Amendment to Article 3 of Digital Angel Corporation’s Amended and Restated Bylaws Regarding Board of Directors
This amendment updates Article 3 of Digital Angel Corporation’s bylaws to specify that the Board of Directors will have five members, but never fewer than three. The number of directors can only be changed by a majority vote of the Board, unless otherwise stated in the Certificate. Any change in the number of directors must be reported to the Delaware Secretary of State within 30 days.
EXHIBIT 10.3
AMENDMENT TO ARTICLE 3 OF DIGITAL ANGEL CORPORATION’S
AMENDED AND RESTATED BYLAWS
ARTICLE THREE
BOARD OF DIRECTORS
SECTION 3.1 NUMBER, ELECTION AND TERM.
(a) The Board of Directors shall consist of five (5) persons; provided, however, that in no event shall the number of Directors be less than three (3); provided, further, that except as otherwise provided in the Certificate, the number of Directors provided herein may be amended from time to time only by the affirmative vote of a majority of the Board of Directors; and provided, further, that any change in the number of Directors shall be reported to the Secretary of State of the State of Delaware within thirty (30) calendar days of such change.
