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1099 MINUTES of the one hundred sixty-eighth meeting of the Directors of the j/anufacturing Chemists' Association, Inc. , held in the Fillmore and Van Buren Rooms, The Greenbrier, White Sulphur Springs, West Virginia, on the evening of June 7, 1967. The meeting was preceded by a reception and dinner beginning at 6:00 p-m. (EDT). There were present: Donald K. Ballman , E. B. Brooks John W. Brooks E. E. Chipman John L. Christian Herschel H. Cudd David H. Dawson George H. Decker L. K. Eilers Harold W. Fisher Irb H. Fooshee T. G. Hughes John O. Logan William P. Marsh, Jr. A. R. Marusi Max A. Minnig Charles S. Munson Donald D. Pascal Joseph E. Rich W. T. D. Ross Edward R. Rowley Kenneth Rush Hans Stauffer Joseph R. Stevens Robert C. Swain Henry A. Thouron Harry B. Warner Jesse Werner John E. Wood, III M. F. Crass, Jr. Alternates: Archie E. Albright (for Hans Stauffer) A. L. Baldock (for Joseph R. Stevens) Chester M. Brown (for Irb H. Fooshee) Bland B. Button (for Thomas M. Ware) Robert H. Cornwell (for William P. Marsh, Jr. ) C. O. Davidson (for E. B. Brooks) David L. Eynon, Jr. (for F. L. Byrom) Carl A. Gerstacker (for Donald K. Ballman) John L. Gillis (for John L. Christian) Kenneth H. Hannan (for Kenneth Rush) Leonard Hynes (for W. T. D. Ross) David L. Matthews (for Alexander Lewis, Jr. ) Paul Mayfield (for Henry A. Thouron) C. B. McCoy (for David H. Dawson) M. M. McGrew (for M. R. Clapp) Harry D. McNeeley (for L. K. Eilers) Thomas B. Nantz (for Harry B. Warner) Daniel Peterkin, Jr. (for Joseph E. Rich) D. C. Phinney (for E. E. Chipman) Frank J. Pizzitola (for John W. Brooks) Bernard J. Quinn (for John J. Powers, Jr. ) Chris C. Schulze (for Jesse Werner) E. J. Sullivan (for A. R. Marusi) Nels E. Sylvander (for Charles H. Rybolt) M. P. Venema (for John O. Logan) CMA 068721 1100 (jene ral Counsel; Marx Leva Lloyd Symington present by Invitation: Oren E. Atkins, Ashland Oil & Refining Company L. G. Bliss, Foote Mineral Company F. Leonard Bryant, Hooker Chemical Corporation Frank H. Carman, MCA James R. Carnes, MCA William E. Chace, MCA Peter Colefax, American Potash & Chemical Corporation John T. Connor, Allied Chemical Corporation Lammot du Pont Copeland, E. I. du Pont de Nemours & Company Bert Cremers, Wyandotte Chemicals Corporation Thomas L. Cubbage, Phillips Petroleum Company Lee V. Dauler, Neville Chemical Company P. M. Dinkins, Geigy Chemical Corporation Carleton B. Edwards, Reilly Tar & Chemical Corporation Raymond F. Evans, Diamond Alkali Company John D. Fennebresque, Mobil Chemical Company J. Robert Fisher, Fisher Chemical Company, Subsidiary of Ashland Oil & Refining Company Joseph Fistere, Mallinckrodt Chemical Works D. S. Frederick, Rohm and Haas Company W. E. Gordon, E. I. du Pont de Nemours & Company Ralph K. Gottshall, Atlas Chemical Industries, Inc. Ernest Hart, FMC Corporation John A. Hill, Air Reduction Company, Inc. J. Ward Keener, The B. F. Goodrich Company Richard W. KixMiller, Celanese Corporation Milton C. Lauenstein, Jr. , Ventron Corporation Samuel Lenher, E. I. du Pont de Nemours & Company R. C. McCurdy, Shell Oil Company W. Kenneth Menke, USS Chemicals, Division of United States Steel Corporation Joseph A. Neubauer, PPG Industries S. B. Penick, Jr. , S. B. Penick 8t Company Jack M. Pope, FMC Corporation Peter C. Reilly, Reilly Tar & Chemical Corporation Harold E. Thayer, Mallinckrodt Chemical Works O. V. Tracy, W. R. Grace & Co. W. N. Williams, FMC Corporation $$$$$$$$ Following conclusion of dinner, Chairman Rush called the meeting to order ^approximately 8:00 p.m. He welcomed the past Directors, Alternates, and guests ^ho were present and invited them to participate in the discussion. 5k % sk ;k * * CMA 068722 1101 I. MINUTES OF MAY 9, 1967, MEETING. The Minutes of this meeting were duly approved as submitted to the members. II. REPORT OF THE SECRETARY-TREASURER. (a) Financial Report. The financial report of the Association for the period June 1, 1966 - May 31, 1967, was summarized as follows: (1) Budgeted Program. Income Membership Dues and Entrance Fees -Interest Sale of Publications Special Projects and Meetings Total Income $ 1, 330, 294 67,540 57, 981 ______ 40, 537 $ 1, 496, 352 Expense Management Technical Public Relations Information Service Government Relations Office Administration Education Total Expense $ 371,700 336, 863 235, 839 61, 327 119,212 102,871 62,794 $ 1,290,606 Income Less Expense $ 205,746 (2) Schedule of Expense Versus Budget. A comparison between budget and actual expenditures for the 1966-67 fiscal year follows: Management Technical Public Relations Information Service Government Relations Office Administration Education Total Budget $ 482,825 362,015 240,940 68, 375 134,605 103,330 68, 310 $1, 460,400 Actual $ 371, 700 336,863 235,839 61, 327 119,212 102, 871 62, 794 $1,290, 606 CMA 068723 J 1102 3. Surplus. The Association ended the year with an overall and uncommitted surplus of $849, 564. This compares with the June 1, 1966, surplus 0f $643, 818. Mr. Crass stated that the above data had been excerpted from the Annual Audit Report which had been submitted to the Association on June 1 by the firm of Bond, Beebe, Bond and Bond, Certified Public Accountants. Further, that the audit would be summarized at the Annual Meeting the next day and would be included in the proceedings of the 95th Annual Meeting, which will be distributed to the membership during the latter part of June. ON MOTION, duly made and seconded, it was VOTED: That the Secretary-Treasurer's report be accepted and placed on file. (b) Audit Report. The audit of the Secretary-Treasurer's books was presented, and a summary follows: ASSETS Cash in Banks and on Hand Commercial Account Payroll Account Savings Account Petty Cash Washington Representatives Change Fund $ 41,205 6, 000 103, 272 500 250 $ 151,227 Investments Time Certificates of Deposit Government Securities Special Retirement Fund Deposits U. S. Government Printing Office Airlines U. S. Post Office Accounts Receivable Travel Advances Unreimbursed Expense TOTAL ASSETS 200,000 763, 734 145, 902 200 425 100 1,175 813 1, 109, 636 725 1, 988 $1, 263, 576 CMA 068724 LIABILITIES AND SURPLUS liabilities^ ------ b. C. Use Tax payroll Tax Withholdings Savings Bond Withholdings $ 74 1,414 ______12 Restricted Funds " Plastics Special Projects and Meetings 20, 920 243, 259 Reserve - Special Retirement Fund Surplus From Previous Fiscal Year Current Fiscal Year 643, 818 205, 746 TOTAL LIABILITIES AND SURPLUS $ 1,500 264, 179 148,333 849,564 $1, 263, 576 In their report, the auditors found the Association's records to be well kept, supporting evidence readily available, and that the cooperation received from the staff enabled them to complete their examination promptly. (c) Sale of Publications. As set forth under Item (a)(1) above, income during the year from the sale of publications, chem-cards, and films totaled $57, 981. The Association carried an inventory of publications totaling $76, 285 as of May 31, 1967. Under the system of bookkeeping which the Association follows, this inven tory is not included under assets, since printing costs are charged to expense as made. (d) Fixed Assets. The Association also charges acquisition of fixed assets such as furniture and office equipment to expense as purchased, and therefore, they are not reflected on the balance sheet. As of May 31, 1967, the book value of such items approximated $78, 564, on a depreciated basis. (e) Membership Fee Billings. Mr. Crass stated that subject to approval the budget and method of financing at the Annual Meeting the next day, membership fee invoices for fiscal 1967-68 would be mailed to the Executive Contacts from the Washington office on June 12. He urged all those present to facilitate their payments. III. BOARD OF DIRECTORS. (a) Annual Report for Fiscal 1966-67. Those present were handed copies 0 the Annual Report for the year ended May 31, 1967. Copies of the Report will be ^iled to Executive Contacts and members of the technical and functional committees June 8 -- the day of the Annual Meeting, CMA 068725 1104 Ob) Membership. The Secretary referred to page 7 of the Annual Import for the fiscal year ended May 31, 1967, which recorded the acquisition of leaf new member firms during the year, the resignations of three, and the loss of madditional seven members through consolidations with other member firms, gjjjce the Annual Report was printed, one additional resignation has been received -jjjchigan Chemical Corporation. Chairman Hughes of the Membership Committee reported that applications had been received from El Paso Products Company and Northern Petrochemical Company, and that in the opinion of the Membership Committee the applicants were qualified for membership under the Association's By-Laws. ON MOTION, duly made and seconded, it was VOTED: That the applicants be approved, subject to the 30-day notification of members provided under Article III, Section 4, of the By-Laws. (c) Authorized Signatures on Checks and Bank Withdrawals. The staff recommended that effective June 30, 1967, signatures on checks and withdrawal slips be authorized and limited as follows: Commercial Account - G. H. Decker James R. Carnes Marjorie V. Campbell (counter signature only) Thomas S. Arms, Jr. (counter signature only) Payroll Account - G. H. Decker James R. Carnes Marjorie V. Campbell Savings Account G. H. Decker j James R. Carnes ' Marjorie V. Campbell Two signatures required. ON MOTION, duly made and seconded, it was VOTED: That the recommended authorizations be approved. (d) 95th Annual Meeting. (1) Program and Registration. Distributed to those present were topies of the printed program and attendance of the meeting. The Secretary-Treasurer *&ted that as of that day 944 registrants were quartered in the hotel and 22 in nearby hotels, making a total of 966 registrants from 178 firms. (2) Future Annual Meeting Dates. Arrangements have been made The Greenbrier management for early June meeting dates within the foreseeable CMA 068726 1105 Listed below are the dates for the next four years: 1968 1969 1970 1971 June 6-8 June 12-14 June 4-6 June 10-12 IV. COMMITTEE APPOINTMENTS. The following committee appointments were approved: (a) Air Quality Committee. Russell L. Maycock, Shell Chemical Company, replacing W. H. Bradbury (b) Education Activities Committee. Allen R. Deschere, Rohm and Haas Company, replacing James S. Strong (c) Chemical Industry Council Advisory Committee. John Nason, W. R. Grace & Co. , replacing E. N. Brandt, The Dow Chemical Company (as Michigan's CIC representative) (d) Food, Drug, and Cosmetic Chemicals Committee. John A. Korth, Corn Products Company, replacing J. T. Seawell (e) Industrial Relations Advisory Committee. W. Thomas Finley, Rohm and Haas Company, replacing Robert C. Landon Max Key, The Dow Chemical Company, replacing F. C. Peterson (f) Labels and Precautionary Information Committee. Edward J. Masek, Diamond Alkali Company, as Chairman Richard F. Philpitt, Olin Mathieson Chemical Corporation, as Vice Chairman Donald MacKellar, FMC Corporation, replacing J. A. Mooney (g) Mechanical Technical Committee. R. P. Lescohier, Chevron Chemical Company, replacing D. L. Barton (h) Plastics Committee. Chester E. Brown, Sinclair-Koppers Company W. J. Dugan, General Electric Company D. M. Gallagher, Canadian Industries Limited W. D. Holland, American Cyanamid Company C. M. Neher, Ethyl Corporation William C, Roher, Gulf Oil Corporation Roy L. Schuyler, Jr., E. I. du Pont de Nemours & Company Robert E. Workman, The Goodyear Tire & Rubber Company CMA 068727 1106 (i) Transportation and Distribution Committee. P. E. Reisner, International Minerals & Chemical Corporation, replacing Walter B. Knorst (j) Water Resources Committee. D. S. Harris, Shell Chemical Company, replacing William H. Bradbury Arnold C. Wasser, M&T Chemicals Inc., replacing John G. Polk V. STAFF REPORT. General Decker presented a summarization of developments in the Associ ation's program of projects and activities since the last meeting. Copy of this report is appended to these Minutes. VI. NEXT MEETING. The next regular Directors' meeting will be held in Montreal, Canada, on September 11-12, 1967, at Le Chateau Champlain. Full information will be forwarded to the Directors during late June. There being no further business to come before the meeting, it was unani mously resolved to adjourn. M. F. Crass, Jr. Secretary - Treasurer Minutes subject to approval. CMA 068728 STAFF REPORT June 7, 1967 Presented by General G. H. Decker As the 95th Annual Meeting of the Association is about to get under way, I am pleased to report that all arrangements have been completed. With attendance approximating 970, including representation from 178 member firms, the gathering should be one of the most successful in MCA's history. Among our guests will be the four recipients of the 1967 College Chemistry Teacher Awards and their wives and I hope you will find an opportunity to greet them during the next couple of days. $$ 9^ & $ $ $ $ As you know, Congress has concluded its action on termination of the suspension of the 7% investment credit and has sent H. R. 6950 to the White House for approval. As finally enacted, the suspension period ends on March 9 and property ordered during the suspension period but acquired on or after May 24 will qualify for the credit. Property ordered after March 9 will qualify regardless of when acquired. The increase in the limit on use of the investment credit from 25% to 50% of tax liability over $25, 000 is to be effective for taxable years ending after March 9. In a telegram to the House conferees on May 12, MCA had urged retention of the House version of H. R. 6950 which granted the investment credit for property ordered during the suspension period but acquired after March 9- Inasmuch as the Senate version gave no credit on property ordered during the suspension period and postponed the increase in the limit on use of the credit until January 1, 1968, the bill finally enacted represents a compromise closer to the House version than to that of the Senate. It is anticipated that H. R. 100, the Common Situs Picketing Bill, will be voted on by the House around July 1. Opponents of the bill believe that, as now written, the bill would permit product boycotts and interference with manufacturing operations at a plant where a labor dispute arises between a contractor and his em ployees engaged in construction, painting, or repair at the site. In a letter dated May 15, MCA Executive Contacts were urged to inform their Representatives of their views concerning this legislation. Prpvided sufficient opposition is voiced, it is believed the legislation can be defeated in the House. If it is not beaten there, *t is predicted that there would be greater difficulty in defeating it in the Senate. jjs # sjc :|c CMA 068729 -2- In a May 26 letter, MCA invited the attention of Executive Contacts of member companies with plants in Connecticut to Connecticut Senate Substitute Bill 1366. This measure, which had been favorably reported by the Connecticut Senate Labor Committee, would provide unemployment compensation payments to strikers after eight weeks if the union has offered to submit to outside arbitra tion. Interested member companies were urged to contact Governor Dempsey, and their State Senators and Representatives to make their views known. The date of MCA's appearance in Senate and House hearings on the Ad ministration's Patent Reform legislation is still uncertain and will almost certain- , 1 ly not be before July 1. The proposed MCA statement was forwarded to the member* of the Board of Directors for review on May 24. Your comments will be welcomed. On May 17, Jerome Wilkenfeld, Chairman, and Emmet F. Spencer, Jr. , of the Air Quality Committee appeared before the Senate Subcommittee on Air and Water Pollution to testify on air pollution control research and technology. Mr. Wilkenfeld pointed out that, insofar as possible, processes and equipment are de signed to minimize emissions, and that treatments of emissions are simply further applications of chemical engineering unit operations. Confidence was expressed that no air pollution problem specific to chemicals manufacture was beyond the in dustry's capability of solution, so long as regulations are reasonable. Particular reference was made to current and projected MCA-sponsored air pollution research, and the extensive research effort in this area represented by the activity of member companies individually. The contract with Stanford Research Institute covering experimental work relative to the photoreactivity of trichloroethylene has been signed. This work is sponsored by interested member companies. t O# %rf!i/ vO ^ By MCA arrangement, Robert R. Balmer of Du Pont participated as a chemical industry representative in a May 23 Bureau of the Budget panel session set up by the Advisory Council on Federal Reports. The 26 representatives of various industries attending considered a request from the Federal Water Pollu tion Control Administration for approval of a program to assemble cost data on industrial water pollution control. The data would be gathered by consultant organizations, through contract arrangements, under the designation of industrial waste profiles. All representatives were sympathetic to the purpose of cost analysis but felt that the outlined program would be impractical and that attempts CMA 068730 -3- to follow it would likely yield misleading information. MCA's tenth Technical Seminar on Water Pollution Control -- the first held in Canada -- was conducted May 22-26 at the University of Waterloo, with full attendance of 28 registrants. In conjunction with the seminar, Dr. David Jones of the CCPA, met with the press last week in Toronto to explain various activities and philosophies of the chemical industry in the U. S. and Canada on water pollution control. A majority of the Toronto metropolitan press was rep resented. Continuation of this seminar program is being planned for the coming year. The Workshop on Water Quality Criteria, held in Boston on May 23 and co-sponsored by the Associated Industries of Massachusetts, was attended by 65 people. This was MCA's twenty-fourth workshop concerning water pollution con trol. The last one for the current season is scheduled for June 14 in St. Louis. An insurance symposium on the preparation of insurance claims and on tax aspects of loss recoveries was held June 6 in New York City. It was well at tended and proved of interest to persons with financial and tax responsibilities, in addition to insurance personnel. The Eastern and Western Railroads have filed for across-the-board freight rate increases of 3 and 5 percent. To permit review of this proposal, the ICC has instituted a proceeding (Ex Parte 256). The Transportation and Distribution Committee is now considering steps to be taken by MCA in connec tion with the proposed increase. s|c & j|t if The Association's proposal that an interim bi-level mileage compensa tion on covered hopper cars be effective immediately was rejected by the AAR. AAR plans to institute a new cost-of-ownership study, and any increase in compen sation probably will not be effective for another 18-24 months. r'f. r\* Last March, the Eastern Tank Truck Carriers proposed a 3 percent general increase in freight rates. MCA and 24 chemical companies opposed the proposal. The carriers' conference apparently disregarded this opposition because CMA 068731 -4- increased rates were published in a tariff filed with the Interstate Commerce Com mission on May 22. The Transportation and Distribution Committee favors opposing the general increase before the Commission. NOTE: The Trade Committee is meeting June 1, and it is now antici pated a statement on the recent GATT negotiations will be ready by June 2. Also, a recommendation may be available on trade with communist countries. Tomorrow, following the morning business session, several executives of MCA member companies will take part in a press conference with the press representatives invited to attend the MCA Annual Meeting. Purpose of the con ference is to provide the press with up-to-date information on the current status of the chemical industry. It is anticipated that the discussion will center around the economic health of the chemical industry and any future trends that may be in the wind. The internal and external environmental health information programs are developing on schedule. Last week, the third issues of the publications, PILOT and CURRENTS, were mailed. Undoubtedly many of you have seen them. The reaction of the membership to these publications has been excellent. Most of the high school chemistry teacher award programs, staged this year by ten Chemical Industry Councils, have been concluded. Luncheons or dinners have been held by the CICs at which MCA medals and citations, accom panied by $200 checks, were presented to the recipients. Several publications have recently been issued by the Education Depart ment including new editions of MCA's Film Guide, Sources of Information on Careers in the Fields of Science and Catalysts of a Profession. The latter, featur ing the Association's 1967 College Chemistry Teacher Awards Program, will be made available at the close of the Business Meeting tomorrow. CMA 068732 1107 MINUTES of the special meeting of the Directors of the Manufacturing Chemists' Association, Inc., held in the Buchanan Room, The Greenbrier, White Sulphur Springs, West Virginia, on June 8, 1967, following conclusion of the 95th Annual Business Session. The meeting was opened at 11:45 a.m. by Chairman Elect John O. Logan, who stated that its primary purpose was to appoint members to the several commit tees of the Board of Directors in order that a functioning organization would be available during the summer months to take care of pending and emergency business. Mr. Logan then presented the following appointments which were ratified by those present: Executive Committee Carl A. Gerstacker, Chairman F. Leonard Bryant John L. Christian David H. Dawson G. H. Decker L. K. Eilers Irb H. Fooshee Kenneth H. Hannan John O. Logan Max A. Minnig Henry A. Thouron John E. Wood, III Membership Committee C. H. Rybolt, Chairman Allan B. Clow George S. Dillon M. F. Granville Jack M. Pope W. T. D. Ross E. R. Rowley Thomas M. Ware Finance Committee Jesse Werner, Chairman John W. Brooks E. E. Chipman T. G. Hughes A. R. Marusi W. Kenneth Menke C. W. Smith Program Committee J. A. Neubauer, Chairman E. B. Brooks M. R. Clapp Earle S. Ebers Raymond F. Evans Alexander Lewis, Jr. John J. Powers, Jr. Pension Committee Max A. Minnig, Chairman M. R. Clapp J. A. Neubauer Mr, Logan also submitted a list of committee liaison assignments for the 1967-68 fiscal year, as follows: Air Quality Committee Chemical Industry Council Advisory Committee Chemical Packaging Committee Thomas M. Ware John L. Christian W. T. D. Ross CMA 068733 Education Activities Committee Environmental Health Advisory Committee pood, Drug, and Cosmetic Chemicals Committee Government Liaison Technical Committee Industrial Relations Advisory Committee Insurance Committee International Trade Committee Labels and Precautionary Information Committee Legal Advisory Committee Mechanical Technical Committee Occupational Health Committee Nuclear Committee Patent Committee Plastics Committee Public Relations Committee Reactive Metals Advisory Committee Research Advisory Committee Safety and Fire Protection Committee Tax Policy Committee Transportation Equipment Committee Transportation and Distribution Committee Washington Advisory Committee Water Resources Committee 1108 w. K. Menke M. F. Granville A. R. Marusi C. H. Rybolt J. A. Neubauer R. F. Evans J. J. Powers, J C. W. Smith E. S. Eber s Jesse Werner M. R. Clapp K. H. Hannan A. B. Clow John Brooks D. H. Dawson E. R. Rowley A. Lewis, Jr. L. K. Eilers E. B. Brooks I. H. Fooshee F. L. Bryant George S. Dillon J. E. Wood, III There being no further business to come before the meeting, it was unani mously resolved to adjourn. M. F. Crass, Jr. Secretary-Treasurer MINUTES SUBJECT TO APPROVAL. CMA 068734