Attached files
| file | filename |
|---|---|
| EX-3.1 - Ally Financial Inc. | v183596_ex3-1.htm |
| EX-3.2 - Ally Financial Inc. | v183596_ex3-2.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): May 3, 2010
GMAC
INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
1-3754
|
38-0572512
|
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification
No.)
|
|
200
Renaissance Center
P.O.
Box 200
Detroit,
Michigan
48265-2000
|
|
(Address
of principal executive offices) (Zip
Code)
|
Registrant’s
telephone number, including area code: (866) 710-4623
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrants 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; Change in Fiscal Year.
GMAC Inc.
(“GMAC”) has filed with the Secretary of State of the State of Delaware a
Certificate of Amendment to its Amended and Restated Certificate of
Incorporation (the “Charter Amendment”) to change the corporate name from GMAC
Inc. to “Ally Financial Inc.”. This change will also be reflected in
updated bylaws (the “Bylaws” and together with the Charter Amendment, the
“Amended Governing Documents”). The changes reflected in the Amended
Governing Documents are effective May 10, 2010.
Copies of
the Amended Governing Documents are included as Exhibit 3.1 and Exhibit 3.2
hereto, and are incorporated by reference herein.
Item
5.07 Submission of Matters
to a Vote of Security Holders.
The
information set forth under “Item 5.03 Amendments to Articles of Incorporation
or Bylaws; Change in Fiscal Year” is incorporated herein by
reference. GMAC stockholders collectively holding 598,412 shares of
GMAC common stock, which constitutes approximately 75% of all issued and
outstanding GMAC common stock, approved by written consent the Amended Governing
Documents on May 3, 2010. Of the consents requested, none were
withheld and there were no abstentions.
Item
9.01 Financial Statements
and Exhibits.
The
following exhibits are filed herewith.
|
Exhibit
No.
|
Description of Exhibit
|
|
|
3.1
|
Certificate
of Amendment of Amended and Restated Certificate of Incorporation of GMAC
Inc., dated as of May 4, 2010
|
|
|
3.2
|
Bylaws
of Ally Financial Inc., dated as of May 10, 2010
|
2
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.
Date May
7, 2010
|
GMAC
INC.
|
|||
|
|
By:
|
/s/ David J. DeBrunner | |
|
David
J. DeBrunner
|
|||
|
Vice
President, Chief Accounting Officer and Controller
|
|||
3
EXHIBIT
INDEX
|
Exhibit
No.
|
Description of Exhibit
|
|
|
3.1
|
Certificate
of Amendment of Amended and Restated Certificate of Incorporation of GMAC
Inc., dated as of May 4, 2010
|
|
|
3.2
|
Bylaws
of Ally Financial Inc., dated as of May 10, 2010
|
4