Section 1. Registered Office. The registered office of MVD, Inc. ("Corporation") shall be maintained at such
locations within the State of Delaware as the Board of Directors from time to time shall designate. The
Corporation shall maintain in charge of such registered office an agent upon whom process against the
Corporation may be served.
Section 2. Other Offices. The Corporation may also have an office or offices at such other place or places, either
within or without the State of Delaware, as the Board of Directors from time to time may determine or the
business of the Corporation may require.
Meetings of Shareholders
Section 1. Annual Meetings. Subject to the provisions of these Bylaws, the annual meeting of the shareholders for
the election of directors and for the transaction of such other business as may properly come before such meeting
shall be held on such date and at such time as shall be designated by the Board of Directors and stated in the
notice of such meeting. If the election for directors shall not be held on the day designated therefor or at any
adjournment thereof, the directors shall cause such election to be held at a special meeting of the shareholders as
soon thereafter as may be convenient. At such special meeting, subject to the provisions of these Bylaws, the
shareholders may elect the directors and transact any other business with the same force and effect as at an
annual meeting duly called and held.
Section 2. Special Meetings. A special meeting of the shareholders for any purpose or purposes, unless
otherwise prescribed by statute, may be called at any time and shall be called by the President or Secretary, upon
the direction of the Board of Directors, or upon the written request of a shareholder or shareholders holding of
record at least ten percent (10%) of the outstanding shares of the Corporation entitled to vote at such a meeting.
Section 3. Place of Meetings. All meetings of the shareholders