form.htm
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): June 21, 2007
OLIN
CORPORATION
(Exact
name of registrant as specified in its charter)
|
Virginia
|
1-1070
|
13-1872319
|
|
(State
or Other Jurisdiction of Incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
| |
|
190
Carondelet Plaza, Suite 1530
Clayton,
MO
(Address
of principal executive offices)
|
63105-3443
(Zip
Code)
|
|
| |
|
|
| |
(314)
480-1400
(Registrant's
telephone number, including area
code)
|
(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 (see General Instruction A.2. below):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17CFR 240.13e-4(c))
Item
5.03 Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On
June
21, 2007, the Board of Directors of the Company approved amendments to the
Company’s Bylaws:
(1) to
Article VIII to include provisions for uncertificated shares of the Company’s
stock, which will allow the Company’s securities to become eligible for a direct
registration system,
(2)
to
conform the Bylaws to changes in Virginia law, including (a) to permit notice
of
meetings to be given in any form allowed under applicable law, including by
electronic means, (b) to eliminate the requirement for 50 days’ notice of
special shareholder meetings, (c) to permit the Chairman of the Board to adjourn
Board meetings and call special Board meetings, (d) to eliminate the requirement
for notice of adjourned Board meetings and (e) to allow a director’s resignation
to be effective upon the occurrence of a future event, and
(3)
to
include other clarifying and conforming changes, such as to move the description
of the duties of the Chairman of the Board to the Article governing other board
items and to conform references to the Virginia Stock Corporation
Act.
The
foregoing description of the Bylaw amendments is qualified in its entirety
by
reference to the full text of the revised Bylaws, which is filed as Exhibit
3(b).
Item
9.01. Financial
Statements and Exhibits
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Exhibit
No.
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Exhibit
|
|
3(b)
|
Bylaws
as amended June 21, 2007.
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SIGNATURE
Pursuant
to the requirements of the
Securities Exchange Act of 1934, the Registrant has duly caused this report
to
be signed on its behalf by the undersigned hereunto duly
authorized.
OLIN
CORPORATION
By: /s/George
H.
Pain
Name: George
H. Pain
Title: Vice
President, General Counsel
and Secretary
Date: June
26, 2007
EXHIBIT
INDEX
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Exhibit
No.
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Exhibit
|
|
3(b)
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Bylaws
as amended June 21, 2007.
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