ILLINOIS TOOL WORKS INC.
SECTION 1. REGISTERED OFFICE. The registered office shall be in the City of Wilmington, County of New
Castle, State of Delaware.
SECTION 2. OTHER OFFICES. The corporation may also have offices in Chicago, Illinois, and offices at such
other places as the Board of Directors or officers may from time to time determine.
SECTION 1. ANNUAL MEETING. The annual meeting of the stockholders shall be in the month of April or
May of each year. The place, date and time of the meeting shall be fixed by the Board of Directors and stated in
the notice of the meeting.
SECTION 2. SPECIAL MEETINGS. Special meetings of the stockholders may be called by the chairman or
by a majority of the Board of Directors.
SECTION 3. PLACE OF MEETING. The Board of Directors may designate any place, either within or without
Delaware, as the place of meeting for any meeting of the stockholders (annual or special) called by the Board of
Directors. If a special meeting is otherwise called, the place of meeting shall be in Chicago, Illinois as designated
in the notice.
SECTION 4. NOTICE OF MEETINGS. Written or printed notice stating the place, day and hour of the
meeting shall be delivered either personally or by mail, by or at the direction of the chairman or persons calling the
meeting to each stockholder of record entitled to vote at such meeting. If mailed, such notice shall be deemed to
be delivered when deposited in the United States mails in a sealed envelope addressed to the stockholder at his
address as it appears on the records of the corporation, with postage thereon prepaid.
SECTION 5. VOTING OF SHARES BY CERTAIN HOLDERS. Shares of stock standing in the name of
another corporation, domestic or foreign, may be voted by such officer, agent or proxy as the by-laws of such
corporation may prescribe, or, in the absence of such provision, as the Board of Directors of such corporation
Shares of sto