UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): May 10, 2006
The Interpublic Group of Companies, Inc. |
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(Exact Name of Registrant as Specified in Charter) |
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Delaware | 1-6686 | 13-1024020 |
(State or Other Jurisdiction | (Commission File | (IRS Employer |
of Incorporation) | Number) | Identification No.) |
1114 Avenue of the Americas, New York, New York |
10036 | |
(Address of Principal Executive Offices) |
(Zip Code) |
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Registrants telephone number, including area code: 212-704-1200 |
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(Former Name or Former Address, if Changed Since Last Report) |
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:
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))
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Item 7.01. |
Regulation FD Disclosure. |
On May 10, 2006, the Board of Directors of The Interpublic Group of Companies, Inc. (the Company), revised the Companys Job Description of the Presiding Director. The revised Job Description of the Presiding Director is attached hereto as Exhibit 99.1 and has also been posted on the corporate governance page of the Companys website, www.interpublic.com.
Item 9.01. |
Financial Statements and Exhibits. |
Exhibit 99.1: Amended and Restated Job Description of the Presiding Director (furnished pursuant to Item 7.01)
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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.
THE INTERPUBLIC GROUP OF COMPANIES, INC. | ||
Date: May 11, 2006 |
By: /s/ Nicholas J. Camera |
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Nicholas J. Camera Senior Vice President, General Counsel and Secretary |
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Exhibit 99.1
PRESIDING DIRECTOR
The independent Directors will elect a Presiding Director (on a rotating basis) to help coordinate the Board and management of Interpublic. The Presiding Director will perform the following duties:
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Convene and chair regular meetings of the non-management Directors and other meetings as may be necessary from time to time and, as appropriate, provide prompt feedback to the Chief Executive Officer. |
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Coordinate and develop the agenda for and chair executive sessions of the independent Directors. |
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Coordinate feedback to the Chief Executive Officer on behalf of independent Directors regarding business issues and management. |
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Coordinate and develop with the Chair of the Board the agendas for meetings of the Board and informational needs associated with those agendas and presentations. |
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Review and, where appropriate, approve information to be sent to the Board. |
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Discuss the results of the Chief Executive Officers performance evaluation with the Chair of the Compensation Committee. |
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Convey to the Chief Executive Officer, together with the Chair of the Compensation Committee, the results of the Chief Executive Officers performance evaluation. |
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Identify and develop with the Chair of the Board and the Governance Committee the Boards compositional needs and criteria for Director candidates. |
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Have the authority to call meetings of the independent Directors, as appropriate. |
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Be available, as appropriate, for direct communication with major stockholders who request such a communication. |
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Performing such other duties as may be necessary for the Board to fulfill its responsibilities or as may be requested by the Board as a whole, by the independent Directors, or by the Chair of the Board. |
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