HomeMy WebLinkAboutNCS000010_OTHER_20121126r)
— STORMWATER-DIVISION-CODING-SHEET-
PERMIT NO.
DOC TYPE
❑ FINAL PERMIT
❑ MONITORING INFO
❑ APPLICATION
❑ COMPLIANCE
X OTHER -NAME 1VWtjE;nH t e (►-AWUG
DOC DATE
❑ I I '�k
YYYYM M DD
NCDENR, Division of Water Quality
Surface Water Protection Section
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
EVanlK
INDUSTRIES
November 15, 2012
CERTIFIED MAIL: RETURN RECEIPT REQUESTED Evonik Stockhausen, LLC.
ARTICLE NUMBER: j 0 0 -7 y c[O 0 d 0/ Z g 3 0 Z O g O 2401Doyle Street
Greensboro,NC 27406
www.evonik.com
Phone +1336-333-7956
RE: Facility Name Change Fax +1336-335-3740
Evonik Stockhausen, LLC Cell +1 336-207-2050
Dieter. Bettinger@evonik.com
Greensboro, Guilford County
Permit No. NCS000010
To Whom It May Concern:
This is to notify you of a planned merger of Evonik Stockhausen, LLC with and into Evonik Corporation to be
effective as of January 1, 2013 (the "Merger"). After the Merger, Evonik Corporation (currently Evonik Degussa
Corporation) will be the surviving company.
Evonik Stockhausen, LLC is a wholly -owned subsidiary of Evonik Degussa Corporation. Immediately prior to the
Merger, Evonik Degussa Corporation will be renamed Evonik Corporation (the "Name Change'). This Name
Change does not affect any rights and obligations of Evonik Degussa Corporation or the EIN (Employee
Identification Number), which remains unchanged. The address and all contact information for Evonik Degussa
Corporation will remain the same after the Name Change and after the Merger. Please update your records
accordingly.
A Permit Name/Ownership Change Form is attached for the name change.
If you have any questions please contact Ken Meyer at (336) 333-3510 or our consultant, Tony Rossano of Antea
Group, at (704) 543-3907.
Sincerely,
Dieter Bettinger
Site Manager, Greensboro
ARiDivision of Water Quality / Surface Water Protection
National Pollutant Discharge Elimination System
NC®ENR
PERMIT NAME/OWNERSHIP CHANGE FORM
FOR AGENCY USE
qDay-
Please
❑. Permit status prior to requested change.
a. Permit issued to (company name):
b. Person legally responsible for permit:
c. Facility name (discharge):
d. Facility address:
Evonik Stockhausen, LLC
Dieter Bellinger
First MI last
Site Manager
Title
2401 Doyle Street
Permit Holder Mailing Address
Greensboro NC 27406
City State Zip
(336) 333-7956 (336) 333-3600
Phone Fax
Evonik Stockhausen, LLC
2401 Doyle Street
Address
Greensboro NC 27406
City State Zip
e. Facility contact person: Ken/Meyer (336) 333-3510
First / MI / Last
Phone
111. Please provide the following for the requested change (revised permit).
a. Request for change is a result of: ❑ Change in ownership of the facility
® Name change of the facility or owner
b. er�rni ed to (company name): Evonik Corporation
�,,r,���fj
C. 1 5-I1 or permit: Dieter Bettinger
hFirst MI Last
Site Manager
NOV 2 g 2o,2 Title
2401 Doyle Street
nde dW��H QUAUTy Permit Holder Mailing Address
wale" Branch Greensboro NC 27406
City State Zip
(336) 333-7956 Dieter.bettinger@evonik.com
Phone E-mail Address
d. Facility name (discharge): Evonik Corporatioi
e. Facility address: 2401 Doyle Street
Address
Greensboro NC 27406
City State Zip
f. Facility contact person: Ken Meyer
First MI Last
(336) 333-3510 Ken.nieyer@evonik.com
Phone E-mail Address
Revised 2012Ap23
NPDES PERMIT NAME/OWNERSHIP CHANGE FORM
Page 2 of 2
IV. Permit contact information (if different from the person legally responsible for the permit)
Permit contact: Ken Meyer
First MI Last
EHS Manager
Title
2401 Doyle Street
Mailing Address
Greensboro NC 27406
City State Zip
(336) 333-3510 Ken.meyer@evonik.com
Phone E-mail Address
V. Will the permitted facility continue to conduct the same industrial activities conducted prior
to this ownership or name change?
® Yes
❑ No (please explain)
VI Required Items: THIS APPLICATION WILL BE RETURNED UNPROCESSED IF ITEMS
ARE INCOMPLETE OR MISSING:
® This completed application is required for both name change and/or ownership change
requests.
❑ 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.
PERMITTEE CERTIFICATION (Permit holder prior to ownership change):
1, , attest 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 required supporting information is not included, this application package will be
returned as incomplete.
Signature
APPLICANT CERTIFICATION
Date
1, Dieter Bettineer, attest 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 required supporting information is not included, this application
package will be returned as incomplete.
..r-L C( old Nov, 4 / 2 , 2
ature Date
PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO:
Division of Water Quality
Surface Water Protection Section
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
Revised 7/2008
EVONIK STOCKHAUSEN LLC
SECRETARY CERTIFICATE
The undersigned, being the Secretary of Evonik Stockhausen LLC, a Delaware
limited liability company (the "Company"), having a business address at 2401 Doyle
Street, Greensboro, North Carolina 27406, USA, does hereby certify as follows:
1. 1 am authorized to execute and deliver this Certificate on behalf of the
Company in my official capacity as Secretary of the Company.
2. 1 have access to the Company's record book and I am familiar with the
matters contained therein.
3. 1 confirm that all company actions have been taken as necessary for the
Company to merge with and into Evonik Corporation, with Evonik Corporation
as the surviving company, effective January 1, 2013.
4. Attached hereto as Exhibit A is a true, correct and complete copy of the
resolutions duly adopted by the Board of Managers of the Company as of the
date set forth therein, and such resolutions constitute all the resolutions
adopted by such Board of Managers relating to the merger of the Company
with and into Evonik Corporation. Such resolutions have not been amended
or modified, and are in full force and effect in the form so adopted.
ACKNOWLEDGE that this declaration is true and correct, and I make it in the
belief that a person making a false declaration is liable to penalties of perjury.
IN WITNESS WHEREOF, the undersigned has executed this Secretary
Certificate in the name of and on behalf of the Company as of the 7th day of November
2012 at Parsippany, New Jersey, USA.
State of New Jersey
SS:
County of Passaic
Victor Rud �
Secretary
I, Patricia Malcolm, a Notary Public in and for said State, hereby certify that Victor Rud
whose named as Secretary of Evonik Stockhausen LLC, a Delaware limited liability company, is
signed to the foregoing Certificate, who is known to me, acknowledged before to me on this day,
that being informed of the contents of said Certificate, he, as such officer, and with full authority,
executed the same voluntarily for and as the act of said company!
Given under my hand this 7th day of November, 2012.
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EVONIK STOCKHAUSEN, LLC
UNANIMOUS WRITTEN CONSENT
OF THE
BOARD OF MANAGERS
The undersigned, being all of the members of the Board of Managers (the "Board") of Evonik
Stockhausen, LLC, a Delaware limited liability company (the "Company'), do hereby consent, pursuant
to Section 4.2 of the Company's limited liability company agreement, to the adoption of the following
actions, which consent shall have the same force and effect as if such actions were adopted at a duly
convened meeting of the Board of the Managers at which a quorum was present and voting throughout:
RECITALS:
WHEREAS, the Company is a limited liability company duly organized and existing under the
laws of the State of Delaware, and
WHEREAS, Evonik Degussa Corporation is a corporation duly organized and existing under the
laws of the State of Alabama (hereinafter "Evonik Degussa'), and
WHEREAS, the Board deems it advisable and in the best Interest of the Company to merge the
Company with and into Evonik Degussa, with Evonik Degussa as the surviving company, and
WHEREAS, prior to such merger, Evonik Degussa will be renamed Evonik Corporation.
ACTIONS:
RESOLVED, that following the name change of Evonik Degussa to Evonik Corporation, the
Company shall be merged with and into Evonik Corporation, with Evonik Corporation as the surviving
company, as follows:
On January 1, 2013 at 12:01 a.m., the Company shall be merged with
and into Evonik Corporation with Evonik Corporation surviving the
merger. All of the outstanding membership interests of the Company shall
be cancelled and no consideration shall be paid for such membership
Interests. Each outstanding share of capital stock of Evonik Corporation
shall continue unchanged as outstanding shares of capital stock of Evonik
Corporation. Evonik Corporation shall assume all of the obligations and
liabilities of the Company; and it is
FURTHER RESOLVED, that the officers of the Company and their designees, and any one of
them be, and each of them hereby is, authorized, empowered and directed in the name and on behalf
of the Company to prepare and execute a Plan and Agreement of Merger with and into Evonik
Corporation; and it is
FURTHER RESOLVED, that the officers of the Company and their designees, and any one of
them be, and each of them hereby is, authorized and empowered and directed, in the name and on
behalf of the Company, to take any and all actions and execute and deliver and file with the appropriate
governmental agencies any and all documents, agreements and Instruments as they in their judgment
or in the judgment of any one of them may deem necessary or advisable in order to carry into effect the
purposes and intent of, or consummate the transactions contemplated by any of the foregoing
resolutions, as conclusively evidenced by the taking of such actions or the execution and delivery of
such documents, agreements and instruments by any such officers and their designees; and it is
FURTHER RESOVED, that any and all actions heretofore taken by such authorized officers of
the Company and their designees, in their capacity as such within the terms of the foregoing
resolutions, which actions would have been authorized by the foregoing resolutions except that such
actions were taken prior to the adoption of such resolutions, are hereby severally adopted, ratified, and
confirmed as the acts and deeds of the Company.
FILING RESOLUTION:
RESOLVED, that the Secretary of the Company file this Consent with the record of the
proceedings of the Board of the Company.
IN WITNESS WHEREOF, the undersigned have executed this Unanimous Written Consent of
the Board of Managers of Evonik Stockhausen, LLC effective as of October 12, 2012 which Consent
may be executed as one or more counterparts, each of which shall be deemed an original and all of
which together shall constitute one and the same instrument.
[[signatures follow on the next page]]
EVONIK STOC�KHAUSEN, LLC
Claus Rettig
Thomas Bates
Reinhold Brand
EVONIK STOCKHAUSEN, LLC
Claus Rettig
�i%46 4
EVONIK DEGUSSA CORPORATION
SECRETARY CERTIFICATE
The undersigned, being the Company Secretary of Evonik Degussa Corporation,
an Alabama Corporation (the "Corporation"), having a business address at 299 Jefferson
Road, Parsippany, NJ 07054, USA, does hereby certify as follows:
I am authorized to execute and deliver this Certificate on behalf of the
Corporation in my official capacity as Secretary of the Corporation.
2. 1 have access to the Corporation's record book and I am familiar with the
matters contained therein.
3. 1 confirm that all corporate actions have been taken as necessary for the
Corporation to change its name from Evonik Degussa Corporation to Evonik
Corporation effective January 1, 2013.
4. 1 confirm that the Corporation is the sole member of Evonik Stockhausen
LLC, a Delaware limited liability company ("Stockhausen") and Stockhausen
will merge with and into the Corporation, with the Corporation as the surviving
company, effective January 1, 2013. All corporate actions have been taken
as necessary for Stockhausen to merge into the Corporation on January 1,
2013.
ACKNOWLEDGE that this declaration is true and correct, and I make it in the
belief that a person making a false declaration is liable to penalties of perjury.
IN WITNESS WHEREOF, the undersigned has executed this Secretary
Certificate in the name of and on behalf of the Corporation as of the 6th day of
November 2012 at Parsippany, New Jersev. USA.
V
Gregory J. 1 ulli"
Secretary -
State of New Jersey
SS:
County of Passaic )
I, Patricia Malcolm, a Notary Public in and for said State, hereby certify that Gregory J.
Mulligan whose named as Secretary of Evonik Degussa Corporation, an Alabama corporation, is
signed to the foregoing Certificate, who is known to me, acknowledged before to me on this day,
that being Informed of the contents of said Certificate, he, as such officer, and with full authority,
executed the same voluntarily for and as the act of said corporation.
G n under my hand this 6th day of November, 2012.
,��p yr�aiiop•' o��
otary Public ' n N b T A rt y
PATRICIA MALCOIM :r r • a M.
Commission q 2228335 A:� PUBLIC �:
Notary Public, State of New Jarsey
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