2014 Regal-Beloit Proxy

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.

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