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Regulation of Tobacco Products and Bribery and Anti-Corruption Laws, and updates or enhancements to the following subject areas: No Retaliation Take Action How to Report Code Violations Preventing Youth Tobacco Use Workplace Behavior The substantive amendments consist of the addition of new sections on the
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The amendments to theĬode of Conduct clarify, update or enhance the descriptions of the standards of conduct that are expected of all directors, officers and employees of RAI and its subsidiaries. On September 13, 2012, RAIs Board also approved and adopted amendments to RAIs Code of Conduct. A copy of RAIs amended and restated Bylaws is attached to this Current Report on Form 8-K as Exhibit 3.1.Īmendments to the Registrants Code of Ethics, or Waiver of a Provision of the Code of Ethics. Voting standard in RAIs amended and restated Articles of Incorporation. The amendment conforms the voting provisions in RAIs amended and restated Bylaws to those providing for such majority September 13, 2012, providing for a majority voting standard for the election of directors in uncontested elections. On September 13, 2012, the Board of Directors, referred to as the Board, of Reynolds American Inc., referred to as RAI, approved an amendment to the amended and restated Bylaws of RAI, effective Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))Īmendments to Articles of Incorporation or Bylaws Change in Fiscal Year. Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 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. (Former Name or Former Address, if Changed Since Last Report) Registrants telephone number, including area code: 33
(Address of Principal Executive Offices) (Zip
(Exact Name of Registrant as Specified in its Charter) Date of Report (Date of earliest event reported) September 13, 2012
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