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| NRG > SEC Filings for NRG > Form 8-K on 8-Jul-2009 | All Recent SEC Filings |
8-Jul-2009
Amendment or Waiver to Code of Ethics, Financial Statements and Exhibits
On July 1, 2009, the Board of Directors (the "Board") of NRG Energy, Inc. ("NRG") approved and adopted an amended Code of Conduct. The "Confidentiality" section of the Code of Conduct was amended to clarify that directors of NRG shall not disclose NRG's confidential information to any third party without the specific authorization of a majority of the entire Board. In the event of noncompliance by any director with this confidentiality obligation, the Board shall determine the appropriate consequences in its reasonable, good faith judgment by a resolution of a majority of the entire Board, which consequences may include termination of membership on Board committees, forfeiture of director compensation and, after August 1, 2009, if a court of competent jurisdiction determines that the breach of the director's confidentiality obligation constitutes a breach of the duty of loyalty, NRG may apply to the Delaware Chancery Court to have the director removed in accordance with the Delaware General Corporation Law.
The description above is qualified in its entirety by reference to the amended Code of Conduct, which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Exhibit 99.1 - NRG Energy, Inc. Code of Conduct
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