THE HOME DEPOT, INC.
BY-LAWS (AMENDED AND RESTATED)
MEETINGS OF STOCKHOLDERS
SECTION 1. The annual meeting of the stockholders of the Corporation shall be held on the first Tuesday in the
month of May in each year, at the hour of 10 o'clock A.M., or at such other time on such other day within the
months of April, May or June as shall be fixed by the Board of Directors, for the purpose of electing directors
and for the transaction of such other business as may come before the meeting. If the day fixed for the annual
meeting shall be a legal holiday in the state in which the meeting is to be held, such meeting shall be a legal holiday
in the state in which the meeting is to be held, such meeting shall be held on the next succeeding business day. If
the election of directors shall not be held on the day designated herein or determined in the manner provided
herein for any annual meeting of the stockholders, or at any adjournment thereof, the Board of Directors shall
cause the election to be held at a special meeting of the stockholders as soon thereafter as conveniently may be.
SECTION 2. Special meetings of the stockholders may be called at any time by the Chairman of the Board, the
President or the Board of Directors.
SECTION 3. Written notice of the time and place of every annual or special meeting of the stockholders shall be
given at least ten but not more than sixty days previous to such meetings by personal delivery to the stockholder
of a copy of such notice or by mailing a copy of such notice addressed to the stockholder at his post office
address as the same shall appear on the record of stockholders of the Corporation or, if he shall have filed with
the Secretary of the Corporation a written request that notices to him be mailed to him at some other address,
then addressed to him at such other address; provided, however, that notice of any meeting to take action on a
proposed merger or consolidation of the Corporation or on a proposed sale of all or subs