Amerigas propane, inc. private company information – bloomberg gas pain left side


The Board of Directors of AmeriGas Propane, Inc. approved amendments to amend and restate the general partners Bylaws among other things, the amendments to the Bylaws: specify that the fiscal year of the general partner shall be the twelve-month period determined by the Board from time-to-time. Specify that any notice required to be given to any person under the provisions of the Pennsylvania Business Corporation Law, as amended, by the general partners Articles of Incorporation, as amended, or the Bylaws, shall be given to the person either personally or by sending a copy thereof by mail, facsimile transmission, e-mail or other electronic communication. Specify that meetings of shareholders need not be held at a particular geographic location if the meeting is held by means of the Internet or other electronic technology pursuant to which the shareholders have an opportunity to read or hear the proceedings substantially concurrently with their occurrence, vote on matters submitted to the shareholders and pose questions to the directors. Specify that the annual meeting of shareholders shall be held only on the date and at the time fixed by the Board or a duly authorized committee of the Board. Specify that special meetings of the shareholders may be called at any time by the chairman, the vice chairman, the chief executive officer or by the Board, or by the secretary of the general partner, upon the written request of the record shareholders of the general partner who hold, in the aggregate, not less than 20% of the outstanding shares of the general partner that would be entitled to vote at the meeting at the time such request is submitted by the holders of such requisite percentage. Specify that at every meeting of the shareholders the presiding officer of such meeting may include a person chosen by the Board. Specify that a shareholder or his or her duly authorized attorney-in fact may execute or authenticate a writing or transmit an electronic message authorizing another person to act for such shareholder by proxy, and provide other clarifying changes regarding electronic communications and proxies. Provide that a shareholders presence or participation at a meeting of the shareholders by conference telephone or other electronic means shall constitute his or her presence, vote or action, or consent or dissent. Provide that any previously scheduled annual or special meeting of the shareholders may be postponed or canceled upon notice given prior to the time previously scheduled for such meeting. Provide that each director of the general partner shall be a natural person of full age, provided that no person of age 75 years or more shall be eligible for election as a director. Specify that each director shall hold office until the expiration of the term for which he or she was elected and until a successor has been selected and qualified or until his or her earlier death, resignation or removal. Provide that a director who is present at a meeting of the Board or of a committee of the Board shall be presumed to have assented to the action taken at that meeting unless his or her dissent is entered in the minutes of the meeting, or unless the director files a written dissent to the action or transmits the dissent in writing to the secretary of the general partner. Clarify the definition of the meaning of the term "proceeding" with respect to the indemnification of directors, officers and other authorized representatives. Provide that, with respect to the advancement of expenses to an indemnified representative, the advance shall be unsecured and interest-free and the general partner shall not impose additional conditions to the advancement of expenses or require from the indemnified representative additional undertakings regarding repayment.