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8-K - 8K - AMENDMENT IN BYLAWS - STERICYCLE INC | bo8k1202.htm |
Exhibit 3(ii).1
Amendment to Bylaws
1.
Section 2.6 (Voting) of the Companys amended and restated bylaws is amended to read as follows:
2.6
Voting
Each holder of common stock shall be entitled to one vote for each share of common stock that he holds of record. When a quorum is present at any meeting of stockholders, the affirmative vote of holders of a majority of the shares present in person or represented by proxy, entitled to vote on a matter and voting shall decide the matter, except as provided in Section 3.2 of Article 3, Section 8.2 of Article 8 or when a different vote is required by law or by the Corporations certificate of incorporation.
2.
Section 8.2 ([Amendments] By Stockholders) of the Companys amended and restated bylaws is amended to read as follows:
8.2
By Stockholders
These Bylaws may be amended or repealed or new bylaws may be adopted by the affirmative vote of holders of a majority of the shares entitled to vote at any annual meeting of stockholders or at any special meeting of stockholders at which notice of the meeting included a statement or description of the proposed amendment, repeal or adoption of new bylaws.