Document o95xMbbnBDJJ5pNzbY0gBNLJR

MINUTES OF MEETING OF EXECUTIVE COMMITTEE HELD MONDAY, JANUARY 13, 1969, at 10:00 o'clock A.M. PRESENT: Messrs. Rowley, Henrich, Johnston, Martino, Merrell, and Orling (E. R. Rowley, Chairman; T. P. Mesick, Secretary) PRESENT BY INVITATION: Mr. A. V. Bender The minutes of the meeting of December 23, 1968, were duly approved. Upon motion, the following applications for appro priations were duly approved: $ 4,820.35: Contribution; Membership Subscription to Lead Industries Association, Inc. Assessment #1. 79,800.00: Appropriations Review Committee; Twentythree (23) Automobiles - (Net Cost $53,692.00). Baroid Division 811,717.00: Proposed Fleet Schedule for 1969, Houston, Texas (Less Trade-in allowance of $268,000.00) - Expiration Date - December 31, 1969. 65,610.00: Expansion of Granular Bentonite Production Facilities, Colony, Wyoming - Expiration Date - June 30, 1969. 226,162.00: Doehler-Jarvis Division; Purchase and Instal lation of Two "848" 800-Ton Aluminum Casting Machines, Toledo No. 1 Plant, Ohio - Expi ration Date - April 30, 1969. General Office 5,393.89: Services of Alvord and Alvord rendered during December 1968 in connection with litigation involving imposition of countervailing duties - $5,036.02; Disbursements - $357.87. 859,731.00: Proposed Acquisition of IBM 360-40 Computer, New York Office - Expiration Date - May 31, 1973. 0000-NLI-000021321 EH-4476 (EXECUTIVE COMMITTEE - JANUARY 13, 1969) $ 153,466.00: 114,763.00: 208,033.00: 17,340,000.00: 10,291.00: Hightstown Research Laboratories; Com pletion of Laboratory Expansion, Hightstown, New Jersey - Expiration Date - September 30, 1969. Paint Division Replacement of 4 Boilers, Carter Plant, Chicago, Illinois - Expiration Date November 30, 1969. Relocation of Existing Company Paint Store, Portland, Oregon - Expiration Date - March 31, 1979. Research and Development; Research and Development Corporate Budget for 1969, with all Divisions and Manufacturing and Sales Services, New York, New York. The Chas. Taylor's Sons Company; Purchase of IBM Magnetic Tape Selectric Typewriter Model IV, Cincinnati, Ohio - Expiration Date - April 30, 1969. The Committee approved the recommendation of the Appropriations Review Committee for the sale to William P. Bowen of a tract of land containing 10.5 acres of the Baroid Division in Monroe County, Tennessee for the sum of $3,850.00. The Committee approved the recommendation of the Appropriations Review Committee for the sale of 14.091 acres of land of Barber Die Casting Co. Limited in Hamilton, Ontario, Canada, for the sum of $195,657.00, less legal fees. 0000-NLI-000021322 EN-4477 (EXECUTIVE COMMITTEE - JANUARY 13, 1969) Upon motion duly made and seconded, the following resolutions were unanimously adopted: RESOLVED, That the Chairman of the Board, the President, or a Vice President of this Company be and he hereby is authorized and directed to make, execute and deliver in the name of and on behalf of this Company a Loan Agreement between this Company, the Banks named therein and Irving Trust Company as Agent for the said Banks, in substantially the form presented to this meeting, and to make, execute and deliver to the afore said Agent, and/or to the said Banks promissory Notes substantially in the form annexed to the Loan Agreement, together with such other documents or papers as may be reasonably requested by the Agent and as may be necessary or appropriate to carry out the purposes of the Loan Agreement and of this resolution; and the Secretary or an Assistant Secretary be and he hereby is authorized and directed to affix the corporate seal to such agreement, notes or documents and to attest the same; and it is FURTHER RESOLVED, That the actions of the officers of National Lead Company taken, or to be taken, in the name of and on behalf of the Company in connection with the matters provided for in the aforesaid Loan Agreement and the borrowing of money thereunder, be and the same are approved, confirmed and ratified. Upon motion duly made and seconded, the following resolution was unanimously adopted: RESOLVED, That the proper officers of this Company be and they hereby are authorized and directed to make, execute and deliver in the name of and on behalf of this Company a Continuing Guaranty in favor of First National City Bank, New York, in the form presented by the said Bank, providing for the guarantee by this Company of repayment of credit accommodations to be extended to Chas. Taylor Sons, S.A. by First National City Bank in 0000-NLI-000021323 EN-4478 (EXECUTIVE COMMITTEE - JANUARY 13, 1969) an equivalent amount in Belgian Francs of U.S. $300,000. upon the terms and conditions of the aforesaid Continuing Guaranty, and to make, execute and deliver any and all other documents necessary or appropriate to carrying out the purposes of the reso lution and the Continuing Guaranty. The Committee ratified and approved the investments made during the weeks ended December 23rd, December 30th, 1968, and January 6th, 1969, as set forth in the lists attached to and made a part of these minutes. The Committee ratified and approved the sales, during the weeks ended December 23rd, December 30th, 1968 and January 6th, 1969, of the securities set forth in the lists attached to and made a part of these minutes. Upon motion, the meeting then adjourned. Secretary 0000-NLI-000021324 .NES PL OS r.'iCS TO VP * P MESIO SECRETARY d a t e January -J, i?c9 Or!inr sec r et ar y IN VL S TV.:. N < ,, * 'L ..`S f . SOS TO MR T P MESiC* SECRETARY d a t e January c, *,?b9 It will be appreciated if you will obtain Executive Committee approval for the following Sales of investments during the week ended January fii 1962 NAME FACE AMOUNT PRINCIPAL ACCRUED INTEREST TOTAL DUE DATE X* xa a Barold Chemicals, Inc. Jackson Tvp., N.J. 3 3AZ Bonds Amos-Thompson Corporation; Bergenfield, N.J. Bd. of Ed. 3.8UJ Bonds 50,000. 1*8,625.00 781.25 .'1*9,1+06.25. 8/1/70 1 100,000. 98,750.00 1,173.33 99,923.33' 9/13/69 1,L <6^0 *7' i C.C. ADDRESSEE 3 MESSRS. MARTINO HENRICH JOHNSTON ROWLEY MERRELL Orlintr 0000-NLI-000021326 APPROVED BY EXECUTIVE COMMITTEE ON /1 n ir TF ^FfPFTI0v INV$f *'t_ N r 5.RPLU3 kS TO MR T F WtSiCK $FCRETAR> c/ d a t e January c, 19 69 It will be appreciated if you will obtain Executive Committee approval for the following sales of investments during the week ended --- Oppp^hpr 70--1 Q68. 1 NAME t FACE AMOUNT pr in c ipal ACCRUED INTEREST t o t al I DuE DATE ijyy m LOt Federal Land Bank 5 3/a? Bonds Federal Land Bank 5.60$ Bonds 15,000. 25,000. 14,906.25 2L,929.69 366.56 1*71*. 1*5 15,272.81 .1/20/70 53. 25,1*01* .11* u/21/69 87. Baroid Chemicals, Inc. South Plainfield Sever Auth, 5 1/8$ Rev. Bonds Tacoma, Washington 3 3/U$ Roxbury Tvp. Board of Education L 1/2$ Notes 75,000. 50,000. 115,000. 78,000.00 1*9,500.00 1,911.20 776.01* 79,911.20 .7/1/99 605. 50,276.01* , 8/1/69 5lU. 11L,655.00 3,176.88 117,831.88 5/15/69 578. Amos-Thampson Corporation: Piscatavay L.6l$ School Notes [ Randolph Tvp. Bd. of Education L.65$ Notes Mahvah, Nev Jersey 3A5$ Bonds iBlip, N.Y. U.S.F.D.#12 3.60$ Denville S.D. 5.00$ Glendale, Arizona Water & Sever 3 3A$ Bonds Boston, Mass. Bridge Const. 2 3/U$ 350,000. 250,000. 25,000. 100,000. 25,000. 100,000. 20,000. 31*8,950.00 10,532.57 359A82.57 * 5/1/69 1.5U 21*9,250.00 6,975.00 256,225.00 5/20/69 1,36 2l* ,700.00 99,000.00 11*1.35 2U.8Ul.35 * 5/1/69 28U 1,050.00 100,050.00 I9/15/69 l,2Us 21* ,925.00 100.69 25,025.69 - 6/1/69 86.: 99,000.00 1,861*.58 lOO.86U.58 * 7/1/69 1.17S 19,725.00 135.97 19,860.97' U/l/69 156.; 1 i C.C. ADDRESSEE 3 MESSRS. MARTINO HEMRICH JOHNSTON ROWLEY MERRELL 0000-NU-000021327 APPROVED BY EXECUTIVE COMMITTEE ON ` TC . iNvt. ' . .OS TO WR i p ' ,E5'C SECRETARY DATE c.c. ADDRESSEE J MESSRS. MARTINO HENRICH JOHNSTON ROWLEY MERRELL Orlinc 0000-NLI-000021328 APPROVED BY EXECUTIVE COMMITTEE OH / 3 /? ?. / T. P. M ESIO' SECRETARY INVES' " ZH S'JFPLji r ,, <d s TO MR T P MESICK SECRETARY HH. DATE January 3, 1969 it will be appreciated if you will obtain Executive Committee approval for the following purchases of investments during the week ended , NAME FACE AMOUNT PRINCIPAL ACCRUED INTEREST TOTAL DUE DATE U. S. Treasury Bonds U 1/35 Repurchase 1/6/6? U. S. Treasury Bonds 1*.05 Repurchase 1/3/69 1,000,00 1,000,000. 1,000,000.00 2/15/71*' 1,000,000.03 8/15/73* First National City Bank 6 1/1*5 CD Repurchase 1/2/69 1,000,000, 1,000,000.00 6/16/69* National Lead Co. Debentures 1* 3/85 National Lead Company Common Stock: , .67 000 50,836.25 1,1*00 shares 800 shares 800 shares 500 shares 71*9.10 51,585.35 U/1/88 ioi* ,173.20 59,1*21.08 59,220.86 36,981.75 r C. ADDRESSEE 1 MESSRS. MARTINO HEMRICH JOHMSTON ROWLEY MERRELL Orlinc: APPROVED BY EXECUTIVE COMMITTEE ON & / 3 / ? 4 ?. 0000-NLI-000021329 T. P. MEm SECRETARY :Nvt . . - . .U* TO MR 1 c VES-CK SECRETARY It will be appreciated if you will obtain Executive Committee approval for the following purchases of investments during the week ended CfiCSBBSr NAME f ac e AMOUNT pr in c ipal ACCRUED INTEREST TOTAL CUE DATE '44. 34 Pilisbury Company o 3/6$ Note * Repurchase 12/30/66 750,000. , , .Chase Manhattan Bank CD 6 1/L$ 2 000 000 * Repurchase 1/2/69 , , .Mellon National Bank & Trust Co 1 000 000 6x$ * Repurchase 1/2/69 U. S. Treasury Notes L 3/L$ Repurchase 12/30/68 , , .2 000 000 U. S. Treasury Bonds L$ Repurchase 12/31/68 U. S. Treasury Bonds L 1/L$ Repurchase 12/27/68 U. S. Treasury Bonds 1* 1/8? Repurchase 12/26/68 f U. S. Treasury Bonds L$ | Repurchase 12/30/68 500,000. 1,000,000. , , .1 000 000 , , .1 000 000 National Lead Co. Debentures L 3/8$ , .50 000 National Lead Co. Debentures 1* 3/8$ 6o,ooo. National Lead Company Common Stock: 1,200 share 900 share 600 shari LOO share 38,875.00 L6.650.00 'A5,218.75 f 1/31/6Q* 2 ,000,000.00 * 6/16/69' 1,000,000.00 * 2/1L/691 , , . *2 000 000 00 2/15/721 6." 500,000.00* 2/15/72* 6.7 1,000,000.00* 8/15/92* 6.3 , , . , .1 000 000 00 2/15/7L* 6 1,000,000.00 2/15/72 6.7 U) 5L0.80 39,L15.80> L/1/88 L2.5' 605.21 L7.255.21 L/1/88 12. 90,696.96 * 66,529.65* L5,L0L.15 29,709.77* C.C. AODRESSEE 3 MESSRS. MARTINO HENRICH JOHNSTON ROWLEY MERRELL Orlins APPROVED BY EXECUTIVE COMMITTEE ON /J / ? L f. 0000-NLI-000021330 j p SECRETARY