BYLAWS, AS AMENDED AND RESTATED MAY 12, 2010
ARTICLE I. SHAREHOLDERS
SECTION 1.1. Annual Meeting . The annual meeting of the shareholders to elect
directors and for the transaction of such other business as may properly come before the meeting shall be held on
the second Wednesday of May of each year or on such other date as the Board of Directors shall determine
consistent with Virginia law.
SECTION 1.2. Special Meetings . Special meetings of shareholders may be called
by the Chairman of the board of Directors, the President, or by a majority of the Board of Directors. Business
transacted at all special meetings shall be confined to the purpose (s) stated in the notice.
SECTION 1.3. Place of Meeting . The Board of Directors (the “Board”) may
designate any place inside or outside Virginia for any annual or special meeting of the shareholders. If no
designation is made, the meeting will be at the principal office of the Corporation.
SECTION 1.4. Notice of Meeting. Except as otherwise required by the Virginia
Stock Corporation Act, as now in effect or hereafter from time to time amended (the “Act”), written notice
stating the time and location of the meeting, and, in case of a special meeting, the purpose(s) of the meeting, shall
be delivered not less than ten nor more than sixty days before the meeting date, either personally or by mail, to
each shareholder of record entitled to vote at such meeting. If mailed, the notice will be deemed to be delivered
when deposited in the United States mail, postage prepaid, addressed to the shareholder at his address as it
appears on the stock transfer books of the Corporation.
SECTION 1.5. Closing of Transfer Books or Fixing of Record Date . For the
purpose of determining shareholders e