The special rights other than shares in cross-border mergers of limited liability companies within the European Union. A perspective from the Spanish Law

The present research aims to study the special rights other than shares in Spanish Law and the protection of their holders in cross-border mergers of limited liability companies within the European Union frame. Special rights other than shares are recognised as an independent legal category within legal systems of some EU Member States, such as Germany or Spain, through the implementation of the Third Directive 78/855/CEE concerning mergers of public limited liability companies. The above-cited Directive contains a special regime of protection for the holders of securities, other than shares, to which special rights are attached, consisting of being given rights in the acquiring company, at least equivalent to those they possessed in the company being acquired. This safeguard is to highlight the intimate connection between this type of rights and the company whose extinction determines the existence of those. Pursuant to the Directive 2005/56/CE on cross-border mergers of limited liability companies, each company taking part in these operations shall comply with the safeguards of members and third parties provided in their respective national law to which is subject. In this regard, the protection for holders of special rights other than shares shall be ruled by the domestic M&A regime. As far as Spanish Law are concerned, holders of these special rights are recognized a right of merger information, in the same terms as shareholders, as well as equal rights in the company resulting from the cross-border merger. However, these measures are not enough guarantee for a suitable protection, thus considering those holders of special rights as special creditors, sometimes it will be necessary to go to the general protection regime for creditors. In Spanish Law, it would involve the recognition of right to the merger opposition, whose exercise would prevent the operation was completed until ensuring equal rights.

Durability of crystalline monumental stones in terms of their petrophysical characteristics

The durability of stone building materials is an issue of utmost importance in the field of monument conservation. In order to be able to preserve our built cultural heritage, the thorough knowledge of its constituent materials and the understanding of the processes that affect them are indispensable. The main objective of this research was to evaluate the durability of a special stone type, the crystalline stones, in correlation with their intrinsic characteristics, the petrophysical properties. The crystalline stones are differentiated from the cemented stones on the basis of textural features. Their most important specific property is the usually low, fissure-like porosity. Stone types of significant monumental importance, like the marble or granite belong to this group. The selected materials for this investigation, indeed, are a marble (Macael marble, Spain) and a granite (Silvestre Vilachán granite, Spain). In addition, an andesite (Szob andesite, Hungary) also of significant monumental importance was selected. This way a wide range of crystalline rocks is covered in terms of petrogenesis: stones of metamorphic, magmatic and volcanic origin, which can be of importance in terms of mineralogical, petrological or physical characteristics. After the detailed characterization of the petrophysical properties of the selected stones, their durability was assessed by means of artificial ageing. The applied ageing tests were: the salt crystallization, the frost resistance in pure water and in the presence of soluble salts, the salt mist and the action of SO2 in the presence of humidity. The research aimed at the understanding of the mechanisms of each weathering process and at finding the petrophysical properties most decisive in the degradation of these materials. Among the several weathering mechanisms, the most important ones were found to be the physical stress due to crystallization pressure of both salt and ice, the thermal fatigue due to cyclic temperature changes and the chemical reactions (mostly the acidic attack) between the mineral phases and the external fluids. The properties that fundamentally control the degradation processes, and thus the durability of stones were found to be: the mineralogical and chemical composition; the hydraulic properties especially the water uptake, the permeability and the drying; the void space structure, especially the void size and aperture size distribution and the connectivity of the porous space; and the thermal and mechanical properties. Because of the complexity of the processes and the high number of determining properties, no mechanisms or characteristics could be identified as typical for crystalline stones. The durability or alterability of each stone type must be assessed according to its properties and not according to the textural or petrophysical classification they belong to. Finally, a critical review of standardized methods is presented, based on which an attempt was made for recommendations of the most adequate methodology for the characterization and durability assessment of crystalline stones.

Decomposition and reformulation of integer linear programming problems

This thesis deals with an investigation of Decomposition and Reformulation to solve Integer Linear Programming Problems. This method is often a very successful approach computationally, producing high-quality solutions for well-structured combinatorial optimization problems like vehicle routing, cutting stock, p-median and generalized assignment . However, until now the method has always been tailored to the specific problem under investigation. The principal innovation of this thesis is to develop a new framework able to apply this concept to a generic MIP problem. The new approach is thus capable of auto-decomposition and autoreformulation of the input problem applicable as a resolving black box algorithm and works as a complement and alternative to the normal resolving techniques. The idea of Decomposing and Reformulating (usually called in literature Dantzig and Wolfe Decomposition DWD) is, given a MIP, to convexify one (or more) subset(s) of constraints (slaves) and working on the partially convexified polyhedron(s) obtained. For a given MIP several decompositions can be defined depending from what sets of constraints we want to convexify. In this thesis we mainly reformulate MIPs using two sets of variables: the original variables and the extended variables (representing the exponential extreme points). The master constraints consist of the original constraints not included in any slaves plus the convexity constraint(s) and the linking constraints(ensuring that each original variable can be viewed as linear combination of extreme points of the slaves). The solution procedure consists of iteratively solving the reformulated MIP (master) and checking (pricing) if a variable of reduced costs exists, and in which case adding it to the master and solving it again (columns generation), or otherwise stopping the procedure. The advantage of using DWD is that the reformulated relaxation gives bounds stronger than the original LP relaxation, in addition it can be incorporated in a Branch and bound scheme (Branch and Price) in order to solve the problem to optimality. If the computational time for the pricing problem is reasonable this leads in practice to a stronger speed up in the solution time, specially when the convex hull of the slaves is easy to compute, usually because of its special structure.

Antimicrobial activity of peach and grapevine defensins

Antimicrobial peptides (AMPs) are an important component of the innate immune system of the plants. Plant defensins are a large family of antimicrobial peptides with several interesting features, such as small dimension, high stability and broad spectrum of action. The discovery of new molecules and the study of their mechanism of action allow to consider them attractive for biotechnological applications. In this PhD thesis a defensin from Prunus persica (PpDFN1) and four novel DEFensin Like (DEFL) peptides from Vitis vinifera have been studied. In order to characterize the antimicrobial activity of these molecules, the recombinant mature peptides have been expressed in Escherichia coli and purified to homogeneity by chromatography techniques. PpDFN1 is able to inhibit the growth of B. cinerea, P. expansum and M. laxa with different intensity. The recombinant peptide is capable of membrane permeabilization as demonstrated by SYTOX green fluorescence uptake in treated mycelia. Its interaction with membranes containing sphingolipid species has been shown by artificial lipid monolayers. Furthermore, PpDFN1 displays stronger interaction with monolayers composed by lipids extracted from sensitive fungi with the highest interaction against P. expansum, the most sensitive fungi to PpDFN1 action. DEFL 13, a defensin from grapevine, resulted the strongest antibotrytis peptides. It is electrostatically attracted to the fungal membranes as shown by the antagonist effect of the cations and is able to membrane permeabilization in B. cinerea hyphae. DEFL 13 is internalized in fungal cells and leads to fungal death by activation of some signaling pathways as demonstrated by screening of a mutant collection of B. cinerea