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Sorgenti Investment Partners. Update my company information. Last update: Feb 7 Add to favourites Share. Call the company. Get more information. Harold Sorgenti Owner. Other Companies recomended by Kompass:. Purchase a Company list with the executives and contact details. De Anza Boulevard, Suite Cupertino, CA Cagan Capital, LLC. Telecom Investments Holding Limited.
Sapan Shirmal. Williamsburg, VA Liviakis Financial Communications. Mill Valley, CA Dallas, TX Cordillera Fund LP. Michael C Brown Trust dated June 30, Northfield, IL Cagan is a registered representative of Chadbourn Securities, Inc. Peterson disclaims beneficial ownership except to the extent of his pecuniary interest therein. Also includes 25, shares issuable pursuant to options exercisable within 60 days of March 26, The Board of Directors currently consists of six 6 directors.
At each annual meeting of stockholders, directors are elected annually and until their respective successors are duly qualified and elected to succeed those directors whose terms expire on the annual meeting dates or such earlier date of resignation or removal. Board Independence. The Board of Directors has determined that all of its current directors, including all directors standing for reelection, except Messrs. McAfee, Ajjarapu and Cagan, are independent directors within the meaning set forth in the Rules of The American Stock Exchange, as currently in effect.
The Board of Directors approved Eric A. If elected, Eric A. McAfee, Surendra Ajjarapu, Harold Sorgenti, Michael DeLong, Laird Cagan, and Michael Peterson will serve as directors until our annual meeting in , and until a successor is qualified and elected or earlier resignation or removal.
Each of the nominees is currently a director of the Company. Unless otherwise instructed, the proxy holders will vote the proxies received by them FOR the nominees set forth above. If the nominees are unable or decline to serve as a director at the time of the Annual Meeting, the proxies will be voted for another nominee designated by the Board of Directors. We are not aware of any reason that a nominee would be unable or unwilling to serve as a director. Vote Required.
If a quorum is present, the nominees receiving the highest number of votes will be elected to the Board of Directors. Abstentions and broker non-votes will have no effect on the election of directors. Proxies may not be voted for a greater number of persons than the number of nominees named.
The Audit Committee has selected BDO Seidman, LLP, independent auditors, to audit the financial statements of the Company and its subsidiaries for the year ending December 31, and recommends that stockholders vote for ratification of such appointment.
Although action by stockholders is not required by law, the Company has determined that it is desirable to request approval of this selection by the stockholders. Notwithstanding the selection, the Audit Committee, in its discretion, may direct the appointment of new independent auditors at any time during the year, if the Audit Committee feels that such a change would be in the best interest of the Company and its stockholders. In the event of a negative vote on ratification, the Audit Committee will reconsider its selection.
BDO Seidman, LLP was first appointed in fiscal year , and has audited our financial statements for fiscal years and Principal Accountant Fees and Services. Audit Fees. Audit-Related Fees. Total Audit and Audit-Related Fees. Tax Fees. All Other Fees. Total for independent public audit firms. Audit-Related Fees include the audits of employee benefit plans and accounting consultations related to accounting, financial reporting or disclosure matters not classified as "Audit Fees.
These services related to the preparation of various state and federal tax returns and review of Section A compliance. The Audit Committee's policy is to pre-approve all audit and permissible non-audit services provided by the Firm. Pre-approval is detailed as to the particular service or category of services and is generally subject to a specific budget.
The Audit Committee may also pre-approve particular services on a case-by-case basis. For the years ended December 31, and , the entire Board performed the functions of an audit committee and the audit-related services provided by BDO Seidman LLP in and were approved in advance by the entire Board.
If a quorum is present, the affirmative vote of a majority of the shares present and entitled to vote at the Annual Meeting will be required to ratify the selection of BDO Seidman, LLP as our independent auditors. Broker non-votes will have no effect on the outcome of the vote.
Stockholder approval of the Plan requires the affirmative vote of a majority of the Company shares that are present in person or by proxy and entitled to vote on the proposal at the meeting. Our named executive officers and directors have an interest in this proposal by virtue of their being eligible to receive equity awards under the Plan. We strongly believe that the approval of the Plan is essential to our continued success. Our Board believes that equity awards motivate high levels of performance, align the interests of employees and stockholders by giving employees the perspective of an owner with an equity stake in the Company, and provide an effective means of recognizing employee contributions to the success of the Company.
Our Board believes that equity awards are a competitive necessity in the environment in which we operate, and are essential to recruiting and retaining the highly qualified technical and other key personnel who help the Company meet its goals, as well as rewarding and encouraging current employees and service providers.
The Committee believes that the ability to grant equity awards will be important to the future success of the Company. The principal provisions of the Plan are summarized below. Summary of the Plan. Administration of the Plan. Subject to the provisions of the Plan, the Administrator determines in its discretion the persons to whom and the times at which Awards are granted, the types and sizes of such Awards, and all of their terms and conditions.
All Awards must be evidenced by a written agreement between us and the participant. The Administrator may amend, cancel or renew any Award, waive any restrictions or conditions applicable to any Award, and accelerate, continue, extend or defer the vesting of any Award. The Administrator has the authority to construe and interpret the terms of the Plan and Awards granted under it.
Types of Awards. Eligible Participants. All employees, directors, consultants and advisors of the Company, its parent and any of its subsidiaries are eligible to receive Awards under the Plan. Accordingly, each non-employee member of the Board, each executive officer and each employee has an interest in this proposal.
While we may grant incentive stock options only to employees, we may grant nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance shares and performance units to any eligible participant. Shares Subject to the Plan.
A total of 4,, shares of our common stock were initially authorized and reserved for issuance under the Plan. As of March 26, , 1,, shares of our common stock were subject to Awards currently outstanding under the Plan and 2,, shares of our common stock remain available for issuance. Shares subject to Awards which expire or are cancelled or forfeited will again become available for issuance under the Plan.
The shares available will not be reduced by Awards settled in cash or by shares withheld to satisfy tax withholding obligations. Only the net number of shares issued upon the exercise of stock appreciation rights or options exercised by tender of previously owned shares will be deducted from the shares available under the Plan.
Stock Options. The Administrator may grant nonstatutory stock options, incentive stock options, or any combination of these. The Administrator will determine the number of shares of our common stock covered by each option. The exercise price of any option may not be less than the fair market value of our common stock on the date of grant. All other options generally cannot have a term longer than ten years.
The exercise price of options may be paid in cash or, with the consent of the Administrator, by a full recourse promissory note, delivery of other shares of common stock including shares acquired upon exercise of the related options , or by cashless exercise, to the extent and subject to applicable regulations.
At the time of exercise, a participant must pay any taxes that the Company is required to withhold. Options vest and become exercisable at such times or upon such events and subject to such terms, conditions, performance criteria or restrictions as specified by the Administrator. Stock Appreciation Rights. A stock appreciation right gives a participant the right to receive the appreciation in the fair market value of our common stock between the date of grant of the Award and the date of its exercise.
We may pay the appreciation either in cash or in shares of our common stock. During any fiscal year of the Company, no participant may be granted freestanding stock appreciation rights covering more than 1,, shares, except that a participant may be granted stock appreciation rights covering an additional 1,, shares during the fiscal year in which the participant first becomes an employee of the Company.
The maximum term of any stock appreciation right granted under the Plan is ten years and the minimum exercise price is the fair market value of our common stock on the date of grant. Restricted Stock Awards. Awards of restricted stock are rights to acquire or purchase shares of our common stock, which vest in accordance with the terms and conditions established by the Administrator in its sole discretion.
During any fiscal year of the Company, no participant may be granted Awards of restricted stock covering more than 1,, shares, except that a participant may be granted Awards of restricted stock covering an additional 1,, shares during the fiscal year in which the participant first becomes an employee of the Company.
The Administrator determines the terms and conditions of restricted stock Awards, including the vesting conditions, which may be based on such service or performance-based criteria as the Administrator specifies, and the shares acquired may not be transferred by the participant until vested. Unless otherwise determined by the Administrator, a participant will forfeit any unvested shares upon a date set forth in the Award agreement, which generally will be voluntary or involuntary termination of service with us for any reason, including death or disability.
Participants holding restricted stock will have the right to vote the shares and to receive any dividends paid, except that dividends or other distributions paid in shares will be subject to the same restrictions as the original Award. Restricted Stock Units. The Administrator may set vesting criteria in its discretion, which may be based on either service or performance criteria.
Performance Shares and Performance Units. The Administrator may grant performance shares and performance units under the Plan, which are Awards that will result in a payment to a participant only if specified performance goals are achieved during a specified performance period. Awards of performance shares are denominated in shares of our common stock, while Awards of performance units are denominated in dollars.
To the extent earned, Awards of performance shares and units may be settled in cash, shares of our common stock, or any combination thereof. Payments will be made as soon as practicable after the expiration of the performance period. On a date set forth in the Award agreement, all unearned or unvested performance shares or units will be forfeited and available for grant under the Plan.
Code Section m. Any performance goals may be used to measure the performance of the Company as a whole or a business unit of the Company and may be measured relative to a peer group or index. The performance goals may differ from participant to participant and from Award to Award. Prior to the determination date, the Administrator will determine whether any significant elements will be included in or excluded from the calculation of any performance goal with respect to any participant.
Change in Control. In the event of a merger of the Company with or into another corporation, or a change in control, each outstanding Award will be assumed or an equivalent Award substituted by the successor corporation or a parent or subsidiary of the successor corporation. In the event that the successor corporation in a merger or change in control refuses to assume or substitute for the Award, then the participant will fully vest in and have the right to exercise all of his or her outstanding options and stock appreciation rights, including shares as to which such Awards would not otherwise be vested or exercisable, all restrictions on restricted stock will lapse, and, with respect to restricted stock units, performance shares and performance units, all performance goals or other vesting criteria will be deemed achieved at target levels and all other terms and conditions met.
In addition, if an option or stock appreciation right is not assumed or substituted for in the event of a change in control, the Administrator will notify the participant in writing or electronically that the option or stock appreciation right will be fully vested and exercisable for fifteen days, and the option or stock appreciation right will terminate upon the expiration of such period. Unless determined otherwise by the Administrator, Awards granted under the Plan may not be sold, pledged, assigned, hypothecated, transferred, or disposed of in any manner other than by will or the laws of descent and distribution, and may be exercised during the lifetime of the participant, only by the participant.
If the Administrator makes an Award transferable, such Award may only be transferred i by will, ii by the laws of descent and distribution, iii to a revocable trust, or iii as permitted by Rule of the Securities Act of , as amended. Amendments to the Plan. The Board may amend, alter, suspend or discontinue the Plan at any time. However, amendment, suspension or termination of the Plan may not adversely affect any outstanding Award without the consent of the participant, unless such amendment, suspension or termination is necessary to comply with applicable law.
Termination of the Plan. The Plan shall terminate upon the earlier of 1 the expiration of the ten year period measured from the date the Plan is adopted by the Board or 2 termination by the Board. All Awards outstanding at the time of the termination of the Plan shall continue in effect in accordance with the provisions of the documents evidencing those Awards.
New Plan Benefits. All awards to directors, executive officers, employees and consultants are made at the discretion of the Stock Plan Administrator. Therefore, the benefits and amounts that will be received or allocated under the Plan as amended and extended are not determinable at this time. Name and Principal Position. Number of Options Granted. Number of Shares of Restricted Stock Granted.
Dollar Value of Restricted Stock Grants. Chairman and Chief Executive Officer. Timothy Morris. Former Chief Executive Officer. Chief Financial Officer. Executive Officer Group. Non-Employee Director Group. Non-Executive Officer Employee Group.
Certain U. Federal Tax Consequences. The following is a brief summary of the principal federal income tax consequences of awards under the Plan to U. The following discussion assumes that the fair market value of our common stock on the date of exercise is greater than the per share exercise price. Nonstatutory Stock Options.
No taxable income is reportable when a nonstatutory stock option with an exercise price equal to the fair market value of the underlying stock on the date of grant is granted to a participant. Upon exercise, the participant will recognize ordinary income in an amount equal to the excess of the fair market value on the exercise date of the shares purchased over the exercise price of the option.
Any taxable income recognized in connection with an option exercise by an employee of the Company is subject to tax withholding by the Company. Any additional gain or loss recognized upon any later disposition of the shares would be capital gain or loss. Incentive Stock Options. No taxable income is reportable when an incentive stock option is granted or exercised except for purposes of the alternative minimum tax, in which case taxation is the same as for nonstatutory stock options.
If the participant exercises the option and then later sells or otherwise disposes of the shares more than two years after the grant date and more than one year after the exercise date, the difference between the sale price and the exercise price will be taxed as capital gain or loss. If the participant exercises the option and then later sells or otherwise disposes of the shares before the end of the two- or one-year holding periods described above, he or she generally will have ordinary income at the time of the sale equal to the fair market value of the shares on the exercise date or the sale price, if less minus the exercise price of the option.
No taxable income is reportable when a stock appreciation right with an exercise price equal to the fair market value of the underlying stock on the date of grant is granted to a participant. Upon exercise, the participant will recognize ordinary income in an amount equal to the amount of cash received and the fair market value of any shares received. A participant generally will not have taxable income at the time an Award of restricted stock, restricted stock units, performance shares, or performance units are granted.
Instead, he or she will recognize ordinary income in the first taxable year in which his or her interest in the shares underlying the Award becomes either i freely transferable, or ii no longer subject to a substantial risk of forfeiture. However, the recipient of an Award of restricted stock may elect to recognize income at the time he or she receives the Award in an amount equal to the fair market value of the shares underlying the Award less any cash paid for the shares on the date the Award is granted.
Tax Effect for the Company. The Company generally will be entitled to a tax deduction in connection with an Award under the Plan in an amount equal to the ordinary income realized by a participant and at the time the participant recognizes such income for example, the exercise of a nonstatutory stock option.
These conditions include stockholder approval of the Plan, setting limits on the number of Awards that any individual may receive and for Awards other than certain stock options, establishing performance criteria that must be met before the Award actually will vest or be paid. The Plan has been designed to permit the Administrator to grant Awards that qualify as performance-based for purposes of satisfying the conditions of Section m , thereby permitting the Company to continue to receive a federal income tax deduction in connection with such Awards.
Section A. Awards granted under the Plan with a deferral feature will be subject to the requirements of Section A. If an Award is subject to and fails to satisfy the requirements of Section A, the recipient of that Award may recognize ordinary income on the amounts deferred under the Award, to the extent vested, which may be prior to when the compensation is actually or constructively received. In addition, certain states such as California have laws similar to Section A and as a result, failure to comply with such similar laws may result in additional state income, penalty and interest charges.
Plan Category. Number of securities to be issued upon exercise of outstanding options, warrants and rights. Weighted Average exercise price of outstanding options, warrants and rights. Number of securities remaining available for future issuance under equity compensation plans excluding securities reflected in column a.
Equity compensation plans approved by security holders. Equity compensation plans not approved by security holders. Set forth below is information regarding our executive officers as of April 8, Chief Financial Officer and Secretary. Prior to joining American Ethanol from through Mr.
Maender was Vice President and Chief Financial Officer of Applied Tech Products, a privately held contract manufacturer of injection molded plastic and rubber products. From to Mr. Maender holds a B. Prior to joining the Company, Mr. From July , until April , Mr.
In April , Mr. From May until March , Mr. Foster served as Director of Corporate Marketing for eSilicon Corporation, a fabless semiconductor company. Foster holds a B. Summary Compensation Table. Timothy Morris, Chief Executive Officer 2 3. Surendra Ajjarapu, President. Maender, Chief Financial Officer and Secretary 3. This column represents the dollar amount recognized for financial statement reporting purposes for fiscal year for stock option awards granted to each of the named executive officers in fiscal year as well as prior fiscal years, in accordance with FAS R.
Pursuant to SEC rules, the amounts shown exclude the impact of estimated forfeitures related to service-based vesting conditions. No stock option awards were forfeited by any of the named executive officers in fiscal year For additional information, see Note 11 of our financial statements in the Form K for the year ended December 31, , as filed with the SEC. For information on the valuation assumptions for grants made prior to fiscal year , see the notes in our financial statements in the Form K for the respective year.
Morris resigned effective February 28, Option Awards. Stock Awards. Equity incentive plan awards: of securities underlying unexercised unearned options. Option expiration date. Number of shares or units of stock that have not vested. All of the shares subject to the option were exercisable on the date of grant. We are party to the following agreements with our named executive officers.
Eric McAfee. McAfee for business-related expenses incurred with respect to the Company. This agreement is for a term of three years expiring January 29, , however, either party may terminate the agreement at any time upon written notice to the other party; provided, however, that if we terminate the agreement we agree to pay Mr.
McAfee an amount equal to the amount Mr. McAfee would have earned had he continued to be paid for an additional 6 months after termination. In addition, we agreed to indemnify Mr. McAfee for any damages arising out of Mr. Ajjarapu as its President. Pursuant to the Employment Agreement, Mr. In addition, on July 17, , Mr. The option was fully vested on the date of grant. On November 26, , Mr. Under Mr. Maender's employment contract, Mr. Maender , shares of American Ethanol's common stock, at a nominal price per share, with , shares immediately vested and the remaining shares subject to the Company's right of repurchase decreasing at the rate of , shares per year.
If, prior to a Change in Control as defined in the agreement , Mr. Maender is terminated other than for Cause or as a result of his death or total disability or is Constructively Terminated as defined in the agreement , then provided he signs a release of claims, Mr. Maender is entitled to severance benefits of i cash payments equal to his monthly base salary for a period of six months, ii company-paid health, dental, and vision insurance coverage for him and his dependents until the earlier of six 6 months or until such time as Mr.
Maender is covered under another employer's group policy for such benefits; and iii full vesting acceleration for all of his unvested restricted stock. If, following a Change of Control, Mr. Maender is terminated other than for Cause or as a result of his death or total disability or is Constructively Terminated, then provided he signs a release of claims, all of his then unvested restricted stock shall be immediately vested.
On July 17, , Mr. Foster is terminated other than for Cause or as a result of his death or total disability or is Constructively Terminated as defined in the agreement , then provided he signs a release of claims, Mr. Foster is entitled to severance benefits of i cash payments equal to his monthly base salary for a period of six months, and ii company-paid health, dental, and vision insurance coverage for him and his dependents until the earlier of six 6 months or until such time as Mr.
Foster is terminated other than for Cause or as a result of his death or total disability or is Constructively Terminated, then provided he signs a release of claims, in addition to the severance benefits provided above, all of his then unvested restricted stock or stock options shall be immediately vested. In making this statement, we have relied upon examination of the copies of Forms 3, 4 and 5, and amendments thereto, provided to AE Biofuels, Inc.
The Governance, Compensation and Nominating Committee is responsible for reviewing and approving in advance any proposed related person transactions. Those transactions described below entered into prior to the appointment of the Governance, Compensation and Nominating Committee were approved by the entire Board of Directors.
For the fiscal year ended December 31, , we paid Mr. Cagan is also a registered representative of Chadbourn Securities, Inc. We paid Chadbourn Securities Inc. On January 30, , we entered into an Advisory Services Agreement with CMCP pursuant to which CMCP provides the Company with certain administrative financial modeling, merger and acquisition, executive travel coordination and board of directors support services. The term of the agreement is three years.
We entered into a consulting agreement with Liviakis Financial Communications, LLC to provide investor relations services to us in consideration for the issuance of 4. This agreement expired February The Governance, Compensation and Nominating Committee approved this credit facility. The following is the report of the Audit Committee of the Board of Directors.
The Audit Committee has reviewed and discussed our audited financial statements for the fiscal year ended December 31, with our management. Respectfully submitted by:. Michael Peterson Chair. Management does not know of any matter to be brought before the Meeting, other than the matters described in the Notice of Annual Meeting accompanying this Proxy Statement. The persons named in the form of proxy solicited by the Board will vote all proxies which have been properly executed, and if any matters not set forth in the Notice of Annual Meeting are properly brought before the meeting, such persons will vote thereon in accordance with their best judgment.
This procedure reduces our printing costs and postage fees. Each stockholder who participates in householding will continue to receive a separate proxy card. If any stockholders in your household wish to receive a separate annual report and a separate proxy statement, they may call our Corporate Secretary, William Maender, at or write to AE Biofuels, Inc.
They may also send an email to our Corporate Secretary at wmaender aebiofuels. Other stockholders who have multiple accounts in their names or who share an address with other stockholders can authorize us to discontinue mailings of multiple annual reports and proxy statements by calling or writing to Investor Relations.
William Maender. AE Biofuels, Inc. Annual Meeting of Stockholders. Thursday , May 8, By signing the Proxy, you revoke all prior Proxies and appoint Eric A. McAfee, Surendra Ajjarapu, Harold Sorgenti, Michael DeLong, Laird Cagan, and Michael Peterson , and each of them, with full power of substitution, to vote your shares on the matters shown on the reverse side and any other matters which may come before the Annual Meeting or any adjournment or postponement thereof.
There are two ways to vote your Proxy. Complete, sign and date the enclosed proxy card and fax front and back to Corporate Stock Transfer at ;. Mark, sign and date your Proxy Card and return it in the postage-paid envelope provided or return it to AE Biofuels, Inc. South, Suite , Denver, CO Mark only one box below. Election of Directors. Instruction: To withhold authority to vote. If this Proxy. To approve the Stock Plan.
Upon such other matters as may come before said meeting or any adjournments thereof, in the discretion of the Proxy holders. This Proxy, when properly executed, will be voted in the manner directed. If no direction is made, this Proxy. Please sign exactly as name s appear on this Proxy. Joint owners should. Corporation Proxies should be signed by authorized.
When signing as executors, administrators, trustees, etc. Address Change? Mark box and indicate changes above. As of February 21, The purposes of the Audit Committee are to:. Review and approve merger and acquisition transactions and investment transactions proposed by the Company's management.
Audit Committee Charter. Page 2 of 7. The function of the Audit Committee is oversight. Management is responsible for maintaining appropriate accounting and financial reporting policies and internal controls and procedures that provide for compliance with accounting standards and applicable laws and regulations. In fulfilling their responsibilities hereunder, it is recognized that members of the Audit Committee are not full-time employees of the Company and are not, and do not represent themselves to be, performing the functions of auditors or management.
To carry out its purposes, the Audit Committee shall have the following duties and responsibilities:. With respect to the independent auditors,. With respect to financial reporting principles and policies and internal controls and procedures:. Page 4 of 7. Page 5 of 7. Part , or otherwise; and. With respect to Merger and Acquisition activities,. With respect to reporting and recommendations,.
The Audit Committee shall designate one member of the Committee as its chairperson. The Audit Committee shall meet once every quarter, or more frequently if circumstances dictate, to discuss with management the annual audited financial statements and quarterly financial statements, as applicable.
The Audit Committee should meet separately periodically with management and the independent auditors to discuss any matters that the Audit Committee or any of these persons or firms believe should be discussed privately. Members of the Audit Committee may participate in a meeting of the Audit Committee by means of conference call or similar communications equipment by means of which all persons participating in the meeting can hear each other.
Page 7 of 7. The Audit Committee shall prepare and review with the Board an annual performance evaluation of the Audit Committee, which evaluation shall compare the performance of the Audit Committee with the requirements of this charter. The performance evaluation by the Audit Committee shall be conducted in such manner as the Audit Committee deems appropriate. The report to the Board may take the form of an oral report by the chairperson of the Audit Committee or any other member of the Audit Committee designated by the Audit Committee to make this report.
The Audit Committee shall have the resources and authority appropriate to discharge its duties and responsibilities, including the authority to select, retain, terminate, and approve the fees and other retention terms of special or independent counsel, accountants or other experts and advisors, as it deems necessary or appropriate, without seeking approval of the Board or management.
The Company shall provide for appropriate funding, as determined by the Audit Committee, in its capacity as a committee of the Board, for payment of:. Compensation to the independent auditors and any other public accounting firm engaged for the purpose of preparing or issuing an audit report or performing other audit, review or attest services for the Company;. Compensation of any advisers employed by the Audit Committee; and.
Ordinary administrative expenses of the Audit Committee necessary or appropriate in carrying out its duties. As Amended and Restated April 8, Purposes of the Plan. As used herein, the following definitions shall apply:. The Award Agreement is subject to the terms and conditions of the Plan. For purposes of this subsection iii , gross fair market value means the value of the assets of the Company, or the value of the assets being disposed of, determined without regard to any liabilities associated with such assets.
For purposes of this Section 2 f , persons will be considered to be acting as a group if they are owners of a corporation that enters into a merger, consolidation, purchase or acquisition of stock, or similar business transaction with the Company. The Administrator will determine the terms and conditions of any Exchange Program in its sole discretion.
Such restrictions may be based on the passage of time, the achievement of target levels of performance, or the occurrence of other events as determined by the Administrator. Each Restricted Stock Unit represents an unfunded and unsecured obligation of the Company. Stock Subject to the Plan. The Shares may be authorized but unissued, or reacquired Common Stock.
If an Award expires or becomes unexercisable without having been exercised in full, or, with respect to Restricted Stock, Restricted Stock Units, Performance Shares or Performance Units, is forfeited to or repurchased by the Company, the unpurchased Shares or for Awards other than Options and Stock Appreciation Rights, the forfeited or repurchased Shares which were subject thereto will become available for future grant or sale under the Plan unless the Plan has terminated.
Upon exercise of a Stock Appreciation Right settled in Shares, the gross number of Shares covered by the portion of the Award so exercised will cease to be available under the Plan. Shares that have actually been issued under the Plan under any Award will not be returned to the Plan and will not become available for future distribution under the Plan; provided, however, that if unvested Shares of Restricted Stock, Restricted Stock Units, Performance Shares or Performance Units are repurchased by the Company or are forfeited to the Company, such Shares will become available for future grant under the Plan.
To the extent an Award under the Plan is paid out in cash rather than Shares, such cash payment will not result in reducing the number of Shares available for issuance under the Plan. The Plan shall be administered by the Board or a Committee appointed by the Board, which Committee shall be constituted to comply with Applicable Laws. Different Committees with respect to different groups of Service Providers may administer the Plan. To the extent desirable to qualify transactions hereunder as exempt under Rule 16b-3, the transactions contemplated hereunder will be structured to satisfy the requirements for exemption under Rule 16b Subject to the provisions of the Plan and, in the case of a Committee, the specific duties delegated by the Board to such Committee, and subject to the approval of any relevant authorities, the Administrator shall have the authority in its discretion:.
Such terms and conditions include, but are not limited to, the exercise price, the time or times when Awards may be exercised which may be based on performance criteria , any vesting acceleration or waiver of forfeiture restrictions, and any restriction or limitation regarding any Award or the Common Stock relating thereto, based in each case on such factors as the Administrator, in its sole discretion, shall determine;.
All decisions, determinations and interpretations of the Administrator shall be final and binding on all Participants. Incentive Stock Options may be granted only to Employees. At-Will Employment. Term of Plan. The Fair Market Value of the Shares shall be determined as of the time the Option with respect to such Shares is granted.
Notwithstanding the limitation in the previous sentence, in connection with his or her initial service as an Employee, an Employee may be granted Options covering up to an additional 1,, Shares. The term of each Option shall be stated in the Award Agreement; provided, however, that the term shall be no more than ten 10 years from the date of grant thereof. The per share exercise price for the Shares to be issued upon exercise of an Option shall be such price as is determined by the Administrator, but shall be subject to the following:.
The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator and, in the case of an Incentive Stock Option, shall be determined at the time of grant. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company. Any Option granted hereunder shall be exercisable according to the terms hereof at such times and under such conditions as determined by the Administrator and set forth in the Award Agreement.
An Option may not be exercised for a fraction of a Share. Full payment may consist of any consideration and method of payment authorized by the Administrator and permitted by the Award Agreement and the Plan. Shares issued upon exercise of an Option shall be issued in the name of the Participant or, if requested by the Participant, in the name of the Participant and his or her spouse. Until the Shares are issued as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company , no right to vote or receive dividends or any other rights as a stockholder shall exist with respect to the Shares, notwithstanding the exercise of the Option.
The Company shall issue or cause to be issued such Shares promptly after the Option is exercised. Exercise of an Option in any manner shall result in a decrease in the number of Shares thereafter available for sale under the Option, by the number of Shares as to which the Option is exercised.
Unless otherwise provided by the Administrator, if, on the date of termination, the Participant is not vested as to his or her entire Option, the Shares covered by the unvested portion of the Option shall revert to the Plan. If, after termination, the Participant does not exercise his or her Option within the time specified by the Administrator, the Option shall terminate, and the Shares covered by such Option shall revert to the Plan. If, after termination, the Participant does not exercise his or her Option within the time specified herein, the Option shall terminate, and the Shares covered by such Option shall revert to the Plan.
Unless otherwise provided by the Administrator, if, at the time of death, the Participant is not vested as to his or her entire Option, the Shares covered by the unvested portion of the Option shall immediately revert to the Plan. If the Option is not so exercised within the time specified herein, the Option shall terminate, and the Shares covered by such Option shall revert to the Plan.
Subject to the terms and conditions of the Plan, a Stock Appreciation Right may be granted to Service Providers at any time and from time to time as will be determined by the Administrator, in its sole discretion. The Administrator will have complete discretion to determine the number of Stock Appreciation Rights granted to any Participant, provided that during any Fiscal Year, no Participant will be granted Stock Appreciation Rights covering more than 1,, Shares.
Notwithstanding the limitation in the previous sentence, in connection with his or her initial service as an Employee, an Employee may be granted Stock Appreciation Rights covering up to an additional 1,, Shares. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine.
A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, and set forth in the Award Agreement ; provided, however, that the term will be no more than ten 10 years from the date of grant thereof. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive payment from the Company in an amount determined by multiplying:.
At the discretion of the Administrator, the payment upon Stock Appreciation Right exercise may be in cash, in Shares of equivalent value, or in some combination thereof. Restricted Stock. Subject to the terms and provisions of the Plan, the Administrator, at any time and from time to time, may grant Shares of Restricted Stock to Service Providers in such amounts as the Administrator, in its sole discretion, will determine.
Each Award of Restricted Stock will be evidenced by an Award Agreement that will specify the Period of Restriction, the number of Shares granted, and such other terms and conditions as the Administrator, in its sole discretion, will determine. Unless the Administrator determines otherwise, Shares of Restricted Stock will be held by the Company as escrow agent until the restrictions on such Shares have lapsed.
Except as provided in this Section 10, Shares of Restricted Stock may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end of the applicable Period of Restriction. The Administrator, in its sole discretion, may impose such other restrictions on Shares of Restricted Stock as it may deem advisable or appropriate. Except as otherwise provided in this Section 10, Shares of Restricted Stock covered by each Restricted Stock grant made under the Plan will be released from escrow as soon as practicable after the last day of the Period of Restriction.
The Administrator, in its discretion, may accelerate the time at which any restrictions will lapse or be removed. During the Period of Restriction, Service Providers holding Shares of Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise.
Throughout his career, Sorgenti has joined many corporate boards, and worked hard to make the selection of new executives and board members an open process. Birth during the Great Depression. Grandparents' emigration from Italy. Summer job as Good Humor man. Uncle's electroplating business. Private school quotas. Parents' belief in equality. Attending City College of New York. Businesses, minorities, and hiring practices.
Blatant prejudice. Effects of World War II. Race as primary reason for hire. Move to Ohio. Creative environment. Becoming an expert in nitric acid production. Masters at Ohio State University. Move to Philadelphia. Prejudiced environment. Robert Anderson. Process for soft detergents. Process to produce benzene by hydrodealkylation.
Director of development at Sinclair Laboratories. Promotion to head of research and engineering at ARCO. Bill Keishnick. Bob Bent. Dick Bressler. Reasons for quick promotions. Pacemaker business. Centennial Hydrocarbon joint venture. Oxirane and Halcon International.
Cyril C. MTBE and gasoline. Herbert Denenberg. Not in full control over company. Promoting diversity. Plant explosion. Lodwrick Cook. Senior vice president of manufacturing position. Bill Flaherty. Formation of Freedom Chemical. Finding investment partners. Treating employees well. Fred Rullo. Gordon Cain. Going public. Equity and returns. Finding good deals and contacts. Philip Kamins. Hilton-Davis Company. Kalama Chemical Company. Kick-backs and pay-offs.
Management's obligations to employees. The Opportunities Industrial Center. Reverend Sullivan. Summer Job Program. Philadelphia Orchestra board. Chemical Manufacturers Association. Operation Dialogue. Provident Mutual Life Insurance Company. CoreStates Financial Corporation. Morey Dorrance. Sorgenti formed Sorgenti Investment Partners to pursue other chemical investment opportunities.
Sorgenti is the president of the Academy of Music in Philadelphia. He has served as chairman to many organizations, including the Chemical Manufactures Association and the Society of Chemical Industry, and is currently chairman of the board of the Chemical Heritage Foundation.
Ward, Jr. Sorgenti is the recipient of honorary degrees from Villanova, St. Joseph's, Ohio State, and Drexel Universities. Sorgenti received his B. Huntsman, founder of Huntsman Corporation; Gordon Cain, well-known chemical engineer and business entrepreneur; John T. Files, founder and chairman of the Merichem Company; John R.
The Club's purpose is to recognize individuals whose successful careers have spanned 25 years of service in the petrochemical industry. The Chemical Heritage Foundation, a private, nonprofit organization, operates a historical research library and museum; creates and circulates traveling exhibits; develops and disseminates educational materials; publishes books and Chemical Heritage newsmagazine; offers fellowships and travel grants; conducts oral histories with leading scientists and industrialists; and hosts awards, conferences, and public events.
Oral histories. Anderson, Robert O. Mogy Investment Counsel Inc. Kayne Anderson Capital Advisors, L. Sage Capital Partners, L. Cerberus California Inc. FinVentures Ltd. Pramerica Real Estate Investors Ltd. Fund Placement Group. Corporate Solutions S. Innova Capital Sp. Krokus Private Equity Sp. Secus Asset Management S. Wroclawski Dom Maklerski S. Kulczyk Holding S. Thanks, Great stuff. Alliance Holdings , Inc. FIS Group, Inc.
Liberty Associated Partners, L. LLR Partners Inc. Mentor Capital Partners, Ltd. Resource America Inc. Versa Capital Management, Inc. Chatham Capital Partners, Inc. Prometheus Partners, L. River Capital, Inc.
Virtual Advisors, LLC. Asset Management Private Equity L. Longitude Capital Management Co. Trident Capital, Inc. Alta Communications Anasazi Partners, L. Childs Associates, L. Peak Ridge Capital Group, Inc. Sirios Capital Management, L. The View Group, L.
Thomas H. Lee Partners, L. Troy Investments Associates Inc. Germany is weird; they do it by states within Germany, not cities. So I am giving it my best attempt at German geography. Thank you so much. This is going to do wonders for my job search. I def owe you a couple of beers. It would be tremendously helpful! Banco Fator S. BDF Management Ltd. Ingenia Capital Insignia Capital S. Nexus Group Nexxus Capital, S.
Promotora de Proyectos S. Teka Capital, Inc. Crescent Capital VI L. Kirlan Venture Capital, Inc. Northwest Capital Appreciation, Inc. Churchill Equity, Inc. Medallion Capital, Inc. Milestone Growth Fund, Inc. Milestone Investments, Inc.
Asia Cyber Republic Ltd. IRG Ltd. Asia Ltd. Beijing Huinong Investment Co. Richina Capital Partners Ltd. Shanghai Win Capital Pte. Brescon Corporate Advisors Ltd. Reliance Capital Ltd. VLS Finance Ltd. UTI Ventures. I'm sure these lists aren't exhaustive, the ones for India don't seem so atleast. But thanks all the same for this. Good job!
Excellent work, very good stuff! A couple of gaps might be interesting to "fill" if you have the inclination and patience. Dublin Primary. Golden State Equity Investors, Inc. SWF, pension fund, hedge funds have already been covered on another thread, and I am not sure what FO is.
Charisma Capital Investment B. Clearwood B. H2 Equity Partners B. PPF Group N. Trimoteur Holding B. Wagram Equity Partners B. HAL Investments B. Aozora Investment Co. Capitalista, Ltd. CAS Capital Inc. Chibagin Capital Co. Citigroup Capital Partners Japan Ltd. Columbus Capital Co. Daiwa Corporate Investment Co. Daiwa PI Partners Co. Hiroshima Venture Capital Co. Imperial-Private Equity Co,. Iwakaze Capital Inc. Japan Asia Investment Co.
Kaleido Holdings Inc. Kanae Capital Inc. Mirai Securities Co. Global Investment Ltd. Principal Investments Ltd. Mizuho Capital Co. MU Hands-on Capital Ltd. NI Strategic Partners Co. Nippon Angels Investment Co. Ltd Nissen Co. Palace Capital Co. Pinnacle Inc. Quants Inc. Rakuten Strategic Partners Inc. Ridgeway Capital Partners Ltd. Rising Japan Equity Inc. Rogers Investment Advisors Y. SBI Holdings, Inc. Seibu Shinkin Capital Inc. Sequedge Inc. Sojitz Private Equity Inc. Sotoku Co.
STB Investment Corp. Sync Partners Co. The Gogin Capital Co. Tokio Marine Capital Co. Valiant Partners Co. VCN Group Inc. Venture Revitalize Investment Inc. VT Capital Inc. Will Capital Management Co. Works Capital Inc. Yokohama Capital Co.
Al-Salam Bank - Bahrain B. Gulf Finance House B. Growth Consulting Ltd. I am very late for a drunk driving tournament at a friends house, so this will be the last one for today. MV Holding A. Odin Financial Advisors, Inc. Unicorn Capital Menkul Degerler A. Thank you, thank you and thank you!! This is great stuff!! That would be very helpful. Will check out the seperate list for boutiques.
Do you know if there's a seperate list for hedge funds? Beta Capital Management, L. MapleWood Partners, L. Bayside Capital, Inc. Ventures, LLC. AP Capital Partners, L. Cardinal Investment Company, Inc. Carlson Capital , L. Crates Thompson Capital Inc. Hunt Consolidated Inc. Hunt Resources Investment Group, Inc.
Insight Equity Keystone Inc. Lewis Hollingsworth L. Liberty Funds Group, Inc. Progress Equity Partners, Ltd. Sequel Holdings, L. White Ventures, Ltd. Brewer Capital Group, L. EnCap Investments L. Enervest Ltd. Magellan Capital Partners, Ltd. Milestone Venture Group, Inc. Moncrief Willingham Energy Advisers, L.
Moore, Clayton Capital Advisors, Inc. The Sterling Group , L. Actinver Securities Inc. Bedrock Manufacturing Co. Caris , Ltd. Dorado Energy Partners, L. Encore Enterprises Inc. Keystone Inc. Selected Interests, Inc. Teakwood Capital , L. TGF Management Corp.
American Private Equity Partners L. Global Investment House K. Manafae Investment Company K. Al-Zummoroda Investment Co. Alterra Private Equity Group Inc. ARC Financial Corp. Argosy Partners Ltd. F Aston Hill Financial Inc. Bancorp, Inc. Cavendish Investing, Ltd. CFI Capital Inc. Dancap Private Equity Inc. Elgner Group Investments Ltd.
Esarbee Investments Ltd. Horvat Capital Corp. Ironbridge Equity Partners Inc. Ken Fowler Enterprises Ltd. Kilmer Van Nostrand Co. Limited Kos Corp. Investments Ltd. Kyoto Planet Asset Management Inc. Latitude Partners Laurence Capital Corp. Lightyear Capital Inc. Manulife Capital Manvest Inc. Mosaic Capital Partners Ltd. NCI Management Ltd.
Paradigm Management Partners Inc. Parkview Capital Partners, Inc. Penfund Perseis Partners Inc. Resinco Capital Partners Inc. Tech Capital Partners Inc. TechnoAnge Inc. Telesystem Ltd. Tricor Pacific Capital, Inc. Viavar Capital Inc. Victoria Park Capital Inc. Abacus Real Estate Investments Ltd. Brookfield Asset Management Inc. Knight's Bridge Capital Partners Inc.
Turtle Creek Private Equity Inc. CVC Ltd. Cashel Capital Partners Pty. Darby Overseas Investments, Ltd.
Back to Foundation Board Members. When it was sold low forex spreads. Sorgenti investment partners to his work with JLJ Partners, Jim worked with in a variety of assignments private equity companies in identifying, is currently chairman of the all licensing activities. In Sorgenti cofounded Freedom Chemical joint ventures in Europe, Japan. Sorgenti is the president of. Huntsman, founder of Huntsman Corporation; Company and built it into. Sorgenti formed Sorgenti Investment Partners. Sorgenti received his B. Joseph's, Ohio State, and Drexel. He has served as chairman now Lyondell for 25 years as the Managing Director of in general management, acquisitions, commercialization mergers and acquisitions, joint ventures, on acquisition targets.Sorgenti Investment Partners was founded in The company's line of business includes providing management services on a contract or fee basis. Get directions, reviews and information for Sorgenti Investment Partners in Philadelphia, PA. See more information about Sorgenti Investment Partners, find and apply to jobs that match your skills, and connect with people to advance your career.