MIRA INFORM REPORT

 

 

Report Date :

30.01.2008

 

IDENTIFICATION DETAILS

 

Name :

VOTORANTRADE N.V.

 

 

Registered Office :

Kaya W.F.G. (Jombi) Mensing 14, Curacao Netherland antilles

 

 

Country :

Curacao

 

 

Date of Incorporation :

11.10.1991

 

 

Legal Form :

Limited Liability Company

 

 

Line of Business :

Finance & Investment Company

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

Maximum Credit Limit :

USD 300,000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

No Complaints

 

 

Litigation :

Clear

 

 


GEOPOLITICS

 

 

POLITICAL DATA

 

 

ECONOMIC DATA

FORM OF GOVERNMENT

 

 

ECONOMIC RISK

Overseas territory of The Netherlands - Parliamentary system


None

 

CURRENCY

 

 

 

BRANCH SITUATION

 

Netherlands Antilles Guilders (ANG)

100 ANG = 38.01 EUR

 

Stable

 

 

IDENTIFICATION

 

Company Name : Votorantrade N.V.

Address                        :  Kaya W.F.G. (Jombi) Mensing 14, Curacao Netherland antilles

Phone                           : (599-9) 432-7400

Facsimile                      : (599-9) 432-7590

ID                                 : 57977 (registration number in the chamber of commerce of Curacao)

State                            : CURACAO

Managers                      : Orangefield Trust (Antilles) N.V. (registered agent)         

Date founded                 : October 11, 1991

Legal form                     : Limited Liability Company

Stock                            : 3,000.000 shares

Value                            : 1.0 USD

Staff                              : Nil

Business                       : Investment Company

 

 

BANKS

 

The company deals with the ABN AMRO

 

 

BUSINESS

 

Note: The correct name of the company is Votorantrade N.V. in contrast to Votorantrad N.V. which was the name that you provided us with.

 

GENERAL INFORMATION ABOUT THE COUNTRY:

The Netherlands Antilles consists of five islands in the Caribbean. The Leeward Islands, Curacao and Bonaire are approximately 30 km north of Venezuela. The Windward Islands of St. Maarten, St. Eustatius and Saba are about 160 km east of Puerto Rico. Curacao is the main island in the Netherlands Antilles. The total land area is 960 sq. km. Aruba became independent from the Netherlands Antilles in 1987 but remains part of the Kingdom of the Netherlands. The population of the Netherlands Antilles is approximately 200,000, a large proportion of which resides on the Island of Curacao.

The Netherlands Antilles achieved autonomy in 1954, although it still forms part of the Kingdom of the Netherlands. Foreign affairs and defense remain the responsibility of The Netherlands. The Netherlands Antilles Government functions under a democratic system, which is derived from European parliamentary systems.

The Netherlands Antilles is regarded as one of the most stable democracies in the region.

 

The Netherlands Antilles enjoys a legal system based on that of The Netherlands: the Civil or Roman law system. Rights of Appeal exist from the Netherlands Antilles Court of Appeals to the Supreme Court of the Netherlands, in The Hague.

 

The Netherlands Antilles enjoys associate status of the European Union.

Curacao is one of the most developed islands in the region. The main sources of income are derived from the oil refinery, the Free Zone and the financial services industry, all on Curacao, as well as tourism in all five islands.

Since the 1940’s, the Government of the Netherlands Antilles has created a favorable climate for offshore companies through special tax provisions and tax treaties, particularly with the Netherlands. The offshore industry has been extremely important for the economy of the Netherlands Antilles as this industry not only provides the Government with direct and indirect revenue, but also creates considerable employment opportunities.

Currently, the Netherlands Antilles is popular for the incorporation of the following Netherlands Antilles Companies: finance companies; mutual funds; ultimate holding and finance companies of multi-national operating corporations; shipping companies; trading companies; investment companies; Free Zone companies; royalty holding companies; offshore banks; insurance companies; foundations and limited partnerships.

Netherlands Antilles Companies are known for being domiciled in a modern and stable jurisdiction.

The official and spoken language is Dutch. However, English and Spanish are spoken widely and a local dialect, called "Papiamento", is spoken.

The Netherlands Antilles Florin or Guilder. The US Dollar is in wide circulation and has a fixed rate of exchange to the Netherlands Antilles Florin of 0.56.

No Exchange controls. Law based on Dutch Civil Law, with English Common Law influence.

 

GENERAL FEATURES & REGULATORY FRAMEWORK:

 

-        PRINCIPAL CORPORATE LEGISLATION: Commercial Code of the Netherlands Antilles, Articles 33 - 155.

-        Offshore Companies incorporated under the commercial code of the Netherlands Antilles that have received foreign exchange control permission.

-        PROCEDURE TO INCORPORATE: Execution of Deed of Incorporation before Notary Public. Declaration of no objection to the draft articles of incorporation needs to be obtained from Ministry of Justice before incorporation. Once incorporated, an Offshore Company needs to obtain a Business Licence.

-        RESTRICTIONS ON TRADING: Unless a special permit has been granted an offshore company cannot undertake banking or insurance activities. It also cannot undertake investment business other than investment of a company's own assets. It can neither solicit funds from the public nor offer its shares to the public. It cannot trade within the Netherlands Antilles.

-        POWERS OF COMPANY: A Netherlands Antilles company has all the powers of a natural person.

-        LANGUAGE OF LEGISLATION AND CORPORATE DOCUMENTS: English.

-        REGISTERED OFFICE REQUIRED: Yes. Must be maintained in the Netherlands Antilles at the address of a licensed trust and management company, a law firm or accountancy firm.

-        REGISTERED AGENT REQUIRED: Yes.

-        NAME APPROVAL REQUIRED: Yes. By formal request to the Chamber of Commerce.

-        SHELF COMPANIES AVAILABLE: Yes.

-        TIME TO INCORPORATE: Ten days.

-        NAME RESTRICTIONS: A name that is similar to or identical to an existing company. A well known name that is known to exist elsewhere. A name that implies illegal activities. A name which in the opinion of the Registrar is considered undesirable, obscene or offensive. A name that implies royal or government patronage.

-        LANGUAGE OF NAME: The name of the company can be expressed in any language using the Latin alphabet. The Registrar may request a Dutch or English translation to ensure that the proposed name does not contravene name restrictions.

-        NAMES REQUIRING CONSENT OR A LICENCE: Bank, building society, savings, loans, insurance, assurance, reinsurance, fund management, investment fund, trust, trustees, Chamber of Commerce, co-operation, council, municipal or their foreign language equivalents or any name in English or a foreign language that may suggest association with the banking or Insurance industries.

-        SUFFIXES TO DENOTE LIMITED LIABILITY: All Netherlands Antilles companies must include the words Naamloze Vennootschap or the abbreviation NV. Where a company’s activities are outside the Netherlands Antilles and the Articles permit, the suffixes Limited, Ltd, Inc or SA are allowable.

-        DISCLOSURE OF BENEFICIAL OWNERSHIP TO AUTHORITIES: No requirement.

-        COMPLIANCE:
AUTHORISED AND ISSUED SHARE CAPITAL: The minimum authorized share capital is US$ 30,000, of which at least US$ 6,000 must be issued and fully paid up.
CLASSES OF SHARES PERMITTED: Registered shares, bearer shares, preference shares, redeemable shares and shares with or without voting rights. No par value shares are not permitted.

-        BEARER SHARES PERMITTED: Yes, but must be fully paid up.

-        TAXATION: Netherlands Antilles Offshore Companies, i.e. those that derive all their income from outside the Netherlands Antilles, are liable to tax rates of between 2.4% and 6%, dependent upon activity. Investment holding companies pay 2.4% on first US$ 56,000 and 3% on balance

-        Trading Companies pay 4.8% on first US$ 56,000 and 6% on balance, subject to tax ruling.

-        DOUBLE TAXATION AGREEMENTS: The Netherlands Antilles has double tax treaty agreements with Norway and The Netherlands.

-        LICENCE FEES: Every Netherlands Antilles company must pay an annual fee to the Chamber of Commerce, which is variable and dependent on authorized capital. The minimum is US$ 34.

-        FINANCIAL STATEMENT REQUIREMENTS: Whilst there is no requirement to file audited accounts with the Registry, a company is required to present a tax return and profit and loss statement and balance sheet to the Netherlands Antilles Tax Inspector.

-        DIRECTORS: The minimum number of directors is one. All Netherlands Antilles companies must appoint at least one resident managing director. Additional foreign resident directors may be appointed, who may be of any nationality. Corporate directors are permitted.

-        COMPANY SECRETARY: The Netherlands Antilles Companies Acts do not provide for the appointment of a company secretary.

-        SHAREHOLDERS: The minimum number of shareholders is one.



LINE OF BUSINESS

 

FINANCE & INVESTMENT COMPANY

 

Subject has the following purposes and objects: The principal object is to engage either in the Netherland Antilles or abroad, in the purchase, sell, disposal, dealing, transfer, barter, ownership, negotiate, finance, administration to grant guarantees in favor of obligation of third parties with or without mortgage or pledge of the corporation assets, give or borrowing money in loan, giving or taking in commission, mortgage, security, lease, use, usufruct, or receivership, any kind of property, whether real or personal stock or rights, and make and accept all kinds of deals, contracts, operations, business and transactions of lawful commerce.

The corporation could engage also in fulfilling all activities, contracts, operations, business or transactions allowed by Law to the Corporation.

 

According to informed by subject's resident agent, it is legally registered in Curacao, Netherlands Antilles, with head offices abroad.

It means that subject uses the Netherland Antilles territory only as its legal and administrative address, but all its operations are carried out abroad.

It is under the same condition as many companies that are established in the Netherlands Antilles, founded in order to protect their shareholder's investments and, to avail of tax exemption laws in that country.

In particular it is engaged in financial intermediation operations, participation in overseas companies, shareholdings, overseas investments in general, consultancy services regarding investments, pension funds management, corporate services, etc.

 

Subject's annual business volume is not disclosed by its Resident Agent.

 

 

STAFF

 

Nil. It uses the Administrator's staff

 

 

SHAREHOLDERS SUBSIDIARIES – MANAGERS

 

Votorantrade N.V. has a parent company named Votorantim, this is a brazilian group founded in 1918 that currently employs more that 50,000 workers and reported a turnover of 13 billion USD for 2006.

 

 

MANAGEMENT   

 

Title description: Managing Director

Name:                 Antonio Sergio Monteiro da Fonseca

Address:             c/o Prof Jose Lanes 40 Vila Olimpia

                           Sao Paolo

                           Brazil

 

Title description: Managing Director

Name:                   Mario Bavaresco Junior

Address:              Rua Gomes de Carvalho 1356, 15 floor- Vila Olimpia

                           04547-005 Sao Paolo

                           Brazil

 

Title description: Managing Director

Name:                 Paulo Prignolato

Address:              Praça Prof. José Lannes 40 11º Andar Conjunto 111

                           Sâo Paolo, CEP 04571-100

                           Brazi

 

 

ADMINISTRATOR & RESIDENT AGENT

 

Orangefield Trust (Antilles) N.V.
Address: Kaya W.F.G. Mensing 14
Phone: (599-9) 432-7400
Fax: (599-9) 432-7590

 

 

FINANCIALS – COMMERCIAL TRENDS AND FORECAST

 

 

CAPITAL STRUCTURE:

 

Its stock is divided into bearer and ordinary no par-value shares. It is a privately-owned company which shares are not traded on the Stock Exchange, and whose controlling shareholders are the members of Management. The total investor's anonymity and business secrecy is granted by Curacao legislation.

 

 

As a private company, that corporation does not publish any financials.

 

However, our financial sources could provide us with the following information:

 

 

 

Fiscal Year

 

2007

 

Turnover in USD

0

Net Income in USD

4M

Net Worth in USD

10M

Liabilities in USD

0

 

 

The fiscal year is equal to the calendar year.

 

Note: For additional information, we have attached a complete financial report on the parent company: Votorantim

 

 

RATING

 

Local credit bureau did not rate this company.

 

The cash is good.

Payments are made on a 30 days basis.

 

 

Final Opinion:

 

Due to the high net worth of the company and its strong parent company we consider that business can be done with this company

 

We estimate that the company does not present any risk.

A credit line may be considered for 300,000 USD

 

 

 

RATING EXPLANATIONS

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

NR

In view of the lack of information, we have no basis upon which to recommend credit dealings

No Rating

 

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions