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APPENDIX A
AMENDED AND RESTATED ARTICLES OF INCORPORATION
If shareholders approve Proposals 2 and 3 at the Annual Meeting, then the Articles of
Incorporation will be amended and restated as set forth below (proposed additions indicated by
underlining, and proposed deletions indicated by overstriking, except in Article I, where deletion of the
hyphen is identified by underlining). If our shareholders approve one but not both of Proposals 2 and 3,
then the Company will file the Restatement containing only the amendments that were approved.
AMENDED AND RESTATED
ARTICLES OF INCORPORATION
OF
REGAL BELOIT CORPORATION
(Effective April __, 2015)
Pursuant to Section 180.1007 of the Wisconsin Business Corporation Law, Chapter 180
of the Wisconsin Statutes (the WBCL), these amended and restated articles of incorporation of the
corporation (the “Corporation”), which Corporation is organized under Chapter 180 of the Wisconsin
Statutes, supersede and take the place of the existing articles of incorporation of the Corporation and any
and all amendments thereto:
ARTICLE I
NAME
The name of the Corporation is Regal_Beloit Corporation.
ARTICLE II
PURPOSE
The purposes for which the Corporation is organized are to engage in any lawful activity within the
purposes for which a corporation may be organized under the WBCL.
ARTICLE III
STOCK
The aggregate number of shares which the Corporation shall have authority to issue is one hundred
million (100,000,000) consisting of one class only, designated as “Common Stock” of the par value of
one cent ($0.01) per share.