InterDigital Inc (IDCC)

[thelurker]

Form 8-K for INTERDIGITAL, INC.

30-Jan-2015

Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Financial Sta


Item 5.03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal
Year.



On January 27, 2015, the Board of Directors (the "Board") of InterDigital, Inc.
(the "Company") approved amendments to the Company's Amended and Restated Bylaws
(the "Bylaws") that became effective on the same date. The amendments include
the following:
? the addition of language to Section 2.1 of the Bylaws enabling the
Board to determine that a meeting of shareholders be held solely by
means of the Internet or other electronic communications technology
in the manner and to the extent provided by the Pennsylvania
Business Corporation Law of 1988, as amended ("Pennsylvania BCL");


? the removal of language from Section 2.2 of the Bylaws that does not
apply to "registered corporations," like the Company, under the
Pennsylvania BCL;


? the revision of Section 2.4 of the Bylaws to conform to current
business practices and provide InterDigital with the flexibility to
communicate with its shareholders through electronic means;


? the addition of language to Section 7.1 of the Bylaws to clarify the
agents already covered by the indemnification provision and to make
the language in subsections (a) and (h) of such section consistent;
and


? certain immaterial clean-up and conforming changes to the Bylaws,
including without limitation conforming the use of terms throughout
the Bylaws.

This summary of the amendments to the Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Bylaws, as amended and restated, which is attached as Exhibit 3.1 to this report and incorporated by reference herein.