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): November 2, 2006
Commission File Number 001-31921
COMPASS MINERALS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 36-3972986
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
9900 West 109th Street, Suite 600
Overland Park, KS 66210
(913) 344-9200
(Address of principal executive offices and telephone number)
N/A
(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:
[ ] 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;
On November 2, 2006 the Board of Directors (the "Board") of Compass Minerals
International, Inc. (the "Company") adopted amendments to Articles II, III, VI
and IX of the Company's Amended and Restated Bylaws (the "Bylaws").
Articles II and III were amended to authorize increased use of electronic
communication in shareholder and director proceedings and to address other
administrative matters.
Article VI was amended to allow stock holders to choose between an issued stock
certificate or direct, ("book entry") registration of their shares.
Article IX relating to indemnification of and advancement of expenses to the
Company's directors, officers and employees was also amended.
The Bylaws as amended became effective immediately upon their adoption by the
Board. A copy of the bylaws as amended is attached as Exhibit 3.1 to this
current Report on Form 8-K and a copy marked to show changes to the former
Bylaws has been included as Exhibit 99.1 to this Current Report on Form 8-K
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits:
Exhibit No. Document
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3.1 Amended and Restated Bylaws of Compass Minerals International, Inc.
99.1 Amended and Restated Bylaws of Compass Minerals International,
Inc. marked to show changes effected by the amendments discussed
herein.
SIGNATURES
Pursuant to the requirements of Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
COMPASS MINERALS INTERNATIONAL, INC.
Date: November 7, 2006 /s/ Rodney L. Underdown
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Rodney L. Underdown Vice President, Chief
Financial Officer, Secretary and Treasurer