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Companhia Vale Do Rio Doce

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Companhia Vale Do Rio Doce As filed with the Securities and Exchange Commission on May 15, 2007. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2006 Commission file number: 001-15030 COMPANHIA VALE DO RIO DOCE (Exact name of Registrant as specified in its charter) Federative Republic of Brazil (Jurisdiction of incorporation or organization) Avenida Graça Aranha, No. 26 20030-900 Rio de Janeiro, RJ, Brazil (Address of principal executive offices) Securities registered or to be registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange on Which Registered Preferred class A shares of CVRD, no par value per share New York Stock Exchange* American Depositary Shares (evidenced by American depositary receipts) each representing one preferred class A share of CVRD New York Stock Exchange Common shares of CVRD, no par value per share New York Stock Exchange* American Depositary Shares (evidenced by American depositary receipts) each representing one common share of CVRD New York Stock Exchange 6.875% Guaranteed Notes due 2036, issued by Vale Overseas New York Stock Exchange 8.250% Guaranteed Notes due 2034, issued by Vale Overseas New York Stock Exchange 6.250% Guaranteed Notes due 2017, issued by Vale Overseas New York Stock Exchange 6.250% Guaranteed Notes due 2016, issued by Vale Overseas New York Stock Exchange * Shares are not listed for trading, but only in connection with the registration of American Depositary Shares pursuant to the requirements of the New York Stock Exchange. Securities registered or to be registered pursuant to Section 12(g) of the Act: None Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None The number of outstanding shares of each class of stock of CVRD as of December 31, 2006 was: 1,471,607,838 common shares, no par value per share 944,585,684 preferred class A shares, no par value per share 6 golden shares, no par value per share Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¥ No n If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes n No ¥ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ¥ No n Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer ¥ Accelerated filer n Non-accelerated filer n Indicate by check mark which financial statement item the registrant has elected to follow. Item 17 n Item 18 ¥ If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes n No ¥ TABLE OF CONTENTS Page Glossary ........................................................................ 1 Presentation of financial information ................................................... 6 Presentation of information concerning reserves........................................... 7 Forward-looking statements ......................................................... 8 PART I Item 1. Identity of directors, senior management and advisors ............................. 8 Item 2. Offer statistics and expected timetable ........................................ 8 Item 3. Key information......................................................... 9 Selected financial data .................................................... 9 Risk factors ............................................................ 11 Item 4. Information on the company ................................................ 24 Business overview ....................................................... 24 Lines of business ........................................................ 31 Regulatory matters ....................................................... 62 Capital expenditures...................................................... 75 Item 5. Operating and financial review and prospects . ................................. 77 Overview .............................................................. 77 Results of operations — 2006 compared to 2005 ................................. 85 Results of operations — 2005 compared to 2004 ................................. 91 Liquidity and capital resources .............................................. 97 Shareholder debentures ................................................... 100 Contractual obligations ................................................... 100 Off-balance sheet arrangements ............................................. 101 Critical accounting policies and estimates ...................................... 101 Item 6. Directors, senior management and employees . ................................. 104 Board of Directors ....................................................... 104 Executive officers ....................................................... 107 Fiscal Council .......................................................... 110 Advisory committees ..................................................... 111 Compensation of directors, executive officers, Fiscal Council members and advisory committees ............................................................ 112 Employees............................................................. 113 Item 7. Major shareholders and related party transactions ................................ 115 Major shareholders ...................................................... 115 Related party transactions ................................................. 117 Item 8. Financial information ..................................................... 118 Legal proceedings ....................................................... 118 Dividends and interest on shareholders’ equity .................................. 119 Item 9. The offer and listing ..................................................... 122 Share price history ....................................................... 122 Trading markets......................................................... 122 Item 10. Additional information .................................................... 123 Memorandum and Articles of Association...................................... 123 i Page Common shares and preferred shares ......................................... 124 Material contracts ....................................................... 130 Exchange controls and other limitations affecting security holders .................... 130 Taxation .............................................................. 132 Documents on display .................................................... 137 Item 11. Quantitative and qualitative disclosures about market risk .......................... 137 Risk management policy .................................................. 137 Interest rate and exchange rate risk........................................... 139 Products price risk ....................................................... 141 Credit risk ............................................................. 144 Item 12. Description of securities other than equity securities .............................. 145 PART II Item 13. Defaults, dividend arrearages and delinquencies ................................. 145 Item 14. Material modifications to the rights of security holders and use of proceeds............. 145 Item 15. Controls and procedures ................................................... 145 Evaluation of disclosure controls and procedures................................. 145 Management’s report on internal control over financial reporting ..................... 145 Changes in internal controls ................................................ 146 Item 16A. Audit committee financial expert ............................................ 146 Item 16B. Code of ethics .......................................................... 146 Item 16C. Principal accountant fees and services ........................................ 147 Principal accountant fees .................................................. 147 Audit committee pre-approval policies and procedures ............................ 147 Item 16D. Exemptions from the listing standards for audit committees......................... 147 Item 16E. Purchases of equity securities by the issuer and affiliated purchasers .................. 148 PART III Item 17. Financial statements ...................................................... 148 Item 18. Financial statements ...................................................... 148 Item 19. Exhibits............................................................... 148 Signatures ...................................................................... 149 Index to Consolidated Financial Statements .............................................. F-1 ii GLOSSARY Alumina ........................ Aluminum oxide. It is the main component of bauxite, and extracted from bauxite ore in a chemical refining
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