2022 2023 Membership Directory
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2006 Kanawha Boulevard, East Charleston, WV 25311 Phone: 304.343.5500 Fax: 304.343.5810 Traci L. Nelson President traci@omegawv.com Daniel Hall Government Affairs & Membership Development Coordinator daniel@omegawv.com Missy Morgan Member Services Coordinator missy@omegawv.com Sarah Estep - Martinez Programs Coordinator sarah@omegawv.com Angela Panaro Accountant angela@panarocpas.com 1
Table of Contents Board of Directors …………………………………………………………………………………… 5 Bylaws …………………………………………………………………………………………………….13 Mission Statement …………………………………………………………………………………. 23 Active Members ………………………………………………………………………………………25 Refiner Members …………………………………………………………………………………….35 Associate and Supplier Members …………………………………………………………….39 Associate and Supplier Members by Category …………………………………………53 Ready Reference: • National Affiliations ………………………………………………………………………55 • Emergency Numbers …….……………………………………………………………….57 • Frequently Called Numbers ……………………………………………………………57 3
Board of Directors Chairman Brian Waugh Email: bwaugh@parmarstores.com Par Mar Stores Phone: 304.687.9993 104 Quarry Ridge South Fax: 740.373.7406 Charleston, WV 25304 Vice Chairman Garet Bishop Email: gbishop@bfscompanies.com BFS Foods/Bruceton Petroleum Phone: 304.291.6980 116 Shannon Drive Fax: 304.291.6984 Morgantown, WV 26508 Secretary/Treasurer Joey DeFazio Email: jcdefazio@joedefaziooil.com DeFazio Oil Phone: 304.534.3170 Box 9143 Fax: 304.534.5641 Monongah, WV 26555-9143 Immediate Past Chairman Greg Darby Email: gdarby@lgstores.com Little General Store, Inc. Phone: 304.253.9592 PO Box 968 Fax: 304.253.7338 Beckley, WV 25802 5
Senior Directors Patrick C. Graney, III Email: graneyp3@gmail.com One Stop Phone: 304.720.7113 412 Tennessee Avenue Fax: 304.720.5160 Charleston, WV 25015 Michael R. Graney Email: mgraney@itjusttakesonestop.com One Stop Phone: 304.926.3000 412 Tennessee Avenue Charleston, WV 25302 Art Hartley, Jr. Email: ahartley__@hotmail.com City Ice & Fuel Phone: 304.675.1700 PO Box 276 Fax: 304.675.2426 Point Pleasant, WV 25550 H. C. Lewis, II Email: lewisjr30@hotmail.com H. C. Lewis Oil Company Phone: 304.436.2148 19693 Coal Heritage Road Fax: 304.436.2219 Welch, WV 24801 Steve Roach Email: smroach@rmroach.com R. M. Roach & Sons Phone: 304.263.3329 PO Box 2899 Fax: 304.263.3275 Martinsburg, WV 25401 R. T. "Ted" Rogers Email: rtrmsr@suddenlink.net R. T. Rogers Oil Company Phone: 304.466.1733 PO Box 160 Fax: 304.466.1735 Hinton, WV 25951 Curt Woodford Email: cwoodford@woodfordoil.com Woodford Oil Company Phone: 304.636.2688 PO Box 567 Fax: 304.636.4351 Elkins, WV 26241 6
Directors Emeritus Glenn Duty Phone: 304.369.3081 Retired Boone Oil Company 129 Franklin Avenue Madison, WV 25130 Robert Duty Email: robertduty@hotmail.net Retired Boone Oil Company Phone: 304.369.3081 10 Oakwood Drive Madison, WV 25130 William Brown Email: bbbbrown@verizon.net Retired Hess Oil Company Phone: 304.636.2811 PO Box 1663 Elkins, WV 26241 Jim Oppe Email: Jim.oppe@foodland.org Retired TWJ Phone: 304.428.9165 1206 Plum Street Parkersburg, WV 26104 Edward J. Coyne, II Email: ecoyne@fueledbytristate.com Retired Tri-State Petroleum Corp Phone: 304.277.3232 PO Box 4006 Wheeling, WV 26003 7
Directors Cory Beasley Email: cbeasley@lgstores.com Little General Store, Inc. Phone: 304.253.9592 PO Box 908 Fax: 304.253.7338 Beckley, WV 25801 Dustin Darby Email: fred@lgstores.com Little General Store, Inc. Phone: 304.253.9592 PO Box 968 Fax: 304.253.7338 Beckley, WV 25801 Joe DeFazio Email: jdefazio@joedefaziooil.com DeFazio Oil Company Phone: 304.534.3170 Box 9143 Fax: 304.534.5641 Monongah, WV 26555-9143 Tim Forth Email: tim@foodfairmarkets.com Forth's Foods Phone: 304.525.3293 3090 Woodville Drive Fax: 304.525.3268 Huntington, WV 25701 Trace Hartley Email: trace.cif@gmail.com City Ice & Fuel Phone: 304.675.1700 PO Box 276 Fax: 304.675.2426 Point Pleasant, WV 25550 Sam Heater Email: sheater@gomart.com Go-Mart, Inc. Phone: 304.364.8000 915 Riverside Drive Fax: 304.364.4690 Gassaway, WV 26624 Ben Halterman Email: bhalterman@petersburgoil.com Petersburg Oil Company Phone: 304.257.4440 PO Box 100 Fax: 304.257.2252 Petersburg, WV 26847 8
Jason Roach Email: jroach@rmroach.com R. M. Roach & Sons Phone: 304.263.3329 PO Box 2899 Fax: 304.263.3275 Martinsburg, WV 25401 Greg Rogers Email: grogers@rtrogers.com R. T. Rogers Oil Company Phone: 304.466.1733 153 Grace Street Fax: 304.466.1735 Hinton, WV 25951 Darroll Talbott Email: dtalbott@woodfordoil.com Woodford Oil Company Phone: 304.636.2688 PO Box 567 Fax: 304.636.4351 Elkins, WV 26241 Dennis Thompson Email: dtoil@comcast.net Dawson-Thompson Oil Company Phone: 304.429.3907 PO Box 5583 Fax: 304.429.3862 Huntington, WV 25703 Jacob Trout Email: jtrout@rtrogers.com R. T. Rogers Oil Company Phone: 304.466.1733 153 Grace Street Fax: 304.466.1735 Hinton, WV 25951 9
Associate and Supplier Directors Beverage Brad Bates Email: bradrick.bates@monsterenergy.com Monster Energy Phone: 740.804.5068 302 Brennan Road Chillicothe, OH 45601 Mike Legg Email: mike.legg@pepsico.com Pepsi Phone: 304.389.3779 100 Independent Avenue Fax: 304.759.2807 Nitro, WV 25143 Equipment/Environmental Reggie Barnett Email: rbarnett@bolgerbrothers.com Bolger Brothers Phone: 814.944.4059 1028 Burns Avenue Fax: 814.944.8766 Altoona, PA 16601 Rod Moore Email: remoore@enviroprobeinc.com Enviroprobe Integrated Solutions Phone: 304.776.6717 630 Cross Lanes Drive Fax: 304.776.6769 Nitro, WV 25143 Food Mary Ann Ketelsen Email: maryk@misterbee.com Mister Bee/WV Potato Chip Company Phone: 304.428.6133 512 West Virginia Avenue Fax: 304.428.1291 Parkersburg, WV 26101 10
Neil Schilling Email: ncschilling@uniteddairy.com Untied Dairy Phone: 740.376.1822 1701 Greene Street Fax: 304.344.2518 Marietta, OH 45750 Insurance/Legal Keith George Email: kg@ramlaw.com Robinson & McElwee PLLC Phone: 304.347.8332 PO Box 1791 Fax: 304.344.9566 Charleston, WV 25326 Motor Carrier Proctor Dean Email: proctor.dean@eagletransportcorp.com Eagle Transport Corp. Phone: 252.937.2464 300 South Wesleyan Blvd., Suite 202 Fax: 252.937.4746 Rocky Mount, NC 27804 Supplier Tony King Email: kinga@rjrt.com R. J. Reynolds Tobacco Phone: 336.728.8309 PO Box 2959 Fax: 336.728.9308 Winston-Salem, NC 27102 11
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Bylaws Article I. Name The name of this non-profit corporation is West Virginia Oil Marketers and Grocers Association, Inc. Article II. Offices The principal office of the corporation shall be located at 2006 Kanawha Blvd. East, Charleston, Kanawha County, West Virginia. The corporation's mailing address shall be 2006 Kanawha Blvd., East, Charleston, West Virginia 25311. The corporation may have such other offices, either within or without the State of West Virginia, as the board of directors may designate or as the business of the corporation may require from time to time. Article III. Purpose The purpose for which this corporation is organized is to promote the common business interest and welfare of those engaged in the petroleum marketing, retail grocery and convenience store industries collectively the “industries” within the State of West Virginia, and to improve the business conditions of such industries. Purposes ancillary to the above general purpose include by way of example and not by way of limitation: A. to promote cooperation between the industries through the pursuit of their common interests and goals; B. to create and maintain higher standards for business dealings within the industries and to combat trade abuses within the industries; C. to make the public better aware of issues involving the industries and to improve relations between the public and the industries; D. to sponsor and promote conventions and trade shows featuring the industries; and E. to increase awareness within the industries of federal, state and local laws and regulations involving the industries and to lobby for the passage of laws and regulations favorable to the industries. Notwithstanding the foregoing, the corporation is organized and shall be operated exclusively for purposes within the meaning of Section 501(c)(6) of the Internal Revenue Code and the corporation shall only engage in such activities and exercise only such powers as are in furtherance of the exempt purposes set forth in Section 501(c)(6) of the Internal Revenue Code and the regulations there under as the same now exist or as they may be hereafter amended from time to time. The foregoing statement of purpose is subject to the limitations, however, that: (i) no part of the net earnings of the corporation shall ever inure to the benefit of any member, trustee, director, officer or other private individual except that reasonable compensation, including reimbursement of expenses, may be paid for services rendered to or for the corporation affecting one or more of its purposes); (ii) the corporation is not organized for profit or organized to engage in any activity ordinarily carried on for profit; 13
and (iii) the corporation shall not be devoted to the performance of particular services for individual persons. Article IV. Membership Section 1. Qualifications Membership in this corporation shall be open to those persons, corporations, partnerships and other entities desiring to devote a portion of their time, resources and efforts to the accomplishment of the purposes of this corporation and which meet the qualifications of a membership class as set forth below. Further qualifications for membership may be promulgated by resolution of the board of directors from time to time. Candidates for membership shall apply on such forms as are adopted by the board of directors. Section 2. Classes of Membership There shall be four (4) classes of membership: active, refiner, supplier and associate and retired. Section 3. Active Members Active members shall consist of members representing businesses actively engaged in: (i) the purchase of petroleum products at wholesale and the sale of a substantial part of such petroleum products directly to resellers or consumers, provided that such member is not controlled directly or indirectly by a refiner, producer or supplier of petroleum products; (ii) the retail grocery business, or (iii) the convenience store business. Section 4. Refiner Members Refiner members shall consist of members representing businesses actively engaged in the refining of petroleum products, and which are interested in the purposes of the corporation. Refiner members shall have no voting rights. Section 5. Supplier and Associate Members Supplier and Associate members shall consist of members representing businesses which are vendors and service personnel in the petroleum and food distribution businesses, or are engaged in the food, beverage and tobacco distribution businesses, and which are interested in the purposes of the corporation. Supplier and Associate members shall have no voting rights. Section 6. Retired Members Retired members shall consist of members who are individuals who have retired from businesses in the industries and which are interested in the purposes of the corporation. Retired members shall have no voting rights. Section 7. Rights of Members All members, regardless of class, shall have equal rights and privileges except that only active members shall have voting rights. Membership in this corporation is not transferable, and all property interests of any member of this corporation shall cease upon the death, dissolution, liquidation or bankruptcy of such member. No member may resign from membership in this corporation except in writing and upon payment of all outstanding dues. Section 8. Annual and Regular Meetings The annual meeting of the members shall be held on the second Sunday in the month of October, in each year, beginning with the year 1996, at 4:00 p.m. or such other date or time as may be determined by the members. The members may provide, by resolution, the time and place for the holding of additional regular meetings without other notice than such resolution. 14
Section 9. Special Meetings Special meetings of the members may be held at any time by the call of the president, the board of directors, the Executive Committee or members having one twentieth (1/20) of the votes entitled to be cast at such meeting. Section 10. Notice Notice of any special meeting of members shall be given not less than ten (10) nor more than sixty (60) days before the date of the special meeting, either personally, or in writing not less than ten (10) nor more than sixty (60) days before the date of the special meeting, either personally, or by United States mail, by electronic mail or by facsimile. If notice is given via United States mail, such notice shall be deemed to be delivered to a member when deposited in the United States mail with postage thereon prepaid, correctly addressed to such member at such member's address shown in the corporation’s current record of members. If notice is given via electronic mail, such notice shall be deemed to be delivered to a member when electronically transmitted to the electronic mail address provided by such member to the corporation for notice purposes. If notice is given by facsimile, such notice shall be deemed to be delivered to a member when transmitted to the facsimile number provided by such member to the corporation for notice purposes. Section 11. Quorum Members holding one-tenth (1/10) of the votes entitled to be cast at the meeting represented in person or by proxy shall constitute a quorum. Section 12. Voting The act of the majority of the members presents in person or by proxy at a meeting at which a quorum is present shall be the act of the members. Any number less than a quorum may adjourn any member’s meeting until a quorum is present. Section 13. Proxies A member entitled to vote may vote in person or may vote by proxy executed in writing by the member or by his, her or its duly authorized attorney-in-fact. No proxy shall be valid after eleven (11) months after the date of its execution, unless otherwise provided in the proxy. Section 14. Informal Action Whenever the vote of members at a meeting thereof is required or permitted to be taken in connection with any corporate action, the meeting and vote of the members may be dispensed with if all the members entitled to vote agree in writing to the corporate action being taken. The agreement shall have like effect and validity as though the actions were duly taken by the unanimous action of all members entitled to vote at a meeting of the members duly called and legally held. Section 15. Dues Dues are payable annually by active and associate members and the amount of such dues shall be fixed from time to time by the board of directors. Retired members shall pay no dues. Annual dues shall be billed in December of the previous year and shall be payable on or before January 30 of the year for which the dues are being paid. Members who fail to pay annual dues as of January 30 shall be notified of such delinquency. Members failing to satisfy such delinquency on or before April 30 shall forfeit all membership rights until the delinquent dues are paid. Section 16. Nominating Committee The last five former chairmen of the corporation or of the corporation’s predecessors, which remain members of the corporation, shall form a nominating committee, which shall recommend to the members and the board of directors, respectively, candidates for election as directors and officers of the corporation. 15
Article V. Board of Directors Section 1. General Powers The business and affairs of the corporation shall be managed by its board of directors. Section 2. Number, Election, Tenure and Qualifications; Chairman of the Board The number of directors of the corporation shall be forty (40) or such other number as specified by resolution of the board of directors; provided, however, that notwithstanding anything herein to the contrary, two (2) directors comprising the board of directors shall represent each of the supplier, food, beverage, environmental services and/or equipment, insurance and/or legal and motor carrier interests, and such directors shall (a) be non-voting directors and may attend and participate in board meetings but may not vote, and (b) serve two (2) year terms which may be renewed no more than one time by resolution of the board of directors. Election of the director or directors shall take place at the annual meeting or at a regular or special meeting of the members. A majority of the votes cast shall be necessary to elect a director. Each director shall hold office until his or her successor shall have been elected and qualified. Directors need not be residents of the State of West Virginia. The chairman of the corporation shall be the chairman of the board of directors and shall preside over meetings of the board of directors. Section 3. Annual and Regular Meetings The annual meeting of the board of directors shall be held on the second Sunday in the month of October, in each year, beginning with the year 1996, at the conclusion of the meeting of the members or such other date or time as may be determined by resolution of the board of directors. The board of directors may provide, by resolution, the time and place for the holding of additional regular meetings without other notice than such resolution. Section 4. Special Meetings Special meetings of the board of directors may be held at any time by the call of sixty percent (60%) of the directors. The directors calling the ¬special meetings of the board of directors may fix any place as the place for holding any special meeting of the board of directors called by them. Section 5. Notice Notice of any special meeting shall be given at least five (5) days previously thereto by written notice delivered personally, by United States mail, by electronic mail or by facsimile. If notice is given via United States mail, such notice shall be deemed to be delivered to a director when deposited in the United States mail with postage thereon prepaid, correctly addressed to such director at his or her address shown in the corporation’s records. If notice is given via electronic mail, such notice shall be deemed to be delivered to a director when electronically transmitted to the electronic mail address provided by such director to the corporation for notice purposes. If notice is given by facsimile, such notice shall be deemed to be delivered to a director when transmitted to the facsimile number provided by such director to the corporation for notice purposes. Section 6. Quorum A majority of the number of directors fixed by Section 2 of this Article V shall constitute a quorum for the transaction of business at any meeting of the board of directors, but if less than such majority is present a meeting, a majority of the director’s present may adjourn the meeting from time to time without further notice. Section 7. Voting The act of the majority of the directors present at a meeting at which a quorum is present shall be the act of the board of directors unless the act of a greater number is required by these Bylaws or by law; 16
provided, however, that in the event any matter should come before the board of directors as to which one of the directors has or may have a conflict of interest, said director shall abstain from voting thereon, and the remaining director or directors, as the case may be, shall have full and complete authority to consider and vote upon such matter, and such vote shall be binding upon the corporation. Section 8. Attendance at Meetings Directors who are absent from three consecutive meetings of the board of directors, whether such meetings be annual, regular or special meetings, without explanation satisfactory to the board of directors shall be deemed to have resigned as a director of the corporation; provided, however that the above provision shall not apply to Senior Directors. Senior Directors are directors who (i) have served on the corporation’s or its predecessors’ board of directors for at least five (5) years, (ii) are currently a principal owner or officer in the business he or she is representing, and (iii) are fifty (50) years of age or older. Section 9. Vacancies Any vacancy occurring on the board of directors may be filled by the affirmative vote of a majority of the remaining directors though less than a quorum of the board of directors. A director elected to fill a vacancy shall be elected for the unexpired term of his predecessor in office. Any directorship to be filled by reason of an increase in the number of directors may be filled by the board of directors at their annual or a regular meeting or at a special meeting called for that purpose, for a term of office continuing only until the next election of directors. Section 10. Compensation Directors shall receive no compensation for their services as such, but may, by resolution of the board of directors, be allowed reimbursement for their expenses, if any, for attendance at each meeting of the board of directors. Section 11. Presumption of Assent A director of the corporation who is present at a meeting of the board of directors at which action on any corporate matter is taken shall be presumed to have assented to the action taken unless his dissent shall be entered in the minutes of the meeting or unless he shall file his written dissent to such action with the person acting as the secretary of the meeting before the adjournment thereof or shall forward such dissent by registered mail to the secretary of the corporation immediately after the adjournment of the meeting. Such right to dissent shall not apply to a director who voted in favor of such action. Section 12. Meeting by Electronic Communication One or more directors may participate in a meeting of the directors by means of conference telephone or similar electronic communications equipment by means of which all persons participating in the meeting can hear each other. Whenever a vote of the directors is required or permitted in connection with any corporate action, this vote may be taken orally during this conference. The agreement thus reached shall have like effect and validity as though the action were duly taken by the action of the directors at a meeting of directors if the agreement is reduced to writing and approved by the directors at the next regular meeting of the directors after the conference. Section 13. Informal Action Whenever the vote of directors at a meeting thereof is required or permitted to be taken in connection with any corporate action, the meeting and vote of the directors may be dispensed with if all the directors agree in writing to the corporate action being taken. The agreement shall have like effect and validity as though the actions were duly taken by the unanimous action of all directors at a meeting of the directors duly called and legally held. 17
Article VI. Committees of the Board of Directors The board of directors, at its discretion, may constitute and appoint committees of two or more of its directors to assist in the supervision, management and control of the affairs of the corporation, with responsibilities and powers appropriate to the nature of the committees and as provided by the board of directors in the resolution of appointment or in subsequent resolutions and directives. All committee members must be directors of the corporation. Each committee so constituted and appointed by the board shall serve at the pleasure of the board of directors. In addition to such obligations and functions as may be expressly provided for by the board of directors, each committee so constituted and appointed by the board shall from time-to-time report to and advise the board on corporate affairs within its particular area of responsibility and interest. The president of the corporation shall serve as an ex officio member of all committees. No committee, other than the executive committee, of the board of directors shall have decision-making power or the authority to bind or obligate the corporation in any way. All such committees shall make recommendations to the executive committee and the board of directors with regard to matters of its responsibility and interests. No committee of the board of directors shall have the authority to (i) amend, alter or repeal the bylaws; (ii) elect, appoint or remove a committee member, director or officer; (iii) amend or restate the articles of incorporation or adopt a plan of merger or consolidation; (iv) authorize the sale, lease, exchange or mortgage of all or substantially all of the property or assets of the corporation; (v) authorize the voluntary dissolution of the corporation or to revoke proceedings therefor; (vi) adopt a plan to distribute corporate assets; or (vii) amend, repeal or alter any resolution of the board of directors which by its terms shall not be amended, repealed or altered by a committee. The provisions of Article V, Sections 5, 6, 7, 11, 12 and 13 herein, which govern meetings, action without meetings, notice and waiver of notice, and quorum and voting requirements of the board of directors, apply to committees and committee members as well. Each committee shall hold meetings upon at least two (2) days’ notice to each committee member and a majority of the committee members shall constitute a quorum. The executive committee shall, and all other committees may, keep written minutes of their meetings and shall provide the same at each meeting of the board of directors. Section 1. Executive Committee The executive committee shall consist of (i) all directors who also serve as officers of the corporation, and (ii) such other directors as the board of directors may appoint from time to time. The Executive Committee shall have and may exercise, during intervals between meetings of the board of directors, all powers vested in the board of directors which may under law be delegated to a committee. Section 2. Dues and Membership Committee The Dues and Membership Committee shall focus and make recommendations on the dues payable by members of the corporation. This committee shall also review the categories of members and shall recruit and make recommendations regarding the admission of new members. The Vice Chairman shall be an ex officio member of this committee. 18
Section 3. Trade Show Committee The Trade Show Committee shall oversee trade shows sponsored by the corporation. The Treasurer shall be an ex officio member of this committee. Section 4. Legislative Committee The Legislative Committee shall monitor legislation important to the members of the corporation and shall oversee all lobbying activities of the corporation. The Chairman shall appoint the chairperson of this committee. Section 5. Scholarship Committee The scholarship committee shall focus on and make recommendations regarding a scholarship program whereby the corporation may award scholarships to college and graduate students engaged in studies related to the industries. Section 6. Public Relations and Media Committee The public relations and media committee shall focus on and make recommendations regarding the promotion of the corporation through various forms of public and media relations. Section 7. Member Services Committee The member services committee shall focus on reviewing member services for purposes of trade shows, fundraisers, seminars and other events. Article VII. Officers Section 1. Number The officers of the corporation shall be the chairman, vice chairman, president, secretary, and treasurer, and each of whom shall be elected by the board of directors. Such other officers and assistant officers as may be deemed necessary may be elected or appointed by the board of directors. Any two or more offices may be held by the same person, except the offices of president and secretary. All officers shall also be directors of the corporation and shall serve on the executive committee. Section 2. Election and Term of Office The officers of the corporation shall be elected by the board of directors at the annual meeting of the board of directors. If the election of officers shall not be held at such annual meeting, such election be held as soon thereafter as is convenient. Each officer shall hold office for a two (2) year term or until his or her successor shall have been duly elected and shall have qualified or until his or her death or until he or she shall resign or shall have been removed. Section 3. Vacancies A vacancy in any office because of death, resignation, removal, disqualification or otherwise, may be filled by the board of directors for the unexpired portion of the term. Section 4. Chairman The chairman shall be the principal executive officer of the corporation and, subject to the control of the board of directors shall, in general, supervise and control all of the business and affairs of the corporation. He or she shall serve as chairman of the board of directors and, when present, preside at all meetings of the board of directors. He or she may sign, individually, or with the secretary or any other proper officer of the corporation thereunto authorized by the board of directors any deeds, mortgages, bonds, contracts or other instruments for the corporation, except in cases where the signing and execution thereof shall be expressly delegated by the board of directors or by these Bylaws to some other officer or agent of the corporation, or shall be required by law to be otherwise signed or executed; and, in general, shall perform 19
all duties incident to the office of chairman and such other duties as may be prescribed by the board of directors from time to time. Section 5. Vice Chairman The vice chairman shall, in the absence of the chairman or in the event of the chairman’s death, inability or refusal to act, perform the duties of the chairman, and when so acting, shall have all the powers of and be subject to all the restrictions upon the chairman. The vice chairman shall perform such other duties as from time to time may be assigned to him or her by the chairman or by the board of directors. Section 6. President The president shall, subject to the control of the chairman and the board of directors, manage the day- to-day business and affairs of the corporation and shall perform such other duties prescribed by the board of directors. The president shall assist the treasurer with receiving and giving receipts and monies due and payable to the corporation from any source whatsoever and depositing all such monies in the name of the corporation in such banks, trust companies or other depositories as shall be selected by the board of directors or authorized officers. The president shall serve as ex officio member of all committees of the board of directors. Section 7. The Secretary The secretary shall: (a) keep the minutes of the meetings of the board of directors and the executive committee in one or more books provided for that purpose; (b) see that all notices are duly given in accordance with the provisions of these Bylaws or as required by law; (c) be custodian of the corporate records and of the seal of the corporation and see that the seal of the corporation is affixed to all documents, the execution of which on behalf of the corporation under its seal is duly authorized; (d) keep a register of the address of each director which shall be furnished to the secretary by such director; (e) have general charge of the record books of the corporation; and (f) in general perform all duties incident to the office of secretary and such other duties as from time to time may be assigned to him or her by the chairman or by the board of directors. Section 8. The Treasurer The treasurer shall: (a) have charge and custody of and be responsible for all funds and securities of the corporation; (b) with the assistance of the president, receive and give receipts and monies due and payable to the corporation from any source whatsoever and deposit all such monies in the name of the corporation in such banks, trust companies or other depositories as shall be selected by the board of directors or authorized officers; and (c) in general perform all of the duties incident to the office of treasurer and such other duties as from time to time may be assigned to him or her by the chairman or by the board of directors. Section 9. Assistant Officers The board of directors shall have the power, in its discretion, to appoint any qualified person to act as assistant to any officer of the corporation. Such assistant shall perform such duties as the board of directors shall prescribe, including the performance of the duties of the principal officer when the incumbent is unable to act or it is impractical for him or her to act personally, subject to any restrictions on such authority as may be imposed by the board. The acts of such assistant officer, within the scope of his or her authority as delineated by the board, shall be the acts of the corporation to the same extent as if done by the principal officer. 20
Article VIII. Contracts, Loans, Checks and Deposits Section 1. Contracts The board of directors may authorize any officer or officers, agent or agents, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the corporation, and such authority may be general or confined to specific instances. Section 2. Loans No loans shall be contracted on behalf of the corporation and no evidences of indebtedness shall be issued in its name unless authorized by a resolution approved by a vote of two-thirds (2/3) of the board of directors. Such authority may be general or confined to specific instances. No loan shall be made by the corporation to any director or officer. Section 3. Checks and Drafts All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the corporation shall be signed by such officer or officers, agent or agents of the corporation and in such manner as shall from time to time be determined by resolution of the board of directors. Section 4. Investments The corporation may, at the discretion of the board of directors or an authorized officer, maintain working capital management accounts, business investment accounts and similar accounts; provided, however, that no such accounts may be marginable accounts. Section 5. Deposits All funds of the corporation not otherwise employed shall be deposited from time to time to the credit of the corporation in such banks, trust companies or other depositories as the board of directors may select. Section 6. Contributions The board of directors may accept on behalf of the corporation any contribution, gift, bequest or devise for the general purposes or for any special purpose of the corporation. Article IX. Indemnity The corporation shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative other than an action by or in the right of the corporation.by reason of the fact that he is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses including attorneys' fees), judgments, fines, taxes and penalties and interest thereon, and amounts paid in settlement actually and reasonably incurred by him in connection with such action or proceeding if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful. The termination of any action or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that the person did not act in good faith and in a manner which he reasonably believed to be in or not opposed to the best interest of the corporation, and, with respect to any criminal action or proceeding, that such person did have reasonable cause to believe that his conduct was unlawful. 21
To the extent that a director, officer, employee or agent of the corporation has been successful on the merits or otherwise in defense of any action or proceeding referred to above, or in defense of any claim, issue or matter therein, he shall be indemnified against expenses including attorneys' fees actually and reasonably incurred by him in connection therewith. Any indemnification under the above provisions unless ordered by a court shall be made by the corporation only as authorized in the specific case upon a determination that indemnification of the director, officer, employee or agent is proper in the circumstances because he has met the applicable standard of conduct set forth in subsection above. Such determination shall be made 1) by the board of directors by a majority vote of a quorum consisting of directors who were not parties to such action or proceeding, or 2) if such a quorum is not obtainable, or even if obtainable, a quorum of disinterested directors directed by independent legal counsel in a written opinion, or 3) by the members. Expenses including attorneys' fees incurred in defending a civil or criminal action or proceeding shall be paid by the corporation in advance of the final disposition of such action or proceeding as authorized in the manner provided above upon receipt of an undertaking by or on behalf of the director, officer, employee or agent to repay such amount unless it shall ultimately be determined that he is entitled to be indemnified by the corporation as authorized in this section. Article X. Seal The board of directors shall provide a corporate seal which shall be circular in form and shall have inscribed thereon the name of the corporation, the state and year of incorporation, and the words "Corporate Seal", but the board may adopt a different seal from time to time. Article XI. Waiver of Notice Whenever any notice is required to be given to any member or director of the corporation under member or the provisions of these Bylaws or under the provisions of the articles of incorporation or under the provisions of law, a waiver thereof in writing, signed by the member or director entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice. Article XII. Amendments These Bylaws may be altered, amended or repealed and new Bylaws may be adopted by the board of directors at any regular or special meeting of the board of directors, subject to repeal or change by action of the members. 22
PROVIDING LIFE’S ESSENTIALS TO WEST VIRGINIA FUEL, FOOD & CONVENIENCE ________________________________________ Mission Statement OMEGA is a West Virginia-based business organization that advocates the interest of our members in fuels, food and convenience industries and provides essential services vital to our customers, employees, and communities. 23
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Active Members Categories of members are noted to the right of their names as follows: CS: Convenience Store G: Grocer OM: Oil Marketer 21 Country Market CS Andlar Enterprises, Inc. CS PO Box 40 PO Box 887 Millwood, WV 25262 Vinton, VA 24179 Phone: 304.532.9697 Phone: 540.981.9701 Website: www.21country.com Email: andlar@andlarenterprises.com Email: jmccoy@cascable.net Contact: Mike Andrews Contact: Jeff McCoy Ryan Andrews Ahold USA/Retail Business Services G 8031 Professional Place Bandy's Inc. OM, CS Landover, MD 20785 31618 Midland Trail Phone: 304.341.4857 Lookout, WV 25868 Website: www.ahold.com Phone: 304.574.2509 Email: thomas.cormier@retailbusinessservices.com Website: www.bandys.com Contact: Thomas Cormier Email: gshute@bandysinc.com Director of Government Affairs Contact: Greg Shute Bigley Market Ltd. dba Bigley Piggly Wiggly CS, G 10 Spring Street, West Charleston, WV 25302 Phone: 304.342.0280 Website: www.lovingthepig.com Giant/Martin's Email: jjosephpw@yahoo.com 1385 Hancock Street Contact: Jeffrey D. Joseph Quincy, MA 02169 President Phone: 617.770.6035 Website: www.giantfoodstores.com Sheila Burgess Email: echacemarino@ahold.com Secretary/Executive Assistant Contact: Liz Chace-Marino Sr. Manager Government Affairs 25
Bruceton Petroleum OM, CS City Ice & Fuel Company OM, CS 116 Shannon Drive PO Box 27 Morgantown, WV 26508 Point Pleasant, WV 25550 Phone: 304.291.6980 Phone: 304.675.1700 Website: www.bfscompanies.com Contact: Art Hartley, Jr. Contact: Marshall Bishop CEO President/CEO ahartley_@hotmail.com mbishop@bfscompanies.com Greg Hartley Garet Bishop President Business Analyst clacityice@yahoo.com gbishop@bfscompanies.com Trace Hartley Hayley Graham Operations Director Director of Marketing trace@cityiceandfuel.com hgraham@bfscompanies.com Keith Pridemore Howard Goodstein kapcityice@yahoo.com Legal/Human Resources hgoodstein@bfscompanies.com Countrywide Petroleum (Superior Petroleum) OM Ryan Dias 8199 McKnight Road Director of Merchandising Pittsburgh, PA 15237 rdias@bfscompanies.com Phone: 412.364.2200 Website: www.superiorpetroleumcompany.com Email: milocritton@hotmail.com CGP Foods Inc. G Contact: Milo C. Ritton PO Box 845 President Belington, WV 26250 Phone: 304.614.3243 Contact: Craig Phillips Culloden Foodfair G 2198 Route 60 Culloden, WV 25510 Phone: 304.562.5131 Website: www.foodfairmarkets.com Email: culloden@foodfairmarkets.com Contact: Mike Ray Cunningham Motors, Inc. CS 10560 Ivydale Road Ivydale, WV 25113 Phone: 304.286.3802 Website: www.cmiwv.com Email: cmiwv@hotmail.com Contact: Bruce Cunningham 26
Daddy Lou's Pub & Pantry G Dawson-Thompson Oil, Cont’d. 104 Knobley Road Kesyer, WV 26726 Denny Thompson Phone: 304.790.8027 Vice President Email: daddylou@atlanticbb.net dtoil@comcast.net Contact: James Nagy Manager Clara Alice Wilson HR/Insurance cathompsonwilson@gmail.com Eugene Webb Sales/Distribution Davenport Energy, Inc. OM DeFazio Oil Company OM, CS PO Box 879 PO Box 9143 Chatham, VA 24531 Monongah, WV 26555 Phone: 434.432.0251 Phone: 304.612.5014 Website: www.davenportenergy.com Website: www.joedefaziooilco.com Contact: Tim Davis Contact: Joe DeFazio Marketing Director President tdavis@davenportenergy.com jdefazio@joedefaziooil.com Bill Hampton Joe C. DeFazio bhampton@davenportenergy.com Vice President jcdefazio@joedefaziooil.com Lewis Wall lwall@davenportenergy.com Nick DeFazio Secretary/Treasurer 360 Seneca Trail ndefazio@joedefaziooil.com Ronceverte, WV 24970 Phone: 304.647.5160 Email: jharlow@davenportenergy.com Emmart Oil Company OM, CS Contact: Jack Harlow PO Box 2247 Winchester, VA 22604 Phone: 540.662.3835 Dawson-Thompson Oil OM Website: www.emmartoil.com PO Box 5583 Contact: Jim Emmart Huntington, WV 25703 Vice President Phone: 304.429.3907 jemmart@emmartoil.com Faz: 304.429.3862 Contact: Mike Dawson Hal Duff President General Manager halduff@emmartoil.com 27
Englefield Oil Company OM, CS Franklin Oil Company OM 447 James Parkway PO Box 517 Heath, OH 43056 Franklin, WV 26807 Phone: 740.928.8215 Phone: 304.358.2354 Website: englefieldoil.com /duchesshoppe.com Email: info.franklinoil@gmail.com Email: ben@englefieldoil.com Contact: Doug Hartman Contact: Ben Englefield Co-Manager President Kimberly Hammer Co-Manager EZ Stop Stores CS 202 Third Street Mullens, WV 25882 Godfather Spirits CS Phone: 304.294.9010 PO Box 1042 Email: rwalkerezstop@yahoo.com Beckley, WV 25802 Contact: Richard Walker Phone: 304.253.4700 Director of Operations Email: deramella@mscwv.com Contact: Dennis R. Ramella FM Fuel & Resources OM 133 Caddo Drive Go-Mart, Inc. OM, CS, G Abilene, TX 79602 915 Riverside Drive Phone: 325.676.3835 Gassaway, WV 26624 Website: www.fmfr.com Phone: 304.364.8000 Email: michael.davis@fmfr.com Website: www.gomart.com Contact: Michael Davis Contact: Phil Shuman President pshuman@gomart.com Forth's Foods G 3090 Woodville Drive Terry Smith Huntington, WV 25701 Assistant GM Phone: 304.525.2393 tsmith@gomart.com Website: www.foodfairmarkets.com Contact: Tim Forth Ian Stewart tim@foodfairmarkets.com Marketing Director istewart@gomart.com Ken Bourgeois ken@foodfairmarkets.com Sam Heater Heater, Treasurer sheater@gomart.com Ford Dever Comptroller fdever@gomart.com 28
Go-Mart, Inc. Con’d. Jamieson Family Markets G 150 Walnut Hill Road Mike Conant Uniontown, PA 15401 Environmental Director Phone: 724.437.2768 mconant@gomart.com Website: www.jamiesonfamilymarkets.com Email: thomasjamieson911@yahoo.com Contact: Tom Jamieson Harris Oil Company OM, CS PO Box 685 Spencer, WV 25276 John W. Clark Oil Company Inc. OM, CS Phone: 304.927.2470 PO Box 1396 Website: www.harrisoil.com Ashland, KY 41105 Email: wharris@harrisoil.com Phone: 606.325.8536 Contact: Wayne Harris Contact: Brent Clark Vice President brent.clark@clarkspns.com Hawse Shop'n Save G PO Box 620 Charles Clark Moorefield, WV 26836 General Manager Phone: 304.538.6105 charlie.clark@clarkspns.com Website: www.hawseshopnsave.com www.shopnsavefood.com J. F. Clark Contact: Tom Hawse rick.clark@clarkspns.com Horne Bantam Market G Lavalette Foodfair G 19839 Coal Heritage Road 4541 Fifth Street Road Welch, WV 24801 Huntington, WV 25701 Phone: 304.436.4284 Phone: 304.522.7705 Email: hoppyh@citlink.net Website: www.foodfairmarkets.com Contact: William H. Horne Email: lavalette@foodfairmarkets.com President Contact: Deron Reynolds Manager James IGA Country Store CS, G Rt. 1 Leon General G Washington, WV 26181 27523 Charleston Road Phone: 304.863.6300 Leon, WV 25123 Website: www.jamescountrystore.com Phone: 304.389.0216 Email: jamesiga@suddenlinkmail.com Website: www.leongeneral.com Contact: James Kincaid Email: leongeneral@yahoo.com Contact: Stephen Reedy Owner 29
Leslie's Y-Mart Inc. CS MJPS LLC dba SDTV Save a Lot G PO Box 68 205 Lakeview Drive Cowen, WV 26206 Hurricane, WV 25526 Phone: 304.226.5330 Phone: 304.757.3030 Email: crislip.ellie@lec1.com Website: www.savealot.com Contact: Ellie Crislip Contact: Scott Egnor Manager Owner Little General Store, Inc. OM, CS O'Dell's Exxon CS PO Box 968 3442 Amma Road Beckley, WV 25802 Amma, WV 25005 Phone: 304.253.9592 Phone: 304.565.7675 Website: www.lgstores.com Website: www.exxon.com Contact: Cory Beasley Email: jfodell@frontiernet.net CEO Contact: John O'Dell cbeasley@lgstores.com Greg Darby Ohio Valley Supermarkets G President PO Box 772 gdarby@lgstores.com Gallipolis, OH 45631 Phone: 740.446.9312 Dustin Darby Email: ovsbrenteastman@msn.com Director of Retail Contact: Brent Eastman ddarby@lgstores.com Chris Rose Old Fields Country Store, LLC CS Director of IT 5196 US 220 / PO Box 963 crose@lgstores.com Old Fields, WV 26845 Phone: 304.538.7848 Don Bolen Website: www.wvafun.com Corporate Buyer Email: sbranchn@hardynet.com dbolen@lgstores.com Contact: Sam & Kelly Williams Frank Pack Human Resources Oliver Fuels & Oils, Inc. OM fpack@lgstores.com 6819 MacCorkle Avenue St. Albans, WV 25177 Saraha Weitzman Phone: 304.727.5549 Director of Food Service Website: www.oliverfuels.com sweitzman@lgstores.com Email: oliverfuels@aol.com Contact: Jill Oliver-Thornton Vickie Utt President Executive Administrative Assistant/Technology/Office Manager vutt@lgstores.com 30
One Stop/Turnoutz CS 645 Hamilton Street, Suite 500 Allentown, PA 18101 Phone: 540.461.2000 Contact: Darnell Eppley Area Manager deppley@stopinfoodstores.com George Wilkins george.wilkins@cstbrands.com Petersburg Oil Company OM Sindy Smallwood 112 South Grove Street csmallwood@caplp.com Petersburg, WV 26847 Phone: 304.257.4440 Contact: Benjamin V. Halterman Par Mar Oil Company OM, CS President 114-A Westview Avenue bhalterman@petersburgoil.com Marietta, OH 45750 Phone: 740.373.7406 Courtney Sherman Website: www.parmarstores.com csherman@petersburgoil.com Contact: Brian Waugh President Tommy Coleman bwaugh@parmarstores.com tcoleman@petersburgoil.com Mel Tobiczyk Vice President of Poca Foodfair G Marketing/Merchandising Rt. 62 Main Street Box 820 mtobiczyk@parmarstores.com Poca, WV 25159 Phone: 304.755.8256 Dave Allen Website: www.foodfairmarkets.com Director of Community Relations Email: poca@foodfairmarkets.com dallen@parmarstores.com Contact: Dan Parsons Nichole Evans Vice President of Accounting & Finance R. M. Roach & Sons OM, CS nevans@parmarstores.com PO Box 2899 Martinsburg, WV 25402 Jeralynne Offenberger Phone: 304.263.3329 Director of Regulatory & Website: www.roachenergy.com Branded Compliance Contact: Steve M. Roach joffenberger@parmarstores.com President smroach@rmroach.com 31
R. M. Roach & Sons Cont’d. R. T. Rogers Oil Co. Inc. Cont’d. Jason Roach Greg Bragg Secretary Safety Director jroach@rmroach.com gbragg@rtrogers.com Nathan Cosner Jason Pack Director of Operations Service Manager ncosner@rmroach.com jpack@rtrogers.com Kevin Knowles Jacob Trout Security & Safety Director Assistant Operations Manager kknowles@rmroach.com jtrout@rtrogers.com Bradley Newsome Chief Financial Officer Sheetz, Inc. CS bnewsome@rmroach.com 5700 Sixth Avenue Altoona, PA 16602 Bethany Perez Phone: 814.626.8276 Creative Director of Branding & Website: www.sheetz.com Marketing Contact: Gary L. Zimmerman bperez@rmroach.com VP/General Counsel gzimmerm@sheetz.com R. T. Rogers Oil Co. Inc. OM, CS Jennifer Blough 153 Grace Street Advertising/Invoicing Hinton, WV 25951 jblough@sheetz.com Phone: 304.466.1733 Website: www.rtrogers.com Jamie Lynch Contact: Greg Rogers jlynch@sheetz.com President grogers@rtrogers.com Sissonville Piggly Wiggly G Jay Meadows PO Box 13307 Business Development Manager Sissonville, WV 25360 jmeadows@rtrogers.com Phone: 304.984.1712 Website: www.lovingthepig.com Mike Ballard Email: hhamady@prodigy.net Operations Manager Contact: Hudson Hamady mballard@rtrogers.com President Richard Lilly Controller rklilly@rtrogers.com 32
Smith Oil Company, Inc. CS Stateline Café & More, Inc. G PO Box 903 2084 National Road New Cumberland, WV 26047 Wheeling, WV 26003 Website: www.smithoilinc.com Phone: 304.243.9071 Contact: Rose Minch Email: gary@glessnerepa.com rminch@smithoilsavings.com Contact: Gary W. Glessner President Contact: Michelle Fluharty Treasurer/Secretary smithoil@smithoilsavings.com Stuck Enterprises, Inc. OM 1115 East High Street Waynesburg, PA 15370 Smith's Foodfair G Phone: 724.627.3757 4510 Pennsylvania Avenue Website: www.stuckenterprisesinc.com Charleston, WV 25302 Email: rvance@jacobspetro.com Phone: 304.965.3481 Ext. 15 Contact: Ryan Vance Contact: Mary Smith Joseph COO General Manager marysj@suddenlinkmail.com Tower Foodfair G James C. Smith 6350 Route 60 East 304.415.3339 Barboursville, WV 25504 Phone: 304.736.4611 Website: www.foodfairmarkets.com Spencer Handi Mart LLC CS Email: tower@foodfairmarkets.com 810 Capital Street Contact: Martin Hicks Spencer, WV 25276 Phone: 304.519.5907 Email: spencerhandimart@suddenlinkmail.com Valley Fuels OM, CS Contact: Melissa Harper PO Box 550 Store Manager Masontown, WV 26542 Phone: 304.864.5800 Email: valleyfuels26542@atlanticbb.net St. Mary's Galaxy G Contact: Joe Malcolm Middlebourne Galaxy Food Centers PO Box 268 St. Marys, WV 26170 Wheeler & Clevenger Oil OM Phone: 304.684.3878 PO Box 27 Website: www.middlebournegalaxy.com Louisa, KY 41230 www.stmarysgalaxy.com Phone: 606.638.4423 Email: casonedwards@yahoo.com Email: mwclevenger@bellsouth.net Contact: Cason Edwards Contact: Mark Clevenger President 33
Williams Fuel Stop/Burlile Petroleum CS Woodford Oil Company Cont’d. Sparkle Supply LLC 683 State Route 7 North Bruce Remines Gallipolis, OH 45631 Commercial Sales Rep. Phone: 740.446.9459 bremines@woodfardoil.com Email: williamsfuelstop@yahoo.com Contact: Kenny Williams Todd Bowers Commercial Sales Representative tbowers@woodfordoil.com Woodford Oil Company OM PO Box 567 Elkins, WV 26241 Phone: 304.636.2688 Website: www.woodfordoil.com Contact: Curt Woodford President cwoodford@woodfordoil.com Todd Woodford COO twoodford@woodfordoil.com Scott Kiser Executive Vice President skiser@woodfordoil.com Jay Gainer Commercial Sales Representative jgainer@woodfordoil.com Darroll Talbott Vice President Sales & Marketing dtalbott@woodfordoil.com Brannen Samuel Commercial Sales Representative bsamuel@woodfordoil.com Roger Corder CFO rcorder@woodfordoil.com Michael Wagner Commercial Sales Representative mwagner@woodfordoil.com 34
Refiner Members BP North America Ergon – West Virginia, Inc. Products, Inc. www.ergon.com www.bp.com 1954 Farnborough Drive PO Box 1639 Midlothian, VA 23112 Jackson, MS 39215 Phone: 804.314.3099 Contact: Kirk Latson Email: nichole.freeburn@bp.com Senior VP, Fuels Marketing Contact: Nichole Freeburn kirk.latson@ergon.com Business Development Manager - Mid 601.933.3319 Atlantic Greg Binkley West Virginia Fuels Marketing Manager greg.binkley@ergon.com 601.933.3335 PO Box 356 Newell, WV 26050 Email: doug.burdick@ergon.com Contact: Doug Burdick Refinery Manager 35
ExxonMobil Marathon Petroleum Company LP www.exxonmobil.com www.marathonpetroleum.com 2716 Country Lane Millcreek, PA 16506 Phone: 973.699.1188 Email: lucille.m.burke@exxonmobil.com Brand Marketing Division Contact: Lucille Burke Branded Wholesale Territory Manager 4125 Fisher Road Columbus, OH 43228 Phone: 614.274.1125 ext. 1222 693 Fletcher Road Email: rsflesch@marathonpetroleum.com North Kingstown, RI 02852 Contact: Randal S. Flesch Phone: 617.694.6841 Manager, Brand Eastern District Email: phil.j.hayes@exxonmobil.com Contact: Phil Hayes Branded Wholesale Area Manager 3920 Kramers Lane Louisville, KY 40216 Phone: 419.306.0411 Email: bareinig@marathonpetroleum.com ExxonMobil Business Support Contact: Brad A. Reinig Carlos María Della Paolera 265 Sales Manager/Mid-South Region C1001ADA, CABA, Argentina Phone: +54 11 3985.2365 Email: rodrigo.yusso@exxonmobil.com 9403 kenwood Rd. Suite C-209 Contact: Rodrigo Yusso Cincinnati, OH 45242 Retail Sales Analyst Email: clsiville@marathonpetroleum.com Contact: Christina Siville Clean Products Team - Heartland Region Manager 36
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