Document Lpp0yyMO7w8kxmn3w75KQyNLX

J l1inutes of the Neeting of the Board of Directors -17- June 15, 1976 INSTITUTE COPYRIGHTS The Secretary had earlier advised the Board of Directors concerning a recommendation made by Copyright Counsel, Shenier and O'Connor, concern- ing the Institute copyrights. Shenier and O'Connor ran a study in 1975 concerning the validity of the Institute copyrights and indicated that they were valid, and unauthorized use would constitute infringement. At that time Hr. O'Connor (of Shenier & O'Connor) felt the Institute had a strong right to a trademark with FMS and FMSI. The Secretary advised Hr. 0' Connor that it might be difficult to establish a trademark of this nature because of the problem in getting Institute Members to use the symbol 0 to indicate that FHS and FMSI were registered trademarks. Hr. O'Connor replied to the effect that this would not be a significant problem, and that he still felt that FJ.viS and Fl1SI could be registered as trademarks. l1r. 0' Connor indicated that the applications for registration would cost about $250 each. He felt that this would materially strengthen the Institute's copyrights. One Director stated that this \{aS a sound suggestion. Upon motion duly made, seconded, and unanimously passed it was; RESOLVED: That Shenier and O'Connor proceed with applications for registration of FHS and FMSI as trademarks. ***** There being no further business brought to the attention of the Board of Directors, upon motion duly made, seconded and unanimously passed it >las; P~SOLVED: To Adjourn. Adjourned; 3:30 P.M. E. H. Drislane Secretary FMSI 04552 t,FRICTI8N ~fAT!:RLfi.LS ST.<\1'1Tlt\r~ns EJSTITUTE. , L:C. , E 210 --:nUTE P~.'?'"''\11US, n. J. 07652 'T:UTES OF' ~1EP.1'I~rr~ of the BOARD OF DTI'.ECTO"lS ~ 1ednesday, June 18, 1975 at 11:45A. t~. at Innisbrook, Tarpon Springs, ~lorida -Ps.r-se.s-eCn-otmmy_ Jr. F. E. 'lessi~r H. ~1. Sleeth E. R. Zacharias J. lT Greenen :rl.R. rroalli J. E. Cle::? E. P, 1)rinlane, Secretarv R. P. Gorman, Counsel Abex Corporation ~riction ~roducts Grou~ Bendix Corporation Frict:ton "aterials T'livision ';.oyal Industries BraJ,~e Products Carlisle r.orporation ~olded Haterials nivis~on :arenont r:orporation Grizzly Friction Products ~aybestos-fanhattan, Inc. S. K. 'Tellman Corporation T.' .rt. S. I. Clanp and Eisen~er~ ~Ir. Greenen, actinr, as Chairnan, opened the mectinr; at 11:45 A.M. ELECTIOl:l OF OFI"'CE..';.S lrr. Greeneu called for nominations for the office of President. !tr. Pilliam Simon's name '>ms presented and seconded for the office of !'resident. Upon motion duly made, seconded and unanimously passed, it uas ~ .ESi.)LVED: That the noninations for the office of President he closed. ~fuereupon the Secretary was instructed to cast one ballot for the election of 'r. Simon as President. The ~ccretary advised that the ballot had been cast. !'ir. Greenen called for no!!'.inations for the office of Vice President. "tr. Francis :Ie:3sier ~-ras nominated and seconded for the office of Vice President. Upon motion duly made, seconded and unanimously passed, it l-Tas I'.ESOLVDJ: That the nominations for the office of Vice President be closed. ~ll1ereupon the Secretary \rao directed to cast one ballot for the election of :1r. Hessier as Vice President. The Secretary advised that the ballot had been cast. FMSI 04553 Minutes of the Board of Directors lteeting - 2- June 18, 1975 For the office of Treasurer, the name of l~. Andre A. Laus of Maremont Corporation was nominated and seconded. Upon motion duly made, seconded and unanimously passed, it was RESOLVED: That the nominations for the office of Treasurer be closed. vfuereupon the Secretary l>~as directed to cast one ballot for the election of l':ir. Laus as Treasurer. The Secretary advised that he had cast such ballot. For the office of Secretary, i1r. Edward ~1. Drislane l-Ias nominated and seconded. Upon motion duly made, seconded and unanimously passed, it was RESOLVED: That the nominations for the office of Secretary be closed. Whereupon the Secretary was instructed to cast one ballot for the election of Mr. Edward H. Drislane as Secretary. The Secretary advised that the ballot had been cast. RETENTION OF COUNSEL The Chairman advised that according to Article VI of the By-Laws, at each annual meeting legal counsel shall be retained for the ensuing year. Upon motion duly made, seconded and unanimously passed, it was RESOLVED: That the Law firm of Clapp & Eisenberg be retained as Counsel for the ensuing year. RETENTION OF AUDITORS The Chairman, on recommendation of the Secretary, suggested the retention of auditors for the ensuing year. Upon motion duly made, seconded and unanimously passed, it was RESOLVED: That ~Iarshall Granger & Co. , Certified Public Accountants, be retained as auditors for the ensuing year. BUDGET - JULY 1, 1975 THROUGH JUNE 30, 1976 The Chairman advised the meeting that the budget, as presented to the Annual tleeting and including the $1,200 increase in pension payments to Miss Duschek, had been adopted by the Hembership. Upon motion duly made, seconded and unanimously passed, it was llESOLVED: That the budget of $79,775 for the fiscal year starting July 1, 1975 be accepted. FMSI 04554 Uinutes of the Board of Directors lleeting - 3- June 18, 1975 FEE FOI~~Fl:f; -_JULY 1, 1975 to JUl-IE 30, 1976 The meeting was advised that the outgoing Board had considered the fee formula proposed for the fiscal year starting July 1, 1975 and recommended its acceptance. Upon motion duly made, seconded and unanimously passed, it ~-~as r,ESOLVED: To accept the recommendation of the outr,oing Board that the annual fee for the Active Uembers for the fiscal year starting July 1, 1975 be a basic rate of $1,050 and $650 for each category in which engaged; for the individual Regional !!ember $1,300; for trade groups holding Regional Uembership $2,200 and Licensees $500. lli\TIFICATION OF ACTS OF OFFICERS, CQ}~!TTEES ETC. The Chairman advised that he would entertain a motion to approve the actions of the staff, the Committees and the Officers for the year 1974-75. Upon motion duly made, seconded and unanimously passed, it v7as RESOLVED: To approve all actions of the Committees, of the Staff and of the Officers for the fiscal year ending June 30, 1975. DATE AND LOCATION OF :JEXT BOARD MEETING 'L'he Directors felt that the next meeting liill ,probably be held in June 1976 at Innisbrook in :Florida, but did not set a definite date should there be reason to call an earlier meeting. * * '~ * * No further business was brought to the attention of the meeting. Upon motion duly made, seconded and unanimously passed, it t~as f,ESOLVED: To adjourn. Adjourned at ll:SSA.ll. E. H. Drislane Secretary FMSI 04555 FRICTIOl~ HATERIALS STANDARDS UISTITUTE, FC. I:. 210 ROUTE 4, PAR!Jfl.fS, N.J. 07652 ' muTES OF ::m:~!:EiG of the BOARD OF DIRECTORS Tuesday, June 17, 1975, at 3:30 A.E. at Innisbrook, Tarpon Springs, Florida 1llRECTORS PRESEl'iT J. H. Greenen F. E. Uessier D. Simon, Vice-President ~l. i\.. lloalli E. !lc Zacharias S. S. Com..ray J. E. Clegc Haremont Corporation Bendix Corporation Brassbestos 1'1anufacturing Corp. Raybestos-~lanhattan, Inc. Carlisle Corporation Abex Corporation S. K. r.rellman Corporation OrFICEgS PRESEllT F. T. Gatke, President A. A. Laus, Treasurer E~ l-], Drislane, Secretary n........ P . Gorman, Counsel COt!!. [lTTEE CHAI'\l!J\S PRESJ.::JT r>_, E. J:lelson (Brake Perforl'lance) Gatl:e Corporation '[arenont Corporation Friction ::Iaterials Standards Institute Clapp & Eisenberg Abex Cornoration GUEST PRl:!:':S!:TT !L Join Federation of Eurol:Jean 'lanufacturers of Friction Haterials (FE11Fl!) Er. l". T. Gatke, President, called the ?Ieetinr, to order at 8:30 A.H. :'!EUT:CS OF PREVIOUS HEETL,IG The ninutes of the ::eeting held )'larch 13, 1975 had been distributed. l{o corrections >Tere suggested. Unon motion duly made, seconded, and unanimously passed, it uns ::>.I:S0LVED: That the ~Iinutes of the l!arch 13, 1975 Jv:eeting be accepted as Hritten. FMSI 04556 dinutes of the !ieeting of the Board of Directors -2- June 17, 1975 PRESIDE~IT 1 S REPORT Ilr. Gatke, :?resident of the Institute, uelcorncd the >!embers to the Directors :.-leeting at Innisbrook. r:'r. Gatke read the President's Report. Please refer to Exhibit 1 of the reports. :rr. Gatke covered items of interest concerning the 1974-75 fiscal year and in particular thanked the Officers, Directors and Staff for their cooperation durin~ this past year. Upon motion duly made, seconded and unanimously passed i t ~vas RESOLVEU: That the President's report be accepted as read. ~ffi.. ROBERT JOIH--Fr.DEP...ATFli~ ClF EUROPEAi:~ l!.AlnJFACTUREP.S OF FRICTION HATERIALS ~lr. Robert Join, the Secretary of the Federation of European Nanufacturers of Friction T1aterials (FE11F!1) had been invited to attend our Annual Heeting and address the Directors and the 1!embership concerning the organization and activities of the FEI'tFl[, This invitation was extended as a result of the Board of Directors 'larch 13, 1975 meeting ~vhere it ~Tas recommended that the Institute contact the FS~!F1 ~ to determine i f their \vere mutual advantages in establishing a relationship between the Institute and the FEHFH. Hr. Conway, r,1hile uith Abex 'Pagid in Paris had known ~1r. Join and developed a high regard for lrr. Join's capabilities. :lr. Join discussed some of the orr;anizations in Europe. He indicated that each country in Eurone has 2 nembers in the FE:fFrl. 71r. Join referred particularly to tHo groups on the continent: ECE (the Economic Council for Europe), and EEC (the European Economic Communities). The EEC is a Uii group based in Geneva and the ECE is a European group based in Brussels. '(.r, Join referred to :~egulation 13 that ~vas drafted in 1953. This regulation if ir'lplernented could have the effect of requiring that all replacement brake linings be certified that they lt7ere satisfactory by the vehicle manufacturers. In 1971 the EEC moved to make these requirements compulsory for member states in the European market. Such action (if implemented) Nould have most serious consequences for the independent manufacturers of friction r.aterial. In response to a question, it Jas pointed out that the British Friction ~iaterials Council, ~r'dch is active in the European market, j_s member of the Friction iiaterials Standards Institute. The 'Institute hm1ever is not a member of the British CounciL The 'NA is a German Association of Friction !Iaterials T'!anufacturers. They are not members of the Friction Haterials Standards Institute. A specific question raised by !!r. Join uas t,7hether he should report to the I"EEFE that our IT'lr;titute is :!.n favor of establishing some type of relationship with the Fl21.Fr-t. !Ir. Join questioned \-Thether the Institute should request representation on ISO TC 22. The Secretariat for Horking Group 2 of ISO TC 22 is Denmark. Mr. '.o'c crt :ielson of the ~"..be:>C Cor?ora"tion., C:hairm::m of our Brake Perfornance Study Committee attended the meetings in Denmark in June of 1074. VJorking Group 2 (r.rG 2) is trying to determine i f it is possible to classify linings. In this Hay approval or certification could be made by classes of FMSI 04557 Hinutes of the lfeeting of the Board of Directors -3- June 17, 19 75 brake linings and certain classifications rwuld be suitable for specific brakes. The Board of Directors recommended that '1r. Join address the 11embership on tJednesday, June 18, 1975 to discuss the problems and ol:ljectives of the Federation of European Hanufacturers of Friction aaterials. Upon motion duly made, seconded and unanimously passed it Has RESOLVED: That the Institute expresses its appreciation for Ur. Join's efforts in establishing a relationship between the F~!SI and the FE1'IT!'I. r:r.... ROBERT GOF.C:AlT, LEGAL COUJSEL--CLAPP & EISEnBERG The President introduced Nr. Robert Gorman of the :,le~~ark, Ne~-r Jersey firr:t of Claplj & Eisenbeq~, as neu Legal Counsel for the Institute. t~r. Gorman spoke briefly to the Directors indicating his interest in serving the Institute. He pointed out that there ~,rould be a learning period in takins over these responsibilities. Also~ rvhere he did not feel in a position to giv~ an opinion or advice at a meeting, he Hould research the question and facts and promptly advise of the answer. -:mmERSHIP COI-.:11ITTEE REPORT :Hr. Greenen, Chairnan of the :Iembership Committee submitted this report. Please refer to Exhibit 2 entitled "Report of the Iiembership CoMmittee. ; :rr. Greenen indicated that Fe had gained five ?,egional !fembers and one Licensee during 1974-75. TJe had lost l,Jorld Bestos Division of Firestone, a long time member of the Institute, l>ut had gained ~layes-Albion Corporation. Upon motion duly made, seconded and unanimously passed it ~-ras ~'-E~SOLVED: That the ~embership Committee Report be accepted as written. 'mEASURER'S REPORT 'Ir. Andre Laus, Treasurer of the Institute, presented the Treasurer's Report for the 1974-75 fiscal year" Please refer to Exhibit 3. 'lr. Laus revie\1ed perforr1.ance versus budget uhich shm.red a net favorable variance of $11,520. He pointed out that the results Here projected to June 30, 1975 based on data available as of April 30, 1975. There could be chan!jes in sone of the line items. Based prinarily on the increased mern.bership fees uhich Here received from ne-.;1 Regional Hembers and the interest income uhich rvas not reflected ~Yhen the budget vlas prepared, the excess of income over expenses '>las projected at $11,520. l:r. Laus pointed out that the Institute continued to be in healthy financial shape. This projected income rmld bring our Capital and Surplus to the $140,000 level as of June 30, 1975. Counsel Has questioned as to accumulation of Capital and Surplus. He indicated that he had checked rlith his tax departrn.ent prior to the rn.eeting, and they had indicated that a ratio of Capital and Surplus to annual revenue could run as high as 3 to 1 'dthout posing any particular problem from the Internal Revenue Service. Based FMSI 04558 'linutes of the lieeting of the Board of Directors - 4- June 17, 1975 on the current Ca?ital and Surplus projection of $140,000 and revenues approaching $80,000 for the next year, this does not appear to be a problem. It ~-Jas pointed out that of this $140,000 that sone must be considered reserved for payment of rliss 0uschek's pension. The Institute has a contract to pay :ass Duschek $300 a month for the rest of her life. This obligation, if converted into an annuity, could reduce the Capital and Surplus by a significant amount. Another Director pointed out that with all the regulations that are affecting this industry, the Institute may well have to get into vehicle tests at some later time to establish an industry position for replacement brake lining. Both because of the pension obligation and (primarily) of the possibility of expenditures for industry-1i1ide tests, it uas agreed the surplus 1ilaS reasonable and necessary. It uas sugp;ested that the Institute set up a reserve for the possibility of vehicle testing. It was stated by another Board member that this is not necessary as funds are there and there is no need to specifically appropriate them. Several Directors stated that it did not appear to be necessary to set up a reserve. :lr. Laus concluded the Treasurer's Report indicating that we had sho~m an excess of income over expenses for the past several years without an increase in the dues level. He specifically referred to the tHelve year financial summary uhich accompanied his report. Upon motion duly made, seconded and unanimously passed it was RESOLVED: The the Treasurer's Report be accepted as uritten. HNESTHEilT ADVISORY COH!liTTEE ~lr. Hilliam Simon, Chairman of the Committee presented the report. Please refer to Exhibit 4. In sumnary, lir. Simon indicated that the Institute had maintained most of its funds in higher interest bearing time deposits. TJe Here unable to place funds in treasury obligations when the old time-deposits came due, because of falling interest rates for treasuries. It \Jas indicated that interest income in 1974-75 rrill be approximately $9,800. Upon motion duly made, seconded and unanimously passed it was: ~ESOLVED: That the report of the Investment Advisory Committee be accepted as written. In addition, the :Uirectors expressed their thanks to the Chairman for a job \vell done. 3lJDG.::;:T COtn-UTTEE REPORT ~rr. James Cle~g, Chairnan of the Budget Co~mittee, ?resented the report. Please refer to Exhibit 5. FMSI 04559 Hinutes of the :ieeting of the Board of T)j.rectors -5- June 17, 1975 In summary, the 3udf!ct Co;,rnittee proposed a budr,et of $78,575 for the 1975-76 fiscal year. This uould ~e .$4,525 more than the 1974-75 budget and about $2,300 over that Hhich ~ras projected for 1974-75 as of April 30, 1975. After completion of the presentations by the Budget Committee Chairman it was decided to increase the ryension fund to '\iss Duschel~ by $1 ~200 annually. As a result, the budget as approved by the Board of Directors ~>~'as increased to $79,775 for the 1975-76 fiscal year. Upon motion duly made, seconded, and unanimously passed it '-Ias RESOLVED; That an annual budget of 79, 775 is approved for the 1975-76 fiscal year. Further, upon motion duly made, seconded, and unanimously passed it uas RESOLV!:D: That the Report of the Budset Committee be accepted as read. Ii:lSTITUTE PEHSI0:'1 PLANS :C!r. Drislane read the report on the Institute I'ension Plans. Please refer to Exhibit lL In summary~ there are tHo pension plans in effect: (1) Benefits being paid directly to ~Iiss T)uschel~, who retired in Septe!!lber 1971 and (2) The Friction Haterials Standards Institute Plan, Hhich is a qualified !>lan, \'lOrked out with Connecticut General Life Insurance. 1be report indicated that ?Iiss Duschek TJaS receiving $3,600 a year from the Institute. These payments are covered by a contract '"hich ~ms drm'ln u-p prior to !:!iss Duschek' s retirement. After discussion, it ~vas decided that iliss Duschek' s pension payments should be increased from $300 to $400 per month. Upon motion duly made, seconded and unanimously passed it was RESOLVED; That iiiss Duschel~ 1 s pension payments \-rill be increased from $300 a month to $400 a month effective July 1, 19 75, ilr. Gatke, President uas requested to advise ~liss Duschek of this increase. A qt~estion Has raised as to ~1hether the contract that \'las drawn up should be revised to reflect this increase from $300 a month to $400 a month. A suggestion Nas made that the Institute should investii_>ate an annuity. It >'las ::;tated that :~iss Duschek has expressed concern about her pension should future Directors question the payments or should something happen to the Institute itself. It uas suggested that an annuity might be the ans,Jer to assure Hiss Duschek 1 s pen.sion regardless of future actions by the Institute. The actual form of pension payments will be studied, ~71th emphasis on the possibilities of purchasin3 an annuity to euarantee Hiss ::>uschek $400 a month for the rest of her life. The Secretary ~-ras directed to investigate such an annuity. Any contract revision will be held in abeyance until a decision is made as re8ards an annuity. i1o additional deposit will be made to the Bo,very Savings account, uhich is held for Hiss Duschek, pendine resolution of this study. In the meanwhile, the Institute '.rill proceed \.Jith the increased payments to tliss Duschek on July 1, 1975. Lr. DrisL:me and 11r. Simon are Trustees of the !o'riction l!aterials Standards Institute Employee Pension Plan which is funded with life insurance through FMSI 04560 Minutes of the Heeting of the Board of Directors -6- June 17, 1975 Connecticut General, and with a side fund nm-1 invested in time deposits. Mr. Drislane, as Trustee, read from the report on the Institute Pension Programs indicating their financial status. It was pointed out that the formula for pensions involved employee income over $9,000 annually, and that only full-time employees of the Institute qualify for the plan. Uhen T'liss Collins' salary exceeds $9,000 a year, she v7ill be participating in this plan. Part-time employees will not be covered. The Internal Revenue Service has approved the plan. Legal Counsel asked the Secretary to send him a copy of the Employees Retirement Plan. Legal Counsel also requested a copy of the determination letter from the Internal "1evenue Service. (Subsequent to the meeting, these Here sent.) The Secretary indicated that he had worked closely with Connecticut General Life Insurance in preparing the necessary forms and reports as required by the plan. FEE FORHULA C01ft1ITTEE REPORT Hr. Andre Laus, Chairman of the Fee Formula Committee presented this report. Please refer to Exhibit 6. Based on the original budget recommended by the Budget Committee the Fee Formula Committee recommended that the annual fee schedule remain the same for 1975-76 as it has been in the past four years. This would be Active Members: basic fee $1,050, per category $650; Regional Uembero: Individual $1 , 300, /;ssociation $2, 200; Licensee $500. Regional members with the same rights as active members would pay the same fee schedule as active members. During the 1:1eeting the budget '"as increased by $1,200 to a figure of $79, 775. Based on the estimated membership and categories for 1975-76, this would project a $2,625 operating deficit. However this projected operating deficit does not include approximately $10,500 of interest income anticipated for 197576. Upon motion duly made, seconded, and unanimously passed it t-1as I~ESOLVED: That the Fee Formula be continued for 1975-76 as it was in this past fiscal year. Active Uembers: basic fee $1,050, per category $650; Regional Members: Individual $1,300, Association $2,200; Licensee $500. Upon motion duly made, seconded, and unanimously passed it was RESOLVED: That the report of the Fee Formula Committee be accepted as written. PUBLIC RELATIONS C011MITTEE rlr. William Simon, Chairman of the Public Relations Committee read this report. Please refer to Exhibit 12. Hr. Simon indicated that there had not been much in the way of press releases in 1974-75 except for the announcement of election of. Officers at last year's meeting. In response to a request made by ilr. Dave Gow at the June 1974 Heeting, copies of some of releases that have been made over the past several years were distributed. Upon motion duly made, seconded and unanimously passed FMSI 04561 !Iinutes of the !feeting of the Board of Directors -7- June 17, 1975 it Has ilESOLVED: To accept the report of the Public Relations Committee as Hritten. DATA BOOK & TECHi:JICAL cmmiTTEE Ilr. Ron :1oalli, Chairman of this Committee presented the report. Please refer to Exhibit 8. At the conclusion of i!r. Hoalli 's report, discussion centered on the subject of consolidation. It uas stated that if the Institute t-7ere to proceed Hith a consolidation program and distributed it to the members, some might claim that the sizes used in an individual's consolidation had been recommended by the Institute. This could expose the Institute to a possible unwarranted liability. Every manufacturer now consolidates in some fashion or another. In order to satisfy all members and to complete a project of this nature ~rithout unnecessary exposure, this could become a most complex assignment. Several ;)irectors commented on the extensive ~mrk done by the Committee in general and Hr. Uoalli in particular. Hotrever, they stated that its complexity made it difficult to proceed further ~iith consolidation. The Board of Directors directed the Chairman to discontinue ~ork on this consolidation program. In his report, :ir. Hoalli revie~Ted the study of the Industrial Friction L'laterial Catalog (17,000 series). During the April committee meeting it uas concluded that the publication of an up-dated Industrial Friction Material Catalog uould be a nassive job. In the ~-lords of the report: "This is a very large undertaking considering the lack of current information." n1e Co~mittee had resolved that the Institute Development Committee should study the question of an Industrial Friction llaterial Catalog. A dir~:ctor stated that an Industrial Friction Catalog, if improved over the publication put out in 1974, ~muld be a most loTorth\'lhile job. It Hould be most relevant to the ~!Ork being done by several members of the Institute. The Directors decided that this study should not be referred back to the Institute Development Committee and requested the Data Book and Technical Committee to drau up the job that ~vould be involved in preparinr; an Industrial Friction ::aterial Catalog as they see it. HoH many phases to this job? Hmv long rmuld this job take? r-rould additional help be needed? liou could the members of the Institute uho ~'lish tl1is data participate in preparing such a catalog? Upon motion duly made, seconded and unanimously passed it v7as r.[SOLVED: That the Data Book and Technical Committee revieH a program for an Industrial Friction Ilaterial Catalog and report back to the Board of Directors on the scope and planning necessary for such an undertaking. FMSI 04562 Hinutes of the r:eeting of the Board of Directors - 8- June 17, 1975 A question came up as re~ards the Institute's position (in catalogs and bulletins) as re~ards the adoption of the metric system. The Chairman advised that the metric system had been discussed at meetings of this comm:l.ttee. No decisions had been made. Hmll'ever, the suggestion had earlier been made that metrics be shotm along with the English system in the numerical listing in the Automotive Data Book. !~r. Moalli indicated that many of the foreign drum brake and disc brake linings were originally dimensioned in metrics, and are converted over to the English system for our catalogs. There t~ould not be much difficulty in coverting these to metric and leaving them as metric. However, the form which conversion to the metric would take has not been decided. Upon motion duly made, seconded and unanimously passed it was RESOLVED: That the Data Book and Technical Committee study the problem of conversion to metrics and the inclusion of metric data in the catalogs. A director commented on the section of the Chairman's report concerning the lined shoe catalog. He felt that an interchange listing with the Brake Shoe Identification Catalog was not a satisfactory means of getting this data to the users. Lie stated further that we do not nm..r have a brake shoe catalog which is useful for marketinp; purposes. Ur. Moalli pointed out that in the market place most of the manufacturers refer to the shoe number only, Also, there are so many consolidations for the elimination of shoes that a catalog put out by the Institute based on ori~inal equipment information would not do this job. He stated that different people \dll present their data differently and will consolidate the shoes and lined shoes in a different fashion. Hr. Hoalli pointed out the pitfalls that could develop if the Institute were to recommend that a shoe such as the /1352 (9 x 2-1/4") be used for earlier model applications. Upon motion duly made, seconded and unanimously passed it lo7as RESOLVED: To accept the report of the Data Book and Technical Committee as written. The Directors also expressed their thanks to I~r. Hoalli for his efforts and those of his committee. BRAKE PERFORHANCE STUDY COHl.UTTEE llr, Nelson, Chairman of the Brake Performance Study Committee delivered this report. Please refer to Exhibit 7. llr. Helson's report dealt lo~ith the many problems facing the industry with emphasis on the regulatory aspects. In particular, contacts t~ith the National Hight-1ay Traffic Safety Administration (NHTSA), American Association of Hotor Vehicle Administrators (AJUNA), Vehicle Equipment Safety Commission (VESC) and various states uere covered. Changes and proposed changes to Standard 105-75 (Hydraulic brake systems) and Standard 121 (Air brake systems) were mentioned. Perhaps the most important ~rork ~-tas that concerning Docket 1-4 which the NHTSA entitles "Brake Shoe and Pad Assembly." We have referred to this as the replacement brake lining standard. Information had been requested of NHTSA concerning dimensions, loading, \l7eights, etc. on domestic passenger cars for the purpose of trying to classify duty conditions ':Tith some -parameters such as horse po\-Ter per square inch of swept area. The purpose ;;as to cut down on the number of tests to qualify replace- FMSI 04563 ~1inutes of the lieeting of the Emard of jirectors - 9- June 17, 1975 nent linings rer;'~rdless of he.the:r a vehicle, dynar::ometer or friction test machine rJas used, 'i:he N:.:T::/, advised that they wuld not gather this information but >vould continue on Hit'.:. research to develop a '171ore practical approach to the brake lining atnnuard. Hr, :lelson discussed the 11eu defect notification requirements proposed by the .lational ilizlMay Traffic Safety Administration. These requirements are in keeping >Tith Fublic La>r 93-492 r.Jhich extended the requirement on defect notifications to equipment manufacturers. These require!!lents had formerly been on vehicle manufacturers only. In particular, i:Ir. Nelson exl)ressed concern ~:Jith the ~reposed letter that tTas to be \Jritten to !!HTSA on recommendation of the Quality Control Sub-Comr.ittee. That draft letter su:gested that since vehicles and other equipment had eirht year notification requirements and tires had a three year notification requirement, that Je Fould lEce brake lininr;s to be considere<.l in a cater:ory similar to tires. Brake linings and tires a.re consut'lacle items ~rhich are expected to be used as the car is on the road. "-fr. delson felt ewt grouping l rak~;;. li;1ings 17ith tires for purposes of reduc.ing the notification requirements fro!!l eight years to three years mizht brin~ on another pro!; len, '.!'hat is, the tire manufacturers are required to keep records of the individual I'urc11<Bcr of all replacerr1er.t tires. Ee felt that ue uould be better off Fith the ei:?;ht yeor notific.:ltion requirement if a three year notification requirement r:1ennt that 've would l1ave to keep these recorda of the first retail purchaser. : r. Jrislanc 7ili3 told to relc.y this concern to the Chairman of the Quality Control <cub-Cov.nittee. (Subsenuent. to the r1eetinr,, it uas decided not to send this letter). ;1r. ,Jelson covered various cl12.'1~cs that had been r.~ade in Standard 121 (Air bralce systens). ~ir. nelson '!as questioned as to crhether the proposed changes for Standard 121, 1fhich uere in the Federal iZeijister on June 6, 1975, vrould be adopted. 'Ii1is included an increase in the 60 :::>1! stopping distance to 277 feet. '!r. :;elson indicated t~1at he thou~h.t this chance would be adopted. ~ucstions arose concerning ~:r, Helson' s discussions Fith :Ir. Hutton in T:1innesota. '1r. ~ielson indicated that he felt some of the proposals by ~~r. Hutton \-Jere fairly far out, It could he inferred froiJ one of the items in the ilinnesota ~)rOIJOGals tl:l.at if: a drum rra.s turned, the ve1licle user ~Tould have to reduce hi~h'lay :;;::c.ed. : ~r. ~!elson <ras hopeful that 'tlinnesota ~<ould adopt the V-3 rer:ulaU.or_. Upon Motion dulv made, seconded and unanimously !_}assed it uas 2 ~JLVJ.~7) ~ T:1at the report of the Dra::e !'erformance Study Committee be acce')ted as \lritten. In addition, the Directors expressed their t1.1anl~s to ;1r. ).Jelson and his committee f 0!: ;rork nell done" .:r. Drislane read the report Jhich Has prepared :)y iir. John :Saston of the Quality Control Su:J-Corru7littee. See ::xhibit 7.1 .:r, :-.:1ston' s repm:t indicated that the Comr.1ittce :;embers Here Harking on an out lin~ and overall theme for finalizing a quality control l)acl:a~e. t.lso mentioned \Vas Public La'l 93-!92 and the proposed implementinp, regulations publisheJ in the I'ederal T<.egister on ::ay 6, 1975. :ir. Jelson had covered the committee's comr:ents concernin~ these rer;ulations on equipment i'lanufacturer defect notification req.uirements. FMSI 04564 ilinutes of the 11eeting of the Board of Directors - 10 - June 17, 19 75 Upon motion duly made, seconded and unanimously passed it was RES0LVED: That the report of the Quality Control Sub--Committee be accepted as Hritten. ASBESTOS STUDY COlll'HTTEE REPORT ~Ir. Drislane read the report for the Chairman, Hr. I. H. Heaver. Please refer to Exhibit 9. Ur. Heaver's report expressed concern on the accusations that have been pressed against the industry concerning the asbestos standards. He revi~~ed some of the activities of the regulatory agencies over the past year. The last four para- graphs in 2:lr. Heaver's report aroused soi'1e controversy. One director su!:mested that the last four paragraphs ~e deleted. There is a serious question as to uhether the OSHA 2 fiber per cc limit (uhich is to be effective July 1, 1976) can be met by friction material manufacturers. :rr. Heaver indicated in his report that installers of friction material are not-7 coming under the surveillance of Dr. Selikoff and ot!ler proponents of stronger regulation. Several members brought up the point that even ~~ith the regulations there is a ..::reat difficulty in getting labor to help in compliance. Even ~vhen it is written into the la<:! and instructions are placed in the Hork place the ~or king people do not cooperate. Counsel \-7as questioned as to the contents of this report r-rhere t1r. Heaver indicated that he did not see any justification for a change in the attitude of the regulatory agencies. It was stated that this ~:vas llr. Heaver's vieHpoint. Legal Counsel stated that this is not a ler:al P1atter and does not expose the Institute. It 'Tas questioned ~-Jhether sections of this report as written could in any uay harm the Institute. Legal Counsel indicated that this ~~as not the case. Upon motion duly made, seconded and passed, with five affirmative and tT:JO ne!';ative, it \vas '=tES:JLVED: To accept the report of the Asbestos Study Committee as \vritten. At the llarci1 13, 1975 ~!eetinr; of the Board of Directors, the Secretary was advised to contact the Asbestos Information Association (AlA) uith the idea of discussin13 possible financial assistance to the Association. ~lr. Drislane \vrote llr. O:creness, Secretary of Ail\ after the meetinf, and had just received a reply. In l!r. llereness' reply he indicated his appreciation and that of his Executive Cotmrrittee for the offer by the Institute. Iim..rever, the Association felt the best "1-:ay to support t'ne AlA Has by individual members becoming members of the Asbestos Information Association. lle indicated the ?Cneral fee structure for mem~ership in the AIA. 'ir. Hoalli stated that the AIA \vas of great help to our industry. He indicated that Raybestos nas considering a survey on the health history of ~:vorkers in one of the5.r plants. They, as an individual company Here sponsoring and paying for a survey 'zhich could be a help to all industry. He indicated that it would be better if industry participated in the activities of the Asbestos Information Association to support similar types of \vork. Ile felt that the Assocaition did need the SU?port of our members. FMSI 04565 l:inutes of the :ie12-tin3 of the Board of Directors - 11 - June 17 1975 ~1r. Drislane displayed so1-:~c posters that had ~Jeen sent by :rr. Hereness of the Asbestos Information .\ssociution. These posters had been received at Innisbrook. These posters had hints such as "If you don't sl"loke nOfT, don't start. If you do snake quit." anJ"Vacuum dust spills--never dry sweep . , There uere others to help deliver the Harni.ne; to ~qorkers concernin~ the asbestos dust problem. A point that has been raised several tines is that the ~rorkers should be advised of the seriousness of the problem. These posters are an assist in getting this messa~;0 across. It uas suggested that participation in the Asbestos Information Association as members lvould help friction materials manufacturers Hith the asi)estos problem. ihe Secretary uas advised to send a copy of Hr. :tereness letter of June 12, 1975 to the membership, indicating the AI.!Vs invitation to have them join their nssociation. At this point it lilas stated that the Asbestos Study Committee had passed a resolution as follous; 'That the Committee requests E;uidance from the Board of Directors cor..ccrning the prohletn of the tvo fiber/cc limit and the lack of reliab:Uity of the >'Iemhrane filter method for ,,easurePlent of fiber counts.,. !:'11e ,\sbestos St\.'.dy Cor.unittee meJTlbers ue.re concerned that uhile the nenbrane filter technique is the only method now ava~lable for measuring asbestos concentrations it is a most unreliable tool for enforcement of the t~\To fibers/cc limit. In searching for 0uidance for the Committee one Director stated that our objection to u::o. of t~1is ..1et!10d for enforcement Houle not be constructive. It ~muld,just stir atters up rithout !_Jrovidir.g an alternative. Some rer,ulatory authorities are receptive T.Jhcre suggestions are made for improvement. Simply indicatine our dissatisfaction ~rith the mcubrane filter method for enforcement might be considered as a ne3ative attitude. A Director stated tiL:=tt the hyp,ienists ;rill use common sense and realize the fallibility of the membrane filter technique. It is fairly uell l:.nm.:n in industry and 80vernment that t'.1is technique is fallible. ~lhile the directors expressed concern over the usc of this as an enforcement tool, they do not feel that any Institute position should be expressed to JSI1A concernin~ its use. It ~Jas felt that those enforcinE the OSE:'. relations are a\'lare of the disparity in results using this technique. At this point :r. Join of the FI:::F~. indicated that ;rork had been done in Europe concernin13 sar1.pli.n~ and counting. He said that his asbestos association Chambre SynJicale de 1' Ar.liante (France). had an expert >:rorkinc; for the association in the sampling and countin0 area. liembers exchange slides and see hm.J the counts come out. He is Haitin:,o: for a report on this study. Tt vms suggested that there is no other i'l.C:Jns of measurin~ the asbestos concentration and it is most lil:ely OSIL'... :rill st3.y uit!1 this oethod regardless of any input from the Institute or oth.::rs. :~r. ~!calli presented a o.ovie Hhich had been sh<Y:m in Great Britain by Granada 'LV entitled "!Ziller Dust--A Standard !:istake?' This movie had intervie\-TS with Jrs .ilolnes anC. Lewinsohn .. of TBA, and nr. Selik.off of :1ount Sinai. They discussed data on ,.,orl:en .done several years ar:o that resulted in the 2 fibers Icc limit. A T'lore recent revie\J of data by Dr. Lvwinsohn indicated to Dr. Selikoff that the 2 fibers/cc limit mi:;ht not be satisfactory. The controversy betueen Dr. Selikoff and Dr. Leuinsohn Jas shmm in this film. The ar~ument centered on interpretation of the statistics. It '\las recommended that the movie be shown to the membership. FMSI 04566 i'1inutes of the fleeting of the Board of Directors - 12 - June 17, 1975 The Secretary brought up for discussion the fact that a Congresswoman from Neu Jersey (l!rs. Hillicent FemJick) has proposed legislation for the sale of Chrysotile asbestos from the national stockpile. Some individual asbestos users and the Asbestos Information Association supported i:frs. Fem-1ick in this leeislation. The purpose of the legislation is to help industry reduce unemployment brought on by the asbestos shortage. The number of tons that might be released is about 10,000. It is not felt that this is really significant but in any case its release cannot hurt. The Secretary 1i7as directed to t'lrite a letter to Hrs. Fen"7ick in support of this legislation. AiHlUAL MEETING COMHITTEE Hr. Drislane read the report for the Chairman of the Annual :Ieeting Committee, Hr. Barton. See Exhibit 14. In summary, the report recommended a return to Innisbrook in June 1976, and if that t-1as not satisfactory, the Phoenix-Scottsdale area. Upon motion duly made, seconded and unanimously passed it was r.ESOLVED: That the report of the Annual iieeting Committee be accepted as <Jritten. HISTORICAL SALES REPORTING The Secretary read a report on Historical Sales t~Thich is Exhibit 13. In essence, participation ~as good Tdth 15 of 19 members reporting. The reporting has been moved to a quarterly basis as of Ilarch 31, 1975. (This t-Tas decided at the Board of Directors Ueeting on Harch 13, 1975). Immediately prior to the meeting, the accountants advised that the Uarch 31 report t'las ready and would be distributed to the membership. At this point, the subject of listing those reporting in each category was brought up. At the present time, the names of the companies reporting in at least one category are listed at the bottom of the report, and the number of companies (but not the names) reporting in each particular category also is listed, e.g., X number of members reported brake linings, Y number of members reported brake blocks, etc. It had been suggested that the names of the members reporting in each of these categories also be listed, so that the composite sales figures in each category t-1111 be more meaningful. The objection to listing the members reporting in each category is that the Institute must be careful if sales data is passed out to members. It is apparent that if only t:Ho members were reporting in a category one member tJould know the quantitieu of the other reporting member. At a level of three reporting, one might get a pretty good handle. At four and above the data probably could not be broken down to individual members. Legal Counsel was queried concerning this problem. He indicated that there should be no problem if at least four t~ere reporting in each category. Upon motion duly made, seconded and unanimously passed it t-Jas ~ESOLVED: That the Board of Directors recommends that the Historical Sales Report list the names of those reporting in each category t~hen there are at least four reporting in that category. FMSI 04567 ~linutes of the ;ieeting of the Board of Directors - 13 - June 17, 1975 Further discussion took place concernin~ the availability of this data to outsiders. Counsel indicated there is sone authority that econonic data of this nature should, under certain circumstances, be made available to outsiders Hhere a non-member can shm-; economic harm from not having access to .data .. of :, this type. WSTITUTE DEVELOPHENT COt1IiiTTEE REPORT :lr. Comray. Chariman of the Institute Development Comf!littee submitted this report. Please refer to Exhibit 10. In 1lr. Con,ray 1s report he covered suggested changes in the Constitution and by-Lm1s, contact Hith the Federation of European Hanufacturers of Friction l.<aterials (FE?1Fl1), a survey on Salesman Compensation, and a revieu of the historical sales reporting procedure. He also covered our contact Hith the Asbestos Infornation Association and a recommendation for producing a lined shoe catalo-::. Several of these items were covered in earlier sections of these minutes. For example, see llr. Join's report to the Board of Directors. and Historical Sales Reporting in the paces immediately preceding this section of the minutes. Also the Institute established contact with the Asbes~os Information Association, and the Jata Book and Technical Committee studied the lined shoe catalog. In particular the Institute Development Committee's report centered on changes to the Constitution and By- La\\'S, Legal Counsel had revie~1ed the various sugsestions for changes and indicated that he could find no problem ~Jith cllan,ges to the follmJing" Article IV concerninp, Meetings on the fourth Hednesday of July, October, January and April. Article VI, concerning sending monies to the Treasurer. Article VII, meeting on the third Fednesday of June. Article IX. concerning Regional Hembers ~!ith the same rlr;hts as Active Hembers payin3 the same annual fees as Active Uembers. Counsel indicated that amendments to these four articles tmuld be up to the membership. Ho"t-rever, he stated that a reurite r~as called for as to Article Ill of the ~iembership section of the Constitution. Counsel indicated that he uould like to revieu this particular section of our Constitution and perhaps suggest changes before it is submitted to the :rernbership, Counsel "<Jas directed to do so. U?on motion duly made, seconded, and unanimously passed it ~ms ~~:.::SOLVED: To accept the report of the Institute Development Comittee as ~Jritten. i.-Jext, the Directors revieHed the recor.unendations on Salesmen Co1:1pensation. Ori:;:inally the Institute Development Committee had turned dmm the idea of the Institute .sponsorinr, a survey on salesmen compensation. At the Harch 13, 1975 meeting of the :Soard of Directors, the Committee uas overruled and the President uas directed to set-up a Conpensation Study Co!'11l11ttee Hhich trould recommed steps to be taken to implement such a survey, ll.fter considerable discussion, a shmoJ of hands <!aS called for as regards Directors' opinion on conducting such a survey. Four Directors indicated they favored such a survey, Three Directors indicated that they ~vere opposed. Rather than putting this in the form of a resolution it Has suggested that the survey on Sales!'len Compensation be presented to the ~Iernbership for their consideration. FMSI 04568 :unutes of l!eeting of the Board of 0irectors 14 - June 17, 1975 FIELD REQUESTS FOR CATALOGS This subject had been discussed at earlier meetings. Upon recommendation of the Board of Directors the Secretary asked Judge Kennedy for an opinion as to uhether ue could refuse to send catalogs to outsiders requesting them. Judge Kennedy stated that t-le could either charge a nominal fee to cover our handling and distribution of these catalogs or we could suggest the requester contact members 'rho could make these catalogs available. Current Lep;al Counsel concurred in Judge Kennedy's recommendations stating that we could either send catalogs out at a nominal fee or suggest that those requestinr, catalo[':s contact the members for the catalogs. I:~STITUTE IlNOICING FOR PRINTS TI1e Secretary advised that he had many orders for one and avo copies of prints. i'hese copies of prints cost the members 0.75 each. It is a nuisance to the Institute Office to invo:i.ce for $. 75 and $1.50. Also the members Hho must provide purchase orders and receiving reports are also Mired in paper t-1ork for these nominal charges. It had been suggested that He provide these prints on a no charr,;e basis to the members up to a certain quantity. The Secretary sucgested providing up to four prints (or 03.00 toJorth) to members on an individual order on a no charge basis. Another SUf.gestion toJas made that records be kept a~d that members be invoiced quarterly for their prints. The Secretary indicated that this would still entail considerable paper tmrk. Upon r.totion duly made, seconded, and unanimously passed it Ttras n.ESOLVED: That the Institute Office would make up to four prints available per order to members on a no charge basis. In clarification of this resolution, orders of five prints and over (which cost from $3.75 and up) uill be billed to members as has been the practice in the past. The Secretary indicated that he Hould make this print policy uniform for !\c tive :!embers, Regional '!embers and Licensees. TRADE ACT OF 1974 :rr. Sinon had secured copies of a breif summary of the Trade Act of 1974. This subject had been added to the agenda at his request. This act concerns trade necotiating authority, escape clauses, anti-dumping provisions, and countervailing duties. :~r. Simon stated there is a considerable amount of friction material coming into this country. He stated that he had no objection to foreign materials as lon~ as the country exporting is open up to exports from the United States. He indicated that some of the South American countries exporting to the U. S. have high tariffs to prevent Americans from exporting to their country. He feels this is unfair, and that this problem will become More of an issue as more material comes into this country. Several nembers indicated this is a complex problem. Some of these countries are receivin~ subsidies from their government in the form of tax credits for exports. These in effect help the foreign manufacturer export his materials to the United States. At the ~!arch Heeting of the Board of Directors a problem had been brought up concerning the costs of complying with regulations that domestic manufacturers face from OSHA and EPA, while manufacturers outside the United States are able to manufacture their materials at lm.,rer cost since they are not re~ulated. This is another advantage that foreign manufacturers have in competition 1vorld~vide. FMSI 04569 iiinutes of the l!eeting of the Board of Directors - 15 - June 17. 1975 Institute :;embers hav'" a right to let their vietm l:Je l'.nm-m on their differences with tariffs. Should these ciifferenccs be brouzht to the Government's attention Ly individual comparries? ~4ould there be more iopact i f the Institute t-tere to bring these proble~ on differences to the attention of the government? Some members indicated that they were receiving considerable information concerning tariff negotiations and the problems tri th countervailin~ duties. One member indicated that he rwuld send in infor!'lation to the Institute Office concerning the Trade Act for distribution to the riembership. :Jo action is planned by the Institute concerning the Trade Act of 1974 at this time. COlJFIDElTTIAL CATEGORY FILii.JG At the i:arch 13, 1975 :!eeting of the Board of Directoss questions arose concern'ing confidential category filing for fee formula purposes. In particular, some Directors f~lt that there Has no reason to have this information confidential. The only reason for havin8 it confidential would be to ;?rotect a member ~rho is not reportinG his categories properly. At that til'le a resolution was passed: "That the confidential nature of the category filing for fee forr:mla purposes would be referred to Legal Counsel.;, Legal Counsel advises that no problem ~wuld develop if catee;ory filing Here made knouu to the Hembers. Upon motion duly made, seconded, and unanimously passed it Has ~ESOLVED, That category reporting details for fee formula purposes uould be made known to the ll:embership. EXECUTIVE DIRECTOR SALARY Upon motion duly made, seconded, and unanimously passed it Has :~ESOLVC:D: That ~1r, Drislane' s salary be increased to $27,500 annually, effective July 1, 1975. Nr. Gatke \vas directed to advise l'lr. Drislane of this increase. DISC BRAKE SHOE DrtlLLilJG PATTEU~l') fir' Simon pointed out that T-rhen Chrysler Corporation released nrsr !f7019A lining and no1~-D86, the naterial uas ori~inally released as a bond molded segment ithout drilling. Subsequent to this release by Chrysler Corporation, Aimco made available G drilled version of the D86 shoe. After Aimco had made this release Chrysler Corporation then released a different drilling pattern than the Aimco shoe for :9odge Truck. It has been Institute policy to recognize only t:1e OZ~: pattern. In this case the Institute released the shoe drilling shoTrn for the Dodr;e Truck. In the meamrhile Aimco is still selling alot of their drilled version. In this particular case :1r. Simon's company had ordered shoes and had the linins drilled accordin3 to our specifications. The linings and shoes would not assc::Jble. '~his problem 11ad earlier been studi,:d by the 1Jata Book and Technical Committee, at its ~lovember 13, 1973 meeting. At that ti!'le it ~'ras decided that if i\..inco and others \-tere going to produce drilled versions of disc brake shoes for r,rhich the ]E version is undrilled, they \rill simply have to take their chances. The Institute has no objection to Aimco or others using letter suffixes on the shoes, but the Institute will not assign suffixes for these drilled versions of disc brakes shoes. FMSI 04570 'tinutes of the !1eetinp: of the Joard of ~irectora - lG - June 17, 1975 Hhile liro Simon ms sur:'~estin~ t!wt assignments should be made for the Aimee drilled versions, I~. 1 ~olli did not concur. rx. :~alli stated that: (1) these are not original equipnent releases. (2) Further vre have not indicated shoe drillin:-- vhether it ~ms drum or disc in the past. (3) Further, if the Institute uere to set up nunbers based on 1\.imco 's drilling patterns we uould be setting up Aimco as a standard. ?Ir. iloalli felt that if ue uere to take such action, it uould put Aimco Industries in a position above others ~rho might decide on drilline for replacement market shoes. The Directors supported the Data Book and Technical CoF.lmittee position of not providin? FHSI assignments to parts made by a replacer<1e:nt mar~et supplier such as ldmco. The Institute asr.ir:ru,,ents ~Till continue to '-,"-" base<~ on 0rin:!.nal eC'uipment release~>. There being ~1.0 furtl1er busiEess brought to the attention of the Board of Directors, upon notion duly made, seconded and unanimously passed it ~1as :l:CSCJLVE!); To adjourn. Adjournedc lr:OQ P. cl. E. T-J. Drisl.:me SecrQtary FMSI 04571