Document zQyBDDe7RKEnw7VjmM422w1R

<j M>'10 . . o? n UNUfifL f^l ff TtfiJGS M I MUTES' /? Iff/ \ .* IV* * .a : < qp|||Pjp!|Ej^^ ' ' JZ< r/ iiiwit^feaiia&ijjg^ i .......L I A 21*318 '"'F \ i -.i min u t e s a n n u a l me e t h m LEAD INDUSTRIES ASSOCIATION, INC. APRIL 4, 1974 a The Drake Hof1 Chicago, Illinois 5 A* provided in a notice of meeting and agenda nailed to each member i on March 21, 1974, the regular Annual Meeting of the members of the Lead Industries Association, Inc., was held on Thursday, April 4, 1974, at The Drake Hotel, Chicago, Illinois. Purpose of the meeting was to elect the Directors of the Association, as well as to transact other business. CALL TO ORDER The business session was called to order at IOiOS a.*. by the Chairman, Mr. D. Broward Craig. - i POORUM The Secretary reported that a quorum was present. APPROVAL OF MINUTES The Chairman announced that the Minutes of the previous Annual - <a3 Meeting had been sent to the members on May 24, 1973, and that no comments had been received. On motion made, seconded and unanimously approved, the Minutes of the meeting, April 4, 1973, were approved^as written and a copy was ordered filed with the Official Minutes of the Association. TREASURER'S REPORT / ' In the absence of the Treasurer, Mr. R. J. O'Hara, the Chafnum called upon Mr. P. E. Robinson who gave the Treasurer's Report-.--On motion---- made, seconded and carried, the Treasurer's Report for fiscal year 1973, was accepted ss read. SECRETARY'S REPORT The Secretary displayed e copy of the Annual Report of the ' Associetion for 1973, consisting of the Auditor's Report for 1973, a copy of the Annual Meeting Minutes for the regular Annual Meeting, April 4, 1973, a copy of the Board of Directors Minutes for the Budget Meeting, December 12, ..., 1973, a copy of the Executive Committee Minutes, July 19, 1973, and a list of Members of the Association with their addressee. On motion made, seconded and carried, the report was approved and a copy was ordered filed with the official minutes of the Annual Meeting. 1 4 V ';. LI A21319 Annual Heating Minutes - 1974 J- REPORT Of NOMINATING COMMITTEE FOR DIRECTORS The Chairman aaked tor tha report of tha Nominating Committee for Directors, and tha Chairman, Hr. J. F. Rlttanhouaa gava tha following raporti Tha Nominating Committea for Diractora, oompoaad of a^aalf aa Chairman and Maaara. X. 0. Braandla, D. B. Craig, X. M. Ramsay, and R. Vianar, recommend to tha Membership tha alaction of tha following alata of 21 paraona and placa thair nama la nomination for a ona yaar tarn tor Diractori It. 0. Braandla E. 1. du Pont da Kamoura 4 Co. O. Broward Craig St. Joa Kinarala Corporation H. T. rargay R. A. Gardiner Cominco Ltd. Cardinar Metal Co. i K. C. Handrick Moranda Salas Corporation Ltd. P. C. Hanahaw Momestake load Co. of Hlaaourl 3 L. M. Harmaa Draaaar Kinarala Dim. - Dresser Industries R. A. Kankel Federated Metals Dlv. - Asarco It. J. Kanny ESB Incorporated 8. A. Krueger Ozark Lead Company M. 8. Leva Kacla Mining Company 1 J. C. MacLaan Cominco American incorporated J. A. Hardick NL Industries, Inc. J. C. McCullough Amax Lead 4 Zinc, Inc. f. 8. Oshorn Broken Hill Associated Smelters Proprietary Ltd. R. H. Ramsey Idarado Mining Corp. J. P. Rlttanhouaa C 4 D Batteries T. H. Smylia ^ Ethyl Corporation S. D. Strauaa ^ American Smelting 4 Refining Co. 4 R. Vianar Hyman Vianar 4 Sons W. P. Wilke 111 Haamond Lead Products, Inc. MOTION TO P1X NUMBER 0F DIRECTORS /, As required in Section 3.02 of the Association's Bylaws,, tha Chairman requested that a motion be made to fix the number of Directors for tha coming year. Motion waa duly made, seconded and approved by 'the Marfarahip to fix the number of Directors to 21. ELECTION OP DIRECTORS 1 There were no nominations from the floor, andit waa aovad, seconded 3 and unanimously approved that tha nominations ba closed and that tha slate, as proposed by the Nominating Committee, be elected to serve for one year. i AMENDMENT TO CERTIFICATE OP INCORPORATION - The Chairman explained that tha members had approved certain changes in the Bylaws dating back to 1968 which were, in effect, inconsistent with the Certificate of Incorporation. Basically, this inconsistency dealt with the fact that the Bylews were changed to permit 21 directors, but the original Certificate of Incorporation had specified IS. The Chairman noted that legal counsel had recommended that an amendment be made to the Certificate of i; ' i j mmm `i * - j i \ 3 4 ! i, i; V i " ' - t '` ' Lia21320 '" Xrmuftl Kiting Hiouttt - 1974 - a- Incorporation removing those sections dealing with limiting the number of directors, since such wording is already included in the Bylaws. Therefore, the Chairman read the following resolution) Resolution for the Membership of Lead Industries Association, Inc. To Amend the Certificate of Incorporation RESOLVED, that the officers of the Corporation be and they hereby are authorized and directed to take all such action and to file all such certificates necessary or appropriate to amend the Certificate of Incorporation of the Corporation so as to strike out Sections S, 6, and ? and so as to reunumber Sections 8 and 9 as Sections 5 and 6 respectively. On motion duly made, seconded and carried, it was unanimously agreed that the resolution be adopted. PRESIDENT'S REPORT The President, Mr. D. Broward Craig, gave the eddress, attached as Exhibit "A". TECHNICAL PROGRAM In addition to the President's report, the following technical program was presented) LALIS - IN THE WORLD or LEAD By R. L. Stubbs, Director General Zinc Development Association/Lead Development Association LEAD IN THE ENVIRONMENT By J. r. Cole, Director, Dept, of Environmental Health lead Industries Association, Inc. GoLIAth - TOE VAN THAT RIDES ON BATTERIES By C. A. Baker, Technical Engineer Lead Industries Association, Inc. LEAD IN THE WORLD OF CERAMICS J. P. Smith, Secretary a General Manager Lead Industries Association, Inc. .. ------------ ~" (NOTE: Copies of these presentations have been sent to those in attendance. Additional copies of most presentations art still available for those who wish). REPORT ON MEMBERSHIP . The Secretery reported thet since the last Board Meeting, no companies had withdrawn from membership, end that he had received, and the Board had balloted favorably upon, thirteen applications for new membership. - : ' /'- ^E LIA21321 Annual Meeting Kinutaa - 1974 - 4- Tha following thirtaan companies wara elected to membership in tha Laad Xndustriaa Aasoclation ainca tha last Annual Masting, April 4, 1973* Bow Solder Products, Inc. Canada Metal Company, Ltd. M. C. Canfield Sons Dealco, Inc. Tha M. V, Dunton Company Master Battery Company Industrial Metals Alloy Company Memphis Lead Company Oxide t Chemical Company Powerlab Inc. Pure Alloys, Inc. Quene11 Enterprises, Inc. U.8.S. Lead Refinery, Inc. APJCCKSMPff In the absence of other matters to come before the Business Meeting, it was duly adjourned at 11*55 a.m., and the remainder of the technical program followed in the afternoon. JFSils Attachment 8-7-74 Respectfully, a F" 'Jy Jz As LjApnxw , *-------------- Jerome P. Smith Secretary a General Manager \