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):
September 28, 2007 (September 27, 2007)
Brown-Forman Corporation
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
| Delaware |
|
002-26821
| |
61-0143150 |
| |
|
|
|
|
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
| |
|
|
| 850 Dixie Highway, Louisville, Kentucky |
|
40210 |
| |
|
|
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone
number, including area code: (502) 585-1100
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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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.
Effective September 27, 2007, the Board of
Directors of Brown-Forman Corporation (the “Company”)
amended Article II, Section 2.6 of the Company’s Bylaws. The amendment sets the quorum requirement
for Board committee meetings (other than Executive Committee meetings) at 50% of committee members.
The amendment did not affect the quorum requirement for meetings of the Executive Committee of the
Board, which remains a majority of the Executive Committee’s members.
Specifically, the amendment added the following
sentence to Article II, Section 2.6: “Except as
provided above in Section 2.5 for the Executive Committee, attendance by at least 50% of committee
members shall constitute a quorum to conduct business.” The Company’s Bylaws, as so amended
through September 27, 2007, are attached as Exhibit 3(ii) to this report and are incorporated by
reference into this Item 5.03.
Item 9.01 Financial Statements and Exhibits
3(ii) Bylaws
of Brown-Forman Corporation, as amended through September 27, 2007