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and nature, for exportation and to export the same, from the United States to all foreign countries.

To buy and sell merchandise of every kind and nature for exportation, and to export the same, from the United States to all foreign countries, for the account of others, and incidental thereto to make advances on consignments of such merchandise, or to hypothecate the same.

To act commercially and generally as agent for other corporations, partnerships, associations and individuals, to the extent permitted by the corporation laws of Delaware hereinafter referred to.

To charter, purchase or otherwise acquire any interest in vessels, both for the account of itself and for the account of others, for the carrying of freight or passengers between the United States and any foreign country and between any foreign countries; and to operate such vessels.

To contract for and engage in the construction in any foreign country of any structure or article made entirely or partly of any article exported by this corporation.

To appoint agents and representatives in all parts of the world for the purpose of carrying on any and all of the objects of this corporation.

To acquire by purchase, subscription or otherwise, to invest in, hold for investment or otherwise, and to sell, exchange, mortgage, pledge, or otherwise dispose of, either the whole or any part of the shares of stock, bonds and other evidences of indebtedness, obligations and contracts of any corporation, public, quasi public or private, domestic or foreign, and all trust or other certificates of, or receipts evidencing, interest in any such securities; to issue in exchange therefor its own stock, bonds and other obligations, and while owner of any such stocks, bonds and other evidences of indebtedness or interest therein, to exercise all the rights, powers and privileges of ownership, including the right to vote thereon for any and all purposes.

To aid, by loan, subsidy, guaranty, or in any other manner whatsoever, any corporation whose stocks, bonds, securities or other obligations are in any manner held or guaranteed, and to

do any and all other acts or things toward the preservation, protection, improvement or enhancement in value, of any such stocks, bonds, securities or other obligations, and to do all and any such acts or things designed to accomplish any such purpose.

To acquire the good will, rights, property and franchises of any person, firm, association or corporation, and to pay for the same in cash or bonds of this corporation, or otherwise, and to hold or in any manner dispose of the whole or any part of the property so acquired.

To borrow money and issue bonds, debentures or obligations of this corporation from time to time for any of the objects or purposes of the corporation, and to secure the same by mortgage, pledge, deed of trust, or otherwise.

To have one or more offices, to carry on any or all of its operations and business, and without restriction or limit as to amount to purchase or otherwise to acquire, hold, own, mortgage, sell, convey or otherwise dispose of, real and personal property of every class and description in any of the states, districts, territories or colonies of the United States and in any and all foreign countries, subject to the laws of such state, territory, colony or country.

To do any and all things necessary in order to realize the purposes herein set forth, and, in general, to carry on any other business in connection with the foregoing and to have and to exercise all the powers conferred by the corporation laws of Delaware hereinafter referred to.

The foregoing clauses shall be construed both as objects and powers; and it is hereby expressly provided that the foregoing enumeration of specific powers shall not be held to limit or restrict in any manner the powers of this corporation.

Fourth: The total authorized capital stock of this corporation is Ten Million Dollars ($10,000,000), divided into one hundred thousand (100,000) shares of the par value of One Hundred Dollars ($100) each.

The amount of the capital stock with which this corporation will commence business is the sum of One Thousand Dollars

($1.000), being ten (10) shares of the par value of One Hundred Dollars ($100) each.

Fifth: The name and place of residence of each of the original subscribers to the capital stock, are as follows:

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Sixth: This corporation is to have perpetual existence. Seventh: The private property of the stockholders shall not be subject to the payment of corporate debts to any extent whatever. Eighth: The stockholders, or any number of them, may, for limited periods not exceeding five (5) years each, deposit their stock with, or transfer the same to, a trustee or trustees on such terms and conditions, and with such powers as may be agreed upon by such stockholders in a written agreement (a copy of which shall be filed with the corporation) in order to carry out particular policies intended to promote the best interests of all the stockholders.

Ninth: In so far as the same is not contrary to the laws of Delaware, no contract or other transaction between the corporation and any other corporation shall be affected or invalidated by the fact that any one or more of the directors of this corporation is or are interested in, or is a director or officer, or are directors or officers of such other corporation and any director or directors, individually or jointly, may be a party or parties to, or may be interested in, any contract or transaction of this corporation or in which this corporation is interested; and no contract, act or transaction of this corporation with any person or persons, firm or corporation, shall be affected or invalidated by the fact that any director or directors of this corporation is a party, or are parties to or interested in such contract, act or transaction, or in any way connected with such person or persons, firm or association, and each and every person who may become a director of this corporation is hereby relieved from any liability that might otherwise exist from contracting

with the corporation for the benefit of himself or any firm, association or corporation in which he may be in anywise interested. Directors so interested shall be counted when present at directors meetings for the purposes of determining the existence of a quorum and may vote at such meetings as fully and with the same effect as if not so interested.

Tenth: This corporation reserves the right to amend, alter, change or repeal any provision contained in this certificate of incorporation, in the manner now or hereafter prescribed by statute, and all rights conferred on stockholders herein are granted subject to this reservation.

WE, THE UNDERSIGNED, being each of the original subscribers to the capital stock hereinbefore named for the purpose of forming a corporation to do business both within and without the State of Delaware, and in pursuance of The General Corporation Law of the State of Delaware, being Chapter 65 of the Revised Code of Delaware, and the acts amendatory thereof, and supplemental thereto, do make and file this certificate hereby declaring and certifying that the facts herein stated are true, and do respectively agree to take the number of shares of stock hereinbefore set forth, and accordingly have hereunto set our hands and seals this 2nd day of January, A. D. 1919. In presence of Lawrence J. Broman.

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THIS AGREEMENT, made the 24th day of December, 1918, between Bethlehem Steel Company, Lukens Steel Company and

Sharon Steel Hoop Company, Pennsylvania Corporations; Lackawanna Steel Company, a New York Corporation; Midvale Steel and Ordnance Company, a Delaware Corporation; Republic Iron and Steel Company, a New Jersey Corporation; The Brier Hill Steel Company, The Trumbull Steel Company and The Youngstown Sheet and Tube Company, Ohio Corporations; Whitaker-Glessner Company, a West Virginia Corporation, and such others as may become parties hereto in the manner hereinafter provided, each such party being hereinafter called Member Company and the aggregate of such parties, Member Companies,

WITNESSETH:

WHEREAS, the Member Companies in connection with the export of certain of their products desire to avail themselves of the benefits of the Act of Congress approved April 10, 1918, entitled "An Act to Promote Export Trade and For Other Purposes", commonly known as the "Webb Act", and to associate. generally as far as they legally may for the purpose of promoting their export business,

NOW, THEREFORE, the Member Companies severally agree each with the other as follows:

I. A corporation (hereinafter called the "Export Company") shall be organized under the laws of Delaware, with an authorized capital stock of at least Ten Million Dollars ($10,000,000), divided into shares of the par value of $100 per share, all common, with a perpetual corporate life, and with such charter powers as will enable it to do a general export business, and to effectuate the purpose of this agreement. The capital stock shall be subscribed for and taken by the Member Companies severally in the amounts set opposite their respective names as follows:

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