Attached files
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| EX-3.2 - AMENDED AND RESTATED BYLAWS OF COMMAND CENTER, INC. DATED SEPTEMBER 29, 2016 - HireQuest, Inc. | ccni_ex32.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): September 29,
2016
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COMMAND CENTER,
INC.
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(Exact name of
registrant as specified in its charter)
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Washington
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000-53088
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91-2079472
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(State or other
jurisdiction of
incorporation)
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(Commission File
Number)
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(IRS
Employer Identification
No.)
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3609 S. Wadsworth
Blvd., Suite 250, Lakewood, Colorado
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80235
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Address of
principal executive offices
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Zip
Code
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Registrant’s
telephone number, including area
code: 866-464-5844
(Former name or
former address, if changes since last report.)
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 (see General Instruction A.2.
below):
☐ Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
☐
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;
Change in Fiscal Year.
At a meeting of our board of directors of Command Center, Inc., a
Washington corporation, held on September 29, 2016, the
board approved and adopted amendments, effective as of such date,
to our amended and restated bylaws. We amended the following
sections:
We revised amended Article 3.10(b) of the bylaws to change the
majority required to pass extraordinary acts from two thirds of all
shares entitled to vote to simple majority of all shares entitled
to vote. For our last several shareholder meetings, we have
retained the services of a proxy solicitor to assist us in getting
the shareholder vote necessary for a quorum for our shareholder
meetings. We believe it would be extremely expensive and time
consuming if we had to seek two thirds of all shares instead of a
simple majority of shareholder votes to hold a shareholder meeting
which could, as a result, slow down approval of an extraordinary
act that shareholders otherwise favor. We believe this change is in
our shareholders’ interest by facilitating timely shareholder
meetings.
We revised amended Article 4.5 of the bylaws to provide for
directors being elected by plurality vote instead of majority vote.
As discussed above, we have retained a proxy solicitor to assist us
in getting the shareholder vote necessary for our shareholder
meetings. By changing our voting mechanism to elect directors by
plurality, we believe we can save time and expense. In the event
that our election of directors is contested, the vote will still be
majority vote. Thus, amending the bylaws to plurality vote will
allow a more efficient annual meeting in any uncontested election of directors
but still preserve our shareholders’ right to elect directors
by majority in the event we have a contested
election.
The foregoing summary of the revisions in the amended and restated
bylaws does not purport to be complete and is qualified in its
entirety by the full text of the amended and restated bylaws. The
full text of the amended and restated bylaws is attached as Exhibit
3.2 to this Current Report on Form 8-K and is incorporated herein
by reference.
Item 9.01. Financial Statements and
Exhibits
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Exhibit
Number
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Description of
Exhibits
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Amended and Restated Bylaws of Command Center,
Inc. dated September 29, 2016
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SIGNATURES
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.
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Command Center, Inc.
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October 4,
2016
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By:
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/s/
Ronald
L. Junck
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Executive Vice
President, General Counsel and Secretary
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