Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
OnJuly 22, 2021 , the Board of Directors (the "Board") ofFirst Solar, Inc. (the "Company") amended and restated the Company's Amended and Restated Bylaws (as amended and restated, the "A&R Bylaws") to, among other things, adopt provisions: (i) clarifying that the Board is empowered to appoint officers with titles in addition to those titles listed in the current Amended and Restated Bylaws; (ii) designating theCourt of Chancery of the State of Delaware (or, if theCourt of Chancery of the State of Delaware does not have jurisdiction, the federal district court for the District ofDelaware ) as the exclusive forum for certain corporate law matters and actions or proceedings asserting an "internal corporate claim" unless the Company consents in writing to the selection of an alternative forum; (iii) designating the federal district courts ofthe United States as the exclusive forum for the resolution of any complaint asserting a cause of action arising under the Securities Act of 1933, as amended (the "Securities Act") unless the Company consents in writing to the selection of an alternative forum; and (iv) providing that if any provision of the A&R Bylaws is held to be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions will not be impaired and will be construed to give effect to the intent manifested by the provision held invalid, illegal, or unenforceable. The foregoing summary and description of the provisions of the A&R Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the A&R Bylaws, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 3 .1 Amended and Re stated Bylaws of First Solar, Inc. 104 Cover Page Interactive Data File (embedded
within the Inline XBRL Document)
2
--------------------------------------------------------------------------------
© Edgar Online, source