FRANKLIN ELECTRIC CO., INC.
AMENDED AND RESTATED ARTICLES OF INCORPORATION
The name of the Corporation is Franklin Electric Co., Inc.
Purposes and Powers
2.01. Purposes. The purposes for which the Corporation is formed are (a) to engage in the general business of
manufacturing, production and selling products, and (b) without limitation, to engage in any and all lawful business
or activity for which corporations may be incorporated under the Indiana Business Corporation Law, as may be
amended from time to time (the "IBCL").
2.02. Powers. The Corporation shall have (a) the same powers as an individual to do all things necessary or
convenient to carry out its business and affairs, and (b) without limitation, all powers, rights and privileges granted
to corporations by the IBCL.
Term of Existence
The period during which the Corporation shall continue is perpetual.
Registered Office and Registered Agent
The current street address of the Corporation's registered office is 400 East Spring Street, Bluffton, Indiana
46714, and the name of the Corporation's registered agent at that office is Dean W. Pfister.
Amount of Capital Stock
The total number of shares into which the authorized capital stock of the Corporation is divided is 25,513,200
shares, 513,200 shares without par value and 25,000,000 shares with par value of $.10 per share.
Terms of Capital Stock
The shares of authorized capital stock are divided into classes as follows:
150,000 shares of Class A Cumulative Preferred Stock without par value (hereinafter sometimes referred to as
"Class A Preferred Stock");
205,000 shares of Class B Cumulative Preferred Stock, without par value (hereinafter sometimes referred to as
"Class B Preferred Stock");
58,200 shares of Class C Cumulative Preferred Stock, without par value (hereinafter sometimes referred to as
"Class C Preferred Stock");
100,000 shares of Preference Stock, without