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):
September 21, 2007
 

 
EUROBANCSHARES, INC.
(Exact name of registrant as specified in its charter)
 

 
Commonwealth of Puerto Rico
000-50872
66-0608955
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
  270 Muñoz Rivera Avenue San Juan, Puerto Rico 00918
  (Address of principal executive offices) (Zip Code)
 
  (787) 751-7340
  (Registrant’s telephone number, including area code)
 


     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 (see General Instruction A.2. below):

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
o
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; Change in Fiscal Year
 
The Board of Directors of EuroBancshares , Inc. (the “Company”) amended Article V of the Company’s Amended and Restated Bylaws (the “Bylaws”), effective as of September 21, 2007, to allow for the Company to provide by resolution for the issuance of uncertificated shares. By being able to issue uncertificated shares, the Company may now participate in the Direct Registration System, which is currently administered by the Depository Trust Company. The Direct Registration System allows investors to have securities registered in their names without the issuance of physical stock certificates and allows investors to electronically transfer securities to broker-dealers in order to effect transactions without the risks and delays associated with transferring physical certificates. The amendment to the Bylaws also provides that each registered stockholder shall be entitled to a stock certificate upon written request to the transfer agent or registrar of the Company.
 
The full text of the Bylaws, as amended, is filed as Exhibit 3.1 to this Current Report, and amended Article V thereof is incorporated herein by reference.
 
Item 9.01 Financial Statements and Exhibits.
 
(d)
Exhibits
 
 
3.1
Amended and Restated Bylaws of EuroBancshares, Inc., as amended
 


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.
     
  EUROBANCSHARES, INC.
 
 
 
 
 
 
Date: September 26, 2007  By:   /s/ Rafael Arrillaga-Torréns, Jr. 
 
Rafael Arrillaga-Torréns, Jr.
  Chairman of the Board, President
and Chief Executive Officer 
 


EXHIBIT INDEX
   
Exhibit No.
Description
   
3.1
Amended and Restated Bylaws of EuroBancshares, Inc., as amended


 
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