f8k022510.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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) February 25,
2010
OLD
REPUBLIC INTERNATIONAL CORPORATION
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(Exact
name of registrant as specified in its charter)
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Delaware
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001-10607
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36-2678171
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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307 North
Michigan Avenue, Chicago, Illinois 60601
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(Address
of principal executive offices) (Zip Code)
(312)
346-8100
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(Registrant’s
telephone number, including area code)
N/A
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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):
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
140.14d-2(b))
o 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 By-Laws;
Change
in Fiscal Year.
At its
regularly scheduled meeting on February 25, 2010, the Board of Directors of Old
Republic International Corporation (the "Registrant") approved an amendment to
the Registrant's By-Laws reducing the quorum requirements for meetings of
stockholders from a majority to one-third of the stock entitled to vote, present
in person or respresented by proxy. The Registrant's Restated Certificate of
Incorporation and its Restated By-Laws authorize its Board of Directors to amend
its by-laws.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Old Republic International Corporation Restated
By-Laws February 25, 2010
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
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OLD
REPUBLIC INTERNATIONAL CORPORATION
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Registrant
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Date:
March 1, 2010
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By:
/s/ Spencer LeRoy
III
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Spencer
LeRoy III
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Senior
Vice President, General Counsel and
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Secretary
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INDEX TO
EXHIBITS
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Exhibits
99.1 Old
Republic International Corporation Restated By-Laws February 25,
2010
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