CERTIFICATE OF AMENDMENT
CERTIFICATE OF INCORPORATION
Pursuant to Section 242
of the General Corporation Law of
the State of Delaware
Repligen Corporation, a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify that:
1. The Certificate of Incorporation of the Corporation, as amended, is hereby further amended by adding a new Article ELEVENTH to read in its entirety as follows:
“ELEVENTH. To the fullest extent permitted by law, the Board of Directors shall have the power to alter, amend or repeal the By-laws of the Corporation and to make new by-laws.”
2. The foregoing amendment was duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware.
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IN WITNESS WHEREOF, the undersigned authorized officer of the Corporation has executed this Certificate of Amendment to the Certificate of Incorporation as of May 19, 2023.
/s/ Tony J. Hunt
|Name: Tony J. Hunt|
|Title: President and Chief Executive Officer|