AMENDED AND RESTATED
MBT FINANCIAL CORP.
Section 1. Principal Office. The principal office of the Corporation shall be at such place in the County of
Monroe, State of Michigan, as may be designated from time to time by the Board of Directors.
Section 2. Other Offices. The Corporation shall also have offices at such other places without, as well as within,
the State of Michigan, as the Board of Directors may from time to time determine.
Meetings of Shareholders
Section 1. Annual Meeting. The annual meeting of the shareholders of this Corporation for the purpose of electing
directors and transacting such other business as may come before the meeting, shall be held on the first Thursday
of May in each year at such hour as may be designated on the call of said meeting, or on such other date as may
be fixed by the Board of Directors by resolution from time to time.
Section 2. Special Meetings. Special meetings of the shareholders may be called at any time by a majority of the
Board of Directors acting with or without a meeting, or upon receipt of a request in writing, stating the purpose or
purposes thereof, and signed by shareholders of record owning a majority of the issued and outstanding voting
shares of the corporation.
Section 3. Place of Meetings. Meetings of shareholders shall be held at the principal office of the Corporation
unless the Board of Directors decides that a meeting shall be held at some other place within or without the State
of Michigan and causes the notices thereof to so state.
Section 4. Notice of Meetings. Unless waived, a written, printed, or typewritten notice of each annual or special
meeting stating the day, hour, and place and the purpose or purposes thereof shall be served upon or mailed to
each shareholder of record (a) as of the day preceding the day on which notice is given or (b) if a record date
therefor is duly fixed, of record as of said date. Notice of such meeting shall be mailed, posta