Document NGJr8mr0Gm8J3o0Meev5M4ODp

hinutes ox" i'eg'Jiar meeting of the ^oard of directors of national Leac Company held at bo. Ill Broadway, tew lork City, on Thursday, October 4, 1935, at lit 15 o'clock A. _______________________________________ Present: Eessrs. j x . F. neale, L. T. oeaie, besenorman, ter, Caselton, Cornish, marsh, meredith, Rockwell, Bibfora, gjjnon, Thomason and V.arsnow. Absent: Messrs. C-roft and Taylor. Present by invitation: bone. The minutes of the regular meeting held September 26, 1955 were read and duly approved. Upon motion duly made and seconded the actions of the Executive Committee since the last meeting of the Board, as set forth in the minutes of its meetings held October 3rd, 10th and 17th, 1935, submitted for the approval of the meeting, were duly and unanimously approved, the roll being called on all items involving the expenditure of money. Upon motion duly made and seconded the affixing of the seal of the Company to sundry documents specified in schedule sub- oitted by the secretary was duly and unanimously approved, ratified and confirmed, and said schedule was ordered filed with the minutes of the meeting. On separate motions the following resolutions were each unanimously adopted, the roll being called where the expenditure 0*" money was involved. RBSOLVEB, that Bividenc bo. 176 of 1.75 per share on the Class A Preferred Stock of the Company and/or the Preferred Stock authorized prior to April 21, 1927 and still outstanding, be and it hereby is declared, payable from Surplus Fund and Profits on December 14, 1935 to stockholders of record at close of business November 29, 1935. 0000-NLI-000021907 49 RESOLVED, that as a sharenolder of Zinnwerke V.il helmsburg G.m.b.H. this Company approves the Balance Sheets anc Profit & Loss accounts of said Zinnwerke for the years 1932, 19 3 and 1934 as submitted, showing a loss of hk. 733,475.79 fo the year 1932 and a deficit of Aik. 1,266,653.02 at the end of said year, a profit of ilk. 353,333.32 for the year 1933 and a deficit of ~k. 413,264.20 at the end of said year and a profit of 1.1 l-i. 59,004.84 for tne year 1954 and a deficit of Ilk. 54,259.39 at the end of said year, and further approves the ac of the managers of said Zinnwerke for said years, and hereb. autnorizes and directs the Comptroller of this Company to certify such acproval to said Zinnwerke in conformity with the prov s ions of Section 8 of its Statutes. RESOLVED, that as principal sharenolder of The novt Letal Company of ^reat Britain, Ltd. this Company approves the action of th- Birectors of that company in electing . xenry C. Tuck a director thereof in the place of kr. william P. Taylor, resigned, and in approving the transfer to aar. Tuck by Br. Taylor of one fully paid ordinary share numbered 500. RESOLVED, that the sum of not to exceed Z2000. be and it nereby is appropriated for the construction and enuipment of a workmen's lunch room at the Baltimore oranch f'lant, in conformity .46. ) with letter of hr. C. L. kcPhail, manager, dated '-'ctober 11, 1935. *tr. . REi OLVEj j , that the proposed expenditure of the sum of 4460. bv John T. Lewis Bros. Co., in addition to turn-in allowance on old truck replaced, for the purchase of a .^ack *odei BG tractor chassis with semi-trailer, for use at its Pniladelphia Plant, in conformity with letter of *"r. Edward P. Beale, President, dated ' 'ctober 21, 1935, be and it hereby is ar orovec. RESOLVED, that the authorization by the manufacturing Committee of the expenditure of the net amount of 1165.33 during the period September Loth to October 23rd, 13co, for the purchase of tv.ro Ford coupes for Company use, in conformity with report of a t . F. Vi. Rockwell, Cnairman, dated October 2--, 19c5, be anc it hereby is approved. f f f 1 RESOLVED, that a special grant in tne nature of pension of 3100. a month effective for the term of one year from October 1, 1935, without right of death benefits, be and it hereby is granted Daniel V.. Wade, formerly Treasurer of ChadwickBoston Dead Company, in consideration of past services and present circumstances, to be paid by the Pension coard in accordance with its established rules and practice. RESOLVED, that a t . J. A. Caselton, manager, St. -ouis ^melting ^ Refining Works, be anc he hereby is authorized and empowered to subscribe on behalf of this Company and of all of its subsidiary companies operating in the St. ->ouis district such amount as he may consider proper up to a maximum of 32590. toward the St. Louis United Charities Fund for the year 1355-6 and toward such other local charities as he may deem advisable. 0000-NLI-000021908 \ ou REoGLVmB, that the actions of the Boa'ra of Titan Co. A/S iS recorded in the minutes of i's meeting held August IS, 1935, the actions of the hoard of A/S Titania as recorded in the minutes of its meetings helc August 12th and 19th, 1955, inc]_uding specifically the expenditure of hr. 150,000 for increased stocA' of materials and reserve parts at Sandbaek in addition to the expenditure heretofore approved by the executive committee at its meeting held October 17, 1935, and the actions of the shareholders and noard of Jossingf jorc lianufacturing do. A/S aS recorded in the minutes of their respective meetings held August 19, 1935, copies of all of said minutes having been sub mitted and read at this meeting, be and they hereby are approved. RESOLVED, that the officers of the Company be and they hereby are authorized anc empowered to enter into an arrange ment with uoodlass Wall and nead industries. Ltd. for the ex- . change from time to time of information concerning the processes, practice and research work of the two companies and of their respective subsidiary and associated companies, substantially as outlined in letter of ^r. ... ^.Tasker, dated September 27, 1935. The monthly report of Lir. Johansen, manager .flaxseed department, dated October 23, witn respect to tne Company's market posit on in linseed oil, flaxseed and oil cake, was read and accepted. a letter from hr. n. F. Beale, ` "resident, Joim T. newis h ^ros., Co., was read outlining a plan of workmen's vacations with pay proposed for adoption by that Company, and ^r. Rockwell was directed to investigate the matter witn respect to the applicability of such a plan to the Company as a whole and to reoort to the Board. On motion the meeting then adjourned. 0000-NLI-000021909 \ ol Or L.0Cu.Viir.. * oi_r_--i_ i.j __. fi . e.v.- iorv - ^sotember 26t:. to October 2-.rd , n an cisco - oeptenter 13 th to uctoter no to, i-oo_ Approved by directors October 24, Pad fie ^oa ' rar.cn Contract for furni. ' s u r o 11 ^ s ! - < c K-npi Cite and ^ountv of 2 c_*. - icisco. ^v;o certmea copie. : O: . r *r c t o r s resolution of cent enter r,,. 1 c , guaranteeing performance ot- obligations of ~agnus -etal Co. and Carier "..ite leaf oo. under Illinois < or.men1 s ConDensation ct. -meuamei` t dated :tO (SIC Porn 3) to application for 2933 registration of all classes of issued capital stock on lew ork stock Excnangel dated may 2, 1935 pSEC Form 10;. .agreement wit Ihe -oyt -etel Co. of '-Teat Britain, ltd., et al., dated November 4, 1S55, releasing existing ^references witn respect to issued rreference Shares of said Conpany so as to make t:ien rank ecuallv in all res sects wit2a the ^rdir.ar shares Sc- many. Agreement with j-he Hoyt *^eta_ so. of ' 'rest zritain, ltd. dated lecenber 30,1 th- cancellation of 141,300 of tre in debtedness of that Corapany to national lead Conpany against tre issuance to the latter of 9330 additional ordinary Shares^ os said ^osioany of eacn fus_p oa^d. Proxy for special stockholders' meeting of General Paint corporation to be held October 2o, 1235. ---t-.antic zranen lower of attorney to H. 3. Clap < in re Bone Electric Corporation, debtor in proceedings under section 773. lease to Eigsi.wan Bakeries '->orp.. -nc., cateu ^ctober a, l a } - uplicats, of small parcel of lane on Hub sard -treet, lort Aicnmor.c, o. -., for tern of one year at annual rental of 350.0., with option to purchase for 1500. Certification of autnority of executing officer on contract for supplyinj dry red lead to avy lepartmeit, eated October 5, 1935, and bone for performance of said contract. hevised general customs power of attorney, uev. a ork district, t-- include Michael Howard witn otners previously empowered, and certification of general authorizing resolution of October 2?, 1S32 oecretars . 0000-NLI-000021910