Whereas Society of Chemical Industry in Basle, a Swiss corporation, of Basle, Switzerland, hereinafter called the Owner, represents that it is the sole and exclusive owner of the entire right, title and interest in and to certain new and useful improvements in and relating to the manufacture of new esters of saturated or unsaturated oxyketones of the type of androstane-3-one-17-ol by treating the oxyketone with an acylating agent having more than two carbon atoms and containing in addition to the acylating group no group having a tendency to form salt or group capable of conversion into a salt-forming group, in and for the United States of America, and that it is the sole owner of the entire right, title and interest in and to certain Letters Patent of the United States No. 2,109,400 issued to it the 22nd day of February 1938 on the application of Karl Miescher, Riehen, near Basel, and Albert Wettstein and Caesar Scholz, Basel, Switzerland, assignors to the firm of Society of Chemical Industrie in Basle, Basel, Switzerland for "Esters of Testosterone and Process of Making Same"; and whereas Ciba Pharmaceutical Products, Inc., a corporation of the State of New Jersey, having a place of business at Summit, New Jersey, hereinafter called the Corporation, desires to acquire the foregoing invention and the patent aforesaid: Now, therefore,

To all whom it may concern, be it known that the Owner for and in consideration of the sum of One hundred and fifty thousand Dollars ($150,000.00) paid to it, the receipt of which is hereby acknowledged, has sold, assigned and transferred, and by these presents does sell, assign and transfer, unto the Corporation, the entire right, title and interest in and to the invention and letters patent aforesaid, he same to be held and enjoyed by the Corporation to the full end of the term for which said letters patent are or may be granted, together with all renewals, revivals, extensions, reissues and divisions thereof.

In witness whereof the Owner has caused this Assignment to be executed on its behalf by Robert Käppeli, director and Karl Miescher, vice-director at Basle, Switzerland, on the 14th day of June, 1938.

SOCIETY OF CHEMICAL INDUSTRY IN BASLE

The foregoing Assignment is hereby accepted and the terms and conditions thereof hereby agreed to this 1st day of July 1938.

CIBA PHARMACEUTICAL PRODUCTS, INC.

CERTIFICATE OF ACKNOWLEDGEMENT OF EXECUTION OF DOCUMENT

SWISS CONFEDERATION,

CANTON OF BASLE CITY,

CITY OF BASLE,
Consulate of the United

States of America

88:

C. J. Spiker, Consul General of the United States of America at Basel, Switzerland, duly commissioned and qualified, do hereby certify that on this eleventh of January, 1939, before me personally appeared the Society of Chemical Industry in Basel, by Robert Käppeli, director, and Karl Miescher, vice director, to me personally known, and known to me to be the individuals described in, whose names are subscribed to, and who executed the annexed instrument, and being informed by me of the contents of said instrument they duly acknowledged to me that they executed the same freely and voluntarily for the uses and purposes therein mentioned.

In witness whereof I have hereunto set my hand and official seal the day and year last above written.

[SEAL]

C. J. SPIKER, Consul General of the United States of America.

Notarial Service No. 41. Fee $2-Frs. 9.00.

EXHIBIT No. 241

"CIBA"-SOCIETY OF CHEMICAL INDUSTRY IN BASLE MEMORANDUM ON UNITED STATES AND CANADIAN Trusts, January 28, 1941

Copies of the within Memorandum were filed with each of the following Government officials:

Francis M. Shea, Assistant Attorney General,

John W. Pehle, Special Assistant to the Secretary of the Treasury,

H. Merle Cochran, Technical Assistant to the Secretary of the Treasury,

Hon. John Wiley, Treasury Department,

Wayne Chatfield Taylor, Assistant Secretary of Commerce,

Dr. Herbert Feis, Economic Advisor to the State Department,

Adolph Berle, Assistant Secretary of State.

[The substance of the within Memorandum had previously been explained to each of the above named Government officials by The Hon. Hugh R. Wilson and Mr. Lee J. Perrin, Directors of States Trustee Corporation.]

SWISS BANK CORPORATION

New York Agency

DEPARTMENT: SECRETARY'S OFFICE

Mr. JEAN JACQUES BRODBECK,

15 NASSAU STREET, NEW YORK, N. Y., April 21, 1941.

Vice President and Treasurer, States Trustee Corporation,

c/o Appleton Rice & Perrin, 63 Wall Street, New York. DEAR SIR: Referring to your telephone conversation of today with our Vice Chairman, Mr. Armand Dreyfus, we confirm having received from our Basle, Switzerland Office, as paying agents for dividends of shares Society for Chemical Industry in Basle (Ciba), a cable to the effect that, to the best of their knowledge, about 80% of the share capital of Society for Chemical Industry in Basle are owned absolutely by shareholders of Swiss nationality and that they have certain evidence on hand that a considerable part of the remaining 20% are likewise owned by shareholders of Swiss nationality.

Yours very truly,

SWISS BANK CORPORATION,
(New York Agency)

"CIBA"-SOCIETY OF CHEMICAL INDUSTRY IN BASLE MEMORANDUM ON UNITED STATES AND CANADIAN TRUSTS

Society of Chemical Industry in Basle or "Ciba" as it is commonly calledis a Swiss corporation organized about sixty years ago by Swiss nationals. Its business is the manufacture and sale of dyestuffs and pharmaceutical products. Its head office and main factories and research laboratories are in the City of Basle, Switzerland.

Accompanying this memorandum is a volume showing the historical development of Ciba during its first fifty years.

Ciba has always been operated and considered as a Swiss-owned company and since the outbreak of the present war both Great Britain and Canada have recognized it as such. The present board of directors of Ciba consists of the following nine Swiss nationals, all but one of whom have been members of the board for more than ten years:

Dr. James Brodbeck: President and Chairman of the Board. Dr. of Law, University of Basle. Resides in Basle. Is also a Vice-President of Swiss Bank Corporation.

Dr. Gadient Engi: Vice-President. Dr. of Chemistry, University of Zurich. Resides in Basle.

Dr. Max Stachelin: Vice-President. Dr. of Law, University of Basle. Resides in Basle. Is also President of Swiss Bank Corporation. Armand Dreyfus: Resided in Zurich until he came to New York in September 1940 under quota visa. Is a Vice-President of Swiss Bank Corporation and is now in charge of its New York agency.

Christian Schmid: Resides in Milan, Italy, where he is a textile manufacturer.

Dr. Hans Gugelmann: Honorary degree from University of Berne.

in Berne. Is engaged in manufacture of textiles in Berne.

Resides

Dr. Rudolph Speich: Dr. of Philosophy, University of Zurich. Resides in Basle. Is General Manager of Swiss Bank Corporation.

Col. Rudolph Miescher: Dr. of Law, University of Basle. Is one of the four army corps commander in the Swiss army.

Adolph Seiler: Elected to board in 1937. Resides in Basle. Is member of Finance Committee of National Council of Switzerland.

With the expansion of its business Ciba has established subsidiary manufacturing or selling companies in various parts of Europe, the Far East, Great Britain, the United States, Canada and South America. Its subsidiaries in the United States are the following:

Cincinnati Chemical Works, a Delaware corporation owning dye-manufacturing plants in Cincinnati. Outstanding capital stock $3,000,000 of which 52% is owned by Ciba and the remaining 48% by two other Swiss companies known respectively as J. R. Geigy S. A. and Sandoz Ltd. This is the only United States subsidiary not wholly owned by Ciba. Ciba Pharmaceutical Products, Inc., a New Jersey corporation owning a large and modern pharmaceutical plant in Summit, New Jersey and owning the United States patent rights to the many pharmaceutical products developed in the laboratories in Basle. Outstanding capital stock $750,000 all owned by Ciba, which has in addition loaned this subsidiary over $2,600,000.

Ciba Company, Inc., a New York corporation with head office at 631 Greenwich Street, New York City, and branch offices in many other cities, engaged in the selling of dyestuffs. Outstanding capital stock $1,200,000 all owned by Ciba, which has in addition loaned this subsidiary $1,500,000. Ciba Products Corporation, a Delaware corporation with office at 77 River Street, Hoboken, N. J., owning patents on dyestuffs and resins. Outstanding capital stock $100,000 all owned by Ciba.

Hudson Exporting Corporation, a New Jersey corporation with office at 77 River Street, Hoboken, N. J., engaged in exporting dyestuffs to South America. Outstanding capital stock $250,000 all owned by Ciba. Hudroy Realty Corporation, a New York corporation holding title to real estate used by Ciba Company, Inc. Outstanding capital stock $40,000 all owned by Ciba.

In Canada the only operating subsidiary is Ciba Company Ltd., a selling company capitalized at $200,000 and wholly owned by Ciba.

Four years ago the Ciba management, apparently with a premonition of what might be in store for Europe, decided to group together in a holding company the various subsidiary companies in England, the United States, Canada and South America so that the shares of the holding company might be distributed to the Ciba shareholders. In this way it was thought possible, without disturbing the beneficial ownership, to give this group of subsidiaries an independent western hemisphere status.

Accordingly there was organized under Canadian law a holding company known as Anglo American Chemicals Ltd. to which Ciba turned over the controlling stock interest in its two British manufacturing subsidiaries (Horsham and Clayton), in its Argentine and Brazilian selling companies, and in its two United States manufacturing subsidiaries (Cincinnati and Summit, N. J.) The project was still in this half completed state when war broke out in the fall of 1939.

Since the spring of 1940 the possibility of a German invasion of Switzerland has involved a three-fold danger to Ciba's United States and Canadian subsidiaries: Firstly, the danger that shares and notes of these subsidiaries still held in Basle might be seized there; secondly, the danger that Canada, already a belligerent, might feel obliged as a result of the invasion to give Switzerland an enemy alien status and to vest in the Canadian Alien Property Custodian all Canadian assets of Ciba, including control (through the Canadian holding company) of United States companies which would otherwise be unhampered as long as the United States were not a belligerent; and, thirdly, the danger that the United States might become a belligerent and exercise its prior right (by virtue of its jurisdiction over the actual operating companies and their assets) to brush aside the Canadian holding company and any favorable adjustment that might have been reached with Canada and to vest all shares of the United States subsidiaries in the United States Alien Property Custodian.

To guard as far as possible against this three-fold danger Ciba decided in the autumn of 1940 to divest itself of ownership and control of its United States and Canadian subsidiaries and to place that ownership and control in the hands of trustees in the United States and in Canada whose general knowledge of the Ciba business and policies would enable them to carry on without disruption and whose personal reputations would, it was hoped, assure them sympathetic consideration by the authorities of both countries.

Both countries were necessarily involved, even as regards the United States subsidiaries alone; for at the time when Ciba's decision was made the Canadian holding company, with its stock control of two of the United States subsidiaries, was already subject to the actual jurisdiction of the Canadian Foreign Exchange control and to the potential jurisdiction of the Canadian Enemy Property Custodian. And as Canadian policy prohibits the remission of capital funds to Switzerland (although permitting purchases of goods, payment of royalties and the like) the Canadian authorities would of course decline to alow shares of these United States subsidiaries to be withdrawn from the Canadian holding company and brought back into the United States where no such prohibition obtains. On the other hand any move toward completing the original holding company plan by vesting additional shares of the United States subsidiaries in the Canadian holding company seemed clearly unwise. The situation was therefore dealt with as it had existed since the outbreak of the war; that is, all shares of the Canadian holding company and of the Canadian selling company were placed in the Canadian trust and all shares of United States subsidiaries, except shares already owned by the Canadian holding company, were placed in the United States trust.

The chart annexed to this memorandum shows the division as between the United States trust and the Canadian trust.

Each trust is for a period of twenty years and is not revocable by Ciba but is revocable solely by the trustee in its discretion. The sole beneficiary of each trust is Ciba itself.

The trustee in the United States is States Trustee Corporation, a Delaware corporation, all shares of which are owned outright by its four directors. These directors are Lee J. Perrin (President), Hon. Hugh R. Wilson, Jean Jacques Brodbeck, Frank B. Common, K. C.