Business Context and Reporting Period
Company: Emerson Electric Co.
Filing Type: Form 8-K (Current Report)
Date of Report: November 4, 2008
Subject: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The document is a corporate governance report regarding bylaw amendments.
Material Changes
The Board of Directors adopted amendments to the Company's Bylaws effective November 4, 2008. Specifically, Article III, Section 3 was amended. The prior provision prohibited any Director from standing for election or re-election after reaching the age of 72. The amendment creates an exception to allow Vernon R. Loucks, Jr. to serve as a member of the Board of Directors for one additional year, until the Annual Meeting of Stockholders to be held in February 2010.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, outlook, risk factors, contingencies, or unusual items. It strictly reports the procedural change to the Bylaws.
Key Facts for Investor Verification
- The amendment is a specific exception for Director Vernon R. Loucks, Jr., extending his eligibility to serve past the age of 72.
- The extension is limited to one additional year, concluding at the February 2010 Annual Meeting of Stockholders.
- The full text of the amended bylaw provision is included as Exhibit 3.1, with a marked comparison to the prior provision in Exhibit 3.2.