was filed by Emerson Electric Co. on November 2, 2010. The filing addresses corporate governance changes, specifically regarding the Board of Directors and amendments to the Company's Bylaws.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and does not contain financial performance data.
Material Changes
- Director Resignation and Re-election: Harriet Green resigned from the Board of Directors (Class of 2012) effective November 2, 2010. Immediately following her resignation, she was elected as a Director in the Class of 2011.
- Reason for Change: The reclassification was undertaken to maintain an equal number of Directors in each class as required by Missouri law ahead of the February 2011 Annual Meeting of Stockholders.
- Bylaw Amendment: The Board adopted amendments to the Bylaws effective November 2, 2010. Article III, Section 3 was modified to allow Rozanne L. Ridgway to serve as a Director for an additional year until the February 2012 Annual Meeting, despite the standard age limit of 72.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for financial guidance, outlook, management commentary on operations, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Harriet Green's director class was shifted from 2012 to 2011 to comply with Missouri state law regarding board class equality.
- Rozanne L. Ridgway received a specific exemption from the age 72 retirement rule in the Bylaws to serve until February 2012.
- The amended Bylaws are included as Exhibits 3.1 and 3.2 to this filing.