SEC Info℠ | Home | Search | My Interests | Help | Sign In | Please Sign In | ||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/02/10 Deluxe Corp 10-Q 9/30/10 35:5.6M Broadridge Fin’l So… Inc |
Document/Exhibit Description Pages Size 1: 10-Q Deluxe Corporation 10-Q 9-30-2010 HTML 768K 2: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 42K 3: EX-12.1 Statement re: Computation of Ratios HTML 61K 4: EX-31.1 Certification -- §302 - SOA'02 HTML 20K 5: EX-31.2 Certification -- §302 - SOA'02 HTML 20K 6: EX-32.1 Certification -- §906 - SOA'02 HTML 16K 27: XML IDEA XML File -- Definitions and References XML 76K 32: XML IDEA XML File -- Filing Summary XML 44K 30: XML.R1 Document and Entity Information XML 113K 31: XML.R2 Consolidated Balance Sheets XML 297K 18: XML.R3 Consolidated Balance Sheets (Parenthetical) XML 94K 22: XML.R4 Consolidated Statements of Income XML 357K 26: XML.R5 Consolidated Statements of Cash Flows XML 426K 25: XML.R6 Consolidated financial statements XML 34K 34: XML.R7 New accounting pronouncements XML 34K 15: XML.R8 Supplemental balance sheet information XML 251K 24: XML.R9 Derivative financial instruments XML 33K 14: XML.R10 Fair value measurements XML 127K 13: XML.R11 Earnings per share XML 104K 17: XML.R12 Acquisitions and discontinued operations XML 48K 28: XML.R13 Restructuring charges XML 184K 19: XML.R14 Pension and other postretirement benefits XML 87K 20: XML.R15 Income tax provision XML 34K 23: XML.R16 Debt XML 60K 35: XML.R17 Other commitments and contingencies XML 32K 16: XML.R18 Shareholders' equity XML 134K 12: XML.R19 Business segment information XML 153K 21: XML.R20 Market risks XML 38K 33: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 883K 9: EX-101.CAL XBRL Calculations -- dlx-20100930_cal XML 112K 7: EX-101.INS XBRL Instance -- dlx-20100930 XML 1.00M 10: EX-101.LAB XBRL Labels -- dlx-20100930_lab XML 331K 11: EX-101.PRE XBRL Presentations -- dlx-20100930_pre XML 199K 8: EX-101.SCH XBRL Schema -- dlx-20100930 XSD 53K 29: ZIP XBRL Zipped Folder -- 0001140361-10-043000-xbrl Zip 64K
Name
|
Post Office Address
|
Term of Office
|
||
W. R. Hotchkiss
|
St. Paul, Minnesota
|
One Year
|
||
Einar E. Swanson
|
Minneapolis, Minnesota
|
One Year
|
||
K. Sander
|
St. Paul, Minnesota
|
One Year
|
Name
|
Post Office Address
|
|
W. R. Hotchkiss
|
St. Paul, Minnesota
|
|
Einar E. Swanson
|
Minneapolis, Minnesota
|
|
K. Sander
|
St. Paul, Minnesota
|
(1)
|
Whether or not a vote of shareholders is otherwise required, the affirmative vote of the holders of not less than seventy percent (70%) of the outstanding shares of "Voting Stock" (as hereinafter defined) of the Corporation shall be required for the approval or authorization of any "Business Combination" (as hereinafter defined) with any "Related Person" (as hereinafter defined) involving the Corporation, or the approval or authorization by the Corporation in its capacity as a shareholder of any Business Combination involving a "Subsidiary" (as hereinafter defined) which requires the approval or authorization of the shareholders of the Subsidiary; provided, however, the seventy percent (70%) voting requirement shall not be applicable if:
|
(2)
|
The affirmative vote of the holders of not less than fifty percent (50%) of the outstanding shares of Voting Stock of the Corporation shall be required for the purchase, direct or indirect, by the Corporation, of any securities of the Corporation from a Related Person (except pursuant to an offer of purchase made to all holders of such securities).
|
|
(ii)
|
any exchange of shares of the Corporation or a Subsidiary for shares of a Related Person which, in the absence of this Article, would have required the affirmative vote of at least a majority of the voting power of the outstanding shares of the Corporation entitled to vote or the affirmative vote of the Corporation, in its capacity as a shareholder of a Subsidiary;
|
|
(iii)
|
any sale, lease, exchange, transfer, or other disposition (in one transaction or a series of transactions), including without limitation a mortgage or any other security device, of all or any "Substantial Part" (as hereinafter defined) of the assets either of the Corporation (including without limitation any voting securities of a Subsidiary) or of a Subsidiary, to or with the Corporation or a Subsidiary;
|
|
(iv)
|
any sale, lease, exchange, transfer, or other disposition (in one transaction or a series of transactions) of all or any Substantial Part of the assets of a Related Person to or with the Corporation or a Subsidiary;
|
|
(v)
|
the issuance to a Related Person of any securities (except pursuant to stock dividends, stock splits, or similar transactions which would not have the effect of increasing the proportionate voting power of a Related Person) of the Corporation or of a Subsidiary;
|
|
(vi)
|
any recapitalization or reclassification that would have the effect of increasing the voting power of a Related Person; and
|
|
(vii)
|
any agreement, contract, or other arrangement providing for any of the transactions described in this definition of Business Combination.
|
|
(b)
|
The term "Related Person" shall mean and include any individual, corporation, partnership, or other person or entity which, together with its "Affiliates" and "Associates" (as defined on February 8, 1985, by Rule 12b-2 under the Securities Exchange Act of 1934), "Beneficially Owns" (as defined on February 8, 1985, by Rule 13d-3 under the Securities Exchange Act of 1934) in the aggregate five percent (5%) or more of the outstanding Voting Stock of the Corporation, and any Affiliate or Associate (other than the Corporation, or a wholly-owned subsidiary of the Corporation) of any such individual corporation, partnership, or other person or entity.
|
|
(c)
|
The term "Substantial Part" shall mean more than thirty percent (30%) of the fair market value of the total assets of the Corporation or Related Person in question, as of the end of its most recent fiscal year ending prior to the time the determination is being made.
|
|
(d)
|
Without limitation, any shares of common stock of the Corporation that any Related Person has the right to acquire pursuant to any agreement, or upon exercise of conversion rights, warrants or options or otherwise, shall be deemed beneficially owned by the Related Person.
|
|
(e)
|
The term "Subsidiary" shall mean any corporation, a majority of the equity securities of any class of which are owned by the Corporation, by another Subsidiary, or in the aggregate by the Corporation and one or more of its Subsidiaries.
|
|
(f)
|
The term "Voting Stock" shall mean all outstanding shares of capital stock of the Corporation entitled to vote generally in the election of Directors and each reference to a proportion of shares of Voting Stock shall refer to such proportion of the votes entitled to be cast by such shares.
|
|
(i)
|
a Director who was a member of the Board of Directors of the Corporation immediately prior to the time that any Related Person involved in the Business Combination in question became a Related Person; and
|
|
(ii)
|
any person becoming a Director whose election, or nomination for election by the Corporation's shareholders, was approved by a vote of a majority of the Continuing Directors; provided, however, that in no event shall a Related Person involved in the Business Combination in question be deemed to be a Continuing Director.
|
(4)
|
For the purposes of this Article XI, the Continuing Directors by a majority vote shall have the power to make a good faith determination, on the basis of information known to them, of:
|
|
(i)
|
the number of shares of Voting Stock of the Corporation that any person or entity Beneficially Owns;
|
|
(v)
|
whether the cash or fair market value of the property, securities or other consideration to be received per share by holders of common stock of the Corporation other than the Related Person in a Business Combination is an amount at least equal to the highest per share price paid by the Related Person; and
|
(5)
|
The provisions set forth in this Article XI may not be repealed or amended in any respect, unless such action is approved by the affirmative vote of the holders of not less than seventy percent (70%) of the outstanding shares of Voting Stock of the Corporation.
|
Sr. Vice President, General Counsel & Secretary
Deluxe Corporation
|
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/22/24 Deluxe Corp. 10-K 12/31/23 106:15M 5/09/23 Deluxe Corp. S-8 5/09/23 5:53K Toppan Merrill/FA 2/24/23 Deluxe Corp. 10-K 12/31/22 107:19M 8/05/22 Deluxe Corp. S-8 8/05/22 9:286K Toppan Merrill/FA 5/13/22 Deluxe Corp. S-8 5/13/22 5:84K Toppan Merrill/FA 5/13/22 Deluxe Corp. S-3ASR 5/13/22 8:1.4M Toppan Merrill/FA 2/28/22 Deluxe Corp. 10-K 12/31/21 111:21M 2/19/21 Deluxe Corp. 10-K 12/31/20 116:20M |