Document 3Qeeepdn247E16rKVYDdR5rbx

LEAD INDUSTRIES ASSOCIATION, INC. 292 MADISON AVENUE NEW YORK 17, N. Y. SUBJECT TO REVISION BOARD OF DIRECTORS MEETING MINUTES Chicago, 111. April 29, 1963 A meeting of the Board of Directors of the Lead Industries Association, Inc.was held at 5 P.M. on April 29, 1963, at The Drake Hotel, Chicago, 111. PRESENT REPRESENTING C. R. Ince, Chairman Julian Bers D. R. Carter J. A. Costello K. W. Green Robert Hendricks R. J. Hopkins F. H. Hurless C. E. Schwab S. D. Strauss W. P. Wilke III St. Joseph Lead Co. Bers & Co. Inc. The Eagle-Picher Co. Ethyl Corp. The Electric Storage Battery Co. The Consolidated Mining and Smelting Company of Canada Limited The Broken Hill Associated Smelters Proprietary, Ltd. Anaconda Sales Co. The Bunker Hill Co. American Smelting and Refining Co. Hataaond Lead Products, Inc. OTHERS PRESENT Andrew Fletcher G. H. LeFevre J. B. Metcalfe J. S. Smart, Jr. W. J. Welch St. Joseph Lead Co. United States Smelting Refining and Mining Co. do American Smelting and Refining Co. National Lead Co. L.I.A. STAFF Robert L. Ziegfeld, Executive Vice President and Treasurer David M. Borcina, Secretary and Assistant Treasurer J LI0A1 261 Board of Directors Meeting Minutes -2- April 29, 1963 I.L.Z.R.O. STAFF Schrade F. Radtke, Research Director Sam . Eck ** * The secretary reported a quorum was present. The chairman presided and the secretary kept the minutes of the meeting. The secretary presented a copy of a notice of meeting which had been mailed to each director, as provided in Section 4.04 of the Corpo ration's By-Laws. The copy was ordered filed with the minutes as Ex hibit "A." (Sent to directors on April 9, 1963). The minutes of the previous meeting of December 4, 1962 were ap proved. REPORT OF NOMINATING CCrUTTEE FOR OFFICERS The Nominating Committee for Officers, composed of Simon D. Strauss, chairman, J. A. Costello and Jean Vuillequez, appointed by the president, reconmended the reelection of the following officers: C. R. Ince, President J. S. Smart, Jr., Vice President C. E. Schwab, Vice President W. P. Wilke III, Vice President Robert L. Ziegfeld, Executive Vice President and Treasurer David M. Borcina, Secretary and Assistant Treasurer There being no further nominations, it was regularly moved, seconded and unanimously carried that nominations be closed and that the secretary be instructed to cast one ballot for the slate recom mended by the Nominating Conmittee. APPOINTMENT OF EXECUTIVE COMMITTEE It was regularly moved, seconded and unanimously carried that the following be appointed members of the Executive Cosmittee of the Board of Directors, and that Mr. Ince be designated chairman of that cosmittee: C. R. Ince, Chairman J. A. Costello J. A. Martino C. G. Rice S. D. Strauss Jean Vuillequez LIA01262 Board of Directors Meeting Minutes -3- April 29, 1963 MEMBERSHIP New Member: The secretary reported the election by letter ballot of the Board of Directors of the L.R. Oatey Company, 4700 West 160th St., P.O.Box 8698, Cleveland 35, Ohio. Resignations: The resignation of Price Battery Corporation of Hamburg, Penna. was presented. The resignation of Metalurgica Mexicans Bsnoles, S.A., Monterrey, Mexico, was also presented. The chairman reported he had visited Penoles and that the executive vice president had also visited them, and that neither visit proved productive because of conditions beyond the control of Penoles or the Association. Penole3 reported however that they were completely satisfied with the Association's activities and that they would like to resume membership when and if these conditions are cor rected. A motion was thereupon made, seconded and unanimously approved accepting with regret the resignations of frice Battery Corporation and Metalurgica Mexicans Penoles,S.A. AMENDMENT TO BY-LAWS ON MEMBERSHIP LIMITATION The secretary reported that there were no dissenting votes re ceived on the letter ballot on the amendment to the Association's By-Laws on Membership Limitation, sent to the Board on February 1, 1963, and that this and the amendment approved by the Board at its meeting on December 4, 1962 were both passed by the entire membership earlier in the day. REPORT (F MEMBERSHIP SUBSCRIPTION RATES 1950-1963 The secretary presented the report on the Membership Subscription Rates 1950-1963 as requested by the Board at its meeting an December 4, 1962, which report was approved for inclusion in the minutes of this meeting. (Sent to members on April 9, 1963). REPCRT ON NUMBER OF SIOIATURES ON L.I.A. CHECKS The secretary presented the "Report on the Number of Signatures on L.I.A. Checks" which included the treasurer's suggestions, *13 three of which were approved. The secretary was instructed to put these sug gestions into practice and include the report in the minutes of the meeting. (Report sent to members April 9, 1963). LIA01263 Board of Directors meeting Minutes -4- April 29, 1963 CONSIDERATION OF CHANGE OF NAME OF EXPANDED RESEARCH PROCRAM The chairman reported that the Executive Committee of the Expanded Research Program at its meeting on April 28, 1963, recanmended that the name of the Expanded Research Program be changed to "International Lead Zinc Research Organization, associated with Lead Industries Association, Inc. and American Zinc Institute, Inc." A motion was thereupon made, seconded and unanimously approved to adopt the change of name as recommended. MEMBERSHIP OF EXECUTIVE CCMMITTEE OF I.L.Z.R.O. The chairman reported that the Executive Committee of I.L.Z.R.O. had recommended that the Executive Committee be comprised of the following: Two (2) representatives of foreign companies The presidents of the Lead Industries Association, Inc. and the American Zinc Institute, Inc. The retiring president of each Association to serve for 1 year. The executive vice presidents of the Lead Industries Association, Inc. and the American Zinc Institute, Inc. ex officio and non-voting. A motion was thereupon made, seconded and unanimously approved to adopt the reconmendation of the Executive Committee of I.L.Z.R.O. SAVINGS ACCOUNTS IN CHASE MAHHATTAN BANK Consideration was given to placing some of the Association's funds, including I.L.Z.R.O. funds, now in a checking account in the Chase Manhattan Bank, into a savings account in the same bank in order to obtain interest on temporarily surplus funds. A motion was thereupon made, seconded and unanimously approved to adopt the following resolution: "RESOLVED, that the Chase Manhattan Bank (hereinafter called the 'Bank') be and hereby is designated as a Savings Account depository of this organization, subject to the ruins and regulations of the Bank from time to time in effect with re spect to Savings Accounts; that such Officers and Agents of this organization as may be at any time and fro* time to time certified to the Bank by the President and the Secretary of this organization be and hereby are in the maimer certified authorized to deposit in and to withdraw from the Bank any funds of this organization; that the Bank is hereby autho rized to honor any and all orders of such persons without LIA01264 Board of Directors Keating Minutes -5- April 29, 1963 duty of inquiry or responsibility for the disposition of proceeds, even though payable to or for the account of any signing person, or otherwise; that the Bank shall be entitled to rely upon this resolution and the certlfication( 5) made by the aforesaid Officers, and shall be indemnified and saved harmless from any loss suffered or liability incurred in so doing, unless and until actually receiving written notice of the termi nation or modification of the same from proper Officers of this organization." The treasurer reported that a similar resolution had been ap proved by the Board of the American Zinc Institute, Inc. PENSION PLAN The executive vice president reported that Marsh and McLennan, L.I.A.'s pension plan advisors, had submitted for our consideration a study of our retirement plan suggesting that the funding of the plan be by means of a deposit administration group annuity contract instead of the present method of savings accounts. The new method of funding has been reconmended because it is now available to small organizations such as ours and will result in rather substantial savings. The executive vice president then stated that the study had been sent to the Executive Conmittee and that they had unanimously approved by letter ballot the changes in L.I.A.'s pension plan as sug gested. At the same time, the executive vice president reported he sub mitted for letter ballot a recommendation made by Mr. George I. Btrigden, St. Joseph Lead Company, which was approved by a vote of five for and one against. Mr. Brigden's reconmendation was that if it is decided to adopt the proposed plan and pey the insurance company $137,327, he strongly reconmended that the difference between this amount and the $163,772.49 now in the fund (approximately $26,500) be set aside in a special fund to accumulate interest in anticipation that it may help defray the cost in the event that at acne later date the Board of Directors should de cide to amend the plan permitting the vesting of benefits in the event of termination of employment and the computation of retirement benefits on the basis of compensation for the last ten years prior to retirement. CHANOB IK L.I.A. STATISTICS The chairman then referred to the memorandum entitled "Beport on Certain Changes in L.I.A. Statistics" sent to the Board on April 9, 1963, attached to the agenda. LIA01265 After some discussion, it was reconmended that the chairman appoint a conmittee to study the various L.I.A. statistics. Board of Directors Meeting Minutes -6- April 29, 1963 ANNUAL MEETING DATES A motion was made, seconded and unanimously approved to hold the 1965 meeting of the Lead Industries Association, Inc. at The Drake Hotel, Chicago, 111. on April 28-29, 1965. BATTERY POWER ADVERTISING CAMPAIGN An objection to the type of copy the Association was using in its battery power advertising campaign was raised. It was pointed out that the copy compares the battery-powered vehicles to gasolinepowered vehicles and that this comparison might be detrimental to the use of lead in gasoline. It was suggested that the copy be confined to the advantages of battery power without making direct comparisons, with which the Board agreed. The chairman thereupon requested the executive vice president to make the necessary changes in the battery power campaign copy. There being no further business, the meeting adjourned at 6:25 P.M. David M. Borcina Secretary O LIA01266