Mr. LADD. He said the students would carry off and break and damage some of it, and it was not that way when I went to school, to a school of that type.

Mr. HOFFMAN. He would not heed your advice?

Mr. LADD. No.

Mr. HOFFMAN. That is all I have to ask him.

Mr. LADD. I did not advise him. I asked him.

Mr. BONNER. You are finished?

Mr. HOFFMAN. Yes, sir.

Mr. BONNER. Mr. Ladd, as chairman of this committee I want to thank you personally for your kindness. I would like to ask you one question. Did the Bunker Hill Corp. have a lease with a flying school in the early part of 1947?

Mr. LADD. Did the Bunker Hill Corp, have a lease with the flying school?

Mr. BONNER. In the early part of 1947.

Mr. LADD. In the summer of 1947 I made a deal with a fellow to have a flying school. I can tell you his name. And he had students 'there.

Mr. BONNER. He operated a school?

Mr. LADD. Yes.

Mr. BONNER. At Bunker Hill?

Mr. LADD. Yes; but not through the Bunker Hill Aeronautical School. I obtained that man myself.

Mr. BONNER. What part of 1947?

Mr. LADD. It was in the summertime when I went to see him, in hot weather, and he came and he operated it as long as he could get benefit from the GI bill of rights, and then he quit.

Mr. BONNER. He did not use any of this material that had been secured?

Mr. LADD. No; none of it.

Mr. BONNER. Áre there any other questions?

Mr. HOFFMAN. I have one more, or two. You say that the Bunker Hill people, or the Bunker Hill Aeronautical School never proposed the lease?

Mr. LADD. Oh, they would talk about it in general terms, but we would have to run them down to get them down to facts.

Mr. HOFFMAN. Did they not submit a typewritten lease to you? Mr. LADD. The last time that I can recall their attorney came down from South Bend and submitted a lease, as I have told before here today, and says, "You fellows had better get together with this school or they have got enough political influence to put you fellows out of this base." That is when we stopped all negotiations, for the Navy had already told us that they would help us get them out, but we made a deal with the Navy or a suggestion to the Navy that we would try to make one more attempt to get a lease.

Mr. HOFFMAN. In January of 1947 they submitted a proposed lease which was signed by Mr. Short, the president, and countersigned or attested by Zick, the treasurer, did they not?

Mr. LADD. They might.

Mr. HOFFMAN. That is a copy of it, is it not; there are the signatures on it; that is a photostatic copy of it; you have seen it? Mr. LADD. But these leases, it might have been

Mr. HOFFMAN. Oh, no, did I ask him that?

Mr. BONNER. Just answer "yes" or "no," whether they submitted it. Mr. LADD. They could submit a lease, yes; probably, this is but Mr. HOFFMAN. To the best of your recollection is it or is it not a photostat of a lease that they submitted and those signatures on the bottom of it?

Mr. LADD. That is a lease that they have drawn up; yes.

Mr. HOFFMAN. Submitted to you?

Mr. LADD. Well, I could tell by looking through our files whether we ever had a copy of it, but a workable lease

Mr. HOFFMAN. That is all. He has answered my question.

Mr. BONNER. All right.

Mr. LADD. What we had to have is a workable lease.

Mr. BROWNSON. I have just one question. At the time that you were arranging these lease negotiations, did you have an attorney representing you who consulted with the attorney representing Mr. Harrah?

Mr. LADD. Yes; we did.

Mr. BROWNSON. And that lease would probably have been submitted through your attorney or to your attorney?

Mr. LADD. I'd have to read that over if we could ever consider it. I don't know if that was anything that had ever been considered. I don't know if that was ever submitted to us. I see their signature, but no signature of ours on it.

Mr. SHELLEY. I have one question. Mr. Ladd, I asked you a while ago what the purpose of the meeting was in Peru with the mayor and the members of the city council. You said that there was no meeting with the mayor and the members of the city council.

Mr. LADD. No; there was not.

Mr. SHELLEY. I have here a photostat copy of an article from the Peru Daily Tribune of August 6, 1946, and one paragraph says,

Ladd and Harrah submitted their proposal to Mayor J. O. Miller, several members of the city council, board of works, aviation commission, and representatives of the chamber of commerce at a dinner meeting at the Bearse Hotel. Mr. LADD. That is in Peru.

Mr. SHELLEY. Is that a true account of the meeting that may have occurred?

Mr. LADD. Will you read that once more for me? I cannot recall that.

Mr. SHELLEY. I have the section marked.

Mr. LADD. As I recall, we had a dinner meeting over there, and Mr. Harrah had several fellows with him over there, but we never gotten any place with the leasing of the property from the Bunker Hill base, for I recall definitely of making a survey-I spent a day talking to all of the city councilmen. I do not know whether it was prior to this or after this. It has been nearly 5 years ago, but I remember definitely every city councilman told me that they did not want to be responsible for that air base, regardless of what the mayor wanted to do.

Mr. SHELLEY. You had contacted these city councilmen individually and privately?

Mr. LADD. Yes, sir: I did.

Mr. SHELLEY. You have seen this photostat copy?

Mr. LADD. I have seen it.

Mr. SHELLEY. Had you seen this report in the paper, the original?
Mr. LADD. Let me see. I run a business and I am pretty busy.
Mr. SHELLEY. Do you recall it at this time?

Mr. HOFFMAN. I object to your heckling the witness now.
Mr. LADD. I probably read that.

Mr. SHELLEY. As of now, do you think this is a true account of any meeting held?

Mr. LADD. I remember having a meeting, but I know I contacted every councilman and they told me there was no chance of "you making a deal with us, for the city of Peru does not want that thing."

Mr. SHELLEY. We have that. Did you at any time ask any of the city councilmen or the mayor of Peru to be present at the hotel for the purpose of holding a meeting to discuss this?

Mr. LADD. We were proposing a tentative proposal. I do not think that says that we propositioned the city of Peru to go in with us on that.

Mr. SHELLEY. I am not asking what proposition.

Mr. BONNER. Just answer the question.

Mr. SHELLEY. Did you at any time, by your action or by any invitation that you extended, invite the mayor of Peru or the members of the city council of Peru to meet with yourself, or yourself and others at this hotel?

Mr. LADD. I expected we had them eat with us, but we did not make

Mr. SHELLEY. Mr. Ladd, will you please

Mr. BONNER. Answer the question.

Mr. LADD. I'd say "Yes."

Mr. SHELLEY. Did you extend an invitation?

Mr. LADD. If the paper says that, I would say "Yes, we did," I will say. But it is mainly for the good will of the community.

Mr. BONNER. That is all right.

Are there any further questions?

Mr. DONOHUE. Of course, when the Bunker Hill Corp. was formed all of the papers were drawn by your lawyer; is that correct?

Mr. LADD. No; Duke's lawyer, Mr. Oare drew up the articles of incorporation in South Bend."

Mr. DONOHUE. And there were a set of bylaws?

Mr. LADD. Yes.

Mr. DONOHUE. And, of course, you read over the set of bylaws, did you not?

Mr. LADD. Yes, I did.

Mr. DONOHUE. And those bylaws defined the powers of the stockholders and the officers and the directors; is that correct?

Mr. LADD. Yes; no doubt they do.

Mr. DONOHUE. And do you recall whether or not there was a bylaw in there that stated that the chairman of the board of directors would not have any right to vote in making any decisions for the corporation?

Mr. LADD. Well, as I told you, I don't know right now.

Mr. DONOHUE. Let me press that further. You say that Harrah, whenever any decision was to be made, always took a negative position? Mr. LADD. In two meetings.

Mr. DONOHUE. And that Curran always took the positive or the affirmative position, and that you were stymied, or the decision to be made was in a state of stymie?

Mr. LADD. Yes; that is right.

Mr. DONOHUE. When that happened, once or twice, did you not consult your attorney?

Mr. LADD. We did. That is the reason we appointed these other stockholders and directors.

Mr. DONOHUE. And did your attorney advise you that, notwithstanding you were chairman of the board of directors, that you did have the right to vote?

Mr. LADD. Well, he said it would eliminate all possibility of anything reoccurring again.

Mr. DONOHUE. My question was

Mr. LADD. I don't know. I could not tell you definitely right now. I might explain, if you will let me, that we have an attorney hired to give us legal advice, and we try to follow that as near as we can. Mr. DONOHUE. I was wondering, would it be possible for you to send us a copy of the bylaws of the Bunker Hill Corp.?

Mr. LADD. Yes; I would be glad to.

Mr. DONOHUE. And do I understand further, Mr. Ladd, that in the lease that you entered into with the township of Bunker Hill that there was a restriction that you could not sublease without first having that sublease approved by the Navy?

Mr. LADD. I will correct you as to the town of Bunker Hill-not the township of Bunker Hill. As I understand you, I will explain as I understand you; according to our lease with the Navy, every lease must be approved by the town of Bunker Hill, and then sent to the Navy.

Mr. DONOHUE. Pardon me. Your lease was with the town of Bunker Hill?

Mr. LADD. Yes.

Mr. DONOHUE. It was not with the Navy?

Mr. LADD. No; that is right.

Mr. DONOHUE. But the provisions in your lease with the town of Peru were the same as the provisions that were contained in the lease that was given by the Navy to the town of Bunker Hill?

Mr. LADD. Yes. I will explain. We all met together.

Mr. DONOHUE. Was there a provision in there that prevented you from subleasing?

Mr. LADD. No; not at all.

Mr. DONOHUE. In other words, there was a provision in there that permitted you to sublease to other people?

Mr. LADD. Yes; with their approval.

Mr. DONOHUE. But there was a restriction in there that that lease would have first to have the approval of the town and the Navy; is that correct?

Mr. LADD. Right; yes, sir.

Mr. DONOHUE. That is all.

Mr. BONNER. If there are no further questions, the subcommittee will stand adjourned until further call.

I want the record to show that the chairman and the subcommittee appreciate your cooperation very much.

(The bylaws of the Bunker Hill Corp., the articles of amendment, and financial statements for 1947, 1948, 1949, and 1950, marked exhibits 32A, 32B, 32C, 32D, 32E, and 32F follow;)

EXHIBIT 32A

BYLAWS OF THE BUNKER HILL CORPORATION

ARTICLE I. SHAREHOLDERS

SECTION 1. Place of meeting.-All meetings of the shareholders, whether annual or special, shall be held in such place either within or without the State of Indiana as the Board of Directors shall from time to time designate by resolution. In the absence of such designation, meetings shall be held at the principal office of the corporation.

SECTION 2. Annual meeting.-The annual meeting of shareholders shall be held on the 31st day of January in each year at the hour of 1:30 o'clock P. M. Should said day be a legal holiday, such annual meeting shall be held on the next succeeding day not a legal holiday. If, for any reason, the annual meeting be not held at the time aforesaid, the directors shall fix another date for such meeting. SECTION 3. Notice of annual meeting.-The secretary shall mail, in the manner provided in Section 3 of Article VI of these bylaws, or deliver a written or printed notice of each annual meeting to each shareholder of record entitled to vote thereat, at least ten days before the date of such meeting.

SECTION 4. Purpose of annual meeting.-Annual meetings of shareholders shall be held for the purpose of receiving the reports of officers, electing directors and transacting such other business as may be properly presented thereat.

SECTION 5. Special meetings.-Special meetings of the shareholders may be held at any time on call of the president, of the board of directors, or of shareholders holding not less than one-fourth of the outstanding shares entitled, by the articles of incorporation, and by the Indiana General Incorporation Act of 1929, as amended, to vote on the business proposed to be transacted thereat.

SECTION 6. Notice of special meetings.-The person or persons calling a special meeting, or the secretary at their direction, shall mail, in the manner provided in Section 3 of Article VI of these bylaws, or deliver a written or printed notice thereof to each holder of outstanding shares entitled, by the articles of incorporation, and by the Indiana General Incorporation Act of 1929, as amended, to vote on the business proposed to be transacted at such meeting, at least ten days before the date of such meeting. Such notice shall specify by whom such meeting was called and the time and place thereof and the business to be transacted thereat.

SECTION 7. Waiver of notice.-Any shareholder may waive, in writing, notice of any shareholders' meeting. Presence of a shareholder, in person, or by proxy, at any meeting of shareholders, and participation in such meeting, shall constitute a waiver of notice thereof on the part of such shareholder.

SECTION 8. Quorum.-A majority of the shares of issued and outstanding capital stock entitled, by the articles of incorporation, and by the Indiana General Incorporation Act of 1929, as amended, to vote on the business proposed to be transacted at such meeting represented by the holders of record thereof, in person or by proxy, shall constitute a quorum for the transaction of business.

SECTION 9. Voting rights.—Shares upon which any instalment is due and unpaid, or which have been transferred on the books of the corporation within ten days next preceding the date of the meeting, shall not be entitled to vote at such meeting.

SECTION 10. Proxies. Any shareholder entitled to vote at any meeting of shareholders may vote either in person or by proxy executed in writing by the shareholder or any authorized attorney in fact. All proxies shall be delivered to the secretary at or before the time of such meeting. No proxy shall be valid after eleven months from the date of its execution unless a longer time is expressly provided therein.

SECTION. 11. Order of business.—The order of business at the annual meetings and so far as practical at all other meetings shall be as follows:

1. Roll call.

2. Reading and disposal of any unapproved minutes.

3. Reports of officers and committees.

4. Election of directors.

5. Unfinished business.

6. New business.