Document 6BOmJyRmZBKQmgz2Gzo9G9rRE

UNITED STATES OF AMERICA, STATE OF OHIO, OFFICE OF THE SECRETARY OF STATE GEO. M. NEFFNER Secretary of State of the State of Ohio, do hereby certify that the foregoing is an exemplified copy, carefully compared by me with the original record now in my official custody as Secretary of State, and found to be true and correct, of the Articles of Incorporation of The Sherwin-Williams Company filed in this office on July 16, 1884, and recorded in Volume 30, Page .357; Certificate of Increase of Capital Stock, filed March 29 1686, and recorded in Volume 34, Page 577; ' \ Certificate of Increase of Capital Stock, filed January 18, 1901, and recorded in Volume 86, Page 150; Certificate of Amendment, filed December 12, 1902, and recorded in Volume 93, Page 414; - Certificate of Increase of Capital Stock, filed December 12, 1902, and recorded in Volume 64, Page 371; Certificate of Increase of' Capital Stock, filed June 16, 1903, and recorded in Volume 78, Page 568; Certificate of Increase of Capital Stock, filed January 27, 1908, and recorded in Volume 121, Page 471; Certificate of Increase of Capital Stock, filed December 21, 1909, and recorded in Volume 131, Page 596; Certificate of Increase of Capital Stock, filed November 13, 1913, and recorded in Volume 174, Page 232; '' Certificate of Increase of Capital Stock, filed April 23, 1917, and recorded in Volume 206, Page 49; Certificate of Amendment, filed February 20, 1920, and recorded in Volume 239, Page 439; Certificate of Increase of Capital Stock, filed February 20, 1920, and recorded in Volume 239, Page 461; Certificate of Reduction of Capital Stock, filed May 13, 1924, and recorded in Volume 309, Page 410; Certificate of Amendment, filed October 16, 1928, and recorded in Volume 359, Page 684; ... Certificate of Amendment, filed July 27, 1929, and recorded m Volume 212, Page 349; . Certificate, (There Shares are Issued for Consideration Ooher than Cash, filed July 27, 1929, and recorded in Volume 375, Page 531; . Certificate of Amendment, filed June 23, 1931, and recorded m Volume 398, Page 240; . Certificate, Where Shares are Issued for Consideration other than Cash, filed June 23, 1931, and recorded in Volume 398, 240 * Certificate of Reduction of Stated Capital, filed January 14, 1935, and recorded in Volume 426, Page 583; Certificate of Amendment, filed January 28, 1936, and recorded in Volume 436, Page 251; Certificate of Amendment, filed May 29, 1936, and recorded in Volume 458, Page 473, of the Records of Incorporations. FTC-SW-000141 N17931 Reproduced a! the National. I \ V1TtIES3 my hand ana official seal at Columbus, Ohio, this 5th day of January A. D. 1941. FTC - SW - 000142 rtefjiuuuieu ai uie wauuuai Mate. THE SHEERIH-ViHilAliS COHPAKY BY-LAVfS ******** ARTICLE I - 13EETIKGS: As soon as convenient after the annual meeting of stockholders the Directors there elected shall meet for organization and election of * officers. Other meetings may be held at the call of the Chairman or President, or either of them shall call meetings, when requested by two Directors. A majority shall constitute a quorum. ARTICLE II - EXECUTIVE COMMITTEE: At the meeting of organization each year not less than three (3) members of the Board shall be appointed an Executive Committee with power to fix salaries of the officers of the Company and to act on all business of the Board. In addition to the aforesaid Executive Committee, the Board may appoint, at the meeting for organization each year, a Finance Committee, consisting of not less than three (3) members of the Board, with power, when the Board is not in session, to provide for ordinary financing in the regular course of business. ARTICLE III - DUTIES OF OFFICERS: Duties of Chairman of Board. The Chairman of the Board shall be the chief executive officer of the Company. He shall preside at all meetings of the stockholders, the Board of Directors and the Executive Committee, and shall have general direction, supervision and control of the policies, business and affairs of the Company, subject to the control of the Board of Directors. He also shall perform such other duties and shall possess such other powers as may devolve upon him by law or may from time to time be required of or delegated to him by the Board of Directors. The Chairman of the Board shall have full power and authority, coextensive with that of the President, to execute on behalf of the Company, all contracts, conveyances, and other instruments of whatsoever nature or effect, and to execute proxies in connection with, attend, act and vote at any meeting of the stockholders of any corporation in which the Company may hold stock. Duties of President and Vice Presidents. The President shall, in the absence of the Chairman of the Board or during his inability to act, preside at meetings of the stockholders and of the Board of Directors and the Executive Committee and exercise the other powers and perform the other duties of the Chairman of the Board. Under the direction of the Chairman of the Board, he shall exercise general management of the business and operations of the company. He shall have power and authority to execute on behalf of the Company all contracts, conveyances and other instruments of whatsoever nature and effect, and to execute proxies in connection with, attend, act and vote at any meeting of the stockholders of any corporation in whioh the Company may hold stock. The President shall have such other powers and duties as may be assigned to him by the Chairman of the Board, by the Board of Directors or by the Executive Committee. FTC - SW - 000143 r\cjjiuuui,eu ai me nauutka By-laws - 2. The Tice President or Vice Presidents shall have such powers and duties as shall be assigned to them by the Chairman, the President the Board of Directors or the Executive Committee. * Duties of Secretary and Treasurer. The Secretary shall issue notices of all meetings for which notice is required to be given, shall keep the minutes of all meetings, shall have charge of the corporate seal and corporate record books, and shall have such other powers and perform such other duties as may be assigned to him by the Board of Directors or the Executive Committee. . The Treasurer shall have the custody of all moneys and securities of the Company and shall keep adequate accounts of the Company's business and shall have entire charge of the Company's finances. He shall deposit the funds of the Company in such banks as are approved by the Board of Directors and in the name of the Company, but such approval shall not be required in the case of depositaries where the average balance carried does not exceed $5,0C0, The Treasurer shall have such other powers and perform such other duties as are assigned to him by the Board of Directors or the Executive Committee. . - ARTICLE XV - VACANCIES: ............. In case of death, resignation or disqualification, the vacancy shall be filled vdthout undue delay by vote of the majority of the re maining Directors. ARTICLE V - DIVIDENDS: The Directors shall declare and pay such dividends from the profits and surplus of the business as they may deem prudent. ARTICLE VI - BORROWING MONEY: The Chairman of the Board of Directors, the President, the Vice President, the Treasurer, the Assistant Treasurer, and the Cashier of the Executive Department, may borrow money on behalf of the Company and execute the Company's note therefor, the signatures of two of said officers being required. ARTICLE VII - AMENDMENTS: These By-Laws may be amended or repealed at any meeting. ********* I, the undersigned. Secretary of The Sherwin-Williams Company, do hereby certify that the foregoing is a true and complete copy of the By-Laws of the said Corporation, including all amendments, and the same are in force at the date hereof. In Witness Whereof, . I have hereunto subscribed my name and affixed the seal of the said Corporation this 10th day of January, 1?41. " Seofet&ry. -- FTC -SW- 000144 Keproouced at me National Archive xhtt>rt A-* I * The Sherwin-ll'/illiams Company Exhibit 3 "Retail Branches and Sales Offices11 Exhibit #3 shows by districts the various distri buting locations, indicating District Headquarters, sales division offices reporting to district headquarters, and sales offices only or warehouse locations only within the districts# It also shows location of retail branches by districts. The three store branches that are incorporated are so indicated. z fZfiyes FTC - SW - 000145 Reproduced at the NaSonafArchive Exhibit Ho. 3 The Sherwin-Williams Company- Sales Offices & Warehouses North Central District 601 Canal Road 1702 Elmwood Awe. 55 Water St. i960 Milwaukee Ave. E. Cleveland,"0. Buffalo, H. Y. Pittsburgh, Pa. Detroit, Mich. District Offioe Sales Division it South Central District 410 Commercial Square 3 Cummings Station Cincinnati, 0. Nashville, Term* District Offioe Warehouse' Western District - 115th St. & Cottage Grove Ave. 219 Ho. Senate Aye. 701 - 3d St. H. Chicago, 111. Indianapolis, Ind. Minneapolis, Minn. District Offioe Sales Division Worth Atlantic District Brown St. & Lister Ave. 292 Madison Ave. 136 Franklin St. . 203 Solar St. Central Railroad Terminal Bldg. Newark, H. J. New York. N. Y. Hew York, H. Y. Syracuse, N. Y. Albany, N. Y. Distriot Office Sales Offioe Only ^ Warehouse Sales Division South Atlantic 401 Ho..Broad St. Philadelphia, Pa. District Office \ Pratt & Green Sts. Baltimore, Md. Sales Division 1017 E. Main St. Richmond, Va. 2320 Liberty St. Jacksonville, Fla. H fl I03I Munsey Bldg. Washington, D. C. Sales Office Only Caesar & Conway Sts, Tampa, Fla. Warehouse 267 E. Bay St. Charleston,. S. C. 212 W. First St. Charlotte, N. C. Hew England District 19-23 Pittsburgh St, 56 Post Office Sq. 64 Traverse St. Boston, Mass. Bangor, Me. Providence, R. I. Distriof Office Warehouse ' - Southwestern District . 1520 Grand Ave. `10th & Dodge Sts. 306 S. Virginia St. 223 E. Grand Ave. 118 S. Cheyenne St. o Mississippi Valley District 515 Spruce St. 741 Magazine St. JJ v a,T~~ Obtained .7 Kansas City, Mo. Omaha, Hebr. Sioux City, la. Oklahoma City, Okla, Tulsa, Okla. District Office Warehouse R" R - St. Louis, Mo. Hew Orleans, La. ..v 3 Letter * . tertiew /Y 'ViX I District Offioe Sales Division FTC -SW -000146 Reproduced at the National Archive Exhibit No. 3 - 2- . .4 Texas District 1621 Wall St Central Pacific District UlSO Sherwin Ave. 610 Folsom St. Southern Pacific District 3170 E. Pico Blvd. 512 W. Jaokson St. Northern Paoifio District 1308 N. W. Everett St, 10i).8 Sixth Ave. South 157 So. Post St. 53 Broadway Dallas, Texas District Office Oakland, Calif. District Office San Francisco, Calif. Warehouse Los Angeles, Calif. District Office Phoenix, Ariz. Warehouse Portland, Ore. Seattle, Wash. Spokane, Wash. Salt Lake City, Utah District Office Sales Division Warehouse II - tm Mbit^ Obtained. A? " sof-'Xf&'rMto- 9 Efederal Trade Commission FTC - SW - 000147 Reproduced at the Nafc'ona/ Archive xk lot 1 Exhibit Ho. 3 The Sherwin-Williams Company Retail Branches North Central District 4505 Main St. 137 S. Park Are. 636 Smithfie'ld St. 162 Washington St. 210 W. Gray St. 126 Washington St. 239 Main St. 207 Palls St. 53 State St. 1123 Twelfth St. ' Beeson Bird, at Penn St, 2036 Woodward Ave. 9341 Grand River Ave. 14495 Grand River Ave. 320 Market Ave". N. 712 Lee St. ' 60 E. Gay St. 1018 Fourth Ave. 9 Park Ave. If. 1018 Market St. 265 W. Federal St. South Central Dlstriot 556 Main St. 211 Main St. 350 TIT. Main St. 315 W. Jefferson St. 70 Broad St., N. W. 2016 Third Ave. N. 826 Broad St. IO38 Broadway 314 S. Gay St. 12 S. Royal St. 33 Commerce St. 711 Church St. II4 S. Palafox St. - . Western'District ' 422 N. Main St.'- 216' Third Ave. S. E, ,, f ' . 4^' 129 E. Second St. 414 N. Yfater St. 901 Locust St. 746 N. Third St. 2101 No. 3d St. ' 1421 Fifth Ave. 328 S. Adams St. . 202 S. Main St. 42 E. Fifth St. Ashtabula, 0. VYfarren, 0. Pittsburgh, Pa. , Binghamton, H. Y. ^Elmira, N. Y. (Lawrence Paint Co.) ^Endiaott, N.' Y. (Lawrence Paint Co.) ^Johnson City, If. Y. (Lawrence Paint Co.) Niagara Falls, N. Y. Rochester, N. Y. ' Altoona, Pa. - 'Uniontown, Pa. Detroit, Mich. Detroit, Mich. Detroit, Mich. Canton, 0. ` Charleston,'W. Va. Columbus, 0. Huntington, V. Va. 'Mansfield, 0. ' Yflieeling, W. Va. Youngstown, 0. w ^ Exhibit .3 frf 3 J2 .................... L#tJ*r Cincinnati, Mty.Q Evansville, lSa*---T/" ,, df Oommtoot Lexington, Ky. ' Federal Trade Louisville, Ky. Atlanta, Ga. Birmingham, Ala. Chattanooga, Tenn. Columbus, Ga. Knoxville, Tenn. Mobile, Ala. Montgomery, Ala. Nashville, Tenn. vPensacola, Fla. . -. ' ^ Bloomington, 111. Cedar Rapids, la. Davenport, la. Decatur, 111. Des Moines, la. Milwaukee, _Wiso. - Milwaukee, Yfiso. 'Moline, 111. Peoria, 111. Rookford, 111. St. Paul, Minn. 31MqS FTC - SW - 000148 Reproduced at the NafonafArchive /r~ North Atlantic Distriot . 480 Broadway ' 324 Central Aye. 128 Jay St. * State Tower Bldg. 1 Manor House Sq.' 215 Fairfield,"Ave. 151 Asylum St. ' 587 Broad St. 243 Orange St. 302 Lackawanna Ave. 84 So. Main St.` Exhibit No. 3 . 3, yy* y ' 2 " Obtained.-*3 -.*?... 9, Ay. /j u . Albany', HpeBeral TradrOommissicn Albany, N. Y. Schenectady, N. Y. Syracuse, N. Y. Younkers, N. Y. ' Bridgeport, Conn. Hartford, Conn. Newark, N. J. New Haven, Conn. Soranton, Pai Wilkes-Barre, Pa. South Atlantio Distriot 54 W. King St. ` 119 E. Hanover St. 112 No. Liberty St. 220 IT. Adams St. 56 Wl Flagler St. 509 Collins Avei, Orange & Jefferson St. 713 Florida Ave. 76 Patton Ave. ` 222 N. Tryon St. 1713 Main St. 44 Granby St. 1017 E. Main St. 158 e : Main St*. Lancaster, Pai Trenton, N. J. Baltimore; Md. Jacksonville,1 Fla. Miami, Fla.' Miami Beaoh, Fla.' Orlando, Fla. . ' Tampa, Fla. ^ Asheville,N.^C. Charlotte, N. C. Columbia, S. C. Norfolk, Va. ' Richmond, Va. '' Spartanburg, S. C. New England Distriot' 17 Foster St. * 288 Dwight St. 6 Longfellow Sq. ' ` Worcester,'Massi Springfield, Mass! Portland, Me. Southwestern Distriot 122 N. Tejon St. 1632 Arapahoe'St. 714 Minnesota Ave. 1520 Grand Avei 326 If. 63 d St. 1447 *0" St. 1627 Howard St. ` 423 If. Main St. ' 623 Main St. 211 . First St. 732 Kansas Ave. Colorado Springs, Colo. Denver, Colo. ' * Kansas City, Mo. Kansas City, Mo. Kansas City, Mo. Lincoln, Nebr. ` Omaha, Nebr. ' Hutchinson, Kans. Joplin,`Mo. ' Oklahoma City, Okla. Topeka, &ans. ' Mississippi Valley Distriot 121 Union Ave. " 408 Broadway 512 E. Monroe St. Memphis, Tenn. Paduoah, Ky. ' Springfield, 111. FTC-SW-000149 Kepnxiucea at tne NationalAiwv Exhibit Ho. 3 -.3 - Mississippi Valley District (Cont'd.) 149 Third St. 219 E. Capitol Stl 720 Main St. ' J09 Catalpa St. .* 329 Baronne St. 309 Pine St. ' Baton Rouge, La. Jaokson, Miss. Little Rook, Ark Monroe, La. Hew Orleans, La. Texarkana, Texas Texas District 119 W. Sixth St. ' 823 Congress Ave. 356 Fannin St. 1240 Elisabeth St. Peoples & Mesquite Sts. Live Oak, Faoifio 6 Ervay 208 W. Third St. 2127 Avenue F .......... 2402 H.'Stonewall St. 1400 Main St. ' 613 Fannin St. 118 E. Methvin St. 300 S. Beokley St. ' Lamar at 21st Stl 135 W. Commerod St. W. Erwin.& Bois d'Aro Sts, 720 Austin St.' 916 Scott St. ' Amarillo, Texas Austin, Texas ' Beaumont, Texas Brownsville, Texas Corpus Christi, Texas Dallas, Texas Fort Worth, Texas , Galveston, Texas 'Greenville, Texas Houston, Texas * Houston, Texas 'Longview, Texas ' ''Oak Cliff, Texas '-Paris, Texas ,^San Antonio, Texas Tyler, Texas ' Waco, Texas ` Wichita Falls, Texas (Texarkana Paint Co, . - (White's Inc.) " Southern Pacific District 319 Ho. Grand Blvd. 1501 W. Seventh St. 475 E. Colorado St. 216 If. Stanton`St. 6264 Hollywood Blvd. Glendale, Calif. Los Angeles, Calif. Pasadena, Calif. El Paso, Texas Hollywood, Calif. 4L ixhibit. Li Obtained, NofrAZUC^ f * ^federal Trade Commission FTC - SW - 000150 Z^kiLjf A ->r Reproduced at the National Archive The Sherwin-Williams Company Exhibit #4 "Price Zone Hap" Zone 1 is the base sales price zone. Zone 2 Prioes are 54 Per gallon higher than Zone 1. Zone 3 Prioes are 1<V par gallon higher than Zone 1. Zone it Prioes are 154 per gallon higher than Zone 1. Zone 5 Prioes are 11# higher than Zone 1 prioes but quantity discounts have 10% added to eaoh gallonage .bracket, so that the net result is . that Zone 5 prioes are approximately the same as Zone 1. Zone 6 Prioes are 54 per gallon higher than Zone 5* . Note "Per order plan did not beoome effective in Zones 5 and 6 until June 3, 1938, consequently, all Exhibits are exclusive of these . " two zones." Exhibit. f- 1 LefcteJ^ Obtained. r.3.S Ijfftu-Tfcw XoLlZl&rf. Atty. Q..n.< ' . Federal TradS'OommiaSiCii / FTC - SW - 000151 Keproaucea at tne Naoonai Arair, FTC - SW - 000152 Reproduced at the National Arch FTC-SW-000153 Keproaocefl at me NaSonatArchivi FTC - SW - 000154 Reproduced at the National Archive