BLACK HILLS CORPORATION
AMENDED AND RESTATED BYLAWS
MEETINGS OF SHAREHOLDERS
Section 1. Place . Meetings of the shareholders shall be held at such place within or without the State of South Dakota as
the Board of Directors may from time to time determine and as stated in the notice of the meeting.
Section 2. Annual Meeting . The annual meeting of the shareholders shall be held at such time within six months after the
end of each fiscal year of the Company as the Board of Directors designates for the purpose of electing directors and for the
transacting of any other business as may be brought before the meeting.
Section 3. Special Meetings . All annual and special meetings of the shareholders shall be called by a majority of the Board
Section 4. Notice . Unless all shareholders entitled to vote at the meeting waive notice in writing, written notice stating the
place, day and hour of each meeting of shareholders, and in the case of a special meeting, further stating the purpose for which
such meeting is called, shall be mailed at least ten days before the meeting when called by the Board of Directors to each
stockholder of record who shall be entitled to vote thereat to the last known post office address of each such stockholder as it
appears upon the stock transfer books of the Company. However, notice of a meeting, at which proposal to increase the capital
stock or indebtedness is to be considered, shall be given at least sixty days prior to such meeting.
Section 5. Quorum . The holders of a majority of the issued and outstanding shares of the capital stock of the Company
entitled to vote thereat, present in person or represented by proxy, shall constitute a quorum for the transaction of business at
all meetings of the shareholders except as may otherwise be provided by law or by the Articles of Incorporation. If a quorum or
greater number as may be required by law or the Articles shall not be prese