FORM OF RESTATED
CERTIFICATE OF INCORPORATION
DELTA MUTUAL, INC.
The undersigned, a natural person, for the purpose of organizing a corporation for conducting the
business and promoting the purposes hereinafter stated, under the provisions and subject to the requirements of
the laws of the State of Delaware (particularly Chapter 1, Title 8 of the Delaware Code and the acts amendatory
thereof and supplemental thereto, and known, identified, and referred to as the "General Corporation Law of the
State of Delaware"), hereby certifies that:
FIRST: The name of the corporation (hereinafter called the "corporation") is Delta Mutual, Inc.
SECOND: The address, including street, number, city, and county, of the registered office of the
corporation in the State of Delaware is 1013 Centre Road, City of Wilmington 19805, County of New Castle;
and the name of the registered agent of the corporation in the State of Delaware at such address is Corporation
THIRD: The nature of the business and purposes to be conducted and promoted by the corporation
are as follows: to conduct a mortgage company. To conduct any lawful business, to promote any lawful purpose,
and to engage in any lawful act or activity for which corporations may be organized under the General
Corporation Law of the State of Delaware.
FOURTH: The total number of shares of stock which the corporation shall have authority to issue is
Two Hundred Fifty Million (250,000,000) shares of Common Stock, having a par value each of One-hundredth
of One Cent ($.0001) per share.
FIFTH: The name and the mailing address of the incorporator are as follows:
SIXTH: The corporation is to have perpetual existence.
Charles G. Youngblood
4 Tower Place
Albany, New York 12203
SEVENTH: Whenever a compromise or arrangement is proposed between this corporation and its
creditors or any class of them and/or between this corporation and its stockholders or