<PAGE>

                                                                     Exhibit 4.1

                                 FOURTH RESTATED
                                 ---------------

                            ARTICLES OF INCORPORATION
                            -------------------------

                                       OF
                                       --

                         UNITED FIRE & CASUALTY COMPANY
                         ------------------------------


                                    ARTICLE I
                                    ---------

                                      NAME
                                      ----

     The name of this corporation shall be UNITED FIRE & CASUALTY COMPANY.


                                   ARTICLE II
                                   ----------

                           PRINCIPAL PLACE OF BUSINESS
                           ---------------------------

     The principal place of business of this corporation shall be at Cedar
Rapids, in the County of Linn, State of Iowa.


                                   ARTICLE III
                                   -----------

                                CORPORATE PERIOD
                                ----------------

     The corporate period of this corporation began on the date of the issuance
of a Certificate of Incorporation, to-wit: January 2, 1946. It shall have
perpetual existence from said date unless and until dissolved by the vote of
two-thirds (2/3) of the voting stock outstanding and entitled to vote at any
annual meeting of the Stockholders or at any special meeting called for that
Purpose.

                                   ARTICLE IV
                                   ----------

                         OBJECTS, PURPOSES, AND GENERAL
                         ------------------------------
                               NATURE OF BUSINESS
                               ------------------

     Section 1. General Nature of Business. The general nature of the business
     ---------  --------------------------
of this corporation shall be that of insurance and reinsurance business on the
stock plan, and it shall operate as a stock company as authorized by Chapter 515
of the Code of Iowa, 1977, as amended, with all the rights, powers and
privileges granted by Chapter 515 or Chapter 491 of

<PAGE>


the Code of Iowa, 1977, as amended, or which may now or hereafter be conferred
upon such corporations by law.

     Section 2. Objects and Purposes. Without in any manner limiting the rights,
     ---------  --------------------
powers and privileges conferred by law, the objects and purposes of this
corporation shall be that of conducting and carrying on insurance and
reinsurance business of the kinds specified in Section 515.48 of the Code of
Iowa, 1977, as heretofore or hereafter amended, and the insuring of any
additional risk not specifically included within any of the classes specifically
described in said Section and which is a proper subject of insurance, is not
prohibited by law, or contrary to sound public policy and which is approved by
the Iowa Commissioner of Insurance in the manner as provided in said Section,
provided, however, that the authority of this corporation to insure certain
risks specified in Section 515.48, Code of Iowa, 1977, as amended, is limited in
the respects provided in Section 515.49 of said Code.

                                    ARTICLE V
                                    ---------

                                  CAPITAL STOCK
                                  -------------

     Section 1. a. Authorized Capital Stock. The authorized capital stock of
     ---------     ------------------------
this corporation is Ninety-nine Million Nine Hundred Ninety-nine Thousand Nine
Hundred Ninety-nine Dollars and Ninety-nine Cents divided into (i) 30,000,000
shares of common stock ("Common Stock") having a par value of Three Dollars
Thirty-three and One-third Cents ($3.33 1/3) per share, of which there are
currently 10,036,819 and (ii) 10,000,000 shares of serial preferred stock,
having no par value per share (the "Preferred Stock"), of which there are no
shares currently outstanding.

     b. Preferred Stock. The Board of Directors of this corporation is
        ---------------
authorized, subject to limitations prescribed by the Iowa Business Corporation
Act and the provisions of the Articles of Incorporation, as amended and
restated, of this corporation, by resolution or resolutions, from time to time
and by filing articles of amendment with the Secretary of State of the State of
Iowa in accordance with the applicable provisions of the Iowa Business
Corporation Act, to provide for the issuance of the shares of Preferred Stock in
series, to establish from time to time the number of shares to be included in
each such series and to fix the preferences, limitations, and relative rights of
the series.

     Section 2. Preemptive Rights Denied. No holder of the Common Stock shall be
     ---------  ------------------------
entitled as such, as a matter of right, to subscribe for or purchase any part of
any new or additional issue of stock of any class whatsoever, whether now or
hereafter authorized and whether issued for cash or other consideration.

     Section 3. Voting Rights. Each share of Common Stock shall entitle the
     ---------  -------------
holder thereof to one vote upon all matters as to which a vote of the
Stockholders is to be taken at any annual or special meeting of Stockholders.

                                      -2-

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     Section 4. Closing Transfer Books -- Record Date. For the purpose of
     ---------  -------------------------------------
determining Stockholders entitled to notice of, or to vote at, any meeting of
Stockholders, or any adjournment thereof, or entitled to receive payment of any
dividends, or in order to make a determination of Stockholders for any other
purpose, the Board of Directors may provide that the stock transfer books shall
be closed for a stated period, not exceeding fifty (50) days. If the stock
transfer books shall be closed for such purpose, such books shall be closed for
at least ten (10) days immediately preceding such meeting.

     For the purpose of determining stockholders entitled to vote at a meeting
of stockholders or to receive dividends or for other proper purposes, the Bylaws
may provide or, in the absence of an applicable Bylaw, the Directors may fix, in
lieu of the closing of the stock transfer books, the record date for any such
determination of stockholders, which record date shall be, in any case, not more
than fifty (50) days and, in case of a meeting of stockholders, not less than
ten (10) days prior to the date upon which the particular action requiring such
determination of stockholders is to be taken. If the stock record books are not
closed and no record date is fixed, the record date shall be the date ten (10)
days after the mailing of the notice of the stockholders meeting or after the
declaration of the dividend, as the case may be. When a determination of
Stockholders entitled to vote at any meeting of Stockholders has been made as
herein provided, such determination shall apply to any adjournment thereof.

     Section 5. Dividends. Out of any earned surplus or net profits or other
     ---------  ---------
fund legally available for the declaration of dividends of this corporation
after making such provision, if any, as the Board of Directors may deem
necessary for working capital, dividends may be declared and paid upon Common
Stock, share and share alike.

     Section 6. Quorum. A majority of the Common Stock outstanding represented
     ---------  ------
in person or by written proxy shall constitute a quorum for the transaction of
business.

     Section 7. Transfer of Stock. All shares of stock shall be transferable but
     ---------  -----------------
only by assignment in writing, and such assignment shall not be complete as
against the corporation until entered upon the records of the corporation.

     Section 8. Issuance Only for Cash or Property. No stock shall be issued
     ---------  ----------------------------------
until the corporation has received the payment in full therefor in cash or
property, provided, however, that when stock is to be issued for anything other
than money such issue of stock must be approved by the Insurance Commissioner of
the State of Iowa, as provided in Sections 492.6 and 492.7 of the Code of Iowa,
1977. Without action by or consent of the Stockholders, the Board of Directors
may issue all or so much of the authorized Common Stock for such consideration
as it shall determine, but not less than par value thereof, and any and all such
stock so issued, when the consideration therefor as so fixed by said Board has
been fully paid or delivered, shall be fully paid stock and not liable to any
further call or assessment.

     Section 9. Increase of Capital. Subject to the limitations and restrictions
     ---------  -------------------
hereinbefore provided for, the capital stock hereby authorized may be increased
by a vote of two-thirds (2/3) of the Common Stock of the corporation then issued
and outstanding.

                                      -3-

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                                   ARTICLE VI
                                   ----------

                             STOCKHOLDERS' MEETINGS
                             ----------------------

         Section 1.  Election and Composition of Board of Directors.
         ---------   ----------------------------------------------

         (a) Election by Shareholders. The business and affairs of this
             ------------------------
corporation shall be conducted by a Board of Directors consisting of not less
than nine (9) nor more than fifteen (15) members, to be elected by the
stockholders in the manner hereinafter provided.

         (b) Number Fixed by Board. At least fifteen (15) days prior to each
             ---------------------
annual meeting of the stockholders the Board of Directors shall fix the number
of directors which shall comprise the Board of Directors for the ensuing year
and give notice thereof to stockholders. If the number of directors of the class
to be elected by the stockholders at the meeting following the fixing of such
number by the Board is increased over the number of such class elected at the
last election of such class by the shareholders, then each other class of
directors shall be increased by the same number and the additional directors of
each such other class shall be elected by the Board to hold office from the time
of the stockholders annual meeting until the expiration of the term of the class
to which they are elected. If the Board of Directors fails to fix the number of
directors which shall comprise the Board of Directors for the ensuing year or
fails to give the notice herein prescribed to the stockholders, then the number
of directors to be elected at the next annual meeting to comprise the class to
be elected at such meeting shall be the same number of directors that was
elected at the last prior election of such class.

         (c) Classes of Directors. The Board of Directors shall be divided into
             --------------------
classes to be designated Class A, Class B and Class C respectively. At the first
election to be held immediately following the adoption of these Articles and
their becoming effective four (4) Class A Directors shall be elected for a term
of three (3) years, three (3) Class B Directors for a term of two (2) years, and
three (3) Class C Directors for a term of one (1) year. In nominating directors
for election at such first election, the nominees shall be designated as to
class. After such first annual election only one class shall be elected at each
annual meeting of stockholders, each class to be elected for a term of three
years.

         (d) Proportionate Representation. The holder or holders, jointly or
             ----------------------------
severally, of not less than one-fifth but less than a majority of the shares of
the Common Stock of the corporation shall be entitled to nominate Directors for
election at the annual Stockholders meeting. In the event such nomination is
made there shall be elected, to the extent that the total number to be elected
by Common Stockholders is divisible, such proportionate number from the persons
so nominated as the shares of stock held by persons making such nominations bear
to the whole number of shares issued; provided, the holder or holders of the
minority shares of stock shall only be shall be held on year unless such meeting
shall be entitled to one-fifth (disregarding fractions) of the total number of
Directors to be elected by the Common Stockholders for each one-fifth of the
entire capital stock of such corporation so held by them; and provided further
that this Section shall not be construed to prevent the holders of

                                      -4-

<PAGE>

a majority of the stock of the corporation from electing the majority of the
Directors to be elected by the Common Stockholders.

     (e)  Vacancies. Vacancies in the Board of Directors occurring between
          ---------
annual meetings may be filled by the Board of Directors for the remainder of the
unexpired term of the Director whose office is vacated.

     Section 2.  Stockholders' Meetings.
     ---------   ----------------------

     (a)  Annual Meetings. The annual meeting of the Stockholders shall be held
          ---------------
on the third Wednesday in the month of May in each year unless such day shall be
a legal holiday, in which case said meeting shall be held on the day following.

     (b)  Special Meetings. Special meetings of the Stockholders may be called
          ----------------
at any time by the President upon giving notice as herein provided, and shall be
called by him upon the written request of Stockholders representing at least
fifty-one percent (51%) of the total Common Stock outstanding. In the event of
the President's failure or refusal to issue a call upon such request, the
Stockholders representing at least fifty-one percent (51%) of the total stock
outstanding may join in issuing a call to Stockholders for a special meeting.

     (c)  Notices and Calls of Regular and Special Meetings. All calls or
          -------------------------------------------------
requests for regular or special Stockholders' meetings shall state what business
is to be presented at the meeting, shall be in writing, and shall be made by the
President of the corporation or under the signature of the owners of at least
fifty-one percent (51%) of the total stock outstanding, giving ten (10) days
written notice in person or by United States mail addressed to the Stockholders
of record, which notice shall be considered given when addressed and mailed to
the addressee at the address, as shown by the records of the corporation, of the
person, firm or corporation appearing of record as a Stockholder.

     Section 3.  Place of Meetings. All meetings of the Stockholders shall be
     ---------   -----------------
held at the office of the corporation in Cedar Rapids, Iowa.

     Section 4.  Amendments Changing Section 1 of this Article VI. Any amendment
     ---------   ------------------------------------------------
changing any of the provisions of Section 1 of this Article VI shall require the
affirmative vote of two-thirds (2/3) of the Common Stock of the corporation
issued and outstanding.

                                   ARTICLE VII
                                   -----------

                         BOARD OF DIRECTORS AND OFFICERS
                         -------------------------------

     Section 1.  Term of Office of Members of Board. The Directors elected by
     ---------   ----------------------------------
the Stockholders or Directors appointed to fill a vacancy shall serve until
their successors have been elected and qualify.

                                      -5-

<PAGE>

     Section 2. Officers. The Board of Directors shall meet annually immediately
     ---------  --------
following the annual meeting of the Stockholders. The Board of Directors shall
elect a President, one or more Vice Presidents, a Secretary, and a Treasurer,
and such other officials, including an Executive Committee, as they may
determine or as may be provided by the Bylaws of this corporation. Any person
may hold one or more offices at the same time. No officer of the corporation
need be a Stockholder or a Director except the President.

     Section 3. Director's Qualification. Every Director shall be a Stockholder,
     ---------  ------------------------
and if any Director shall sell or transfer his stock in this corporation, such
Director shall at once cease to be a Director.

     Section 4. Special Powers of Board. The Board of Directors may adopt, alter
     ---------  -----------------------
or repeal the Bylaws of the corporation and may generally do any act or thing
deemed necessary for the conduct and management of the business of the
corporation, subject only to the limitations imposed by law or by these
Articles, including, without being limited thereto, the power to qualify the
corporation for the transaction of business anywhere in the United States and
Canada if it shall conclude that it is to the best interests of the corporation
to do so, and shall be authorized to take whatever action may be necessary in
the premises, and in the event an Executive Committee is elected, said Board may
vest said Executive Committee with the right to exercise any or all of the
powers of Directors when the said Board is not in session, excepting the power
to adopt, amend or alter Bylaws or fill vacancies on the Board of Directors or
officers.

     Section 5. Quorum of Board. A majority of the Board of Directors shall
     ---------  ---------------
constitute a quorum for the transaction of business.

     Section 6. General Powers of Officers. The officers elected by the Board of
     ---------  --------------------------
Directors shall have such power, perform such duties and shall be entitled to
such compensation as may be prescribed by the Board of Directors, and the Board
shall have the right to remove any officer with or without cause and to fill
vacancies in office by a majority vote at a Directors' meeting.

     Section 7. Present Directors. The following persons were duly elected as
     ---------  -----------------
Directors of the corporation at the last annual meeting of the Stockholders,
they are now serving as such, and their terms of office will continue until
their successors have been elected and have qualified, to-wit:

             Scott McIntyre, Jr.                George D. Milligan
             John A. Rife                       Mary K. Quass
             Jack B. Evans                      Byron G. Riley
             Christopher R. Drahozal            Kyle D. Skogman
             Casey D. Mahon                     Frank S. Wilkinson, Jr.
             Thomas K. Marshall

                                      -6-

<PAGE>

     Section 8. Present Officers. At the last annual meeting of the Board of
     ---------  ----------------
Directors the following persons were elected to the offices set opposite their
respective names, which offices they now hold pursuant to their said election
and qualification:

          Scott McIntyre, Jr.       Chairman of the Board of Directors
          Jack B. Evans             Vice Chairman of the Board of Directors
          John A. Rife              President and Chief Executive Office
          Richard B. Swain          Senior Vice President
          Kevin L. Kubik            Vice President and Chief Investment Officer
          Kent G. Baker             Vice President and Chief Financial Officer
          E. Dean Fick              Vice President - Claims
          John R. Cruise            Vice President - Reinsurance
          Wilburn J. Hollis         Vice President - Human Resources
          Robert B. Kenward         Vice President - Information Services
          Stanley A. Wiebold        Vice President - Underwriting
          Galen E. Underwood        Treasurer
          Dianne Lyons              Controller
          Shona Frese               Corporate Secretary
          David A. Lange            Corporate Secretary

     Section 9. Personal Liability - Directors. A director of the corporation
     ---------  ------------------------------
shall not be personally liable to the corporation or its shareholders for
monetary damages for breach of fiduciary duty as a director, except for
liability (i) for any breach of the director's duty of loyalty to the
corporation or its shareholders, (ii) for acts or omissions not in good faith or
which involve intentional misconduct or a knowing violation of law, (iii) under
Iowa Code Section 490.833, (iv) for any transaction from which the director
derived an improper personal benefit. If the Iowa Business Corporation Act, Iowa
Code Chapter 490 is amended after approval by the shareholders of this article
to authorize corporate action further eliminating or limiting the personal
liability of the directors, then the liability of a director of the corporation
shall be eliminated or limited to the fullest extent permitted by the Iowa
Business Corporation Act, as so amended.

     Any repeal or modification of the foregoing paragraph by the shareholders
of the corporation shall not adversely affect any right or protection of a
director or former director of the corporation for acts, errors or omissions
occurring prior to the date of repeal or modification.

                                  ARTICLE VIII
                                  ------------

                      STOCKHOLDER'S PRIVATE PROPERTY EXEMPT
                      -------------------------------------
                              FROM CORPORATE DEBTS
                              --------------------

     The private property of the Stockholders of this corporation shall not be
liable for corporate debts and this Article shall not be amended or changed
except by the unanimous consent of all the Stockholders of the corporation in
writing.

                                      -7-

<PAGE>

                                   ARTICLE IX
                                   ----------

                        EXECUTION OF WRITTEN INSTRUMENTS
                        --------------------------------

     All deeds, mortgages, conveyances and contracts relating to real property
of the corporation shall be signed on behalf of this corporation by its
President, or one of its Vice Presidents, and countersigned by its Secretary, or
one of its Assistant Secretaries. All notes, bonds, stock certificates, or other
contracts or evidences of indebtedness and all releases and assignments shall be
signed by the President, or one of its Vice Presidents, and countersigned by its
Secretary, or one of its Assistant Secretaries. All releases of mortgage liens,
liens, judgments or other claims that are required by law to be made of record
shall-be executed on behalf of the corporation by the President, or any one of
its Vice Presidents, or the Secretary, or Treasurer of the corporation.

                                    ARTICLE X
                                    ---------

                                 CORPORATE SEAL
                                 --------------

     This corporation shall have a corporate seal upon which shall be inscribed
"UNITED FIRE & CASUALTY COMPANY, CEDAR RAPIDS, IOWA, CORPORATE SEAL."

                                   ARTICLE XI
                                   ----------

                   MERGER, CONSOLIDATION OR SALE OF ALL ASSETS
                   -------------------------------------------

     The affirmative vote of two-thirds (2/3) of all outstanding shares of this
corporation shall be required to approve any plan of merger, consolidation, or
sale or exchange of all or substantially all of the assets of this corporation.
If any shares of this corporation are held by or for any corporation with which
this corporation is to be merged or consolidated or to which the assets are to
be sold or exchanged, or by any person, firm, or corporation in control of or
controlled by any such corporation, then the favorable vote of two-thirds (2/3)
of all other shares shall be required to approve such plan.

                                   ARTICLE XII
                                   -----------

                                   AMENDMENTS
                                   ----------

     Except as otherwise provided herein or by law these Articles may be amended
at any annual meeting of the Stockholders or special meeting of Stockholders
called or that purpose by a vote of two-thirds (2/3) of the shares of the
corporation issued and outstanding.

                                      -8-

<PAGE>

     IN WITNESS WHEREOF, we, the President and Secretary of United Fire &
Casualty Company, have executed this instrument and do sign and acknowledge the
same for and on behalf of said corporation this 28th day of March, 2002.

                                             /s/ John A. Rife
                                             ----------------------------------
                                             John A. Rife, President


                                             /s/ Shona Frese
                                             ----------------------------------
                                             Shona Frese, Corporate Secretary

STATE OF IOWA     )
                  ) ss:
COUNTY OF LINN    )

     On this day of , 2002, before me, the undersigned, a Notary Public in and
for the State of Iowa, personally appeared John A. Rife and Shona Frese, each of
whom to me is personally known, and each of whom by me being severally sworn, on
oath for himself did say that John A. Rife is President and Shona Frese is
Corporate Secretary of United Fire & Casualty Company, that the Seal affixed to
the foregoing instrument is the seal of said corporation, and that the foregoing
Fourth Restated Articles of Incorporation were signed and sealed on behalf of
said corporation, and John A. Rife, as President, and Shona Frese, as Secretary,
did severally acknowledge the execution of said instrument to be the voluntary
act and deed of said corporation, by it voluntarily executed.


                                             /s/
                                             ----------------------------------
                                             Notary Public in and for Linn
                                             County, State of Iowa

                                      -9-