DARLINGTON MINES LTD.
1.1. Registered Office : The registered office shall be established and maintained at 6100 Neil Road, Suite
500, Reno, Nevada 89511 and The Corporation Trust Company of Nevada shall be the registered agent of the
Corporation in charge thereof.
1.2. Other Offices : The Corporation may have other offices, either within or outside the State of
incorporation, at such place or places as the Board of Directors may from time to time appoint or the business of
the Corporation may require, provided, however, that the Corporation’s books and records shall be maintained
at such place within the continental United States as the Board of Directors shall from time to time designate.
2.1. Place of Stockholders’ Meetings : All meetings of the stockholders of the Corporation shall be held at
such place or places, within or outside the State of incorporation as may be fixed by the Board of Directors from
time to time or as shall be specified in the respective notices thereof. The Board of Directors may, in its sole
discretion, determine that the meeting shall not be held at any designated place, but may instead be held solely by
means of remote communication. Stockholders and proxyholders not physically present at a meeting of
stockholders may, by means of remote communication participate in a meeting of stockholders and be deemed
present in person and vote at a meeting of stockholders whether such meeting is to be held at a designated place
or solely by means of remote communication, provided that (i) the Corporation shall implement reasonable
measures to verify that each person deemed present and permitted to vote at the meeting by means of remote
communication is a stockholder or proxyholder, (ii) the Corporation shall implement reasonable measures to
provide such stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on
matters submitted to st