Form 8-K
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): April 7, 2010
Chesapeake
Utilities Corporation
(Exact name of registrant as specified in its charter)
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Delaware
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001-11590
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51-0064146 |
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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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909 Silver Lake Boulevard, Dover, Delaware
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19904 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (302) 734-6799
(Former name or former address, if changed 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.03. Amendments to Bylaws.
On April 7, 2010, the Board of Directors of Chesapeake Utilities Corporation (the Company)
approved and adopted an amendment and restatement of the Companys Amended and Restated Bylaws (the
Bylaws) effective as of the same date. The material amendments to the Bylaws provide for the
following:
(a) The Companys President no longer automatically serves as the Chief Executive Officer in
the event the Chair of the Board has not been designated the Chief Executive Officer;
(b) Certain powers and authority previously delegated to the Companys President pursuant to
the Bylaws are now delegated to the Chief Executive Officer;
(c) Written notice of a director resignation is given to the Chair of the Board and
contemporaneously to the Secretary of the Company; and
(d) The list of officers that the Board of Directors may appoint was expanded to specifically
include a Vice Chair and a Chief Executive Officer and the duties of certain of the officers were
clarified.
Item 9.01. Exhibits.
Exhibit 3 Amended and Restated Bylaws, dated April 7, 2010
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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Chesapeake Utilities Corporation
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/s/ Beth W. Cooper |
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Beth W. Cooper |
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Senior Vice President and Chief Financial Officer |
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Date: April 13, 2010