FIRST FEDERAL OF NORTHERN MICHIGAN BANCORP, INC.
SECTION 1. ANNUAL MEETING.
The Corporation shall hold an annual meeting of its stockholders to elect directors and to transact any other
business within its powers during the month of May, at such place, on such date, and at such time as the Board of
Directors shall fix. Except as provided otherwise by the Corporation's Articles of Incorporation ("Articles") or by
law, any business may be considered at an annual meeting without the purpose of the meeting having been
specified in the notice. Failure to hold an annual meeting does not invalidate the Corporation's existence or affect
any otherwise valid corporate act.
SECTION 2. SPECIAL MEETINGS.
Special meetings of stockholders of the Corporation may be called by the President or by the Board of Directors
pursuant to a resolution adopted by a majority of the total number of directors which the Corporation would have
if there were no vacancies on the Board of Directors (hereinafter the "Whole Board"). Special meetings of the
stockholders shall be called by the Secretary at the request of stockholders only on the written request of
stockholders entitled to cast at least a majority of all the votes entitled to be cast at the meeting. Such written
request shall state the purpose or purposes of the meeting and the matters proposed to be acted upon at the
meeting, and shall be delivered at the principal office of the Corporation addressed to the President or the
Secretary. The Secretary shall inform the stockholders who make the request of the reasonably estimated cost of
preparing and mailing a notice of the meeting and, upon payment of these costs to the Corporation, notify each
stockholder entitled to notice of the meeting. The Board of Directors shall have the sole power to fix (1) the
record date for determining stockholders entitled to request a special meeting of stockholders and the record
date for determining stockholders entitled to no