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EX-3.2 - EXHIBIT 3.2 - IMH Financial Corpv332174_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):   January 14, 2013

 

IMH Financial Corporation

__________________________________________

(Exact name of registrant as specified in charter)

         
Delaware   000-52611   27-1537126

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

         
7001 N. Scottsdale Rd., Suite # 2050
Scottsdale, Arizona  
      85253
(Address of Principal Executive Offices)       (Zip Code)

 

Registrant’s telephone number, including area code: (480) 840-8400

 

N/A

______________________________________________

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:

 

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.Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year

 

On January 14, 2013, IMH Financial Corporation (“Company”) amended its Bylaws and restated them in full. The amendments are intended, among other things, to provide authority to the Board of Directors to protect the Company’s net operating loss carryforwards and certain other tax attributes, and include provisions restricting transfers of the Company's capital stock to 5.0% stockholders or to stockholders who become 5.0% stockholders upon such transfer.

 

Item 9.01.Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
3.2   Amended and Restated Bylaws of IMH Financial Corporation.

 

 

 

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.

 

January 15, 2013      
  IMH FINANCIAL CORPORATION  
       
       
  By: /S/ William Meris  
    William Meris  
    President