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FL » Topics » PROPOSAL 3: APPROVAL OF AMENDMENT TO THE BY-LAWS

This excerpt taken from the FL DEF 14A filed Apr 9, 2009.

PROPOSAL 3:
APPROVAL OF AMENDMENT TO THE BY-LAWS

On November 19, 2008, the Board of Directors approved, subject to shareholder approval at the 2009 annual meeting, an amendment to Article II, Section 1 of the Company’s By-Laws to reduce the number of directors from a range of 9 to 17 persons to a range of 7 to 13 persons, with the exact number within this range to be determined by the entire Board of Directors. The number of directors is currently fixed at nine. Shareholders approved an amendment to the By-Laws in 1997 setting the range of directors at between 9 and 17 persons. For the reasons described below, the Board believes that it would be in the best interests of the Company and its shareholders to reduce the minimum and maximum number of directors at this time.

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