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1986-1987 DIRECTORY OFFICERS FTTAT F BC)Ann OF HIRl CTORS COMMITTEES MEMITl US GENERAL I'RINCIPI ES HULSSOT PHOCHTIJHl AN TITI UJS1 OUllir CMA AND ADVOCACY CM r ' H! Mil A I MAMI II A( 1 I ITJT U'G A'..'.:; if (A T li Ifvi CMA 129147 (3KP Page 1 Purpose of the Association 1 Objectives of the Association 3 Officers 4 Staff 6 Board of Directors 8 Meeting Schedules (Board of Directors and Board Committees) Committees of the Board of Directors 9 Executive Committee 10 Finance Committee 11 Membership Committee (Review Committee No. 1--Technical) 12 Program Committee (Review Committee No. 2--Government Relations and Communications) 13 Employee Benefits Committee (Review Committee No. 3--Administration and Legal) Standing Committees 14 Communications Committee 15 Distribution Committee 16 Engineering Advisory Committee 17 Environmental Management Committee 18 Government Relations Committee 19 Health and Safety Committee 20 International Trade Committee 21 Patent and Trademark Committee 22 State Affairs Committee 23 Tax Policy Committee Special Committees 24 Special Committee on Insurance 25 Special Energy Advisory Group 26 Special Programs Policy Committee 27 Members 33 General Principles Applicable to the Structure and Operations of Committees 36 Rules of Procedure for Committees 38 Antitrust Guide for CMA Committee Members 44 Obligations and Procedures for Member Dissent 45 Health, Safety and Environmental Quality Position Statement 46 CMA and Advocacy r CMA 129148 HEMICAL MANUFACTURERS ASSOCIATION ie Chemical Manufacturers Association represents the chemical industry in orth America. Founded in 1872, CMA is the oldest chemical trade association the Western Hemisphere. CMA represents nearly 175 member companies which account for 90 per* ent of the industry's production of basic industrial chemicals within the United tates and Canada. The Association brings together member company experts ) help resolve industry-wide technical and scientific problems. It communicates nth government and the public on vital issues and administers research, tudies and tests on a wide range of chemical products and practices. PURPOSE \s set forth under Article II of the Bylaws, the pur)ose of the Association shall be the promotion of the interests of the chemical industry of the United States of America and Canada. OBJECTIVES In a resolution adopted March 12, 1963, amended January 13, 1970, and further amended February 14, 1978, the Board of Directors stated the objec tives of the Association as follows: 1 To provide leadership to its members, and to represent them in presenting industry inter ests, views, and recommendations to the legisiative and executive branches of the federal government and to the regulatory agencies (and to state and local governments when appropriate) on those matters which affect the industry's health, vigor, and well being. 2. To aid in developing and maintaining a clear understanding by the public of the chemical industry and its contributions to the public welfare and to the advancement of our national, state, and local economies; and by appropriate, timely, and effective means to make known the contributions, accomplishments, and changing needs of the industry to the public broadly, and particularly to those in itiators of thought and action outside the in dustry whose opinions, decisions, and actions affect the industry. 3. To provide leadership and guidance and to undertake programs to improve the chemical industry's service to the public by developing and promoting safe and clean practices in the manufacture, transportation, handling, and use of chemicals and chemical products. 4. To conduct or sponsor legitimate activities de signed to achieve worthwhile benefit or savings to the Association members where individual company efforts cannot effectively accomplish the desired result. CMA 129149 OFFICERS CHAIRMAN OF THE BOARD N. H. CLARK, JR. Nalco Chemical Company, One Nalco Center, Naperville, IL 60566-1024 VICC CHAIRMAN OF THE BOARD ROBERT C. FORNEY E. I. du Pont de Nemours & Company, 1007 Market St., Wilmington, DE 19898 CHAIRMAN OF TMK EXECUTIVE COMMITTEE HAROLD A. SORGENTI ARCO Chemical Company, Division of Atlantic Richfield Company, P.O, Box 7258, Philadelphia, PA 19101 PRESIDENT ROBERT A. ROLAND 887-1106 VICE PRESIDENT-TECHNICAL DIRECTOR GERALDINE V. COX 887-1260 VICE PRESIDENT-TREASURER GARY C. HERRMAN 887-1230 VICE PRESIDENT-COMMUNICATIONS JON C. HOLTZMAN 887-1200 VICE PRESIDENT-OOVERNMENT RELATIONS WILLIAM M. STOVER 887-1122 VICE PRESIDENT-SECRETARY CHARLES W. VAN VLACK 887-1108 VICE president-oeneral counsel DAVID F. ZOLL 887-1350 'Directors and Board Committee Members ex officio 3 CMA 129150 STAFF OFFICE OF GENERAL COUNSEL Vic* President-General Counsel DAVID F ZOLL--887-1350 Deputy General Counsel DONALD D. EVANS--887-1354 Assistant General Counsels BARBARA A. HINDIN--887-1358 KENNETH M. KASTNER--887*1160 THOMAS SMERDON--887-1158 QABRIELLE H. WILLIAMSON--887-1356 Attorneys FREDRIC P. ANDES--887-1162 STEPHANIE SIEGEL--887-1352 GOVERNMENT RELATIONS DEPARTMENT Vice President-Government Relations WILLIAM M. STOVER--887-1122 Coordinator of Legislative Communications, Legislative Representative (Patents) ROSE MARIE SANDERS--887-1123 Director of Federal Legislative Affairs (Superfund, Product Liability) TIMOTHY F. BURNS--887-1124 Legislative Manager (Health, Safety, TSCA) H. CHRISTOPHER NOLDE--887-1134 Legislative Representative (Air and Water Quality) KAREN J. NEALE-887-1126 Legislative Representative (RCRA, UIC, Groundwater) GINNY GRENHAM SHARP--887-1141 Manager, Federal Grassroots Program RONALD E. SMITH--887-1146 Assistant Manager, Federal Grassroots Program JOHN W. RAUBER, JR --887-1136 Assistant Director of Federal Legislative Affairs (Trade, Economics, OCITA) MYRON T. FOVEAUX--887-1132 Legislative Representative (Taxation) ROBERT B. HILL--887-1128 Legislative Representative (Trade, Transportation, Economics) K. JAMES O'CONNOR, JR.--887-1130 Legislative Representative (Energy), Director of International Affairs C. FRITZ EMDE--887-1374 GOVERNMENT RELATIONS (Continued) Director of State Affair* WILLIAM H. WESTENDORF--887-1340 Manager, State Issues LARRY F. GALLO--887-1320 Manager, State Issues MARY B. HEATON--887-1342 Manager, State Issues JOAN E. RILEY--887-1268 Manager, State Information BECKY A. CHIDESTER--887-1276 COMMUNICATIONS DEPARTMENT Vice President-Communications JON C. HOLTZMAN--887-1200 Director, Meeting* and Conventions EDIE FLEMING--887-1114 Director, Media Communication JEFFREY C. VAN--887-1222 Manager, Print News Service THOMAS J. GILROY--887-1224 Editor, ChemEcoiogy KEITH C. SKILLMAN--887-1204 Manager, Broadcast News Service SUSAN C. SMITH--887-1202 Broadcast Coordinator LINDA A. EDWARDS--887-1139 Director, Issue and Member Communication JOHN . SLAVICK--887-1210 Stfllor Editor, CMA Nows JAMES P. TURNER--887-1206 Minagif, Member Communication ERIN P. DONOVAN--887-1217 TECHNICAL DEPARTMENT Vice President-Technical Director GERALDINE V. COX--887-1260 Deputy Technical Director GORDON D. STRICKLAND--887*1388 Director, Environmental Programs DAVID W. CARROLL--887-1164 Associate Director, Air Programs WILLIAM P. GULLEDGE--887-1188 Manager, Air Programs KATHLEEN D. MANOR--887-1386 4 1 CMA 129151 TECHNICAL (Continued) Manager, Air Program* ALICE R. MAYER--887-1176 A**oelata Director, Solid Wait* Program* JANET S. MATEY--887-1174 Manager, Solid Wait* Programs JEFFREY M, REAMY--887-1313 Associate Director, Water and Groundwater ANN M. MASON--887-1180 Manager, Water and Groundwater RODERICK G. HANSEN--887-1178 Director, Health, Safety and Chemical Regulations RANDAL P. SCHUMACHER--887*1386 Associate Director, Health, Safety and Chemical Regulations R. GARRITY BAKER--887-1280 Associate Director, Health, Safety and Chemical Regulation* D. CHRISTOPHER CATHCART--887-1265 Associate Director, Health, Safety and Chemical Regulations TIMOTHY F. O'LEARY, JR.--887-1278 Associate Director, Health, Safety, and Chemical Regulations KYLE B. OLSON--887-1275 Associate Director, Health, Safety and Chemical Regulations LORI M. RAMONAS--887-1384 Manager, Health, Safety and Chemical Regulations NANCY G DOERRER--887-1282 Manager, Health, Safety and Chemical Regulations MARION R. HERZ--887-1365 Manager, Health, Safety and Chemical Regulations JOSEPH B. KELLEY--887-1150 Director, Biomedical and Environmental Special Programs LANGLEY A, SPURLOCK--887-1187 Associate Director ROBERT R. ROMANO--887-1198 Associate Director CAROL R. STACK--887-1196 Program Manager ELIZABETH F. GORMLEY--887-1194 Program Manager ELIZABETH J. MORAN--887-1182 TECHNICAL (Continued) Program Manager HENRY J. SAUER--887-1270 Program Manager HASMUKH C. SHAH--887-1192 Manager KATHRYN A. ROSICA--887-1314 Director, National Chemical Response and Information JOE J. MAYHEW--887-1254 Associate Dhector, Distribution Program* RICHARD M. DOYLE--887-1272 Managar, CHEMTREC/CHEMHET R. JAY CHEZEM--887-1257 Managar, Emergency Rosponsa Planning and Training ALMA M. HOWARD--887-1263 Coordinator, Chemical Referral Center FRANCES A. GRIFFIN--887*1318 Supervisor, CHEMTREC Records CLAUDETTE M. COFTA--887-1360 Supervisor, CHEMTREC Operations RICHARD L. STEPHENS--887-1255 ADMINISTRATIVE SERVICES Vice President-Treasurer GARYC. HERRMAN--887-1230 Manager, Personnel MIRTHA T. ORME--887-1232 Controller RAYMOND J. O'BRYAN--887-1240 Assistant Controller SANDRA N. CHUDLER--887-1242 Director* Buiinttt Sorvico* J. MICHAEL McGRAW--887-1336 Director, Printing, Distribution, Computer and Information Sorvico* BENTON D. COOK--887-1212 Manager, Printing and Mail Services JAMES L. CLARK--887-1250 Manager, Data Processing LARRY F. DRISKILL--887-1332 5 CMA 129152 BOARD OF DIRECTORS TERM ENDING MAY 31, 1987 LEE K BAILEY Vulcan Materials Company, P O. Box 7497, Birmingham, AL 35253 J. DOUGLAS CAMPBELL Standard Oil Chemical Company, Sohio Bldg,, 200 Public Square, Cleveland, OH 44114-2375 HARRY CORLESS ICI Americas Inc., Concord Pike & New Murphy Rd., Wilmington, DE 19897 JACK E, CRAWFORD Mobil Chemical Company, Petrochemicals Divi sion, 15600 Drummet Blvd., Houston, TX 77032 ROBERT W. DAVIS Chevron Chemical Company, 575 Market St, San Francisco, CA 94105 BRUCE C. GOTTWALD Ethyl Corporation, 330 S. 4th St., Richmond, VA 23217 EARLE H. HARBISON, JR. Monsanto Company, 800 N. Lindbergh Blvd., St. Louis, MO 63167 RAY R. IRANI Occidental Petroleum Corporation, 10689 Wilshire Blvd., Los Angeles, CA 90024 JOHN W. JOHNSTONE, JR. Olin Corporation, P.O. Box 1355, Stamford, CT 06904-1355 HOWARD M. NELSON Kaiser Aluminum & Chemical Corporation, 300 Lakeside Dr., Oakland, CA 94643 SEYMOUR S. PRESTON, III Pennwalt Corporation, Three Parkway, Philadelphia, PA 19102 EDWIN L. STENZEL BASF Corporation, P. O. Box 181, Parsippany, NJ 07054 CHARLES E. STEWART Diamond Shamrock Chemicals Company, P.O. Box 152300, Irving, TX 75015-2300 OTTO STURZENEGGER CIBA-GEIGY Corporation, 444 Saw Mill River Rd., Ardsley, NY 10502 WILLIAM WISHNICK Witco Corporation, 520 Madison Ave., New York, NY 10022 CHONG Y. YOON The Upjohn Company, 7000 Portage Rd., Kalamazoo, Ml 49001 TERM ENDING MAY 31,1988 DEXTER F. BAKER Air Products and Chemicals, Inc., P.O. Box 538, Allentown, PA 18105 LOUIS W. CABOT Cabot Corporation, 125 High St., Boston, MA 02110 CARLYLE G. CALDWELL National Starch and Chemical Corporation, P.O. Box 6500, Bridgewater, NJ 08807 PAUL W. CHELLGREN Ashland Oil, Inc., P.O. Box 391, Ashland, KY 41114 A. S. D'AMATO Borden Chemical Division of Borden, Inc., 180 E. Broad St, Columbus, OH 43215 ALEXANDER F. GIACCO Hercules Incorporated, Hercules Plaza, Wilmington, DE 19894 D. GEORGE HARRIS SCM Corporation, Chemicals Division, 410 Park Ave., New York, NY 10022 ROBERT D. KENNEDY Union Carbide Corporation, 39 Old Ridgebury Rd., E4256, Danbury, CT 06817 CARL W. LORENTZEN W. R. Grace & Co., 1114 Avenue of the Amencas, New York, NY 10036 6 1 CMA 129153 ERM ENDING MAY 31, 1988 (continued) I EUGENE McBRAYER Exxon Chemical Company, 9 Old Kings Highway South, Danen, CT 06820 ;eith r. mckennon The Dow Chemical Company, 2030 Willard H. Dow Center, Midland, Ml 48674 M. WHITSON SADLER Solvay America, Inc., 3333 Richmond Ave., Houston, TX 77098 JAMES F. SCHORR Enron Chemical Company, 3100 Golf Rd., Rolling Meadows, IL 60008-4070 KONRAD M. WEIS Bayer USA Inc., P.O. Box 4557, Pittsburgh, PA 15205 TERM ENDING MAY 31, 1989 CYRIL C. BALDWIN, JR. CasChem Group, Inc , 40 Avenue A, Bayonne, NJ 17002 ALAN BELZER Allied-Signal Inc., P.O. Box 3000R, Morristown, NJ 07960 ROBERT D. CADIEUX Amoco Chemicals Company, P.O. Box 87759, Chicago, IL 60680-0759 LESTER E. COLEMAN The Lubrizol Corporation, 29400 Lakeland Blvd., Wickliffe, OH 44092 JOHN T. FILES Merichem Company, 4800 Texas Commerce Tower, Houston, TX 77002 VINCENT L. GREGORY, JR. Rohm and Haas Company, Independence Mall West, Philadelphia, PA 19105 P. W. IFLAND The Procter & Gamble Company, Ivorydale Technical Center, 5299 Spring Grove Ave., Cincinnati, OH 45217 EMERSON KAMPEN Great Lakes Chemical Corporation, P.O. Box 2200, West Lafayette, IN 47906 JOHN S. LUDINGTON Dow Coming Corporation, P.O. Box 994, Midland, Ml 48686-0994 GEORGE J. McNALLY Borg-Wamer Chemicals, Inc,, P.O. Box 1868, Parkersburg, WV 26102 L. JOHN POLITE, JR. Essex Chemical Corporation, 1401 Broad St., Clifton, NJ 07015 ROY SAMBROOK Stauffer Chemical Company, Nyala Farm Rd., Westport, CT 06811 -0850 VINCENT A. SARNI PPG Industnes, Inc., One PPG Place, Pittsburgh, PA 15272 S. JAY STEWART Morton Thiokol, Inc., 110 N. Wacker Dr., Chicago, IL 60606-1560 O. EDWARD WALL First Chemical Corporation, P.O. Box 1249, Jackson, MS 39205 7 CMA 129154 V3UTJ MEETING SCHEDULES___________ BOARD OF DIRECTORS AND BOARD COMMITTEES BOARD OF DIRECTORS SEPTEMBER 15-16 NOVEMBER 17 JANUARY 26-27 APRIL 7 JUNE 3 EXECUTIVE COMMITTEE SEPTEMBER 15 NOVEMBER 16 JANUARY 26 MARCH 3 APRIL 7 MAYS JUNE 3 FINANCE COMMITTEE FEBRUARY 11 MARCH 2 MEMBERSHIP COMMITTEE (Review Committee No. 1--Technical) OCTOBER 15 PROGRAM COMMITTEE (Review Committee No. 2--Government Relations and Communications) OCTOBER 8 EMPLOYEE BENEFITS COMMITTEE (Review Committee No. 3--Administration and Legal) OCTOBER 30 8 1 CMA 129155 COMMITTEES OF THE BOARD OF DIRECTORS EXECUTIVE COMMITTEE FUNCTION: To exercise the powers of the Board of Directors with respect to conducting the business and affairs of the Association, including all matters of policy and administration, except when the Board of Directors is in session, CHAIRMAN HAROLD A. SORGENTI DEXTER F. BAKER Air Products and Chemicals, Inc., P.O. Box 538, Allentown, PA 18105 ALAN BEL2ER Allied-Signal Inc., P.O. Box 3000R, Morristown, NJ 07960 ROBERT D, CADIEUX Amoco Chemicals Company, P.O. Box 87759, Chicago, IL 60680-0759 W. H. CLARK, JR. Nalco Chemical Company, One Nalco Center, Naperville, IL 60566-1024 ROBERT W. DAVIS Chevron Chemical Company, 575 Market St., San Francisco, CA 94105 ROBERT C. FORNEY E. I. du Pont de Nemours & Company, 1007 Market St., Wilmington, DE 19898 VINCENT L. GREGORY, JR. Rohm and Haas Company, Independence Mall West, Philadelphia, PA 19105 EARLE H. HARBISON, JR. Monsanto Company, 800 N. Lindbergh Blvd., St. Louis, MO 63167 JOHN W. JOHNSTONE, JR. Olin Corporation, P.O. Box 1355, Stamford, CT 06904-1355 ROBERT D. KENNEDY Union Carbide Corporation, 39 Old Ridgebury Rd., E4256, Danbury, CT 06817 H. EUGENE McBRAYER Exxon Chemical Company, 9 Old Kings Highway South, Darien, CT 06820 KEITH R. McKENNON The Dow Chemical Company, 2030 Willard H. Dow Center, Midland, Ml 48674 ROBERT A. ROLAND Chemical Manufacturers Association, 2501 M St., NW, Washington, DC 20037 M. WHITSON SADLER Solvay America, Inc., 3333 Richmond Ave., Houston, TX 77098 HAROLD A. SORGENTI ARCO Chemical Company, Division of Atlantic Richfield Company, P.O. Box 7258, Philadelphia, PA 19101 9 CMA 129156 FINANCE COMMITTEE FUNCTION: To advise the Board of Directors on policy relating to financing, membership fees, and the budget. CHAIRMAN ROBERT D, KENNEDY PAUL W. CHELLQREN Ashland Oil, Inc., P.O. Box 391, Ashland, KY 41114 JOHN T. FILES Merichem Company, 4800 Texas Commerce Tower, Houston, TX 77002 RAY R, IRANI Occidental Petroleum Corporation, 10889 Wilshire Blvd , Los Angeles, CA 90024 ROBERT D. KENNEDY Union Carbide Corporation, 39 Old Rtdgebury Rd., E4256, Danbury, CT06817 JOHN S, LUDINGTON Dow Corning Corporation, P.O, Box 994, Midland, Ml 48686-0994 L. JOHN POLITE, JR. Essex Chemical Corporation, 1401 Broad St., Clifton, NJ 07015 VINCENT A. SARNI PPG Industries, Inc,, One PPG Place, Pittsburgh, PA 15272 CHARLES E. STEWART Diamond Shamrock Chemicals Company, P.O. Box 152300, Irving, TX 75015-2300 KONRAD M. WEIS Bayer USA Inc., P.O. Box 4557, Pittsburgh. PA 15205 Note: In addition, the elected officers are ex officio members. 1 CMA 129157 MEMBERSHIP COMMITTEE view Committee Mo. 1--Technical) UNCTION: To receive and pass upon each application r membership in the Association, and to report to the Board of Directors as to eligibility for membership of each applicant under the Bylaws. HAIRMAN iARLYLE G. CALDWELL .EE K. BAILEY Vulcan Materials Company, P.O. Box 7497, Birmingham, AL 35253 ;ARLYLE G. CALDWELL National Starch and Chemical Corporation, P.O. Box 6500, Bridgewater, NJ 08807 .ESTER E. COLEMAN The Lubrizol Corporation, 29400 Lakeland Blvd., Wickliffe, OH 44092 HARRY CORLESS ICI Americas Inc., Concord Pike & New Murphy Rd., Wilmington, DE 19897 D. GEORGE HARRIS SCM Corporation, Chemicals Division, 410 Park Ave., New York, NY 10022 CARL W LORENTZEN W. R. Grace & Co., 1114 Avenue of the Americas, New York, NY 10036 ROY SAMBROOK Stauffer Chemical Company, Nyala Farm Rd., Westport, CT 06811 -0850 JAMES F. SCHORR Enron Chemical Company, 3100 Golf Rd., Rolling Meadows, IL 60008-4070 EDWIN L, STENZEL BASF Corporation, P.O. Box 181, Parsippany, NJ 07054 Note: In addition, the elected officers are ex officio members. ii CMA 129158 PROGRAM COMMITTEE (Rvl*w Committee No. 2--Government Relatione and Comntunlcatione) FUNCTION: To plan the programs of the Annual Meeting and the Chemical Industry Conference of the Association. CHAIRMAN S. JAY STEWART CYRIL C. BALDWIN, JR. CasChem Group, Inc., 40 Avenue A, Bayonne, NJ 17002 LOUIS W. CABOT Cabot Corporation, 125 High St., Boston, MA 02110 J. DOUGLAS CAMPBELL Standard Oil Chemical Company, Sohio Bldg,, 200 Public Square, Cleveland, OH 44114-2375 JACK E. CRAWFORD Mobil Chemical Company, Petrochemicals Division, 15600 Drummet Blvd., Houston, TX 77032 ALEXANDER F. GIACCO Hercules Incorporated, Hercules Plaza, Wilmington, DE 19894 P. W. IFLAND The Procter & Gamble Company, Ivorydale Technical Center, 5299 Spring Grove Ave., Cincinnati, OH 45217 SEYMOUR S. PRESTON, III Pennwalt Corporation, Three Parkway, Philadelphia, PA 19102 S. JAY STEWART Morton Thiokol, Inc., 110 N. Wacker Dr., Chicago, IL 60606-1560 WILLIAM WISHNICK Witco Corporation, 520 Madison Ave., New York, NY 10022 Note: In addition, the elected officers are ex officio members. CMA 129159 EMPLOYEE BENEFITS COMMITTEE (Review Committee No. 3--Administration and Legal) FUNCTION: To advise the Board of Directors regarding benefits, financing, and administration of the Association's employee pension plan and all other non-salary employee benefits. CHAIRMAN EMERSON KAMPEN A. S. D'AMATO Borden Chemical Division of Borden, Inc., 180 E. Broad St., Columbus, OH 43215 BRUCE C. GOTTWALD Ethyl Corporation, 330 S. 4th St., Richmond, VA 23217 EMERSON KAMPEN Great Lakes Chemical Corporation, P.O. Box 2200, West Lafayette, IN 47906 GEORGE J. McNALLY Borg*Warner Chemicals, Inc., P.O. Box 1868, Parkersburg, WV 26102 HOWARD M. NELSON Kaiser Aluminum & Chemical Corporation, 300 Lakeside Dr,, Oakland, CA 94643 OTTO STURZENEGGER ClBA-GEIGY Corporation, 444 Saw Mill River Rd., Ardsley, NY 10502 O. EDWARD WALL First Chemical Corporation, P.O. Box 1249, Jackson, MS 39205 CHONG Y. YOON The Upjohn Company, 7000 Portage Rd., Kalamazoo, Ml 49001 Note: In addition, the elected officers are ex officio members. 13 CMA 129160 & COMMUNICATIONS COMMITTEE PURPOSES: With respect to communications, the Com mittee will advise the Executive Committee and staff on problems and attitudes involving the chemical industry's relations with the public and provide guidance and assist ance on the initiation and implementation of constructive programs in this area. CHAIRMAN* MICHAEL E. THOMPSON STAFF EXECUTIVE JON C. HOLTZMAN TERM ENDING MAY 31, 1987 ARTHUR C. BENEDICT CIBA-GEIGY Corporation, 444 Saw Mill River Rd,, Ardsley, NY 10502 FRANK M. BROGDEN Tennessee Eastman Company, P.O. Box 511, Kingsport, TN 37662 CHARLES M. COE Allied-Signal Inc., P.O. Box 1087R, Morristown, NJ 07960 WILLIAM H. SCARBOROUGH Shell Chemical Company, P.O. Box 2463, Houston, TX 77001 MICHAEL E. THOMPSON Amoco Corporation, P.O. Box 87703, Chicago, IL 60680-0703 TERM ENDINQ MAY 31,1988 CHARLES A. DANA, JR. Occidental Chemical Corporation, P.O. Box 4020, Darien, CT 06820 GERALD T. DAVIS ARCO Chemical Company, P.O. Box 7258, Philadelphia, PA 19101 CHARLES A. GODING Nalco Chemical Company, One Nalco Center, Naperville, IL 60566-1024 J. WALTER GOETZ Union Carbide Corporation, 39 Old Ridgebury Rd,, Danbury, CT 06817 WILLIAM M. METTEN, JR, ICI Americas Inc., Concord Pike & New Murphy Rd., Wilmington, DE 19897 TERM ENDING MAY 31, 1989 HOWARD H. BABCOCK PPG Industries, Inc,, One PPG Place, Pittsburgh, PA 15272 DAVID L. BAIRD, JR Exxon Chemical Americas, P.O. Box 3272, Houston, TX 77253-3272 DAN R. BISHOP Monsanto Chemical Company, 800 N. Lindbergh Blvd., St. Louis, MO 63167 KENNETH JACOBSON E.l du Pont de Nemours & Company, 1701 Pennsylvania Ave , NW, Suite 900, Washington, DC 20006 FOSTER C. SMITH The BFGoodrich Company, 500 S. Main St., Akron, OH 44318 Through May 31, 1987 14 T CMA 129161 >ISTRIBUTION COMMITTEE `URPOSES: With respect to physical distribution ot hemicals including equipment, facilities, packing, and ansportation matters significant to the chemical manufacjnng industry, the Committee will' serve as a forum for liscussion of chemical manufacturing industry concerns; levelop and recommend to the Executive Committee tech nical questions: take action on these policies and positions, including participation in proceedings of regulatory and legislative bodies, as determined to be in the best interest of the Association to the extent consistent with Association policies and guidelines; and provide support for authorized Association programs. CHAIRMAN* DONALD M. JACOBSON VICE CHAIRMAN* KEITH J. BUNTING STAFF EXECUTIVE RICHARD M. DOYLE TERM ENDING MAY 31, 1987 STEPHEN F. BURKE Air Products and Chemicals, Inc., P.O. Box 538, Allentown, PA 18105 HOWARD E. DeVOID American Cyanamid Company, One Cyanamid Plaza, Wayne, NJ 07470 RONALDM JACOBSON Rohm and Haas Company, Independence Mall West, Philadelphia, PA 19105 R R. JOHNSON Chevron Chemical Company, P.O. Box 7145, San Francisco, CA 94120 W. T NIGGEL Bayer USA Inc Mobay Corporation, Mobay Rd,, Pittsburgh, PA 15205-9741 TERM ENDING MAY 31, 1988 J. T. COCKBURN Celanese Chemical Company, P O Box 47320, Dallas, TX 75247 ROBERT P. FRENCH E. I. du Pont de Nemours & Company, 1007 Market St., Wilmington, DE 19898 ROBERT C. MICK Phillips 66 Company, 838 Adams Bldg., Bartlesville, OK 74004 ROBERT G. STANLEY Union Carbide Corporation, 39 Old Ridgebury Rd., Danbury, CT 06817 TERM ENDING MAY 31, 1989 PHILLIP C. ALLING CIBA-GEIGY Corporation, 444 Saw Mill River Rd., Ardsley, NY 10502 JAY A. BEST Koppers Company, Inc., 436 Seventh Ave., Pittsburgh, PA 15219 KEITH J. BUNTING The Dow Chemical Company, 2020 Willard H. Dow Center, Midland, Ml 48674 ROY W. MAYESKE Minnesota Mining and Manufacturing Company, 3M Center, Bldg 570-2, St. Paul, MN 55144-1000 WILLIAM A. TALMADGE Borden Chemical Division of Borden, Inc., 180 E. Broad St., Columbus, OH 43215 "Through May 31, 7987 15 CMA 129162 ENGINEERING ADVISORY COMMITTEE PURPOSES: With respect to engineering design, con struction, operation, and maintenance of facilities for manu facture, storage and handling of industrial chemicals as significant to the chemical manufacturing industry, the Committee will' serve as a forum for discussion of chemical manufacturing industry concerns; develop and recommend to the Executive Committee policies and positions on legis lative, regulatory, and technical questions; and provide support for authorized Association programs CHAIRMAN* RAY E. OLSEN VICE CHAIRMAN* JOHN E. MASTER STAFF EXECUTIVE KYLE B. OLSON TERM ENDING MAY 31, 1987 NORMAN B. HARTSOCK Eli Lilly and Company, 307 E. McCarty St., Indianapolis, IN 46285 PERCY R. KAVASMANECK Union Carbide Corporation, P.0 Box 8361, South Charleston, WV 25303 JACK L KING Borg-Wamer Chemicals, Inc., P.O. Box 959, Parkersburg, WV 26102 F. M. SHANNAHAN Pennwalt Corporation, 900 First Ave., King of Prussia, PA 19406 TERM ENDING MAY 31, 1988 RANDOLPHJ BROZEK Pfizer Inc., 235 E. 42nd St., New York, NY 10017 LANDON N. KENNY Tennessee Eastman Company, P.O. Box 511, Kingsport, TN 37662 DAVID D MILLER Borden, Inc., 180 E. Broad St,, Columbus, OH 43215 EMMITT J. NELSON Shell Oil Company, P.O. Box 2463, Houston, TX 77001 RAY E. OLSEN Exxon Chemical Company, P.O. Box 400, Baytown, TX 77522 TERM ENDING MAY 31, 1989 MARION A. CABLER Phillips 66 Company, 294 Engineering Design Center, Bartlesville, OK 74004 JUDSON W. DeLANY The Procter & Gamble Company, 6110 Center Hill Rd., FB1N00, Cincinnati, OH 45224 JAMES M. GROVER Dow Engineering Company, P.O. Box 3387, Houston, TX 77253-3387 RICHARD C. LIETZAU Air Products and Chemicals, Inc., P.O. Box 538, Allentown, PA 18105 JOHN E. MASTER ARCO Chemical Company, Division of Atlantic Richfield Company, 3801 West Chester Pike, Newtown Square, PA 19073 Through May 31, 1987 16 CMA 129163 ENVIRONMENTAL MANAGEMENT COMMITTEE PURPOSES: Under the broad policies established by the Board of Directors and within limits of authority specified by the Executive Committee, the Committee oversees Associ ation environmental activities. In so doing, the Committee will: identify key environmental issues and focus efforts on matters of greatest significance to the chemical manufac turing industry; establish specific objectives on the key issues and mobilize resources to produce decisive timely results; aggressively advocate responsible environmental legislation and regulation which consider economic im pacts, energy implications, cost effectiveness, risks, and benefits; seek relief from unreasonable environmental leg islation and regulation by appropriate means, which may include legal action, advise the Executive Committee on Association staffing and resources required by the Commit tee to achieve its objectives; help member companies understand their environmental responsibilities by inform ing them of major trends, developments, key issues, and Association actions, develop awareness of chemical manu facturing industry contributions to environmental manage ment and facts surrounding key issues; and initiate and sponsor research and development on environmental issues of widespread interest to the chemical manufactur ing industry. CHAIRMAN* FRANK W. BERRYMAN VICE CHAIRMAN* VINCENT J. MARCHESANI STAFF EXECUTIVE DAVID W. CARROLL TERM ENDING MAY 31,1987 C. DAVID BARRETT Celanese Corporation, 1211 Avenue of the Americas, New York, NY 10036 BERNIE A. BARROSSE, JR. E. I. du Pont de Nemours & Company, Louviers Bldg., Wilmington, DE 19898 FRANK W. BERRYMAN Chevron Chemical Company, 595 Market St., San Francisco, CA 94120-7145 RUSSELL H.SUSAG Minnesota Mining and Manufacturing Company, Bldg. 21-2W-06, P.O. Box 33331, St. Paul, MN 55133 RICHARD A. SYMULESKI Amoco Chemicals Company, 200 E. Randolph Dr., MC 4901, Chicago, IL 60601 TERM ENDING MAY 31, 1988 ROBERT F. CURRAN CIBA-GEIGY Corporation, 444 Saw Mill River Rd., Ardsley, NY 10502 JAMES C. EDWARDS Tennessee Eastman Company, P.O. Box 511, Kingsport, TN 37662 VINCENT J MARCHESANI ICI Americas Inc,, Concord Pike & New Murphy Rd., Wilmington, DE 19897 MICHAEL A. PIERLE Monsanto Company, 800 N. Lindbergh Blvd., St. Louis, MO 63167 BOBBY A. WEAVER Dow Chemical U.S.A., 2020 Willard H. Dow Center, Midland, Ml 48674 TERM ENDING MAY 31, 1989 PAUL F. CASH Mobil Chemical Company, 211 College Road East, Princeton Forrestal Center, Princeton, NJ 08540 JAMES K. GRANT Mallinckrodt, Inc., P.O. Box 5840, St. Louis, MO 63134 ROBERT T. JACKSON Union Carbide Corporation, 39 Old Ridgebury Rd., Section P-2, Danbury, CT 06817-0001 RON R. KIENLE Shell Chemical Company, A Division of Shell Oil Company, P.O. Box 4320, Houston, TX 77210 CHARLES T.SEAY Exxon Chemical Americas, P.O. Box 3272, Houston, TX 77253-3272 'Through May 37, 1987 17 CMA 129164 GOVERNMENT RELATIONS COMMITTEE PURPOSES: With respect to communications between the chemical manufacturing industry and government on matters significant to the chemical manufacturing industry, the Committee will, seek to anticipate, identify, and estab lish priorities with respect to issues and opportunities, ad vise the Executive Committee and other Association enti ties regarding policy formation; participate in the planning of Association programs aimed at specific issues or objec tives, with emphasis on strategy considerations; oversee and participate in the execution of legislative programs; and monitor, evaluate, and seek to enhance the effectiveness of authorized Association programs. CHAIRMAN* KENNETH E. DAVIS VICE CHAIRMAN* A. ALLAN NOE STAFF EXECUTIVE WILLIAM M. STOVER TERM ENDING MAY 31, 1987 KENNETH E. DAVIS Rohm and Haas Company, Independence Mall West, 9th Floor, Philadelphia, PA 19105 ROBERT J. FIELDS FMC Corporation, 1627 K St., NW, Washington, DC 20006 J. WILSON MALLOY, JR. Eastman Chemical Products, Inc., 1919 Pennsylvania Ave., NW, Washington, DC 20006 A, ALLAN NOE Chesebrough-Pond's Inc., 1828 L St., NW, Washington, DC 20036 CHARLES H. ROWTON Exxon Corporation, 1899 L St., NW, Washington, DC 20036 TERM ENDING MAY 31, 1988 FRANKW BRADLEY Chevron U.S.A., 1700 K St., NW, Washington, DC 20006 JAMES T. CHRISTY Air Products and Chemicals, Inc., 1730 Pennsylvania Ave., NW, Washington, DC 20006 WILLIAM M. CORCORAN Allied-Signal Inc., 1050 Connecticut Ave., NW, Washington, DC 20036 PHILIP C. HOLLADAY Shell Chemical Company, 1025 Connecticut Ave., NW, Washington, DC 20036 STACEY J. MOBLEY E. I. du Pont de Nemours & Company, 1701 Pennsylvania Ave., NW, Washington, DC 20006 TERM ENDING MAY 31, 1989 DAVID S. J. BROWN Monsanto Company, 1101 Seventeenth St., NW, Washington, DC 20036 RICHARD L. FISCHER Amoco Corporation, 1615 M St., NW, Washington, DC 20036 JEREMIAH J. KENNEY, JR. Union Carbide Corporation, 1100 Fifteenth St., NW, Washington, DC 20005 R. GARY WILSON PPG Industries, Inc., 1730 Rhode Island Ave., NW, Washington, DC 20036 GORDON E. WOOD Olin Corporation, 1730 K St., NW, Washington, DC 20006 *Through May 31, 1987 CMA 129165 1 IEALTH AND SAFETY COMMITTEE URPOSES: The Committee oversees Association proams concerning human health and safety. The Commitie will: identify key health and safety issues and focus on tatters of greatest significance to the chemical industry; stablish specific objectives and mobilize resources to roduce timely results; develop and recommend to the Executive Committee policies and positions on legislative, agulatory, and technical questions, provide cost-effective support for authorized Association programs that enhance chemical industry productivity and competitiveness through health and safety programs; seek relief from unrea sonable health and safety legislation and regulation by appropriate means; sponsor research and development on human health and safety issues of widespread interest to the chemical industry. CHAIRMAN* 1, RONALD CONDRAY VICE CHAIRMAN* 3EORGE A. RODENHAUSEN STAFF EXECUTIVE RANDAL P. SCHUMACHER TERM ENDING MAY 31, 1987 J. RONALD CONDRAY Monsanto Company, 800 N. Lindbergh Blvd., St. Louis, MO 63167 RAYMOND W. HUSSEY The Lubrizol Corporation, 29400 Lakeland Blvd., Wickliffe, OH 44092 MITCHELL W. SAUERHOFF Stauffer Chemical Company, 400 Farmington Ave., Farmington, CT 06032 CHARLES E.STEHR Shell Chemical Company, P.O. Box 2463, Houston, TX 77001 CARL W. UMLAND Exxon Chemical Americas, P.O. Box 3272, Houston, TX 77232-3272 TERM ENDING MAY 31,1988 ROBERT F. BROTHERS Eastman Kodak Company, 343 State St., Rochester, NY 14650 JOSEPH C. CAPOROSSI American Cyanamid Company, One Cyanamid Plaza, Wayne, NJ 07470 GEORGE A. RODENHAUSEN Celanese Corporation, 1211 Avenue of the Americas, New York, NY 10036 IRV ROSENTHAL Rohm and Haas Company, P.O. Box 584, Bristol, PA 19007 DAVID S. SMALLWOOD ARCO Chemical Company, 3801 W. Chester Pike, Newtown Square, PA 19073 TERM ENDING MAY 31,1989 MICHAEL M, MARSHALL Lonza Inc., 21-00 Route 208, Fair Lawn, NJ 07410 JAMES M. NORWOOD Air Products and Chemicals, Inc., P.O Box 538, Allentown, PA 18105 GARY A. SUNSHINE ICI Americas Inc., Concord Pike & New Murphy Rd., Wilmington, DE 19897 GARY L. TER HAAR Ethyl Corporation, 451 Florida Blvd., Baton Rouge, LA 70801 FRANK A. UBEL, M.D. Minnesota Mining and Manufacturing Company, Chemical Division, 3M Center, Bldg. 220-2E, St. Paul, MN 55144 *Through May 37, 1987 19 CMA 129166 INTERNATIONAL TRADE COMMITTEE PURPOSES: With respect to trade policy matters of inter est to the chemical manufacturing industry, the Committee will: monitor international trade data and events, develop policies on trade issues, recommend policies and action to the Executive Committee and provide support for author ized Association policies. CHAIRMAN* MAX L. TURNIPSEED VICE CHAIRMAN* ROBERT E. LORY STAFF EXECUTIVE MYRON T. FOVEAUX TERM ENDING MAY 31,1987 MARK S, BLASS Air Products and Chemicals, Inc., P.O. Box 538, Allentown, PA 18105 STEPHEN E. LITTLEJOHN Monsanto Company, 800 N. Lindbergh Blvd., St. Louis, MO 63167 GEORGE M. MACKIE Crompton & Knowles Corporation, 3001 N. Graham St., Charlotte, NC 28201 DONALD H MARSHALL The BFGoodrich Company, 6100 Oak Tree Blvd., Cleveland, OH 44131 E. ROGERS PLEASANTS E. I. du Pont de Nemours & Company, Room D-7046, 1007 Market St., Wilmington, DE 19898 TERM ENDING MAY 31, 1988 STEPHEN A. BLOCK Celanese Corporation, P.O. Box 47320, Dallas, TX 75247 CAMERON H. CALDER American Cyanamid Company, One Cyanamid Plaza, Wayne, NJ 07470 ROBERT W. DUPREE The Dow Chemical Company, 2030 Dow Center, Midland, Ml 48674 ROBERT F. MURPHY Mobil Chemical Company, 15600 Drummet Blvd., Houston, TX 77032-2343 DONALD E. ULLRICH Pecten Chemicals Inc., A Subsidiary of Shell Oil Company, P.O. Box 4407, Houston, TX 77210 TERM ENDING MAY 31, 1989 KENNETH R. ADAMS Cabot Corporation, 1850 K St., NW, Suite 210, Washington, DC 20005 ROBERT E. LORY Exxon Chemical Company, 9 Old Kings Highway South, Darien, CT 06820 KENNETH Y. MILLIAN W. R. Grace & Co., 1511 K St., NW, Suite 643, Washington, DC 20005 B. G. PETTIGREW Eastman Chemical International Limited, P.O. Box 431, Kingsport, TN 37662 MAX L. TURNIPSEED Ethyl Corporation, 1155 Fifteenth St., NW, Washington, DC 20005 Through May 31, 1987 20 1 CMA 129167 PATENT AND TRADEMARK COMMITTEE PURPOSES: With respect to patent, trademark, and relat ed industrial property rights of interest to the chemical manufacturing industry, the Committee will1 advise the Executive Committee on the formulation of Association policies, serve as a forum for discussion of chemical manu facturing industry concerns; develop and recommend to the Executive Committee policies and positions on proposed legislation, treaties and regulations of the federal govern ment; and provide support for authorized Association policies. CHAIRMAN* PATRICK L. HENRY VICE CHAIRMAN* EUGENE G. SEEMS STAFF EXECUTIVE STEPHANIE SIEGEL TERM ENDING MAY 31,1987 CHARLES B. BARRIS Celanese Research Company, 86 Morris Ave., Summit, NJ 07901 JOHN J. HAGAN American Cyanamid Company, P.O. Box 60, Stamford, CT 06904 PATRICK L. HENRY Allied-Signal Inc., P.O, Box 2245R, Morristown, NJ 07960 EUGENE G. SEEMS FMC Corporation, 2000 Market St., Philadelphia, PA 19103 CARL T. SEVERINI PPG Industries, Inc., One PPG Place, Pittsburgh, PA 15272 TERM ENDING MAY 31, 1988 RUDOLPH J. ANDERSON, JR. Monsanto Company, 800 N. Lindbergh Blvd., St. Louis, MO 63167 ALVIN E. BEY Dow Corning Corporation, Box 994, Midland, Ml 48686-0994 MARIO A. MONACO Merck & Co., Inc., P.O. Box 2000, Rahway, NJ 07065-0907 DENIS A. POLYN The Lubrizol Corporation, 29400 Lakeland Blvd., Wickliffe, OH 44092 RICHARD G. WATERMAN The Dow Chemical Company, 1776 Building, Midland, Ml 48674 TERM ENDING MAY 31,1989 LARRY W. EVANS The Standard Oil Chemical Company, 200 Public Square, Cleveland, OH 44114-2375 KARL JORDA CIBA-GEIGY Corporation, 444 Saw Mill River Rd., Ardsley, NY 10502 JOHN M. SHEEHAN ICI Americas Inc., Concord Pike & New Murphy Rd , Wilmington, DE 19897 ROBERT C. SULLIVAN Stauffer Chemical Company, Nyala Farm Rd., Westport, CT 06881-0852 RICHARD C. WITTE The Procter & Gamble Company, Ivorydale Technical Center, 5299 Spring Grove Ave., Cincinnati, OH 45217 *Through May 3 7, 7987 21 CMA 129168 STATE AFFAIRS COMMITTEE PURPOSES: With respect to state legislative and regula tory matters significant to the chemical manufacturing in dustry, the Committee will, seek to anticipate, identify and establish priorities with respect to current and emerging issues and opportunities; monitor and review proposed legislation and regulations; advise the Board of Directors, Executive Committee, other CMA entities m policy matters, participate in the planning and implementation of Associa tion programs impacting on specified state issues or objec tives with emphasis on developing a consistent federal/ state and interstate strategy; coordinate participation in the execution and delivery of state legislative and regulatory programs; provide support for and liaison with other autho rized Association programs; continue long-range planning efforts with respect to the Association's overall role in the states. CHAIRMAN* D. H. BREWER VICE CHAIRMAN* C. ROBERT BALL STAFF EXECUTIVE WILLIAM H. WESTENDORF TERM ENDING MAY 31, 1987 C. ROBERT BALL Exxon Chemical Americas, P.O. Box 3272, Houston, TX 77253-3272 CHARLES E FITZGIBBON Eastman Kodak Company, 343 State St, Rochester, NY 14650 DELOSS B. GURNEY Amoco Corporation, 200 E. Randolph Dr., MC-3704, Chicago, IL 60601 CHARLES L. HEBNER ICI Americas Inc., Concord Pike & New Murphy Rd., Wilmington, DE 19897 DEBORAH L. NEALE The BFGoodrich Company, Dept. 0115 WHB6, 500 S. Main St., Akron, OH 44318 TERM ENDING MAY 31, 1988 TIMOTHY J. HOLT Air Products and Chemicals, Inc., P.O. Box 538, Allentown, PA 18105 GEOFFREY B. HURWITZ Rohm and Haas Company, 1667 K St., NW, Washington, DC 20006 RALPH C. LOOMIS CIBA-GEIGY Corporation, 444 Saw Mill River Rd., Ardsley, NY 10502 GERALD R. PROUT FMC Corporation, 2000 Market St., Philadelphia, PA 19103 BEN WOODHOUSE Dow Chemical U.S.A., 2020 Dow Center, Midland, Ml 48674 TERM ENDING MAY 31,1989 D. H. BREWER Olin Corporation, P.O. Box 2896, Lake Charles, LA 70602 JERRY L. CHAMBERS American Cyanamid Company, 1575 Eye St,, NW, Washington, DC 20005 ROBERT J. CHRISTIE ARCO Chemical Company, Division of Atlantic Richfield Company, P.O. Box 7258, Philadelphia, PA 19101 RONALD N.ROBERTS Borg-Warner Chemicals, Inc., P.O. Box 1868, Parkersburg, WV 26102 WILLIAM T. WOOD, JR. E. I. du Pont de Nemours & Company, 1007 Market St., Wilmington, DE 19898 Through May 37, 1987 22 1 CMA 129169 TAX POLICY COMMITTEE PURPOSES: With respect to federal and state tax mat ters, the Committee will: advise the Executive Committee of the formulation of Association policies: review proposed legislation, regulations, and treaties and recommend to the Executive Committee appropriate Association positions thereon: develop and recommend to the Executive Committee proposals to be advocated by the Association for the revision of existing laws; and provide technical support for authorized Association programs. CHAIRMAN* JAMES C. PUGH VICE CHAIRMAN* CORNELIUS P POWELL STAFF EXECUTIVE ROBERT B. HILL TERM ENDING MAY 31,1987 ALAN M. BREITMAN American Cyanamid Company, One Cyanamid Plaza, Wayne, NJ 07470 JOHN A. CARRIG Phillips Petroleum Company, 697 Information Center, Bartlesville, OK 74004 GEORGE B. ERENSEN Olin Corporation, 120 Long Ridge Rd., Stamford, CT 06904 ROBERT T. GUINAN J. T. Baker Chemical Company, 7r Richardson-Vicks, 10 Westport Rd,, Wilton, CT 06897 JAMES D, KNOX Hercules Incorporated, Hercules Plaza, Wilmington, DE 19894 CORNELIUS P, POWELL Air Products and Chemicals, Inc., P.O, Box 538, Allentown, PA 18105 JAMES C. PUGH PPG Industries, Inc., One PPG Place, Pittsburgh, PA 15272 TERM ENDING MAY 31, 1988 WILLIAMSON P. DONALD E. I, du Pont de Nemours & Company, 1007 Market St., Wilmington, DE 19898 HAROLD R. DONOHUE Mobil Corporation, 150 E, 42nd St,, New York, NY 10017 JAMES L. EICHNER Eastman Kodak Company, 343 State St., Rochester, NY 14650 THOMAS C. FRIEL Rohm and Haas Company, Independence Mall West, Philadelphia, PA 19105 A. WILLIAM GALLAGHER Chevron Chemical Company, 575 Market St., San Francisco, CA 94105 THOMAS G. SINGLEY Shell Chemical Company, P.O. Box 2463, Houston, TX 77001 GLENN W, WHITE The Dow Chemical Company, 2030 Dow Center, Midland, Ml 48674 TERM ENDING MAY 31, 1989 WILLIAM M. BELLAMY, JR. Union Carbide Corporation, 39 Old Ridgebury Rd., Danbury, CT 06817 JOHN J. HILL Atlantic Richfield Company, P.O, Box 7258, Philadelphia, PA 19101 ROBERT J. MOODY FMC Corporation, 200 E. Randolph Dr., Chicago, IL 60601 ROBERTA PALSEDGE Nalco Chemical Company, One Nalco Center, Naperville, IL 60566-1024 RICHARD S. PAYNE Celanese Corporation, 1211 Avenue of the Americas, New York, NY 10036 RICHARD A. OVERTON Monsanto Company, 800 N. Lindbergh Blvd., St. Louis, MO 63167 PAUL E. SULLIVAN Exxon Chemical Company, 9 Old Kings Highway South, Darien, CT 06820 'Through May 31, 1987 23 CMA 129170 GKFSPECIAL COMMITTEES SPECIAL COMMITTEE ON INSURANCE PURPOSES: With respect to insurance issues, the Com mittee will: advise the Executive Committee on the formula tion of Association policies; provide a forum for discussion of insurance-related issues by all member companies; develop information for CMA members on insurance avail ability and the impacts of insurance problems facing the chemical industry; review proposed legislation and regula tions and recommend to the Executive Committee appro priate positions thereon; assist in communication with other industry organizations concerned with insurance issues; advise the Executive Committee of options for resolving insurability problems. CHAIRMAN THOMAS A. CALDWELL VICE CHAIRMAN STEPHEN W SCAMMELL STAFF EXECUTIVE DAVID F. ZOLL TERM ENDING MAY 31,1987 DAVID 0. BULLOCK Celanese Corporation, 1211 Avenue of the Americas, New York, NY 10036 BENNY W, BUMPERS Vulcan Materials Company, P.0, Box 7497, Birmingham, AL 35253 THOMAS A. CALDWELL American Cyanamid Company, One Cyanamid Plaza, Wayne, NJ 07470 ALAN R. CAREY Eastman Kodak Company, 343 State St., Rochester, NY 14650 FRED R. DEITZ Nalco Chemical Company, One Nalco Center, Naperville, IL 60566-1024 JOHN J. DELANEY Olin Corporation, 120 Long Ridge Rd., Stamford, CT 06904 JAMES J. GALLAGHER Chesebrough-Pond's Inc,, Nyala Farm Rd., Westport, CT 06881 GEORGENE F, GRIMM Monsanto Company, 800 N. Lindbergh Blvd., St, Louis, MO 63167 DANIEL J. LEWIS Sherex Chemical Company, 5777 Frantz Rd., Dublin, OH 43017 WILLIAM E, MARKEY Reichhold Chemicals, Inc., 525 N. Broadway, White Plains, NY 10603 LATHROP B. NELSON Rohm and Haas Company, Independence Mall West, Philadelphia, PA 19105 FRANK A. PETTITI Dow Chemical U.S.A., Legal Dept., 2030 Dow Center, Midland, Ml 48640. STEPHEN W. SCAMMELL GAF Corporation, 1361 Alps Rd., Wayne, NJ 07470 JAMES R. TAYLOR ICI Americas Inc., Concord Pike & New Murphy Rd., Wilmington, DE 19897 DAVID D. URBANI Air Products and Chemicals, Inc., P.O. Box 538, Allentown, PA 18105 MARK F. WILSON First Chemical Corporation, P.O. Box 1249, Jackson, MS 39205 RANDALL J. WOODS FMC Corporation, 200 E. Randolph Dr., Chicago, IL 60601 24 1 CMA 129171 SPECIAL ENERGY ADVISORY GROUP PURPOSES: With respect to energy conservation and energy utilization matters significant to the chemical manufacturing industry, the Group will serve as a forum for discussion of chemical manufacturing industry concerns; monitor, evaluate and analyze the chemical industry's in terest in these Issues and recommend to the Association for review and referral to the Executive Committee for action, policies and positions on legislative, regulatory and techni cal questions, evaluate the viability for continuing CMA coordination of energy conservation reporting to govern ment agencies, evaluate and recommend to the Associa tion for review and referral to the Executive Committee for action, needs for the Association to undertake an advocacy effort on particular energy-related issues, utilizing Associa tion resources; and provide support for other authorized Association programs, within the limits of resources avail able to the Group. CHAIRMAN HUGH R. IRVINE VICE CHAIRMAN PETER A. SIPPLE STAFF EXECUTIVE HENRY J. SAUER TERM ENDING MAY 31,1987 JAMES D, BEATTY The Procter & Gamble Company, 6110 Center Hill Rd., Cincinnati, OH 45224 WILLIAM D. BETTS Dow Corning U.S.A., Mail Stop 544, Midland, Ml 48686-0994 JAMES B. BORDEN E. I. du Pont de Nemours & Company, 8270 Brandywine Bldg., Wilmington, DE 19898 R. DAVID DAMRON Celanese Chemical Company, Inc., P.O. Box 47320, Dallas, TX 75247 FRANK J, FARFONE Dow Chemical U.S.A., 1800 M St., NW, Suite 700 South, Washington, DC 20036 GARY S. FURMAN American Cyanamid Company, #7010, One Cyanamid Plaza, Wayne, NJ 07470 THOMAS A. GAMBLE Hercules Incorporated, Hercules Plaza, 1313 N. Market St,, Wilmington, DE 19894 HUGH R. IRVINE Exxon Chemical Americas, P.O. Box 3272, Houston, TX 77253-3272 P, L MAISTO BASF Corporation, P.O, Box 181, Parsippany, NJ 07054 J. WILSON MALLOY Eastman Chemical Products, Inc., 1919 Pennsylvania Ave., NW, Suite 705, Washington, DC 20006 EDWARD H.MERGENS Shell Chemical Company, P.O. Box 2463, Houston, TX 77001 ERFORD E. PORTER Union Carbide Corporation, Section K2475, 39 Old Ridgebury Rd., Danbury, CT 06817 PETER A. SIPPLE Air Products and Chemicals, Inc., P.O Box 538, Allentown, PA 18105 JOHN S, SORICE Olm Corporation, P.O. Box 1355, Stamford, CT 06904-1355 ANDREW W. STARK GAF Corporation, 1361 Alps Rd., Wayne, NJ 07470 L. RAYMOND TAUNTON Allied-Signal Inc., P.O. Box 3000R, Morristown, NJ 07960 25 V CMA 129172 SPECIAL PROGRAMS POLICY COMMITTEE PURPOSES: With respect to special programs, the Com mittee will, ensure that all special programs are conducted in a manner consistent with Association policy and with the Special Programs Guidelines; counsel with Special Pro- grams Panels regarding new and revised operating needs; and, review and make recommendations on all advocacy programs on individual chemicals requested by a program panel or staff. CHAIRMAN HARRY CORLESS VICE CHAIRMAN KEITH R. McKENNON STAFF EXECUTIVE LANGLEY A. SPURLOCK HARRY CORLESS ICI Americas Inc., Concord Pike & New Murphy Rd., Wilmington, DE 19897 GERALDINE V. COX Chemical Manufacturers Association, 2501 M St., NW, Washington, DC 20037 GARY C. HERRMAN Chemical Manufacturers Association, 2501 M St., NW, Washington, DC 20037 KEITH R. McKENNON The Dow Chemical Company, 2030 Dow Center, Midland, Ml 48674 DAVID F. ZOLL Chemical Manufacturers Association, 2501 M St., NW, Washington, DC 20037 26 CMA 129173 MEMBERS Airco Industrial Gases, A Division of the BOC Group, Inc. 575 Mountain Ave., Murray Hill, NJ 07974--(201)464-8100 Air Products and Chemicals, Inc. P.0. Box 538, Allentown, PA 18105--(215) 481-4911 Akzo Chemie America, A Part of Akzona Incorporated 300 S. Wacker Dr., Chicago, IL 60606--(312) 786-0400 Alberta Gas Chemicals Ltd. 11456 Jasper Ave., Edmonton, AB, Canada T5K 0M1 -- (403) 482-6361 Albright & Wilson Inc. P.O. Box 26229, Richmond, VA 23260-6229--(804) 752-6100 Allied-Signal Inc. P.O. Box 3000R, Morristown, NJ 07960--(201) 455-2000 American Cyanamid Company One Cyanamid Plaza, Wayne, NJ 07470--(201) 831-2000 American Hoechst Corporation Route 202-206 N,, Somerville, NJ 08876--(201) 231-2000 American Synthetic Rubber Corporation P.O. Box 32960, Louisville, KY 40232-- (502) 448-2761 Amoco Chemicals Company P.O Box 87759, Chicago, IL 60680-0759--(312) 856-3200 ANGUS Chemical Company 2211 Sanders Rd,, Northbrook, IL 60062--(312) 498-6700 ARCO Chemical Company, Division of Atlantic Richfield Company P.O. Box 7258, Philadelphia, PA 19101--(215) 557-2000 Arizona Chemical Company 200 S Sudduth Pl,, Panama City, FL 32404--(904) 785-6700 Ashland Chemical Company, Division of Ashland Oil, Inc. P O. Box 2219, Columbus, OH 43216--(614) 889-3333 ATOCHEM INC. P.O. Box 607, Glen Rock, NJ 07452--(201) 652-8575 B J. T. Baker Chemical Company 222 Red School Lane, Phillipsburg, NJ 08865--(201) 859-2151 BASF Corporation 9 Campus Dr., Parsippany, NJ 07054--(201) 263-5821 BASF Corporation, Inmont Division 1255 Broad St, Clifton, NJ 07015-6001 -- (201) 365-3400 Bayer USA Inc./Mobay Corporation Mobay Rd., Pittsburgh. PA 15205-9741-- (412) 777-2000 Bofors Nobel Inc. 5025 Evanston Ave., Muskegon, Ml 49442--(616) 788-2341 Borden Chemical Division of Borden, Inc. 180 E, Broad St., Columbus, OH 43215-- (614) 225-4000 Borg-Warner Chemicals, Inc. International Center, Parkersburg, WV 26102-- (304)424-5411 BP Performance Polymers Inc. e P O Box 400, Hackettstown, NJ 07840--(201) 852-1100 Buffalo Color Corporation One Garret Mountain Plaza, West Paterson, NJ 07424--(201) 881-1700 c Cabot Corporation e 125 High St., Boston, MA 02110--(617) 423-6000 Callery Chemical Company e 600 Penn Center Blvd., Pittsburgh, PA 15235--(412) 273-5272 Cams Chemical Company, Division of Cams Corporation P.O. Box 1500, LaSalle, IL 61301--(815) 223-1500 CasChem, Inc. e 40 Avenue A, Bayonne, NJ 07002--(201) 858-7900 Celanese Corporation 1211 Avenue of the Americas, New York, NY 10036-- (212)719-8000 Chembond Corporation P O. Box 270, Springfield, OR 97477--(503) 687-8840 Chemical Products Corporation e P.O. Box 449, Cartersville, GA 30120--(404) 382-2144 Chevron Chemical Company P.O Box 7144, San Francisco, CA 94120-7144-- (415)894-7700 Church & Dwight Co., Inc. CN5297, 469 N Harrison St., Princeton, NJ 08540-- (609) 683-5900 CIBA-GEIGY Corporation 444 Saw Mill River Rd., Ardsley, NY 10502--(914) 478-3131 27 CMA 129174 C-l-L Inc. P O. Box 200, Station A, North York, ON, Canada M2N 6H2--(416) 229-7000 Columbian Chemicals Company 1600 Parkwood Circle. Atlanta. GA 30339-- (404) 951-5700 Cosden Chemical Division, Fina Oil and Chemical Company P O. Box 2159, Dallas, TX 75221--(214) 750-2400 Coulton Chemical Corporation 6600 Sylvama Ave,, Sylvama, OH 43560--(419) 885-4661 CP Chemicals, Inc. Arbor St, Sewaren, NJ 07077--(201)636-4300 CPS Chemical Company, Inc. P.O. Box 162, Old Bridge, NJ 08857--(201) 727-3100 Crompton & Knowles Corporation 345 Park Ave,, New York, NY 10154--(212) 754-1660 D Dan River Inc., Chemical Products Division P.O. Box 261, Danville. VA 24548-- (804) 799-4931 Degussa Corporation Route 46 at Hollister Rd , Teterboro. NJ 07608--(201) 288-6500 Diamond Shamrock Chemicals Company P O Box 152300, Irving, TX 75015-2300--(214) 659-7000 DiversiTech General, A GenCorp Company One General St. Akron. OH 44329-- (216) 798-0132 Dixie Chemical Company, Inc. P.O, Box 13410. Houston, TX 77219--(713) 526-2604 Dover Chemical Corporation P.O Box 40. Dover, OH 44622--(216) 343-7711 The Dow Chemical Company 2030 Willard H Dow Center, Midland, Ml 48674-- (517) 636-1000 Dow Corning Corporation P.O Box 994, Midland, Ml 48686-0994--(517) 496-4000 E. I. du Pont de Nemours & Company 1007 Market St . Wilmington, DE 19898-- (302) 774-1000 E Eastman Kodak Company 343 State St.. Rochester, NY 14650--(716) 724-4000 Engelhard Corporation Menlo Park CN40. 33 Wood Ave South, Edison, NJ 08818-2901--(201) 321-5000 Enron Chemical Company 3100 Golf Rd , Rolling Meadows, IL 60008-4070-- (312) 437-7800 ERCO Industries Limited 2 Gibbs Rd., (Toronto) Islington, ON, Canada M9B 1R1 -- (416) 239-7111 Essex Chemical Corporation 1401 Broad St.. Clifton, NJ 07015--(201) 773-6300 Ethyl Corporation P.O. Box 2189, Richmond, VA 23217--(804) 788-5000 Exxon Chemical Company 9 Old Kings Highway South, Darien, CT 06820-- (203) 655-5200 F Ferro Corporation One Erieview Plaza, Cleveland, OH 44114--(216) 641-8580 First Chemical Corporation P.O. Box 1249, Jackson, MS 39205--(601) 969-0217 FMC Corporation 200 E. Randolph Dr., Chicago, IL 60601--(312) 861-6000 G GAF Corporation 1361 Alps Rd.. Wayne, NJ 07470--(201) 628-3000 General Electric Company 3135 Easton Turnpike, Fairfield. CT 06431 -- (203) 373-2211 Georgia-Pacific Corporation, Chemical Division P O Box 105605, Atlanta, GA 30348-- (404) 521-4000 Glyco Inc. P.O Box 5100. Norwalk, CT 06856-5100--(203) 847-1191 The BFGoodrich Company 6100 Oak Tree Blvd., Cleveland, OH 44131--(216) 447-6000 28 CMA 129175 The Goodyear Tire & Rubber Company *1144 E. Market St, Akron, OH 44316-- (216) 796-2121 W. R. Grace & Co. *1114 Avenue of the Americas, New York, NY 10036-- (212) 819-5500 Great Lakes Carbon Corporation 320 Old Bnarcliff Rd , Briarcliff Manor, NY 10510-- (914) 941-7800 Great Lakes Chemical Corporation P.O. Box 2200, West Lafayette, IN 47906-- (317) 463-2511 H Halcon Catalyst Industries 49 Industrial Ave., Little Ferry, NJ 07643--(201) 641-0500 The C. P. Hall Company 7300 S, Central Ave., Chicago, IL 60638-6597--(312) 767-4600 Hatco Chemical Corporation King George Post Rd., Fords, NJ 08863--(201) 738-1000 Henkel Corporation 7900 W. 78th St., Minneapolis, MN 55435--(612) 828-8000 Hercules Incorporated Hercules Plaza, 1313 N. Market St., Wilmington, DE 19894-- (302) 594-5000 Hoechst Canada Inc. 4045 Cote Vertu, Montreal, PQ, Canada H4R 1R6-- (514) 333-3500 Hoffmann-LaRoche Inc. 340 Kingsland St., Nutley, NJ 07110--(201) 235-5000 I ICI Americas Inc, Concord Pike & New Murphy Rd , Wilmington, DE 19897--(302) 575-3000 ITT Rayonler Inc. *1177 Summer St., Stamford, CT 06904--(203) 348-7000 <J Jones-Hamilton Co. P.O Box 464, Newark, CA 94560--(415) 797-2471 Kaiser Chemicals, Division of Kaiser Aluminum & Chemical Corporation 30100 Chagrin Blvd., Pepper Pike, OH 44124-- (216) 292-9200 Kay-Fries, Inc., Chemical Division, Dynamit Nobel of America Inc. 10 Link Dr., Rockleigh, NJ 07647--(201) 784-0200 Kerr-McGee Chemical Corporation P.O. Box 25861, Oklahoma City, OK 73125-- (405) 270-1313 Koppers Company, Inc. 7th & Grant Sts., Pittsburgh, PA 15219--(412) 227-2000 L Laurel Industries, Inc. 29525 Chagrin Blvd., Cleveland, OH 44122--(216) 831-5747 LCP Chemicals & Plastics, Inc. Raritan Plaza II, Raritan Center, Edison, NJ 08817-- (201) 225-4840 Eli Lilly and Company 307 E. McCarty St., Indianapolis, IN 46285--(317) 261-2000 Lonza Inc. *21-00 Route 208, Fair Lawn, NJ 07410--(201) 670-6000 The Lubrizol Corporation 29400 Lakeland Blvd., Wickliffe, OH 44092--(216) 943-4200 M Malllnckrodt, Inc. P.O, Box 5840 St, Louis, MO 63134--(314) 895-2000 The McCloskey Corporation 7600 State Rd., Philadelphia, PA 19136--(215) 624-4400 McGean-Rohco, Inc. 1250 Terminal Tower, 50 Public Square, Cleveland, OH 44113-- (216) 621-6425 McKesson Chemical Group, Division of McKesson Corporation One Post St., San Francisco, CA 94104--(415) 983-8300 Merck & Co., Inc. P.O. Box 2000, Rahway, NJ 07065--(201) 574-4000 29 CMA 129176 Merichem Company 4800 Texas Commerce Tower, Houston, TX 77002-3068-- (713) 224-3030 Miiliken Chemical, Division of Milliken & Company P O Box 1927, M-400, Spartanburg, SC 29304--(803) 573-2020 Minnesota Mining and Manufacturing Company, Chemical Division 3M Center, St. Paul, MN 55144-1000--(612) 733-1110 Mobil Chemical Company, A Division of Mobil Corporation P.O. Box 10070, 100 First Stamford PI., Stamford, CT 06904-2070--(203) 328-7000 Monsanto Company 800 N. Lindbergh Blvd., St, Louis, MO 63167--(314) 694-1000 Mooney Chemicals, Inc. 2301 Scranton Rd., Cleveland, OH 44113-9988--(216) 781-8383 Morton Thiokol, Inc. 110 N. Wacker Dr., Chicago, IL 60606-1560--(312) 807-2000 M&T Chemicals Inc. One Woodbridge Center, Woodbridge, NJ 07095--(201) 499-0200 N Nalco Chemical Company One Nalco Center, Naperville, IL 60566-1024--(312) 961-9500 National Distillers and Chemical Corporation, U.S. Industrial Chemicals Co. and Emery Industries Divisions 99 Park Ave., New York, NY 10016--(212) 949-5000 National Starch and Chemical Corporation P O Box 6500, Bridgewater, NJ 08807-- (201) 685-5000 Nepera, Inc. Route 17, Harriman, NY 10926-- (914) 782-8171 Neville Chemical Company Neville Island, Pittsburgh, PA 15225--(412) 331-4200 NIPRO, Inc. P.O. Box 1483, Augusta, GA 30913--(404) 823-4000 NL Industries, Inc. 1230 Avenue of the Americas, New York, NY 10020-- (212) 621-9400 30 Northwest Petrochemical Corporation P O Box 99, Anacortes, WA 98221 -- (206) 293-3176 Norton Company, Chemical Process Products P.O. Box 350, Akron, OH 44309-0350-- (216) 673-5860 Novacor Chemicals Ltd. e 734 Seventh Ave., 5 W., Calgary, AB, Canada T2P 3P9-- (403) 290-8977 Nuodex Inc. P.O. Box 365, Piscataway, NJ 08854--(201) 981-5000 Nutrius Inc., Chemicals Division 8221 Brecksville Rd., Brecksville, OH 44141 -- (216) 526-5522 o Occidental Chemical Corporation P.O. Box 4020, Darien, CT 06820--(203) 854-3800 Olln Corporation 120 Long Ridge Rd., Stamford, CT 06904-1355--(203) 356-2000 OMI International Corporation 21441 Hoover Rd., Warren, Ml 48089--(313) 497-9100 Owens-Corning Fiberglas Corporation, Resins 6 Coatings Division Fiberglas Tower, Toledo, OH 43659--(419) 248-8000 P Penick Corporation, An Affiliate of CPC International 158 Mt. Olivet Ave., Newark, NJ 07114--(201) 621-2800 Pennwalt Corporation Three Parkway, Philadelphia, PA 19102--(215) 587-7000 Perstorp Polyols, Inc. 600 Matzmger Rd., Toledo, OH 43612--(419) 729-5448 Pfizer Inc. 235 E. 42nd St., New York, NY 10017--(212) 573-2323 Phillips 66 Company, A Subsidiary of Phillips Petroleum Company e Bartlesville, OK 74004--(918) 661-6600 Pilot Chemical Company of Ohio 11756 Burke St, Santa Fe Springs, CA 90670-- (213) 698-6778 Polysar Limited 201 N. Front St., Sarnia, ON, Canada N7T 7V1--(519) 332-1212 CMA 129177 1 PPG Industries, Inc., Chemicals Group One PPG Place. Pittsburgh, PA 15272-- (412) 434-3131 The PQ Corporation P.O, Box 840, Valley Forge, PA 19482--(215) 293-7200 The Procter & Gamble Company P.O. Box 599, Cincinnati, OH 45201--(513) 562-1100 PVS Chemicals, Inc. 11001 Harper Ave., Detroit, Ml 48213--(313) 921-1200 Q QO Chemicals, Inc. 823 Commerce Dr., Oak Brook, IL 60521--(312) 850-2330 R Reichhold Chemicals, Inc. 525 N Broadway, White Plains, NY 10603--(914) 682-5700 Reilly Tar & Chemical Corporation 151 N Delaware St,, Indianapolis, IN 46024-- (317) 638-7531 Rhone-Poulenc Inc. P.O. Box 125, Monmouth Junction, NJ 08852--(201) 297-0100 Rohm and Haas Company Independence Mall West, Philadelphia, PA 19105-- (215) 592-3000 Ruetgers-Nease Chemical Company, Inc. 201 Struble Rd., State College, PA 16801-- (814) 238-2424 s SCM Corporation *410 Park Ave., New York, NY 10022--(212) 759-8477 Shell Canada Chemical Company, A Division of Shell Canada Products Limited 75 Wynford Dr., Don Mills, ON, Canada M3C 2Z4--(416) 443-7111 Shell Chemical Company, A Division of Shell Oil Company P.O. Box 2463, Houston, TX 77001--(713) 241-6161 The Shepherd Chemical Company 4900 Beech St., Cincinnati, OH 45212-- (513) 731-1110 Sherex Chemical Company, Inc. P.O. Box 646, Dublin, OH 43017--(614) 764-6500 Sodyeco Division, Sandoz Chemicals Corporation 4000 Monroe St., Charlotte, NC 28205--(704) 372-0210 Solvay America, Inc. e 3333 Richmond Ave., Houston, TX 77098--(713) 526-2000 StanChem, Inc. e 401 Berlin St., East Berlin, CT 06023--(203) 828-0571 Standard Chlorine Chemical Co., Inc. 1035 Belleville Turnpike, Kearny, NJ 07032-- (201) 997-1700 Standard Oil Chemical Company Sohio Bldg., 200 Public Square, Cleveland, OH 44114-2375--(216) 586-4141 Stauffer Chemical Company Westport, CT 06881--(203) 222-3000 Stepan Company 22 w. Frontage Rd., Northfield, IL 60093--(312) 446-7500 Sun Refining and Marketing Company Ten Penn Center, 1801 Market St., Philadelphia, PA 19103-1699--(215) 977-3000 SunOlin Chemical Company P.O. Box 609, Claymont, DE 19703--(302) 792-3100 Syntex Chemicals, Inc. 2075 N. 55th St., Boulder, CO 80301--(303) 442-1926 T Tennessee Chemical Company Highway 68, Copperhill, TN 37317--(615) 496-3331 Texaco Chemical Company, a division of Texaco Inc. P.O. Box 430, Bellaire, TX 77401--(713) 666-8000 Tloxlde Canada Inc. P.O. Box 580, Sorel, PQ, Canada J3P 5P8--(514) 742-2711 u Union Camp Corporation, Chemical Products Division 1600 Valley Rd., Wayne, NJ 07470--(201) 628-2000 Union Carbide Canada Limited 123 Eglinton Ave. E., Toronto, ON, Canada M4P 1J3-- (416) 488-1444 31 r CMA 129178 Union Carbide Corporation 39 Old Ridgebury Rd., Danbury, CT 06817--(203) 794-2000 Uniroyal Chemical Company, Inc., Subsidiary of Uniroyal, Inc. World Headquarters, Middlebury, CT 06749--(203) 573-2000 United States Borax & Chemical Corporation P.O. Box 75128, Sanford Station, Los Angeles, CA 90075--(213) 381-5311 Univar Corporation 1600 Norton Bldg., Seattle, WA 98104--(206) 447-5911 Unocal Chemicals Division, Unocal Corporation 1900 E. Golf Rd., Schaumburg, IL 60195--(312) 490-2500 UOP Inc. P.O. Box 5017, Des Plaines, IL 60017-5017--(312) 391 -2000 The Upjohn Company 7000 Portage Rd., Kalamazoo, Ml 49001--(616) 323-4000 V R. T. Vanderbilt Company, Inc. e 30 Winfield St., Norwalk, CT 06855--(203) 853-1400 Velsicol Chemical Corporation 341 E. Ohio St., Chicago, IL 60611--(312) 670-4500 Vulcan Materials Company, Chemicals Division P.O. Box 7689, Birmingham, AL 35253-- (205) 877-3000 Wacker Chemical Corporation *9100 Shelbyville Rd., Louisville, KY 40222-- (502) 429-0711 Westvaco Corporation, Chemical Division P.O. Box 70848, Charleston Heights, SC 29415-0848--(803) 554-8350 Weyerhaeuser Company, Chemical Business Tacoma, WA 98477--(206) 924-2345 Wltco Corporation 520 Madison Ave., New York, NY 10022--(212) 605-3800 32 CMA 129179 1 sraa GENERAL PRINCIPLES APPLICABLE TO THE STRUCTURE AND OPERATIONS OF COMMITTEES* Preamble. The Association's Bylaws, in Article V, Section 8, authorize the Board of Directors or the Executive Committee to appoint such committees with such duties and functions as may from time to time be determined. The Bylaws further permit adop tion of regulations for the conduct of committee affairs consistent with Association policy and subject to review and approval by the Board or Executive Committee as appropriate. To assist the committees in carrying out their functions consistent with the Bylaws, certain general principles applicable to the structure and operation of all committees are formalized in this Resolution. No committee or other group operating under CMA auspices on CMA business shall deviate from these general principles, except where specifically author ized by the Executive Committee or the Board (or as determined to be necessary by the President or Secretary of the Association). As used in this Resolution, unless otherwise indicated, the term "committee" includes all CMA standing committees and such special committees as may be authorized from time to time, but does not include the Executive Committee or other commit tees composed of members of the Board. 1. Functional vs. Product Committees. The Association's committees shall continue to be or ganized primarily along functional rather than prod uct lines. No committee having to do with a particular chemical product or product segment shall be formed without approval of the Board (or in an emer gency by the President of the Association), Before agreeing to the establishment of any such commit tee, the Executive Committee shall determine whether the existing committees are adequate to handle the problem, and if not, whether the problem is of such general concern as to call for a new stand ing or special committee. All committees dealing with a particular product segment of the industry and all other committees for a temporary purpose shall be deemed ad hoc. Unless otherwise specified, the term of such committee shall be no longer than two years, subject to renewal for periods of one year or less by specific action of the Board. * As approved by the Board of Directors on March 12, 1963, and amended by the Executive Committee on March 19, 1971; July 11, 1978, and June 3, 1981. 2. Purposes. Each committee shall operate in accordance with PURPOSES setting forth its au thorized activities which have been approved by the Executive Committee. Each committee's PUR POSES shall be printed in the Association's annual Directory. 3. Organization. All committees shall, unless otherwise authorized, be subject to the following rules in respect to their organization: (a) Members. Each committee normally shall be limited to not more than 15 members. The members shall be recommended by the President of the Association and appointed by the Executive Committee from qualified full time personnel of member companies interested in supporting such activities. To the maximum ex tent practicable, appointments should be rea sonably representative of all interested member companies, taking into account such factors as their size, geographical location, chemicals manufactured, and differences in the general nature of their operations. Normally, a member company may have only one representative on a given committee. Members of any necessary task groups shall be appointed by the commit tee on the same basis. The membership of each committee should be comprised of persons well qualified in the committee's field of activity, nor mally having primary responsibilities within that field in their respective companies. Nomination for committee membership will be made by member company Executive Contacts and shall include name, company affiliation and personal title, background relevant to committee's field of activity, and description of responsibilities with in the company. A committee may nominate for consideration by the President or Executive Committee one or more associate members representing governmental bodies or scientific trade associations where such representation on a continuing basis will facilitate significantly the committee's programs. Associate members shall have non-voting status and be subject to review and Executive Committee confirmation annually. 33 A \[h (b) Task Groups. A committee may form such task groups as may be necessary to assist it in conducting its authorized activities. The Executive Committee shall be promptly advised of the formation of each such task group, and terms of reference in each case shall be estab lished in writing by the parent committee subject to the review and approval by CMA staff and the President of the Association. (c) Officers. The chairman of each com mittee to serve as its chief executive officer, and a vice chairman, shall be appointed annually by the Executive Committee. The heads of task groups shall be appointed by the respective chairmen with committee approval. (d) Rotation. The term of individual com mittee members shall be three years, one third of the membership being rotated annually. Ini tial committee membership terms will be scaled to accommodate this rotation. Upon the expira tion of one term of committee membership, a waiting period of at least one year must lapse before a former member becomes eligible for reappointment. For this purpose, a term will be regarded as three years or any fraction thereof according to the member's latest appointment to that committee. A committee member ap pointed chairman in the third year of his commit tee tenure may be appointed to a second year as chairman in which case he would serve in this post outside of the member limit on commit tee membership. A chairman cannot be extend ed in this manner for more than one additional year (e) Staff Executive and Committee Sec retary. Each committee shall have as its staff executive and secretary a full time CMA staff employee who shall function as the Board's administrative representative for such commit tee and as its chief administrative officer. It shall be the staff executive's duty and responsibility to see that all operations and proceedings of the committee, and of all its task groups, are con ducted in full conformity with their purposes and this Resolution, consulting with General Coun sel as necessary. On all procedural questions arising within any committee, including matters related to established Association policy, the staff executive's decision shall be accepted, pending appropriate review. 4. Meetings. The business of each committee shall be conducted in executive sessions attended by its members and by others who have a leading role in matters to be considered at the particular meeting. Each task group meeting shall be an exec utive session of assigned members of the task group plus any members of the parent committee who wish to be present. (a) Frequency. Each committee and task group will meet only as necessary to perform authorized committee business as determined by the chairman in consultation with the CMA Staff. Meetings should not be held where sub ject matter can be adequately and practicably handled by correspondence or telephone be tween the appropriate staff executive and indi vidual members. (b) Location. To the extent practicable and in the absence of cogent reasons for being elsewhere, all committee and task group meet ings should be held in Washington, D.C., prefer ably at the Association's office. Other locations, such as major city airports, may be considered in instances when they would afford greater convenience and cost savings to attendees. (c) Agenda. Following consultation with the committee chairman, the staff executive assigned to each committee shall prepare writ ten agenda prior to each of its meetings, which agenda shall be cleared in advance with Gener al Counsel. (d) Attendance of Staff Executive. No CMA committee meeting shall be held without the attendance of the staff executive assigned to it or other full time CMA staff employee. Gen eral Counsel or his designate should also attend any meeting whenever in his option the nature of any subject on the agenda makes his pres ence desirable. (e) Minutes. The staff executive assigned as secretary to the committee shall keep accu rate and complete minutes of all business trans acted at each meeting, which are to be subject to review and approval by General Counsel. CMA 129181 (f) Discussions Limited to Agenda. All substantive discussions at any CMA committee meeting are to be limited to authorized aspects of subjects on the agenda, except where addi tions to the agenda are specifically approved by the staff executive assigned to the committee. The staff executive's decision as to the propriety of any subject matter raised for dis cussion at any meeting shall be accepted, pending appropriate review. Any discussions or occurrences on the occasion of any meeting which are contrary to CMA's policies or rules and which have come to the staff executive's attention shall be reported promptly by him to his supervisor and to General Counsel. (g) Task Groups. The foregoing rules on meetings are applicable to all committees, task groups, and any other working groups, and any other working groups meeting under CMA aus pices, except that subparagraphs (c), (d), and (e) may be modified as indicated below in those cases where the group must meet in order to carry out a limited and specific written assign ment from the parent committee and it is im practical for a staff executive to be present. In each such case, (i) the specific assignment must be set forth in the parent committee's minutes; (ii) the CMA staff executive assigned as secretary to the parent committee must be satisfied that the meeting in question is neces sary and that the subject matter is not such as to require staff presence, (iii) the chairman of the group is to be responsible for carrying out the duties of the CMA staff executive, including par ticularly those specified in subparagraph (f) above; and (iv) the chairman must promptly make an accurate and complete written report to the parent committee and to the CMA staff executive as to everything occurring at such meeting (h) General Meetings. Apart from execu tive sessions, each committee shall schedule meetings, at least two per year, to which desig nees of Executive Contacts whose companies are not represented in the membership of the committee shall be invited and other interested representatives of member companies may at tend. Such meetings shall be scheduled and notices issued amply in advance as often as appropriate to keep the designees and others informed about the committee's activities and provide opportunities for offering suggestions. 5- Policy Statement*. Statements of Associa tion policy or position developed by any CMA com mittee or other group for submission to the Congress or any governmental or other external agency shall, unless otherwise authorized, be transmitted by the President or other appropriate officer of the Associa tion. 6. Reports. An account of the significant program activities of each committee shall appear in the An nual Report of the Association. The President and Executive Committee shall be kept informed on a current basis by communication from the chairman and the assigned staff executive. Presentation of reports to the Board shall be made as determined by the Executive Committee. 7. Periodic Reminder to Committee Mem bers. A copy of this Resolution,as it may be amend ed from time to time, shall be furnished to each member of each CMA committee and task group thereof at the beginning of his duties as a member, and at least once a year thereafter so long as he remains a member. 35 r CMA 129182 IZ& RULES OF PROCEDURE FOR COMMITTEES* 1. Purposes. The purpose of each committee shall be as set forth in the CMA Directory. 2. Membership. Nominees, in addition to com petence in the subject area, should have the per spective to recognize which matters are truly signifi cant to the chemical industry, and have the talents and personal inclination to be dynamic workers, The nominee's position in the company should provide ready access to the Executive Contact so as to authoritatively reflect corporate views and also as sure company backing in devoting a considerable portion of time and associated company resources to committee activities. 3. Officers 3.1 The officers of a committee will be a chair man and a vice chairman, 3.2 The officers will serve for a term of one year commencing June 1. 3.3 Chairman 3.3.1 The chairman will preside at meet ings and exercise general supervi sion over affairs of the committee within the general framework of CMA policies. 3.3.2 The chairman will be responsible for full reporting at regular meetings of all committee activities not previous ly reported. 3 3.3 The chairman will familiarize the vice chairman with all the functions of the chairman in order to provide for proper and effective continuity in the chairman's absence. 3.3 4 With the concurrence of the commit tee, the chairman may establish task groups, define their purpose and scope, appoint their membership, and designate the chairman. 3.3.5 The chairman will designate from the membership of the committee liaison assignments to various CMA stand ing committees and task groups as necessary. 3 4 Vice Chairman In the absence of the chairman, the vice chairman shall fulfill all the functions of the chairman. 4. Secretary/Staff Executive 4.1 The secretary shall be the CMA staff exec utive assigned to the committee. 4 2 The staff executive shall exercise those authorities and responsibilities prescribed by the "General Principles Applicable to the Structure and Operations of Committees." 4.3 The staff executive shall prepare and dis tribute notices of meetings, agenda, and minutes, and have custody of the official records of the committee 5. Meetings 5 1 Meetings of the committee will be held at the call of the chairman. 5.2 A majority of the committee members shall constitute a quorum at any meeting. 5.3 Task groups shall arrange separate meet ings as justified by their assignment, sub ject to call by their respective chairmen and advance notice to the members from the staff executive, 5 4 The staff executive shall issue advance notices for all meetings of the committee and task groups, and no meeting may be held in the absence thereof. 5 5 It shall be the responsibility of the chairman of a task group to submit a timely request to the staff executive concerning any desired modifications of subparagraphs 4(c), (d), or (e) of the "General Principles Applicable to the Structure and Operations of Commit tees" under the provisions of subparagraph 4(g). 5.6 Actions shall be decided by a majority of members present The presiding officer may vote to break a tie. The staff executive is not entitled to vote. 'As approved by the Executive Committee on July 11, 1978 and amended by the Executive Committee June 3, 1981 36 CMA "129183 6. Task Groups 6.1 Designations of task groups for special as signments, as to their membership, pur pose, and scope shall be recorded in com mittee minutes. All task groups shall be reviewed annually by the committee. Un less recommended for continuance by the committee and authorized by the President of the Association they terminate. 6.2 Committee membership is not a prerequi site to serving on task groups. 6.3 The chairman and vice chairman shall be ex officio members of all task groups and shall be furnished notices of their meetings. They, together with the staff executive, shall be furnished copies of all reports and correspondence pertaining to task group activities. 6.4 Task group chairmen shall be responsible for keeping their members informed re garding progress of activities and assigned tasks. 6.5 Task group chairmen shall furnish written reports to the committee chairman, vice chairman and staff executive in advance of each regular meeting of the committee con cerning activities, plans and recom mendations. 6.6 The term ''task group'' as used in these rules is defined to include any other com mittee sub-units. 7. Administration 7.1 The committee may consider matters from any source provided they fall within the scope of the declared PURPOSES. 7.2 An agenda of matters to be considered at meetings shall be prepared and furnished to those involved, at least one week in ad vance whenever practicable. 7.3 Minutes of meetings shall be prepared and distributed promptly. Corrections or addi tions shall be considered at the next meet ing. In addition to normal distribution, such minutes shall be furnished to other member company representatives designated by their Executive Contact to receive them. 7.4 Voting may be conducted by letter ballot when, in the judgement of the staff execu tive, circumstances warrant. 7.5 Appearance before any legislative or regu latory body or other organization on CMA's behalf shall be made only as officially au thorized. If, in any such appearance other than as a duly authorized representative, a person identifies himself with CMA in any way, he shall also make clear that he is not representing CMA in such participation. 8. Legal Assistance. Requests for legal assist ance shall be directed by the committee chairman or staff executive to the CMA General Counsel. Assist ance of the General Counsel, staff counsel, or mem ber company will normally be provided. Outside counsel, if required, will be selected and supervised by the General Counsel and will be engaged only after approval by the President or Executive Com mittee. 9. Primary Requirement. These rules are de signed to supplement CMA's "General Principles Applicable to the Structure and Operations of Com mittees," originally approved March 12, 1963, as subsequently amended. Nothing in these rules shall be interpreted or applied in such manner as to con flict with that document. 37 CMA 129184 ANTITRUST GUIDE FOR CMA COMMITTEE MEMBERS This is designed to be a layman s guide on how the antitrust laws apply to trade association activities, with particular reference to CMA committee work. It is written for both the guidance of those CMA committee members who have no particular knowl edge of this complicated subject, and to provide a useful reminder or "refresher course" for those who have had the benefit of antitrust advice from their own company counsel The Chemical Manufacturers Association is a non-profit industry association representing about 175 chemical producers. Like other industry associ ations, CMA is composed of member companies (many of whom are competitors of one another) representatives of which serve on its Board of Direc tors and on its committees. Whenever competitors meet together problems can arise under the antitrust laws. If the meeting or other activities among competitors is conducted by or through a trade association, it is just as vulnerable to antitrust attack as if the same companies were meeting or acting together without the medium of an association. Trade associations generally seek, quite properly, to promote understanding and coop eration among their members. But if this "coopera tion" restrains competition, both the association and its members will be in trouble under the antitrust laws. Antitrust enforcement is being emphasized as never before. The number of criminal and civil anti trust actions is steadily increasing. Congress has greatly increased both criminal and civil antitrust penalties, has made important procedural changes, and has substantially increased the budgets for the Antitrust Division of the Department of Justice and the Federal Trade Commission, the two agencies charged with antitrust enforcement. The courts are expanding the scope of antitrust prohibitions which may especially affect trade association activities, and such associations are more frequently becom ing the objects of FTC and Antitrust Division investi gations. In view of these developments, increased awareness of the applications of the antitrust laws to association activities is essential. Like most reputable trade associations, CMA has objectives and programs that are well within the law It also makes every effort to prevent possible antitrust abuses from arising. But a large responsi bility also rests upon its member companies--and particularly upon their individual representatives who serve on CMA committees This means that committee members should know enough about this subject to be able in their CMA work to avoid actions 38 or discussions that might raise antitrust questions. The main purpose of this guide is to help all commit tee members to recognize what is, or might become, an "antitrust question." Some actions or discussions by members of a trade associations are clearly illegal; many others are wholly legal and proper; and there is a sizeable "grey area" or danger zone in between. This grey area between legal and illegal association activity is often vague and uncertain, and CMA's policy has always been to keep far away from the doubtful zones. The Association's aim is not only to avoid actual violations of the law-it wants to prevent even any appearance of violation which might invite suspicion or investigation on the part of the enforcement au thorities. To protect itself and its members in this respect, CMA has adopted and observes several basic policies: 1. It has well-defined, constructive objectives and programs which are designed to promote the overall interest of the industry and the public. 2. Its organizational structure consists primari ly of standing committees with specific and limited functional purposes; and activities concerned with pricing or marketing chemical products are scrupu lously avoided, and limitations are also imposed on the subject matter and duration of ad hoc commit tees dealing with specific chemical products or product segments. 3. It maintains various procedural safeguards particularly those set forth in the "General Principles Applicable to the Structure and Operation of Com mittees" which appears in the Association's annual Directory. 4. It retains counsel to help insure full obser vance of the above policies and procedures, and to provide guidance and protective advice as to all CMA operations from an antitrust standpoint. 5. It has approved the issuance of this "Anti trust Guide" to help member company representa tives on CMA committees avoid problems under the antitrust laws. THE FEDERAL ANTITRUST LAWS Beginning in 1890, Congress has enacted a series of statutes which are known collectively as the federal antitrust laws. These laws are designed to promote and preserve our competitive private enterprise sys tem by encouraging free and open competition in open markets. The federal antitrust laws give the force of law to the philosophy underlying our eco nomic system, namely, that a free market in which supply and demand operate to determine the condi tions and terms of production, distribution and sale, and where each seller and a buyer deals indepen dently, serves to achieve the most equitable alloca tion of high quality goods and services at the lowest possible prices. The central core of federal antitrust legislation is formed by the Sherman Act (1890) and the Clayton and Federal Trade Commission Acts (1914). Most states have also enacted antitrust laws similar to the federal statutes but no attempt is made to discuss them in this brief manual. Similarly, there is no dis cussion herein of other areas of federal antitrust law (such as the Robinson-Patman Act and many parts of the Clayton Act) which may bear directly on the activities of individual companies but are usually not involved in association activities. The primary focus here is on horizontal conduct i.e., involving relation ships between competitors, rather than vertical rela tionships such as those between a company and it customers. Section 1 of the Sherman Act prohibits "con tracts", "combinations" or "conspiracies" in restraint of trade or commerce. These are terms of collective action or conduct by two or more persons, and they include agreements and understandings of all kinds, whether written or oral, formal or informal, which unduly restrain competition. Because of the collect ive nature of most trade associations activities, this section is the principal weapon used by the Depart ment of Justice in antitrust suits against trade asso ciations or their members. Such suits are usually based upon an alleged conspiracy or agreement among competitors to restrain trade. (The Federal Trade Commission also can, and does, challenge trade association activity which is alleged to lessen competition under Section 5 of the Federal Trade Commission Act which prohibits "unfair methods of competition.") Although the language of the antitrust statutes is deliberately general in its coverage, prohibiting "(every) contract, combination or conspiracy in re straint of trade" and "unfair methods of competition," the courts have defined a number of specific activi ties as inherently unlawful, the so-called "per se" offenses (see "Prohibited Activities," infr). The legali ty of other activities is determined by the "rule of reason, "i.e., whether the activity Is ancillary to the achievement of a legitimate business objective and r is no more restrictive of competition than necessary to achieve that objective. Although this necessarily involves difficult questions of interpretation, even here useful guidelines or antitrust compliance have evolved from the courts' decisions. The importance of obtaining legal counsel in any area of uncertainty cannot be overemphasized, for the sanctions im posed for violations of the antitrust laws are severe. ANTITRUST ENFORCEMENT The Federal antitrust laws are enforced by the De partment of Justice (Antitrust Division) and the Fed eral Trade Commission and frequently provide the basis for suits by private parties. All of the following penalties can be imposed for violations of antitrust laws. 1 Imprisonment. Violations which are crimi nal offenses, including most prohibited collusive ac tivities are felonies, and each individual participant is subject to a prison sentence of up to three years. Prison sentences are becoming increasingly com mon, particularly in price-fixing cases. Convicted felons may also be denied citizenship, the right to vote and other privileges and rights. 2. Fines. Fines of up to $1,000,000 for corpo rations and up to $10,0000 for individuals may be imposed for each criminal offense. An individual may not be reimbursed by his corporation for fines paid by him and fines are not deductible for income tax purposes. 3. Injunctive Court and Federal Trade Commission Orders. Orders (injunctions) which prohibit future violations or activities can be imposed as a result of civil action brought by the Department of Justice, the Federal Trade commission, or private parties, with far-reaching consequences. Such in junctions may contain sweeping prohibitions which go well beyond the scope of the violations charged and prohibit conduct which is not itself considered contrary to the antitrust laws. Such orders can seriously limit freedom of corporate or association action, require burdensome and time consuming reporting obligations, cause day-to-day activities to be supervised by a court or agency, and even re quire dissolution of a trade association. Violation of an injunctive order issued by a court can result in contempt proceedings with attendant fines, while failure to comply with an injunction ("cease and de sist order") issued by the Federal Trade Commission carries penalties of up to $10,000 for each day the non-compliance continues, 39 CMA 129186 & 4 Treble Damages. A sanction which has been applied with increasing frequency as private antitrust suits have rapidly increased in recent years is the "treble damage" provision of the antitrust laws which allow persons or businesses injured by an antitrust violation to recover three times the amount of actual damages sustained. Such cases have re sulted in hundreds of millions of dollars of damages being paid to private litigants. Thus, an antitrust violation could impair the financial resources of any corporation and significantly weaken its competitive position. PROHIBITED ACTIVITIES As noted above, many antitrust violations--and par ticularly those involving trade associations--result from concerted or collusive activity, that is, from an "agreement" between or among competitors which result in a restraint of trade. An illegal agreement may be proved in a number of ways. It need not be written, and seldom is. Rather, the term "agreement" in antitrust parlance may mean no more than know ing adherence to or a participation in a common scheme. Explicit promises, commitments, or assur ances are not necessary to establish a violation, nor must the parties actually carry out the agreement. (This definition of "agreement" is assumed through out.) Convictions for collusive activities can be based on a series of seemingly isolated facts which have been linked to present a chain of circumstantial evi dence from which an agreement or conspiracy--a meeting of the minds--can be inferred; for example, identical price increases by competitors following shortly after a trade association meeting at which "business conditions" and the need of the industry for higher prices were discussed. For this reason it is important when participating in CMA committee work or other association activities, which involve contact with other members of the industry, to avoid doing or saying anything which might even give an appearance of agreement with others in areas which may involve a lessening of competition. (a) Agreements Involving Prices. Pricing is the most sensitive subject under the antitrust laws "Price" in this context includes all the elements of the terms of sale: sales prices, discounts, allowances, freight, credit terms, container deposits, and all other services or conditions integrally related to a sale. Any agreement between competitors which fixes, stabilizes, maintains, bolsters, depresses, or tampers in any way with price is unlawful per se," 40 that is, the activity is indefensible and illegal without further analysis of its reasonableness, good in tentions, arguable benefits to the public, or extenuat ing circumstances. In short there is no defense "Price-fixing" encompasses not only agree ments with competitors on a selling price. It may also include, for example, agreement to buy up surplus goods, to adhere to a formula for determining prices, to standardize discounts, to control raw material prices, and any other agreement which has the net result of affecting the price structure of a given product. Moreover, it is just as unlawful for competi tors to agree on the prices at which they will offer to buy from their suppliers, as on those at which they sell. As previously noted an agreement can be shown in a number of ways. Thus, even the mere exchange of price lists between competitors on a regular basis may in some circumstances serve as evidence of an illegal price-fixing agreement The essential rule is that each seller must deter mine on its own the prices at which it purchases and sells. To avoid inferences of agreement or collusion --and there can be no exceptions--CMA members must not engage in any direct or indirect discussions with any competitors regarding prices, pricing poli cies, or any other marketing policy which may affect pricing. The following are a few examples of activi ties which have been found by the courts to consti tute evidence of illegal price-fixing. 1 Some supermarket executives were held to have violated the Sherman Act on the basis of evi dence which included a trade association meeting where one participant made remarks to the general effect that it was time to stop passing lower whole sale meat prices on to the consumers and keep some of it for themselves After viewing this and other evidence in light of the article pricing practices, the court upheld a jury verdict that the attendees at the trade association meeting had engaged in an illegal conspiracy to keep wholesale prices low and retail prices high. (The jury awarded plaintiffs a ver dict for over 32 million dollars, plus the plaintiffs' attorneys' fees.) 2. In another case, the sales manager of the leading company in a market invited the sales man agers of the other major companies in the market to a meeting at which he described a proposal for reclassifying distributors and changing discount schedules- No one present openly agreed to re classify his distributors and change his discount schedules Subsequent to the meeting, however, the CMA 129187 leading company instituted the changes proposed at the meeting and the other companies, one by one, adopted the same distributor classifications and dis count schedules. All of the companies and their sales managers were convicted of engaging in an unlawful conspiracy. The fact that all of the individual defendants were at the meeting, heard the discus sion, and subsequently reclassified their distributors and changed their discount schedules, supported a jury finding that they had unlawfully conspired to fix prices, 3 Sales officials of corrugated cardboard box manufacturers in the Southeast followed a practice of occasionally calling each other to determine quotes given on specific and current sales to identi fied customers. The Supreme Court held the prac tice illegal because it had the effect of stabilizing prices (i.e., it tended to limit price reductions and the range of price changes). The decision was reached in spite of an express finding that the calls did not result in an actual agreement on prices. Rather, each defendant, on receiving a request for pricing information, usually furnished the data with the ex pectation that reciprocal information would be fur nished to him. This simple exchange of information was held to establish an unlawful combination con spiracy under the Sherman Act. (b) Agreements to Control Production or Sales. Competitors may not agree to limit or control production or sales. Any limitations on output by direct or indirect agreement are illegal per se and cannot be justified, even where the purpose is to preserve the industry or conserve natural resources (c) Division of Territories and Allocation of Customers. Any agreement between competitors to divide or allocate either sales territories or cus tomers is unlawful perse. Exchanges of information with competitors relating to customers or territories can create the appearance such collusion or agree ment and must be strictly avoided. (d) Refusals to Deal. Any agreement among competitors which results in a refusal to deal with suppliers or other competitors---for example, a blacklist or boycott--is illegal perse. For this reason exchanges of information (e g. credit information) concerning particular customers which might lead to parallel decision not to deal should be avoided. Application of Antitrust Laws to Trade Association Activities The valuable and proper activities of CMA and its committees can be accomplished effectively if parti cipating members are alert to the prohibited types of behavior described above and react quickly when danger signals appear. Obviously, CMA activities should be conducted in such a way as to avoid any possible inference of agreement among its members with respect to prices, controlling production or sales, division of territories, or refusals to deal in any form whatsoev er, Further guidelines are given here to highlight potential danger zones to be avoided When a dan ger zone appears, counsel should be consulted for specific guidance. In reviewing the following guidelines there are a few general points you should bear in mind' 1 As indicated above, an otherwise lawful act may become unlawful if done for an improp er purpose, or if it is part of a larger unlawful scheme For example, a product standardiza tion program might be justifiable considered by itself, but not if it is combined with other activi ties to facilitate the fixing of uniform prices. In other words, the courts may look at the cumula tive effect of several activities--not at each one separately 2. Good motives are not an excuse for doing things that are otherwise unlawful, either be cause they fall within one of the"per se" catego ries discussed previously or because they are more restrictive of competition than necessary to accomplish their legitimate objectives. Thus even though a product standardization program may be intended to increase competition by providing consumers with important informa tion, it may nevertheless be found unlawful if conducted in a manner more restrictive than necessary to achieve its legitimate purpose, 3 An ostensibly lawful program or activity runs a greater risk of getting into vulnerable areas if conducted by a group of competitors making the same product. That is the mam rea son why CMA operates primarily through func tional committees, and imposes limitations on the subject matter and duration of any ad hoc committees dealing with matters concerning a specific chemical product or product segment. 41 CMA 129188 4. As a member of a CMA committee, you and your company can be held responsible for any improper acts that may occur which you know about (or should know about), and if you fail to protest or disassociate yourself from them. Participation in CMA Committee Meetings All meetings of CMA committees must be conducted in strict compliance with the procedures set out in the "General Principles Applicable to the Structure and Operations of Committees."* These General Princi ples provide for agendas, attendance of staff repre sentatives, and for the keeping of accurate and com plete minutes-all of which are designed to avoid antitrust risks. If you participate in a CMA task group meeting held without a staff member being present (pursuant to the special circumstances set for in subparagraph 4(g) of the General Principles), be sure that the meeting complies with the requirements of that subparagraph 4(g) including an "accurate and complete written report... as to everything occurring at such meeting." Note: The attitude of enforcement personnel will be governed by what committee or task group members actually do, not by what is said in reports or minutes that may be incomplete or inaccurate. CMA committee members participating in activ ities involving advocacy before governmental enti ties should be familiar with and carefully observe the guidelines set out in the memorandum, "General Principles and Guidelines for MCA Advocacy," dated May 14,1975. In general, advocacy should be con ducted in lawful ways and directed solely at efforts to influence that policy. It should not be used as a sham or as a means to affect competition directly and independently of what would be the effect of the government policy which is sought to be influenced. While committee agendas will have been clea red in advance with CMA counsel, it is the obligation of all committee members to make sure that their own participation in committee meetings will not give rise to even an inference of antitrust wrongdoing. Thus, even when carrying out approved and legiti mate activities members must be careful to avoid discussions or exchanges of information with their competitors on any sub]ect relating to the "per se" restraints listed above since such discussions or information exchanges may give rise to inferences of agreement. As examples, you should avoid any dis cussion with competitors of the following: (a) Individual company prices, price changes, price differentials, mark-ups discounts al lowances, credit terms, etc. (b) Individual company figures on costs, pro duction, capacity, inventories, sales, etc. (c) Industry pricing policies, price levels, price changes, differentials, etc. (d) Changes in industry production, capacity, or inventories. (e) Transportation rates or rate policies of indi vidual shipments or particular products, in cluding basing point systems, zone prices, freight equalization, etc. Note: This was an alleged factor in the 1962 FTC charges against MCA (now CMA) in the TSP (trisodium phosphate) case. MCA denied the charges, but joined the producers in signing a con sent order prohibiting the practices charged. Stand ardization of TSP containers was another principal factor in the TSP case, these charges pertained to an activity in 1939-1940 which has long since been abandoned. MCA denied that this activity was ille gal, but joined the respondent TSP producers in signing a consent order prohibiting the various prac tices charged, in order to avoid costly and time con suming litigation. (f) Bids on contracts for particular products; procedures for responding to bid invita tions. (g) Plans of individual companies concerning the design, production, distribution or mar keting of particular products, including pro posed territories or customers. (h) Matters relating to individual suppliers or customers that might have the effect of ex cluding them from any market. (i) Any matter relating to TSP as a specific product. * As approved by the Board of Directors on March 12, 1963, and amended by the Executive Committee on March 19, 1971; July 11, 1978, and June 3, 1981. 42 Regardless of subject matter, you should not attend or tolerate any meeting with your competitors CMA 129189 in connection with CMA business which has no agenda, or which is concerned with matters outside your committee s terms of reference, or which other wise fails to conform with the procedures in the General Principles. Informal Gatherings It is important to avoid discussions of the above subjects, not only at formal CMA or committee meet ings, but also in connection with social or other gath erings on those occasions. If any improper discus sion should start in your presence, you should pro test; if the discussion continues, you should prompt ly excuse yourself from the group and communicate your protest to the appropriate CMA staff manager. Even if you do not take part in any improper discus sion, your presence without participation could still get you and your company into trouble. Any in dividuals who participate in such improper discus sions, whether deliberately or innocently, are doing their companies, and CMA, a real disservice, and subjecting themselves to possible liability. In case of doubt as to whether a particular subject may proper ly be discussed with your competitors, you should consult your own company counsel. Documents Care must be taken to avoid wording any written documents including reports or notes from commit tee meetings in a way that might be interpreted as indicating, contrary to fact, the existence of an anti trust violation. Every memorandum, letter or other document dealing with prices, competition, or the other danger areas specified in this guide should be written with the assumption that it will one day be examined for antitrust implications. An antitrust case may be based on documents which are in reality innocent or innocuous but have been written in such a way as to create suspicion and require explana tion. Such documents may include personal notes based on recollection, or taken at committee or other meetings, which record personal impressions rather than the facts of what transpired. Conclusion It is hoped that this guide will help you to understand how the antitrust laws bear upon trade association activities, and to carry out your CMA work in full compliance with these laws and with CMA policies. Again, please remember that this is a limited outline and is not intended to be a complete description of the application of the antitrust laws for answers to specific problems, you should consult CMA counsel and your own company counsel. 43 CMA 129190 OBLIGATIONS AND PROCEDURE FOR MEMBER DISSENT* The strength of an effective association in an advo cacy role is its ability to identify issues of common concern to its members and to reach agreement on collective policy. When that agreement is reached, the Association can than strongly advocate a unified industry position. While the Association's objective is to strive for consensus on every issue, CMA rec ognizes that there may be cases, following the con structive sharing of diverse opinions, when individu al members may ultimately choose to dissent from a CMA position. If a member company intends to advocate pub licly a position on an issue which it believes is not consistent with an existing CMA position, the com pany should first inform the Association, by letter to the President, stating the basis for its disagreement, and give the Association a reasonable length of time to respond before presenting its position to others outside the Association. Before external dissent takes place, thorough internal discussion should be conducted either to resolve or confirm identified dif ferences. The Association has the responsibility of expeditiously reweighing its original position to de termine whether it should be modified. To aid in this internal review, members who initiate this process of dissent should inform the Association of any parties to whom they have expressed a contrary position and what the nature of the dialogue was so that this information can be utilized in the process of reevalu ating the Association's position. If the identified differences are not resolved, the Association recognizes the nght of the member company to publicly pursue its own position. When presenting its position to others, the dissenting member company should make clear that it speaks for itself and not for the Association and the industry. Anyone can express to others outside the Associa tion a CMA position, but only one designated by the Board or the President can represent that he speaks on behalf of CMA. Similar procedures should be followed in those cases where the Association does not have an exist ing position on an issue, but has begun the process of developing such a position. In those instances, the member company should inform the Association, by letter to the President, of its intent to present that position to others. If possible, the member company should defer presenting its position to others until CMA has had a reasonable opportunity to review the company's position, identify any potential areas of significant concern and attempt to reach an agree ment on a CMA position. The Association recog nizes that in some cases the time for CMA review and action will be very limited. In the absence of a CMA position on an issue, a member company presenting its position to others should make it clear that it is speaking for itself and not the Association. As approved by the Board of Directors on June 5, 1980, and amended by the Board on June 6, 1985. 44 HEALTH, SAFETY AND ENVIRONMENTAL QUALITY* Public recognition of the benefits of chemicals in today's society is tempered by public concern about the impact of chemicals and hazardous waste on human health and the environment. Recognizing this, CMA endorses the following principles and urges its members and all chemical manufacturers to adopt them. We intend to produce only those chemicals that can be manufactured, used and disposed of safely. We will conduct our operations in compliance with all applicable laws and regulations. We will cooperate with appropriate federal, state and local agencies to deal with problems creat ed by past disposal of hazardous substances. We will conduct or sponsor studies to in crease understanding about health and environ mental effects of our processes, products and waste materials. We will communicate with government agencies, employees, customers and the public about any significant health or environmental effects that may be identified and about methods necessary for safety and health protection. We will foster continuing dialogue with a broad range of groups who are concerned about the impact of chemicals and hazardous waste on health and the environment. ' Position Statement Adopted by the Board of Directors, September 13, 1983 45 129192 CMA AND ADVOCACY* Advocacy means pleading or defending a cause, hence advocacy is implicit in CMA's representation of the chemical manufacturing industry, and should be conducted forthrightly and forcefully, concentrat ing on matters which affect a number of its members or which broadly concern the chemical manufactur ing industry even though not immediately affecting many members. To be beneficial, advocacy must be persuasive. Solid evidence and reasoned interpretation coupled with effective presentation are needed. Enlightened and progressive advocacy is di rected to the common good rather than being merely self serving. Bearing in mind the pervasive signifi cance of chemicals, it is vital that CMA advocacy so qualify. Advocacy on behalf of a collective industrial group must heed antitrust limitations. For this reason and because of the fact that certain chemicals com pete with others in the marketplace for similar pur poses, CMA normally limits its advocacy to matters having general applicability, as contrasted with those involving particular chemical substances or companies. If an important precedent-setting princi ple is involved, however, CMA may elect to advocate it regarding the principle alone. The foregoing precepts underlie CMA's advo cacy role. Each member company should recognize this in no way diminishes its responsibility to protect its own interests, nor is intended to restrict independ ence in so doing. Each member company is encour aged to express its individual views ' As approved by the Executive Committee on July 11, 1978. CHEMICAL MANUFACTURERS ASSOCIATION 2501 M Street, MW Washington, DC 20037 202 887-1100 CMA 129194