Filed May 18, 1987 at 3:00 p.m.
Delaware Secretary of State
RESTATED CERTIFICATE OF INCORPORATION
NEW NEWELL CO.
NEW NEWELL CO., a corporation organized and existing under the laws of the State of Delaware, hereby
certifies as follows:
1. The name of the corporation is NEW NEWELLCO. (the "Corporation"). The date of filing the Corporation's
original Certificate of Incorporation with the Secretary of State of the State of Delaware was February 23, 1987.
2. The text of the Certificate of Incorporation of the Corporation as amended or supplemented heretofore and
herewith is hereby restated to read as herein set forth in full:
FIRST: the name of the Corporation is NEW NEWELL CO.
SECOND: The address of the Corporation's registered office in the State of Delaware is 229 South State Street
in the City of Dover, County of Kent. The name of the Corporation's registered agent at such address is United
States Corporation Company.
THIRD: The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be
organized under the General Corporation Law of Delaware.
FOURTH: The total number of shares which the Corporation shall have authority to issue is 56,000,000,
consisting of 50,000,000 shares of Common Stock of the par value of $1.00 per share and 6,000,000 shares of
Preferred Stock, consisting of 10,000 shares without par value and 5,990,000 shares of the par value of $1.00
per share. The designations and the powers, preferences and rights, and the qualifications, limitations and
restrictions thereof, of each of the classes of stock of the Corporation are as follows:
A. Common Stock. Each holder of Common Stock shall be entitled to one (1) vote for each such share of
B. Preferred Stock. The Preferred Stock shall be issued from time to time in one or more series with such
distinctive serial designations and (a) may have such voting powers, full or limited, or may be without voting
powers; (b) may be subject to redemption a