SECOND AMENDED AND RESTATED
SKYWORKS SOLUTIONS, INC.
SECTION 1 Registered Office in Delaware; Resident Agent. The address of the Corporation's registered office
in the State of Delaware and the name and address of its resident agent in charge thereof are as filed with the
Secretary of State of the State of Delaware.
SECTION 2 Other Offices. The Corporation may also have an office or offices at such other place or places
either within or without the State of Delaware as the Board of Directors may from time to time determine or the
business of the Corporation requires.
MEETINGS OF STOCKHOLDERS
SECTION 1 Place of Meetings. All meetings of the stockholders of the Corporation shall be held at such place,
within or without the State of Delaware, as may from time to time be designated by resolution passed by the
Board of Directors. The Board of Directors may, in its sole discretion, determine that the meetings shall not be
held at any place, but may instead be held solely by means of remote communication.
SECTION 2 Annual Meeting. An annual meeting of the stockholders for the election of directors and for the
transaction of such other proper business, notice of which was given in the notice of meeting, shall be held on a
date and at a time as may from time to time be designated by resolution passed by the Board of Directors.
SECTION 3 Special Meetings. A special meeting of the stockholders for any purpose or purposes shall be
called only by the Board of Directors pursuant to a resolution adopted by a majority of the whole Board.
SECTION 4 Notice of Meetings. Except as otherwise provided by law, written notice of each meeting of the
stockholders, whether annual or special, shall be mailed, postage prepaid, or sent by electronic transmission, not
less than ten nor more than sixty days before the date of the meeting, to each stockholder entitled to vote at such
meeting, at the stockholder's address as it appears on the records of the