-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Iq4wxo3amchTR68g7J1Alwt5AKwf5hFRoYpoJ8j1Yhv+VqMGZnCSPdk49bW4ByqK /U+29Yh3rckSECWlcG2r4w== 0000003453-07-000004.txt : 20070126 0000003453-07-000004.hdr.sgml : 20070126 20070126165442 ACCESSION NUMBER: 0000003453-07-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070125 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070126 DATE AS OF CHANGE: 20070126 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALEXANDER & BALDWIN INC CENTRAL INDEX KEY: 0000003453 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 990032630 STATE OF INCORPORATION: HI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-00565 FILM NUMBER: 07557312 BUSINESS ADDRESS: STREET 1: 822 BISHOP STREET STREET 2: PO BOX 3440 CITY: HONOLULU STATE: HI ZIP: 96801 BUSINESS PHONE: 8085256611 MAIL ADDRESS: STREET 1: 822 BISHOP STREET STREET 2: PO BOX 3440 CITY: HONOLULU STATE: HI ZIP: 96801 8-K 1 form_8-k.txt FORM 8-K, ALEXANDER & BALDWIN, INC., JANUARY 2007 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 25, 2007 ALEXANDER & BALDWIN, INC. (Exact name of registrant as specified in its charter) Hawaii 0-565 99-0032630 ------ ----- ---------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer - ---------------------------- ------------------------ ---------------- of incorporation) Identification No.) ---------------- ------------------- 822 Bishop Street, P. O. Box 3440 Honolulu, Hawaii 96801 ---------------------- (Address of principal executive office and zip code) (808) 525-6611 -------------- (Registrant's telephone number, including area code) Not Applicable -------------- (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 (see General Instruction A.2. below): _ |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) _ |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) _ |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) _ |_| 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 - ----------- (a) On January 25, 2007, the Board of Directors voted to amend a portion of Article III, Section 1, effective immediately. The amendment eliminates the exception to the Board retirement age of 72 for any person who has served as Chief Executive Officer of the Company for five years or more. The Amendment to the Bylaws is filed herewith as Exhibit 3(ii) and incorporated herein by reference. Item 9.01 Financial Statements and Exhibits - ----------------------------------------------- (d) Exhibits 3(ii) Amendment, effective January 25, 2007, to the Revised Bylaws of Alexander & Baldwin, Inc. SIGNATURE --------- Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: January 26, 2007 ALEXANDER & BALDWIN, INC. /s/ Christopher J. Benjamin ---------------------------------- Christopher J. Benjamin Senior Vice President, Chief Financial Officer and Treasurer EX-3 2 amendment.txt FORM 8-K, EXHIBIT 3(II) AMENDMENT TO THE REVISED BYLAWS OF ALEXANDER & BALDWIN, INC. The Revised Bylaws of Alexander & Baldwin, Inc., as amended effective February 22, 2001 and as thereafter amended (the "Bylaws") be, are hereby amended effective January 25, 2007, as follows: Article III, Section 1 of the Bylaws, "Number and Term of Office," is amended by deleting from the second paragraph thereof that portion of such paragraph starting with the words "; provided, however" through the end of such paragraph, so that such paragraph shall read in its entirety as follows: "No person shall be elected as a director at any annual meeting or special meeting who has achieved the age of seventy-two years prior to such annual or special meeting." -----END PRIVACY-ENHANCED MESSAGE-----