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) June 16, 1997
Community Bankshares, Inc.
(Exact name of registrant as specified in its charter)
South Carolina 000-22054 57-0966962
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
791 Broughton Street, Orangeburg, South Carolina 29116
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code (803) 535-1060
N/A
(Former name or former address, if changed since last report.)
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Item 5. Other Events.
This Current Report on Form 8-K is being filed for the purpose of
updating the description of the Registrant's Common Stock set forth in the
Registration Statement on Form 8-A, filed October 21, 1996 (Commission File No.
001-12341).
On June 16, 1997, the Registrant's Board of Directors approved a
two-for-one split of the Registrant's Common Stock pursuant to which one
additional share will be issued for each share of common stock outstanding. In
connection with the stock split, the Registrant has amended its articles of
incorporation to increase from 6,000,000 to 12,000,000 the number of authorized
shares of Common Stock. The record date for the stock split is July 2, 1997 and
the payable date will be July 21, 1997. The Registrant has filed Articles of
Amendment to its Articles of Incorporation to cause the increase in authorized
shares to be effective on July 21, 1997.
Exhibits
3.1 Articles of Amendment to Registrant's Articles of Incorporation, filed June
19, 1997.
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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 hereunto duly authorized.
COMMUNITY BANKSHARES, INC.
-------------------------------------
(Registrant)
William W. Traynham
Date: June 19, 1997 By:---------------------------------
William W. Traynham
President
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EXHIBIT INDEX
Exhibits
3.1 Articles of Amendment to Registrant's Articles of Incorporation, filed June
19, 1997.
Jim Miles
Secretary of State
FILED
JUN 19 1997
STATE OF SOUTH CAROLINA
SECRETARY OF STATE
ARTICLES OF AMENDMENT
Pursuant to Section 33-10-106 of the 1976 South Carolina Code, as amended,
the undersigned corporation adopts the following Articles of Amendment to its
Articles of Incorporation:
1. The name of the corporation is Community Bankshares, Inc.
2. On June 16, 1997, the corporation adopted the following Amendment(s) of its
Articles of Incorporation.
RESOLVED, that pursuant to a two-for-one split of the authorized shares of
the Corporation's common stock (no par value), the total number of
authorized shares of the Corporation's common stock shall be increased from
6,000,000 shares to 12,000,000 shares (no par value).
3. The manner, if not set forth in the amendment, in which any exchange,
reclassification, or cancellation of issued shares provided for in the
Amendment shall be effected, is as follows: (if not applicable, insert "not
applicable" or "NA").
Shareholders of record on July 2, 1997 will be issued additional stock
certificates representing one additional share of the Corporation's Common
Stock for every one share currently held.
4. Complete either a or b, whichever is applicable.
a. [ ] Amendment(s) adopted by shareholder action.
At the date of adoption of the amendment, the number of outstanding
shares of each voting group entitled to vote separately on the
Amendment, and the vote of such shares was:
Number of Number of Number of Number of
out- Votes Shares Undisputed*
Voting standing Entitled Represented Shares Voted
Group Shares to be Cast at the meeting For Against
b. [x] The amendment(s) was duly adopted by the Incorporators or board
of directors without shareholder approval pursuant to
ss.33-6-102(d), 33-10-102 and 33-10-105 of the 1976 South
Carolina Code as amended, and shareholder action was not
required.
5. Unless a delayed date is specified, the effective date of these Articles of
Amendments shall be the date of acceptance for filing by the Secretary of
State (See ss.33-1-230(b)) Effective July 21, 1997.
COMMUNITY BANKSHARES, INC.
DATE: June 16, 1997 (Name of Corporation)
s/William W. Traynham
By:--------------------------------------
(Signature)
William W. Traynham, President
(Type or Print Name and Office)
*NOTE: Pursuant to Section 33-10-106(6)(i), the corporation can alternatively
state the total number of votes cast for and against the amendment by
each voting group entitled to vote separately on the amendment or the
total number of undisputed votes cast for the amendment by each voting
group together with a statement that the number cast for the amendment
by each voting group was sufficient for approval by that voting group.
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