LAWSON PRODUCTS, INC.
AMENDED AND RESTATED
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Section 1.1. Registered Office. The registered office of the Corporation shall be maintained in the City of Dover,
State of Delaware, and the registered agent in charge thereof is United States Corporation Company.
Section 1.2. Other Offices. The Corporation may also have an office in the City of Des Plaines, State of Illinois
and at such other places as the Board of Directors may from time to time determine or the business of the
Corporation may require.
Section 2.1. Place of Meetings. All meetings of the stockholders, whether annual or special, shall be held at the
offices of the Corporation in Des Plaines, Illinois, or at such other place as may be fixed from time to time by the
Board of Directors.
Section 2.2. Annual Meetings. An annual meeting of the stockholders shall be held in May in each year on such
date and at such time as may from time to time be determined by the Board of Directors, at which the
stockholders shall elect directors, and transact such other business as may properly be brought before the
Section 2.3. Notice of Meeting. (a) Written notice of the annual meeting stating the place, date and hour of the
meeting, shall be given not less than ten nor more than sixty days before the date of the meeting to each
stockholder entitled to vote at such meeting, and the means of remote communication, if any, by which
stockholders and proxyholders may be deemed to be present in person and vote at such meeting.
(b) Notice to stockholders may be given by writing in paper form or solely in the form of electronic transmission
as permitted by this
Section 2.3. If given by writing in paper form, notice may be delivered personally, may be delivered by mail, or,
with the consent of the stockholder entitled to receive notice, may be delivered by facsimile telecommunication or
any of the other means of electronic transmission specified in thi