Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - CELGENE CORP /DE/ | t1502413_8k.htm |
| EX-10.1 - EXHIBIT 10.1 - CELGENE CORP /DE/ | t1502413_ex10-1.htm |
Exhibit 3.1
Amendment to the By-Laws of Celgene Corporation
(As adopted by the Board of Directors on October 14, 2015)
| Section 6. 5 | Forum for Internal Corporate Claims. |
Unless the Corporation consents in writing to the selection of an alternative forum, to the fullest extent permitted by law, all Internal Corporate Claims shall be brought solely and exclusively in the Court of Chancery of the State of Delaware (or, if such court does not have jurisdiction, the United States Court for the District of Delaware). “Internal Corporate Claims” means claims, including claims in the right of the Corporation, brought by a stockholder (including a beneficial owner) (i) that are based upon a violation of a duty owed by a current or former director or officer or stockholder in such capacity or (ii) as to which the Delaware General Corporation Law confers jurisdiction upon the Court of Chancery of the State of Delaware.