Angelica 8K
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): March
20, 2006
ANGELICA
CORPORATION
(Exact
name of Company as specified in its charter)
Missouri
|
1-5674
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43-0905260
|
(State
or other jurisdiction
|
(Commission
|
(I.R.S.
Employer
|
of
incorporation)
|
File
Number)
|
Identification
No.)
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424
South Woods Mill Road
|
|
|
Chesterfield,
Missouri
|
|
63017-3406
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
(314)
854-3800
(Company’s
telephone
number, including area code)
Not
applicable
(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 Company under any of the following
provisions:
[
]
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
(17 CFR 240.14d-2(b))
[
]
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 Fiscal
Year.
On
March
20,
2006,
pursuant to the recommendation of the Special Committee of the Board of
Directors of the Company, the Board of Directors amended in its entirety Section
2:2 of the Company’s By-Laws.
The
By-Laws of the Company previously provided that special
meetings of the shareholders may be called by the Chief Executive Officer,
by
the Board of Directors or by the holders of not less than 50% of all of the
outstanding shares entitled to vote at such meeting. The amendment to the
By-Laws, which was effective immediately, provides that special meetings of
the
shareholders may be held for any purpose and may be called only by the Chief
Executive Officer or by the Board of Directors.
A
copy of
the amendment is attached hereto as Exhibit 3.1 and incorporated herein by
reference. The Company will file a complete copy of its current By-Laws as
an
exhibit to its annual report on Form 10-K for the year ending January 28,
2006.
Item
9.01 Financial
Statements and Exhibits.
(c)
The
following exhibit is filed as part of this report:
|
Exhibit
Number
|
Description
|
|
|
|
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3.1
|
Section
2:2 of the By-Laws of Angelica Corporation as amended through March
20,
2006.
|
*
*
*
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has
duly
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
Dated:
March 22, 2006
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ANGELICA
CORPORATION
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|
|
|
|
|
|
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By:
/s/
Steven L.
Frey
|
|
Name:
Steven
L.
Frey
|
|
Title:
Vice
President & General Counsel
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EXHIBIT
INDEX
Exhibit
Number
|
|
Description
|
|
|
|
|
|
Section
2:2 of the By-Laws of Angelica Corporation as amended through March
20,
2006.
|