AMENDED AND RESTATED
ARTICLES OF INCORPORATION
(As amended through July 28, 2010)
The name of this Corporation is Hawkins, Inc.
An agreement for consolidation or merger with one or more foreign or domestic corporations may be
authorized by vote of the shareholders entitled to exercise at least two-thirds of the shares entitled to vote unless
the necessary affirmative vote to authorize any particular merger or consolidation is reduced by the Board of
Directors, which reduction shall be to not less than a majority of the shares entitled to vote.
The location and post office address of the registered office of this Corporation in the State of
Minnesota is 3100 East Hennepin Avenue, Minneapolis, Minnesota 55413.
The aggregate number of shares which this Corporation shall have authority to issue is 30,000,000,
with a par value of $.05 per share, having an aggregate par value of $1,500,000, which shall be known as
a. The holders of Common Shares shall be entitled to receive, when and as declared by the Board of
Directors, out of earnings or surplus legally available therefor, dividends, payable either in cash, in
property, or in shares of the capital stock of the corporation.
b. The Common Shares may be allotted as and when the Board of Directors shall determine, and,
under and pursuant to the laws of the State of Minnesota, the Board of Directors shall have the
power to fix or alter, from time to time, in respect to shares then unallotted, any or all of the
following: the dividend rate; the redemption price; the liquidation price; the conversion rights and the
sinking or purchase fund rights of shares of any class, or of any series of any class. The Board of
Directors shall also have the power to fix the terms, provisions and conditions of options to