CERTIFICATE OF AMENDMENT
RESTATED CERTIFICATE OF INCORPORATION
COMMERCIAL METALS COMPANY
COMMERCIAL METALS COMPANY, a corporation organized and existing under the General
Corporation Law of the State of Delaware (the “ Corporation ”), DOES HEREBY CERTIFY:
FIRST: That the Board of Directors of the Corporation, at a meeting duly held, adopted resolutions setting
forth the following amendment to the Corporation’s Restated Certificate of Incorporation, declaring this
amendment to be advisable and designating the next annual meeting of the stockholders of the Corporation for
The first paragraph of the present Article Fourth of the Corporation’s Restated Certificate of Incorporation
shall be replaced in its entirety by the following paragraph with the remainder of the present Article Fourth
FOURTH: The aggregate number of shares of capital stock which the corporation shall have authority to
issue is One Hundred Two Million (102,000,000) of which One Hundred Million (100,000,000) shares
shall be Common Stock at the Par Value of Five Dollars ($5.00) per share and Two Million
(2,000,000) shares shall be Preferred Stock of the Par Value of One Dollar ($1.00).
SECOND: That thereafter, pursuant to a resolution of the Board of Directors of the Corporation, an annual
meeting of stockholders of the Corporation was duly called and held, upon notice in accordance with Section
222 of the General Corporation Law of the State of Delaware, at which meeting necessary number of shares as
required by statute were voted in favor of the amendment.
THIRD: That said amendment was duly adopted in accordance with the applicable provisions of Section 242
of the General Corporation Law of the State of Delaware.
The undersigned, being the duly elected President and Chief Executive Officer of the Corporation, for the
purpose of amending the Corporation’s Restated Certificate of Incorporation, does make t