Dg Logistics LLC Watch

from S-1 3 pages DG Strategic III, LLC Operating Agreement

from S-1 1 page State of Tennessee Department of State Corporate Filings 312 Eighth Avenue North 6th Floor, William R. Snodgrass Tower Nashville, Tn 37243 Articles of Organization (Limited Liability Company) (For Use on or After 7/1/2006) for Office Use Only the Articles of Organization Presented Herein Are Adopted in Accordance With the Provisions of the Tennessee Revised Limited Liability Company Act. 1. the Name of the Limited Liability Company Is: DG Strategic III, LLC (Note: Pursuant to the Provisions of Tca § 48-249-106, Each Limited Liability Company Name Must Contain the Words “Limited Liability Company” or the Abbreviation “LLC” or “L.L.C.”) 2. the Name and Complete Address of the Limited Liability Company’s Initial Registered Agent and Office Located in the State of Tennessee Is: Corporation Service Company (Name) 2908 Poston Avenue Nashville Tennessee 37203 (Street Address) (City) (State/Zip Code) Davidson (County) 3. the Limited Liability Company Will Be: (Note: Please Mark Applicable Box) __X__ Member Managed Manager Managed Director Managed 4. Number of Members at the Date of Filing, if More Than Six (6): One (1) 5. if the Document Is Not to Be Effective Upon Filing by the Secretary of State, the Delayed Effective Date and Time Is: (Not to Exceed 90 Days) Date: , Time: 6. the Complete Address of the Limited Liability Company’s Principal Executive Office Is: 100 Mission Ridge Goodlettsville Tn, Davidson, 37072 (Street Address) (City) (State/County/Zip Code) 7. Period of Duration Is Not Perpetual: Perpetual 8. Other Provisions: 9. This Company Is a Nonprofit Limited Liability Company (Check if Applicable) 03/20/09 /S/ Lee R. Dickinson Signature Date Signature Organizer Lee R. Dickinson Signer’s Capacity (If Other Than Individual Capacity) Name

from S-1 3 pages DG Strategic II, LLC Operating Agreement

from S-1 1 page State of Tennessee Department of State Corporate Filings 312 Eighth Avenue North 6th Floor, William R. Snodgrass Tower Nashville, Tn 37243 Articles of Organization (Limited Liability Company) (For Use on or After 7/1/2006) for Office Use Only the Articles of Organization Presented Herein Are Adopted in Accordance With the Provisions of the Tennessee Revised Limited Liability Company Act. 1. the Name of the Limited Liability Company Is: DG Strategic II, LLC (Note: Pursuant to the Provisions of Tca § 48-249-106, Each Limited Liability Company Name Must Contain the Words “Limited Liability Company” or the Abbreviation “LLC” or “L.L.C.”) 2. the Name and Complete Address of the Limited Liability Company’s Initial Registered Agent and Office Located in the State of Tennessee Is: Corporation Service Company (Name) 2908 Poston Avenue Nashville Tennessee 37203 (Street Address) (City) (State/Zip Code) Davidson (County) 3. the Limited Liability Company Will Be: (Note: Please Mark Applicable Box) __X__ Member Managed Manager Managed Director Managed 4. Number of Members at the Date of Filing, if More Than Six (6): One (1) 5. if the Document Is Not to Be Effective Upon Filing by the Secretary of State, the Delayed Effective Date and Time Is: (Not to Exceed 90 Days) Date: , Time: 6. the Complete Address of the Limited Liability Company’s Principal Executive Office Is: 100 Mission Ridge Goodlettsville Tn, Davidson, 37072 (Street Address) (City) (State/County/Zip Code) 7. Period of Duration Is Not Perpetual: Perpetual 8. Other Provisions: 9. This Company Is a Nonprofit Limited Liability Company (Check if Applicable) 03/20/09 /S/ Lee R. Dickinson Signature Date Signature Organizer Lee R. Dickinson Signer’s Capacity (If Other Than Individual Capacity) Name

from S-1 3 pages DG Strategic I, LLC Operating Agreement

from S-1 1 page State of Tennessee Department of State Corporate Filings 312 Eighth Avenue North 6th Floor, William R. Snodgrass Tower Nashville, Tn 37243 Articles of Organization (Limited Liability Company) (For Use on or After 7/1/2006) for Office Use Only the Articles of Organization Presented Herein Are Adopted in Accordance With the Provisions of the Tennessee Revised Limited Liability Company Act. 1. the Name of the Limited Liability Company Is: DG Strategic I, LLC (Note: Pursuant to the Provisions of Tca § 48-249-106, Each Limited Liability Company Name Must Contain the Words “Limited Liability Company” or the Abbreviation “LLC” or “L.L.C.”) 2. the Name and Complete Address of the Limited Liability Company’s Initial Registered Agent and Office Located in the State of Tennessee Is: Corporation Service Company (Name) 2908 Poston Avenue Nashville Tennessee 37203 (Street Address) (City) (State/Zip Code) Davidson (County) 3. the Limited Liability Company Will Be: (Note: Please Mark Applicable Box) __X__ Member Managed Manager Managed Director Managed 4. Number of Members at the Date of Filing, if More Than Six (6): One (1) 5. if the Document Is Not to Be Effective Upon Filing by the Secretary of State, the Delayed Effective Date and Time Is: (Not to Exceed 90 Days) Date: , Time: 6. the Complete Address of the Limited Liability Company’s Principal Executive Office Is: 100 Mission Ridge Goodlettsville Tn, Davidson, 37072 (Street Address) (City) (State/County/Zip Code) 7. Period of Duration Is Not Perpetual: Perpetual 8. Other Provisions: 9. This Company Is a Nonprofit Limited Liability Company (Check if Applicable) 03/20/09 /S/ Lee R. Dickinson Signature Date Signature Organizer Lee R. Dickinson Signer’s Capacity (If Other Than Individual Capacity) Name

from S-1 16 pages Bylaws of Dolgen III, Inc

from S-1 1 page State of Tennessee Department of State Corporate Filings 312 Eighth Avenue North 6th Floor, William R. Snodgrass Tower Nashville, Tn 37243 Charter (For-Profit Corporation) for Office Use Only the Undersigned Acting as Incorporator(s) of a For-Profit Corporation Under the Provisions of the Tennessee Business Corporation Act Adopts the Following Articles of Incorporation. 1. the Name of the Corporation Is: Dolgen III, Inc. [Note: Pursuant to Tennessee Code Annotated § 48-14-101(a)(1), Each Corporation Name Must Contain the Words Corporation, Incorporated, or Company or the Abbreviation Corp., Inc., or Co.] 2. the Number of Shares of Stock the Corporation Is Authorized to Issue Is: 1,000 3. the Name and Complete Address of the Corporation’s Initial Registered Agent and Office Located in the State of Tennessee Is: Corporation Service Company (Name) 2908 Poston Avenue Nashville Tennessee 37203 (Street Address) (City) (State/Zip Code) Davidson (County) 4. the Name and Complete Address of Each Incorporator: Lee R. Dickinson 100 Mission Ridge, Goodlettsville, Tennessee 37072 ( Name) (Include: Street Address, City, State and Zip Code) 5. the Complete Address of the Corporation’s Principal Office Is: 100 Mission Ridge Goodlettsville Tennessee, Davidson, 37072 (Street Address) (City) (State/County/Zip Code) 6. the Corporation Is for Profit. 7. if the Document Is Not to Be Effective Upon Filing by the Secretary of State, the Delayed Effective Date and Time Are: Date: , , Time (Not to Exceed 90 Days.) 8. Other Provisions: 3/20/09 Signature Date /S/ Lee R. Dickinson Incorporator’s Signature Lee R. Dickinson Incorporator’s Name

from S-1 16 pages Bylaws of Dolgen II, Inc

from S-1 1 page State of Tennessee Department of State Corporate Filings 312 Eighth Avenue North 6th Floor, William R. Snodgrass Tower Nashville, Tn 37243 Charter (For-Profit Corporation) for Office Use Only the Undersigned Acting as Incorporator(s) of a For-Profit Corporation Under the Provisions of the Tennessee Business Corporation Act Adopts the Following Articles of Incorporation. 1. the Name of the Corporation Is: Dolgen II, Inc. [Note: Pursuant to Tennessee Code Annotated § 48-14-101(a)(1), Each Corporation Name Must Contain the Words Corporation, Incorporated, or Company or the Abbreviation Corp., Inc., or Co.] 2. the Number of Shares of Stock the Corporation Is Authorized to Issue Is: 1,000 3. the Name and Complete Address of the Corporation’s Initial Registered Agent and Office Located in the State of Tennessee Is: Corporation Service Company (Name) 2908 Poston Avenue Nashville Tennessee 37203 (Street Address) (City) (State/Zip Code) Davidson (County) 4. the Name and Complete Address of Each Incorporator: Lee R. Dickinson 100 Mission Ridge, Goodlettsville, Tennessee 37072 ( Name) (Include: Street Address, City, State and Zip Code) 5. the Complete Address of the Corporation’s Principal Office Is: 100 Mission Ridge Goodlettsville Tennessee, Davidson, 37072 (Street Address) (City) (State/County/Zip Code) 6. the Corporation Is for Profit. 7. if the Document Is Not to Be Effective Upon Filing by the Secretary of State, the Delayed Effective Date and Time Are: Date: , , Time (Not to Exceed 90 Days.) 8. Other Provisions: 3/20/09 Signature Date /S/ Lee R. Dickinson Incorporator’s Signature Lee R. Dickinson Incorporator’s Name

from S-1 16 pages Bylaws of Dolgen I, Inc

from S-1 1 page State of Tennessee Department of State Corporate Filings 312 Eighth Avenue North 6th Floor, William R. Snodgrass Tower Nashville, Tn 37243 Charter (For-Profit Corporation) for Office Use Only the Undersigned Acting as Incorporator(s) of a For-Profit Corporation Under the Provisions of the Tennessee Business Corporation Act Adopts the Following Articles of Incorporation. 1. the Name of the Corporation Is: Dolgen I, Inc. [Note: Pursuant to Tennessee Code Annotated § 48-14-101(a)(1), Each Corporation Name Must Contain the Words Corporation, Incorporated, or Company or the Abbreviation Corp., Inc., or Co.] 2. the Number of Shares of Stock the Corporation Is Authorized to Issue Is: 1,000 3. the Name and Complete Address of the Corporation’s Initial Registered Agent and Office Located in the State of Tennessee Is: Corporation Service Company (Name) 2908 Poston Avenue Nashville Tennessee 37203 (Street Address) (City) (State/Zip Code) Davidson (County) 4. the Name and Complete Address of Each Incorporator: Lee R. Dickinson 100 Mission Ridge, Goodlettsville, Tennessee 37072 ( Name) (Include: Street Address, City, State and Zip Code) 5. the Complete Address of the Corporation’s Principal Office Is: 100 Mission Ridge Goodlettsville Tennessee, Davidson, 37072 (Street Address) (City) (State/County/Zip Code) 6. the Corporation Is for Profit. 7. if the Document Is Not to Be Effective Upon Filing by the Secretary of State, the Delayed Effective Date and Time Are: Date: , , Time (Not to Exceed 90 Days.) 8. Other Provisions: 3/20/09 Signature Date /S/ Lee R. Dickinson Incorporator’s Signature Lee R. Dickinson Incorporator’s Name

from S-1 5 pages Operating Statement of Dolgencorp, LLC

from S-1 2 pages Articles of Organization of Dolgencorp, LLC

from S-4/A 3 pages Operating Agreement

from S-4/A ~5 pages The Articles of Organization Presented Herein Are Adopted in Accordance With the Provisions of the Tennessee Revised Limited Liability Company Act. 1. the Name of the Limited Liability Company Is: Retail Risk Solutions, LLC (Note: Pursuant to the Provisions of Tca § 48-249-106, Each Limited Liability Company Name Must Contain the Words “Limited Liability Company” or the Abbreviation “LLC” or “L.L.C.”) 2. the Name and Complete Address of the Limited Liability Company’s Initial Registered Agent and Office Located in the State of Tennessee Is: Corporation Service Company (Name) 2908 Poston Avenue Nashville Tennessee 37203 (Street Address) (City) (State/Zip Code) Davidson (County) 3. the Limited Liability Company Will Be: (Note: Please Mark Applicable Box) X Member Managed O Manager Managed O Director Managed Date: , Time: 6. the Complete Address of the Limited Liability Company’s Principal Executive Office Is: 100 Mission Ridge Goodlettsville Tn, Davidson, 37072 (Street Address) (City) (State/County/Zip Code) 12/28/07 /S/ Lee R. Dickinson Signature Date Signature Organizer Lee R. Dickinson Signer’s Capacity (If Other Than Individual Capacity) Name (Printed or Typed) Ss-4270 (Rev. 05/06) Filing Fee: $50 Per Member (Minimum Fee = $300, Maximum Fee = $3,000 Rda 2458

from S-4 37 pages Second Amendment to Agreement of Limited Partnership of Sun-Dollar, L.P

from S-4 5 pages Certificate of Merger (Corporations Code Sections 1113(g), 6019.1, 8019.1, 9640, 12540.1, 16915(b) and 17552) Important –Read Instructions Before Completing Form

from S-4 20 pages Stockholders

from S-4 1 page State of Delaware Certificate of Incorporation a Stock Corporation