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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 30, 2000
CENTAUR PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
000-24831 77-0304313
(Commission File Number) (IRS Employer Identification No.)
484 Oakmead Parkway
Sunnyvale, California 94085
(Address of principal executive offices) (zip code)
(408) 822-1600
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
Effective November 30, 2000, the Certificate of Incorporation of Centaur
was amended to permit stockholders to act by written consent beyond December 31,
2000. This amendment was approved at a meeting of the Board of Directors and by
the written consent of stockholders of Centaur. As a result of the amendment,
stockholders will continue to be able to act by written consent until such time
as Centaur closes an underwritten offering, which results in Centaur shares
being traded on a significant public market specified in the amendment.
Effective November 30, 2000 pursuant to Board approval, the Bylaws of
Centaur were also amended to permit stockholders to act by written consent
beyond December 31, 2000.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit
Number Exhibit Title
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3.01 Certificate of Amendment of Registrant's Restated Certificate
of Incorporation
3.02 Amendment of Registrant's Bylaws
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.
CENTAUR PHARMACEUTICALS, INC.
(Registrant)
December 8, 2000. By: /s/ Lucy O. Day
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Lucy O. Day
Chief Financial Officer, Treasurer
and Secretary
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EXHBIT INDEX
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Exhibit
Number Exhibit Title
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3.01 Certificate of Amendment of Registrant's Restated Certificate
of Incorporation
3.02 Amendment of Registrant's Bylaws