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HomeMy WebLinkAboutNCG510522_Owner name change_20150918ATA NCDENR North Carolina Department of Environment and Natural Resources Pat McCrory Governor Ms. Maureen Jackson Cardno, Inc. 2512 Independence Blvd, Ste 200-34 Wilmington, NC 28412 Dear Ms. Jackson: Donald R. van der Vaart Secretary September 18, 2015 Subject: Certificate of Coverage (CoC) NCG510522 NPDES General Permit NCG510000 Ownership change modification The Pantry #161 Alamance County The Division received your request to transfer ownership of the subject CoC on September 16th. We do not object to your request, made on behalf of Circle K Stores, Inc. Therefore, we are forwarding herewith an updated version of NCG510522. This CoC is issued pursuant to the requirements of North Carolina General Statue 143-215 .1 and the Memorandum of Agreement between North Carolina and the US Environmental Protection agency dated October 15, 2007 (or as subsequently amended). If any parts, measurement frequencies or sampling requirements contained in this general permit are unacceptable to you, you have the right to request an individual permit by submitting an individual permit application. Unless such demand is made, the certificate of coverage shall be final and binding. Please note that this COC is not transferable except after notice to the Division. The Division may require modification or revocation and reissuance of the CoC. This permit does not affect the legal requirements to obtain other permits which may be required by any other Federal, State, or Local government regulation. If you have any questions about this action, please contact Charles Weaver of the NPDES program at telephone number (919) 807-6391 or via e-mail [charles.weaver@ncdenr.gov]. ely, for S. Jay Zimmerman, Director Division of Water Resources cc: NPDES General Permit Files Winston-Salem Regional Office Brent Puzak / Circle K [305 Gregson Dr, Cary, NC 27511] 1617 Mail Service Center, Raleigh, North Carolina 27699-1617 512 North Salisbury Street, Raleigh, North Carolina 27604 Phone: 919 807-6300 / FAX 919 807-6489 / http://portal.ncdenr.org/web/wq An Equal Opportunity/Affirmative Action Employer-50/o Recycled/10°k Post Consumer Paper STATE OF NORTH CAROLINA DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES DIVISION OF WATER RESOURCES CERTIFICATE OF COVERAGE NCG51o533 GENERAL PERMIT NCG550000 TO DISCHARGE PETROLEUM -CONTAMINATED GROUNDWATER AND SIMILAR WASTEWATERS UNDER THE NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM In compliance with the provisions of North Carolina General Statute 143-215.1, other lawful standards and regulations promulgated and adopted by the North Carolina Environmental Management Commission, and the Federal Water Pollution Control Act, as amended, Circle K Stores, Inc. is hereby authorized to discharge from an existing groundwater remediation system located at The Pantry # 161 1031NCHwy87N Elon Alamance County to receiving waters designated as an unnamed tributary to Travis Creek [stream segment 16-12], currently classified a WS-V NSW stream within subbasin 03-06-02 of the Cape Fear River Basin, in accordance with the effluent limitations, monitoring requirements, and other conditions set forth in Parts I, II, III, and IV of General Permit NCG510000, as attached. This certificate of coverage shall become effective September 18, 2015. This Certificate of Coverage shall remain in effect for the duration of the General Permit. Signed this day September 18, 2015 ay Zimmerman, Director Division of Water Resources By Authority of the Environmental Management Commission September 16, 2015 Mr. Charles Weaver North Carolina Department of Environment and Natural Resources Division of Water Quality 1617 Mail Service Center Raleigh, North Carolina 27699-1617 Subject: NPDES Permit Ownership Change NPDES General Permit NCG510000 Dear Mr. Weaver: CB) Cardne Shaping the Future Cardno, Inc. (ATC) is providing you information on changes to the ownership and the consultant/system operator for The Pantry #161 NPDES General Permit NCG510000, dated October 12, 2011. Effective September 14, 2015, Circle K Stores, Inc. (Circle K) retained ownership of The Pantry. The necessary documentation is attached. Additionally, please update the consultant/system operator to Cardno ATC. When the permit was last renewed, this information was not correct. Cardno ATC provides the environmental consulting services to Circle K for the Pantry #161 located 1031 North NC Highway 87 in Elon, North Carolina. Cardno ATC maintains the remediation treatment systems at this location. If you have any questions, please do not hesitate to contact me at (919) 561-3893. Sincerely, CARDNO, INC. )11iwo_i_4ace- Maureen Jackson, P.G. Project Manager Cardno Direct Line +1 919-561-3893 Email: maureen.jackson@cardno.com Australia • Belgium • Canada • Colombia • Ecuador • Germany • Indonesia • Italy • Kenya • New Zealand • Papua New Guinea • Peru • Philippines • Tanzania • United Arab E(Orates • United Kingdom • United States • Operations in 85 countries Cardno (NC), Inc 2512 Independence Blvd. Suite 200-34 Wilmington, NC 28412 USA Phone: +1 919 871 0999 Fax: +1 919 871 0335 www.cardno.com ZIA NCDENR North Carolina Department of Environment and Natural Resources Division of Water Resources Pat McCrory S. Jay Zimmerman Donald R. van der Vaart Govemor Director Secretary NOTICE OF RENEWAL INTENT (Required by 15A NCAC 02H .0127(d)1; [term definition see 15A NCAC 02H .0103(19)1 Application for renewal of existing coverage under General Permit NCG510000 Existing Certificate of Coverage (CoC): NCG510 522 (Please print or type) 1) Mailing address of site Owner: (address to which all correspondence should be mailed) Company Name Circle K Stores, Inc. Company Contact Brent Puzak Street Address 305 Gregson Drive City Cary State NC ZIP 27511 Telephone # 919-566-1549 Fax # 919-871-0335 Email Address BPuzak@circlek.com 2) Location of remediation site producing discharge: Facility Name Pantry #161 Facility Contact Brent Puzak Street Address 1031 Highway 87 North City Elon State NC ZIP 27244 County Alamancc Telephone # 919-774-6700 _ Fax# 919-871-0335 3) System operator / Consultant ID: (if different from Owner) Company Name Cardno ATC Company Contact Maureen A. Jackson. P.G. Street Address 2512 Independence Boulevard, Suite 200-34 City Wilmington State: NC ZIP 28412 County New Hanover Telephone # 919-561-3893 Fax # 919-871-0335 Email Address maurccn. jacksonu,cardno.com Page 1 of 2 Revised 9/1/2015 NCG510000 Renewal Application 4) Site ranking & ID: GW incident # 22846 Site Ranking (if available) aigh 2380 Date of most recent discharge Currently discharging Additional Application Requirements: The following information must be included in duplicate [original + 1 copy] with this application or it will be returned as incomplete. • Site map: Clearly showing the path of the remediation system effluent from the site to its discharge point > Authorization for representatives. If this application will be submitted by a consulting engineer (or engineering firm), include documentation from the Permittee showing that the consultant submitting the application has been designated an Authorized Representative of the applicant. CERTIFICATION I certify that I am familiar with the information contained in this application and that to the best of my knowledge and belief such information is true, complete, and accurate. Printed Name of Person Signing: Brent Puzak Title: (Signature of Applicant): (Date Signed) North Carolina General Statute 143-215.6 b (i) provides that: Any person who knowingly makes any false statement, representation, or certification in any application, record, report, plan or other document fled or required to be maintained under Article 21 or regulations of the Environmental Management Commisslon implementing that Article, or who falsifies, tampers with or knowingly renders inaccurate any recording or monitoring device or method required to be operated or maintained under Article 21 or regulations of the Environmental Management Commission implementing that Article, shall be guilty of a misdemeanor punishable by a fine not to exceed $25,000, or by imprisonment not to exceed six months, or by both. (18 U.S.C. Section 1001 provides a punishment by a fine of not more than $25,000 or imprisonment not more than 5 years, or both, for a similar offense.) ♦ ♦ ♦ ♦ ♦ This Notice of Renewal Intent does NOT require a separate fee. The permitted facility already pays an annual fee for coverage under NCG510000. ♦ ♦ ♦ ♦ ♦ Mail this application and one copy of the entire package to: NC DENR / DWR / Water Quality Permitting Section 1617 Mail Service Center Raleigh, North Carolina 27699-1617 Attn: Charles Weaver Page 2 of 2 Revised 9/1:2015 Corporations Section P.O.Box 13697 Austin, Texas 78711-3697 Office of the Secretary of State September 10, 2015 Corporation Service Company 211 E. 7th Street, Suite 620 Austin, TX 78701 USA RE: CIRCLE K STORES INC ( File Number: 10697700 ) Carlos H. Cascos Secretary of State It has been our pleasure to approve and place on record the filing instrument effecting a merger. The appropriate evidence of filing is attached for your files. Payment of the filing fee is acknowledged by this letter. If we can be of further service at any time, please let us know. Sincerely, Corporations Section Business & Public Filings Division Enclosure Phone: (512) 463-5555 Prepared by: Virginia Tobias Come visit us on the Internet at http://www.sos.state.tx.us/ Fax: (512) 463-5709 Dial: 7-1-1 for Relay Services TID: 10339 Document: 629455350002 Corporations Section P.O.Box 13697 Austin, Texas 78711-3697 Office of the Secretary of State CERTIFICATE OF MERGER Carlos H. Cascos Secretary of State The undersigned, as Secretary of State of Texas, hereby certifies that a filing instrument merging The Pantry, Inc. Foreign For -Profit Corporation Delaware, USA [Entity not of Record, Filing Number Not Available] Into CIRCLE K STORES INC Domestic For -Profit Corporation [File Number: 10697700] has been received in this office and has been found to conform to law. Accordingly, the undersigned, as Secretary of State, and by the virtue of the authority vested in the secretary by law, hereby issues this certificate evidencing the acceptance and filing of the merger on the date shown below. Dated: 09/09/2015 Effective: 09/13/2015 11:01 pm Phone: (512) 463-5555 Prepared by: Deborah Rogers OLAue Carlos H. Cascos Secretary of State Come visit us on the Internet at http://www.sos.state.tx.us/ Fax: (512) 463-5709 Dial: 7-1-1 for Relay Services TID: 10343 Document: 629597130001 State Form 623 (Revised 05/11) Return in duplicate to: Secretary of State P.O. Box 13697 Austin, TX 78711-3697 512 463-5555 FAX: 512 463-5709 Filing Fee: see instructions This space reserved for office use. FILED In the Offf Statof Texas Secretary Parent -Subsidiary Certificate of Merger Business Organizations Code. Corporations Section SEP 0, 9 205 Parties to the Merger Pursuant to chapter 10 of the Texas Business Organizations Code, andthe title applicable to each domestic filing entity identified below, the undersigned parties submit this certificate of merger. The name, organizational form, and state of incorporation or organization, and file number, if any, issued by the secretary of state for the parent and subsidiary organization(s) are as follows: Parent Circle K Stores Inc. Name of Organization The organization is a for -profit corporation It is organized under the laws of. Specify organizational form (e.g.. for profit corporation) Texas United States The file number, if any, is 10697700 Country Texas Secretary of State file number If not a domestic entity, its registered or principal office address in its jurisdiction of formation is: Street Address Subsidiary 1 The Pantry, Inc. City State Country Name of organization The organization is a: for -profit corporation It is organized under the laws of: Specify organizational form (e.g.. jar profit corporation) Delaware Untied States The file number, if any, is N/A Stare Country Texas Secretary of State file number If not a domestic entity, its registered or principal office address in its jurisdiction of formation is: 2711 Centerville Road, Suite 400 Street Address Wilmington DE USA City State Country The number of outstanding ownership interests of each class or series and the number and percentage of ownership interests of each class or series owned by the parent organization are as follows: Number of ownership interests outstanding Class Series Number owned by parent Percentage Owned 1,000 Common N/A 1,100 100% ❑ The organization will survive the merger. ❑✓ The organization will not survive the merger. Subsidiary 2 Name of organization The organization is a: Form 623 Specifyorganl attonal form (e.g., for -profit corporation) 5 It is organized under the laws of: The file number, if any, is: State Country Texas Secretary of State file number If not a domestic entity, its registered or principal office address in its jurisdiction of formation is: Street Address City State Country The number of outstanding ownership interests of each class or series and the number and percentage of ownership interests of each class or series owned by the parent organization are as follows: Number of ownership interests outstanding Class Series Number owned by parent Percentage Owned ❑ The organization will survive the merger. ❑ The organization will not survive the merger. Subsidiary. 3 Name of Organization The organization is a: It is organized under the laws of: Sped organizational form (e.g., for profit corporation) The file number, if any, is: State Country Texas Secretary of State file number If not a domestic entity, its registered or principal office address in its jurisdiction of formation is: Street .Address City State Country The number of outstanding ownership interests of each class or series and the number and percentage of ownership interests of each class or series owned by the parent organization are as follows: Number of ownership interests outstanding Class Series Number owned by parent Percentage Owned ❑ ;The organization will survive the merger. ❑ The organization will not survive the merger. Resolution of Merger © ;A copy of the resolution of merger is attached. The attached resolution was adopted and approved by the governing authority of the parent organization as required by the laws of its jurisdiction of formation and by its governing documents. The resolution was adopted by the parent organization on 09/04/2015 Organizations Created by Merger mm/ddly»y The name, jurisdiction of organization, principal place of business address, and entity description- of each entity or other organization to be created pursuant to the resolution of merger are set forth below. The certificate of formation of each new domestic filing entity to be created is being filed with this certificate of merger. Nance of New Organisation 1 Jurisdiction Entity Type (See instructions) Principal Place of Business Address City State Zip Code Form 623 • Nance of Nen. Organisation 2 Jurisdiction Enti ry Type (See instructions) Principal Place of Business Address City State Zip Code Name of New Organization 3 Jurisdiction Entiry Tjpe (See instructions) Principal Place of Business Address City State 'Lip Effectiveness of Filing (Select either A, B, or C.) A. ❑ This document becomes effective when the document is accepted and. filed by the secretary of state, B. ✓❑ This document becomes effective at a later date, which is not more than ninety (90) days from the date of signing. The delayed effective date is: September 14, 2015 at 12:01 a.m. eastern time C. ❑ This document takes effect on the occurrence of the future event or fact, other than the passage of time. The 90th day after the date of signing is: The following event or fact will cause the document to take effect in the manner described below: Tax Certificate ❑ Attached hereto is a certificate from the comptroller of public accounts that all taxes under title 2, Tax Code, have been paid by the non -surviving filing entity. In lieu of providing the tax certificate, one or more of the surviving, acquiring or newly created organizations will be liable for the payment of the required franchise taxes. Execution The undersigned signs this document subject to the penalties imposed by law for the submission of a materially false or fraudulent instrument. The undersigned certifies that the statements contained herein are true and correct, and that the person signing is authorized under the provisions of the Business Organizations Code, or other law applicable to and governing the parent organization, to execute the filing instrument. Date: September 9, 2015 Circle K Stores Inc. Parent organization Name Signature of authorized person (see i Sylvain Aubry, Corporate • - cretary Printed or typed name -of authorized person Form 623 7 EXHIBIT A RESOLUTIONS OF THE BOARD OF DIRECTORS OF CIRCLE K STORES INC. September 4, 2015 "Short Form" Merger with The Pantry, Inc. WHEREAS, the Company owns 100% of the outstanding capital stock of The Pantry, Inc., a Delaware corporation (the "Subsidiary"); WHEREAS, Section 10.006 of the Texas Business Organizations Code, as amended (the "TBOC"), and Section 253 of the Delaware General Corporation Law, as amended (the "DGCL"), permit a parent company to merge its subsidiary with and into the parent company with the approval of the parent's board of directors; and WHEREAS, the Board of Directors of the Company has determined that it is in the best interest of the Company that the Subsidiary be merged with and into the Company upon the terms and conditions set forth in these resolutions; NOW, THEREFORE, BE IT RESOLVED THAT: 1. The Merger. At the Effective Time (as hereinafter defined), the Subsidiary shall be merged with and into the Company and the separate corporate existence of the Subsidiary shall thereupon cease (the "Mercer"). The Company shall be the surviving corporation in the Merger (sometimes hereinafter referred to as the "Surviving Corporation") and shall continue to be governed by the TBOC, and the separate corporate existence of the Company with all of its rights, privileges, immunities, powers and franchises shall continue unaffected by the Merger. The Merger shall have the effects specified in the TBOC and the DGCL. 2. Effective Time. The Company shall cause Certificates of Merger to be filed with the . Secretary of State of Texas pursuant to the TBOC and with the Secretary of State of Delaware pursuant to the DGCL. The effective time of the Merger (the "Effective Time") shall be the effective time specified in such Certificates of Merger. 3. Articles of Incorporation of the Surviving Corporation. The Articles of Incorporation of the Company in effect immediately prior to the Effective Time shall be the Certificate of Incorporation of the Surviving Corporation, until duly amended in accordance with the terms thereof and the TBOC. A-1 4. By -Laws of the Surviving Corporation. The By -Laws of the Company in effect immediately prior to the Effective Time shall be the By -Laws of the Surviving Corporation, until duly amended in accordance with the terms thereof and the TBOC. 5. Directors and Officers of the Surviving Corporation. The directors and officers of the Company holding office at the Effective Time shall, from and after the Effective Time, be the directors and officers of the Surviving Corporation until their respective successors have been duly elected or appointed and qualified. 6. Conversion or Cancellation of Shares in the Merger. The manner of converting or cancelling shares of the Constituent Corporations in the Merger shall be as follows: (a) At the Effective Time, each share of the Subsidiary's Common Stock, par value $0.01 per share, that is issued and outstanding immediately prior to the Effective Time shall, by virtue of the Merger and without any action on the part of the holder thereof, be canceled and extinguished and shall cease to exist without any cash or other consideration being paid therefor. (b) Each share of the Company's capital stock that is issued and outstanding immediately prior to the Effective Time shall remain outstanding and shall not be converted, cancelled or otherwise affected by the Merger in any way. 7. Service of Process in Delaware. As required by Section 253(a)(1) and Section 252(d) of the DGCL, the Surviving Corporation may be served with process in the State of Delaware in any proceeding for enforcement of any obligation of the Subsidiary in the State of Delaware, as well as for enforcement of any obligation of the Surviving Corporation arising from the Merger, and shall irrevocably appoint the Secretary of State of Delaware as its agent to accept service of process in any such suit or other proceedings in accordance with the requirements of the DGCL. 8. Subsequent Actions. If, at any time after the Effective Time, the Surviving Corporation shall consider or be advised that any deeds, bills of sale, assignments or other actions or things are necessary or desirable to vest, perfect or confirm in the Surviving Corporation its right, title or interest in and to any of the rights, properties or assets of either of the Constituent Corporations acquired or to be acquired by the Surviving Corporation as a result of, or in connection with, the Merger or otherwise to carry out the purposes and intents of these resolutions, the officers and directors of the Surviving Corporation shall be authorized to execute and deliver, in the name and on behalf of each of the Constituent Corporations, all such deeds, bills of sale and assignments and to take and do, in the name and on behalf of each of the Constituent Corporations, all of such other actions and things as may be necessary or desirable to vest, perfect or confirm any and all right, title and interest in and to such rights, properties or assets in the Surviving Corporation or otherwise to carry out the purposes and intents of these resolutions. A-2 Further Assurances; Miscellaneous RESOLVED, that the officers of the Company are hereby authorized to execute and deliver on behalf of the Company any and all such agreements, instruments, certificates or other documents, make such filings and give such notices, and take any and all such other actions, as they may deem necessary or desirable to consummate and make effective the transactions contemplated by these resolutions, and otherwise to implement the purposes and intents of these resolutions. FURTHER RESOLVED, that all actions taken by any officer or director of the Company in connection with any of the transactions contemplated by these resolutions are hereby authorized, approved, ratified and confirmed in all respects. FURTHER RESOLVED, that this Written Consent may be executed in the original or by telecopy or other electronic means in any number of counterparts, each of which shall be an original but all of which together shall constitute one and the same instrument. A-3