This excerpt taken from the VLG DEF 14A filed Oct 2, 2006.
Nominees and Continuing Directors
The Board of Directors is divided into three classes, with the terms of office of each class ending in successive years. At the Annual Meeting, three directors of the Company are to be elected for a term expiring at the Annual Meeting in 2009, or until their successors have been elected and qualified. Certain information with respect to the nominees proposed by the Company and the other directors whose terms of office as directors will continue after the Annual Meeting is set forth below. Should the nominees be unable or unwilling to serve (which is not expected), the proxies (except proxies marked to the contrary) will be voted for such other persons as the Board of Directors of the Company may recommend. Messrs. Exley, Maier, Riebenack and Hespe are independent as defined by applicable U.S. Securities and Exchange Commission (SEC) and American Stock Exchange (AMEX) regulations.
Name, Age, Principal Occupation or Position, Other Directorships
TO BE ELECTED FOR TERM ENDING IN 2009:
Ben Exley, IV, 59
Mr. Exley was elected a director of the Company in January 1997. He served as a Marketing Specialist for the Ohio Valley Industrial and Business Development Corporation from April 1998 to May 2000 and served as its Interim Executive Director during 1999. Mr. Exley served as the President of Ohio Valley Clarksburg, Inc., from 1987 through 1997 and Bailey Drug Company from 1993 through 1997, both of which were pharmaceutical distributors and wholly-owned subsidiaries of Cardinal Health Inc. Mr. Exley has also served on the board of directors of several companies, including BankOne West Virginia N.A. from 1994 through 2000, BankOne Wheeling-Steubenville N.A. from 1991 through 2000 and Stone & Thomas, a chain of clothing department stores, from 1991 through 1997. Mr. Exley received a Bachelor of Science degree in Business Administration from West Virginia Wesleyan College. He also holds a Masters in Business Administration degree from Northern Illinois University.
William A. Indelicato, 67
Mr. Indelicato was elected a director of the Company in January 1997, was appointed as the Companys Vice Chairman in February 2002, served as the Companys Acting Chief Executive Officer from February 2002 to October 2002 and was appointed as the Companys Chief Executive Officer in June 2003. Mr. Indelicato has been President of ADE Vantage, Inc., a business consulting firm which provides certain services to the Company, since July 1992. From 1988 to 1991, Mr. Indelicato served as General Business Director of Union Carbide Industrial Gases Inc. Mr. Indelicato has also been an associate professor of strategic management at Pace University in New York. Mr. Indelicato received his Bachelor of Science degree in Electrical Engineering from the University of Notre Dame and his Masters in Business Administration degree from Pace University.
August E. Maier, 77
Mr. Maier was elected a director of the Company in January 1997 and served as the Companys Acting President from February 2002 to October 2002. In September 1997, Mr. Maier became an employee of the Company and served as Corporate Director of Field Operations until his retirement in July 1999. He served as Chief Executive Officer of Houston Fearless 76, a manufacturer of digital imaging and film processing equipment, from May 1995 to August 1997. From October 1987 to May 1995, Mr. Maier was Chief Executive Officer of Holox, Inc., a large distributor of industrial gases and welding equipment. He currently serves on the board of directors for Allied Insurance Corporation. Mr. Maier received his Bachelor of Science degree in Mechanical Engineering from the Indiana Institute of Technology and his Masters in Business Administration degree from the Harvard Business School.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE
IN FAVOR OF THE NAMED NOMINEES
Name, Age, Principal Occupation or Position, Other Directorships
TO CONTINUE IN OFFICE UNTIL 2007:
F. Walter Riebenack, 67
Mr. Riebenack was elected a Director of the Company in January 1999. He is presently the Managing Member of U.S. Capital Advisors, L.L.C., a management consulting firm. He also presently serves as a Director, President and Chief Executive Officer of UCSB Financial Corporation, a one-bank holding company, and as a Vice President of its subsidiary bank. From 1990 until December 2002, Mr. Riebenack served as the Chief Financial Officer, General Counsel and as a member of the Board of Site-Blauvelt Engineers, Inc., a multi-disciplinary consulting engineering firm offering transportation design, geotechnical engineering, subsurface exploration, construction inspection and materials testing services to a wide range of clients in both the public and private sectors of the marketplace, with offices in New Jersey, Pennsylvania, New York, Delaware, Virginia, Ohio, Maryland, South Carolina and West Virginia. Mr. Riebenack also serves on the Board of Members of Harbor Investments, L.L.C. and Harbor Investments II, L.L.C., two private equity funds. Mr. Riebenack received his law degree along with his Bachelor of Business Administration degree in Finance and Accounting from the University of Notre Dame. Mr. Riebenack has served as an instructor of Business Law at Indiana University in Fort Wayne, Indiana and has also served as an instructor of Business Law, Principles of Insurance and Seminars in Business at the University of Saint Francis in Fort Wayne, Indiana.
TO CONTINUE IN OFFICE UNTIL 2008:
Robert P. Hespe, 57
Mr. Hespe was elected a director of the Company in August 2005. Mr. Hespe, who retired in 1998, served as Assistant Corporate Controller for Union Carbide Corporation, an industrial chemical company, from 1992 to 1998 and was Division Controller for Union Carbides Specialty Chemicals business from 1990 to 1992. Mr. Hespe also served as Controller for the Packaged Gases Division of Union Carbide from 1977 to 1990, which became part of the Union Carbide spin-off of Praxair in 1992. Mr. Hespe holds a Bachelor of Science degree in Accounting from Rider University.
Gary E. West, 69
Mr. West has served as Chairman of our Board of Directors since 1984. From 1970, when he purchased the Company, to March 1995, Mr. West served as President of the Company. Mr. West has also served as President of West Rentals, Inc., GEW Real Estate and Equip Lease Corp. and Vice President of Acetylene Products Corp. since 1992, 1988 and 1985, respectively. From June 1993 to 2002, he served as a director of WesBanco a bank holding company, and from June 1990 to 2005, he served as a director of H.E. Neumann Co., a plumbing, heating and mechanical contracting company. Mr. West received his Bachelor of Science degree in Business Administration from West Liberty State College.
James P. Hart, 52
Mr. Hart was elected a director of the Company in January 1997. Mr. Hart was appointed as President of the Company in June 2003 and as acting Chief Financial Officer in June 2004. He served as Vice President and Chief Financial Officer of Industrial Scientific Corporation (ISC), a manufacturer of portable instruments used for detecting and monitoring a variety of gases, from August 1994 through September 2002. From March 1984 to August 1994, Mr. Hart was Treasurer and Controller of ISC. Mr. Hart holds a Bachelor of Science degree in Accounting from the University of Scranton.