9. Former name or former address, if changed since last report
N/A
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class
Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding
Common
7,142,857,990
11. Indicate the item numbers reported herein
-
The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.
D&L Industries, Inc.DNL
PSE Disclosure Form 4-4 - Amendments to By-Laws References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Amendment to By-Laws
Background/Description of the Disclosure
This relates to the amendment of the Company’s By-Laws approved by the Board on November 4, 2025 and disclosed to the SEC, PSE and PDEx on November 4, 2026. Please be informed that the Securities and Exchange Commission (SEC) has recently approved the Company's amendment of By-Laws. We submit herewith the Certificate of Filing of Amended By-Laws of D&L Industries, Inc. dated January 30, 2026 and received today.
Date of Approval by Board of Directors
Nov 4, 2025
Date of Approval by Stockholders
N/A
Other Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Securities and Exchange Commission
Jan 30, 2026
Date of Receipt of SEC approval
Feb 3, 2026
Amendment(s)
Article and Section Nos.
From
To
Article IV – Section 7
Section 7. Quorum. At all meetings of the Board of Directors, a majority of the Directors shall constitute a quorum for the transaction of corporate business and every decision of a majority of the quorum duly assembled as a Board shall be valid as a corporate act. In the absence of a quorum, the Directors present by majority vote may adjourn the meeting from time to time without notice other than by verbal announcement at the meeting until a quorum shall attend. At any adjourned meeting at which a quorum shall be present, any business may be transacted which might have been transacted at the meeting as originally notified.
Section 7. Quorum. At all meetings of the Board of Directors, two-third (2/3) of the Directors shall constitute a quorum for the transaction of corporate business and every decision of a majority of the quorum duly assembled as a Board shall be valid as a corporate act. In the absence of a quorum, the Directors present by majority vote may adjourn the meeting from time to time without notice other than by verbal announcement at the meeting until a quorum shall attend. At any adjourned meeting at which a quorum shall be present, any business may be transacted which might have been transacted at the meeting as originally notified.
Rationale for the amendment(s)
To align with corporate governance best practices
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the By-Laws with the SEC
TBA
Expected date of SEC approval of the Amended By-Laws
TBA
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
No effect to business, operations and/or capital structure
Other Relevant Information
Amended to reflect the date of receipt and approval by the Securities and Exchange Commission.
D&L Industries, Inc.DNL