Document MGMapvd8r54yeLM5V5EOXNxJk

ImOTuOMM Q.nlJmJnrawtt iftmMIBxfwlPBmtf* Uiuutes of the annual meeting of ths atoddiolders of The (Hidden Company, held at the office of the Company, Cleveland, Ohio, oh Thursday, January 38, 1926, at 10 o'clock l.M. pursuant to eall and notice* The nesting was called to order and presided over by Mr. Adrian 0. Joyce, President and the minutes were reoorded by Ur. B. B. Borsburgb, Secretary* Upon motion duly made, seconded and unanimously carried, f the roll call of the stockholders mas dispensed with. The chairman appointed Messrs* C. L. Cole sad Clifton U. Kolb as inspectors of election, and thereupon certified, list of the holders of the oowson stoole of tbs oonpaay ** delivered to such inspectors* Pending report of the inspectors as to the amount of stock present or represented at the meeting, the Chairman outlined to the stock holders the progress the company had msdo in the development of Its business and reported that prospects for a successful year for 1926 were very good* The Inspectors announced that they mere ready to make their report and the same mas then received* They reported that there was present in person or by proxy the following: 192,086 ,756 539,842 shares of conaon stock shares of conaon stock shares represented out of a total of 400,000 shares issued and outstanding, constituting more than a majority* N18842 x/. jr.v Open notion duly made, seconded and unanimously carried, the reading of the minutes of the previous meeting w as dispensed with. The President then read the report of operations for the fiscal year ended October 31st, 1926, which net with the hearty approval of the stockholders present* There being no nnflniehad business the President stated that the Directors had considered amending the Begulatlona of the Company relative to the nunber of Directors to be eleoted eaoh year* thereupon. the following resolution was upon motion duly nude and carried, adopted: XKSOXiYXD that Section 1 of Artlole II of the regulations of this Company be, and the same Is hereby amended to read as follows: AMICI* It. See. 1. Hectloa and tenure of office* The business and the affairs of this eonpany shall be oondooted, managed and controlled by a Board of Directors consisting of not less then firs (6) nor mors than twelve (12) members, the nunber of snob directors to ba determined by the stockholders at their annual rooting la each year. ( the nunber of directors actually elected shall determine the nunber of the Boerd of Directors for the ensuing year> The directors shall be elected by ballot of the stockholders from their own nunber at the annual meeting and they shall hold office for one (1) year, and until their eucceseore are elected and qualified. If such election be net held at an annuel meeting. It may be held at a special seeting of the stockholders called for the purpose. Ibe President stated that it was In order to determine the nunber of directors to be elected for the year 1926. Upon motion duly and carried. It was determined that eleven (11) directors be elected to serve for the ensuing year and until their successors were duly elected and qualified. The President then announced that the election of a Board of Director# for the ensuing year was in order and asked for nominations* :v; The iollowing nomination* were 6nly made and seconded: Adrian D. Joyce, 0* A. Basse, fi. W. Levenhagen, H* R, Hamilton, P. L. P* Siting, U. p. Smrich, J. P. Barrie, Earold T. Clark, L. B. Williams, X. R* Tinker and R. B. Borsburu There being no farther nominations a motion was duly made and carried that the nominations be elosed and that the ballot be dispensed with and that the Secretary be instructed to east a unanimous ballot of all stock present in person or by proay for the election of Adrian 0. Joyce, 0. A. pitas, B. W. Lerenhagen, H. H* Hamilton, P. L. T. Siting, U. P. Smrich, J. p. Harris, Harold 9. Clark, L* B* Willi***, X- R. Tinker and R. H, Borsburgi* This motion was onanimoasly carried* The Secretary announced that pursuant to the motion Just pasted he had cast 239,842 rotes for each of the gentlemen mentioned shore as directors on behalf of the stockholders. The President then announced that the meeting vae open for tee business* The Treasurer stated that owing to the increased efficiency of the General Accounting Department he was able to publish the Anmmi Report at an earlier date and that the time of holding the stoetttolders' meeting could be advanced* Whereupon, on motion dnly made and carried, the follosing resolution ras adopted: RXSOLTKD, That Section 1 of Article X of the Regulations of The Glidden Company be and the same is hereby emended to read as follows: THE OUDOEN COMPANY ftscoHd Oooc. Pas s Counter *vV;^Jy. 7v ** StOTIQg 1, imm MBTIBO The Annuel Ueetlng of the Stockholder* shall he held at the Oeneral office* of the Gonpany in the City of Cleveland, Ohio on the Third Thursday in January in each year, beginning with the year 1927, at 10 o'clock A.k. X Board of Directors shall he elected thereat and each other business transacted as nay be brought before the meeting. is the event that the day fixed for such meeting shall fall on a legal holiday, the meeting shall be sailed sad held on the next succeeding business day. The Secretary reooamended that the time of holding the regular meetings of the Board of Directors be changed to agree with the date fixed for the regular meeting of the stockholders* Thereupon, on motion duly sade and carried, the following resolution was adopted: SXSOITXD, that Section 3 of ABTICLt II of the Begulatloni of Tbs Clldden Company be and the earn* is hereby amended to read as fellows: gBCTIQT 3* SEOTUft lg*HS35* Begular meetings of the Board of Directors shall be held on the third Thursday in January, April, July and October in each year at the hour of twelve o'clock uoon, and . such other times as may be called by the President of the Company, except the meeting to be held on the third Thursday in January, which shall be held immediately after the adjournment of the annual meeting of the stock holders* In the event that the date fixed for such meeting shall fall on a legal holiday, the meeting shall be called and held on the next succeeding business day* The following resolution was upon motion duly aade and seconded, unanimously adopted: SBSOLTXD that all actions taken by the stockholders, directors and officers of this company since the date of the last annual meeting relative to all matters at set forth in the record book of the company be and the s c u m hereby are ratified, approved and confirmed* There being no further business to cone before the meeting it was on notion duly made adjourned*