JACOBS ENGINEERING GROUP INC.
(A DELAWARE CORPORATION)
(COMPOSITE CONFORMED COPY)
SECTION 1.01 REGISTERED OFFICE. The registered office of Jacobs Engineering Group Inc. (hereinafter
called the "Corporation") in the State of Delaware shall be at 1209 Orange Street, Wilmington, and the name of
the registered agent at that address shall be The Corporation Trust Company.
SECTION 1.02 PRINCIPAL OFFICE. The principal office for the transaction of the business of the
Corporation shall be at 1111 South Arroyo Parkway, Pasadena, California. The Board of Directors (hereinafter
called the "Board") is hereby granted full power and authority to change said principal office from one location to
SECTION 1.03 OTHER OFFICES. The Corporation may also have an office or offices at such other place or
places, either within or without the State of Delaware, as the Board may from time to time determine or as the
business of the Corporation may require.
MEETINGS OF STOCKHOLDERS
SECTION 2.01 ANNUAL MEETINGS. Annual meetings of the stockholders of the Corporation for the
purpose of electing directors and for the transaction of such other proper business as may come before such
meetings shall be held on the second Tuesday in February of each year if not a legal holiday, and if a legal
holiday, then on the next business day following, at 3:30 P.M., or at such other time or date as the Board shall
determine by resolution.
SECTION 2.02 SPECIAL MEETINGS. Special meetings of the stockholders for any purpose or purposes may
be called by the Board, by a committee of the Board that has been duly designated by the Board and whose
powers and authority, as provided in a resolution of the Board or in these Bylaws, include the power to call such
meetings or by the Chairman of the Board. Unless otherwise prescribed by statute or by the Certificate of
Incorporation, special meetings may not be called by any other person or persons. No business may be