Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ______ No ___X___
BRASKEM S.A.
Public
Company CVM Code no. 00482-0
CNPJ/MF
no. 42.150.391/0001-70
NIRE
no. 29.300.006.939
RELEVANT FACT
Giving continuity to its corporate restructuring process, which stages have been widely disclosed to the market, BRASKEM S.A (Braskem), in compliance with CVM Instructions nos. 319/99 and 358/02, hereby informs its shareholders and the market in general that its Board of Directors, as well as the Board of Executive Officers of Odebrecht Química S.A. (Odequi) have on March 14, 2005 approved the convocation of the Extraordinary General Shareholders Meetings to be held on March 31, 2005, to deliberate on Odequis merger into Braskem.
Braskems Fiscal Council, at a meeting held on March 14, 2005, expressed a favorable opinion regarding the approval given by the Extraordinary General Shareholders Meeting to merge Odequi.
The operation intends to simplify Braskems corporate structure by merging its non-operational controlled companies. Odequi is a company fully controlled by Braskem, and it has been inserted within the specific financial transaction, which has already been properly finalized and settled.
Within this context, the specialized firm PricewaterhouseCoopers Auditores Independentes, a civil association headquarted in the City of São Paulo, at Av. Francisco Matarazzo, no. 1.400, from the 7th. to the 11th., and the 13th. to the 20th. floors, Torre Torino, enrolled before the National Roll of Juridical Persons under no. 61.562.112/0004-73, and registered before the Regional Accounting Council of the State of Bahia (under no. CRC 2SP000160/O-5, the indication and appointment whereof must be ratified by both Braskem and Odequi General Shareholders Meetings, has performed an accounting evaluation of Odequi net equity, based on the information provided by its Financial Statements prepared on December 31, 2004 for merger purposes (Appraisal).
The equity variations determined to exist during the period between the base date of December 31, 2004, and the effective date of incorporation shall be appropriated directly by Braskem, and they shall be transferred to the accounting ledgers of the latter company, there being effected the necessary changes.
Taking into account the fact that Braskem is the holder of the entire capital stock of Odequi, there shall be no increase in Braskems capital stock, and all the shares issued by Odequi shall be extinguished on the date it is merged into Braskem. Thus, the merger of Odequi into Braskem shall not cause any dilution of the equity owned by Braskems shareholders.
PricewaterhouseCoopers Auditores Independentes represents that it is not entailed in any relationship that could cause a conflict of interests or a communion of interests, either current or potential, vis-à-vis Braskem controlling shareholders, or with any other companies that may be involved, including their respective shareholders, controllers, or minority stock holders, or yet, to the very merger that is the object of this Relevant Fact.
It is estimated that the costs of the merger operation referred to by this Relevant Fact shall be in the tune of R$ 100,000.00 (one hundred thousand reais), including all expenses incurred into with publications, auditors fees, appraisers, consultants and attorneys.
The merger into operation shall be informed to the SEC Securities and Exchange Commission.
The Appraisal, the Protocol and the Justification of the Merger of Odequi into Braskem,, as well as any other relevant documents shall be made available to Braskems shareholders for their examination as of March 15, 2005, between 09:00 and 17:00 hours, at Braskems headquarters, at Rua Eteno, 1.561 COPEC Camaçari, in the State of Bahia. A counterpart of this material shall be made available to the Brazilian Securities Exchange Commission (local acronomy CVM), and to the São Paulo Stock Exchange (local acronomy BOVESPA), as of March 15, 2005. Braskems shareholders wishing to consult and to examine the documents that are to be made available as mentioned above, shall schedule the date and the time of their visit through telephones (11)3443-9529 and (11)3443-9744 with the Investors Relations Department. A summary of the information regarding the operation shall be available in Braskems site www.braskem.com.br.
Camaçari, March 15, 2005
__________________________________
Braskem
S.A.
Paul Elie Altit
Investor
Relations Director
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: March 15, 2005
BRASKEM S.A. | |||
By: | /s/ Paul Elie Altit | ||
Name: | Paul Elie Altit | ||
Title: | Chief Financial Officer |