meeting and object thereof, shall be mailed each member of the Section by an appointed officer of the Association not less than ten (10) days prior to the date on which the meeting is to be held. Section 5. PoWERS AND DUTIES. (1) Each Section is hereby empowered to promote the welfare of its members in any of the directions enumerated in Article Third of the Certifi cate of Incorporation of the Association and to provide within itself such an organization as it deems necessary and proper to accomplish the purposes of its creation, and to adopt rules and create committees to facilitate its work, subject to the following provisions: (a) The actions of the Association as a body shall take prece dence over the actions of a Section. (b) The approval of the Chairman of the Board, an appointed officer, or the Board of Directors shall be first obtained before any action is taken that involves expenditure of any amount in excess of $100 to be paid out of funds of the Association or that is reasonably likely to result in pecuniary charges for which the Association will be responsible. In all other cases, a Section may act without first obtaining the consent of the Chairman of the Board, an appointed officer, or the Board of Directors; such action, however, shall be subject to the approval of the Chairman of the Board, an appointed officer, or the Board of Directors if it is seen fit to exercise this prerogative. (c) All actions of a Section shall be invalid unless consistent with the Certificate of Incorporation and By-laws of the Association. (d) A Section shall neither entertain nor permit any discussion with references to prices or to whom a Member shall sell his product, it being the policy of the Association to keep itself above the slightest suspicion of any desire to create a monopoly or effect any contract agreement or understanding in restraint of trade. (e) A Section shall not, because of possible conflict of interests, give public expression on any matter in which any other Section may be interested, but in all such matters shall give expression of its views to the Board of Directors, through the member of the Board of Directors assigned to the Section or through an appointed officer of the Association. (f) Each Section, through its chairman or secretary, shall make a report at each annual meeting of the Association of conditions affecting the welfare of the members of the Section and the interest they particularly serve; also a report of any other matters of common and scientific interest the Section may deem advisable; together with recommendations as to what the Association may do as a whole to promote the interests of a Section or its members. A copy of this report shall be sent to an appointed officer of the Association, if practicable, in advance of the annual meeting of the Association. ARTICLE VIII Contracts, Checks, Deposits and Funds Section 1. CONTRACTS. The Board of Directors may authorize any officer or officers, agent or agents of the Association, in addition to the officers so authorized by these By-laws, to enter into any contract or execute and deliver any instrument, in the name of and on behalf of the Association, and such authority may be general or confined to specific instances. Section 2. CHEcks, Drafts, ETC. All checks, drafts or other orders for payment of money, notes or other evidences of indebtedness issued in the name of the Association, shall be signed by such officer or officers, agent or agents of the Association, and in such manner as shall from time to time be determined by resolution of the Board of Directors. In the absence of such determination by the Board of Directors, such instruments shall be signed by the Treasurer and countersigned by the Chairman or Chairmanelect of the Board. Section 3. DEPOSITS. All funds of the Association shall be deposited from time to time to the credit of the Association in such banks, trust companies or other depositories as the Board of Directors may elect. Section 4. GIFTS. The Board of Directors may accept on behalf of the Association any contribution, gift, bequest or devise for the general purpose or for any special purpose of the Association. ARTICLE IX The corporate seal of this Association shall be an impression upon paper or wax of a circular device, within which shall be the words "Pharmaceutical Manufacturers Association, Seal, Delaware" within containing circumferential lines. ARTICLE X The fiscal year of the Association shall commence July 1st in each year, unless otherwise determined by the Board of Directors. ARTICLE XI These By-laws, or any of them, may be altered, amended, added to or repealed at any regular or special meeting of Members, by a majority vote of the Members present in person and entitled to vote at such meeting, after prior approval thereto by the Board of Directors, and at any regular or special meeting of the Board of Directors, by an affirmative vote of a majority of the Directors present; provided, however, that any amendment made by the Directors through Board action shall only have full force and effect until the next annual meeting of Members, when such amendment shall thereafter cease to have any effect unless adopted by a majority vote of the Members present in person and entitled to vote at such annual meeting, or until notified by consent in writing of a majority of the Members. SMALL BUSINESS PROBLEMS IN THE DRUG INDUSTRY TUESDAY, APRIL 23, 1968 HOUSE OF REPRESENTATIVES, SUBCOMMITTEE ON ACTIVITIES OF REGULATORY AGENCIES AFTERNOON SESSION The subcommittee met, pursuant to recess, at 2 p.m. in room 2359, Rayburn House Office Building, Hon. John D. Dingell, chairman of the subcommittee, presiding. Present: Representatives Dingell, Evins, Corman, Conte, and Burton. Also present: Gregg Potvin, subcommittee counsel; Myrtle Ruth Foutch, clerk; and John J. Williams, minority counsel. Mr. DINGELL. The subcommittee will come to order. The clerk will be instructed to close the doors. The Chair notes for purposes of the record that due notice was sent, according to the rules of the committee with regard to the holding of an executive session on matters now before the subcommittee. The Chair announces that this is a continuation of the hearings that have been held by Subcommittee No. 5 on Small Business Problems in the Drug Industry. The Chair notes that the record will remain within the discretion of the subcommittee and the full committee until such time as appropriate corrections, deletions, and such matters have been attended to by our distinguished panel of witnesses today. The Chair is most pleased to welcome the very distinguished members of the Federal Trade Commission to discuss sundry matters with regard to the scrutiny by this subcommittee of pricing practices and discriminatory pricing practices in the retail and wholesale pharmaceutical industry. The Chair would like to express a particular welcome to you gentlemen and the young lady of the Federal Trade Commission. The Chair will advise that it has long been the opinion of the present occupant of the Chair that the Federal Trade Commission is one of the very few of the Federal regulatory agencies that that does, in fact, regulate. The Chair says this with a particular degree of admiration for all members of this very distinguished body. I am most pleased to welcome you, Chairman Dixon, and your Associate Commissioners for such statements as you choose to give on this matter. May I ask, Mr. Chairman, do you have a prepared statement on behalf of the Commission? What form would you and your fellow Commissioners like to follow? TESTIMONY OF HON. PAUL RAND DIXON, CHAIRMAN, FEDERAL Chairman DIXON. Mr. Chairman, none of us has a prepared state ment. In preparation to come here today-because you did have such a lengthy record, I might say to you that we have had our able staf review it in great detail. I honestly must state that I have not read the complete record. But we have had it analyzed completely, taking what we considered the highlights of the matters that you brought out here. We have had an analysis of that made for each of us. In preparation for coming here, we have all studied this very carefully. I think that we can be of better service to you by just answering your questions that you may have of us. I want to say, Mr. Chairman, that each of us is appreciative of the fact that you are holding this hearing in executive session. We are well aware of our responsibility to the Congress, We know you are aware also that among our duties is the final duty of sitting in adjudication finally upon some of the matters that may eventually develop out of your hearings. We do not want to disqualified, and I know it is not your wish to make us disqualified. For that reason, we appreciate the executive session. I think to be most helpful, it is best that we did come in this capacity. Mr. DINGELL. The chair is extremely sensitive on that matter, Mr. Chairman. Would it be appropriate for me to request that you, Mr. Chairman. if you would, act as moderator of such discussions as you choose to have within the membership of the Commission. I am sure the members of the Commission are well known to the Members of the subcommittee but for purposes of our record, would you introduce each of the Commissioners. Chairman DIXON. I am most happy to, sir. Our ranking member is Commissioner Philip Elman to my right. To my left, Commissioner Everette MacIntyre. And then Commis sioner Mary Gardiner Jones. And our newest member, Commissioner James Nicholson. We also have with us members of the staff. Starting over here to the left, Mr. J. C. Buffington, assistant to the Chairman. Mr. John Wheelock, executive director. Directly behind me is Mr. Francis Mayer, who is the Chief of the Discriminations Division, the Restraint of Trade Bureau, and to his immediate right is Mr. Thomas Athridge. who is a member of Mr. Mayer's division. Mr. DINGELL. Thank you very much, Mr. Chairman. Mr. Chairman, the Chair would like to perhaps lay down some of the ground rules for today. As you have indicated, it is the intention |