Eucatex reported strong financial results in 4Q07 and FY2007, with EBITDA growth of 113% and 75% respectively. Revenue increased across all product lines, with MDP and paints seeing the largest gains. The company invested in expanding production capacity through new lines and projects. A judicial restructuring reduced debt levels significantly. Moving forward, Eucatex is well positioned for growth with investments in capacity and new products, backed by sustainable forest resources.
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A Memorandum of Association (MOA) is a legal document that outlines the fundamental principles and objectives upon which a company operates. It serves as the company's charter or constitution and defines the scope of its activities. Here's a detailed note on the MOA:
Contents of Memorandum of Association:
Name Clause: This clause states the name of the company, which should end with words like "Limited" or "Ltd." for a public limited company and "Private Limited" or "Pvt. Ltd." for a private limited company.
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Registered Office Clause: It specifies the location where the company's registered office is situated. This office is where all official communications and notices are sent.
Objective Clause: This clause delineates the main objectives for which the company is formed. It's important to define these objectives clearly, as the company cannot undertake activities beyond those mentioned in this clause.
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Liability Clause: It outlines the extent of liability of the company's members. In the case of companies limited by shares, the liability of members is limited to the amount unpaid on their shares. For companies limited by guarantee, members' liability is limited to the amount they undertake to contribute if the company is wound up.
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Capital Clause: This clause specifies the authorized capital of the company, i.e., the maximum amount of share capital the company is authorized to issue. It also mentions the division of this capital into shares and their respective nominal value.
Association Clause: It simply states that the subscribers wish to form a company and agree to become members of it, in accordance with the terms of the MOA.
Importance of Memorandum of Association:
Legal Requirement: The MOA is a legal requirement for the formation of a company. It must be filed with the Registrar of Companies during the incorporation process.
Constitutional Document: It serves as the company's constitutional document, defining its scope, powers, and limitations.
Protection of Members: It protects the interests of the company's members by clearly defining the objectives and limiting their liability.
External Communication: It provides clarity to external parties, such as investors, creditors, and regulatory authorities, regarding the company's objectives and powers.
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Binding Authority: The company and its members are bound by the provisions of the MOA. Any action taken beyond its scope may be considered ultra vires (beyond the powers) of the company and therefore void.
Amendment of MOA:
While the MOA lays down the company's fundamental principles, it is not entirely immutable. It can be amended, but only under specific circumstances and in compliance with legal procedures. Amendments typically require shareholder
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Tata Group Dials Taiwan for Its Chipmaking Ambition in Gujarat’s DholeraAvirahi City Dholera
The Tata Group, a titan of Indian industry, is making waves with its advanced talks with Taiwanese chipmakers Powerchip Semiconductor Manufacturing Corporation (PSMC) and UMC Group. The goal? Establishing a cutting-edge semiconductor fabrication unit (fab) in Dholera, Gujarat. This isn’t just any project; it’s a potential game changer for India’s chipmaking aspirations and a boon for investors seeking promising residential projects in dholera sir.
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At its core, generative artificial intelligence relies on the concept of generative models, which serve as engines that churn out entirely new data resembling their training data. It is like a sculptor who has studied so many forms found in nature and then uses this knowledge to create sculptures from his imagination that have never been seen before anywhere else. If taken to cyberspace, gans work almost the same way.
5. » Expansion in Production Capacity and New Projects
Forecasted capacity in the 1st Half of 2009: 180 million m² / year
Projects
New T‐HDF Line
New Finished Products Lines
EBITDA Margin: 45 %
BP* + 9 million m² /year
Lacca (FF) High‐Gloss Finish Foil
First line in Brazil
specializing in
T-HDF production
+157 %
5
T‐HDF: Similar to MDF, with
superior density and quality.
New T – HDF Line
Increase of Production Capacity 110 million m²/ year
Additional Revenues R$ 250 million
EBITDA R$ 90 million
* Low‐pressure finishing – BP;
7. » Forests
Annual consumption (with the new line) esteem in 1,4 million m³ / year, equivalents to 4,4
thousand hectares of forests.
Current forests: 40 thousand hectares with, approximately, 30 thousand hectares of effective
plantation.
The company has been investing to expand its forest resources through acquisition of new areas
and, mainly, through leasing.
Planting of New Forests 5,400 hectares
Guarantee of sustainability and likely development of new projects
Sustainability
7
9. Hardboard
MDP
Laminate Flooring
Paint
Others
Hardboard
MDP
Laminate Flooring
Paint
Other
9
34 %
33 %
9 %
31 %
9 %
39 %
Gross Revenue
R$765 million
Gross Revenue
R$690 million
9 %
12 %
15 %
9 %
Revenue Breakdown 2007 Revenue Breakdown 2006
» Highlights
Increase in MDP as a percentage of Revenue: 34% in 2007 versus 31% in 2006.
Eucatex’s paint segment represented 15% of revenues in 2007, versus 12% in 2006.
Revenue Breakdown
10. » MDP
Continuous quality growth, reaching 98% of first‐line products
Gross Revenue of MDP reached R$258.5 million in 2007, a 19.1% growth compared to
2006.
New line of finished products BP with a 9 million m² / year production capacity and
launching of new Finish Foil line, a high‐gloss product exclusively manufactured by Eucatex.
MDP
Market (Source: Abipa)
Share of finished products in Sales Volume *
* Low‐pressure finishing – BP; Finish Foil – FF; and Lacca
10
13. » Paints
Complete product line serving all income segments
National distribution with a presence in all Brazilian States
Short term goal: to be one of the largest paint manufacturers in Brazil
Strategic Changes:
Hiring of a proprietary sales team to focus the State of São Paulo
+
Brands’ repositioning
+
Packing Changes
+
Development of new products
Paints
Results
13
Paints 2006 2007
Sales Volume growth 30 % 52 %
Market (*) 3 % 6 %
(*) Source: SITIVESP – Sao Paulo Paint and Varnish Industry Association
16. 16.3
26.6
87.1
112.8
Investments ‐ Capex
» 2 new finishing lines for Low‐
Pressure Finishing (BP) and Finish
Foil (FF);
» Automated output of Fiberboard
Presses I and II at the Salto unit
with staff downsizing;
» Conclusion of the recycled wood
project (Recycled Project);
» Planting of 5,400 hectares of new
forests.
» Expansion of the warehousing and
storage area of the Paint Unit
16
63.2 %
29.5 %
Investiments ‐ Capex (R$ MM)
4Q06 4Q07 2006 2007
17. Financial Restructuring
On September, 2007, Eucatex successfully ratified the result of its judicial recovery plan that
consisted of:
a) payment in kind of land and forests without impacting the sustainability of the forestry
business;
b) debentures convertible into capital;
c) payment in cash, and
d) lengthening of the remaining debt to up to 10 years.
17
Approval by 100 % of the creditors attending the General Meeting held on 10/16/07
Net Debt / EBITDA = 0.7x
Debt (R$ Million) 2007 2006 Var. (%)
Short Term Debt 20.1 32.7 ‐38.6 %
Long Term Debt 68.3 82.0 ‐16.7 %
Gross Debt 88.4 114.7 ‐23.0 %
Cash and Cash Equivalents 11.0 15.3 ‐28.4 %
Net Debt 77.4 99.4 ‐22.1 %
% Short Term Debt 23 % 29 % ‐ 6 p.p.
Net Casth (Debt)/EBITDA 0.7 1.5 ‐55.6 %
19. Why Eucatex?
» Boom in real estate and construction markets in Brazil;
» Furniture sales in 2007 moved up by 8.3 % in São Paulo (Source: Fecomercio);
» Company completed its capital restructuring;
» Upside potential;
» Company prepared to focus on its operational growth, with investments in
production increase and new product lines, and
» Raw material sustainability guaranteed by the Company’s large forest areas.
19