Tractors and Trucks in Toyland HARVESTER's BOARD of DIRECTORS
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VOL. 41 NO. 12 Tractors and Trucks in Toyland HARVESTER'S BOARD OF DIRECTORS BEFORE TURNING TO THE BUSINESS at hand in their October meeting, the directors of International Harvester faced the camera for this formal portrait. Clockwise, from lower left: Arnold B. Keller, Chauncey McCormick, Merle J. Trees, Peter V. Moulder, Judson F. Stone, Edward L. Ryerson, John P. Wilson, Fowler McCormick, Secretary Gerard J. Eger, Christian E. Jarchow, Chris L. Christensen, Forest D. Siefkin, John A. Chapman and John L. McCaffrey. Not present when photo was made: Ralph Budd, James R. Leavell, Cyrus McCormick, James L. Palmer and John Stuart. RALPH BUDD JAMES R. LEAVELL "] BOARD OF DIRECTORS OF INTERNATIONAL HARVESTER COMPANY JOHN A. CHAPMAN William Blair & Company September 19, 1918'* JUDSON F. STONE Management of Estates and Buildings May 3, 1920 Board meeting pholot by ALBERT G. WESTELiN and JOHN LEWIS STAGE CHAUNCEY MCCORMICK Vice President, Miami Corporation December 16, 1926 lORTLY BEFORE 11 A.M., on the third Thursday of JOHN P. WILSON every month, the directors of the International Member of law firm of Wilson & Mcllvaine Harvester company assemble in the Directors' room on May 12, 1927 the 19th floor of the Harvester Building in Chicago. CYRUS MCCORMICK They take their places around a large oval table Retired May 17, 1928 neatly spaced with freshly sharpened pencils, note pads, ash trays and sheafs of mimeographed papers. JAMES R. LEAVELL For several minutes a hum of amiable conversation fills the chamber. Director and former President, Continental Illinois National Bank and Trust Company of Chicago Promptly at 11, the directors hitch their chairs closer to the table June 16, 1932 and conversation subsides. For the next two hours the board members JOHN STUART will be absorbed in the serious business of guiding a large corporation's Chairman of Board, Quaker Oats Company far-flung activities. June 16, 1932 Harvester's 18 directors represent the company's 66,000 stock RALPH BUDD holders and they comprise what Board Chairman Fowler McCormick Chairman of Board, Chicago Transit Authority is proud to call a "working board." July 20, 1936 It is also a balanced board. On its roster are six officers of the MERLE J. TREES company and twelve outside business executives. This combination Chairman of the Board, Chicago Bridge & Iron Company of "inside" and "outside" directors puts Harvester midway between May 13, 1943 two extremes among U. S. corporations, according to Chairman EDWARD L. RYERSON McCormick. Chairman of Board, Inland Steel Company May 9, 1946 "Some firms," he points out, "have all-management boards on the theory that management people, with their intimate knowledge of the CHRIS L. CHRISTENSEN Vice President, The Celotex Corporation business, make the best directors. At the other extreme are those who January 15, 1948 hold that a board should be composed solely of outside directors who can pass judgment on the job management is doing." JAMES L. PALMER President, Marshall Field & Company At the Harvester board table, company officers sit alongside—and January 19, 1950 benefit from the viewpoints of—the board chairman of a large steel company, the retired president of a leading railroad, the former president of a large Chicago bank, the board chairman of a nationally known FOWLER MCCORMICK cereal company, the president of a world-famous retail merchandising Chairman of Board firm and other business and professional leaders. July 16, 1936 "Since the board makes the final decisions regarding the way we ARNOLD B. KELLER operate our business, we're fortunate to have men of this caliber who Senior Consultant are willing to take time to serve," McCormick adds. "Their contribu- July 16, 1936 JOHN L. MCCAFFREY President December 18, 1941 CHRISTIAN E. JARCHOW Vice President and Comptroller January 16, 1947 FOREST D. SIEFKIN Vice President and General Counsel May 8, 1947 PETER V. MOULDER Executive Vice President May 13, 1948 '*' Date in each case is ti>at on which director joined the board JAMES L. PALMER JOHN STUART CYRUS MCCORMICK BOARD OF DIRECTORS BOARD CHAIRMAN Fowler McCormick, at the head of the oval table, gives close attention to report of Treasurer Odell, who is present for a part of each meeting. tions through the years have been important factors in Harvester's According to the law under which International Harvester was continued growth." incorporated, all directors must own stock in the company they Compensation received by Harvester directors comes close to serve. IH directors own shares in varying quantities; some have the average for corporarions of comparable size. Board members small holdings, others large. receive one hundred dollars for each meeting attended. McCormick Service records of 20 years or more are not uncommon among regards this fee as "a small price to pay for the benefit of their the board members. Dean of the group, in point of service, is many years of experience." They serve, he believes, because of John A. Chapman, who last year observed his 40th anniversary as a their belief in the company and its policies. director. The most recent addition is James L. Palmer, who is THE OCTOBER DIRECTORS' MEETING was the first in the company's history to be covered photographically. For candid closeups of the board members at work see pages 5 and 6. JUDSON F. STONE . EDWARD L. RYERSON . JOHN P. WILSON. CHAUNCEY MCCORMICK . MERLE J. TREES . PETER V. MOULDER. PRESIDENT JOHN L. MCCAFFREY . ARNOLDS. KELLER. FOREST D. SIEFKIN . JOHN A. CHAPMAN. rounding out his first year. Directors are elected by stockholders enlarging a blast furnace at Wisconsin Steel Works; approved an for three-year terms. They, in turn, elect all company oflScers, appropriation for the erection of a parts depot in Milwaukie, including the board chairman, during their May meeting. Oregon; authorized the sale of property in Kansas City, Missouri; voted to increase credit facilities for the operations of the Mexican subsidiary. A TYPICAL BOARD MEETING opens with Secretary Eger Monthly the board listens to Treasurer Odell's detailed report reading the minutes of the preceding meeting. It ends with a on the company's financial condition. The directors are quick to report by President J. L. McCaffrey on the general business picture. note and question unusual items in receipts and disbursements. In between, the board members come to grips with a diversity Each month they tackle the question of appropriations. Presi of corporate problems. For example, during the last year the dent McCaffrey takes up individually any proposed appropriations board considered the credit problems of an overseas subsidiary, in excess of $25,000, which then are submitted for board approval. the matter of plant expansion in Canton, Illinois, and the question The board also passes on contributions and donations larger than of annuity plans for employes, as well as many other problems. $5,000 and salary recommendations in excess of $12,000. During the board's October meeting, photographed on these At regular intervals, the directors review the company's profit pages, the directors: approved an appropriation for relining and situation and consider payment of dividends on preferred and BOARD OF DIRECTORS CHRISTIAN E. JARCHOW . CHRIS L. CHRISTENSEN. SECRETARY GERARD J. EGER TREASURER WILLIAM R. ODELL, JR. common stock. They study Comptroller Jarchow's exhaustive committee meets on the first Tuesday of each month and acts on report on company earnings before deciding how much to pay matters which can't wait until the regular board meeting. Besides shareholders and how much to leave in the business for expansion serving as a screening committee for the full board, its principal and security. purpose is to provide top management approval more than once a Four times a year, the board takes a long-range view of the month. capital expenditure program and analyzes management's forecast of Traditionally, of course. Harvester ofiicers have called on board expenditures for the next three years. members for guidance more often than once—or even twice— a Like the majority of larger U. S. corporations. Harvester has an month. The directors, on numerous occasions, have contributed executive committee which is empowered, under certain circum their advice and counsel by telephone, by correspondence and over stances, to act for the board. In Harvester's case, the executive luncheon tables. Around the clock and over the years they have committee consists of eight members and two alternates, all demonstrated their willingness to serve. And they have proved, members of the board. McCormick serves as chairman. The indeed, to be a "working board." CHAIRMAN MCCORMICK AND PRESIDENT MCCAFFREY (tight), at opposite ends of the table, are caught by the camera in look-alike poses. As chairman, McCormick is the company's chief executive officer and, subject to the board, the chief policy-making officer. McCaffrey is the chief operating officer, has general charge of the operation of the business. FARMER KUTZ REVIEWS HIS YEAR By JEANNE LAMOREAUX DON KUTZ LOOKS OVER his 350 acres in southeastern Wisconsin, •oncludes that last season was a good one, hopes next year will be better. I ID WAY BETWEEN Fort Atkinson and White water, Wisconsin, where the good black land lies level and the ring of hills turns blue in the distance, you can follow county trunk N till you get to Cold Springs, rake a sharp turn to your left, and drive into the farmyard of Don Kutz and his brother. Ken. Don is a young farmer, 27 years old, with a wife and ten-month- old son. He lives and works on the farm that's been in his family for three generations. A combination dairy and stock farm, it stretches over 350 fertile acres—240 acres in one section and the remaining acreage a short distance away.