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• RESTATED ARTICLES OF INCORPORATION(Ch. 180, Stock, For-Profit) <br /> r <br /> Attorney Ronald M. Trachtenberg <br /> Murphy Desmond S .C. <br /> P.O. Box 2038 <br /> Madison, WI 53701-2038 <br /> A L <br /> Your return address and phone number during the day: ( 608 ) 268 - 5575 <br /> INSTRUCTIONS (continued) <br /> Enter the present name of the corporation (before any change effected by the restatement)and continue <br /> with the text of the restated articles. The text must contain the information specified for Articles 1 <br /> through 5,and may contain additional information that you create in the document. <br /> A or B. Complete the certificate, selecting and marking(X) item A or B to indicate whether the <br /> restatement was adopted by the board of directors or incorporators (and the date of adoption), or contains <br /> amendments requiring shareholder approval. If item B is used, further mark(X)the appropriate statement <br /> in item B to indicate the method of adoption. If an amendment provides for an exchange, reclassification <br /> or cancellation of issued shares, state the provisions for implementing the amendment if not contained in <br /> the amendment itself. <br /> By Board of Directors—Refer to sec. 180.1002 for specific information on the character of <br /> amendments that may be adopted by the Board of Directors without shareholder action. <br /> By Board of Directors and Shareholders—Amendments proposed by the Board of Directors and <br /> adopted by shareholder approval. Voting requirements differ with circumstances and provisions in the <br /> articles of incorporation. See sec. 180.1003, Wis. Stats., for specific information. <br /> By Incorporators or Board of Directors—Before issuance of shares—See sec. 180.1005, Wis. Stats., <br /> for conditions attached to the adoption of an amendment approved by a vote or consent of less than <br /> 2/3rds of the shares subscribed for. <br /> C. Enter the date of execution and the name and title of the person signing the document. The document <br /> must be signed by one of the following: An officer of the corporation (or incorporator if directors have <br /> not been elected), or a court-appointed receiver, trustee or fiduciary. A director is not empowered to sign. <br /> If the document is executed in Wisconsin, sec. 182.01(3) provides that it shall not be filed unless the name <br /> of the person(individual) who drafted it is printed, typewritten or stamped thereon in a legible manner. <br /> If the document is not executed in Wisconsin, enter that remark. <br /> FILING FEE -$40.00 <br /> DFI/CORP/8[(R01/28/04) 3 of 3 <br />