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): May 5, 2005
ELECTRONIC CLEARING HOUSE, INC.
-------------------------------
(Exact name of registrant as specified in its charter)
NEVADA 0-15245 93-0946274
--------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
730 Paseo Camarillo, Camarillo, California 93010
----------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (805) 419-8700
--------------------------------------------------------------------
(Former name or former address, if changes since last report)
SECTION 5 CORPORATE GOVERNANCE AND MANAGEMENT
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
On May 5, 2005, in accordance with the Bylaws of the Registrant,
Mr. H. Eugene Lockhart was appointed as a member of the
Registrant's Board of Directors. Mr. Lockhart is a Venture
Partner with Oak Investment Partners responsible for the
development and management of Oak's Financial Services Technology
Portfolio. Mr. Lockhart was previously President and CEO of
MasterCard International, President of the Global Retail Bank,
Senior Vice Chairman of BankAmerica Corporation, and President of
Consumer Services at AT&T. Mr. Lockhart currently sits on various
public boards such as RJR/Nabisco Holdings, RadioShack
Corporation, Dun & Bradstreet, Inc., IMS Health, Inc. and Asset
Acceptance Capital Corporation. Mr. Lockhart received his
undergraduate degree from the University of Virginia in
Mechanical Engineering, and received an MBA from the Darden
School at the University of Virginia.
No arrangement or understanding exists between Mr. Lockhart
and any other persons pursuant to which Mr. Lockhart was selected
as a director.
The Board of Directors expects that Mr. Lockhart will join the
Board's Audit Committee, Compensation Committee and Governance
and Nominating Committee.
Since the beginning of the Registrant's last fiscal year,
Mr. Lockhart has had no direct or indirect material interest in
any transaction exceeding $60,000 to which the Registrant was a
party.
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN
FISCAL YEAR
Effective May 5, 2005, to enable Mr. Lockhart to be appointed,
the Registrant's Board of Directors amended the first sentence of
Section 2 of Article III of the Registrant's Bylaws to read as
follows: "The present designated number of directors which
constitute the board shall be six (6)." The prior provision
designated the number of directors that constitute the board to
five (5).
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
none
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.
ELECTRONIC CLEARING HOUSE, INC.
(Registrant)
By: \s\Alice Cheung
--------------------------
Alice L. Cheung, Treasurer &
Chief Financial Officer
Dated: May 9, 2005