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
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Date of report (Date of earliest event reported) |
June 27, 2006 |
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INTERNATIONAL FLAVORS & FRAGRANCES INC. |
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(Exact Name of Registrant as Specified in Charter) |
| New York | 1-4858 | 13-1432060 | ||
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(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 521 West 57th Street, New York, New York | 10019 | |
| (Address of Principal Executive Offices) | (Zip Code) |
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Registrant’s telephone number, including area code |
(212) 765-5500 |
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):
| 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; Change in Fiscal Year.
On June 27, 2006, the Board of Directors approved an amendment to Article II, Section 2 of the By-Laws of the Company. The amendment, which becomes effective on July 1, 2006, increases the number of directors from eight to nine. A copy of the Company’s By-Laws, as amended, is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
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Item 9.01. |
Financial Statements and Exhibits. | ||
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(d) |
Exhibits |
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Exhibit No. |
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Document |
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99.1 |
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By-Laws of International Flavors & Fragrances Inc., as amended effective as of July 1, 2006. |
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SIGNATURE |
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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INTERNATIONAL FLAVORS & FRAGRANCES INC. |
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| Dated: June 30, 2006 | By: | /s/ Dennis M. Meany | |
| Name: | Dennis M. Meany | ||
| Title: |
Senior Vice President, General Counsel and Secretary |
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EXHIBITS INDEX
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Exhibit Number |
Exhibit Description |
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99.1 |
By-Laws of International Flavors & Fragrances Inc., as amended effective as of July 1, 2006. |