Document V3nRmLvB1qdaDx4jeDVzREKEg

Nationaj. i-eac Company nelc. Ei no. Ill ^roadway, KgW iork City, on Tuesday, ^ay 5, .1937, at ip___________________ 10 o'clock A. '. Present: -^essrs. -------- A_ U .orns_i.m.LA t4vy//Fi v;. hockv/ell 'r/Vr ^ ^ _____ V.. H. Croft *"V K T".^. , H. 0 . Sldford v ^ * 1 * * Beschormanwh/ ^ d^0. a . ureene^^^1^ `'.Charles Simon v * > Gui trr it Kendall narsh G. W. Thompson ^ t- ^ ^ UtaH3 0|w a. Vi. F. naereditn T. >arshov/ Sv ^ s v'S Lt W/ a Abs ent: / / ^ a ? i k ^ -r. v_ j. Present by invitation: The minutes of the Monthly and Annual Meetings held yil 15, 1237 were read and duly approved. Upon motion duly made and seconded the actions of the Stecntive Committee since the last meeting of the Beard as it forth in the minutes of its meetings held April 2nd and 3th and may 6th, 13th and 20th, 1937, submitted for approval, re duly and unanimously approved, the roll being called on ill 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 submitted by the Secretary was duly and unanimously approved, ratified and confirmed, ana said schedule was ordered filed with the minutes of the meeting. Upon separate motions the following resolutions were each unanimously adopted, the roll being called where the expenditure of money was involved. ABSOLVE!;, that Dividend No. 41 of SI.50 a share on the Class B Preferred Stock of the Company be and it hereby is declared, payable from Surplus Fund and Profits on August , 1937 to stockholders of record at close of business July 16, 1937. 0000-NLI-000021970 N 1345 "RESOLVED, that a quarterly dividend of VZ\i -a ;.es ponft- the S10 par shares of the Cornmoi. _ ____ ___ Cornv*?uy nov; authorized a:nd outstanding and/or 'H .25 a share on the -5100 oar shares of said stock fchorizsc prior to May ^15.t 1956 and still outstanding `the record date herein fixed, be and it hereby is declared, nave hie from Surplus Fund and Profits on rune .50, 1957 to stockholders of record at close of lSiness cun-r 11, 1937 RESOLVED, that the sum of $26,950. be and It "hereby is appropriated for the purchase and /installation of additional settling arid drying "'equipment at Fountain Farm Plant, National Pigments Chemical Division, in conformity with letter -of Mr. J. Caselton, General Manager, dated May 22, 1937. RESOLVED, that the sum of $550., in addition to turn-in allowance on old machine replaced, be and it hereby is appropriated for the purchase of a Marchant calculating machine Tor the office of Evans Lead Division, in"conformity with letter of Mr. hay M.. Evans, Manager, dated May 20, 1937. RESOLVED, that the authorization by the Manufacturing Committee of the expenditure of the net amount of $5846.17 during the period April 15th to May 24th, 1937 for the purchase of two Ford coupes, five Ford coaches, six Chevrolet coupes, one Chevrolet coach and one Chevrolet town sedan for Company use, in confomnity with report of Mr. F. ft. nockwell. Chairman, dated May 24, 1937, be and it hereby is approved. RESOLVED, that the officers of the Company be and they hereby are authorized and directed ~ to contract with metropolitan Life Insurance Company to supplement its existing Group Annuity Contract with this Company by the addition of Group Life Insurance for the benefit of active employees and future pensioners of the Company, effective as of this date and in substitution for the present Death Benefits Flan of this Company, substantially in conformity with the terms and conditions outlined in letter of the Pension Board dated May 18, 1937. 2- 0000-NLI-000021971 B.ESOLVED, that the Committee appointed fv this Board at its meeting held December 21, 191b, to have authority over the allowance to any officer or employee of tne Company of a salary at the annual rate of $4000. or more and over any change in any such salary, be and it hereby is reconstituted, pending further action of this Board, to consist of Messrs. F. Carter, ft. C. Beschorman, ft. u. Croft and B. T. arshow. RESOLVED, that the tension Board of the Company be and it hereby is redesignated Pension and -L-ife Insurance Board and that hereafter said Board be and it hereby is charged with the administration of the Death Benefits Plan-of theCompany, as continued in force with respect to existing pensioners, and of Group Life Insurance to be provided for active employees and future pensioners, in substitution for said Death Benefits Plan, under contract with Metropolitan Life Insurance Company authorized at this meeting, as well as with the administration of the Retirement Annuity Plan and Plan of Past Service and Minimum Pensions. On motion the Secretary 0000-NLI-000021972 1938 -r.:. flw yfi cheaule of documents sealed with the corporate seal '(San Francisco- Inarch lctn to hay 15th, 1957 Tjjew Tork - April 15tn to hay 24th, 1357) Coast branch - Aor. 8 - Contract for furnishing supplies to City and County of San Francisco. aor. 2o - Assignment to Security First National 3ank of account against Ridgefield Oil Company, pursuant to Plan of Reorganization. Houis ^rancn - Apr. 16 - Lease from'International Building Co. dated April 9, 1937 of office space at 722 Chestnut Street St. Louis for the year expiring June 30, 1938, at rental of 18,000. : hay S - Electrical contractors bond to City of St. Louis. .-: Eanium Division - Apr. 23 - Two certified copies of Directors' resolution of April 15, 1937, ^tifying contract of Nov. 10, 1936 for sale of Spotswood property to American Pulp Corp. Apr. 26 - Assignment for account of Titan Co. Inc. of 3ritish rights in invention of Walter W. Plechner covered by 0. S. application filed hav IS, 1936, Serial No. 80417. Apr. 28 - Assumption of obligations of Titanium Pigment Co. Inc. under its agreement with American Zirconium Corporation dated hay 6, 1935 and under its further agreement with said American Zirconium Corporation and others of the same date.- '' Apr. 28 - Lease of 14th floor of 99 Hudson Street Building for paint, etc. development laboratory for ten year term beginning May 1, 1937 at annual rent-of $3000. for first five years and $8500. for last five vears. ' -70000-NLI-000021973 i*i&>Vv,- 'X^,r. "" \ Division Apr. 30 -- Deed of Spotswood property to Spotswood Realty Corporation (assignee of American Pulp Corporation) dated April 29, 1937, and bill of sale of same date, pursuant to contract dated November 10, 1936, and agreement of saiU-- date re relocation of sewer. ^Bp hay li -- Three certified copies each of two Executive Committee resolu tions of April 29, 1937 revising authority for bank signatures. ^Htr. Liiay 17 - Agreement with V>. F. V,ashburn dated hay 17, 1937 providing for occasional services in. an advisory capacity after November 1, 1937 at monthly retainer of 400. O CO B . Cartridge B Division Apr. 29 - Assignment to Winchester Repeating Arms Company dated ^pril 9, 1937 of good will in trade marks, trace names and patents formerly of U. S. Cartridge Company. K hay 1 - Three assignments to Winchester Repeating Arms Co. covering U. S. Patents, 0. S. Trade marks and foreign Trade harks,, respectively, formerly of U. S. Cartridge Company 'Cincinnati Branch Apr. 30 - Certified copy of Executive Committee resolution of April 9, 1937 authorizing Georgia Lead works (Cincinnati Branch) bank account with FIRST NATIONAL d ANK of Atlanta, Georgia. St. --/Onis io. m n. Co., jti.o.'v o - Indemnity Bond on appeal to District*Court of Cherokee County, Kansas, from judgment in suit of Charles L. Hardwell. Magnus Letal Division may 11 - Agreement with Detroit Steel Products Company dated hay 11, 1937 modifying building restrictions affecting adjoining properties of parties at Detroit, Michigan. -a- 0000-NU-000021974 ion g. |[ Chemical Div R I tantic Iran ch iernl Office May 11 - Bond to City of Chicago for CIO,000. in re maintenance of drivev.ays across sidewalk at 45rd Street Plant, Chicago, and application to U. S. Guarantee Company for suretyship thereon. May 2 - Statement to Georgia Unemployment Compensation Bureau. May 17 - Bond for $2500. to Houston Belt and Term. Ry. Co. for payment of transportation charges by Baroid Sales Department. Apr. 15 - Authorization for delivery of securities under claim against Hudson River Day Line. Apr. 15 - Proof of claim in re estate of David haver. r-pr. 15 - Application to U. S. Guarantee Co. for bond in support of bid for supplying white lead to City of Hew 'Dork, Department of Purchase. Apr. 28 - Agreement with N. Y. Transit Commission fixing compensation of 8100 for temporal appropria tion of strip of Jewett orks property for grade crossing elimination. may 6 - Proposal for furnishing linseed oil to Board of education, l.ewark, Dew Jersey. May 14 - Certified copy of Executive Committee resolution-of May 15,' 1937, revising'authority for signatures against Branch bank accounts with FIRST' NA.TT0HAL BARK of Perth Amboy. Apr. 15 - Certified copy of Directors' resolution of April 15, 1937 de claring current quarterly dividend on Class A Preferred Stock. 9- - 0000-NLI-00002197S A or. 17 Lease of property at Harriet and Court Streets, Cincinnati, to Bacca Coal & Iron Co., dated April 15, 1937, for five years from may 1, 1937, tfith option to purchase at 10,000. Apr. 19 Petition for registration of LTZ trade mark in U. S. Pa-tent Office. Apr. 19 Proxy for Adjourned A.nnuai Stock holders' meeting of Georgia Lead Company to be held April 21st. Aor. 21 Proxy for Special Stockholders' Meeting of Georgia Lead Company to be held April 23rd, to act on liquidation. Anr Proxy for A.nnuai Stockholders' Meeting of White Motor Co. to be held April 24th. Anr. 30 Liquidation Agreement and Indenture transferring assets dated April 30, 1937 re liquidation of ueorgie Lead Company. Anr. 30 Proxy for Annual Stockholders' Meeting'of Patino Mines and Enterproses Consol. (.Inc.) to be held May 25th. A ux uUil r>yy rZ/'"\ Six certified copies of Executive Committee resolution of April 29, 1937 revising authority for signatures against General Office bank accounts. May 12 Proxy for Annual General meeting of Goodlass Wall & Lead Industries Ltd. to be held May 19th. may 14 Waiver of statutory limitation for assessment of 1933 Federal Income Tax, National Lead Company and sub sidiaries. may 14 1936 Louisiana Income Tax Return. lay 24 A.greement with the Jersey City Printin Co. dated May 24, 1937 indemnifying it against patent infringement claims in connection with "type raetal alloy" purchased by it from this Company. -10- 0000-NLI-000021976 \