Attached files
file | filename |
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8-K - FORM 8-K - Avery Dennison Corp | v55895e8vk.htm |
EX-99.2 - EX-99.2 - Avery Dennison Corp | v55895exv99w2.htm |
EX-99.3 - EX-99.3 - Avery Dennison Corp | v55895exv99w3.htm |
EX-99.1 - EX-99.1 - Avery Dennison Corp | v55895exv99w1.htm |
EX-3.2.1 - EX-3.2.1 - Avery Dennison Corp | v55895exv3w2w1.htm |
Exhibit 3.1.1
CERTIFICATE OF AMENDMENT
OF
OF
RESTATED CERTIFICATE OF INCORPORATION
OF
AVERY DENNISON CORPORATION
Pursuant to Section 242
of the General Corporation Law of the State of Delaware
Avery Dennison Corporation, a corporation duly organized and existing under the General
Corporation Law of the State of Delaware (the Corporation), does hereby certify that:
1. The Restated Certificate of Incorporation of the Corporation is hereby amended by amending
ARTICLE VI in its entirety to read as follows:
ARTICLE VI
[repealed].
2. The Restated Certificate of Incorporation of the Corporation is hereby amended by amending
ARTICLE VII in its entirety to read as follows:
ARTICLE VII
The number of directors shall be fixed from time to time by a bylaw or
amendment thereof duly adopted by the Board of Directors or by the stockholders.
3. The Restated Certificate of Incorporation of the Corporation is hereby amended by amending
ARTICLE XIV in its entirety to read as follows:
ARTICLE XIV
[repealed].
4. The Restated Certificate of Incorporation of the Corporation is hereby amended by amending
ARTICLE XV in its entirety to read as follows:
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ARTICLE XV
[repealed].
5. The Restated Certificate of Incorporation of the Corporation is hereby amended by amending
ARTICLE XVI in its entirety to read as follows:
ARTICLE XVI
The Corporation reserves the right to amend, alter, change or repeal any
provision contained in this Certificate of Incorporation, in the manner now or
hereafter prescribed by statute, and all rights conferred on stockholders herein
are granted subject to this reservation.
6. The Restated Certificate of Incorporation of the Corporation is hereby amended by amending
ARTICLE XVIII in its entirety to read as follows:
ARTICLE XVIII
[repealed].
7. The foregoing amendments were duly adopted in accordance with the provisions of Sections
242 of the General Corporation Law of the State of Delaware.
[Signature Page Follows]
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IN WITNESS WHEREOF, Avery Dennison Corporation has caused this Certificate of Amendment to be
executed by its duly authorized officer on this
22nd day of April, 2010.
AVERY DENNISON CORPORATION | ||||
By: | /s/ Susan C. Miller | |||
Name: | Susan C. Miller | |||
Title: | Senior Vice President, General Counsel and Secretary |
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