Form 8-K
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) October 14, 2008
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MACC PRIVATE EQUITIES INC.
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(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 0-24412 42-1421406
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
580 2nd Street, Suite 102, Encinitas, CA 92024
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(Address of Principal Executive Offices) (Zip Code)
(760) 479-5080
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(Registrant's Telephone Number, Including Area Code)
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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:
Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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.
On October 9, 2008, the Board of Directors of MACC Private Equities Inc.
(the "Company" or "MACC") adopted amendments to MACC's Second Amended and
Restated Bylaws effective as of such date. Apart from non-substantive language
and conforming changes and other technical and cross-reference edits, the Second
Amended and Restated Bylaws were amended and restated to add the following
provision to Article VIII, Section 2:
"Neither the amendment nor repeal of this Section or any other part of
Article VIII, nor the adoption or amendment of any other provision of
the Bylaws or Certificate of Incorporation of the Corporation
inconsistent with this Article VIII, shall apply to or affect in any
respect the applicability of with respect to Sections 1 and 2 of this
Article VIII any act or failure to act which occurred prior to such
amendment, repeal or adoption."
The foregoing is a brief description of the amendments to MACC's Second
Amended and Restated Bylaws and is qualified in its entirety by reference to the
full text of the Third Amended and Restated Bylaws.
Item 5.05. Amendment to the Registrant's Code of Ethics, or Waiver of a
Provision of the Code of Ethics.
On October 9, 2008, the Board of Directors of MACC approved an amended
Investment Company Code of Business Ethics and Insider Trading Policy. The
policy was amended in order to reflect the merger of MorAmerica Capital
Corporation with and into MACC, which was effective April 30, 2008.
A copy of the Investment Company Code of Business Ethics and Insider
Trading Policy is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
3(ii) Third Amended and Restated Bylaws of MACC Private Equities Inc.,
as amended and adopted October 9, 2008.
99.1 Investment Company Code of Business Ethics and Insider Trading
Policy, as amended and adopted October 9, 2008.
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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.
Date: October 14, 2008
MACC PRIVATE EQUITIES INC.
By: /s/ Travis Prentice
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Travis Prentice
President CEO
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Exhibit Index
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Exhibit
Number Description
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3(ii) Third Amended and Restated Bylaws, as amended and adopted
October 9, 2008.
99.1 Investment Company Code of Business Ethics and Insider Trading
Policy, as amended and adopted October 9, 2008.