Date of Last Amendment: December 14, 2001
THE AES CORPORATION
Section 1.01. REGISTERED OFFICE. The registered office shall be at 1013 Centre Road in the City of
Wilmington in the State of Delaware.
Section 1.02. ADDITIONAL OFFICES. The Corporation may also have offices and places of business at such
other places, within or without the State of Delaware, as the Board of Directors may from time to time determine
or the business of the Corporation may require.
MEETINGS OF STOCKHOLDERS
Section 2.01. TIME AND PLACE. All meetings of stockholders shall be held at such time and place within or
without the State of Delaware as shall be stated in the notice of the meeting, or in a duly executed waiver of
Section 2.02. Annual meetings of stockholders shall be held on the first Friday of June of each year, if not a legal
holiday, and if a legal holiday, then on the next succeeding business day not a legal holiday, or at such other date
and time as shall be designated from time to time by the Board of Directors and stated in the notice of the
meeting. At the annual meeting, the stockholders shall elect a Board of Directors, and transact any other business
as may properly come before the meeting, notice of which was given in the notice of the meeting. At each election
of directors, every holder of stock entitled to vote shall have the right to vote, in person or by proxy, the number
of shares owned by him for as many persons as there are directors to be elected and for whose election he has a
right to vote. Directors shall be elected by a plurality of votes cast at an election.
Section 2.03. The Secretary shall prepare and make, at least ten days before every meeting of stockholders, a
complete list of the stockholders entitled to vote at the meeting, arranged in alphabetical order, and showing the
address of each stockholder. Such list shall be open to the examination of any stockholder, for any purpose
germane to the