MEETING OF INCORPORATORS WE, THE UNDERSIGNED, being all the incorporators of the corporation above named, organized under the laws of the State of Indiana, having its principal office in Indianapolis, Indiana, do hereby waive notice of the time, place and purpose of the first meeting of the incorporators of said corporation, and do fix the 9th day of June, 1914, at 4 o'clock in the afternoon, as the time, and the office of the corporation as the place of the first meeting of the incorporators.

AND we do hereby waive all the requirements of the statutes, both as to the notice of this meeting and the publication thereof.

DATED, the 9th day of June, 1914.

JOHN C. SCOTT, JOHN SCOTT, FRED J. SMITH.

The following incorporators were present in person:

JOHN C. SCOTT, JOHN SCOTT, FRED J. SMITH, being all of the incorporators of the corporation.

Upon motion, Mr. John C. Scott was elected chairman, and Mr. Fred J. Smith was appointed secretary of the meeting.

The chairman reported that the certificate of incorporation of the corporation was filed in the office of the Secretary of State, on the 9th day of June, 1914, and a certified copy thereof was recorded on the 9th day of June, 1914, in the office of the Recorder of the County of Marion, and the secretary was instructed to cause a copy of such certificate of incorporation to be prefixed to the minutes.

The secretary presented a form of by-laws, for the regulation of the affairs of the incorporation which were read, article by article.

Upon motion, duly made, seconded and carried, said by-laws were unanimously adopted, and the secretary was instructed to cause the same to be inserted in the minute book immediately following the copy of the certificate of incorporation.

Upon motion, duly made, seconded and carried, the meeting thereupon adjourned.

FRED J. SMITH, Secretary of the Meeting.

INDEPENDENT CONCRETE PIPE COMPANY