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HomeMy WebLinkAboutNCG060126_Name Change Form_20180307�' Division of Energy, Mineral & Land Resources FOR AGENCY USE ONLY • Date Received Land Quality Section/Stormwater Permitting Year Month Day A7011 NC®�Nit �®® National Pollutant Discharge Elimination System No- CAR- Dtvurtr+Erm OF ENVIRONMENT-NRURAL RESOURCES PERMIT NAME/OWNERSHIP CHANGE FORM I. Please enter the permit number for which the change is requested. NPDES Permit (or) Certificate of Coverage a 16 10 2 II. Permit status prior to requested change. / / a. Permit issued to (company name): S� t re%c� F1112. 10-j �0jQ 01- 'T1' dq —TPrdZ ) u i5�c b. Person legally responsible for permit: Coil Id First MI Last Ge_k /tt- - RECEIVED Tale MAR 07 2018 Pe_rmitt Halder Mailing Address 9 Q Z DENR-LAND QUALITY city State Zip STORMWATER PERMITTING 0t a )gra 7 6 7 S 0 S2 g"7 P on Fax I �,, c. Facility name (discharge): itU(�io�, I L/' s d. Facility address: X55 (_>q <1�1 LA-) 1I Address -THLA ed A) ( _ City State Zi �/7 e. Facility contact person: Rob cit (0 ) X d- � 7 First / MI /Last Phone III. Please provide the following for the requested hange (revised permit). a. Request for change is a result of: hange in ownership of the facility VName change of the iaciiity or owner If other please explain: b. Permit issued to (company name): c. Person legally responsible for permit: First MI Last Title Po � 0 X em Permit Holder Mailing Address rml- _Reel A-) L a93I City"-� / & �/ 7 State J Zip C L` (Cft�3) SVJ 7 1- C1-QweoSe )tit of Lt7t^ Phon E-mail Address d. Facility name (discharge): 5 ; � �� F,re5t", CO2—-t4-yz- e. Facility address: 15 65 5 1A is � w--, A'1 t,0 �I Addre s tty tate Zip t f. Facility contact person: �t� j MEt f ,,- ms First MI Last C'757) & ► 3 13 3 i /` �� � �r i 5 el* Phone E-mail Address IV. Permit contact information (if different from the person legally responsible for the permit) Revised Jan 27, 2014 NPDES PERMIT NAME/OWNERSHIP CHANGE FORM Page 2 of 2 First MI Last Title Pa P) ox ` /`ij Permit contact: T Ly e,�/Mailing Address 2 - City StateZip (�s�) 613 i33i r�11�m��e 5,�t;�Il Phone E-mail Address V Will the permitted facility continue to conduct the same industrial activities conducted prior tot ownership or name change? Yes ❑ No (please explain) Require Items: THIS APPLICATION WILL BE RETURNED UNPROCESSED IF ITEMS ARE COMPLETE OR MISSING: j LT This completed application is required for both name change and/or ownership change equests. Legal documentation of the transfer of ownership (such as relevant pages of a contract deed, or a bill of sale) is required for an ownership change request. Articles of incorporation are not sufficient for an ownership change. The certifications below must be completed and signed by both the permit holder prior to the change, and the new applicant in the case of an ownership change request. For a name change request, the signed Applicant's Certification is sufficient. PER IT CERTIFICATION (Permit holder prior to ownership change): I, C ��N t that this application for a name/ownership change has been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required parts of this application are not completed and that if all req 'red supporting information is not included, this application package will be returned -as incomplete.• --- --- - - ---- - _- C9�� l Simnature Date APPLICANT CERTIFICATION attes that this application for aname/ownership change has been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required parts of this application are not completed and that if all required supporting information is not included, this application package will be returned as incomplete. Signature Date PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO: Division of Energy, Mineral and Land Resources Stormwater Permitting Program 1612 Mail Service Center Raleigh, North Carolina 27699-1612 Revised Jan. 27, 2014 Delaware Page 1 The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF "SMITHFIELD FRESH MEATS CORP.", FILED IN THIS OFFICE ON THE SIXTH DAY OF NOVEMBER, A.D. 2017, AT 2:27 O'CLOCK P.M. AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF THE AFORESAID CERTIFICATE OF INCORPORATION IS THE EIGHTH DAY OF NOVEMBER, A.D. 2017 AT 12:01 O'CLOCK A.M. A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTLE COUNTY RECORDER OF DEEDS. 6605607 8100 ` 0IV SR# 20176947282 You may verify this certificate online at corp.delaware.gov/authver.shtml w ---y— Jaffray W. Bullock. Stmtary of Slate Authentication: 203529372 Date: 11-07-17 State- of Delamare Secretan of State DiTision of Corporatlons Delkered 02:27 PM 11/0612017 FILED - 02:27 P11f 1110612017 CER'T'IFICATE OF INCORPORATION SR 20176947281 - He Number 6605607 Ki SMITHFIELD FRESH MEATS CORP. ARTICLE FIRST The name of the corporation is Smithfield Fresh Meats Corp. (the "Corporation'l. ARTICLE SECOND The address ofthe Corporation's Registered Office in the State ofDelaware is 1209 Orange' Street, Corporation Trust Center, in the City of Wilmington, County of New Castle, State of Delaware, 19801. The name of the Registered Agent at such address is The Corporation Trust Company, ARTICLE THIRD The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of Delaware, but the Corporation is not formed to engage in any act or activity requiring the consent or approval of any state or federal official, department, board. agency or other body without such consent or approval first being obtained. ARTICLE FOURTH The total number of shares of capital stock of the Corporation which the Corporation shall have authority to issue is 1,000 shares, with no par value, ARTICLE FIFTH A. The business and affairs of the Corporation shall be managed by or under the direction of a board of directors (the "Board"), except as may be otherwise provided in the Delaware General Corporation Law or in this Certificate of Incorporation. If any such provision is made in this Certificate of Incorporation, the powers and duties conferred or imposed upon the Board by the Delaware General Corporation law shall be exercised or performed to such extent and by such person or persons as shall be provided for in this Certificate of Incorporation. B. Unless and except to the extent that the Bylaws of the Corporation shall be so required, the election of directors of the Corporation need not be by written ballot, ARTICLE SIXTH The name and mailing address of the incorporator is: Michael H. Cole c/o Smithfield Foods, Inc. 200 Commerce Street Smithfield, Virginia 23430 ARTICLE SEVENTH The Board is expressly authorized to make, alter or repeal Bylaws of the Corporation but the stockholders may make additional Bylaws and may alter or repeal any Bylaw whether adopted by them or otherwise. ARTICLE EIGHTH Whenever a compromise or arrangement is proposed between the Corporation and its creditors or any class of them and/or between the Corporation and its stockholders or any class of them, any court of equitable jurisdiction within the State of Delaware may, on the application in a summary way of the Corporation or of any creditor or stockholder thereof, or on the application of any receiver or receivers appointed for the Corporation under the provisions of Section 291 of the Delaware General Corporation Law or on the application of trustees in dissolution or of any receiver or receivers appointed for the Corporation under the provisions of Section 279 of the Delaware General Corporation Law order a meeting of the creditors or class of creditors, and/or of the stockholders or class of stockholders of the Corporation, as the case may be, to be summoned in such manner as the said court directs. If a majority in number representing three-fourths (3/4) in value of the creditors or class of creditors, and/or of the stockholders or class of stockholders of the Corporation, as the case may be, agree to any compromise or arrangement and to any reorganization of the Corporation as a consequence of such compromise or arrangement, the said compromise or arrangement and the said reorganization shall, if sanctioned by the court to which the said application has been made, be binding on all the creditors or class of creditors, and/or on all the of the stockholders or class of stockholders, ofthe Corporation, as the case may be, and also on the Corporation. ARTICLE NINTH No director of the Corporation shall be liable to the Corporation or its stockholders for monetary damages for breach or breaches of fiduciary duties as a director, provided that the provisions of this article shall not eliminate or limit the liability of a director (i) for any breach of the director's duty of loyalty to the Corporation or its stockholders, (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of the law, (iii) under Section 174 of the Delaware General Corporation Law, or (iv) for any transaction for which the director derived an improper personal benefit. The Corporation shall, to the fullest extent permitted by Section 145 of the Delaware General Corporation Law, as the same may hereafter be amended or supplemented, indemnify any and all directors, officers, employees and agents of the Corporation whom it shall have power to indemnify under such Section from and against any and all expenses (including attorneys' fees), judgments, fines, amounts paid in settlement and other liabilities in respect of all matters referred to in or covered by such Section. The indemnification provided for herein shall not be deemed exclusive of any other rights to which those indemnified may be entitled under any bylaw, agreement, vote of stockholders or disinterested directors, or otherwise, and shall continue as to a person who has ceased to be a director, officer, employee or agent and shall inure to the benefit of the heirs, executors, administrators and personal representatives of such director, officer, employee or agent. No amendment to or repeal of this Article NINTH shall apply to or have any effect on the liability or alleged liability of any person for or with respect to any acts or omissions of such person occurring prior to such amendment or repeal. ARTICLE TENTH This Certificate of Incorporation shall be effective as of 12:01 a.m., Eastern Time, on November 8, 2017, [Signature Page Follows] IN WITNESS WHEREOF, I have signed this certificate of incorporation this 31d day of November, 2017. ", v' `C- .^�.. Michael II. Cole Incorporator [Signature Page to Smithfield Fresh Meats Corp. Certificate of Incorporation] Harris, Robert From: Bailey, Keith Sent: Monday, January 08, 2018 12:46 PM To: Prentice, Charlie; Harris, Robert; Bowen, Frederick; Barnett, Joseph W.; Park, Christy; Strong, Kerry B.; McAuley, Pam; Meyer, John Subject: Fwd: Legal docs name change Attachments: image001.jpg; ATT00001.htm; Smithfield Fresh Meats Corp.-DE-Incorporation.pdf; ATT00002.htm; Certificate of Amendment (Name Change) EFFECTIVE 10-30-2017.pdf; ATT00003.htm Here the legal docs required for the ownership change. It is a new owner for everyone except Charlotte. Tax ID to follow. Keith Bailey Smithfield Foods, Inc 757 613 1283. Begin forwarded message: From: "Saunders, Kelly" <ksaunders@smithfield.com> Date: January 8, 2018 at 12:28:52 PM EST To: 'Bailey, Keith" <kbailey@smithfield.com> Cc: "Meyer, John" <jwmeyer@smithfield.com> Subject: RE: Legal docs name change Keith, The legal documents are attached. Smithfield Fresh Meats Corp. is a new entity this was not a name change. John Morrell & Co. changed its name to Smithfield Packaged Meats Corp. The facilities that fall under packaged and fresh are noted below. Smithfield Packaged Meats Corp. are: Cumming, GA Charlotte, NC (formerly Stefano Foods) Wilson, NC Kinston, NC Smithfield Fresh Meats Corp. are: Tar Heel, NC Clinton, NC Clayton, NC Thank you, Kelly N. Saunders Paralegal Form w-9 Request for Taxpayer Give Form to the (Rev. December 2014) Identification Number and Certification requester. Do not Department of the Treasury send to the IRS. Internal Revenue Service 1 Name (as shown on your income tax return). Name is required on this line, do not leave this line blank SMITHFIELD PACKAGED MEATS CORP. N 2 Business nameldisregarded entity name, if different from above m rn a 3 Check appropriate box for federal tax classification; check only one of the following seven boxes 4 Exemptions (codes apply only to H ❑IndividuaVsole proprietor or P p ❑✓ C Corporation ❑ S Corporation ❑ Partnership ❑ TrusVestate certain entities, not individuals, see instructions on page 3): CL m C o single -member LLC Limited liabilitycompany Enter the tax classification C=C corporation, S=S corporation, P=partnership) 0, ❑ P y ( p P)Exemption Exempt payee code (if any) 5 `p Note. For a single -member LLC that is disregarded, do not check LLC, check the appropriate box in the line above for from FATCA reporting the tax classification of the single -member owner. code (IT any) E t c IL o ❑Other (see instructions) ► (gapMs to ea•unrs ma,nroureu ansae u,c u sI 6 Address (number, street, and apt or suite no) Requester's name and address (optional D 'CL 200 COMMERCE STREET co 6 City, state, and ZIP code C0 SMITHFIELD, VA 23430 7 List account number(s) here (optional) lkiQfn Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid social security number backup withholding For individuals, this Is generally your social security number ( page However, for a - m - resident alien, sole proprietor, or disregarded entity, see the Part I Instructions on page 3. For other entitles, it Is your employer Identification number (EIN). If you do not have a number, see How to get a TIN on page 3, or Note. If the account is In more than one name, see the instructions for line 1 and the chart on page 4 for I Employer identification number guidelines on whose number to enter. Certification Under penalties of perjury, I certify that. 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be Issued to me); and 2 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all Interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and 3. 1 am a U.S. citizen or other U.S person (defined below); and 4. The FATCA code(s) entered on this form (if any) Indicating that I am exempt from FATCA reporting Is correct. Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all Interest and dividends on your tax return. For real estate transactions, Item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the Instructions on page 3. Sign Signature of �� ��� Here U.S. person ► ` �t+a%cd"NL- �� W Date 10 - General General Instructio Section references are to the Internal Revenue Code unless otherwise noted Future developments Information about developments affecting Form W-9 (such as legislation enacted after we release it) is at www.irs govlAv9 Purpose of Form An individual or entity (Form W-9 requester) who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) which may be your social security number (SSN), Individual taxpayer identification number ([TIN), adoption taxpayer identification number (ATIN), or employer Identification number (EIN), to report on an Information return the amount paid to you, or other amount reportable on an Information return. Examples of information returns include, but are not limited to, the following. • Form 1099 -INT (interest earned or paid) • Form 1099 -DIV (dividends, Including those from stocks or mutual funds) • Form 1099-MISC (various types of income, prizes, awards, or gross proceeds) • Form 1099-B (stock or mutual fund sales and certain other transactions by brokers) • Form 1099-S (proceeds from real estate transactions) • Form 1099-K (merchant card and third party network transactions) • Form 1098 (home mortgage Interest), 1098-E (student loan Interest), 1098-T (tuition) • Form 1099-C (canceled debt) • Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you are a U S person (including a resident alien), to provide your correct TIN. If you do not return Form W-9 to the requester with a TIN, you might be subject to backup withholding See What is backup withholding? on page 2 By signing the filled -out form, you. 1 Certify that the TIN you are giving is correct (or you are waiting for a number to be Issued), 2 Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U S exempt payee If applicable, you are also certifying that as a U.S person, your allocable share of any partnership income from a U.S trade or business Is not subject to the withholding tax on foreign partners' share of effectively connected income, and 4 Certify that FATCA code(s) entered on this form (if any) Indicating that you are exempt from the FATCA reporting, is correct See What is FATCA reporting? on page 2 for further information. Cat No. 10231X Form W-9 (Rev 12-2014) Harris, Robert From: Bailey, Keith Sent: Monday, January 08, 2018 12:50 PM To: Harris, Robert; Bowen, Frederick; Prentice, Charlie; Strong, Kerry B.; McAuley, Pam; Barnett, Joseph W.; Park, Christy; Meyer, John Subject: Fwd: Legal docs name change Attachments: image001.jpg; ATT00001.htm; image004.jpg; ATT00002.htm; FEIN Smithfield Fresh Meats Corp.pdf; ATT00003.htm; W9 w 200 Commerce Str address.pdf; ATT00004.htm See federal tax ID number below. Keith Bailey Smithfield Foods, Inc 757 613 1283. Begin forwarded message: From: "Saunders, Kelly" <ksaunders(d,)smithfield.com> Date: January 8, 2018 at 12:41:00 PM EST To: 'Bailey, Keith" <kbailey@smithfield.com> Cc: "Meyer, John" <jwmeyer@smithfield.com> Subject: RE: Legal docs name change Smithfield Fresh Meats Corp. tax id number is 30-1010290 Smithfield Packaged Meats Corp. tax id number is 36-2332471 Kelly N. Saunders Paralegal 3/1/2018 (757) 357-8161 tel (757) 357-8165 fax (804) 690-5430 mobile ksaunders@smithfield.com Smithfield Foods 200 Commerce Street Smithfield, VA 23430 www.smithfieldfoods.com From: Saunders, Kelly Sent: Monday, January o8, 201812:29 PM To: Bailey, Keith <kbailey@smithfield.com > Cc: Meyer, John <jwmeyer@smithfield.com > Subject: RE: Legal docs name change Keith, ATT00001 (003).htm The legal documents are attached. Smithfield Fresh Meats Corp. is a new entity this was not a name change. John Morrell & Co. changed its name to Smithfield Packaged Meats Corp. The facilities that fall under packaged and fresh are noted below. Smithfield Packaged Meats Corp. are: Cumming, GA Charlotte, NC (formerly Stefano Foods) Wilson, NC Kinston, NC file:///C:/Users/buddyharris/AppData/Local/Microsoft/Windows/Temporary%201ntemet%20Files/Content.Outlook/7CU24XLI/ATT00001%20(003) htm 1/2 3/1/2018 Smithfield Fresh Meats Corp. are: Tar Heel, NC Clinton, NC Clayton, NC Thank you, Kelly N. Saunders Paralegal ATT00001 (003).htm file:///C•/Users/buddyharris/AppData/Local/Microsoft/Windows/Temporary%201ntemet%20Files/Content Outlook/7CUMLI/ATT00001 %20(003).htm 2/2