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): January 25, 2007
ALEXANDER & BALDWIN, INC.
(Exact name of registrant as specified in its charter)
Hawaii 0-565 99-0032630
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
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of incorporation) Identification No.)
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822 Bishop Street, P. O. Box 3440
Honolulu, Hawaii 96801
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(Address of principal executive office and zip code)
(808) 525-6611
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(Registrant's telephone number, including area code)
Not Applicable
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(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):
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|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
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|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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|_| 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
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Fiscal Year
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(a) On January 25, 2007, the Board of Directors voted to amend a portion of
Article III, Section 1, effective immediately. The amendment eliminates the
exception to the Board retirement age of 72 for any person who has served as
Chief Executive Officer of the Company for five years or more. The Amendment to
the Bylaws is filed herewith as Exhibit 3(ii) and incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits
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(d) Exhibits
3(ii) Amendment, effective January 25, 2007, to the Revised Bylaws of
Alexander & Baldwin, Inc.
SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: January 26, 2007
ALEXANDER & BALDWIN, INC.
/s/ Christopher J. Benjamin
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Christopher J. Benjamin
Senior Vice President,
Chief Financial Officer and
Treasurer
AMENDMENT TO THE
REVISED BYLAWS OF
ALEXANDER & BALDWIN, INC.
The Revised Bylaws of Alexander & Baldwin, Inc., as amended effective
February 22, 2001 and as thereafter amended (the "Bylaws") be, are hereby
amended effective January 25, 2007, as follows:
Article III, Section 1 of the Bylaws, "Number and Term of Office," is
amended by deleting from the second paragraph thereof that portion of such
paragraph starting with the words "; provided, however" through the end of such
paragraph, so that such paragraph shall read in its entirety as follows:
"No person shall be elected as a director at any annual meeting or
special meeting who has achieved the age of seventy-two years prior to
such annual or special meeting."