“I am very excited to be joining Dayco. We will continue to execute our strategic initiatives focused on driving to make our customers more successful now and into the future,” said Bohenick. “The Dayco brand name and promise is highly valued worldwide by our customers and I am anxious to work with our 4,300 dedicated associates and global executive leadership team to continue to maximize the performance of the company for our customers, employees and shareholders.” TROY, Mich. – Dayco announced today that John Bohenick has been named to succeed James Orchard as CEO of the company and its principal subsidiaries, effective Sept. 2. Bohenick also has been appointed to the board of managers of the company effective the same date. Orchard will become a special adviser to the board of managers and Bohenick to facilitate an orderly transition of executive leadership through Dec. 31, 2014. Bohenick, for the past four years, has served as president, SKF Sealing Solutions, a business unit of AB SKF, a global leader for design and manufacturing of bearings, seals, lubrication, mechatronics and services. He previously spent 20 years working for Gates Corp. in a variety of leadership roles culminating in being named president. His career also included working for General Motors on powertrain and vehicle systems. “John is a talented and proven global industry executive,” said Orchard. “His leadership and engineering background, along with his focus on product innovation, and passion for the customer make him the ideal CEO to lead Dayco’s worldwide organization.” Richard Newsted, non-executive chairman of the board of managers, said: “On behalf of the company, I would like to thank Jim Orchard for his executive leadership over the past six years. He has been the primary architect of the company’s vision and strategic roadmap, which are the foundation of the company. We wish him much happiness in his next chapter. We also welcome John Bohenick to the company and look forward to his leadership of our talented global team.” AdvertisementClick Here to Read MoreAdvertisement
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Share valuation – Unlawful distribution of capital Progress Property Co Ltd v Moorgarth Group Ltd: Sup Ct (Lords Phillips (President), Walker, Mance, Collins, Clarke): 8 December 2010 Matthew Collings QC, Gabrielle Higgins (instructed by Seddons) for the appellant; John McGhee QC, Richard Fowler (instructed by Eversheds) for the respondent. The appellant company (P) appealed against a decision ((2009) EWCA Civ 629, (2009) Bus LR 1535) that there had not been an unlawful distribution of capital when the whole issued share capital of its subsidiary company (Y) was sold to the respondent company (M). All three companies were indirectly controlled by the same holding company. The sale price was calculated on the basis of Y’s open market value, subtracting liabilities for creditors and a further sum in respect of an indemnity believed to have been given by P for a repairing liability. It transpired that P had no such indemnity liability to be released from and that there was no justification for the reduction in Y’s value. P alleged that the transaction had been at a gross undervalue, relying on what the Court of Appeal referred to as ‘the common law rule’ devised for the protection of creditors, that a distribution of a company’s assets other than in accordance with specific statutory procedures constituted a return of capital which was unlawful and ultra vires. The Court of Appeal upheld the High Court’s decision that the transaction had been genuine and not ultra vires despite being at an undervalue. P contended that an objective approach was required and that any such transaction which resulted in a transfer of value not covered by distributable profits, regardless of its purpose, constituted an unlawful return of capital. Held: Whether a transaction infringed the common law rule against unlawful distributions was a matter of substance, not form. The label attached to the transaction by the parties was not decisive, Ridge Securities Ltd v Inland Revenue Commissioners  1 WLR 479 ChD, Aveling Barford Ltd v Perion Ltd  5 BCC 677 ChD, and Halt Garage (1964) Ltd, Re  3 All ER 1016 ChD applied (see paragraph 16 of judgment). The essential issue therefore was how the sale of Y was to be characterised. A relentlessly objective rule would be oppressive and unworkable and would cast doubt on any transaction between a company and a shareholder, even if negotiated at arm’s length and in good faith, where the company proved with hindsight to have got significantly the worst of the transaction (paragraph 24). If it was a stark choice between a subjective and an objective approach, the least unsatisfactory option would be the latter but the court’s real task was to inquire into the true purpose and substance of the impugned transaction. That approach called for an investigation of all the relevant facts, which could include the state of mind of the persons orchestrating the transaction. That state of mind could be totally irrelevant. A distribution described as a dividend but actually paid out of capital would be unlawful, however technical the error and well-meaning the intention. However, the participants’ subjective intentions would sometimes be relevant, and a distribution disguised as an arm’s length commercial transaction was the paradigm example. If a company sold to a shareholder at a low value assets which were difficult to value precisely but were potentially very valuable, the transaction might call for close scrutiny. The company’s financial position and the motives and intentions of its directors would be highly relevant. If the conclusion was that it was a genuine arm’s length transaction, then it would stand even if it appeared with hindsight to have been a bad bargain. If it was an improper attempt to extract value by the pretence of an arm’s length sale, it would be held unlawful. It would depend on a realistic assessment of all the relevant facts, not simply an isolated retrospective valuation exercise, Clydebank Football Club Ltd v Steedman (2002) SLT 109 OH applied. In the present case, there had been concurrent findings that the sale of Y was a genuine commercial sale (paragraphs 27-29, 31-33). Appeal dismissed.
Four ships, each capable of lifting 120 tonne indivisible loads and featuring stern ramps for rolling cargo, will maintain the monthly schedule.Base ports covered by the Rickmers NCS Service are: Moji, Kobe, Yokohama and Nagoya in Japan; Guayaquil in Ecuador, Cartagena, Santa Marta and Puerto Bolivar in Colombia and Guanta in Venezuela; Port-au-Prince in Haiti; as well as Savannah, Charleston and Philadelphia on the US East Coast.Additional ports can be called on inducement. In Asia, for example, the schedule permits calls in Northern China (Shanghai – Dalian range) and in South Korea.Rickmers sees this new service as complementing its existing Pearl String vessels which sail eastbound and primarily link Japan, China and Korea with the US on the transpacific leg of their fortnightly round-the world schedule.Announcing the NCS service, Gerhard Janssen, director marketing and sales, Rickmers-Linie, said: “The Pearl String ships are running full and the NCS service brings us welcome additional possibilities to serve ports on the North Coast of South America and the Caribbean.”The NCS service will utilise four ships, three of 11,500dwt and one of 13,000dwt. Being smaller than the 30,000dwt Pearl String ships, they have the added advantage of being able to call at smaller, draught-restricted ports. The four ships, Bright State, Del Sol, Fortune Epoch and Reina Rosa, are Japanese-owned and have been chartered from Eastern Car Liner (ECL), Tokyo.
Heavy lift shipping company, Combi Lift is claiming a first having become the first company in the heavy lift sector to be certified for compliance with OHSAS 18001:2007.
Werner Stohler has transferred his shares in Swiss railway systems planning consultancy and software supplier SMA und Partner to a group of long-standing employees under a management buyout, 25 years after he founded the company. This increases the number of partners from three to 11. SMA employs more than 60 staff and operates in 30 countries. Belgorail has certified RailReLease as an Entity in Charge of Maintenance. The Rotterdam-based leasing company intends to offer ECM services as part of turnkey wagon fleet management packages, and has made ‘a major investment in people, processes and the corresponding IT systems’. PKP Informatyka has bought the Kolejowe Zakady Lacznosc Bydgoszcz ticket vending machine and passenger information business from railway holding company PKP SA. Electro-Motive Diesel has officially opened its locomotive manufacturing facility at Sete Lagoas in the Brazilian state of Minas Gerais. Nomad Digital has acquired Danish passenger information system and on-train internet technology suppliers CM Technology and CM Service, whose customers include DSB S-tog and Arriva. Commute Media retains an advertising sales operation. Alstom Konstal formally opened new vehicle assembly and painting halls at its plant in Chorzów, Poland, on December 6. The plant produces metro cars for Budapest and Amsterdam, Lint multiple-unit bodyshells and components for Citadis trams. Three suppliers including Huawei have signed framework contracts enabling them to bid to provide telecoms consultancy services to the European Railway Agency.
(Loop) Guyana’s Permanent Representative to the United Nations in Geneva, John Deep Ford The United States has recommended that Guyana strengthens its electoral procedures to ensure the March 2 Regional and General Elections are free and fair. Share Share Sharing is caring! The recommendation came from US Representative Sean Mariano Garcia during Guyana’s human rights review at the 35th Session of Universal Periodic Review at the United Nations in Geneva, Switzerland.“The United States is concerned about recent actions by Guyana that may undermine democratic principles, including apparent misapplication of the Guyanese constitution, and certain court rulings,” Mariano Garcia stated.Guyanese President David Granger has been repeatedly criticized by US, UK and European Union officials after he failed to call elections following the passage of a no-confidence motion against him on December 21, 2018.Elections were constitutionally due, three months after Parliament was dissolved but the Government challenged the motion in the courts claiming that the 33 votes the opposition received in the 65 member National Assembly did not constitute a majority.In response, Guyana’s Permanent Representative to the United Nations in Geneva, said: “The Elections Commission of Guyana is a constitutional body and is independent from the state and committed to delivering as indicated free, fair, transparent and credible elections on March 2, 2020.”President of Guyana, David Granger NewsPoliticsRegional US Calls for Electoral Reform in Guyana by: – January 30, 2020 Share 71 Views no discussions Tweet
Hittite Microwave Corporation plans to announce its financial results for the second quarter ended June 30, 2012 after the close of market on Thursday, July 26, 2012. In conjunction with the release, Hittite Microwave will conduct a conference call at 5:00 p.m. ET on Thursday, July 26, 2012, hosted by Mr. Stephen G. Daly, Chairman, President and Chief Executive Officer, and Mr. William W. Boecke, Vice President and Chief Financial Officer. A live webcast of the call will be available online on the Hittite Microwave website. Hittite Microwave encourages each visitor to review the site prior to the call to ensure that the visitor’s computer is configured properly. A telephonic replay of the call also will be available for one week after the live call by dialing (303) 590-3030 access code 4550480.
Argonauts’ Patricia Gandolfo Earns GSC Defensive Nod Patricia Gandolfo (Photo by Ron Besser) BIRMINGHAM, Ala. – Senior Patricia Gandolfo (Porto Alegre, Brazil/Missouri State – West Plains CC) was tabbed as this week’s Gulf South Conference East Division Defensive Player of the Week. The accolade mark’s Gandolfo’s first of this season, her fourth career defensive nod. Gandolfo led the Argonaut defense en route to two GSC victories over the weekend. The senior had a total of nine blocks during that span, an impressive 1.8 average. She had at least four blocks in each match, and contributed fiver in a 3-0 win over Valdosta State. Gandolfo is currently ranked second in the GSC in blocks, and leads her team with 72 total so far. The senior will lead the Argo defense into tough in-region play this weekend, facing No. 14 Saint Leo, No. 9 Tampa, and Florida Southern over the course of two days. Print Friendly Version Share
PENSACOLA, Fla. – The University of West Florida athletic department has announced a time change to both games of next Monday’s basketball doubleheader with the University of West Georgia at the UWF Field House. On Monday, Jan. 11, the women’s game will begin at 2:00 p.m. Central time and the men’s game at 4:00 p.m. CT Print Friendly Version