On February 17, 2026, the Board of Directors of ePlus inc. approved the amendment and restatement of the Company’s Bylaws, effective the same day. The amendments include stockholder nomination cure provisions, Board authority to pay dividends, prohibition on director candidates serving as election inspectors, and various administrative updates.
Key takeaways
Board approved Amended and Restated Bylaws on February 17, 2026, effective immediately.
Added requirement for Company to notify stockholders of nomination deficiencies and provide cure opportunity if timely submitted.
Granted Board express authority to pay dividends or distributions subject to Delaware General Corporation Law.
Prohibited directors up for election from serving as inspectors of elections.
Made administrative changes including proxy card color specification, expanded nomination notice requirements, clarified stockholder list timing, and removed facsimile for Board notices.
Exhibit 3.1 contains full text of Amended and Restated Bylaws.