Document EvNkZV1mZ3gJD0dZLkV1Xkabb

li, c j i Record Center Box Number: G80-1105 ASC 00001 r ASC 00002 * Bex G80-1105 H. Greenberg has on Dissolution Anaconda Sales Cbepany that should returned to thig?$ox before it can returned to stor^fe. ' DB-6/22/84 ;#. rx '?' :v' V \-. m ASC 00003 r ANACONDA fa Assistant Secretary May 23, 1978 Mr- R. B. Roper Manager-Treasury Services Mineral Resources Group ' The Anaconda Company 660 Bannock Street Denver, Colorado 80204 Dear Dick: In accordance with your letter of May 15 I am enclosing stock certificate Wo. 16 of Anaconda Sales Company issued to The Anaconda Company in the amount of 27,280 shares for cancellation and placement in the stock book. Very truly yours, iSTfauafy[ I i njr ! Enclosure L. Thomas Houser Certified MailReturn Receipt Requested Tlie Anaconda Company 1271 Avenue o! the Americas New York. New York 10020 212/397 3800 ASC 00004 ANACONDA 4)k May 15, 1978 Mr. L. T. Houser Assistant Secretary The Anaconda Company 1271 Avenue of the Americas New York, Hew York 10020 Dear Mr. Houser: The stock book of Anaconda Sales Company is located in ay office here in Denver. If you will send the stock certificate to ne, I will see that it is placed in the book. Very truly yours. RBR js R. B. ROPER Manager-Treasury Services Mineral Resources Group ASC 00005 ANACONDA Assistant Sacretaty May 12, 1978 Mr. R. B. Roper - Mineral Resources Group The Anaconda Company 660 Bannock Street Denver, Colorado 80204 Dear Dick: With the dissolution of Anaconda Sales Company on March 31, 1978, we have removed from our safekeeping vault at The Chase Manhattan Bank in New York stock certificate No. 16 of Anaconda Sales Company owned by The Anaconda Company in the amount of 27,280 shares for * cancellation. There is a notation in our files that the stock book of Anaconda Sales had been in the possession of Bill Gibson in Butte. I would appreciate your advising the name of the person to whom we should forward the stock certificate for cancellation and placement in the stock book. Sincerely, njr L. Thomas Houser The AnaconCa Company >271 Avenue of me Am^nca1; Ne.vYork. fcc-.v Yet* 1C020 215/397 3S03 ANACONDA Assistmt Secielary April 26, 1978 Mr. J. R. Patterson Rt #1 Box 220 Uhrichsville, Ohio 44683 Re; Harvard Industries, Inc. Stock Dear Mr. Patterson: Thank you for your letter of April 20, 1978 responding to mine of April 13, 1978. The photocopy of your stock certificate that you enclosed indicates that you are, or were, the owner of four shares of stock in Harvard Industries, Inc., a Delaware corporation. In 1971 (prior to the March 28, 1972 date of your certificate). The Anaconda Company's subsidiary. Anaconda Aluminum Company, purchased certain of the assets Harvard Industries. Inc. Other than that purchase of assets. Anaconda has had no dealings with Harvard Industries and is not in any way a successor to Harvard Industries. Accordingly, any questions that you might have with respect to your stock interest in that company should be directed to Harvard Industries. I am advised that you should write to the secretary of Harvard Industries, Burton M. Abrams, at 598 Madison Avenue, New York, New York 10022. Sincerely yours. JEGB/dt bcc: K. Cyr - w/copy of Patterson's ltr N. J. Ranier - - ditto - J. B. Sanderlin - - ditto - The AnaconrfS Coooiiov I27i AvrJr.`K> of IIv- A-nortmc YnrV Mow V^'y o ASC 00009 Mr. John E. G. Bischof, Assistant Secretary The Anaconda Company 1271 Avenue of the Americas New York, New York 10020 JCHi< . G. C.SC.S0F April 20,1078 Ref. Yours 4-13-78.IE.Up date Alsco Stock(Harvard Industries Inc.) to Anaconda Company Dear Mr. Bischof: Thank you for your letter of April 13th, 1978 concerning above. I have enclosed a copy of my Original stock Certificate for your review. I would appreciate instructions, thereafter, as to whom the original certificate can be sent to so my interest can be brought to current owners. Thank you, I am Very Truly Yours John R. Patterson Rt #1 Box 220 Uhrichsville, Ohio 44683 614-922-3372 ASC 00010 -ILI-'iG isiCEIPT NYS DEPARTMENT OF STATE T LZ.M* \Ti ' , {- -jil -.is:* CORPORATION NAME AMC3N9A SALES COMPANY DATE FILEO Wil/73 DURATION 4 COUNTY COOE i z NUMBER AND KIND OF SHARES FILM NUMBER CASH NUMBER :3-. LOCATION OF PRINCIPAL OFFICE c q mme b is .LI AMOUNT UF CHECK $ 00030. f.. AMOUNT OF MONEY ORDER I DOLLAR FEE TO COUNTY FILER NAME AND ADDRESS riiC 'AiO STtI;v5i:T jf 1 37l -*V,:. Or A.-iE-IICii .Y .Y i > . 3 GO30-5 IS 43/77) AMOUNT OF CASH I j j ,' . _ FILING TAX CERTIFlEO COPY CERTIFICATE TOTAL PAYMENT $ REFUND OFF TO FOLLOW V ASC 00011 May 22, 1978 Mr. J. P. McCoy: Please arrange for direct payment of the attached invoice from C T CORPORATION SYSTEM in the amount of $327.67 which has been approved for payment. ASC 00012 C T CORPORATION SYSTEM Associated with The Corporation Trust Company P.O. BOX 1544. GRAND CENTRAL STATION, NEW YORK. N. Y. 10161 L THOMAS HOUSER ATTY THE ANACONDA COMPANY 1271 AVENUE OF THE AMERICAS NEW YORK N Y 10020 : FOR MOUfUES MGAAOWG THIS INVOICE CONTACT: BRANCHOfTIC .TELEPHONE NO. NEW YORK DATE 5/04/73 IZIZ) 326--1800 JOB NUMBER A A 46951-8 w n o l y RETURN DUPLICATE o f TINS MVOICE WITH YOUR REMITTANCE '.c: ANACONOA SALES COMPANY (DEL.) SERVICES RENDERED: DISSOLUTION IN DELAWARE FILING CERTIFICATE OF TERMINATION IN NEW YORK j ISBURSENENTS INCURRED: DISSOLUTION FEES DELAWARE STATUS CERTIFICATES CHARGES DELAWARE DOCUMENT COPIES CHARGES DELAWARE COUNTY FILING/RECORDING FEES DELAWARE 1978 FRANCHISE TAX DELAWARE TERMINATION NEW YORK COMMUNICATION EXPENSES 100.00 35.00 55.00 10.00 12.25 20.00 59.67 30.00 5.75 i35.00 192.67 IT'S A PLEASURE TO SERVE YOU AMOUNT DUE- CT SERVICES ARC PERFORMED XCLUSIVELY FOR LAWYERS. WC LOOK TO THE LAWYER FO* PAY MtN * OF I ML DISBUWStMLN IS ANO CHARGES INCURREO 327o67 ASC 00013 C T CORPORATION A ssociated with The Corporation Trust Company 27? PARK AVENUE. NEW YORK. N.Y. 10017 * (2121 326-1800 April 18. 1978 Richard B. Sceinmetz. Jr.. Gen Csl. The Anaconda Company 1271 Avenue of the Americas New York, New York 10020 Attn: L. Thomas Houser, Attorney Dear Mr. Houser: RE: ANACONDA SALES COMPANY JOB #AA 46951-8 The subject corporation was withdrawn from the State of New York by virtue of the filing of a Certificate of Termination of Existence on April 11, 1978. Enclosed is a receipt for filing fees as official evidence of the withdrawal. This completes our services in this matter, and we trust that everything has been handled to your satisfaction. Very truly yours. C T CORPORATION SYSTEM --John L. Morrissey Service Representative JLM:al Enclosure ASC 00014 From L. Thomas Houser ASC 00015 April 7, 1978 Mr. N. W. Proctor: In connection with the dissolution of Anaconda Sales Company, I attach for your further handling an original counterpart of Agreement and Plan of Liquidation dated as of March 27, 1978 between The Anaconda Company and Anaconda Sales Company, and a photocopy of the Certificate of Dissolution and supporting Affidavit with the certification of filing on March 31, 1978 by the Delaware Secretary of State. LTH:hg Attachments L. Thomas Houser cc: N. J. Ranieri - Copies attached for the Corporate Records. Agreement and Plan of Liquidation AGREEMENT AND PLAN OF LIQUIDATION made this 27ch day of March, 1978 between THE ANACONDA COMPANY, a Delaware corporation (herein after called the Shareholder), and ANACONDA SALES COMPANY, a Delaware corporation (hereinafter called the Company). WHEREAS, the Shareholder owns 27,280 shares of capital stock of the Company, which shares constitute all of the issued and out standing capital stock of the Company, and WHEREAS, the Shareholder wishes to approve, authorize, and consent to the voluntary dissolution of the Company in accordance with the General Corporation Law of the State of Delaware; . NOW, THEREFORE, the parties hereto hereby agree as follows: 1. The Shareholder approves, authorizes, and consents to the voluntary dissolution of the Company, such dissolution to be effected as promptly a& possible and in no event later than December 31, 1978, and in accordance with the plan of liquidation set forth in this Agreement. 2. The Shareholder hereby authorizes the officers of the Company to file a Consent of Stockholder to Dissolution with the Secretary of State of the State of Delaware. 3. The Shareholder hereby resolves that after payment of the Company's debts, or provision is made therefor, the officers of the Company shall distribute all of the remaining property of the Company in complete cancellation or redemption of all of its issued and outstanding capital stock, such distribution to be made as promptly as practicable and in any event not later than December 31, 1978. IN WITNESS WHEREOF, the parties hereto have caused this Agree ment and Plan of Liquidation to be executed by their respective duly authorized officers as of the day and year first above written. THE ANACONDA COMPANY ANACONDA SALES COMPANY By ASC 00017 CERTIFICATE OF DISSOLUTION OF . ANACONDA SALES COMPANY BY CONSENT OF STOCKHOLDER THE UNDERSIGNED SUBSCRIBER, being the record owner and holder of all the outstanding stock entitled to vote of ANACONDA SALES COMPANY, a corporation organized and existing under the laws of the State of Delaware, DOES HEREBY GIVE ITS CONSENT in writing to the dissolution of ANACONDA SALES COMPANY pursuanc to Section 275 of the General Corporation Law of the State of Delaware, and does sign this consent to the end that it may be filed in the office of the Secretary of State of Delaware. Dated this 27th day of March. 1978. Attest: Assistant Secretary Vice President^ ASC 00018 ( i STATE OF NEW YORK COUNTY OF NEW YORK ) ) ) SS. L. Thomas Houser, being duly sworn, deposes and says Chat he is the Assistant Secretary of ANACONDA SALES COMPANY and says that: FIRST: The foregoing consent to the dissolution of the corporation has been signed by or on behalf of all the stockholders having voting power; and SECOND: That the names and residences of the directors and officers of ANACONDA SALES COMPANY are as follows: DIRECTORS NAMES RESIDENCES Paul S. Bilgore 322 West 71st Street New York, New York 10023 Donald D. Geary, Jr. 91 Carleon Avenue Larchmont, New York 10538 Charles H. Kraft 1 Fielding Road Short Hills, New Jersey 07078 ASC 00019 7 OFFICERS ^.S is P. McNulty aidant 1. S. Bilgore t President -> ,d Secretary 'Les H. Kraft President i Treasurer hard B. Roper i scant Treasurer Thomas Houser . Lstant Secretary RESIDENCES 30 Blue Spruce Circle Weston, Connecticut 06880 322 West 71st Street New York, New York 10023 1 Fielding Road . `Short Hills, New Jersey 07078 4060 South Ivy Lane Englewood, Colorado 80110 16 Bradley Road Scarsdale, New York 10583 L. Thomas Houser Assistant Secretary ANACONDA SALES COMPANY uh scribed and sworn to .< ore me this 27th day -ji- March, 1978. <' :: -ary Public NORMA JLRANIERi iivefy Public. Sleto of Now York No. 24-4604640 Quslittod in Kings <"^nrV CenMoOiflbdWiNwM Yotx Ct-.-.w C.7*Eiak3nExplTM<iMarch 30.19--tt- ASC 00020 State of DELAWARE Office of SECRETARY OF STATE Jt, Glenn C. Kenton SAecrelasty, ep Staler cp de S^lctler cp HAelcuMarer, da- Aescely, cexlp^, CAed tAie abuse? aridporeyoinys tA, a leuer arid- csucred cofy, <p Certificate of Dissolution of the "ANACONDA SALES COMPANY", as received and filed in this office the thirty-first day of March, A.D. 1978, at 10 o'clock A.M. fc FORM 121 In Testimony Whereof, c/ Acuter Aesceurdar w ,ny' Aaznd asuC Oj/pcialsealcd `Alcuuu'r IAu a,thirty-firstclays Marchire dieyea*- cp(uac osier lAau&astcl rune Aucszdred arid seventy-eight. Cfenn C Kenton. Secretary of State ratjLpr~^ Assistant Secretary of Score ASC 00021 OFFICE CORRESPONDENCE u. T. Houser P. S. Bilgore AANACONDA Oate: April 3, 1978 Subject: Anaconda SalrfS' CUUipaiiy RECEIVED 3 fl P.S. BILGORE Anaconda Sales Company was dissolved effective March 31, 1978. For their information, I am sending copies of this to each of the recipients of your nemorandura of March 6, 1978 on this subject. LTH:hg L. T. Houser Copies to: R. F. Cox D. D. Geary, Jr. R. M. Hartnett C. C. Howard C. H. Kraft J. L. Marvin J. L. McNulty J. J. O'Brien J. B. M. Place R. B. Steinraetz, Jr. H. C. StromswoId H. M. Weed ' -wofula Company 1271 Avenue of the Americas New York. New York 10020 212/397-3000 ASC 00022 INTER-OFFICE CORRESPONDENCE from: To: L. T. Houser P- S. Bilgore ANACONDA A Date: April 3, 1978 Subject: Anaconda Sales Company Anaconda Sales Company was dissolved effective March 31, 1978. For their information, I am sending copies of this to each of the recipients of your memorandum of March 6, 1978 on this subject. LTH: hg iSj&VUMA L. T. Houser Copies to: ' R. F. Cox D. D. Geary, Jr. R. M. Hartnett C. C. Howard C. H. Kraft Ji. L. Marvin J. L. McNulty J. J. O' Brien J. B. M. Place R. B. Steinmetz, Jr. H. C. Stromswold H. M. Weed The Anaconda Company 127 T Avenue of the Americas New York. New York 10020 212! 307 1800 ASC 00023 INTER-OFFICE CORRESPONDENCE From: To: L. T. Houser P. S. Bilgore ANACO A. pril 3, 1978 */ r Subject: Anaconda Sales Company Anaconda Sales Company was dissolved effective March 31, 1978. For their information, I am sending copies of this to each of the recipients of your memorandum of March 6, 1978 on this subject. LTHthg Copies to: R. F. Cox D. D. Geary, Jr. ; R. M. Hartnett < C. C. Howard C. H. Kraft J. L. Marvin J. L. McNulty J. J. O'Brien J. B. M. Place R. B. Steinmetz, Jr. H. C. Stromswold H. M. Weed v The Anaconda Company 1271 Avenue of the Americas New Tortt. New York 10020 212/397 3600 ASC 00024 INTER-OFFICE CORRESPONDENCE Fronu To: L. T. Houser P. S. Bilgore ANACONDA A Date: April 3. 1978 Anaconda Sales Company Anaconda Sales Company was dissolved effeecive March 31. 1978. For their information, I am sending copies of this to each of the recipients of your memorandum of March 6, 1978 on this subject. LTH-.hg L. T. Houser Copies to: ' R. F. D. D. R. M. C. C. C.. H. J. L. J. L. J. J. J. B. R. B. H. C. H. M. Cox Geary, Jr. Hartnett Howard Kraft Marvin McNulty O'Brien M. Place Steinmetz, Jr. Stromswold Weed The Anaconda Company 1271 Avenue oMhe Americas New York. New Y<yk 10020 212/29? VWI ASC 00025 ANACONDA A A'sislant Secretaiy March 28, 1978 Mr. Robert J. Falvey C T Corporation System Room 332 120 Broadway Mew York, New York 10005 Dear Bob: Re: Anaconda Sales Company I enclose duplicate signed copies of Certificate of Dissolution together with Certificate of information required in connection therewith. Please arrange for filing and recording in Delaware to effect the dissolution of this company as of March 31. 1978. Kindly advance for our account the 'IrancKrse"'tax"due`"(The annual franchise tax of $242.00 for 1977 was paid last month) and the filing fee(s). Also please arrange to get a Certificate of Termination and have it filed with the New York Secretary of State. Please arrange to advise me by telephone when the company has been formally dissolved. Thank you for your assistance. Sincerely, LTH:hg Enclosures L. Thomas Houser The Anaconca Coisoany I?/! Ken Yo-/ T^.-TO/ ASC 00026 ANACONDA Assistant Secretary March 28, 1978 Mr. Robert J. Falvey C T Corporation System Room 332 120 Broadway New York, New York 10005 Dear Bob: Re: Anaconda Sales Company I enclose duplicate signed copies of Certificate of Dissolution together with Certificate of information required in connection therewith. Please arrange for filing and recording in Delaware to effect the dissolution of this company as of March 31. 1978. Kindly advance for our account the "Tranchise tax aueTPne annual franchise tax of 242.00 for 1977 was paid last month) and the filing fee(s) . Also please arrange to get a Certificate of Termination and have it filed with the New York Secretary of State. Please arrange to advise me by telephone when the company has been formally dissolved. Thank you for your assistance. Sincerely, LTH:hg Enclosures L. Thomas Houser The Anacoods Coooaoy !?'! Y''-V V-.V T--! ASC 00027 CERTIFICATE OF DISSOLUTION OF ANACONDA SALES COMPANY BY CONSENT OF STOCKHOLDER THE UNDERSIGNED SUBSCRIBER, being the record owner i i it- nolder of all the outstanding stock entitled to vote i ' /NACONDA SALES COMPANY, a corporation organized and i. Ling under the laws of the State of Delaware, DOES PCRF.BY GIVE ITS CONSENT in writing to the dissolution of NA'ONDA SALES COMPANY pursuant to Section 275 of the . ,-u jral Corporation Law of the State of Delaware, and >e: sign this consent to the end that it may be filed in -he office of the Secretary of State of Delaware. Dated this 27th day of March, 1978. THE ANACONDA COMPANY est: distant Secretary ASC 00028 STATE OF NEW YORK ) ) SS. COUNTY OF NEW YORK ) L. Thomas Houser, being duly sworn, deposes and says that' he is the Assistant Secretary of ANACONDA SALES COMPANY and says that: FIRST: The foregoing consent to the dissolution of the corporation has been signed by or on behalf of all the stockholders having voting power; and SECOND: That the names and residences of the directors and officers of ANACONDA SALES COMPANY are as follows: DIRECTORS NAMES RESIDENCES Paul S. Bilgore 322 West 71st Street New York, New York 10023 Donald D. Geary, Jr. 91 Carleon Avenue Larchmont, New York 10538 Charles H. Kraft 1 Fielding Road Short Hills, New Jersey 07078 2 OFFICERS NAMES James P. McNulty President Paul S. Bilgore Vice President and Secretary Charles H. Kraft Vice President and Treasurer Richard B. Roper Assistant Treasurer L. Thomas Houser Assistant Secretary RESIDENCES 30 Blue Spruce Circle Weston, Connecticut 06880 322 West 71st Street New York, New York 10023 1 Fielding Road Short Hills, New Jersey 07078 4060 South Ivy Lane Englewood, Colorado 80110 16 Bradley Road Scarsdale, New York 10583 rUM'] Houser Assistant Secretary ANACONDA SALES COMPANY Subscribed and sworn to before me this 27th day of March, 1978. I1 i ( ~7\ n s. . * ANACONDA SALES COMPANY CONSENT OF SOLE STOCKHOLDER * ** The undersigned, being the holder of all the outstanding shares of stock of Anaconda Sales Company, a Delaware corpo ration, does hereby, in accordance with the provisions of Sections 109 and 228(a) of the General Corporation Law of the State of Delaware and in lieu of the holding of a meeting of stockholders of said corporation, consent to, adopt and approve the following resolutions, and directs that this con sent be filed with the minutes of proceedings of the stock holders of said corporation: RESOLVED, that the Section of the By-laws of the corporation indicated below be and hereby is amended to read as follows: ARTICLE IV (DIRECTORS), SECTION 1: The Board of Directors of the corporation shall consist of three persons. The directors shall be elected at the annual meeting of the stockholders and each director elected shall hold office until his successor is elected and qualified. One director shall constitute a quorum for the transaction of business. The act of a majority of the directors present at any meeting shall be the act of the Board of Directors. RESOLVED, that Section 7 of Article IV of the By-laws of the corporation be and hereby is deleted and former Sections 8 through 11 of Article IV be and hereby are renumbered Sections 7 through 10. . ASC 00031 2 RESOLVED, that the following persons are hereby elected directors of this corporation to serve until their respective successors are elected: . P. S. Bilgore D. D. Geary, Jr. C. H. Kraft IN WITNESS WHEREOF this instrument has been executed of the 23rd day of March, 1978. THE ANACONDA COMPANY By Vice President ASC 00032 ANACONDA SALES COMPANY UNANIMOUS CONSENT OF BOARD OF DIRECTORS The undersigned, constituting all of the members of the Board of Directors of Anaconda Sales Company, a Delaware corporation, do hereby, in accordance with the provisions of Section 141(f) of the General Corporation Law of the State of Delaware, consent to, adopt, and approve the following resolution, and direct that this consent be filed with the minutes of proceedings of the Board of Directors: RESOLVED, that the following individuals aTe elected officers of the Company in the respective capacities set forth below until their successors shall be duly elected and qualified: J. L. McNulty P. S. Bilgore C. H. Kraft R. B. Roper L. T. Houser President Vice President and Secretary Vice President and Treasurer Assistant Treasurer Assistant Secretary IN WITNESS WHEREOF, this inseminent has been executed as of the 23rd day of March, 1978. / - . ' / r* j t < < D. D. Geary, Jr. O' > ' -- L ASC 00033 A NACONDA -rJ-rASi, -I.frSv t GO/k/'fis.J'/ oNANIKCUS CONSENT OF BOARD 0? DIRECTORS The undersigned, constituting all of the members of the Board of Directors of Anaconda,, Tnc,., a Delaware corpo ration, do hereby, in. accordance with the provisions of Section 141(f) of the General Corporation Law of the State of consent to, adopt, and approve the following resolution, and direct that this consent be filed with the minutes of pro ceedings of the Board of Directors;' RESOLVED, that the following individuals are elected officers of the Company in the respective capacities set forth below until their successors r shall be duly elected and qualified: --Place-- ----------------------- Cha~rms-n -**- the--Doe yd*------------ JL,--D-. .Moo-re T- L. MrNu^Y President ^ rr-- 5. Wr- Wiccor.Vo p. jfj, iflQr# Vice President <C> C. H. Kraft '' Vice President and 1 Treasurer H---L_ d_wa rds . . Vice-ires'identrSHS Coensei ` J-r-fr-.--fta-B-ili-y -------------- Viee-Pr^a_dc atoned Gerrtri5Iler P-> S.--8-i-lgore.................. * ~~'SSsJs.ry R- B. Roper ^ Assistant fTr i--r a ry a. c. g v -Bieekof {_ \.foU'i.C) Assistant Secretary / IN WITNESS WHEREOF, this instrument has been executed as of the fif-feh-day of December-, 1-^7^ 0 ? -..., ___\) j C -- 1. . &**-eeary'; Jr . j? '* ,< ) f / / A-/ /u., V_.(-` C - .11-- Kra ft ' 7y ' a . M.- Piece j'L I /n '/ /O __ ': \ A A -V. R. D. Ste lntr.etz, Jr '.si, ASC 00034 ( r ANACONDA-4RAi*v- TN. CONSENT OF SOLE STOCKHOLDER The undersigned, being the holder of all the outstanding shares of stock of Anaconda--irani-Iac-. , a Delaware corooration, does hereby, in accordance with the provisions of Sections 109 and 228(a) of the General Corporation Law of the State of Delaware and Seucioiu 0t 4--and 1-. ehe By 7, ai re o-~ said corporati-OR and in lieu of the holding of a awetrraT reeting of stockholders of said corporation, consent to, adopt and approve the following resolutions, and directs chat this consent be filed with the minutes of proceedings of the stockholders of said corporation: . RESOLVED, that the Section of the By-laws of the .-Corporation indicated below bo and hereby is amended ,cffeceivg--aa- of Deecrabeg-7-p- 1413JL. to read as follows: 'TV ARTICLE TWO (DIRECTORS). SECTION J^l: Number, *,?ci,m o--CUmrua. The/ Board of Directors of theCorporation shall consist of oersons. The directors shall be elected at the annual meeting of the stockholders *--'VT i*ycfpt- as prv"a>ift^ in it i "P ? nf thin Arri-w1 f, and each director elected shall hold office until his successor is elected and qualified. directory shall constitute a quorum for the transaction of business. The act of a majority of t.he directors`present at any meeting shall be the acc of the Board of Directors. > Oa 'J< ASC 00035 :IISG'-A'3, chat the follcwir.;.' r.arsor..; are hereby elected directors of this corporation to till *f*xvtnctrrs a.nu* to serve utl 11 Caere tcspecwtve s^ccessots c o >.l *c -v % p. 2 . J^iKsC^ i), ,D, . J x! ' ,/ /< /<Vi ^ {s~ IX V'lTXESS 'vi-.llREGF this instrutJott has beer, executed as o: the ^rh / / r i y-eg--3c e _czb c r r -- 7Hj a x a c o x d a CofrlftfitJ-/ i>rtatx\?:GX/.L-0ftr6^v?i(j:: f !'{&h ASC 00036 > -* ................ - 1 -. * - ..... """* *..........* ' "* *' TTi l m& *&. '&m' mmm. THK BANK OF NEW (N~ T*V> ^viKvIimt llgiwlvt* wady iifnnll ^ ' ' ' ' ' ' , ,:J'*i'n i: .XU0AM3H j o WVwworfIsmiuortomi'nbiv'i3Nivrt. ; *Vj AM 12 fS&MBjtS ASC 00037 ANACONOA|k j From i I ft^o -- Norma Ranieri * LTH: Re: Anaconda Sales Co. In relation to the dissolution of Anaconda Sales Co. please note the the Sales Co. owns 9,999 shares out of 10,000 issued in The British American Metals Company, Limited. Are these to be transferred to The Anaconda Company? The shares owned by Anaconda Sales Co. are in the Chase vaultf I 4/12/78 ...I*"' ,, Sal.. 'ktfxrQ) TL**i ___ 9-f '--&*a 2-j^---- r.......X S' Ke ^(A^Jl Xj L^ A&l&**eL..teL_____ -^-^r. 6v*&5sa. ....... Iff* //.. jtt.Ai&M. iiC.. IAa ^/^v fo\P f Op-s (sLfiry{jQ pL^L^a^ff ________________- II ASC 00039 ASC 00040 ASC 00041 Agreement and Plan of Liquidation AGREEMENT AND PLAN OF LIQUIDATION made this 27th day of March, 1978 between THE ANACONDA COMPANY, a Delaware corporation (herein after called the Shareholder). and ANACONDA SALES COMPANY, a Delaware corporation (hereinafter called the Company). WHEREAS, the Shareholder owns 27,280 shares of capital stock of the Company, which shares constitute all of the issued and out standing capital stock of the Company, and WHEREAS, the Shareholder wishes to approve', authorize, and consent to the voluntary dissolution of the Company in accordance with the General Corporation Law of the State of Delaware; NOW, THEREFORE, the parties hereto hereby agree as follows: 1. The Shareholder approves, authorizes, and consents to the voluntary dissolution of the Company, such dissolution to be effected as promptly as possible and in no event later than December 31, 1978, and in accordance with the plan of liquidation set forth in this Agreement. 2. The Shareholder hereby authorizes the officers of the Company to file a Consent of Stockholder to Dissolution with the Secretary of State of the State of Delaware. V 3. The Shareholder hereby resolves that after payment of the Company's debts, or provision i3 made therefor, the officers of the Company shall distribute all of the remaining property of the Company in complete cancellation or redemption of all of its issued and outstanding capital stock, such distribution to be made as promptly as practicable and in any event not later than December 31, 1978. IN WITNESS WHEREOF, the parties hereto have caused this Agree ment and Plan of Liquidation to be executed by their respective duly authorized officers as of the day and year first above written. THE ANACONDA COMPANY By Vice President: ANACONDA SALES COMPANY if if-By ii,rf Vrf 7President/ ASC 00042 Agreement and Plan of Liquidation AGREEMENT AND PLAN OF LIQUIDATION made this 27th day of March, 1978 between THE ANACONDA COMPANY, a Delaware corporation (herein after called the Shareholder), and ANACONDA SALES COMPANY, a Delaware corporation (hereinafter called the Company). WHEREAS, the Shareholder owns 27,280 shares of capital stock of the Company, which shares constitute all of the issued and out standing capital stock of the Company, and WHEREAS, the Shareholder wishes to approve, authorize, and consent to the voluntary dissolution of the Company in accordance with the General Corporation Law of the State of Delaware; NOW, THEREFORE, the parties hereto hereby agree as follows: 1. The Shareholder approves, authorizes, and consents to the voluntary dissolution of the Company, such dissolution to be effected as promptly as possible and in no event later than December 31, 1978, and in accordance with the plan of liquidation set forth in this Agreement. 2. The Shareholder hereby authorizes the officers of the Company to file a Consent of Stockholder to Dissolution with the Secretary of State of the State of Delaware. 3. The Shareholder hereby resolves that after payment of the Company's debts, or provision is made therefor, the officers of the Company shall distribute all of the remaining property of the Company in complete cancellation or redemption of all of its issued and outstanding capital stock, such distribution to be made as promptly as practicable and in any event not later than December 31, 1978. ` IN WITNESS WHEREOF, the parties hereto have caused this Agree ment and Plan of Liquidation to be executed by their respective duly authorized officers as of the day and year first above written. ASC 00043 Agreement and Plan of Liquidation AGREEMENT AND PLAN OF LIQUIDATION made this 27th day of March, 1978 between THE ANACONDA COMPANY, a Delaware corporation (herein after called the Shareholder), and ANACONDA SALES COMPANY, a Delaware corporation (hereinafter called the Company). WHEREAS, the Shareholder owns 27,280 shares of capital stock of the Company, which shares constitute all of the issued and out standing capital stock of the Company, and WHEREAS, the Shareholder wishes to approve, authorize, and consent to the voluntary dissolution of the Company in accordance with the General Corporation Law of the State of Delaware; NOW, THEREFORE, the parties hereto hereby agree as follows: 1. The Shareholder approves, authorizes, and consents to the voluntary dissolution of the Company, such dissolution to be effected as promptly as possible and in no event later than December 31, 1978, and in accordance with the plan of liquidation set forth in this Agreement. 2. The Shareholder hereby authorizes the officers of the Company to file a Consent of Stockholder to Dissolution with the Secretary of State of the State of Delaware. 3. The Shareholder hereby resolves that after payment of the Company's debts, or provision is made therefor, the officers of the Company shall distribute all of the remaining property of the Company in complete cancellation or redemption of all of its issued and outstanding capital stock; such distribution to be made as promptly as practicable and in any event not later than December 31, 1978. IN WITNESS WHEREOF, the parties hereto have caused this Agree ment and Plan of Liquidation to be executed by their respective du authorized officers as of the day and year first above written. THE ANACONDA COMPANY ASC 00044 k /.-W x Agreement and Plan of Liquidation P AGREEMENJT,AND PLAN OF LIQUIDATION made this-iLh-day of Daeembar,__1977 between THE ANACONDA COMPANY, a Delaware corporation (hereinafter called the Shareholder) , and MINES- INVESTMENT CORPORATION, a Delaware corporation (hereinafter called the Corporation). r_ n,m ^i V^UHEREAS, the Shareholder owns ir6-;UOQ shares of capital stock of the~^orporation. which shares constitute all of the issued and outstanding capital stock of the Corporation, and WHEREAS, the Shareholder wishes to approve, authorize, and consent to the voluntary dissolution of the Corporation in accordance with the General Corporation Law of the State of Delaware; NOW, THEREFORE, the parties hereto hereby agree as follows: 1. The Shareholder approves, authorizes, and consents to the voluntary dissolution of the Corporation, such dissolution to be effected as promptly as possible and in no event later than December 31, 197g, and in accordance with the plan pf liquidation set forth in this Agreement. 2. The Shareholder hereby authorizes the officers of the Corporation to file a Consent of Stockholder to Dissolu tion with the Secretary of State of the State of Delaware. 3. The Shareholder hereby resolves that after payment of the Corporation1s debts, or provision is made therefor, the officers of the Corporation- shall distribute all of the ' . remaining property of the Corporation in complete cancel lation or redemption of all of it's issued and outstanding capital stock, such distribution to be made as promptly 194as practicable and in any event not later than December 31, . IN WITNESS WHEREOF, the parties hereto have caused this Agree ment and Plan of Liquidation to be executed by their respective duly authorized officers as of the day and year first above written. ASC 00045 ANACONDA SALES COMPANY STATE OF DELAWARE - 1976 ANNUAL FRANCHISE TAX REPORT - DELAWARE CORPORATION Anaconda Sales Company - Federal Employer Identification Mo. 134925895 (8) DIRECTORS D. D. Geary, Jr. H. Weed J. L. McNulty L- C. Powell R. L. Knight D. L. Holland J. J. O'Brien (9) Other Officers:- Comptroller Assistant Secretary Assistant Treasurer Assistant Secretary Assistant Secretary Assistant Secretary Assistant Treasurer ADDRESS 25 Broadway, New York, NT7501 Marin Drive, Englewood, CO 25 Broadway, New York, NY Hennessy Building, Butte, MT 25 3roadray, New York, NY Hennessy Building, Butte, MT Hennessy Building, Butte, MT TERM EXPIRES 10/26/77 10/26/77 10/26/77 10/26/77 10/26/77 10/26/77 10/26/77 / J. J. L. T. J. H. J. A. H. L. D. R. C. H. 0'3rien Houser Zervoulakos Latham Lynch Eamon Kraft Hennessy Bldg., Butte, MT 10/26/77 1271 Ave. of the Americas, MY, MY 10/26/77 25 Broadmay. New York, NY 10/26/77 25 Broadway, New York, NY 10/26/77 25 Broadway, New York, NY 10/26/77 Hennessy Bldg., Butte, MT 10/26/77 1271 Ave. of the Americas, NY, NY 10/26/77 ASC 00046 REGISTERED AGENT AOORESS t h e c o r p o r a t io n t r u s t c o mp a n y 100 WEST TENTH STREET WILMINGTON. DEL. 1*090 OAT OF INC. _________________ FILE NO 0) DATE a as 09/27! COM 233 (31 REMITTANCE CUE WITH THIS FORM (Poymenn mod. ofier ' . ore roi Included) $A. Fronehice Too Coo. (Color emounl (ram compulation on bock of report, not loia Ihon 130.00) OFFICE use On l y 72 74 71 242 OC B. Pcnoltr of S35.00|lf Appllcobfof............................................................................................................................. C. Inturoil ol 1 So por month Totol of Fronchite Too ond Fonolty (If Applieoblo) .................................. O. Add Filing Foo (Check for ol looat 110.00 mwel accompany report).......................... .................. .................... , FrteJouc Credit. .................................................................................................................................................. ............... F. O. Total Poyrrom Oua . I Checks mutt be drown on g.S. Bonk - Money Order In U.l. Dollar. .73 8) ___ 87 71 80 S, s. i s. s. s, s 10.00 gggrra RrmJt payment to "Secreto'r ol Slot*. Oouf, Delaware.** Cuclwilv* ol SI0.00 filing fee. olt payment* shall Be NOT LESS THAN $20.00 NOR MORS THA-* S HO.000.00 lor slock corporation. Non. Stock Corporations Remit only $10.00 filing fee, * (4) f ederal Employer Identification Number _ i,-3A9gg.3?5 (3) State Nature of Corporation's Buslnott Sale Of ttlsjbftJLS __ ... ________ (6t Sioit Principal Ploce ol Business Quttlde ol Oelowor* 25 BrOftClW8.yj ifroW ^pTytCj I <8 ^lU0o4 ' ~' 1 {7j S'olo Appointed Dole ol Net Annual Meeting of Stockholder! la Pl<t QCt 013 6 3?c47 1*97^ * '***""' (8) QLRECTQRS (ip n o mi, io ITa ?I) ADDRESS . TERM EXPIRES Se~e "attached list {9} OEftCEPS ur n o mi, so IfnTl) AOORESS PRESlOENT. ___________________ vtCC.PRSStPENT'' v ic e .p r e s id e n t See attached list s ec r et ar y t r eas u r er o t h e r Of PIC1RS TERM EXPIRES ` __________________________________ _ ____ _______________ (A tcporoie sheet moy be attached if space is insufficient to list oil directors and officers. If directors and officers have not been aiected pieeta state.) . (PROFESSIONAL SERVICE CORPORATIONS * SUBMIT LIST OF SHAREHOLDERS)_______________ _________ ue ul *r|w*r. t iFOditiitf ffoi**vnr-<ig iho I iKn Anf>ul P*A(hit T Mpn, t ih et> < nr e<i* fettxt 4 irH, (8NNI, ent (inpirir. it pusniid by Uma tki nifiyit. H SttHfiie* 1 (and o p ait eniormouoA ot which A8 mi eny irwi#*e*. February 24, 1976 SIGN I HERE [ n J^3t tiQNiltuti OP orrtecs, owrictoc mstto "SESR 5 e* t 555k * iNCOsrotAfOP. # . .O OPPlCiaS ot OlSECIORS. Asst, tiSntecretary iMOtviouos riiM s i^n a iu m o i) naPAMJl All ITPM^ Miff HR rOMP1*Trr> AOOlISft ASC 00047 *<7faPUTATION OP FRANCHISE IAA-a 1 NOtl-ONUXX tfAHIOUAU J. OAYl . . .. t'rperot ion* which hovo altered their aviherUe .fore during the taxable yeari corps.- pSrTof the taxable year; Regulated Inveetment Companlec; lae appropriate heading* below.) " r I or computing the rex, end the letter lax it paid. One method it bated on the authorized number el therett. 1 "ottumed por value capital". I - ,* ' 5/IIZEO NUMBER OF SHARISt forporatiom having only outhohied there* of no par value mutt ute thit method. Corporoliant having only authorized share. of a par ' value ol more then $100.00 need not compute their tax on fha batit of "actuated par value copilot" lince that method will retult in a larger ' tax. Total Authorized Sharet Tax t ,000 there* or lett S20.0D Over 1,000 but no' over 3,000 there* 24.20 Over 3,000 but not ever 3,000 tharet 30.2S Ovor 3.000 bul not ovor 10,000 there* 60.30 Far each additional 10,000 tharet or part thereof 30.23 FRANCHISE TAX COMPUTED ON AUTHORIZED SHARES .............................................. S42..QQ- TAX ON ASSUMED PAR VALUE CAPITAL (WORK SECTION) Corporation* using this method mvU report issued shores oi of th* same del* o* total groi oist. For ihli purposo, treasury stock Is considered Issued. min imu m Ta x Corporations with ovor 1,000 ear volue authorised shores, with 10 or less issued shores and no astots py $20.00. Total gross oittn must bo roparttd as of the noorosi daio on which such amount is obtainable*. but noi oorllor Ihon Jon. I. 1977, nor I Ofor than Co*. 31, IP77. Total gross ossot* shall be these 'Total Asset*' rupertad o *t* Urn'isd Sieiet on U.S. Form 1130, Schedule l,. rolotlve to tho company's fiscal yor ending in iho calendar yeor prior to filing with |ho Secretory of Jtata. Section 503, Till# 9. if Schedule L hat not boon filed, 'please f*part assets which would ho*e been reported. Tho following method of computing the lax on assumod par value capital is lo bp used by corporations having only authorised sharps wilh por valuoi lit Dec.,Total Oross ASSPH os of 31 ... ,pJZ7. 12. Totol number of issued shares 13. Lin* ) 1 divided by tint 12 (overoge gross osstl volu* por short)............. ........................................................................................ 14. Number of BuiKcffgpd shores with petr value less than or same at line 13. S. 2Z*.23n L" 15. Lint 13 multiplied by lint 1 4 * ...... ........................................................................................................................................................ $_ 1 6. Multiply oil authorized shores with greater par value than the figure shown on line 1 3 by their respective par voluO . 3 yg-- - 17. line 15 plus ln 16 (assumed par value capital) ................................................................................. ................................................. $ . J J 18. Toiol ironchiio lo* due. $121.00 *or each $1,000,000.00 cr fraction thoroo* in excess of $1,000,000.00 o> tho figure shown on lino 17 (o .q . to* on SI ,$00,000.00 is $24?.Q0i 2 X $121 S242.00). II the figure shown on line 17 Is less than $1,000,000.00, the to* Is prorated (e g. (p a on $500,000.00 is $60.50.). ($500,000.00 f $1,000,000.00= $.50000 X $121.00= 560 50)....................................................................... ........................................................................................................................... $------ ** . - - r t .v, 4,114. The following mothad of computing ih* tax on assumod par valuo capital is to bo vsod by corporations having both par value and no par valuo lharos; . ^^ * 19. To* on authorized no per shores os computed by ih# Authorised Number of Shores Method (see 10 above)........... .. 20. totgl Cross Assort as of --. ,19.^.................. ................................... .. ........................... dc $ .n . .. 21. Total number ol issued shares (include issued shares with por ond no par value).......................... .................................. 22. Lm# 20 divided by tine 21 (avoroge grass value per share) ................................ ......................... ...................................... .. 23. Totol number of o authorized p or volue shore* with por value loss ihon or some os line 22 . 24. lino 22 multiplied by lino 23 ..................... .............................................. ..................................................................................................... 25. Multiply all outhoritod shares with par valuo greater than the figure shewn on line 22 by their respective par value . 26. Line 24 plus line 25 (assumed par volue Capitol) . . ,*............................. ................................................ ......................................... $ ., , . . ... -- .. ............. .... -...................... S................ .i.m-., , -- $,, . $ - .. . . S 27. $121.00 for each $1,000,000.00 or fraction thereof in excess of S1,000,000.00 of the figure shewn on line 26 . (o.g, tax on' $1,500,000.00 Is $242.OOt 2 X $121 - 5242.00). If the figure shown on lint 26 is less fhgn 51,000,000.00, the tax il prorolod (eg. tax on $300,000.00 is $60.50.)i ($500,000 + $1,000,000 - $.50000 X $121.00 - $60.50)..................... .. $ ----- 28. Total franchise tax due (line 19 plus line 27) .. .,..................................... ................................... .............................................. ............. 3..... 29. Inactive Corporations (Tax shall not be reduced below $20.00) A <orp*riion which hoi not engaged in any of the business activities IOr which il wet granted o certificate of Incorporation for alt or any port ef the to* year Si entitled >o reduce franchise lor ihei portion of the yeo by one'holl. To eh loin this reduction, the corporation must set forth below the period of Inactivity! Th* corporation wvi not engogeo( cither wgMn or without the State ef Oetowore. ln ony ol the business oct'viiiei lor which it wot granted a certificate ol Incorporation during the following poriton ul the lo* year January I. Oecember 31, I977i PARTIAL YAR INTlEC YtAn --------- --------------------< -->l.ro.,lt--------------------IV_ IP THK corporation was inactive for only o portion of the tax year, the to* Is to b computed as foMowsi (!) compute the to* for tho entire year in accordance w*> whichever method results in ilie lesser toaj (2) multiply the result obtained In trap (I) b o Irocnon. the numerator ol which Is the number ol days In the to* year during whit ihe corporation wot active onri the denominator of which is 345} the result is the In due lor the active portion at the yeciri (3) multiply the result obtained In step (I) by Irociion the numerator of which is the number of doyi In tht to* yeor during which ih corporation wn% inactive anet denam-'noior ol which it 3o5r multiply this figure hy enr hoi!} ihe result is the to* due for the inoctfue portion of the year. Th# turn of th amounts obitiined in (2) cmd (3) is she frenchlie to* due ond must oe set forth i No. 3 J A) under REMITTANCE D'JB WlTM THI$ FORM. __ _____________ 30. Regulated Investment Companies Carporotions which or# Regulated Kveumeni Cemwonies, as defined by Section 851 ol *" the ederof Internal Revenue Code, ore eligible to hose their to*. In addition to the methods Outlined above, on overage gross dstots. "Average gross assets" i> token to he the meon of the gross assets on January t and Oecember 31. The rote for lueh anm',m h*r eoch $1,000,000.00 or Irnction thereof In e*cesi ol l ,000,000,00 of the average grots assets during the toxahle yeor. 31. New Corperoilerss (Renewels Use Same Method) Corporations incorporated on or alter Oecember 21, 1977 ond before Jaaua#y I, 1970 ore required i l.fe this annual franchise to* report ond remit the $10.00 filing lee, bvi ore noi required to pay tho franchise to* lor the yeor 1977.Corpraiidni Incorporated during 1977, but before December 71, 1977, must compute their to* In accordance The ma*imum to* imposed on Regulated Investment Companies is $55,000.00. (Froroiion nnd Inactivity not OppUcoble) ' Average Cross Astctti ` ; Jonuory 1 $- --------- I .* *. . December 3 t $- Moon * - ------ with thy instructions contained therein, and the result of that compilation h then to t multiplied by o froctian, the numerator of which is to bo Ihe number ef days dwtir which the corporation wot inewrporoted during 1977, and the denominator of which to be 305. >lc totol number of deyt In the to* year, (e.g. Inc. July 39. 194 days 4 J< days .x21910). To* sholl not be reduced bolgw $20.00. if Incorporated bftfo Pocembor 21, 1977. 32. Corpororions Which Hovo Changed The Number of Authorized Shores During Tho Year " A corporation which hoi changed the number el its authorised shores during the la* year moy oho compute hi la* in accordance with whichever ol th* alternative methods set fonh above results in the lesser to*. However, whichever merhed is used, the to* muil be computed separately lot each pvrlud of Ihe ip* year during which o different nvmbei of shares, or different par value, wot authorised. The fa* resulting Iram eoch computation it to be muWplird by a traction, the numerator ef which is to be the number of days ol the lo* yea* awing which that number ol shores *ot aylhorlred, 33. Professional Service Corporations Professional $er*<Corporations subject to Sec non 1, Title 8. Chapter 6. compute thotr 34. Revision of Atsaxcmeni _, Th* V*relnrv r*f $`rnn is nwihrsri/nd i* linor nil fctmnfrvnis nnd aonrnlt ond oil to* according to the ahcrnoiiv* methods set forth above. However, they ore required wbm.i o list of ol> iharehokferi of the corponat.on tegerher with this form on remittance.____________________________ ___________ . ASC 00048 m ANACONDA SALES COMPANY ITEM (8) DIRECTORS D. D. Geary, Jr. D. L. Holland J. L. McNulty J. J. O'Brien L. C. Powell H. M. Weed ITEM(9) OFFICERS President Comptroller Asst. Secretary Asst. Secretary Asst.Secretary- Asst. Treasurer Asst. Treasurer ADDRESS 1271 Ave. of the Americas New York, N. Y. 10020 Hennessy Building Butte,, Montana 59701 25 Broadway New York, N. Y. 10004 . 660 Bannock Street Denver, Colorado 80204 660 Bannock Street . Denver, Colorado 80204 660 Bannock Street Denver, Colorado 80204 TERM EXPIRES Upon election and qualification of successor 11 . II * II II If / J. I,. McNulty J. J. 01Brlen D. R. Eamon L. T. Houser . R. B. Roper J. N. Zervoulakos ADDRESS TERM e x p ir e ; 25 Broadway/ Upon electlc New York, N. Y. 10004 and quali fication of successor 660 Bannock Street " Denver, Colorado 60204 660 Bannoclc Street " Denver, Colorado 80204 1271 Ave. of the Americas . " New York, N. Y. 10020 660 Bannoclc Street Denver, Colorado 80204 " 25 Broadway New York, N. Y. 10004 II ASC 00049 31 Ml C vr UCIMVV HUE - '->/0 ANNUAL HEAINL-Mlbfc IAA KbtHJ/*-* - U t LAW AKb CUKFUK AI ION . di+i'ixfjHW Kwi.rsnmi loiimno a m> til 0*0. l(IOMH*6.li.|.TJ Ilf.lH IHI WmlC.lt JAR YOU* RKOR&CHtjt t-THl'v il'oPM KOfUW, COUHATID, WITH THlji Arf*Of1Mll,r>tm ___ wiUb iia k mj o . / i^illNOOitN*iCOI0*TIONi ONlH TX(IS! .Am;.'1: .Ja.v&Jji'-jf oro n i r $2 n a me a n a c o n d a s a l e s c o mp a n y Do Not Utt REGISTERED AGENT THE CORPORATION TRUST COMPANY 100 WEST TENTH STREET ADORess WILMINGTON, DEL. 19699 f\Ta 13 1 240 DATE o f INC. FILE-NO 06/09/22 1366-11 AGENT-NO 00010 10/23/76 CAPITAL STATUS (I) DATE __.Ofi/n<3/22 AUTHORIZED SHARES DESIGNATION NUMBER OF SHARES COM 64.pOQ . PAR VALUE FER SHARE 75.0000 Flgurei ihould bo the wmt ot fpond In "Wo t Ii Section'* aaaaa * < " """. > ISSUED iF h Omi.s o |ur|- 27.2AO TOTAL GROSS ASSETS ir NSNi.tctuti n AO*J oofs Jf7 i . (3) REMITTANCE DUE WITH THIS FORM Franchise To* Due. (Enver amount (ram computation on back of report, not less then $20.00) Penalty f $25.00 (If Appllcabl*)............. .................... ...................................................................... .. , ............. int*r*it of Mb per month Toiol of Fronchlie To* ond P*nolty (If Appllcabl*).................................. Add Filing Pea ........................................ ..................... `.......................................................... , , . . . Preiowi Credit ................................................................................................... ' 242,00 TffTOO Tolol Payment Du* . . (Chockt mutt b* drown on U.S. Bonk) 252-00 Womii payment to "Secretary of Stale, Dover, Delaware." Exclusive of $10.00 filing fee, oil poymenti tholl BE NOT LESS THAN S20.00 NOP MORE THAN $110,000.00 far nock corporation. Non-Stock Corporations Remit only $10.00 filing fee. <p) Federol Employer Identilicotion Number . 13) $oi* Nature ol Corporation's Business SoZO Of MO'tftlfl IP) Stole Principal Place of Business Outside of Delaware N6W York, NbW _YQ%)t_ l'> Stole Appointed Dote of Next Annual Meeting of Stockholders to Elect Directors Tuesday In OotQbar-- 2lQQ P.M. (8) DIRECTORS (IF n o n i. SO StAfi) ADDRESS TERM EXPIRES (SEE ATTACHED SCHEDULE) OFFICERS |IF NONE. SO SrAtfl ADORess TERM EXPIRES PRESIDENT_____ J. V, MaMulty VICE'PRESIDENT 25 Broadway. Now York. New York .. _______ 10-26.77_______ VICE-PRESIDENT SECRETARY W, R. Oibaon) Hannasoy Buildin*. Butta. Mon-tana. 10-26-77 t r eas u r er W. R. Gibson) OTHER OFFICERS (SEE ATTACHED SCHEDULE) L----1--- _______ 10-26-22----------- (A separate sheet may be attached If space U insufficient to list oH directors and officers. If directors and officers have not been elected please stole.) pnnlr\ < ptrju'y. I lifilwi lhf I hov* aminrt IhH Annual Fqnhi\* T Ro *m. In- ttvJ.f>a h He Md m*4 tiatamani., iU i* ih * bi( > my VnawUUf* 9*d kiiUwf Ir it ! , <ortt, unit p*plaU. It prtat* fcy !! boitU q ii talormeNeft < whkh he He any kn*wl#df*. th hl It FEBRUARY 16. 1977 *io n hfc. <n/)-_____ _________ MIRI ir rvo orncies oe OiRCCrOCS.s ic h a iu m or orrtcfe. pwFCrok atsvfo u n d m t ot e a s o y S?. O* irtCOfteOftATO*. ALL ITEMS MUST BE COMPLETED IN ORDER TO PLACE REPORT ON FILE. ASC 00050 u i m i i v i ^i or pnMiiv,m j b i ma - / NOII ONI I AX FIX i tOVAik )0* OAVf ** (Professional Service Corporations.; *orj ..on* which havo altered tholr outhorliot s * during tht taxable yeat\ cerpo- ration* inactive during all or part of th# toxoble yoor; Roguiatod Invottmont Componle*; 5o appropriate hooding* bolow.) vo method* oro provided for computing tho tox, and fhe letter tax it paid. Ont method i* baled on th# authorised number of ihoret; ^.n# other it boted on "aisumed pot value capital" l XX ON AUTHORIZED NUMBER OF SHARESt 0) Corporations having only authorised shares ol no por value must use this method. Corporations having only authorised shares I a par value of mo! than $100.00 need not compute their in* on the basis pi "osiumed por value copitol" since that method will result in o larger to*. Total Authorised Shares To* 1,000 shores or loss $20.00 O^er 1.000 but not ovor 3,000 shares 24.20 Over 3,000 but not over $.000 shores 30.23 Over 5,000 bvi not over 10,000 share* 60.50 For each additional 10,000 shores or port thereof 30.25 * FRANCHISE TAX COMPUTED ON 9* ' AUTHORIZED SHARES ............................... .......................................... * jOZL.S2-------------------------------- t a x o n a s s u me d p a r v a l u e c a p it a i (Work Section) Corporation* using this method mutt report issued shore* os ol the same dote o totol gross assets, For this purpose, treasury stock is considered issued.. min imu m TAX Corporations wish ever 1000 per vatue authorised shores, with 10 or less issued shares and no assets pay $20.00. Totol gross assets must be reported as ol the nearest dote on which such amount Is obtainable, but not earlier then ion. I, 1976, nor later then Dec. 31. 19/6. Total gross assets shall be those 'Totol Assets' reported to the United Slates on U,S. Form 1.120, Schedule l. relative to the company's fis* cot year ending m the colander year prior to filing with the Secretary of Stole. Section 503, Title 8, If Schedule l has not been Hied, please report as> sets which would havo been reported. . The following method of computing the lex on assumed par value copitol is to bo used by corporation* having only authorised shores with par valuet ' _* , I I. Totol Gross Asset* os of --n19.__...............................................................................................................................................S 1 2. Totol number of issued shores . ......................................................................................................................................................................... t ' ' 1 3. ime 11 divided by lute 12 (average gross asset value per shore) ................................................................................... St . . le. Number of ouihoriced shorn* wiih.por value less then or some at line 13........................................................................... ......... _ 15. line 13 multiplied by line 14.............................................................................................................................................................................. C __ . 16. Multiply oil outhoriced shores with greater par value than the figure shown on line 13 by their respective par value . $ * _____ _____________ .... 17. line 13 plus line 16 (assumed par volue capital) ................................................................................................................................... $ 18. Total franchise tan due. $121.00 (or each $ 1,000,000.00 or (faction thereof in excess of SI ,000,000.00 of the figure ihown on line 17 (e g. tax on $1,300,000.00 It S2u2.00i 2 X $121 $247.00). If the figure shown on line 17 is test than $ I.OOO.OOO.OO. the to* I* aroroted (e g. to* on $300,000.00 is $60.30.): (S500.000.00 v $1,000,000,00 5: $.30000 X $121.00= $60.50) ............................................................................................................................................................................ .................... $_______________ _________ . The following method of computing tho tax on assumed par value copitol I* to be used by corporations having both par value and no par value shares; . 19. To* on authorised no par shares at computed by the Authorised Number of Shares Method -tee lOobove)................ .. 5------- 20. T,,tal Gross Assets asol - - - - ' ____ >9...... ............................................................................................................................* 5in-.r-_ 21. T0iaJ AWmbei of istuod share* (Include ttsue.d shares with por and no par value) .. ...............................................................------------- 22. l>ne 20 divided by line 21 (overage gross value per share) ......................................................... ........................... ,. ............... S _ 23. Total number of authorised par value shore* with par valve less thon or same as line 22.......................... .............. -------- 24. line 22 mulliplie'cf by line 23 ................................................................................................................................................. .. 5. 25. Multiply oil authorised shares with par value greater than the figure shown on line 22 by their respective por value . 5 26. line 24 plus line 25 (assumed por value capital).............................................................................................................. .. ............ .. 5 . 27. $121.00 for each $1,000,000.00 or fraction thereof In excess of $1,000,000.00 of the figure shown on line 26* (e.g, to* on Sl.500,000.00 is $242.00. 2 X $121 * $242.00). if the figure shown on line 26 is less thon $1,000,000.00, the to* is prorated (c.g. tax on $300,000.00 is S60.$0.)i ($500,000 + $1,000,000 $.30000 X $121.00 - $60.30)............................. $______ 28. Total franchise tax due (line 19 plus line 27 )...............................................................,........................................................................ 5--------- >. Inactive Corporations (Tax shall net bo reduced belew. $20.00) A corporation which hoi not engaged in any of the business activities ter which It was granted a certificate of Incorporation lor oil or any perl of the tax year is entitled la reduce its Ironchise to* for that portion af the year by an#*holf. To obtain this reduction, the corporation must set forth below the period ol inactivity* ' This corporation wsi not engaged, either within at without the Stole of Delaware, In any of the buttress activities lot which it wei granted a certificate of incotpnrotion during ihe fallowing portion ol the to* year Jomrery I, December 31, 197$/ n IA . .PAftTlAl TlAfi iHTglrlM H................ ......- "-"ww.--------------- - J *-qwloled Investment Cemponies poratiom which ore Regulated investment Companies, os defined by Section 051 ol - '*** Federol Internal Revenue Code. o*e eligible to beta theft to*, in addition to ihe methods outlined above, on average 0*as assets, "Average gross assets" is token to be ihe mean ol the gross assets on Joruory I and December 31. The rote for such tampan,** ,t DIMO per nnnum lor each 11,000.000.00 or traction thereof tn excess ol $1,000.000 00 ol die overage gross assets during the ignoble year. IF THC corporation was inactive for only o portion of the to* year, the tax is to be computed as (ollowii (I) compute the to* for the entire year in accordance with whichever method results in the lesser re*; (2) multiply the result obtained in step (1 j by a traction, the numerator of which is the number el days In the la* year during which he corporation wot active end Ihe denominator of which Is 36$t the result is the tax due lor the active portion ef ihe year* (3) multiply the retwll obtained in step (I) by a fraction the numerator el which is the number of days In the to* year during which the corporation wos inactive end denominator of which It 369; multiply this figure by one* half; the result Is Ihe to* due for the Inactive portion of the year, The sum of-the amounts obtained In (2i end (3) Is the franchise to* due end mutt be sef forth In No. . 3 (Al under _M MlITANC E Dill w it h Th is FORM. ... --------------------- The maximum to* imposed oo Reguleied Investment Componiei is S55.000.00. (Proretion ond InoCUvily net oeplicoble) Average C'OSS Aneisi Januoty 1 $ , ..................... .. Oecembor 3 I $ .............................. Mean .. - $ ----- i. New Generations (Renewals Use Some Method) Coi0O(c>ions incorporated oner oiler December 21, 1076 and before January 1, 1977 ere required to tile this annvnl Ironchise to* report and remit th# $ 10.00 filing fee, but arc not required to poy the ironchise i lor the year 1976. Corporations incorporated during 19*6, but before December STt, 19*6. rnvti compute th*lr to* In accordance with me instructions contained thetein, and the result of >hoi rempiiotion Is then to be multiplied by o frocrion, the numerotei of which is to be the number of days during which ilie corporation wnt ln<erporo>td during 1976. and the denominator ol which rs to be 363, the total number at doyi m the lax year. (e.g. >nc. July 30, 134 doys 365 days 47l9lt. Tn. shell not be reduced brio- 570 P0. '<* befgrjt f. Cerperotions Which Havo Changed Tho Number of Authorised Shares During The Tear " A corporation which hoi changed the number of its authorised shores during Ihe >o* year muy also compute >>s tax in accordance with whichever ol th* alternative methods el forth above results in the lesser tax. However., whichever method is used, the tox must be computed separately lor each period at the to* year during whkh O different number ol shores, or different per value, wet authorised. The ten resulting from each computation is to be multiplied by o fraction, the numerator of which is to be the number of doyi of the to* year oming which ihoi number of shores wos authorised, 1. Professional Service Corporations Professional Service Corporations wbject to 5ection 1, Title 8. Chapter 6, compute their end ihe denominator of which is >e be $6$, the fetal number el days in the to* yer, Th# iwm ol the products of #o<h multiplication is the Fronehite To* Due. end this amount must be set forth above an the line previded. if o corporation which has changed the number of its_oythorced shares Uwong the to* yeg7 yfocti'to compule in so*'by the oiiumedluor volue enpitat meihed set forth ooeveT it must ei~toriti on pope l at this uiwrn vndet "Capital Qiotyi?' and .u^e_ n_|t| whhU^jDdMv^ioact^ucnchanoe^ a'toitieuio'lietiiT the'number ol its limed shores one'Its tojftf Bren imtli yi ef dal L. to* according to the alternoiive methods set forth above. However, they ore tequlrtcf >o submit n fist of oil shoreholdert of the. corport ion together with this farm ond teminonce. ASC 00051 r / ANACONDA A ANACONDA SALES COMPANY ANNOUNCES THE RELOCATION OF ITS OFFICE TO FOUR LANDMARK SQUARE STAMFORD. CONNECTICUT 06001 EFFECTIVE MARCH 6, 1978 TELEPHONE 203/324-6933 TWX 710-474-2171 I i1 . ASC 00052 jiv c '^IZj L- ...............f-............fr...........; Y>:<-hL.. Pp}J P r lit/ VP > PS,U VP* /? Q'f? A ! ik.pL. .Link..... .... ASC 00053 ANACONDA SALES COMPANY BALANCE SHEET ASSETS September 30 1977 1976 Current assets: Cash Receivables - trade - from The Anaconda Company - other Inventories Prepaid expenses Total current assets $ 750,800 7,377,300 974,400 91,400 17,500 364,200 9,575,600 $ 558,700 13,489,500 553,400 1.400 14,603,000 Investments - cost basis: Anaconda VerkaufsgeselIschaft m.b.H. The British American Metals Co., Ltd. 31,600 22,200 53.800 31,600 22,200 53,800 Property, plant and equipment: Buildings, machinery and equipment Less accumulated depreciation 42,800 31.300 11,500 44,900 29.600 15.300 Other assets 5.000 $9,640,900 $14,677,100 LIABILITIES Current liabilities: Accounts payable and accrued expenses Payable to - The Anaconda Company - other affl Hates Accrued taxes Total current liabilities $ 75,500 3,893,600 407.600 4.378.700 $ 142,800 8,403,800 1,035,200 82,500 9.664,300 Other liabilities and deferred credits SHAREHOLDER'S EQUITY 52.500 4,429,200 53.400 9.717,700 Capital stock: Authorized - 64,200 shares - $75 par value Outstanding- 27,280 shares * Capital surplus Retained earnings Total shareholder's equity 2,046,000 682,000 2.483.700 5.211.700 2,046,000 682,000 2.231.400 4.959.400 $9,640,900 $14,677,100 ASC 00054 ANACONDA SALES COMPANY STATEMENT OF INCOME Sales and other operating revenue Interest income Operating costs Selling expense Depreciation Income before income taxes Provision for income taxes - current NET INCOME Nine Months Ended September 30 1977 1976 $638,500 12,1100 $6,637,000 79.500 650.900 6.716.500 11.100 *61,900 2,700 3.876.600 569.900 3.200 675.700 6,627.700 175,200 288,800 89,500 161,700 $ 85.700 $ 167.100 STATEMENT OF RETAINED EARNINGS Retained earnings at beginning of period Ne t income Retained earnings at end of period Nine Months Ended September 30 ^977 1976 $2,398,000 85.700 $2,086,300 167,100 $2,683,700 $2,231,600 ASC 00055 ANACONDA SALES COMPANY BALANCE SHEET ASSETS Current assets: Cash Receivables - trade - from The Anaconda Company - other Inventories Prepaid expenses Total current assets Investments - cost basis: Anaconda Verkaufsgesellschaft m.b.H. The British American Metals Co.t Ltd. Property, plant and equipment: Buildings, machinery and equipment Less accumulated depreciation Other assets LIABILITIES Current liabilities: Accounts payable and accrued expenses Payable to - The Anaconda Company - other affiliates Accrued taxes Total current liabilities Other liabilities and deferred credits ' SHAREHOLDER'S EQUITY Capital stock: Authorized - 64,200 shares - $75 par value Outstanding- 27,280 shares Capital surplus Retained earnings Total shareholder's equity 1977 1976 $ 750,800 7,377,300 974,400 91,400 17,500 364.200 9.575.600 $ 558,700 13,489,500 553,400 1.400 14,603.000 31.600 22,200 53,800 31,600 22,200 800 42,800 31.300 11,500 $9,640,900 44,900 29.600 15.300 5,000 $14,677,100 $ 75.500 3,893,600 407,600 4,376,700 52,500 4,429,200 $ 142,800 8,403,800 1,035,200 82,500 9,664,300 53,400 9,717.700 2,046,000 682,000 2.483.700 5.211.700 $9,640,900 2,046,000 682,000 2.231.400 4.953.400 $14,677,100 ASC 00056 ANACONDA SALES COMPANY STATEMENT OF INCOME Sales and other operating revenue Interest income Operating costs Selling expense Depreciation income before income taxes Provision for income taxes - current NET INCOME Nine Months Ended Septenber 30 1977 1976 $638,500 12,400 $4,637,000 79.500 650,900 4,716.500 11,100 461,900 2,700 3,874,600 549,900 3.200 475,700 4,427.700 175,200 288,800 89.500 141,700 $ 85.700 $ 147.100 STATEMENT OF RETAINED EARNINGS Retained earnings at beginning of period Net income Retained earnings at end of period Nine Months Ended September 30 1977 1976 $2,398,000 85,700 $2,084,300 147,100 $2,483.700 $2.231,400 ASC 00057 ANACONDA SALES COMPANY BALANCE SHEET ASSETS September 30 19Z7 1976 Current assets: Cash Receivables - trade - from The Anaconda Company - other Inventories Prepaid expenses Total current assets $ 750,800 7,377,300 974,400 91,400 17,500 364.200 9.575.600 $ 558,700 13,489,500 553,400 1.400 14,603.000 Investments * cost basis: Anaconda Verkaufsgesellschaft m.b.H. The British American Metals Co., Ltd. 31,600 22,200 53,800 31,600 22,200 53,800 Property, plant and equipment: Buildings, machinery and equipment Less accumulated depreciation Other assets 42,800 31.300 11.500 S9.6k0.900 44,900 29,600 300 5,000 Slk.677.100 LIABILITIES Current liabilities: Accounts payable and accrued expenses Payable to - The Anaconda Company - other affiliates - Accrued taxes Total current liabilities $ 75,500 3,893,600 407.600 k.376,700 $ 142,800 8,403,800 1,035,200 82,500 9,664,300 Other liabilities and deferred credits 52,500 4,429,200 53.400 9,717.700 SHAREHOLDER'S EQUITY Capital stock: Authorized - 64,200 shares - $75 par value Outstanding- 27,280 shares Capital surplus Retained earnings Total shareholder's equity 2,046,000 682,000 2.483.700 5.211.700 2,046,000 682,000 2.231.400 4.959.400 $9.640,900 S14.677.100 ASC 00058 ANACONDA SALES COMPANY STATEMENT OF INCOME Sales and other operating revenue Interest income Operating costs Selling expense Depreciation Income before income taxes Provision for income taxes - current NET INCOME Nine Months Ended September 30 1977 1976 $638,500 12,400 $4,637,000 79.500 650.900 4.716.500 11,100 461,900 2.700 3.874,600 549,900 3.200 475,700 4.427.700 175,200 288,800 89.500 141,700 $ 85.700 $ 147.100 STATEMENT OF RETAINED EARNINGS Retained earnings at beginning of period Net income Retained earnings at end of period Nine Months Ended September 30 1977 1976 $2,398,000 85,700 $2,084,300 147,100 $2,483,700 $2,231,400 ASC 00059 ANACONDA SALES COMPANY BALANCE SHEET ASSETS September 30 1977 1976 Current assets: Cash Receivables - trade - from The Anaconda Company - other Inventories Prepaid expenses Total current assets $ 750,800 7,377.300 974,400 91,400 17,500 364.200 9.575.600 $ 558,700 13,489,500 553,400 1.400 1* .603.000 Investments - cost basis: Anaconda VerkaufsgeselIschaft m.b.H. The British American Metals Co., Ltd. Property, plant and equipment: Buildings, machinery and equipment Less accumulated depreciation 31,600 22,200 53.800 42,800 31.300 11.500 31,600 22.200 53.800 44,900 29,600 15.300 Other assets 5.000 $9,640,900 $14,677,100 LIABILITIES Current liabilities: Accounts payable and accrued expenses Payable to - The Anaconda Company - other affiliates Accrued taxes Total current liabilities $ 75.500 3,893,600 407,600 4,376,700 $ 142,800 8,403,800 1,035,200 82.500 9.664,300 Other liabilities and deferred credits 52.500 4,429,200 53,*00 9,717.700 SHAREHOLDER'S EQUITY Capital stock: Authorized - 64,200 shares - $75 par value Outstanding- 27,280 shares Capital surplus Retained earnings Total shareholder's equity 2,046,000 682,000 2.483.700 5.211.700 2.046,000 682,000 2,231,400 4.959,**>0 $9.640.900 $14.677.100 ASC 00060 ANACONDA SALES COMPANY STATEMENT OF INCOME Sales and other operating revenue Interest income Operating costs Selling expense Depreciation Income before income taxes Provision for income taxes - current NET INCOME Nine Months Ended September 30 1977 1976 $638,500 12,*00 $*,637,000 79.500 650,900 *,716,500 11,100 *61,900 2.700 3,87*.600 5*9,900 3.200 *75,700 *,*27.700 175,200 288,800 89,500 1*1.700 $ 85.700 $ 1*7.100 STATEMENT OF RETAINED EARNINGS Retained earnings at beginning of period Net Income Retained earnings at end of period Nine Months Ended September 30 1977 1976 $2,398,000 85,700 $2,084,300 1*7.100 $2.*83.700 $2,231.*00 ASC 00061 r . j ____ RECEIVED j j i P.S. BiLGone November 2, 197? Mr. P. S. Bilgore: 1 Re: Anaconda Sales Company I spoke to Dick Roper in Denver a couple of days ago and he advised me that they are planning to hold annual and organizational meeting? of Anaconda Sales Company shortly. The papers have been prepared and they are just waiting to get a quorum together. In connection with his appointment as Ass't. Secretary and Ass't. Treasurer by J. L. McNulty, he sent me a copy of blanket resolution (copy attached) adopted on March 3, 1959 giving authority to the President or Vice President of Anaconda Sales to appoint subordinate officers (see attached copy of excerpt from by-laws. Article IV, Section 4, Item (6), giving Board authority to adopt such a resolution). att3. ^ Norma Ranieri cc: Messi4. L. T. Houser - w/atts. J. E. G. Bischof- w/atta. ASC 00062 Minutes of the regular monthly meeting of the Beard of Directors of ANACONDA SALES COMPANY held at No. 25 Broadway, New York 4, N. Y., on the 3d of March, 1959*' at 10:30 o'clock in the forenoon: . Present: Messrs. C. E Weed C. M. Brincicerhoff E. S. McGlone T. A. Campbell Absent: Messrs. Herbert M. Weed W. E. Kennedy Clarence Glass constituting a quorum. Mr. T. A. Campbell occupied the chair. The minutes of the organization meeting of the Beard of Directors held on November 10, 1558, were read and approved. The Chairman presented letters of resignations, effect ive December 31, 1958, from Messrs. W. E. Kennedy and Clarence Gla: as directors. On motion, duly made anc seconded, these resignations were accepted. The Chairman then stated that it was now necessary to fill one of the vacancies created by the resignations of Messrs. Kennedy and Glass. Thereupon, Mr. Clyde E. Weed nominated Mr. C. Jay Parkinson. There being no further nominations, on motion duly made, seconded, and unanimously adopted, Mr. Parkinson was elected a director of this Company to serve until the next annual meeting of stockholders. Mr. Parkinson then attended the meeting. On motion duly made, seconded and carried, the following resolutions were adopted: RESOLVED, that the following persons be and they hereby are appointed to the offices enumer ated: W. E. Quigley, Comptroller David R. Nelson, Assistant Comptroller D-303 ASC 00063 RESOLVED, that the President or Vice President of this Company be and each of them is hereby authorized and empowered to appoint subordinate officers and agents including assistant officers and managers and assistant managers of any departments of this Company and to determine the duties of any such appointee, and to authorize such Individuals so appointed to sign instruments binding the Company. RESOLVED, that the action of the officers of the Company in distributing to the salaried employees of the Company at it4 New York office the usual Christmas bonus fair the year 1953, be and the same hereby is ratified^pproved and confirmed. ?'e* app > r statement of Outstanding Bank Acceptances as of ^59, in the amount of $2,662,712 was presented, 'raered filed. Jane Jam iirr . ne Estimated Balance Sheet of the Company as of i. ; 9f-9, and Statement of Income Account for the month of ; v:ere presented and approved, and the Secretary was . lie the same with the records of the Company. the :he . 1959- - Phere was presented to the meeting a statement showing on of the Company and the amounts due from and to lectors and creditors of the Company as of March 2, -ment was discussed and ordered filed. 7r;ere being no further business to transact, the .Besting, in moi . .J)oumed. . Secretary.^/ D-304 ASC EXCERPT FROM BY-LAWS OF ANACONDA Section '*. Without prej Ice to the SALES COMPANY general powers conferred by the last preceding ARTICLE IV, SECTION U. - DIRECTORS clause, and the other posers conferred by statute, by the certificate of incorporation and by these by-laws, it is hereby expressly declared that the board of directors shall have the following borers, that 1b to say: - (l) From time to time to cal-ce and change rules and regulations, r.ot inconsis tent with these by-laws, for the management of the corporation*3 buslne9s and affairs. ASC 00065 (2) To purchase, or otherwise acquire for the corporation any property, rights or privileges which the cor poration is authorised to acquire, at such price or consideration and generally on such teras and conditions as they think fit. (3) At their discretion to pay fcr any property ox rights acquired by the corporation either wholly or partly in money, stock, bonds, debentures or other securities of the corporation. (4) To create, make and issue mortgages, hypothecs, pledges, bonds, deeds of . trust, trust agreements and negotiable or transferable Instruments and se- curl ties, secured by mortgage or otherwise, and to do every other act and thing necessary to effectuate the same. (5) To appoint and at their discretion remove or suspend such suborinats officers, agents or servants, per manently or temporarily, as they think fit, and to determine their duties, and fix, and. from time to tise change their salaries or emoluments, and to require security in such instances and in such amounts as they thick fit. 1' \ (6) To confer by resolution upon any ap\ pointed officer of the corporation t the power to choose, remove cr suspend 5 3uch subordinate officers, agents or . I servants. (7) To appoint any person or corporation to accept and hold in trust fcr the corporation any property belonging to the corporation, or in which it is interested, or for any other purpose, and to execute and do all such deeds and things as may be requisite in relation to any such trust. 'innwiiiiwuinii ANACONDA A October 14, 1977 Mr- Richard Roper The Anaconda Company 660 Bannock Street Denver, Colorado 8020$ Dear Dick: Under the authority granted me under the by-laws of the Anaconda Sales Company, you are hereby appointed Assistant Treasurer and Assistant Secretary of the Anaconda Sales Company. Very truly yours. JLMcN/mp cc: H. M. Weed ASC 00067 r ANACONDA ^ March 1, 1977 Mr. D.D. GeaTy, Jr. The Anaconda' Company 1271 Avenue of the Americas New York, NY 10020 Dear Mr. Geary: There will be an organization meeting of the Board of Directors of The Anaconda Sales Company on Tuesday, March IS, 1977 at 3:00 p.m. in the office* of the Secretary - Hennessy Building, Butte, Montana. Yours very truly. WRG/slp W.R. Gibson Secretary 2S2sy^~ -'acc'ia sale, Zytsart CA-37 ?iQV. ASC 00068 CORPORATE NAME ANACONDA SALES COMPANY INCORPORATED June 9, 1922, State of Delaware. - CAPITAL STOCK Authorized: 64,000 shares of $75 par value each; issued: 27,280 shares. ANNUAL MEETING Fourth Tuesday in October. DIRECTORS OFFICERS D. D. Geary, Jr. D. L. Holland R. L. Knight J. L. McNulty J. J. O'Brien L. C. Powell H. M. Weed New York, N. Y. Butte, Montana Tucson, Arizona Tucson, Arizona Butte, Montana Butte, Montana Englewood, Colo. President Secretary and Treasurer Comptroller Assistant Secretary Assistant Secretary Assistant Secretary Assistant Secretary Assistant Treasurer Assistant Treasurer J. L. McNulty /* W. R. Gibson't?.' J. J. O'Brien J. A. Latham H. J. Lynch D. R. Eamon L. T. Houser C. H. Kraft J. N. Zervoulakos j /'}</->- * tf / / STOCKHOLDER(S) The Anaconda Company 27,280 shares STOCK CERTIFICATE(S) Chase Manhattan Bank vault. New York, N. Y. OFFICES Corporate Office: The Corporation Trust Company 100 West Tenth Street Wilmington, Delaware 19899 Executive Office: 25 Broadway New York, New York 10004 AUTHORIZED OR LICENSED TO DO BUSINESS Delaware, New York March 11, 1976 (Previous date issued August 28, 1975) LR-135 ASC 00069 Minutes of the regular monthly meeting of the Board . Directors of ANACONDA SALES COMPANY held at No. 25 Broadway, Newf York il, N. Y., on the 3d of March, 1959, at 10:30 o'clock in the forenoon: . Present: Messrs. C. E. Weed ' C. M. Brinckerhoff ' E. S. McGlone T. A. Campbell Absent: Messrs. Herbert M. Weed W. E. Kennedy Clarence Glass constituting a quorum. Mr. T. A. Campbell occupied, the chair. The minutes of the organization meeting of the Beard of Directors held on November 10, 1958, were read and approved. The Chairman presented letters of resignations, effect ive December 31 1958, from Messrs. W. E. Kennedy and Clarence Gia as directors. On motion, duly made and seconded, these resignations were accepted. The Chairman then stated that it was now necessary to fill one of the vacancies created by' the resignations of Messrs. Kennedy and Glass. Thereupon, Mr. Clyde EM Weed nominated Mr. C. Jay Parkinson. \ There being no further nominations, on motion duly made, seconded, and unanimously adopted, Mr. Parkinson was elected a director of this Company to serve until the next annual meeting of stockholders. . Mr. Parkinson then attended the meeting. On motion duly made, seconded and carried, the following resolutions were adopted: RESOLVED, that the following persons be and they hereby are appointed to the offices enumer ated: W. E. Quigley, Comptroller David R. Nelson, Assistant Comptroller D-303 ASC 00070 i; I } i ) . t \ \ \ RESOLVED, that the President or Vice President of this Company be and each of them Is hereby authorized and empowered to appoint subordinate officers and agents including assistant officers and managers and assistant managers of any departments 9^ this Company and to determine the duties of any such appointee, and to authorize such individuals so appointed to sign instruments binding the Company. RESOLVED, that the action of the officers of the Company in distributing to the salaried employees of the Company at its New York office \ the usual Christmas bonus for the year 195&, be and the same hereby is ratified^approved and ' confirmed. - ' A statement of Outstanding Bank Acceptances as of February 13, 1959, in the amount of $2,862,712 was presented, approved and ordered filed. . The Estimated Balance Shedt of the Company as of January 31, 1959, and Statement of InCprae Account for the month of January 1959, were presented and approved, and the Secretary was directed to file the same with the records of the Company. There was presented to the meeting a statement showing -he Cash Position of the Company? and the amounts due from and to :he principal debtors and creditors of the Company as of March 2, j-959- The statement was discussed and ordered filed. There being no further business to transact, the meeting, !JP. motion, adjourned. Secretary i: 1 ? [ t i! D-3C4 ASC 00071 EXCERPT FROM BY-LAWS OP ANACONDA Section >. Without ore., -dice to the SALES COMPANY general powers conferred by the last preceding ARTICLE IV, SECTION 4. - DIRECTORS clause, and the other povrers conferred by scatut by the certificate of incorporation and by these by-laws, it' is hereby expressly declared that the board of directors snail have the following powers, that is to say: (l) From time to time to caie and change rulea and regulations, not inconsis tent with these by-laws, for the management of the corporation*3 busi- . ness and affairs. ASC 00072 . November 2, 1977 RECEIVED Mr. P. S. Bilgore: NOV : 7 fc. I. HOUSER Re: Anaconda Sales Company I spoke to Dick. Roper In Denver a couple of days ago and he advised me that they are planning to hold annual and organizational meetLngs of Anaconda Sales Company shortly. The papers have been prepared and they are just waiting to get a quorum together. In connection with his appointment as Ass't. Secretary and Ass*t. Treasurer by J. L. McNulty, he sent me a copy of blanket resolution (copy attached) adopted on March 3, 1959 giving authority to the President or Vice President of Anaconda Sales to appoint subordinate officers (see attached copy of excerpt from by-laws. Article IV, Section 4, Item (6). giving Board authority to adopt such a resolution). atts. Norma Ranieri cc: Messrs. L. T. Houser - w/atts.y J. E. G. Bischof- w/atts. ASC 00073 ( (2) To purchase, or otherwise acquire for the corporation any preparty, right3 or privileges which tha cor poration is authorised to acquire, at such price or con3ideration and generally on such terms and conditions as they think fit. (3) At their discretion to pay for any property or rights acquired by the corporation either wholly of partly in money, stock, bonds, debentures or other securities of the corporation. (4) . To create, make and issue mortgages, hypothecs, -pledges, bonds, deeds of trust, trust agreements and negotiable or transferable instruments and se curities, secured by mortgage or otherwise, and to do every other act . and thing necessary to effectuate the same. (5) To appoint ana at their discretion remove or suspend such suborinate officers, agents or servants, per manently or temporarily, as they think ( fit, and to determine tneif duties, and fix, and from time to time change their salaries or emoluments, and to require security in such insfancse and in such amounts as they think fit. (6) To confer by resolution upon any ap pointed officer of the corporation the power to choose, remove cr suspend such subordinate officers, agents or servants. (7) To appoint any person or corporation to accept and hold in trust for the corporation any property belonging to the corporation, or is which it is interested, or for any other purpose, and to execute and do all such deeds and things as may be requisite in relation to any such trust. BBSS ASC 00074 / CORPORATE NAME ANACONDA SALES COMPANY INCORPORATED June 9, 1922, State of Delaware. CAPITAL STOCK Authorized: 64,000 shares of $75 par value each; issued: 27,280 shares. ANNUAL MEETING Fourth Tuesday in October. DIRECTORS 0. D. Geary, Jr. 0. L. Holland R. L. Knight J. L. McNulty J. J. O'Brien L. C. Powell H. M. Weed New York, N. Y. Butte, Montana Tucson, Arizona Tucson, Arizona Butte, Montana Butte, Montana Englewood, Colo. OFFICERS President Secretary and Treasurer Comptroller Assistant Secretary Assistant Secretary Assistant Secretary Assistant Secretary Assistant Treasurer Assistant Treasurer J. L. McNulty W. R. Gibson J. J. O'Brien J. A. Latham H. J. Lynch 0. R. Eamon L. T. Houser C. H. Kraft J. N. Zervoulakos STOCKHOLDER(S) The Anaconda Company 27,280 shares STOCK CERTIFICATED) Chase Manhattan Bank vault. New York, N. Y. OFFICES Corporate Office: The Corporation Trust Company 100 West Tenth Street Wilmington, Delaware 19899 Executive Office: 25 8roadway New York, New York 10004 AUTHORIZED OR LICENSED TO 00 BUSINESS Delaware, New York March 11, 1976 (Previous date issued August 28, 1975) LR-135 A ,1 / ./ / / reianf - November 14, 1977 Mr. R. B. Roper Mineral Resources Group The Anaconda Company 660 Bannock Street Denver, Colorado 30204 Dear Dick: Attached are corporate data sheets for the companies listed below which I would appreciate your updating, with current information in order that new pages may be prepared for the Corporate Data Book. Anaconda Sales Company West Mayflower Mining Company Mayflower Mining Company Patten Mining Company Thank you for your assistance in this matter. njr att. L. Thomas Houser ASC 00076 0 8HAW69 0F.ST0.CK issueo ev o w ned by Anaconda sales company The Anaconda Company Diu Inv. 1/1/60 WafQrtnc* inv. 10/15/7: 29 ClM NO. Q Dtt of Dfbt 16 (3 lnnmof PVM The Anaconda Company * Dtpoili IWlihdrowil) 27,280 * 1 - 'L CORPORATE NAME INCORPORATED PURPOSE DIRECTORS OFFICERS CAPITALIZATION STOCKHOLDER(S) STOCK CERTIFICATE(S) MEETINGS OFFICE THE BRITISH AMERICAN METALS COMPANY, LIMITED January 14, 1920, United Kingdom. Purchase and sale of primary metals L. A. Helps B. R. Tedhan H. N. Weed Managing Director Secretary B. R. Tedham J. M. Harvey (Par Value fcl) Authorized: 10,000 shares Issued: 10,000 shares Anaconda Sales Company 9,999 shares Bedford Roland Tedham .1 share 10,000 shares Chase Manhattan Bank vault. New York, N.Y. Stockholder - April 15 French Railways House 178-179 Piccadilly London, W1V OQH August 2, 1977 (Previous date issued October 25, 1974) LR-476 (E SH.ftBELgf.,SIOCS D PRINCIPAL o f d e bt ISSUED BY o w neo by The Brltleh American Metals company Limited Anaconda Sales Company Out Rtftrtnet 0 Ctrl No. o Oott Of Dtbt inv. 10/15/7: 33 It 37 0 In ntmt of Ptytt Anaconda Sales Company it Otpotlt (Withdraw*!) 9,998 1 . .. _- . *  THE CORPORATION TRUST COMPANY A ssociated with C T Corporator System IOC* WEST TENTH ST . WILMINGTON. DEL 19801 1302? 658-7581 MAiU AOOBESS: P O BOX 631. WHVINGTCN. 0U.'9SS9 May 9, 1978 RE: r i__ ANACONDA SALES COMPANY RICHARD B. STEINMETZ, JR., GENERAL COUNSEL ATT: L. THOMAS HOUSER, ATTORNEY THE ANACONDA COMPANY , 1271 AVENUE OF THE AMERICAS * NEW YORK, NEW YORK 10020 Dear Mr. Houser: For the permanent records of this corporation, we enclose the recorded copy of its Certificate of Dissolution which has .just been released by the Recorder of Deeds. Very truly yours, THE CORPORATION TRUST COMPANY Enclosure ADA:jal `A. Dana Atwell Assistant Secretary ASC 00080 CERTIFICATE OF DISSOLUTION OF . ANACONDA SALES COMPANY BY CONSENT OF STOCKHOLDER THE UNDERSIGNED SUBSCRIBER, being the record owner and holder of all the outstanding stock entitled to vote of ANACONDA SALES COMPANY, a corporation organized and existing under the laws of the State of Delaware, DOES HEREBY GIVE ITS CONSENT in writing to the dissolution of ANACONDA SALES COMPANY pursuant to Section 275 of the General Corporation Law of the State of Delaware, and does sign this consent to the end that it may be filed in the office of the Secretary of State of Delaware. Dated this 27th day of March, 1978. * `* Attest THE ANACONDA COMPANY Vice President^ Assistant Secretary ASC 00081 STATE OF NEW YORK ) ) SS. COUNTY OF NEW YORK ) ickm PACE 234 L. Thomas Houser, being duly sworn, deposes and says that he is the Assistant Secretary of ANACONDA SALES COMPANY and says that: FIRST: The foregoing consent to the dissolution of the corporation has been signed by or on behalf of all the stockholders having voting power; and SECOND: That the names and residences of the directors and officers of ANACONDA SALES COMPANY are as follows: D I RECTORS NAMES RESIDENCES Paul S. Bilgore 322 West 71st Street New York, New York 10023 Donald D. Geary. Jr. 91 Carleon Avenue Larchmont, New York 10538 Charles H. Kraft 1 Fielding Road Short Hills, New Jersey 07078 ASC 00082 2 OFFICERS NAMES James P. McNulty President Paul S. Bilgore Vice President and Secretary Charles H. Kraft Vice President and Treasurer Richard B. Roper Assistant Treasurer L- Thomas Houser Assistant Secretary RESIDENCES 30 Blue Spruce Circle Weston, Connecticut 06880 322 West 71st Street New York, New York 10023 1 Fielding Road . Short Hills, New Jersey 07078 4060 South Ivy Lane Englewood, Colorado 80110 16 Bradley Road Scarsdale, New York 10583 L. Thomas' Houser Assistant Secretary ANACONDA SALES COMPANY Subscribed and sworn to before me this 27th day of March, 1978. NORMA J. RAN1ERI NDttryPubflC, Staff* of New York N0l 24-4604640 Quaftned in Kings CertHmt*!MlnNaw ^ Ccrarierioricapfr**Mrch30. f9--u. VRIAL ASC 00083 State of DELAWARE Office of SECRETARY OF STATE Glenn C. Kenton SAecxe/cut^r SAia/er <ff lA& SAlcds, off ^Aelouaaxei cto Aexehf ca^ iAcd iA& a&a&& andffo*eguxingf t&- a m& and co**ec coff^ off Certificate of Dissolution of the "ANACONDA SALES COMPANY", as received and filed in this office the thirty-first day of March, A.D. 1978, at 10 o'clock A.M. In Testimony Whereof, t/ Aa&c- Aexeun&x- w and officialSealcd &a&ex- lAd_______thirty-first AuzmA FORM 121 3ma r 1 \m --~~ Assistant Secretary of Slot* C*0 FOR RfCOxD---------------------`9 L?Q j. OL'Ga N, jr. Sacjfi ASC 00084 THE CORPORATION TRUST COMPANY Associated with C T Corporation System 1 CO `.VEST TENTH ST . WILMINGTON. DEL. 59801 (302) 658-7581 MAIL ADDRESS: P.C. BOX 63>.WILMINGTON. DEL T9899 March 31, 1978 RE: ANACONDA SALES COMPANY Richard B. Steirunetz, Jr., General Counsel Att: L. Thomas Houser, Attorney The Anaconda Company 1271 Avenue of tne Americas New York, New York 10020 Dear Mr. Houser: Pursuant to instructions received through our New York office, the Certificate of Dissolution for the above corporation was filed with the Secretary of State of Delaware at 10 a.m. and a certified copy thereof was recorded in the office of the Recorder of Deeds, New Castle County, Wilmington, Delaware today. This copy will be forwarded to you upon release by the Recorder in approximately two months. We enclose one copy of the Certificate of Dissolution which has been certified by the Secretary of State. Very truly yours, THE CORPORATION TRUST COMPANY KLH:vak Enc. KZaahthhlleoennn TL. HHuucsfffeillht Service Division ^ ASC 00085 CERTIFICATE OF DISSOLUTION OF ANACONDA SALES COMPANY BY CONSENT OF STOCKHOLDER THE UNDERSIGNED SUBSCRIBER, being the record owner and holder of all the outstanding stock entitled to vote of ANACONDA SALES COMPANY, a corporation organized and existing under the laws of the State of Delaware, DOES HEREBY GIVE ITS CONSENT in writing to the dissolution of ANACONDA SALES COMPANY pursuant to Section 275 of the General Corporation Law of the State of Delaware, and' does sign this consent to the end that it may be filed in the office of the Secretary of State of Delaware. Dated this 27th day of March, 1978. Attest: Assistant Secretary STATE OF NEW YORK ) ) COUNTY OF NEW YORK ) SS. L. Thomas Houser, being duly sworn, deposes and says that he is the Assistant Secretary of ANACONDA SALES COMPANY and says that: FIRST: The foregoing consent to the dissolution of the corporation has been signed by or on behalf of all the stockholders having voting power; and SECOND: That the names and residences of the directors and officers of ANACONDA SALES COMPANY are as follows: DIRECTORS NAMES RESIDENCES Paul S. Bilgore 322 West 71st Street New York, New York 10023 Donald D. Geary, Jr. 91 Carleon Avenue Larchmont, New York 10538 Charles H. Kraft 1 Fielding Road Short Hills, New Jersey 07078 2 OFFICERS NAMES James P. McNulty President Paul S. Bilgore Vice President and Secretary Charles H. Kraft Vice President and Treasurer Richard B. Roper Assistant Treasurer L. Thomas. Houser Assistant Secretary RESIDENCES 30 Blue Spruce Circle Weston, Connecticut 06880 322 West 71st Street New York, New York 10023 1 Fielding Road Short Hills, New Jersey 07078 4060 South Ivy Lane Englewood, Colorado 80110 16 Bradley Road Scarsdale, New York 10583 L. Thomas Houser Assistant Secretary ANACONDA SALES COMPANY Subscribed and sworn to before me this 27th day of March, 1978. NORMA J.RAMERI Nottry PiAUft H*wYoA Ho. 24-4604640 QMfifad in Kings County til Him I--------- Ycwk Couf'ff eOMDMONfivkwMwdl 30.19-11- ASC 00088 State of DELAWARE Office of SECRETARY OF STATE Glenn C. Kenton S/ec*<ezJUf, ofl Shafer afl //t& S/^icde, ^/e/aasaee* eta, Aexehf, cedjfif, dot iAe, a/tn&e- andj/axegusintp, is, a turn, and ccxxect cafu^, ojf? Certificate of Dissolution of the "ANACONDA SALES COMPANY", as received and filed in this office the thirty-first day of March, A.D. 1978, at 10 o'clock A.M. FORM 121 In Testimony Whereof, Aaet& Ae*eun/a, w rrt^' and ojfj/zcudSea/at iAd___________ thirty-first <az^- Marchin, die,yean cflaan <Sa*d one t/uxuAand nine, Aandeed and seventy-eight. C.&L Glenn C Kenton. Secretary ol Stale -i ----------xi_-- Assislonl Secreiory- of Stale ASC 00089 Record Center Box Number: G89-19 ASC 00090 - /x*ee&&*+**** ASC 00091 tjuc4 i Jif <f / 6rar&. ' 1 -2 ^J'/- ^ /y7/i^ * 3 s. 'S'y ^ X, 7*ff *1'~B 0 /> /\^r> CuM DJ^^o - %MjtACt ficfT+vk \J$ 3*36 -/S/trf 4> S/67) +S2.0 0 S3S^(?Vi/ >3/ & 3</az> '&?'// ASC 00092 Sfa J>/*r &*. -A^/isr. V^ 2>otfC,oo - OO /2 tfP 3*/0 `tf'nu) k ^-- Sfftf 6*4^ <'/'- <r//>2^. 38 (PfffxSL 3. 30^ i-yf / ' > K/?. ^ ASC 00093 THE ANACONDA COMPANY Mi--ol Rw o mt o h Crony 660 BANNOCK STREET DENVER. COLORADO 00204 INTERCOMPANY CORRESPONDENCE Tw . A. L. Bartallota Date: Nay 5. 1978 From: R. H. Picard Subject: Dissolution of Anaconda Sales Company The dissolution of the Corporate structure of Anaconda Sales Company and the subsequent setting up of your sales office as a department of Anaconda requires us to make certain entries in our records. Also, as a department of Anaconda you will not have to continue the agency commission charges; but, you will be able to record transactions that you originate, primarily sales and freights. Following is a list of the changes as I perceive them. If there is anything omitted, or if you are not in agreement, please advise me, other wise we will make these changes in Hay accounts. Dissolution of Sales Co. To close out capital accounts and to open your department control account: DR 5100 Capital Stock DR 5200 Capital Surplus CR 5941 MR6 Control $2,046,000.00 682,000.00 $2,728,000.00 To close out your subsidiary accounts payable to MRG: DR 3400 Payable to MRG CR 5941 MRG Control $8,588,223.38 $8,588,223.38 To close out your retained earnings as of March 31, 1978: DR 5310 Retained Earnings 1-1-77 DR 5320 Retained Earnings Adj.* CR 5941 MRG Control $2,469,288.33 27,499.80 $2,496,788.13 * Profit and loss for three months ended 3/31/78. At year end 1978 close out the three month profit to A/C 5320 retained earnings adjustment and the balance of your profit and loss to A/C 5941. ASC 00094 RHPIcard-ALBartallota May 5, 1978 Page 2 Discontinuance of Sales Commissions For Division Product Line Accounting, Anaconda Sales Company results for three months ended March 31, 1978 will continue to be reported in the miscellaneous subsidiary category. However, from that time on we will report the expenses of the Sales Department in the marketing line of our copper profit. Presently, the 14.00 per ton conraission paid to Sales Co. is included in that line. This will necessitate your reversal of commissions from April 1st. Recording of Tour Originating Entries . It is now possible for the Sales Department to record transactions which it originates and for which it is responsible. This should afford us greater control than the previous system of account transfers. Speci fically, you can record metal sales invoiced to customers, freight charges, cathode allowances and B & M premiums; allowances to toll customers for cathode return and probably some others: So that we can have all copper sales on one set of books, I suggest you also book local sales from the Great Falls Refinery. The above will require a reversal of transfers made for the first four months of 1978. Joan Okesson will prepare a comprehensive list of accounts and balances to be booked in May accounts. This procedure should save us both substantial amounts of time in not having all these unnecessary account transfers and the subsequent reconciliations. RHP/ak cc: J.J. O'Brien H.M. Weed J.L. McNulty J.A. Rahilly J.F. Carroll' J.B. Okesson R. H. PICARD Accounting Manager