Document 3ewEydZVgwzx76vvDq6V66DDn

2624 MINUTES of the three hundred forty-third meeting of the Board of Directors of the Chemical Manufactures Association, Inc., held at The Four Season Hotel, Washington, D.C. on January 22, 1993. There were present: Directors: " Frank P. Popoff, Chairman Craig R. Andersson Thomas C. Bohrer J.A. "Fred" Brothers Robert N. Burt Vincent A. Calarco Lester 'E. Coleman Ralph S. Cunningham Earnest W. Deavenport, Jr. James E. Fligg Darryl D. Fry Thomas J. Gossage Bruce C. Gottwald J. Roger Hirl Alan R. Hirsig Robert D. Kennedy Thomas F. Kennedy Conrad S. Kent Truman L. Koehler John N. Lauer J. Robert Lovett Robert v.d. Luft James A. Mack Philip W. Matos Ray B. Nesbitt Mack G. Nichols John E. Peppercorn Seymour S. Preston, Larry V. Rankin Gary L. Rogers Robert A. Roland Jerry R. Satrurn Arthur R. Sigel Frank P. Smith S. Jay Stewart William E. Toller George A. Vincent Helge H. Wehmeir III Secretary: Charles W. Van Vlack Treasurer: Gary C. Herrman General Counsel: David F. Zoll By Invitation: * Part Time David S. Alcorn, Crompton & Knowles Corporation *Charles A. Aldag, CMA R.M. Julie Archuleta, Occidental Chemical Corporation *Tom B. Campbell, Jr., Exxon Chemical Company W. H. Clark, Jr., Nalco Chemical Company *John C. deRuyter, DuPont J. Brian Ferguson, Eastman Chemical Company *Tom Helscher, Monsanto Company Jon C. Holtzman, CMA *Paul M. King, PPG Industries John A. Lamping, Amoco Chemical Company Fred G. Marshall, Exxon Chemical Company Frederick L. Moore, Union Carbide Corporation James D. Mclntire, CMA Morton L. Mullins, CMA Laurence O'Neill, Monsanto Chemical Company Michael A. Pierle, Monsanto Chemical Company Joseph C. Soviero, Union Carbide Corporation/SOCMA William M. Stover, CMA Gordon, D. Strickland, CMA Donald J. Verrico, DuPont A. Glen Weaver, Chevron Chemical Company Frederick L. Webber, CMA Ben Woodhouse, The Dow Chemical Company 700976.1002 UEX 1. MINUTES OF OCTOBER 19, 1992 MEETING 2625 The meeting was called to order at 8:30 a.m. by Chairman Popoff and the minutes of the October 19, 1992 meetings were approved as distributed. 2. NOMINATING COMMITTEE On behalf of the Nominating Committee, Mr. Popoff presented the following nominations to fill vacancies on the Board caused by the resignations of Mr. Reed and Mr. Huntsman. ON MOTION, duly made and seconded, it was VOTED: That Keith McKennon, Chairman and Chief Executive Officer of Dow Corning Corporation, be elected a Director and a member of the Employee Benefits Committee and ad hoc Board Advocacy Committee through May 31, 1993; and that E.J. "Jake" Garn, Vice Chairman of Huntsman Chemical Company, be elected a Director and a member of the Program Committee through May 31, 1993. 3. EXECUTIVE COMMITTEE Mr. Hirl reported on the actions taken and items discussed at the previous afternoon's Executive Committee meeting as summarized in Exhibit A. 4. MEMBERSHIP COMMITTEE On behalf of the Membership Committee, Mr. Stewart presented the following three companies for membership. ON MOTION, duly made and seconded, it was VOTED: That Avery Dennison, Chemical Division; Eaglebrook, Inc.; and Kemira, Inc. be elected members of the Association. 5. BOARD STATE INITIATIVES WORK GROUP Mr. Peppercorn reported on the final outcome of the Ohio Prop 65 and Massachusetts first use tax ballot initiatives and recognized the leadership roles of Ashland, P&G and BFGoodrich in Ohio and Monsanto, Eastman, Olin and W.R. Grace in Massachusetts. He indicated that 123 companies had pledged to the State Initiatives Contingency Fund in 1992 and that 115 companies had contributed $711,000 in Ohio and 83 companies had contributed $416,000 in Massachusetts. He also reported growing support by the CICs in providing local networking. For 1993, Mr. Peppercorn reported that there was no ballot initiative proposals of major concern to the industry imminent, but that renewals of the pledges would be pursued in the months ahead. Chairman Popoff thanked Mr. Peppercorn and his committee for their successful leadership. 700976.1003 VEX 2626 6. BOARD RISK COMMITTEE Mr. Luft reported on the committee's activities since its inception in September. The early stages of briefings and data development were complete and the committee had identified two focus areas: policy issue of relative risk; and the 'oversight and coordinating function within CMA on all risk related activities. The committee was intending to develop beliefs and principles on risk issues and contemplated Board action as early as the June meeting. Following Mr. Luft's presentation, there was discussion of the relative roles of AIHC, CIIT and the National Science Advisory Board. 7. CHEMSTAR POLICY COMMITTEE Mr. Preston referenced the revised annual report of the committee which had been distributed and highlighted the following: the activities of the Total Quality Council and its recently approved guidelines; encouraging the use of CHEMSTAR panels and councils for consortia activities; and the special hydrogen fluoride standards activity. It was noted that a special presentation on CHEMSTAR might be helpful at a future Board meeting. With respect to the special hydrogen fluoride standards activity, the Board discussed the unique circumstances that drove its creation and there was general consensus that standard setting was not an area which the Association should be reentering except in this limited situation involving hydrogen fluoride. The Board accepted the committee's report. 8. FINANCE COMMITTEE Mr. Calarco reported on the 1993/94 budget process and the likelihood of a dues increase being considered. 9. RESPONSIBLE CARE a. Program Report. following program elements and issues: Mr. Aldag provided an update on the o Multiple year analysis is complete on 3 of the 6 codes, o These results are being shared in ELG meetings, o First year results are available for the other three codes, o Product Stewardship Code is the biggest challenge, o Interest in the Responsible Care Partnership program continues to grow. o A national conference for Responsible Care coordinators is scheduled for March 16-18 in Atlanta. The issue of "mixed reporting" was raised by several members who have applied Responsible Care to their nonchemical as well as their chemical operations. b. Board Responsible Care Committee (BRCC). Mr. Deaven- port reviewed the charter and key results areas that the BRCC was addressing as it targeted completion of its project by June. Five policy papers are being developed: philosophy of Responsible Care; enhancement of ELGs and senior executive leadership; improving mutual assistance; congruence of advocacy and Responsible Care; and strategic communications. He indicated that the Board would preview the recommendations in April, they would be discussed with the full membership at three 700976.1004 VEX 2627 regional ELG meetings in April (22, 23 and 29), with final Board action expected in June. 10. PUBLIC PERCEPTION COMMITTEE On behalf of the committee and its Chairman Mr. Potter, Mr. Calarco reviewed the program to renew the public outreach advertising program, including the selection of Ogilvy and Mather as the new agency and Richard Wirthlin to do values research and to create an outreach communications strategy. Mr. Wirthlin then presented the results of his values research and the resulting strategic communications framework. Following the presentation and discussion, it was agreed that the Public Perception Committee would bring the proposed advertising strategy and program to the Executive Committee and Board in April for approval before renewing the program. 11. SUPERFUND Messrs. King and Helscher presented the background and proposed Superfund reauthorization policy and strategy. There were several amendments by Messrs. Burt and Nesbitt which were accepted and there was discussion of: carveout legislation pending in Pennsylvania, broad based funding, public works concepts, and remedy selection improvement. The importance of creating a groundswell for Superfund reform and the need for a broad based Superfund coalition were stressed. ON MOTION, duly made and seconded, it was VOTED: To approve the Superfund policy position, with several clarifying amendments, a set forth in Exhibit A. 12. VOLUNTARY ENERGY EFFICIENCY IMPROVEMENT PROGRAM Mr. deRuyter presented the voluntary energy efficiency improvement program for approval. There was discussions of the desirability of regaining the double investment tax credit for energy efficiency investments and of the relationship of the program to advocacy on energy taxes. There was also discussion of adding this program as a seventh Responsible Care code, but it was agreed that any such proposal would be brought back to the Board for approval before proceeding. ON MOTION, duly made and seconded, it was VOTED: To approve the Voluntary Energy Efficiency Program as described in Exhibit B. 13. MARINE EMERGENCY RESPONSE CONTINGENCY PLAN PROGRAM Mr. Campbell presented the Marine Emergency Response Contingency Plan Program for approval. ON MOTION, duly made and seconded, it was VOTED: To approve the Marine Emergency Response Contin gency Plan Program as set forth in Exhibit C. 700976.1005 VEX 2628 14. TRADE ISSUES Mr. Clark in his role as the Chemical Industry Trade Advisor reviewed the strategy for seeking approval of the NAFTA agreement and the outlook for the GATT negotiations with the new Administration and Congress. 15. TOXIC USE REDUCTION Mr. Popoff circulated some preliminary thoughts on the toxic use reduction issue to assist the Board in preparing for policy development and review at the April meeting. 16. LEGISLATIVE AND REGULATORY UPDATES Due to a lack of time, the reports from Messrs. Stover, Mclntire and Mullins were cancelled. 17. PRESIDENT'S REPORT Mr. Roland referenced his written report and highlighted the following issues. He introduced Mr. Webber, his designated successor, who also participated in the discussion and presentation of several of these items. o Request for a loaned executive to help lead an advocacy effort on environmental, health and safety management systems, o Update on CMA/AAR discussions on rail tank cars. o Concepts for a senior management education and training program, o Observations from a recent briefing by Governor Sununu. o Plans for a joint dinner on March 1 for Executive and Finance Committee members. 18. TREASURER'S REPORT Mr. Herman requested that 1992 chemical sales reports be returned by the January 31 due date. The remainder of his regular report was deferred because of the hour. ************* The meeting was adjourned at 12:35 p.m. Charles W. Van Vlack Senior Vice President-Secretary 700976.1006 VEX