Exhbiti 3.1
Articles of Correction
of the
Restated and Amended
Articles of Incorporation
of
Hillenbrand, Inc.
In accordance with the requirements of the Indiana Business Corporation Law (the Act), and
pursuant to I.C. 23-1-18-5, the undersigned officer of Hillenbrand, Inc., an Indiana corporation
(the Corporation) formerly known as Batesville Holdings, Inc., sets forth the following facts:
On March 31, 2008, the Corporation filed Articles of Restatement and Amendment to its Articles
of Incorporation (the Amendment) to effectuate (i) a name change from Batesville Holdings, Inc.
to Hillenbrand, Inc. (ii) a forward stock split and (iii) a complete restatement and amendment of
its Articles of Incorporation.
Section 4.2 of the Restated and Amended Articles of Incorporation contemplated a forward stock
split, but contained an error with respect to the number of shares into which each share should be
split.
Section 4.2 is deleted and replaced with the following:
Section 4.2 Forward Stock Split. Without regard to any other
provision of these Articles of Incorporation, each share of the capital stock of
the Corporation issued and outstanding immediately prior to the time these Amended
and Restated Articles becomes effective (the Forward Split Effective Time) shall
be automatically changed and reclassified (without any further act), as of the
Forward Split Effective Time, into 622,628.11 fully paid and non-assessable shares
of the Corporations capital stock.
In Witness Whereof, the undersigned officer of the Corporation, affirming the
foregoing under the penalties of perjury, hereby subscribes his name to these Articles of
Correction this 30th day of April, 2008, to be effective as of the original effective time of the
Amendment (5:01 P.M. Eastern Daylight Time, March 31, 2008).
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Hillenbrand, Inc.
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By: |
/S/ John R. Zerkle
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John R. Zerkle, |
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its Senior Vice-President, General Counsel
and Secretary |
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