(Amended and Restated to be Effective May 12, 2003)
Meetings of Shareholders
Section 1.1 . Annual Meetings . Annual meetings of the shareholders of the Corporation shall be held each year
commencing in 2002, on such date, at such hour and at such place within or without the State of Indiana as shall be designated
by the Board of Directors. In the absence of designation, the meeting shall be held at the principal office of the Corporation.
Section 1.2 . Special Meetings . Special meetings of the shareholders of the Corporation may be called at any time only by
the Board of Directors, the Chairman of the Board, the Presiding Director, the Chief Executive Officer or the President. The
Board of Directors, the Chairman of the Board, the Presiding Director, the Chief Executive Officer or the President, as the case
may be, calling a special meeting of shareholders shall set the date, time and place of such meeting, which may be held within or
without the State of Indiana.
Section 1.3 . Notices . A written notice, stating the date, time, and place of any meeting of the shareholders, and, in the
case of a special meeting, the purpose or purposes for which such meeting is called, shall be delivered, mailed or sent by
electronic transmission by the Secretary of the Corporation, to each shareholder of record of the Corporation entitled to notice
of or to vote at such meeting no fewer than ten (10) nor more than sixty (60) days before the date of the meeting. Notice of
shareholders’ meetings, if mailed, shall be mailed, postage prepaid, to each shareholder at his or her address shown in the
Corporation’s current record of shareholders.
Notice of a meeting of shareholders shall be given to shareholders not entitled to vote, but only if a purpose for the
meeting is to vote on any amendment to the Corporation’s Articles of Incorporation, merger, or share exchange to which the
Corporation would be a party, sal