Attached files
file | filename |
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8-K - CURRENT REPORT - Support.com, Inc. | sprt_8k.htm |
Exhibit 3.01
AMENDMENT TO AMENDED AND RESTATED BYLAWS OF SUPPORT.COM,
INC.
This Amendment to
Amended and Restated Bylaws (this “Amendment”) of Support.com, Inc.,
a Delaware corporation (the “Corporation”), is made as of
April 23, 2020, by the Board of Directors of the Corporation and
amends the Corporation’s Amended and Restated Bylaws (the
“Bylaws”) as
follows:
1. Article
II, Section 8 of the Bylaws is hereby deleted in its entirety and
replaced with the following:
“Section 8.
Voting. When a
quorum is present at any meeting, the holders of a majority of the
shares of the Corporation, present in person or represented by
proxy at the meeting and entitled to vote on the subject matter,
shall decide any question brought before the meeting other than the
election of directors, unless the question is one upon which by
express provision of a statute or of the Certificate of
Incorporation a different vote is required in which case such
express provision shall govern and control the decision of such
question. Directors shall be elected by a plurality of
the votes of the shares of the Corporation present in person
or represented by proxy at the meeting and entitled to vote on the
election of directors, unless otherwise required by express
provision of a statute or of the Certificate of
Incorporation. All voting, including on the election of
directors but excepting where otherwise required by applicable law
or the Certificate of Incorporation, may take place via a voice
vote. The Board of Directors, in its discretion, or the officer of
the Corporation presiding at a meeting of stockholders, in his or
her discretion, may require that any votes cast at a meeting of
stockholders shall be cast by written
ballot.”