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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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OMB APPROVAL
OMB Number: 3235-0060
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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) November 2, 2007
(Exact name of registrant as specified in its charter)
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| Michigan
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0-19095
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38-2394784 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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| 1653 East Maple Road, Troy, Michigan
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48083-4208 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code (248) 689-3050
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 communication pursuant to Rule 425 under the Securities Act.
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act.
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
TABLE OF CONTENTS
Item 5.03. Amendments to Articles of Incorporation or Bylaws
Our Board of Directors adopted an amendment to Section 6.1 of our bylaws dealing with share
certificates, effective November 2, 2007. The amendment permits the Board of Directors to
authorize the issuance of some or all of our outstanding shares without certificates. The previous
provision requires shares to be represented by certificates. The Board of Directors has not
exercised its power to authorize the issuance of shares without certificates. The Board of
Directors adopted the amendment primarily to comply with Nasdaq rules requiring that by January 1,
2008, Nasdaq-listed securities be eligible for a Direct Registration Program operated by a clearing
agency registered under Section 17A of the Exchange Act, even if the issuer does not intend to
actually participate in the program. Among the requirements to be eligible is a requirement that
our governing documents permit uncertificated shares. The amendment to Section 6.1 of the bylaws
permits the Board to authorize uncertificated shares. A copy of our amended and restated bylaws is
attached as Exhibit 3(ii). You should read the amended and restated bylaws, particularly Section
6.1 for a more complete understanding of the amendment.
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