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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On April 16, 2020, the Board of Directors of ManpowerGroup Inc. (the “Company”) adopted amendments to Section 2.3 of Article II of the Company’s Amended and Restated By-Laws (the “Amendments”). The Amendments permit the Company to hold meetings of its shareholders by remote communications. The effective date of the Amendments is April 16, 2020.
The preceding description of the Amendments is qualified in its entirety by reference to the full text of the Amendments, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Exhibits
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Exhibit No. |
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Description |
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3.1 |
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Text of Amendments to the ManpowerGroup Inc. Amended and Restated By-Laws |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
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MANPOWERGROUP INC. |
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Dated: April 17, 2020 |
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/s/ Richard Buchband |
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Name: |
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Richard Buchband |
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Title: |
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Senior Vice President, General Counsel and Secretary |
Exhibit 3.1
Explanatory Note: Attached below is Section 2.3 of Article II of the Company’s Amended and Restated By-Laws, which was further amended as set forth below. Only Section 2.3 of Article II of the Amended and Restated By-Laws is included (as restated in its entirety) in this exhibit to the Company’s Form 8-K.
Text that was added is shown with a double underline.
ARTICLE II. SHAREHOLDERS
SECTION 2.3. Place of Meeting. The Board of Directors, the Chairman of the Board or the Chief Executive Officer may designate any place, within or outside the State of Wisconsin, and may, in their sole discretion, determine that a virtual meeting of shareholders by means of remote communication shall be held instead of a physical meeting of the shareholders as the place of meeting for the annual meeting or for any special meeting. If no designation is made the place of meeting shall be the principal office of the Corporation, but any meeting may be adjourned to reconvene at any place, including by remote communication, as designated by vote of a majority of the shares represented thereat.