This excerpt taken from the PBR 6-K filed Dec 3, 2007.
PARTNERSHIP MODELING FOR PETROCHEMICAL ASSET INTEGRATION
The Petrochemical Asset Integration will take place via Braskems incorporation of Copesul, IPQ, IQ, Triunfo, and PPSA shares. The shares issued by each of these Petrochemical Assets and held by Petroquisa and Petrobras will be substituted for Braskem-issued class A ordinary and preferred shares.
Braskem will hold 100% of these companies voting shares and total capital, except as provided for in item (iv), above.
The Integration operation implementation will take place via General Meetings held at Braskem, IQ, IPQ, Copesul, PPSA, and Triunfo, summoned specifically for this purpose no later than 6 (six) months as of this date.
After the Integration is approved, as described above, Braskems joint stock will be increased with the issuing of 103,435,139 new shares, 46,903,320 of which class A ordinary shares and 56,531,819 class A preferred shares; the new division will be 552,867,750 shares, of which 196,714,190 class A ordinary shares and 355,350,494 class A preferred shares, in addition to 803,066 class B preferred shares.
Pursuant to art. 252, §3, of Law # 6.404/76, the remaining Braskem shareholders will not have the right to preference in the issuing of the new shares.
With the Petrochemical Assets Integration implementation, Braskems shareholding, considering the integration of 100% of the value of Triunfos shares and excluding the shares in treasury, will be:
Pursuant to art. 252, §3, Law # 6.404/76, Braskem and Triunfo shareholders who disagree with the deliberation of the General Meeting that approves Braskems incorporation of Copesul, IPQ, IQ, Triunfo, and PPSA shares may exercise their right to withdraw, in compliance with the provisions of art. 137, II, Law # 6.404/76, via the reimbursement of the value of their shares, under the terms of Law # 6.404/76.
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The right to withdraw the paragraph above refers to may only be exercised by Braskem shareholders who hold Braskem-issued class B ordinary and preferred shares, since, under the terms of art. 137, II, Law # 6.404/76, shareholders who have cash or class shares with market liquidity and dispersion will not have the right to withdraw. Therefore, shareholders who own Braskem class A preferred shares that are in circulation will not have the right to withdraw since such shares are part of a representative security portfolio index in Brazil, have 61.1% free float, and are, thus, assets that count on liquidity and dispersion.