Director's Meeting,
Lynchburg Glass Corporation - February 13, 1925

These minutes were scanned, converted to text, and edited by Dennis Bratcher from original copies now in the Jones Memorial Library in Lynchburg, Virginia. The original minutes were typewritten. The text versions were converted to a screen font for ease of reading. As a result the exact formatting of the original has not been preserved. A scan of the original is below (parts of the scan are slightly distorted).

[Director's Meeting]

A meeting of the Board of Directors of the Lynchburg Glass Corporation was held in the Directors Room of the Peoples National Bank of Lynchburg, corner Eighth and Main Streets, in the City of Lynchburg, Virginia, on Friday the 13th day of February, 1925, at 12 o'clock, noon, which meeting was held in pursuance of a waiver of notice of the meeting signed by all of the directors as follows:

"The undersigned directors of the Lynchburg Glass Corporation do hereby waive formal notice of a meeting of the Board of Directors of the said corporation, to be held in the Directors' Room of the Peoples National Bank of Lynchburg, corner Eighth and Main Streets, in the City of Lynchburg, Virginia, on Friday the 13th day of February, 1925, at 12 o'clock Noon, and do consent to the transaction of such business as may be brought to the attention of the said board by the officers of the corporation.

There were present at the meeting the following directors: D. H. Dillard, J. D. Owen, C. L. Snidow, J. William Gayner, John Victor, R. C. Watts and W. H. Loyd.

In the absence of Mr. N. D. Eller, the President of the Corporation, Mr. J. William Gayner, the Vice President, presided and Mr. W. H. Loyd acted as Secretary.

The meeting having been regularly constituted the following resolution offerred [sic] by Mr. John Victor and duly seconded by Mr. J. D. Owen was unanimously adopted:

"RESOLVED

(1) That in pursuance of authority conferred upon this board by a resolution of the stockholders of the corporation adopted at a meeting of the latter held on the 2nd day of February, 1925, the Board does now authorize and direct N. D. Eller, the President of the Corporation, to execute for and on behalf of this corporation and in its name, under the corporate seal of the corporation, which shall be duly attested by W. H. Loyd, its Secretary, seventy-five (75) bonds of the corporation for the sum of One Thousand Dollars ($1000.00) each, payable principal and interest, in gold coin of the United States of America, of or equal to the present standard of weight and fineness, all of the said bonds to be dated the 18th day of February, 1925, and to be payable ten years after date, with interest thereon from date at the rate of six per centum (6)% per

[p. 2] annum, which interest shall be payable semi-annually on the 18th days of February and August in each year and which interest shall be represented by coupons attached to the said bonds and executed for and on behalf of the corporation and in its name by the facsimile signature of N. D. Eller, the President of the corporation.

(2) That the forms of the bonds and of the coupons to be attached thereto and of the certificate of the Trustee to be endorsed thereon are to be severally and respectively as follows:

No.  ___   LYNCHBURG GLASS CORPORATION, LYNCHBURG, VIRGINIA, $1000.00
Six Per Cent.      First Mortgage Bond

Lynchburg Glass Corporation, a corporation created, organized and existing under the laws of the State of Virginia (hereinafter called the Corporation) acknowledges itself to be indebted and for value received promises to pay to the bearer hereof One Thousand Dollars ($1000.00) in gold coin of the United States of America, of or equal to the present standard of weight and fineness, ten years after date, with interest thereon from this date at the rate of six per centum per annum, payable in like gold coin semi-annually on the 18th days of February and August in each year to the bearer of the properly annexed coupons on presentation and surrender thereof as they severally become due. The principal and interest of this obligation are payable at the First National Bank of Lynchburg, Lynchburg, Virginia.

This bond is one of a series of seventy-five (75) bonds numbered from one (1) to seventy-five (75), both inclusive, made by the corporation of like amount, tenor, date and effect, aggregating the total principtal sum of Seventy Five Thousand Dollars ($75,000.00). These bonds are issued under and equally secured by a deed of trust of even date herewith, made by the corporation to Henry N. Sackett, Trustee, of Lynchburg, Virginia, upon certain real estate, buildings, machinery, equipment and other property in the City of Lynchburg, State of Virginia, reference to the said deed of trust being hereby made for a particular description of the terms and conditions thereof on which the said bonds are issued and secured and for a description of the security therefor and the rights of the bondholders in regard thereto. The right is reserved to the corporation to pay any or all of the said bonds after one year from the date hereof on any semi-annual interest day thereafter by the payment of the principal, accrued interest and a premium of five per centum of the principal of the bonds so paid and on giving sixty days previous notice as prescribed in the said deed of trust; provided, however, that the bonds to be prepaid shall be selected by lot from the whole number then outstanding, unless all of the holders of all of the bonds then outstanding shall agree as to which of the said bonds then outstanding shall be so prepaid and shall file with the Trustee an agreement in writing to that effect.

[p. 3] (3) That all of said Seventy Five Thousand Dollars ($75000.00) of bonds be delivered to Henry M. Sackett, the Trustee in the deed of trust hereafter referred to, who shall at once certify and deliver the same to the President of this corporation, who is in turn authorized and directed to hypothecate the said bonds or any part thereof with The Chatham and Phenix National Bank of the City of New York as collateral security for a line of credit of [sic] not exceeding Fifty Thousand Dollars ($50,000.00) to be extended this corporation by the said bank from time to time and to be represented by the obligations of the corporation executed from time to time in the future.

AND RESOLVED FURTHER

That for the purpose of securing the payment of all of the said bonds and in pursuance of the authority conferred upon this board by the resolution of the stockholders of the corporation hereinbefore referred to the board does now authorize and direct N. D. Eller, the President of the corporation, to execute in the name and on behalf of the corporation and under its corporate seal, which shall be attested by W. H. Loyd, its Secretary, a deed of trust to Henry M. Sackett, of Lynchburg, Virginia, Trustee, which shall constitute the first lien upon (1) the real estate in the City of Lynchburg, Virginia, owned by the corporation (this being all of the real estate owned by the corporation) consisting of 5.072 acres of land on Fishing Creek, Hudson Street and the right of way of the Southern Railway Company, upon which is located the plant of the corporation, and (2) all and singular the buildings, machinery, equipment, fixtures, tools and furniture of the said corporation whether now located upon the premises aforesaid or elsewhere; as the same are set forth and described in the deed of trust now submitted to this meeting, a copy of which is ordered filed with these minutes and the form of which is hereby approved."

There being no further business to be transacted the meeting was adjourned.

____________[signed: W H Loyd]__Secretary.

Approved:

____[signed: J William Gayner]__Vice President

[p. 4] Upon default in the payment of any semi-annual installment of interest upon any of the said bonds or default in the performance of any of the covenants made by the corporation in the said deed of trust, the principal of this bond may become and be due and payable before the above specified maturity, together with the accrued interest thereon as provided in the said deed of trust.

This bond shall not be valid and obligatory unless and until authenticated as one of the said series of bonds by a certificate endorsed hereon signed by Henry M. Sackett, the Trustee in the said deed of trust.

The execution and delivery of this bond and the deed of trust securing the payment thereof are authorized and directed by resolutions of the stockholders and the Board of Directors of the corporation.

IN WITNESS WHEREOF Lynchburg Glass Corporation has hereunto caused its name to be signed by N. D. Eller, its President, and its corporate seal to be hereto affixed by W. H. Loyd, its Secretary, and each of the coupons hereto attached to be executed in its behalf by the facsimile signature of N. D. Eller, its President, this the 18th day of February, 1925.

LYNCHBURG GLASS CORPORATION              
By __________________________President.

Attest:

_____[signed: W H Loyd]____ Secretary.

Coupon

$30.00                                              Lynchburg, Va., Feb. 18, 1925.

On the 18th day of February, 192__,  Lynchburg Glass Corporation will pay to bearer hereof the sum of Thirty Dollars in gold coin of the United States at the First National Bank of Lynchburg, Lynchburg, Va.

LYNCHBURG GLASS CORPORATION
By ___[signed: N D Eller]____________
President.

Trustee’s Certificate

This certifies that the within bond is one of the bonds described in the within mentioned deed of trust.

___________________ Trustee.