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EX-3.1 - EXHIBIT 3.1 - Federal Home Loan Bank of Chicagoexhibit31-bylaws2x1x16.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 26, 2016

FEDERAL HOME LOAN BANK OF CHICAGO
(Exact name of registrant as specified in its charter)

Federally chartered corporation
000-51401
36-6001019
(State or other jurisdiction of incorporation or organization)
 (Commission File Number)
(IRS Employer Identification No.) 
 
 
 
 
 
 
200 East Randolph Drive
Chicago, Illinois
 
60601
(Zip Code) 
(Address of principal executive offices)
 
 

Registrant's telephone number, including area code:
(312) 565-5700

Former name or former address, if changed since last report:
Not Applicable

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Item 5.03 Amendments to Articles of Incorporation or Bylaws; Changes in Fiscal Year.

On January 26, 2016, the Board of Directors (“Board”) of the Federal Home Loan Bank of Chicago (the “Bank”) approved and adopted certain amendments to the Bank’s bylaws, which became effective on that same date.

The Board adopted these amendments to the Bank’s bylaws primarily to select Delaware General Corporation Law as the applicable law with regard to indemnification and corporate governance matters in compliance with a recently promulgated rule of the Federal Housing Finance Agency.

The foregoing description of the substantive changes to the Bank’s bylaws is qualified in its entirety by reference to the full text of the Bank’s bylaws, as amended, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

The information being furnished pursuant to Item 5.03 on this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.






Item 9.01 Financial Statements and Exhibits
(d)    Exhibits
Exhibit No.
Description
3.1
Bylaws of the Bank, as restated and effective January 26, 2016, marked and notated to show changes






Signature(s)

      Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
 
Federal Home Loan Bank of Chicago
 
 
 
Date: February 1, 2016
 
By: /s/ Peter E. Gutzmer
 
 
       Peter E. Gutzmer
       Executive Vice President, General Counsel and
       Corporate Secretary