SMITHTOWN BANCORP, INC.
ADOPTED MAY 8, 1984
AMENDED THRU DECEMBER 27, 2005
Section 1. All Meetings. All meetings of stockholders shall be held either at the principal office of the corporation,
or at such other place or places, within or without the State of New York, as may, from time to time, be
designated by the Board of Directors.
Section 2. Annual Meeting. The annual meeting of the stockholders of the corporation shall be held within the first
four months of each calendar year, the exact date and time thereof to be fixed by resolution of the Board of
Directors at least 30 days prior to the date fixed for the meeting. The order of business at the annual meeting of
stockholders shall be as follows:
(a) Call to order;
(b) Roll call to determine quorum;
(c) Proof of proper notice of the meeting;
(d) Reading and correction and approval of minutes of the preceding meeting;
(e) Officers' reports;
(f) Committee reports;
(g) Unfinished business;
(h) Election of new directors;
(i) New or other business.
Section 3. Special Meetings. Except as otherwise provided by law, special meetings of the stockholders of the
corporation may be called for any purpose by the Chief Executive Officer, the President, a majority of the Board
of Directors, or whenever one or
more stockholders who are entitled to vote and who hold at least 30% of the issued and outstanding capital stock
of the corporation shall make written application therefore to the Chief Executive Officer, or the President, stating
the purpose of the meeting to be called.
Section 4. Notice of Stockholders' Meetings. Notice of all stockholders' meetings stating the time and the place
and the purposes for which such meetings are called, shall be given by the Chairman of the Board and Chief
Executive Officer, or President, or in his absence, by any other officer, by mail, not less than 10, nor more than
Section 1. All Meetings.