Corporate Governance & Restructuring
Petrolera Zuata Petrozuata C.A.
Maastricht University School of Business and Economics Maastricht, 19th September 2012
Driessen, G. (i6060635) Koerselman, W. (i561398) Park, D. (i6051671)
International Business – Finance Corporate Governance and Restructuring Course Code: EBC4052 Tutor: Dr. S. Kleimeier
Case 2: Petrolera Zuata, Petrozuata C.A.
Introduction Petrolera Zuata, hereinafter referred to as Petrozuata, was the first joint venture in a series of strategic associations between PDVSA, Venezuela 's state-owned enterprise entrusted with the task to "efficiently develop and manage the country 's hydrocarbon resources and promote economic development", its subsidiaries and foreign
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1.2. How does the Petrozuata project perform regarding these criteria? Does the project finance structure mitigate some of the risks that the rating agencies consider? If so, how is this mitigation done? The aim for Petrozuata is to get an investment grade rating. This is necessary for the ability to issue project bonds. If Petrozuata would not have an investment grade rating, the bond price would decrease at the same dividend, or the dividend would have to increase, resulting in a situation less favorable for Petrozuata. As mentioned in the previous section, the rating is established based on three elements, these being: the sponsor’s creditworthiness, the projects economics and the sovereign risk of the country, Venezuela. The two main sponsors of the Petrozuata project are Conoco and Maraven. Since these companies are subsidiaries without publicly-traded debt, they have no rating. As a result, we have to look at the credit-ratings of the respective parent companies. Conoco is part of the energy subsidiary of DuPont, which has a 100% stake in Conoco. DuPont was rated by both S&P and Moody’s, AA- and Aa3 respectively, an investment grade rating. Maraven is a subsidiary of PDVSA, which in turn is wholly owned by the Venezuelan government. This means that the rating for
The ASX Corporate Governance Council defines the ‘corporate governance’ as the framework of rules, relationships, systems and processes within and by which authority is exercised and controlled within corporations (Corporate Governance Principles and Recommendations, 2014). The term “failure” of a corporate can be described as “Insolvency” in Australia (Michaela Rankin, 2012). And the reasons for corporate failure can be grouped into six categories: 1. Poor strategic decisions. 2. Greed and the desire for power. 3. Overexpansion and ill-judged acquisitions. 4. Dominant CEOs. 5. Failure of internal controls 6. Ineffective boards(Michaela Rankin, 2012).
The following section will show the ratios and percentages figured by using these two companies’ financial statements. A comparison will be used to compare the companies to one another. People will always needs cars to get around whether it’s for education, work or tourism. By comparing these companies we will know which company maybe the best to invest and to determine which companies will survive in the future. Take a look at Table 1 below as it provides a full listing of
João Nogueira Batista, Chief Financial Officer of the Brazilian firm Petrobras, reflected on Gros’s words as he prepared for a Board of Directors meeting in July 2002. The main item on the Board’s agenda was the proposed acquisition of an Argentinean firm, the Perez Companc Group, or Pecom.2 The acquisition would significantly increase Petrobras’s oil and gas production and add to its oil reserves. It would also provide the mainly Brazilian-based
The instructor may vary the emphasis on different issues by altering the study questions and by the choice of video clips. The case is well suited for courses and classes concerning corporate governance, valuation, mergers and acquisitions, and corporate social responsibility. The following objectives of the case allow students to:
Project finance is a kind of Financing that has a priority does not depend on the creditworthiness of the sponsors proposing the business idea to launch the project. Approval does not even depend on the value of assets sponsors are willing to make available as collateral. Instead, it is basically a function of the project’s ability to repay the debt contracted and remunerate capital invested at a rate consistent with the degree of
o Weakness: there is a societal imbalance in the distribution of resources, and it is virtually impossible for courts/legislatures to make important decisions that do not make someone worse off
Pecom, compañía petrolera de Argentina, desde sus inicios fue ganando terreno en la industria del petróleo avanzando a buen ritmo a través del paso de los años. Desde la obtención de su primera concesión, hasta el inicio de operaciones en diversos países sudamericanos, Pecom se fue consolidando como una empresa fuertemente integrada verticalmente.
Corporate governance refers to ‘the ways suppliers of finance to corporations assure themselves of getting return on their investment’ (Shleifer and Vishny, 1997: 736). Corporate governance discusses the set of systems, principles and processes by which a
How sensitive is the value of the project to the threat of currency controls and expropriation? How can the financing be structured to make the project less sensitive to these political risks?
Venezuela has the world’s largest oil reserves and by 1960, it became the wealthiest country in Latin America. Petróleos de Venezuela (PDVSA), the state owned company, was the key to economic and social development in Venezuela under president Hugo Chavez. His government was settled in an environment where the oil prices were rising and the economy was booming, so he was able fund social programs and practices that were popular to the poor masses. This wealthy and growing Venezuela made Chavez to be very popular and his regime very powerful. Oil revenue accounted for nearly 90% of exports, more than 50% of government revenue, and 35% of country’s GDP.
Corporate governance in itself has no single definition but common principles which it should follow. For example in 1994 the most agreed term for corporate governance was “the process of supervision and control intended to ensure that the company’s management acts in accordance with the interest of shareholders” (Parkinson, 1994)1. Corporate governance code is not a direct set of rules but a self-regulated framework which businesses choose to follow. This code has continued to change in the past 20 years in accordance with what is happening in the business world. For example the Enron scandal caused reform in corporate governance with the Higgs Report which corrected the issues which were necessary. Although it does not quickly fix problems, it gives a better framework to
Venezuela's state-run oil company, PDVSA, tumbled months behind around shipments of fuel under oil-for-loan bargains for China and Russia. Those deferred shipments got political partners in a bad feeling. Now Venezuela is $55 billion dollars in credit for their missing shipments. Now they are giving new knowledge under PDVSA's operational disappointments and also their handicapping sway on the country's unravellings communist economy. In view, oil accounts is the main revenue to the Venezuela's economy. PDVSA's emergency extends to the citizens torment through triple-digit inflation and food shortages reminiscent of the winding down days of the Soviet Union. Those late cargoes to state-run Chinese and Russian organizations are more nearly 750 million, as stated by a Reuters examination of the PDVSA documents. In conclusion, at the end of January, PDVSA was late on about 10 million barrels of fuel.
Corporate governance is seen as an all-embracing framework for the subjects that you are studying on this degree.
organises Regional Corporate Governance Roundtables to support regional reform efforts. The review process benefited from contributions from many parties. Key international institutions participated and extensive consultations were held with the private sector, labour,
Political overview for forging companies: Since the adoption of a bilateral government and the differences in a variety of polices, made the political relationship between the United States and Venezuela become tense. Venezuela’s