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EDP Renováveis

Annual Report Feb 21, 2020

6232_10-k_2020-02-21_2738060f-b71e-41bb-a6c9-ffe991826cf2.pdf

Annual Report

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Key audit matter How our audit addressed the key audit matter
The derivatives designated as accounting
hedges have to meet some criteria in relation
to the documentation of the hedge.
Finally, we analysed the sufficiency of the
disclosures included in the accompanying
consolidated annual accounts regarding financial
Annintisto. O

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ANNUAL REPORT EDPR 2019

Index

2019 CONSOLIDATED ANNUAL ACCOUNTS

01 2019 CONSOLIDATED ANNUAL ACCOUNTS 3

2019 CONSOLIDATED MANAGEMENT REPORT

MESSAGE FROM THE CHAIRMAN 6
INTERVIEW WITH THE CEO 9
01 THE COMPANY
EDPR IN BRIEF 17
2019 IN REVIEW 26
ORGANISATION 29
02 STRATEGIC APPROACH
BUSINESS ENVIRONMENT 42
STRATEGY 52
RISK MANAGEMENT 56
03 EXECUTION
FINANCIAL CAPITAL 65
HUMAN CAPITAL 72
SUPPLY CHAIN CAPITAL 76
SOCIAL CAPITAL 78
NATURAL CAPITAL 81
DIGITAL CAPITAL 83
INNOVATION CAPITAL 87
SUSTAINABLE DEVELOPMENT GOALS 90
04 SUSTAINABILITY 95
05 CORPORATE GOVERNANCE 142
GLOSSARY 221

01 2019 CONSOLIDATED ANNUAL ACCOUNTS 01

CONSOLIDATED INCOME STATEMENT 3
CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME
4
CONSOLIDATED STATEMENT OF FINANCIAL
POSITION 5
CONSOLIDATED STATEMENT OF CHANGES
IN EQUITY 6
CONSOLIDATED STATEMENT OF CASH FLOWS 7
NOTES TO THE CONSOLIDATED
ANNUAL ACCOUNTS 8
STATEMENT OF COMPLIANCE ON CONSOLIDATED
FINANCIAL INFORMATION 98

Consolidated income statement for the years ended 31 December 2019 and 2018

THOUSAND EUROS NOTES 2019 2018
Revenues 7 1,642,129 1,511,523
Income from institutional partnerships in U.S. wind farms 8 181,570 185,171
1,823,699 1,696,694
Other income 9 399,680 191,952
Supplies and services 10 -309,032 -345,317
Personnel costs and employee benefits 11 -130,693 -114,989
Other expenses 12 -134,086 -128,820
Impairment losses on trade receivables and debtors 23 -1,535 395
-175,666 -396,779
1,648,033 1,299,915
Provisions 32 -1,236 -332
Amortisation and impairment 13 -591,625 -545,885
Operating profit 1,055,172 753,698
Financial income 14 38,028 131,268
Financial expenses 14 -387,484 -351,004
Financial expenses – net -349,456 -219,736
Share of net profit in joint ventures and associates 20 3,392 1,649
Profit before tax and CESE 709,108 535,611
Income tax expense 15 -82,945 -63,442
Extraordinary contribution to the energy sector (CESE) 15 -3,496 -
NET PROFIT FOR THE YEAR 622,667 472,169
ATTRIBUTABLE TO
Equity holders of EDP Renováveis 29 475,128 313,365
Non-controlling interests 30 147,539 158,804
NET PROFIT FOR THE YEAR 622,667 472,169
Earnings per share basic and diluted - Euros 28 0,54 0,36

Consolidated statement of comprehensive income for the years ended at 31 December 2019 and 2018

2019 2018
THOUSAND EUROS EQUITY
HOLDERS OF
THE PARENT
NON
CONTROLLING
INTERESTS
EQUITY
HOLDERS OF
THE PARENT
NON
CONTROLLING
INTERESTS
Net profit for the year 475,128 147,539 313,365 158,804
ITEMS THAT WILL NEVER BE RECLASSIFIED TO PROFIT
OR LOSS
Actuarial gains/(losses) -114 -9 - -
Tax effect of actuarial gains/(losses) 27 3 - -
-87 -6 - -
ITEMS THAT ARE OR MAY BE RECLASSIFIED TO PROFIT
OR LOSS
Fair value reserve (Equity instruments at fair value) -92 -7 -135 -11
Tax effect of fair value reserve
(Equity instruments at fair value)
- - - -
Fair value reserve (cash flow hedge) 91,963 -1,423 -63,434 785
Tax effect from the fair value reserve
(cash flow hedge)
-22,285 321 15,768 -318
Share of other comprehensive income
of joint ventures and associates, net of taxes
-12,917 - -20,437 -
Reclassification to profit and loss due to changes in control -1,489 - 25 -
Exchange differences arising on consolidation -6,108 17,072 16,614 30,021
49,072 15,963 -51,599 30,477
OTHER COMPREHENSIVE INCOME FOR THE YEAR,
NET OF INCOME TAX
48,985 15,957 -51,599 30,477
TOTAL COMPREHENSIVE INCOME FOR THE YEAR 524,113 163,496 261,766 189,281

Consolidated statement of financial position as at 31 December 2019 and 2018

THOUSAND EUROS NOTES 2019 2018
ASSETS
Property, plant and equipment 16 13,263,860 13,921,794
Right-of-use assets 17 615,964 -
Intangible assets 18 290,317 250,646
Goodwill 19 1,199,210 1,326,563
Investments in joint ventures and associates 20 460,185 348,725
Equity instruments at fair value 15,960 8,438
Deferred tax assets 21 126,172 174,490
Debtors and other assets from commercial activities 23 18,940 20,499
Other debtors and other assets 24 107,196 110,049
Collateral deposits associated to financial debt 31 20,393 25,466
Total Non-Current Assets 16,118,197 16,186,670
Inventories 22 34,085 35,634
Debtors and other assets from commercial activities 23 284,072 313,789
Other debtors and other assets 24 393,370 370,817
Current tax assets 25 55,530 59,526
Collateral deposits associated to financial debt 30 11,446 13,185
Cash and cash equivalents 26 581,759 551,543
Assets held for sale 27 214,194 7,546
Total Current Assets 1,574,456 1,352,040
TOTAL ASSETS 17,692,653 17,538,710
EQUITY
Share capital 28 4,361,541 4,361,541
Share premium 28 552,035 552,035
Reserves 29 -124,617 -172,525
Other reserves and Retained earnings 29 1,708,752 1,454,598
Consolidated net profit attributable to equity holders of the parent 475,128 313,365
Total Equity attributable to equity holders of the parent 6,972,839 6,509,014
Non-controlling interests 30 1,361,861 1,613,390
TOTAL EQUITY 8,334,700 8,122,404
LIABILITIES
Medium / Long term financial debt 31 2,598,688 3,207,855
Provisions 32 272,380 290,070
Deferred tax liabilities 21 355,484 463,062
Institutional partnerships in U.S. wind farms 33 2,289,784 2,231,249
Trade and other payables from commercial activities 34 459,966 419,430
Other liabilities and other payables 35 923,974 554,150
Total Non-Current Liabilities 6,900,276 7,165,816
Short term financial debt 31 817,849 442,130
Provisions 32 5,667 5,248
Trade and other payables from commercial activities 34 1,269,455 1,176,238
Other liabilities and other payables 35 245,123 540,078
Current tax liabilities 36 92,828 86,796
Liabilities held for sale 27 26,755 -
Total Current Liabilities 2,457,677 2,250,490
TOTAL LIABILITIES 9,357,953 9,416,306
TOTAL EQUITY AND LIABILITIES 17,692,653 17,538,710

Consolidated statement of changes in equity for the years ended at 31 December 2019 and 2018

THOUSAND EUROS TOTAL
EQUITY
SHARE
CAPITAL
SHARE
PREMIUM
RESERVES
AND
RETAINED
EARNINGS
EXCHANGE
DIFFERENCES
HEDGING
RESERVE
FAIR
VALUE
RESERVE
EQUITY
ATTRIBUTABLE
TO EQUITY
HOLDERS
OF EDP
RENOVÁVEIS
NON
CONTROLLING
INTERESTS
BALANCE AS AT
31 DECEMBER 2017
7,895,152 4,361,541 552,035 1,546,139 -82,672 -48,565 6,499 6,334,977 1,560,175
- IFRS 9 transition adjustments -17,267 - - -17,267 - - - -17,267 -
ADJUSTED BALANCE
AS AT 1 JANUARY 2018
7,877,885 4,361,541 552,035 1,528,872 -82,672 -48,565 6,499 6,317,710 1,560,175
COMPREHENSIVE INCOME
- Fair value reserve (available
for sale financial assets) net of taxes
- Fair value reserve (cash flow hedge)
net of taxes
-146
-47,199
-
-
-
-
-
-
-
-
-
-47,666
-135
-
-135
-47,666
-11
467
- Share of other comprehensive
Income in joint ventures and
-20,437 - - - -2,894 -17,543 - -20,437 -
associates, net of taxes
- Reclassification to profit and loss
25 - - - 25 - - 25 -
due to changes in control
Exchange differences arising on
46,635 - - - 16,614 - - 16,614 30,021
consolidation
- Net profit for the year
472,169 - - 313,365 - - - 313,365 158,804
Total comprehensive income for
the year
451,047 - - 313,365 13,745 -65,209 -135 261,766 189,281
Dividends paid -52,338 - - -52,338 - - - -52,338 -
Dividends attributable to non
controlling
-62,439 - - - - - - - -62,439
interests
Other changes resulting from
-91,121 - - -17,241 - - - -17,241 -73,880
acquisitions/sales and equity increases
Other
-630 - - -4,695 - 3,812 - -883 253
BALANCE AS AT
31 DECEMBER 2018
8,122,404 4,361,541 552,035 1,767,963 -68,927 -109,962 6,364 6,509,014 1,613,390
COMPREHENSIVE INCOME
- Fair value reserve (equity
instruments at fair value) net of taxes
- Fair value reserve (cash flow hedge)
-99 - - - - - -92 -92 -7
net of taxes
- Share of other comprehensive
68,576 - - - - 69,678 - 69,678 -1,102
Income in joint ventures and
associates, net of taxes
-12,917 - - - -2,587 -10,330 - -12,917 -
- Reclassification to profit and loss
due to changes in control
-1,489 - - - -1,697 208 - -1,489 -
- Actuarial gains/(Losses) -93 - - -87 - - - -87 -6
Exchange differences arising on
consolidation
10,964 - - - -6,108 - - -6,108 17,072
- Net profit for the year 622,667 - - 475,128 - - - 475,128 147,539
Total comprehensive income for
the year
687,609 - - 475,041 -10,392 59,556 -92 524,113 163,496
Dividends paid -61,061 - - -61,061 - - - -61,061 -
Dividends attributable to
non-controlling interests
-44,707 - - - - - - - -44,707
Sale with loss of control of EDPR
Europe subsidiaries
-289,345 - - - - - - - -289,345
Other changes resulting from
acquisitions/sales and equity increases
-73,299 - - 9,127 -667 -497 - 7,963 -81,262
Other -6,901 - - -7,190 - - - -7,190 289
BALANCE AS AT
31 DECEMBER 2019
8,334,700 4,361,541 552,035 2,183,880 -79,986 -50,903 6,272 6,972,839 1,361,861

Consolidated statement of cash flows for the years ended 31 December 2019 and 2018

OPERATING ACTIVITIES
Cash receipts from customers
1,680,947
1,601,814
Payments to suppliers
-382,839
-399,878
-129,606
-109,332
Payments to personnel
Other receipts / (payments) relating to operating activities
-40,609
-52,602
1,127,893
1,040,002
Net cash from operations
Income tax received / (paid)
-38,036
-54,801
Net cash flows from operating activities
1,089,857
985,201
INVESTING ACTIVITIES
Cash receipts relating to:
Property, plant and equipment and intangible assets
2,907
7,499
Interest and similar income
19,106
9,070
22,347
13,999
Dividends
598,493
224,373
Loans to related parties
499,190
226,011
Sale of subsidiaries with loss of control
Other receipts from investing activities
534,619
78,888
1,676,662
559,840
Cash payments relating to:
-104,433
-24,459
Changes in cash resulting from perimeter variations ()
-13,310
-
Acquisition of subsidiaries
-1,209,725
-903,728
Property, plant and equipment and intangible assets
Loans to related parties
-245,770
-192,477
Other payments in investing activities
-671,464
-26,440
-2,244,702
-1,147,104
-568,040
-587,264
Net cash flows from investing activities
FINANCING ACTIVITIES
-20,386
-
Payments/receipts related with transactions with non-controlling interest without change of control (
*)
57,781
-91,292
Receipts / (payments) relating to loans from third parties
Receipts / (payments) relating to loans from non-controlling interests
-42,304
-75,490
-159,027
433,850
Receipts / (payments) relating to loans from Group companies
Interest and similar costs including hedge derivatives from third parties
-54,597
-46,680
Interest and similar costs from non-controlling interests
-8,608
-23,724
-185,254
-166,426
Interest and similar costs including hedge derivatives from Group companies
-41,122
-
Payments of lease liabilities
Dividends paid
-98,686
-112,949
4,038
-308.103
Receipts/ (payments) from derivative financial instruments
Receipts / (payments) from wind activity institutional partnerships - USA
105,627
225,353
THOUSAND EUROS 2019 2018
Other cash flows from financing activities -56,737 -70.786
-499,275
-236,247
Net cash flows from financing activities
CHANGES IN CASH AND CASH EQUIVALENTS
22,542
161,690
7,674
1,792
Effect of exchange rate fluctuations on cash held
Cash and cash equivalents at the beginning of the period
551,543
388,061
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD (***)
581,759
551,543

(*) Mainly includes (i) -89,309 thousand Euros related to cash and cash equivalent balances of EDPR Participaciones S.L., EDP Renewables France S.A.S. and subsidiaries that were sold during 2019 (see note 6); -4,908 thousand Euros related to cash and cash equivalents balances of Babilônia portfolsio that were sold during 2019 (see note 6); and -10,233 thousand Euros related to the reclassification of cash and cash equivalents balances of certain offshore companies to held for sale (see note 27);

(**) Mainly refers to the pre-flip acquisition of Class B shares in Vento II, Vento IV and Vento 5 portfolio (see note 33);

(***) See note 26 of the consolidated financial statements for a detailed breakdown of Cash and cash equivalents;

Variations in the following captions, including cash flow variations, during the period ending December 31, 2019 are as follows:

THOUSAND EUROS BANK
LOANS (*)
GROUP
LOANS
NON
CONTROLLING
INTERESTS
LOANS
U.S.
INSTITUTIONAL
PARTNERSHIPS
DERIVATIVES
(**)
TOTAL
BALANCE AS OF DECEMBER 31, 2018 845,330 2,766,004 563,406 2,231,249 -95,672 6,310,317
Cash flows
- Receipts / (payments) relating to loans from third parties 57,781 - - - - 57,781
- Receipts / (payments) relating to loans from non-controlling interests - - -42,304 - - -42,304
- Receipts / (payments) relating to loans from Group companies - -159,027 - - - -159,027
- Interest and similar costs including hedge derivatives from third parties -50,116 - - - -4,481 -54,597
- Interest and similar costs from non controlling interests - - -8.608 - - -8,608
- Interest and similar costs including hedge derivatives from Group companies - -106,413 - - -78,841 -185,254
- Receipts/ (payments) from derivative financial instruments - - - - 4,038 4,038
- Receipts / (Payments) from institutional partnership in US wind farms - - - 105,627 - 105,627
Changes of perimeter (***) -173,405 - -283,457 - -1,489 -458,351
Exchange differences 1,911 30,965 1,262 42,832 -3,740 73,230
Fair value changes - - - - -53,146 -53,146
Accrued expenses 56,464 115,204 14,784 6,327 82,016 274,795
Unwinding - - - 85,320 - 85,320
Changes in U.S. Institutional Partnerships related to ITC/PTC - - - -181,570 - -181,570
BALANCE AS OF DECEMBER 31, 2019 737,965 2,646,733 245,083 2,289,785 -151,315 5,768,251

(*) Net of collateral deposits;

(**) The Group considers as financing activities all derivative financial instruments excluding derivatives related with commodities;

(***) Refer to decreases due to the sale of EDPR Participaciones S.L., EDP Renewables France S.A.S. and subsidiaries and Babilônia portfolio of companies (see note 6);

NOTES TO THE CONSOLIDATED ANNUAL ACCOUNTS FOR THE YEARS ENDED 31 DECEMBER 2019 AND 2018

01. THE BUSINESS OPERATIONS OF THE EDP RENOVÁVEIS GROUP 9
02. ACCOUNTING POLICIES 18
03. RECENT ACCOUNTING STANDARDS AND INTERPRETATIONS ISSUED 32
04. CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS IN APPLYING ACCOUNTING POLICIES 34
05. FINANCIAL RISK MANAGEMENT POLICIES 36
06. CONSOLIDATION PERIMETER 39
07. REVENUES 45
08. INCOME FROM INSTITUTIONAL PARTNERSHIPS IN U.S. WIND FARMS 45
09. OTHER INCOME 45
10. SUPPLIES AND SERVICES 46
11. PERSONNEL COSTS AND EMPLOYEE BENEFITS 46
12. OTHER EXPENSES 47
13. AMORTISATION AND IMPAIRMENT 47
14. FINANCIAL INCOME AND FINANCIAL EXPENSES 47
15. INCOME TAX EXPENSE AND EXTRAORDINARY CONTRIBUTION TO THE ENERGY SECTOR (CESE) 48
16. PROPERTY, PLANT AND EQUIPMENT 50
17. RIGH OF USE ASSET 53
18. INTANGIBLE ASSETS 54
19. GOODWILL 55
20. INVESTMENTS IN JOINT VENTURES AND ASSOCIATES 56
21. DEFERRED TAX ASSETS AND LIABILITIES 61
22. INVENTORIES 61
23. DEBTORS AND OTHER ASSETS FROM COMMERCIAL ACTIVITIES 62
24. OTHER DEBTORS AND OTHER ASSETS 62
25. CURRENT TAX ASSETS 63
26. CASH AND CASH EQUIVALENTS 63
27. ASSETS AND LIABILITIES HELD FOR SALE 64
28. SHARE CAPITAL AND SHARE PREMIUM 65
29. OTHER COMPREHENSIVE INCOME, RESERVES AND RETAINED EARNINGS 66
30. NON-CONTROLLING INTERESTS 67
31. FINANCIAL DEBT 68
32. PROVISIONS 69
33. INSTITUTIONAL PARTNERSHIPS IN U.S. WIND FARMS 70
34. TRADE AND OTHER PAYABLES FROM COMMERCIAL ACTIVITIES 71
35. OTHER LIABILITIES AND OTHER PAYABLES 72
36. CURRENT TAX LIABILITIES 73
37. DERIVATIVE FINANCIAL INSTRUMENTS 73
38. COMMITMENTS 76
39. RELATED PARTIES 77
40. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES 80
41. RELEVANT SUBSEQUENT EVENTS 82
42. ENVIRONMENT ISSUES 83
43. OPERATING SEGMENTS REPORT 83
44. AUDIT AND NON AUDIT FEES 84
ANNEX 1 85
ANNEX 2 94

01. THE BUSINESS OPERATIONS OF THE EDP RENOVÁVEIS GROUP

EDP Renováveis, Sociedad Anónima (hereinafter referred to as "EDP Renováveis" or "EDPR") was incorporated on 4 December 2007. Its main corporate objective is to engage in activities related to the electricity sector, namely the planning, construction, operation and maintenance of electricity generating power stations, using renewable energy sources, mainly wind. The registered offices of the company are located in Oviedo, Spain. On 18 March 2008 EDP Renováveis was converted into a company incorporated by shares (Sociedad Anónima).

The Company belongs to the EDP Group, of which the parent company is EDP Energias de Portugal, S.A., with registered offices at Avenida 24 de Julho, 12, Lisbon. As at 31 December 2019 and 31 December 2018, EDP Energias de Portugal, S.A through its Spanish branch EDP S.A. - Sucursal en España ("EDP Branch") held a qualified shareholding of 82.6% of the share capital and voting rights of EDPR and 17.44% of the share capital was free floated in the Euronext Lisbon.

In December 2011, China Three Gorges Corporation (CTG) signed an agreement to acquire 780,633,782 ordinary shares in EDP from Parpública - Participações Públicas SGPS, S.A., representing 21.35% of the share capital and voting rights of EDP Energias de Portugal S.A., a majority shareholder of the Company. This operation was concluded in May 2012.

The terms of the above-mentioned agreement through which CTG became a shareholder of the EDP Group stipulate that CTG would make minority investments totaling 2,000 million of Euros in operating and ready-to-build renewable energy generation projects (including cofunding capex).

Within the agreement mentioned above, the following transactions have taken place:

  • In June 2013, EDPR completed the sale of 49% equity shareholding in EDPR Portugal to CTG through CITIC CWEI Renewables S.C.A.
  • In May 2015, EDPR closed the sale of 49% of the following EDPR Brasil subsidiaries to CTG through CWEI Brasil participaçoes LTDA: Elebrás Projetos S.A, Central Nacional de Energia Eólica S.A, Central Eólica Baixa do Feijão I S.A, Central Eólica Baixa do Feijão II S.A, Central Eólica Baixa do Feijão III S.A, Central Eólica Baixa do Feijão IV S.A, Central Eólica Jau S.A. and Central Eólica Aventura S.A.
  • In October 2016, EDPR completed the sale of 49% equity shareholding in EDP Renewables Polska SP.Zo.o. to CTG through ACE Poland S.Á.R.L. and the sale of 49% equity shareholding in EDP Renewables Italia S.r.l. to CTG through ACE Italy S.Á.R.L. (see note 5).
  • In June 2017, EDPR Group closed the sale of 49% equity shareholding in EDPR PT Parques Eólicos, S.A. to CTG through ACE Portugal S.Á.R.L. (see note 6).
  • In December 2018, EDPR completed the sale of 10% equity shareholding in the equity consolidated offshore company Moray East Holdings Limited to CTG through China Three Gorges (UK) Limited (see note 6).

As at 31 December 2019, EDP Renováveis S.A. directly holds a 100% stake in the share capital of the following companies: EDP Renewables Europe, S.L. (EDPR EU), EDP Renewables North America, LLC (EDPR NA), EDP Renewables Canada, Ltd. (EDPR Canada), EDP Renováveis Brasil, S.A. (EDPR BR), EDPR Offshore España, S.L. and EDPR Offshore France, S.A.S. Eolos Energía S.A.S. E.S.P. and Vientos del Norte S.A.S. E.S.P.

EDPR EU operates through its subsidiaries located in Spain, Portugal, France, Belgium, Netherlands, Poland, Romania, Italy, United Kingdom and Greece. EDPR EU's main subsidiaries are: EDP Renovables España, S.L. (wind farms in Spain), EDP Renováveis Portugal, S.A. and EDPR PT – Parques Eólicos, S.A. (wind farms in Portugal), EDPR France Holding S.A.S. (wind farms in France), EDP Renewables Belgium (wind farms in Belgium), EDP Renewables Polska, SP.ZO.O and EDPR Renewables Polska HoldCo, S.A. (wind farms in Poland), EDPR România S.r.l. and EDPR RO PV S.r.l. (wind and photovoltaic solar farms in Romania), EDP Renewables Italy, S.r.l. and EDP Renewables Italia Holding, S.r.l. (wind farms in Italy) and EDPR UK Limited (development of offshore projects in UK).

EDPR NA's main activities consist of the development, management and operation of wind and solar farms in the United States of America and providing management services for EDPR Canada and EDPR Mexico. EDPR Canada and EDPR Mexico's main activities consist of the development, management and operation of wind farms in Canada and Mexico.

EDPR BR's main activities consist of the development, management and operation of wind farms in Brazil.

EDPR Group is currently developing wind onshore projects in Colombia through the companies Eolos Energía S.A.S. E.S.P. and Vientos del Norte S.A.S. E.S.P. Additionally, EDPR Group is also developing wind offshore projects in the UK, France, USA, Portugal, Poland, Japan and Republic of Korea mainly through different joint venture structures (see note 27).

EDP Renováveis Group, through its subsidiaries has an installed capacity, as follows:

INSTALLED CAPACITY MW 31 DEC 2019 31 DEC 2018
United States of America 5,714 5,332
Spain 1,974 2,312
Portugal 1,164 1,309
Romania 521 521
Poland 418 418
France 53 421
Brazil(*) 467 467
Mexico 200 200
Italy 271 221
Belgium - 71
Canada 30 30
10,812 11,302

(*) Includes 137 MW related to Babilônia wind farms since these were operational the entire year until the companies were sold (see note 6).

Additionally, the EDP Renováveis Group through its equity-consolidated companies has an installed capacity, attributed to EDPR, as follows:

INSTALLED CAPACITY MW 31 DEC 2019 31 DEC 2018
United States of America 398 219
Spain 152 152
550 371

REGULATORY FRAMEWORK FOR THE ACTIVITIES IN THE UNITED STATES OF AMERICA

The United States federal government and various state governments have implemented policies designed to promote the growth of renewable energy, including wind power. The primary federal renewable energy incentive program is the Production Tax Credit (PTC), which was established by the U.S. Congress as part of 1992 Energy Policy Act. Additionally, many states have passed legislation, principally in the form of renewable portfolio standards ("RPS"), which require utilities to purchase a certain percentage of their energy supply from renewable sources, similar to the Renewable Energy Directive in the EU.

American Recovery and Reinvestment Act of 2009 includes a number of energy related tax and policy provisions to benefit the development of wind energy generation, namely (i) a three year extension of the PTC until 2012 and (ii) an option to elect a 30% Investment Tax Credit ("ITC") that could replace the PTC through the duration of the extension. This ITC allows the companies to receive 30% of the cash invested in projects placed in service or with the beginning of construction in 2009 and 2010. In December 2010, the Tax Relief, Unemployment, Insurance and Reauthorization, and Job Creation Act of 2010 was approved and includes an one year extension of the ITC, which allow the companies to receive 30% of the cash invested in projects with beginning of construction until December 2011 as long as placed in service until December 2012.

On 1 January 2013, the US Congress approved "The American Taxpayer Relief Act" that includes an extension of the Production Tax Credit (PTC) for wind energy, including the possibility of a 30% Investment Tax Credit (ITC) instead of the PTC. Congress set 31 December 2013 as the new expiration date of these benefits and changed the qualification criteria (projects will only qualify as long as they are under construction by year-end 2013). The legislation also includes a depreciation bonus on new equipment placed in service which allows the depreciation of a higher percentage of the cost of the project (less 50% of the Investment Tax Credit) in the year that it is placed in service. This bonus depreciation was 100% in 2011 and 50% for 2012.

On 16 December 2014 and 15 December 2015, the U.S. Congress approved the "Tax Increase Prevention Act of 2014" and Consolidated Appropriations Act, 2016" that included an extension of the PTC for wind, including the possibility of a 30% Investment Tax Credit instead of the PTC. Developers have until the end of 2016 to start construction of new wind farms to qualify for 10 years of production tax credits at the full level. Congress introduced a phase out for projects that start construction after 2016 and before 2020. These projects will still qualify for production tax credits, but at reduced levels. The levels are 80% for projects starting construction in 2017, 60% in 2018, and 40% in 2019.

Developers of projects that start construction before 2020 may elect to claim 30% investment tax credits instead of production tax credits, subject to a similar phase out. The phase out reduces the value of the 30% investment tax credit to 24% in 2017, 18% in 2018, and 12% in 2019. Neither production tax credits nor investment tax credits are allowed for wind projects that start construction in 2020 or later.

The aforementioned "Consolidated Appropriations Act, 2016" also extended the Investment Tax Credit (ITC) for solar projects. Solar projects that are under construction by the end of 2019 will now qualify for the 30% ITC. The credit is reduced to 26% for projects starting construction in 2020 and to 22% for projects starting construction in 2021. The credit drops to a permanent 10% level for projects that begin construction in 2022 or later.

Additionally, on 5 May 2016, the US Internal Revenue Service issued guidance that wind farms have 4 years from their start of construction to be placed in service and qualify for the PTC. As a result, projects that start construction prior to year-end 2019 and are placed in service prior to year-end 2023 will be eligible for the PTC. The IRS ruling also includes a provision that allows developers to secure the PTC if 5% of a project's capital components by dollar value are safe harbored in a given year and construction is complete within 4 years. Thus, if a developer safe harbors 5% of project Capex in 2016 for a given project, the project will qualify for 100% PTC if construction is completed by year-end 2020.

On 22 June 2018, the IRS released Notice 2018-59, which provides guidance to determine when a solar project begins construction for ITC purposes and specifies that projects have until 2024 to be placed in service and qualify for the ITC at levels above 10%. The ITC percentage for a solar project is determined based on the year in which construction of the project begins – provided the solar project is also placed in service before Jan 1, 2024 – as follows: (i) before Jan 1, 2020, 30%; (ii) in 2020, 26%; (iii) in 2021, 22%; and (iv) any time thereafter (regardless of the year in which the solar project is placed in service), 10%. Similar to the IRS guidance regarding the wind PTC, establishing the beginning of construction is deemed by (i) engaging significant physical work or (ii) paying or incurring 5% of the ultimate tax basis of the project. Thus, if a developer safe harbors 5% of project Capex in 2019, the project will be qualified for a 30% ITC if the construction is concluded before Jan 1, 2024. Similarly, if a developer safe harbors 5% of project Capex in 2021, the project will be qualified for a 22% ITC if the construction is concluded before Jan 1, 2024.

On 20 December 2019, the President signed the Taxpayer Certainty and Disaster Tax Relief Act of 2019. The act changes the phase down schedule for the Production Tax Credit for onshore wind energy projects. Under prior law, the PTC phased down to 40% for projects beginning construction in 2019 and then to 0% for facilites for which construction began in 2020. The new act leaves in place the 40% PTC rate for 2019 projects, then increases the PTC to 60% for projects beginning construction in 2020. Projects beginning construction in 2021 & later will have no PTC. The act made no changes to the solar ITC.

The Taxpayer Certainty and Disaster Tax Relief Act of 2019 also did not include the creation of any new tax credits for offshore wind or energy storage, despite previously proposed legislation that sought to do so. Two bills recently introduced in the U.S. Senate would extend the 30% investment tax credit (ITC) for offshore wind projects for another 6 to 8 years. Legislation has also been introduced to make energy storage technologies fully eligible for the ITC that is currently available to solar and some solar-plus-storage projects. More than 100 House Democrats signed a letter asking for a long-term extension of clean energy tax credits. While tax credits for offshore wind and storage were not included in the Taxpayer Certainty and Disaster Tax Relief Act of 2019, it is still possible that they could be included in future legislation. Improved ITC for offshore wind and storage would improve the economic outlook for those resources.

On 9 February 2016, the U.S. Supreme Court stayed implementation of the Clean Power Plan (CPP) announced by the United States' Environmental Protection Agency (EPA) on 3 August 2015, a rule to cut carbon pollution from existing power plants. On 7 December 2017, EPA Administrator Scott Pruitt announced at a hearing of the U.S. House Energy and Commerce Committee that the EPA will introduce a replacement rule to replace the CPP. As of 29 June 2018, EPA's agenda put a final Clean Power Plan repeal date in October with speculation a replacement rule will be proposed at the same time. On 21 August 2018, the EPA proposed the Affordable Clean Energy (ACE) rule to replace the CPP to establish emissions guidelines for states to develop plans to address GHG emissions from existing coal-fired plants. The rule would allow states full discretion to set heat-rate improvements (HRI) for unit-specific emissions standards. The HRIs may be overstated, since they appear to be based on potential improvements at inefficient plants that have already retired; i.e. the existing fleet may have already applied BSER measures and therefore do not have room for improvement. The Affordable Clean Energy (ACE) rule was issued by the Environmental Protection Agency ("EPA") June 19, 2019. This rule will replace the prior administration's Clean Power Plan in efforts to support energy diversity.

On 1 June 2017, President Trump announced that the U.S. would withdraw from The Paris Agreement, an international accord to combat climate change. The ultimate impact of these changes on renewable demand is not yet clear for several reasons: most of these changes will be contested in court; States regulators decide on the energy mix at State level; the most important energy players are already implementing the main elements of the Clean Power Plan; and the Executive Order does not impact ITC/PTC, which is the main development driver for the US renewable energy market. On 23 January 2018, Trump signed a proclamation setting in place four years of tariffs for cell and module imports. The tariffs commence at 30% of reported value, decrease in subsequent years and don't apply to the first 2.5GW of cell imports each year.

On 3 April 2018, the Trump administration released a list of more than 1,300 imported products from China that may be subject to a 25% tariff. The list of imports from China includes "wind-powered electric generating sets," which will have minimal impact on the U.S. wind industry due to the low number of wind turbines imported from China. The Trump administration also placed a 25% tariff on steel imports and a 10% tariff on aluminum imports, two raw materials that are sometimes used in manufacturing wind and solar energy components.

On 8 January 2018, the Federal Energy Regulatory Commission ("FERC") rejected a proposal from the Department of Energy to subsidize certain coal and nuclear plants by providing cost recovery for plants with onsite fuel supplies. The FERC instead asked regional grid operators to assess how best to enhance the resilience of the power system. FERC's five members unanimously rejected the proposed DoE rule. Instead, FERC asked regional grid operators to review an extensive list of questions about improving power system resilience and report back within 60 days. It is currently unclear as to whether or not the DoE will continue to pursue coal and nuclear subsidies and, if so, how the DoE will seek to do so.

On 3 January 2019, the 116th United States Congress convened with a Republican-majority Senate and a Democratic-majority House of Representatives. In the prior Congress, Republicans held majorities in both the Senate and the House of Representatives. With this change, a shift in governing philosophy is expected. Democratic representatives have informally proposed a range of potential legislative actions having to do with climate change. One of these proposals is a "Green New Deal" which features a 100% United States RPS standard. Such a standard, if implemented, would increase demand for renewable electricity in the U.S. However, new legislation regarding climate change and renewable energy has yet to be formally proposed and the details of such legislation, if proposed at all, are unclear. Additionally, any legislation passing the Democratic-majority House of Representatives would also to have to pass the Republican-majority Senate and be signed by President Trump before becoming law. While this "Green New Deal" is not currently a likely success, it is an indicator that Green goals are becoming bolder and seeking greater results such as, in this case, a 100% renewable mandate. On June 26, 2019, a new bill was introduced to the Senate targeting a national 50% renewable energy standard (RES) by 2035. While the bill has not been passed and currently has only a handful of sponsors, it supports the growing bipartisan trend towards climate action.

REGULATORY FRAMEWORK FOR THE ACTIVITIES IN SPAIN

The main piece regulating the Spanish electricity sector is Law 24/2013 that replaced Law 54/1997. This law is part of a comprehensive reform of the Spanish energy sector.

The main purposes of this law are to adapt the regulation to the evolution of the electricity sector and to guarantee the sustainability of the system in the long term, removing existing deficiencies in the operation of the system. Specifically, the Law aims at correcting the structural tariff deficit. The law sets principles and provisions governing the electricity sector, with the objective to effectively guarantee the supply of electricity and to adapt it to the needs of consumers ensuring safety, quality, efficiency, objectivity, transparency and electricity at the minimum cost.

As a part or this Energy Reform, Royal Decree-Law 9/2013 was passed in July 2013. The purpose of this Royal Decree-Law was to adopt a series of measures to ensure the sustainability of the electricity system.

In particular, RDL 9/2013 introduced a new legal and economic regime for existing energy facilities producing electricity from renewable energy sources, cogeneration and waste. The RDL set the principles on which the regime applicable to these facilities would be articulated and these principles were subsequently confirmed and developed by law 24/2013 and Royal Decree 413/2014. In accordance with this new framework, renewable facilities would receive during their operating lifetime, in addition to the remuneration for the sale of the energy valued at the market price, a specific remuneration composed by (i) an "investment premium" that would be incremental to the revenue obtained by selling electricity in the market, plus, (ii) an operating remuneration premium designed to also cover the share of a facility's operating costs that could not be recovered by means of energy sales.

The calculation of the aforementioned remuneration shall be carried out on the basis of the standard costs and revenues (initial investment, operation and revenue from the sale of energy) that would correspond to a "standard power plant, over the useful regulatory life and based on the business activity that would be carried out by and efficient and well-managed company".

Under this scheme, projects would receive a remuneration guaranteeing a "reasonable profitability" calculated, for the first six-year regulatory period, at "300 basis points above the yield on 10-year government bonds over the last ten years".

The Spanish Government published in 20 June 2014, Order IET/1045/2014, which included the parameters to remunerate the renewable energy assets, under the new remuneration framework that was approved by the Decree-Law 413/2014. DL 413/2014 confirmed that wind farms in operation in 2003 (and before) would not receive any further incentive, while the incentive for the rest of the wind farms would be calculated in order to reach of 7,398% return. This order describes more than 1.300 possible types of renewables installation, 23 of them corresponding to wind farms of more than 5 MW classified by the year of first operation (from 1994 to 2016).

In October 2015 the Government approved Royal Decree 947/2015 and a Ministerial Order aimed at allowing the installation of new renewable capacity through competitive tenders.

On January 14th 2016 the first auction of renewables' capacity was held. The auction was designed to provide a similar remuneration scheme that the one that applies to previous installations (RD 413/2014). Following this framework, tender participants were requested to bid discounts on the "initial investment" (CAPEX) parameter which would then, by being plugged in the formula set by RD 413/2014 determine the "Rinv" (investment premium) that would eventually be awarded.

In 2017, two auctions were held. The first one was held in May 17 and, contrary to previous auctions, was technology neutral. Nearly all the capacity was awarded to wind projects (2.979 MW out of 3.000 MW). Solar PV installations and other technologies occupied the remaining shares of 1 MW and 20 MW, respectively.

Following the outcome of May 17th 2017 tender, the Spanish government decided to launch an additional tender for a maximum of 3 GW. This new tender was held on July 26 2017 and was opened to wind and solar PV exclusively. Additionally, the royal decree ruling the tender (RD 650/2017) included the possibility to increase the allocated capacity to all capacity bidding the same discount, provided it would not create an overcost to the system. Following this clause, all the capacity which offered the maximum allowed discount was awarded (no tiebreaker rule was triggered).

In October 2018, the Spanish Minister for Energy transition and environment introduced several measures aiming at limiting electricity cost for final consumers and serving as a first step towards the long term energy transition. The implemented measures include the suspension of the 7% generation tax during a period of 6 months, the facilitation of self-consumption and the administrative extension until March 2020 of the connection rights for the renewable plants awarded in previous year´s auctions.

On February 22, 2019 MITECO (The Ministry for Environmental Transition) put for public consultation the "Strategic Framework for Energy and Climate" (Marco Estratégico de Energía y Clima) including: (i) a new version of the Draft Project Law on Energy Transition, (ii) the draft National Energy and Climate Plan 2021-2030 ("NECP"), and (iii) Draft Strategy for a fair energy transition. With regards to the Spanish NECP, Spain has submitted a draft version to the European Commission targeting a share of 42% of renewables (74% of renewable electricity) by 2030.

On November 22, 2019 Royal Decree Law 17/2019 was passed, introducing a series of measures aimed at guaranteeing a stable regulatory and economic framework to encourage the development of renewable energy generation in Spain. The RDL updates the "reasonable return" for renewable generation for the next regulatory period starting on 1 January 2020 at a level of 7,39% for assets before RDL 9/2013 and 7,09% for the new ones. In addition, RDL 17/2019 establishes that the period for reviewing the rest of parameters will run until 29 February 2020.

Another objective of RDL is to adopt a new regulation governing access to the network in nodes affected by the closure of coal and nuclear power plants and concessions for the private use of water, where new renewable projects may offer an alternative. Under RDL 17/2019, grating access to the grid to renewable projects in areas affected by the closure of thermal facilities, will be based on the technical and economic benefits, as well as the environmental and social ones, in particular job creation.

REGULATORY FRAMEWORK FOR THE ACTIVITIES IN PORTUGAL

The principal pieces of legislation regulating the Portuguese electricity sector are Decree-Law 29/2006 of 15 February 2006 (amended by Decree-Law 215-A/2012) and Decree-Law 172/2006 of 23 August 2006 (amended by Decree-Law 215-B/2012).

Renewables' legal framework is primarily contained in The Electricity Framework and Ministerial Order 243/2013 of 2 August 2013, which sets out the terms, conditions and criteria for the licensing of electricity generation under special regime with guaranteed remuneration.

The Portuguese legal provisions applicable to the generation of electrical power based on renewable resources are currently established by Decree-Law 189/88 dated 27 May, as amended by Decree-Law 168/99 dated 18 May, Decree-Law 312/2001 dated 10 December, and Decree-Law 339-C/2001 dated 29 December. Also relevant is Decree-Law 33-A/2005, dated 16 February 2005 ("DL 33-A/2005"), which establishes the remuneration formula applicable to energy produced by renewable sources (this is, the formula to calculate the feed-in tariff).

The Portuguese Government published on 28 February 2013, the Decree Law 35/2013, that opened the possibility for voluntary changes of the existing feed-in tariff (maintaining and protecting the legal stability of existing contracts as the scheme was voluntary). The Government proposed four alternative tariff schemes to be elected by each of the wind developers. EDPR and ENEOP chose a 7-year extension of the tariff defined as the average market price of previous twelve months, with a floor of 74€/MWh and a cap of 98€/MWh values updated with inflation from 2021 onwards, in exchange for a payment of 5.800€/MW from 2013 to 2020.

The Environment and Energy Ministry published, on 2014, the Decree Law 94/2014 that allows the increase of installed capacity of wind farms up to 20%. The additional production generated from the capacity increase will have a fixed remuneration of 60 €/MWh, whilst the remaining production is remunerated at the previous tariff.

The Portuguese government 2019 Budget included an extension of the special energy tax (so-called CESE) to renewables. However, there is an exemption for facilities with licenses that had been granted through public tenders.

On January 31, Portaria 43/2019 on over-equipment "sobrequipamientos" ("SE") was published. The new Portaria set a new remuneration scheme for SE of 45€/MWh (non-indexed values) for 15 years, period after which the SE would be under the ordinary regime not being entitled to be under the tariff extension scheme set by D-L 35/2013. The new scheme exempts developers from requesting ERSE authorization to the SE.

On June 3rd the DL 76/2019 was published. This DL is a comprehensive review of the legal basis of the Portuguese electricity sector. Regarding new renewable capacity, the Decree changes the order in which grid capacity reservation and production license are obtained. New projects will need to obtain the title of grid capacity reservation prior to applying for the production license. The Decree also introduces three ways to obtain grid capacity reservation, being one of them competitive tenders.

Portugal launched its first utility-scale renewable energy auction in 2019, with the first round for 1.4GW of PV injection capacity held in July.Developers in the Portuguese tender could present two kinds of offer: one with a fixed price below €45/MWh and another with a variable tariff which includes a requirement to pay compensation to the electricity system, depending on spot market power prices. Both systems will be valid for 15 years from commercial operations.

REGULATORY FRAMEWORK FOR THE ACTIVITIES IN FRANCE

The electricity industry in France is governed primarily by Act 2000-108 (amended by Acts 2004-803 and 2006-1537) passed on 10 February 2000, which regulates the modernization and development of public energy services and is the general legislative framework for the operation of wind facilities in France.

Act 2000 allowed wind operators to enter into long-term agreements for the purchase and sale of their energy with Electricité de France (EDF), the national incumbent. The tariffs were initially set in 2006, then updated in the "Arrêté du 17 novembre 2008" at the following level: i) during the first ten years of the EDF Agreement, EDF paid a fixed annual tariff, which was €82 per MWh for applications made during 2008 (tariff is amended annually based, in part, on an inflation-related index); ii) During years 2011 to 2015 of the EDF Agreement, the tariff was based on the annual average percentage of energy produced during the wind facility's first ten years (these tariffs are also amended annually, based, in part, on an inflation-related index); iii) beginning in the year 2016, there was no specific support and wind energy generators would sell their electricity at the market, thus receiving market price.

The French Council of State decided to cancel the 2008 feed-in tariff decree in May 2014. The EU Court of Justice had previously ruled that it constituted illegal State Aid as France had failed to notify the European Commission at the time of its approval. Shortly after, the French Government approved and released a new tariff decree ("Arrêté du 17 juin 2014") that had previously received clearance from the European Union. This new decree contained the same parameters than the former decree and came into force with retroactive effects. Therefore, it did not endanger or modify any power purchase agreement signed under the 2008 Order.

In July 2015, the "Energy Transition bill", whose aim is to build a long-term and comprehensive energy strategy, was passed.

A new Contract-for-difference (CfD) was released in December 2016 in line with the European "Guidelines on State aid for environmental protection and energy 2014-2020". According to this new scheme, wind farms having requested a Power Purchase Agreement (PPA) in 2016 would receive a 15-years CfD, being the strike price (and the terms of the tariff) very similar to the previous feed-in tariff. Due to the high volume of projects potentially wishing to benefit from the CR 2016 Regime, the Ministry of Ecological Transition (Ministère de Transition écologique et solidaire) decided in December 2019 to close the scheme once the first 1.800 MW of contracts are signed.

From 2017 onwards, wind farms of more than 6 wind turbines (and more than 3 MW per turbine) need to participate in competitive tenders in order to obtain a 20-year CfD. The first tender was held in November 2017. The calendar of auctions until 2020 has been announced by the regulator and up to 3 GW of wind are expected to be tendered in this period (two tenders of 500 MW each year).

Wind farms of maximum 6 wind turbines (and maximum 3 MW per turbine) do not need to participate in tenders. Wind farms of these characteristics having requested a PPA in 2017 were entitled for a 20-year CfD with a strike price ranging between 72 and 74 €/MWh depending on rotor size.

The French Parliament approved on 26 September 2019 the so-called "Energy and Climate Law", committing the country to carbon-neutrality by 2050. The adoption of the Energy-Climate law constitutes a major step toward achieving the government's ambition to address climate change by becoming carbon neutral by 2050. This objective represents a reduction of France's greenhouse gas emissions by a factor of more than six compared to 1990 emissions levels.

In order to achieve carbon neutrality by 2050, the Energy-Climate law provides for the reduction of fossil fuels consumption by 40% by 2030 (instead of the previous 30% target) and for the end of coal-based electricity generation by 2022. The law provides that the share of nuclear in the electricity mix should be reduced to 50% by 2035

Regarding wind energy, the law redefines the authority responsible for permitting onshore wind projects. Concerning offshore wind, the law also includes a higher target (already announced by the Energy Minister) of auctioning 1 GW of capacity until 2024 (doubling the volumes defined by France's initial energy plan published in January 2019).

REGULATORY FRAMEWORK FOR THE ACTIVITIES IN POLAND

The legislation applicable to renewable energy in Poland was initially contained in an Energy Act passed on 10 April 1997, which has subsequently been amended by Act 24 July 2002 and the Energy Act of 2 April 2004.

The Energy Act introduced a Green Certificate scheme with mandatory quotas. According to the scheme, energy suppliers are required to: a) purchase GC and submit them to the Energy Regulator, or b) pay a substitution fee calculated in accordance with the Energy Act. If suppliers fail to meet their obligation (either the submission of GC or the payment of substitution fee), they must pay a fine, equal to 130% of the substitution fee in that year.

This initial scheme was subsequently amended in 2015. In February 2015 a new Renewable Law was approved, introducing a different support system. According to the law, the GC system would be replaced by a CfD scheme, granted through competitive tenders. However, the law guaranteed that the GC scheme would be maintained (with some adjustments) for operating plants. The law also introduced the possibility for operating plants to voluntary shift to the CfD system, through specific tenders for operating assets.

The CfD implementation was delayed until 1st July 2016.

In June 2016, after a long approval process, the so-called "Wind Turbine Investment Act" was approved, including (i) minimum distance restrictions for new wind farms and (ii) higher real estate tax burden (although it´s currently under review and could be lowered again).

In October 2016, the Polish Government published the Ordinance detailing the amount of value of energy to be auctioned in 2016. Wind energy was not included among the technologies allowed to participate (except for facilities below 1 MW). The auction was held the 30th of December 2016 and was marked by technical problems. The auction was also largely undersubscribed with 3 of the 4 categories not being allocated the full capacity.

In July 2017 a new methodology to calculate the substitution fee was approved. According to the new formula, the substitution fee will be calculated every year as 125% of the average CG market price of the previous year capped at 300PLN. This methodology involves a reduction from current levels as according to the previous rule, the substitution fee was set at 300,03 PLN.

On August 23rd, 2017 a new ordinance setting the new Green Certificates quotas for 2018 and 2019, was approved. According to the ordinance new quotas would be set at the following levels: 17,5% in 2018 and 18,5% in 2019.

On December 13 2017, the EU Commission (through the Directorate-General for Competition) approved the Polish support scheme for renewables and therefore confirmed that the scheme is in line with the 2014 European State Aid Guidelines.

In June 29, 2018 Polish Parliament (Sejm and Senate) approved a set of amendments to the RES Act to the Wind Turbine Investment Act, amendments which were published in Polish Official Gazette in June 30. The approved amendments envisaged a return to the initial taxable base of the Real Estate Tax as of January 2018. The amendments include also changes in the RES Act however they do not include any relevant changes towards operating assets and focus mainly on operative changes and clarifications to the new tender scheme. In this line, the amendments include the budget (values and volumes) for 2018 tenders.

In October 2nd 2018, the Energy Regulatory Office published a call for the first auction in Poland in which wind onshore and solar PV with capacity above 1MW can participate to get a 15 year CfD.

On January 3, 2019 the Polish Energy Exchange published the official weighted average price of Green Certificates: 103,82 PLN/MWh. As the substitution fee should be 125% of the previous year price, its value for 2019 should be 129,8 PLN/MWh. On June 25, 2019, the government approved a set of amendments to the Renewable Energy Sources Act, which were originally published and submitted for public consultation on February 28. The main objective pursued by the Act was to allow auctions for new renewable energy projects in 2019 (including some changes to the CfD scheme to be granted therein). The Act confirms the celebration of auctions for new assets in 2018, including proposed budget, volumes and reference prices (for onshore wind >1 MW around 2,5 GW with a reference price of 286 PLN/MWh).

Poland's energy regulator lanched a wind a solar PV tender on December 5th, 2019 granting 2,2 GW of new capacity.

Poland's National Energy and Climate Plan (NECP) was sent to the European Commission on December 29th, 2019. According to the information published in the Ministry's website, the country could commit to a 23% share of renewable energy in 2030 if it gets additional European funds. In addition, the share of renewables in electricity generation will rise to 32% in 2030. Onshore wind installed capacity could increase to 9,6 GW in 2030 while offshore wind to 3,8 GW in 2030 and 8 GW in 2040. The Polish government is working on a offshore wind law, that should be formally enacted in the first quarter of 2020.

REGULATORY FRAMEWORKS FOR THE ACTIVITIES IN ROMANIA

The promotion of electricity generated from renewable energy sources in Romania was first included in the Electricity Law 318/2003. In 2005 a Green Certificate (GC) mechanism was introduced with mandatory quotas for suppliers, in order to comply with their EU renewable requirements. Since then, the regulatory authority establishes a fixed quota of electricity produced by renewable energy facilities which suppliers are obliged to fulfil. Law 220/2008 of November, introduced some changes in the GC system. In particular, it allowed wind generators to receive 2GC/MWh until 2015. From 2016 onwards generators would receive only 1 GC for each MWh during 15 years.

The law also guaranteed that the trading value of GC would have a floor of 27€ and a cap of 55€, both indexed to Romanian inflation.

Law 220/2008 on renewable energy was amended by the Emergency Order 88/2011. A key aspect of this amendment was the need to perform an "overcompensation analysis" on a yearly basis. ANRE (Energy Regulator) was charged to monitor the benefits obtained by renewables' producers and annually prepare a report on this regard. If overcompensation is observed, ANRE has to propose a reduction of the applicability period of the support scheme or the number of GCs granted to the technology. This reduction would be then applied only to new facilities.

Law 123/2012 of 19 July 2012 on Electricity and Natural Gas eliminated the provision of bilateral contracts not publicly negotiated as a mean to sale electricity. Thus, trading of electricity must be carried out on a centralized market.

The Romanian Parliament passed on 17 December 2013, the law for the approval of the Government Emergency Ordinance 57/2013 (the Ordinance), which brought some amendments, being the main ones:

  • The postponement of GC for operating plants. The postponement only applies to renewable energy operators accredited by ANRE before 2013. Wind power producers would be entitled to receive 2 GCs/MWh until 2017 (inclusive) of which 1 GC is postponed from trading from 1 July 2013 to 31 March 2017. Solar producers have 2 GCs (out of 6 GCs) postponed from trading from 1 July 2013 to 31 March 2017. The GCs postponed would be gradually recovered until 31 December 2020 (starting on 1 April 2017 for solar PV and 1 January 2018 for wind);
  • Wind facilities accredited after this date would receive 1.5 GC/MWh until 2017 and 0.75 GC/MWh from 2018 onwards during 15 years. All these GCs were immediately tradable;
  • Solar facilities would receive 3 GCs from 1 January 2014 onwards.

On 24 March 2014, the President of Romania ratified EGO 57/2013 with the following amendments: (i) Reduction of the GC validity from 16 months to 12 months; and (ii) the obligation for ANRE (Energy Regulator) to communicate in each year the GC quota for the next year.

In March 2017, the government approved a new emergency ordinance (EGO 24/2017) to further amend the renewable law 220/2008. As expected, the GC scheme was extended until 2031 (GC will remain valid until March 2032). The Ordinance also confirmed the removal of the indexation of the GC parameters (GC floor would remain fixed at 29,4€ and GC cap would be fixed at 35€). Regarding wind energy, the ordinance approved the extension of the GC recovery period from 2018 to 2025, while solar PV's GC postponement was extended until the end of 2024 (the recovery will take place from 2025 to 2030).

Following the approval of EGO 24/2017 in March, the energy regulator (ANRE) issued the Order 27/2017 setting the mandatory quota of green certificates estimated for the period April-December 2017. However, new quotas are calculated upon a new methodology, which fixes the number of GCs estimated to be issued, instead a percentage of clean energy. The number of GC for the April-December period was 11.233.667 GCs.

Also in 2017, ANRE issued Order 77/2017 regulating the functioning of the GC market. The Order allows the trade of GCs in two different markets:

  • A centralized anonymous GC market (operational from 1 September 2017 onwards) that comprises platforms for GCs trading (spot and forward transactions), allowing participants to submit firm GCs sale or purchase offers, without revealing their identity to the other participants
  • A centralized market for electricity from RES sources benefiting from the GCs scheme (not yet operational): market platform to trade bundled GC and RES electricity. The electricity price will be determined on a competitive basis, while the price of the GCs will be equal to the closing price of the last trading session on the centralized anonymous GCs market.

On June 26, 2018 EGO 24/2017 concluded the process of convalidation within Romanian Parliament with the approval by the Chamber of Deputies (CD). During the discussions in the CD several amendments to the text approved in March 2017 were discussed. The final set of amendments includes among others (i) a potential change to a Feed-in-Premium scheme for operating assets; (ii) a gradual increase in the maximum allowed impact to final consumers currently of maximum 11.1€/MWh, (ii) the removal of the loss of Green Certificates from positive unbalances (iii) the pro-rata allocation of GCs sold in the centralized platforms when the supply exceeds demand; and (iv) modifications in the postponement of solar PV GCs

Following the approval and publication of Law 184/2018 convalidating EGO 24/2017 on July 23rd Romanian regulator ANRE put into consultation and thereafter approved several Orders aimed at updating the regulation in light of Law 184/2018 provisions.

In December 2018, the EGO 114/2018 introducing several measures affecting the Romanian electricity sector was approved. The EGO will charge companies holding licenses in the electricity sector with a tax of 2% of the annual turnover (as opposed to former charge of 0,1%). Also, the EGO sets the obligation for electricity producers to sell at regulated prices to the suppliers of last resort the quantities needed to cover the consumption of household consumers (for which regulated tariffs will apply) from 1 March 2019 to 28 February 2022.

REGULATORY FRAMEWORKS FOR THE ACTIVITIES IN ITALY

On 6 July 2012, the Government approved a new renewable regulation by means of the Decree on Renewables (DM FER) introducing a feed-in-tariff support scheme. The key aspects of this regulation provided by the DM FER were the following: (i) wind farms over 5 MW would be remunerated under a feed-in tariff scheme defined by tenders; (ii) capacity to be tendered to be set by different technologies' capacity paths; (iii) the reference tariff for 2013 was 127 €/MWh for onshore wind and tender participants would bid offering discounts on this reference tariff (in %); (iv) The reference tariff would decrease 2% per year and (v) tariffs would be granted for 20 years.

The new system replaced the previous one based on Green Certificates (GCs). Under the previous system producers obtained their revenues from the sale of the electricity in the electricity market and from the sale of GCs. Wind farms built until December 2012 (with some exceptions) continued to operate under the previous system until 2015. Spalma Incentivi Decree, published in November 2014, stipulated that wind farms under the GCs scheme could voluntarily adhere to an extension of the incentivation period of 7 years in exchange of a permanent reduction of the premium/GCs received.

Since the implementation of the tender system, 3 reverse-auction have been held. The latest was hold in 2016 and EDPR was awarded 20 year PPAs for six wind farms totaling 127 MW of wind power.

On November 10 2017, The Strategia Energetica Nazionale (National Energy Strategy), known by the acronym SEN, was presented after several months of public consultation. One of the main features of the SEN is that it announces the complete phase-out of coal power generation by 2025, five years ahead of previous announcement. The SEN also highlights the role of renewables' and calls for renewable energy reaching 28% of energy consumption in 2030, compared with 17,5% in 2015. The SEN also calls for electricity from renewable sources accounting for 55% 2030, considerable above 2015 figures (33,5%). The Strategy also addresses large-scale renewables' support, with competitive auctions for fixed tariffs seen remaining in place through 2020 and long-term power purchase agreements (PPAs) taking over after that.

The Italian Ministry of Economic Development signed in July 2019 a decree implementing a new set of auctions to be held between 2019 and 2021 and seeking to allocate around 5,5 GW of wind and solar PV. The Decree was published on the Official Gazette No. 186 of 9 August 2019 and entered into force on 10 August 2019.

The first auction round was opened on 30 September 2019. Three additional tenders are scheduled to occur in 2020 on January 31, May 31, and September 30. Another three rounds are set to occur on the same dates in 2021.

REGULATORY FRAMEWORKS FOR THE ACTIVITIES IN BRAZIL

The Electrical Sector in Brazil is regulated by Federal Law nr 8,987 of 13 February 1995, which generally rules the concession and permission regime of public services; Law nr 9,074 of 7 July 1995, which rules the grant and extension of public services concession or permission contracts; Federal Law nr 10,438 of 26 April 2002, which governs the increase in Emergency Electric Power Supply and creates the 3,300 MW Program of Incentives for Alternative Electricity Sources (PROINFA); Federal Law nr 10,762 of 11 November 2003 and Law nr 10,848 of 15 March 2004, concerning commercial rules for the trade of Electric Power; and, subsequent amendments to the legislation.

The Decree nr 5,025 of 30 March 2004, regulates the Federal Law nr 10,438 and states the "Alternative Energy Sources" economical and legal framework. PROINFA participants have granted a PPA with ELETROBRÁS, and are subject to the regulator (ANEEL) authority. However, the first stage of PROINFA has ended and the second stage is highly uncertain.

After PROINFA program, renewable producers obtain their remuneration by participating in auctions where price is the only criteria. Winners of the auctions obtain a PPA contract at the price bid. Public Electricity Auctions are technically lead by the state "Energy Planning and Research Company" (EPE), who registers, analyses and allows potential participants.

On 13 November 2015, the latest Reserve Auction (A-3) took place. As a result, Brazilian government contracted 1.664 MW of wind (548 MW) and solar PV (1.1 GW) capacity for a 20-year long-term contract through this auction. The auction exclusively sought wind and PV projects, with power delivery start date being 1 November 2018. Wind ceiling price was BRL 213/MWh. EDPR, through its subsidiary EDP Renováveis Brasil, S.A., secured in this auction a 20-year Power Purchase Agreement to sell electricity in the regulated market. The energy will be produced by a 140 MW wind farm to be installed in the Brazilian State of Bahia with operations expected for 2018. The initial price of the long term contract was set at R\$199.37/MWh, indexed to the Brazilian inflation rate.

On July 24th, 2017, the the Chamber for the Commercialization of Electric Energy held the MCSD EN ("Surplus and Deficit Compensation Mechanism of new energy"), which permitted the reduction or the termination, between July and December 2017, of regulated PPAs resulting from A-3, A-5 and alternative sources auction. Based on the favorable market scenario, EDPR took the opportunity to reduce to zero the regulated PPA during this period, and celebrated a free market PPA with EDP Comercializadora. 4.

On December 20th 2017, the National Electricity Regulatory Agency conducted a Power Supply Auction named Auction A-6/2017 exclusively for new energy generated by Hydro, Wind, Thermal (coal, biomass and natural gas by combined cycle) sources. In this auction EDPR secured 218,93 MW of installed capacity.

02. ACCOUNTING POLICIES

A) BASIS OF PREPARATION

The accompanying consolidated annual accounts have been prepared on the basis of the accounting records of EDP Renováveis, S.A. and consolidated entities. The consolidated annual accounts for 2019 have been prepared to present fairly the consolidated equity and consolidated financial position of EDP Renováveis, S.A. and subsidiaries at 31 December 2019, the consolidated results of operations, consolidated statement of comprehensive income, consolidated cash flows and changes in consolidated equity for the year then ended.

In accordance with Regulation (EC) no. 1606/2002 of 19 July 2002, from the European Council and Parliament, the Group's consolidated annual accounts are prepared in accordance with International Financial Reporting Standards (IFRS), as endorsed by the European Union (EU). IFRS comprise accounting standards issued by the International Accounting Standards Board (IASB) and its predecessor body as well as interpretations issued by the International Financial Reporting Interpretations Committee (IFRIC) and its predecessor bodies.

The Board of Directors approved these consolidated annual accounts on 19 February 2020. The annual accounts are presented in thousand Euros, rounded to the nearest thousand.

The annual accounts have been prepared under the historical cost convention, modified by the application of fair value basis for derivative financial instruments, financial assets at fair value through profit or loss, financial assets at fair value through other comprehensive income, except those for which a reliable measure of fair value is not available. Assets and liabilities that are hedged under hedge accounting are stated at fair value in respect of the hedged risk. Non-current assets and disposal groups held for sale are stated at the lower of carrying amount and fair value less costs to sell. Liabilities for defined benefit plans are recognised at the present value of the obligation net of plan assets fair value.

The preparation of financial statements in accordance with IFRS requires the Board of Directors to make judgments, estimates and assumptions that affect the application of the accounting policies and of the reported amounts of assets, liabilities, income and expenses. The estimates and related assumptions are based on historical experience and other factors considered reasonable in accordance with the circumstances. They form the basis for making judgments regarding the values of the assets and liabilities whose valuation is not apparent from other sources. Actual results may differ from these estimates. The areas involving the highest degree of judgment or complexity, or for which the assumptions and estimates are considered significant, are disclosed in note 4 - Critical accounting estimates and judgments in applying accounting policies.

Accounting policies have been applied consistently by all Group companies and in all periods presented in the consolidated annual accounts, except for the adoption of hedge accounting requirements of IFRS 9 and IFRS 16. As at 1 January 2019, as provided by these Standards, the Group has applied the modified retrospective approach without restatement of the comparative information. The new standards and interpretations recently issued but not yet effective and that the Group has not yet applied on its consolidated financial statements, are detailed in note 3.

Change in line items on the Consolidated Income Statement

As at 31 December 2019, EDPR Group has separated the line "Impairment losses on trade receivables and debtors", which previously was included in "Other expenses" and "Other income" (impairment reversals).

The consolidated statement of financial position, consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity, consolidated statement of cash flows and the notes thereto for 2019 include comparative figures for 2018, which formed part of the consolidated annual accounts for 2018 approved by shareholders at the annual general meeting held on April 11, 2019.

B) BASIS OF CONSOLIDATION

The accompanying consolidated financial statements reflect the assets, liabilities and results of EDP Renováveis, S.A. and its subsidiaries and the equity and results attributable to the Group, through the investments in associates and jointly controlled entities.

Controlled entities

Investments in subsidiaries where the Group has control are fully consolidated from the date the Group assumes control over their financial and operating activities until the moment that control ceases to exist.

An investor controls an investee when it is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee, independently of the percentage of voting rights held.

Jointly controlled entities

The Group classifies an arrangement as a joint arrangement when the jointly control is contractually established. Joint control exists only when decisions about the relevant activities require the unanimous consent of the parties that collectively control the arrangement. After determining the existence of joint control, the Group classifies joint arrangements into two types - joint operations or joint ventures.

A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement (i.e. joint operators) have rights to the assets, and obligations for the liabilities, relating to the arrangement, so the assets and liabilities (and related revenues and expenses) in relation to its interest in the arrangement are recognised and measured in accordance with relevant IFRSs applicable.

A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement (i.e. joint ventures) have rights to the net assets of the arrangement, so this investment shall be included in the consolidated financial statements under the equity method.

The consolidated financial statements include the Group's attributable share of total reserves and profits or losses of joint ventures, included in the consolidated financial statements under the equity method. When the Group's share of losses exceeds its interest in a jointly controlled entity, the Group's carrying amount is reduced to zero and recognition of further losses is discontinued, except to the extent that the Group has a legal or constructive obligation to cover such losses on behalf of that entity.

Entities over which the Group has significant influence

Investments in associates are included in the consolidated financial statements under the equity method from the date the Group acquires significant influence to the date it ceases. Associates are entities over which the Group has significant influence, but not control, over its financial and operating policies.

The existence of significant influence by the Group is usually evidenced by one or more of the following:

  • Representation on the Executive Board of Directors or equivalent governing body of the investee;
  • Participation in policy-making processes, including participation in decisions about dividends and other distributions;
  • Existence of material transactions between the Group and the investee;
  • Interchange of managerial personnel;
  • Provision of essential technical information.

The consolidated financial statements include the Group's attributable share of total reserves and profits or losses of associates, included in the consolidated financial statements under the equity method. When the Group's share of losses exceeds its interest in an associate, the Group's carrying amount is reduced to zero and recognition of further losses is discontinued, except to the extent that the Group has a legal or constructive obligation to cover such losses on behalf of the associate.

Accounting for investments in subsidiaries and associates in the company's financial statements

Investments in subsidiaries and associates not classified as held for sale or not included in a disposal group which is classified as held for sale are accounted for at cost in the company's financial statements, and are subject to periodic impairment tests, whenever indication exists that certain financial investment may be impaired.

Business combination

From 1 January 2010 the Group has applied IFRS 3 Business Combinations (2008) in accounting for business combinations.

Business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which control is transferred to the Group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, the Group takes into consideration potential voting rights that currently are exercisable.

Acquisitions on or after 1 January 2010

For acquisitions on or after 1 January 2010, the Group measures goodwill at the acquisition date as:

  • The fair value of the consideration transferred; plus
  • The recognised amount of any non-controlling interests in the acquiree; plus
  • If the business combination is achieved in stages, the fair value of the existing equity interest in the acquiree; less
  • The net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed.

When the excess is negative, a bargain purchase gain is recognised immediately in profit or loss.

The consideration transferred does not include amounts related to the settlement of pre-existing relationships. Such amounts are generally recognised in profit or loss.

Costs related to the acquisition, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred.

Any contingent consideration payable is recognised at fair value at the acquisition date. If the contingent consideration is classified as equity, it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes to the fair value of the contingent consideration are recognised in profit or loss.

After that period, adjustments to initial measurement are only made to correct an error.

Acquisitions between 1 January 2004 and 1 January 2010

For acquisitions between 1 January 2004 and 1 January 2010, goodwill represents the excess of the cost of the acquisition over the Group's interest in the recognised amount (generally fair value) of the identifiable assets, liabilities and contingent liabilities of the acquire. When the excess was negative, a bargain purchase gain was recognised immediately in profit or loss.

Transaction costs, other than those associated with the issue of debt or equity securities, that the Group incurred in connection with business combinations were capitalised as part of the cost of the acquisition.

Accounting for acquisitions of non-controlling interests

From 1 January 2010, acquisitions of non-controlling interests are accounted for as transactions with owners in their capacity as owners and therefore no goodwill is recognised as a result of such transactions. The adjustments to non-controlling interests are based on a proportionate amount of the net assets of the subsidiary.

Previously, goodwill was recognised on the acquisition of non-controlling interests in a subsidiary, which represented the excess of the cost of the additional investment over the carrying amount of the interest in the net assets acquired at the date of the transaction.

Investments in foreign operations

The financial statements of the foreign subsidiaries and associates of the Group are prepared using their functional currency, defined as the currency of the primary economic environment in which they operate. In the consolidation process, the assets and liabilities of foreign subsidiaries are translated into Euros at the official exchange rate at the balance sheet date.

Regarding the investments in foreign operations that are consolidated using the full consolidation method and equity method, the exchange differences between the amount of equity expressed in Euros at the beginning of the period and the amount translated at the official exchange rates at the end of the period, on a consolidated basis, are booked against reserves.

Foreign currency goodwill arising on the acquisition of these investments is remeasured at the official exchange rate at the balance sheet date directly against reserves.

The income and expenses of foreign subsidiaries are translated into Euros at the approximate exchange rates at the dates of the transactions. Exchange differences from the translation into Euros of the net profit for the period, arising from the differences between the rates used in the income statement and those prevailing at the balance sheet date are recognised in reserves.

On disposal of a foreign subsidiary, the related exchange differences previously recognised in reserves, are accounted for in the income statement.

Balances and transactions eliminated on consolidation

Inter-company balances and transactions, including any unrealised gains and losses on transactions between group companies, are eliminated in preparing the consolidated financial statements. Unrealised gains and losses arising from transactions with associates and jointly controlled entities are eliminated to the extent of the Group's interest in those entities.

Common control transactions

The accounting for transactions among entities under common control is excluded from IFRS 3. Consequently, in the absence of specific guidance, within IFRSs, the EDP Renováveis Group has developed an accounting policy for such transactions, as considered appropriate. According to the Group's policy, business combinations among entities under common control are accounted for in the consolidated financial statements using the EDP consolidated book values of the acquired company (subgroup). The difference between the carrying amount of the net assets received and the consideration paid, is recognised in equity.

Put options related to non-controlling interests

EDP Renováveis Group records written put options at the date of acquisition of a business combination or at a subsequent date as an advance acquisition of these interests, recording a financial liability for the present value of the best estimate of the amount payable, irrespective of the estimated probability that the options will be exercised. The difference between this amount and the amount corresponding to the percentage of the interests held in the identifiable net assets acquired is recorded as goodwill.

Until 31 December 2009, in years subsequent to initial recognition, the changes in the liability due to the effect of the financial discount are recognised as a financial expense in the consolidated income statement, and the remaining changes are recognised as an adjustment to the cost of the business combination. Where applicable, dividends paid to minority shareholders up to the date the options are exercised are also recorded as adjustments to the cost of the business combination. In the event that the options are not exercised, the transaction would be recorded as a sale of interests to minority shareholders.

As from January 2010, the Group applies IAS 27 (2008) to new put options related to non-controlling interests and, therefore, subsequent changes in the carrying amount of the put liability are recognised in profit or loss.

Business combinations achieved in stages

In a business combination achieved in stages, on the date of obtaining control, the excess of the aggregate of (i) the consideration transferred, (ii) the amount of any non-controlling interest recognised in the acquiree and (iii) the fair value of the previously held equity interest in the acquired business; over the net of amounts of the identifiable assets acquired and liabilities assumed, is recognised as goodwill.

If applicable, the negative difference, after evaluating the consideration transferred, of the amount of any non-controlling interest recognised in the acquiree and the fair value of the previously held equity interest in the acquired business; over the net value of the identifiable assets acquired and liabilities assumed, is recognised in the income statement. The Group recognises the difference between the fair value of the previously held equity interest in the acquired business and the carrying value in consolidated results in Other income. Additionally, the Group reclassifies the deferred amounts in other comprehensive income relating to the previously held equity interest to the income statement or consolidated reserves, according to their nature.

Disposal of subsidiaries

When the Group ceases to have control, any retained interest in the entity is re-measured to its fair value at the date when control is lost, with the change in carrying amount of the investment recognised in profit or loss. Fair value is the initial carrying amount for the purposes of the subsequent recording of the interest retained in the associate, joint venture or financial asset. In addition to that, any amount previously recorded in other comprehensive income in relation to that entity is recorded as if the Group had directly sold all the related assets and liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss.

If the ownership of a holding in an associate is reduced but significant influence is retained, only the proportional part of the amounts previously recognised in other comprehensive income will be reclassified to the income statement.

C) FOREIGN CURRENCY TRANSACTIONS

Foreign currency transactions are translated at the exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currency are translated into Euros at the exchange rates at the balance sheet date. These exchange differences arising on translation are recognised in the income statement as financial results.

Foreign currency non-monetary assets and liabilities accounted for at historical cost are translated using the exchange rates at the dates of the transactions. Foreign currency non-monetary assets and liabilities stated at fair value are translated into Euros at the exchange rates at the dates the fair value was determined.

D) DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGE ACCOUNTING

Derivative financial instruments are recognised on the trade date at fair value. Subsequently, the fair value of derivative financial instruments is re-measured on a regular basis, being the gains or losses on re-measurement recognised directly in the income statement, except for derivatives designated as hedging instruments. The recognition of the resulting gains or losses on re-measurement of the derivatives designated as hedging instruments depends on the nature of the risk being hedged and of the hedge model used.

The fair value of derivative financial instruments corresponds to their market value, if available, or to quotes indicated by external entities through the use of valuation techniques, which are compared in each date of report to fair values available in common financial information platforms.

Hedge accounting

The Group uses financial instruments to hedge interest rate risk, exchange rate risk and price risk resulting from its operational and financing activities. Derivatives not qualified for hedge accounting under IFRS 9 are accounted for as trading instruments.

Hedging derivatives are recorded at fair value, being the gains and losses recognised in accordance with the hedge accounting model applied by the Group. Hedge relationship exists when:

  • i) The hedging relationship consists only hedging instruments and hedged items that are eligible as per determined in IFRS 9;
  • ii) At the inception of the hedge there is formal documentation of the hedging relationship and the Group's risk management objective and strategy for the hedge;
  • iii) There is an economic relationship between the hedged item and the hedging instrument;
  • iv) The effect of credit risk does not dominate the value changes that result from that economic relationship;
  • v) The hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the entity actually hedges and the quantity of the hedging instrument that the entity actually uses to hedge that quantity of hedged item.

Fair value hedge

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the income statement, together with any changes in the fair value of the hedged assets and liabilities or group of hedged assets and liabilities that are attributable to the hedged risk. When the hedging relationship ceases to comply with the requirements for hedge accounting, the accumulated gains or losses concerning the fair value of the risk being hedged are amortised over the residual period to maturity of the hedged item.

Cash flow hedge

Changes in the fair value of derivatives qualified as cash flow hedges are recognised in reserves.

The cumulative gains or losses recognised in reserves are reclassified to the income statement when the hedged item affects the income statement.

When a hedging relation of a future transaction is discontinued, the changes in the fair value of derivative recognised in reserves remain recognised in reserves until the future hedged transaction occurs. When the future transaction is no longer expected to occur, the cumulative gains or losses recognized in reserves are recorded immediately in the income statement.

Net investment hedge

The net investment hedge model is applied on a consolidated basis to investments in subsidiaries in foreign currencies. This model allows that the exchange differences recognised in the currency translation reserve to be offset by the foreign exchange differences in foreign currency loans or currency derivatives contracted, recognised in Currency translation reserve - Net investment hedge. For cross currency interest rate swaps, the cross-currency basis spread and forward points are not designated into the hedge relationship, but deferred as a hedging cost in other comprehensive income, in Currency translation reserve - Net investment hedge - Cost of hedging, and recognized in profit or loss over the period of the hedge. The ineffective portion of the hedging relationship is recognised in the income statement.

The accumulated foreign exchange gains and losses regarding the net investment and the related hedging instrument recognised in equity are transferred to the income statement when the foreign currency subsidiary is sold, as part of the gain or loss resulting from the disposal.

Effectiveness

For a hedge relationship to be classified as such, in accordance with IFRS 9, its effectiveness must be demonstrated. Therefore, the Group performs prospective tests at the inception date and at each balance sheet date, in order to demonstrate its effectiveness, showing that any adjustments to the fair value of the hedged item attributable to the risk being hedged are offset by adjustments to the fair value of the hedging instrument. Any ineffectiveness is recognised in the income statement when it occurs.

E) OTHER FINANCIAL ASSETS

IFRS 9 introduced a model for the classification of financial assets based on the business model for managing the financial assets ("business model test") and their contractual cash flow characteristics ("SPPI test"), replacing prior requirements which determined the classification in the categories present in IAS 39. EDPR Group classifies its financial assets, at the initial recognition, in accordance with the aforementioned requirements introduced by IFRS 9, on the following categories:

Financial assets at amortised cost

A financial asset is measured at amortised cost if: (i) it is held within a business model whose objective is to hold assets in order to collect its contractual cash flows; and (ii) the contractual cash flows represent solely payments of principal and interest. Financial assets included within this category are initially recognised at fair value and subsequently measured at amortised cost. Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in other gains/(losses) together with foreign exchange gains and losses. Impairment losses are presented as separate line item in the statement of profit or loss.

Loans and trade receivables are generally held to collect contractual cash flows and are expected to give rise to cash flows representing solely payments of principal and interest, thus they meet the criteria for amortised cost measurement under IFRS 9.

Financial assets measured at fair value through other comprehensive income (FVOCI)

A financial asset is measured at fair value through other comprehensive income if (i) the objective of the business model is achieved by both collecting contractual cash flows and selling financial assets; and (ii) the asset's contractual cash flows represent solely payments of principal and interest. Financial assets included within this category are initially recognised and subsequently measured at fair value, with the changes in the carrying amount booked in other comprehensive income, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses, which are recognised in profit and loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in other comprehensive income is reclassified to profit or loss.

Financial assets at fair value through profit or loss (FVTPL)

Financial assets that do not meet the criteria to be classified as financial assets at fair value through other comprehensive income (FVOCI) or at amortised cost, are classified at fair value through profit or loss, deemed to be a residual category under IFRS 9.

Regardless of the business model assessment, EDPR Group can elect to classify a financial asset at fair value through profit or loss if doing so reduces or eliminates a measurement or recognition inconsistency ("accounting mismatch").

Changes in the business model assessment over time

Financial assets are not reclassified subsequent to their initial recognition. However, if the Company changes its business model for managing financial assets, it will classify newly originated or newly purchased financial assets under the new business model but will keep the classification of existing assets under the previous business model.

Recognition and derecognition of financial assets

Purchases and sales of financial assets are recognised on the trade date, which is the date on which the Company commits to purchase or sell these financial assets.

Financial assets are derecognised when: (i) the contractual rights to receive their future cash flows have expired, (ii) the Company has transferred substantially the risks and rewards of ownership, or (iii) although retaining some, but not substantially all the risks and rewards of ownership, the Company has transferred control over the assets.

Impairment

EDPR Group recognise an impairment loss based on the Expected Credit Loss (ECL) model, before the objective evidence of a loss event from past actions. This model is the basis for the recognition of impairment losses on held financial assets that are measured at amortised cost or at fair value through other comprehensive income (which includes cash and cash equivalents, trade receivables, loans and debt securities).

The impairment methodology applied depends on whether there has been a significant increase in credit risk. If the credit risk on a financial asset does not increase significantly since its initial recognition, EDPR Group measures the loss allowance for that financial asset at an amount equal to 12-month expected credit losses. If the credit risk increases significantly since its initial recognition, EDPR Group measures the loss allowance for that financial asset at an amount equal to lifetime expected credit losses.

Regardless of the above, a significant increase in credit risk is presumed if there is an objective evidence that the financial asset is impaired, including if there is observable data that comes to the attention of the holder of the asset about the following loss events, among others: significant financial difficulty of the issuer or obligor; restructuring of an amount due to the Company in terms that it would not consider otherwise; a breach of contract, such as a default or delinquency in interest or principal payments; or it becoming probable that the borrower will enter bankruptcy or other financial reorganization.

As soon as the loss event occurs (what is previous defined in IAS 39 as "objective evidence of impairment"), the impairment allowance would be allocated directly to financial asset affected, which provide the same accounting treatment, from that point, as previously provided by IAS 39, including the treatment of interest revenue. The asset's carrying amount is reduced and the amount of the loss is recognised in profit or loss. If, in a subsequent period, the amount of the impairment loss decreases, the previously recognised impairment loss is reversed in profit or loss, if the decrease can be related objectively to an event occurring after the impairment loss was recognised.

Trade receivables and loans

EDPR Group applies the simplified approach and record lifetime expected losses on all trade receivables including those with a significant financing component. The estimated ECL are calculated based on actual credit loss experience over a period that, per business and type of customers, is considered statistically relevant and representative of the specific characteristics of the underlying credit risk.

Considering the particularities of each business, exposures are segmented based on common credit risk characteristics such as credit risk grade, geographic region and/or industry. Actual credit loss experience is adjusted by scalar factors to reflect differences between economic conditions during the period over which historical data was collect, current conditions and EDPR Group's view of economic conditions over the expected lives of the receivables.

For loans carried at FVOCI, EDPR Group performs an analysis based on the general approach. On making its assessment, the company has to make assumptions about risk of default and expected loss rates, which requires judgement. The inputs used for risk assessment and for calculation of the loss allowances for financial assets includes: (i) credit ratings (as far as available) from external credit rating companies such as Standard and Poor, Moody's and Fitch.; (ii) significant changes in the expected performance and behavior of the borrower, including changes in the payment status of borrowers in the Group and changes in the operating results of the borrower; (iii) Public market data, namely on probabilities of default and loss given default expectations; and (iv) macroeconomic information (such as market interest rates or growth rates).

F) TRADE PAYABLES AND OTHER LIABILITIES

An instrument is classified as a financial liability when there is a contractual obligation for the issuer to liquidate capital and/or interests, through delivering cash or other financial asset, regardless of its legal form. Financial liabilities are recognised at the issuance date (trade date): (i) initially at fair value less transaction costs; and (ii) subsequently at amortised cost, using the effective interest method. All financial liabilities are booked at amortised cost, with the exception of the financial liabilities hedged at fair value hedge, which are stated at fair value on risk component that is being hedged.

Initial measurement of the liabilities regarding the rents due from lease contracts

As provided by IFRS 16, as from 1 January 2019 EDPR Group measures the liability regarding the rents due from lease contracts on the commencement date based on the present value of the future payments of that lease contracts, discounted using EDPR Group's incremental borrowing rate for each portfolio of leases identified.

EDPR Group applies the recognition exemption provided by IFRS 16 for the leases which lease term is 12 months or less, or that are for a low-value asset.

After the commencement date, the liability regarding the rents due from lease contracts is increased to reflect interest on the liability and reduced to reflect the lease payments made.

Remeasurement of the liabilities regarding the rents due from lease contracts

EDPR Group remeasure the liability regarding the rents due from lease contracts (and adjusts the corresponding right-of-use assets) by discounting the revised lease payments, using an unchanged discount rate, if either:

  • there is a change in future lease payments resulting from a change in an index or a rate used to determine those payments; or
  • there is a change in the amounts expected to be payable under a residual value guarantee.

If there is a lease modification that do not qualifies to be accounted as a separate lease, EDPR Group remeasures the liability regarding the rents due from lease contracts (and adjusts the corresponding right-of-use assets) by discounting the revised lease payments, using a revised discount rate at the effective date of the modification.

The variable lease payments that do not depend in an index or a rate are not included in the measurement of the liability regarding the rents due from lease contracts, nor the right-of-use asset. Those payments are recognised as cost in the period in which the event or condition that gives rise to the payments occurs.

Derecognition

EDPR Group derecognises a financial liability (or a part of a financial liability) from its statement of financial position when, and only when, the obligation specified in the contract is discharged or cancelled or expires. An exchange between an existing borrower and lender of debt instruments with substantially different terms is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. Similarly, a substantial modification of the terms of an existing financial liability, or a part of it, is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability.

The difference between the carrying amount of a financial liability (or part of a financial liability) extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss.

G) BORROWING COSTS

Borrowing costs that are directly attributable to the acquisition or construction of assets are capitalised as part of the cost of the assets. A qualifying asset is an asset that necessarily takes a substantial period of time to get ready for its intended use or sale. To the extent that funds are borrowed generally, the amount of borrowing costs eligible for capitalisation are determined by applying a capitalisation rate to the expenditures on these assets.

The capitalisation rate corresponds to the weighted average of the borrowing costs applicable to the borrowings of the enterprise that are outstanding during the period, other than borrowings made specifically for the purpose of obtaining a qualifying asset. The amount of borrowing costs capitalised during a period does not exceed the amount of borrowing costs incurred during the period.

The capitalisation of borrowing costs commences when expenditures for the asset are being incurred, borrowing costs have been incurred and activities necessary to prepare all or part of the assets for their intended use or sale are in progress. Capitalisation ceases when substantially all the activities necessary to prepare the qualifying assets for their intended use or sale are completed. Capitalisation of borrowing costs shall be suspended during extended periods in which active development is interrupted.

H) PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are stated at acquisition cost less accumulated depreciation and impairment losses.

Cost includes expenditure that is directly attributable to the acquisition of the asset. In case of projects in a development stage, costs are only capitalized when it is probable that the project will be finally built. If due to changes in regulation or other circumstances costs capitalized are derecognized from property plant and equipment, they are recognized in the profit and loss caption of "Other expenses". Replacements or renewals of complete items are recognized as increases in the value of property, plant and equipment and the items replaced or renewed are derecognized and recognized in the "Other expenses" caption.

The cost of self-constructed assets includes the cost of materials and direct labor, any other costs directly attributable to bringing the asset to a working condition for its intended use, and the costs of dismantling and removing the items and restoring the site on which they are located. Cost also may include transfers from equity of any gain or loss on qualifying cash flow hedges of foreign currency purchases of property, plant and equipment. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment.

The cost of acquisition includes interest on external financing and personnel costs and other internal expenses directly or indirectly related to work in progress accrued solely during the period of construction. The cost of production is capitalised by charging costs attributable to the asset as own work capitalised under financial expenses and personnel costs and employee benefit expense in the consolidated income statement.

When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Subsequent costs are recognised as separate assets only when it is probable that future economic benefits associated with the item will flow to the Group. All repair and maintenance costs are charged to the income statement during the financial period in which they are incurred.

The Group assesses assets impairment, whenever events or circumstances may indicate that the book value of the asset exceeds its recoverable amount, the impairment being recognised in the income statement.

Land is not depreciated. Depreciation on the other assets is calculated using the straight-line method over their estimated useful lives, as follows:

NUMBER OF YEARS
Buildings and other constructions 8 to 40
Plant and machinery:
- Renewable assets 30 to 35
- Other plant and machinery 4 to 12
Transport equipment 3 to 5
Office equipment and tools 2 to 10
Other tangible fixed assets 3 to 10

On January 2018, EDPR Group changed the useful life of the renewable solar assets from 30 to 35 years.

I) INTANGIBLE ASSETS

The Group´s intangible assets are booked at acquisition cost less accumulated amortisation and impairment losses. The Group does not own intangible assets with indefinite lives.

The Group performs impairment tests, whenever events or circumstances may indicate that the book value of the asset exceeds its recoverable amount, being any impairment recognised in the income statement.

Acquisition and development of software

Acquired computer software licenses are capitalised on the basis of the costs incurred to acquire and bring to use the specific software. These costs are amortised on the basis of their expected useful lives.

Costs that are directly associated with the development of identifiable specific software applications by the Group, and that will probably generate economic benefits beyond one year, are recognised as intangible assets. These costs include employee costs directly associated with the development of the referred software and are amortised using the straight-line method during their expected useful lives.

Maintenance costs of software are charged to the income statement when incurred.

Industrial property and other rights

The amortisation of industrial property and other rights is calculated using the straight-line method for an expected useful live expected of less than 6 years.

Green Certificates

In some jurisdictions, on top of the market price, generators receive certificates (GCs) for their performance, which are sold to the offtakers obliged to fulfil a quota obligation (a share of energy that must be sourced from renewable sources). Being these certificates considered subsidies under IAS 20 they are recognised when generated as intangible assets at fair market value. The intangible assets registered will be discharged at the time of their effective sale and difference between the selling price and the fair value of the GCs will be registered in the profit and loss account.

Power purchase agreements

Acquired Power Purchase Agreements (PPAs) are booked as intangible assets and amortised using the straight-line method according with the duration of the contract.

J) LEASES/ RIGHT-OF-USE ASSETS

Until 31 December 2018, EDPR Group classifies its lease transactions as finance leases or operating leases based on the substance of the transaction rather than its legal form. A lease is classified as a finance lease if it transfers to the lessee substantially all the risks and rewards incidental to ownership. All other leases are classified as operating leases.

Lease payments made by the Group under operating lease contracts are recognised as an expense in the period to which they relate, on a straight-line basis over the lease term unless another systematic basis is more representative of the time pattern of the user's benefit.

Finance leases are recognised by the lessee, at the inception of the lease, as assets and liabilities at the fair value of the leased assets which is equivalent to the present value of the future lease payments. Lease payments include the interest charges and the amortisation of the outstanding principal. The interest charges are recognised as costs over the lease period in order to produce a constant periodic rate of interest on the remaining balance of the liability.

Lessors record assets held under finance leases as leased capital, by the net amount invested in the lease. Lease payments include the financial income and the amortisation of the outstanding principal. Financial results recognised reflect a constant periodic rate of return on the outstanding net balance of the lessor.

Determining whether an Arrangement contains a Lease

Following the issuance by International Financial Reporting Interpretations Committee (IFRIC) of IFRIC 4 - Determining whether an arrangement contains a lease, applicable from 1 January 2006, arrangements including transactions that, although do not take the form of a lease, convey the right to use an asset in return for a payment, are recognised as leases, provided that, in substance, they comply with the requirements defined in the interpretation.

As from 1 January 2019 onwards EDPR Group has adopted IFRS 16 and therefore presents the information related to lease contracts in the caption Right-of-use assets, creating a separate line in the Statement of Financial Position. These assets are accounted for at cost less accumulated depreciation and impairment losses. The cost of these assets comprises the initial costs and the initial measurement of the liabilities regarding the rents due from lease contracts, deducted from the prepaid amounts and any incentives received.

Depreciation of right-of-use assets is calculated on a straight-line basis over their estimated useful lives, considering the lease contract terms.

Remeasurement of right-of-use assets

If EDPR Group remeasures the liability regarding the rents due from lease contracts (see f)), the corresponding right-of-use assets shall be adjusted accordingly.

K) NON-CURRENT ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS

Non-current assets or groups of non-current assets held for sale (groups of assets and related liabilities that include at least one noncurrent asset) are classified as held for sale when their carrying amounts will be recovered mainly through sale, the assets or groups of assets are available for immediate sale and the sale is highly probable.

The Group also classifies as non-current assets held for sale, non-current assets or groups of assets acquired exclusively for its subsequent resale, that are available for immediate sale and the sale is highly probable.

Prior to their classification as held for sale, the measurement of all non-current assets and all assets and liabilities included in a disposal group, is adjusted in accordance with the applicable IFRS standards. Subsequently, these assets or disposal groups are measured at the lowest between their carrying amount and fair value less costs to sell.

L) IMPAIRMENT OF NON-FINANCIAL ASSETS

The carrying amounts of the Group's non-financial assets, other than inventories and deferred tax assets, are reviewed to determine whether there is any indication of impairment. If any such indication exists, the asset's recoverable amount is then estimated.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the cash-generating unit). The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units which are expected to benefit from the synergies of the combination.

An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the unit (group of units) on a pro-rata basis.

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in circumstances that caused the impairment. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

M) INVENTORIES

Inventories are measured at the lower of the acquisition cost and net realisable value. The cost of inventories includes purchases, conversion and other costs incurred in bringing the inventories to their present location and condition. The net realisable value is the estimated selling price in the ordinary course of business less the estimated selling costs.

The cost of inventories is assigned by using the weighted average method.

N) CLASSIFICATION OF ASSETS AND LIABILITIES AS CURRENT AND NON-CURRENT

The Group classifies assets and liabilities in the consolidated statement of financial position as current and non-current. Current assets and liabilities are determined as follows:

Assets are classified as current when they are expected to be realised or are intended for sale or consumption in the Group's normal operating cycle, they are held primarily for the purpose of trading, they are expected to be realised within twelve months of the balance sheet date or are cash or a cash equivalent, unless the assets may not be exchanged or used to settle a liability for at least twelve months from the balance sheet date.

Liabilities are classified as current when they are expected to be settled in the Group's normal operating cycle, they are held primarily for the purpose of trading, they are due to be settled within twelve months of the balance sheet date or the Group does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period.

Financial liabilities are classified as current when they are due to be settled within twelve months after the reporting period, even if the original term was for a period longer than twelve months, and an agreement to refinance, or to reschedule payments, on a long-term basis is completed after the reporting period and before the consolidated financial statements are authorised for issue.

O) PROVISIONS

Provisions are recognised when: (i) the Group has a present legal or constructive obligation, (ii) it is probable that settlement will be required in the future and (iii) a reliable estimate of the obligation can be made.

Dismantling and decommissioning provisions

The Group recognises dismantling and decommissioning provisions for property, plant and equipment when a legal or contractual obligation is settled to dismantling and decommissioning those assets at the end of their useful life. Consequently, the Group has booked provisions for property, plant and equipment related with renewables assets, for the expected cost of restoring sites and land to its original condition. The provisions correspond to the present value of the expenditure expected to be required to settle the obligation and are recognised as part of the initial cost or an adjustment to the cost of the respective asset, being depreciated on a straight-line basis over the asset useful life.

Discounting and inflation rates used for 2019 are:

EUROPE NORTH AMERICA BRAZIL
Discount Rate [0.00% - 4.53%] [1.56% - 2.32%] [4.46% - 6.61%]
Inflation Rate [0.85% - 3.90%] [2.00% - 3.75%] [4.37% - 5.72%]

Discounting and inflation rates used for 2018 were:

EUROPE NORTH AMERICA BRAZIL
Discount Rate [0.00% - 5.15%] [0.72% - 2.94%] [11.91% - 12,47%]
Inflation Rate [1.01% - 4.75%] [2.00% - 2.30%] [4.20% - 5.64%]

Decommissioning and dismantling provisions are remeasured on an annual basis based on the best estimate of the settlement amount.

The unwinding of the discount at each balance sheet date is charged to the income statement.

Tax liabilities

Liabilities for payment of taxes or levies related to an activity of the Group are recognized as the activity which triggers the payment is carried out, according to the laws regulating such taxes or levies. However, in the cases of taxes or levies with right of reimbursement of the amount already paid proportionally to the period of time in which there is no activity or the asset which triggers the payment is no longer owned, liabilities are recognized on a proportional basis.

P) RECOGNITION OF REVENUE FROM CONTRACTS WITH CUSTOMERS

EDPR Group recognises revenue in accordance with the core principle introduced by IFRS 15. Thus, the Group recognises revenue to depict the transfer of control of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for these goods or services, as provided in the 5 steps methodology, namely: (i) identify the contract with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to performance obligations; and (v) recognise revenue when (or as) the entity satisfies a performance obligation.

Costs and revenues are recorded in the year to which they refer regardless of when paid or received, in accordance with the accrual basis. Differences between amounts received and paid and the corresponding revenue and cost are recorded under Other assets and Other liabilities.

Revenue in EDPR Group arises essentially from electricity generation. The transfer of control occurs when the energy is generated and injected into the transport/distribution grids. The electricity generated is sold under free market conditions or through the establishment of medium/long term power purchase agreements.

In what concerns variable transaction prices, EDPR Group only recognises revenue when it is highly probable that there will not be any significant reversal of the recognised revenue, when it becomes certaint. IFRS 15 requires that this estimate of variable transaction prices is determined using either (i) the expected value method – based on probability-weighted amounts, or (ii) the most likely outcome method. EDPR Group considers the facts and circumstances when analyzing the terms of each contract with customers, applying the requirements that determine the recognition and measurement of revenue in a harmonized manner, when considering contracts with the same characteristics and in similar circumstances.

Q) FINANCIAL RESULTS

Financial results include interest costs on borrowings, interest income on funds invested, dividend income, foreign exchange gains and losses, realised gains and losses, changes in fair value of derivative financial instruments related to financing activity classified by the Group, within IFRS 9, as held for trading and consequently measured at fair value through profit or loss and changes in the fair value of hedged risks, when applicable.

Interest is recognised in the income statement on an accrual basis. Dividend income is recognised on the date the right to receive is established.

Considering the accounting model provided by IFRS 16, as from 1 January 2019 the financial results start to include the interest expenses (unwinding) calculated on the liabilities regarding the rents due from lease contracts.

R) INCOME TAX

Income tax recognised in the income statement includes current and deferred tax. Income tax is recognised in the income statement except to the extent that it relates to items recognised directly in equity, in which case it is also recognised in equity.

Deferred taxes arising from the revaluation of assets measured at fair value through other comprehensive income and cash flow hedge derivatives recognised in equity are recognised in the income statement in the period the results that originated the deferred taxes are recognised.

Current tax is the tax expected to be paid on the taxable income for the period, using tax rates enacted at the statement of financial position date and any adjustment to tax payable in respect of previous years.

Deferred taxes are calculated in accordance with the balance sheet liability method, considering temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax basis, using the tax rates enacted or substantively enacted at the balance sheet date for each jurisdiction and that are expected to be applied when the temporary differences are reversed.

Deferred tax liabilities are recognised for all taxable temporary differences except for goodwill not deductible for tax purposes, differences arising on initial recognition of assets and liabilities that affect neither accounting nor taxable profit and differences relating to investments in subsidiaries, to the extent that these will probably not be reversed in the future. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available to absorb deductible temporary differences for taxation purposes.

A deferred tax asset is recognised for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

The Group offsets, as established in IAS 12, the deferred tax assets and liabilities if, and only if:

  • i) the entity has a legally enforceable right to offset current tax assets against current tax liabilities; and
  • ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in future periods in which deferred tax liabilities or assets are expected to be settled or recovered.

When accounting for interest and penalties related to income taxes, EDPR Group considers whether a particular amount payable or receivable is, in its nature, a taxable income and, if so, applies IAS 12 to this amount. Otherwise, IAS 37 is applied.

S) EARNINGS PER SHARE

Basic earnings per share are calculated by dividing net profit attributable to equity holders of the parent company by the weighted average number of ordinary shares outstanding during the year, excluding the average number of ordinary shares purchased by the Group and held as treasury stock.

T) CASH AND CASH EQUIVALENTS

Cash and cash equivalents include balances with maturity of less than three months from the date of acquisition, including cash and deposits in banks. This caption also includes other short-term, highly liquid investments that are readily convertible to known amounts of cash and specific demand deposits in relation to institutional partnerships that are funds required to be held in escrow sufficient to pay the remaining construction related costs of projects in institutional equity partnerships in U.S.A., in the next twelve months.

The Group classifies as cash and cash equivalents the balance of the current accounts with EDP Group formalized under cash-pooling agreements.

U) GOVERNMENT GRANTS

Government grants are recognised initially as deferred income under non-current liabilities when there is reasonable assurance that they will be received and that the Group will comply with the conditions associated with the grant. Grants that compensate the Group for expenses incurred are recognised in profit or loss on a systematic basis in the same periods in which the expenses are recognised.

V) ENVIRONMENTAL ISSUES

The Group takes measures to prevent, reduce or repair the damage caused to the environment by its activities.

Expenses derived from environmental activities are recognised as other operating expenses in the period in which they are incurred.

W) INSTITUTIONAL PARTNERSHIPS IN U.S. WIND FARMS

The Group has entered in several partnerships with institutional investors in the United States, through limited liability Company operating agreements that apportion the cash flows generated by the wind farms between the investors and the Company and allocates the tax benefits, which include Production Tax Credits (PTCs), Investment Tax Credits (ITCs) and accelerated depreciation, largely to the investor. The institutional investors purchase their minority partnership interests for an upfront cash payment with an agreed targeted internal rate of return over the period that the tax credits are generated. This anticipated return is computed based on the total anticipated benefit that the institutional investors will receive and includes the value of PTCs / ITCs, allocated taxable income or loss and cash distributions received.

The control and management of these wind farms are a responsibility of EDPR Group and they are fully consolidated in these financial statements.

The financial instruments held by the institutional investors issued by the partnerships represent compound financial instruments as they contain characteristics of both financial liabilities and equity. The Group has determined that at the funding dates, the fair values of the original proceeds is equal to the fair values of the liabilities at that time and no value was assigned to the equity component. Subsequently, these liabilities are measured at amortized cost.

This liability is reduced by the value of tax benefits provided and cash distributions made to the institutional investors during the contracted period. The value of the tax benefits delivered, primarily accelerated depreciation and ITC are recognized as Income from institutional partnerships on a pro-rata basis over the 30-35 year useful life of the underlying projects (see note 8). The value of the PTCs delivered are recorded as generated. This liability is increased by an interest accrual that is based on the outstanding liability balance and the targeted internal rate of return agreed.

After the Flip Date, the institutional investor retains a non-significant interest for the duration of the structure. This non-controlling interest is entitled to distributions ranging from 0 % to 10 % and taxable income allocations ranging from 5% to 10%. EDPR NA has an option to purchase the institutional investor's residual interest at fair market value during a defined period following the flip date. Post flip noncontrolling interests is the portion of equity that is ascribed to the institutional investor in the institutional equity partnership at flip date. This amount is reclassified from the total equity attributable to the Parent to non-controlling interests caption in the period in which the flip date takes place.

X) STATEMENT OF CASH FLOW

The Statement of Cash Flow is presented under the direct method, by which gross cash flows from operating, financing and investing activities are disclosed. The Group classifies cash flows related to interest and dividends paid as financing activities and interest and dividends received as investing activities.

03. RECENT ACCOUNTING STANDARDS AND INTERPRETATIONS ISSUED

Standards, amendments and interpretations issued effective for the Group

The amendments to standards already issued and effective and that the Group applied in the preparation of its financial statements, can be analysed as follows:

IFRS 16 - Leases

IFRS 16 - Leases has been issued by International Accounting Standards Board (IASB) in January 2016 and endorsed by the EU on October 31, 2017 and has became effective as of January 1, 2019. EDPR Group adopted this standard on the required effective date in accordance with the modified retrospective transition approach, without adjustments to opening balance of the comparative period nor restatement of the comparative information.

This standard sets out the principles for the recognition, measurement, presentation and disclosure of leases, and supersedes IAS 17 - Leases and its associated interpretative guidance. IFRS 16 introduces a single, on-balance sheet lease accounting model for lessees. The most significant impact resulting from the initial application of IFRS 16 is the recognition of right of use (ROU) assets and liabilities regarding the rents due from lease contracts for the operating leases, unless the lease term is 12 months or less, or the lease is for a low-value asset. Lessor accounting remains similar to the current standard, IAS 17.

Based on the inventory of the existing lease contracts carried out, EDPR Group has recognised, as at 1 January 2019, new assets and liabilities for its operating leases, as detailed bellow. As provided by the standard, EDPR Group has elected to measure the ROU asset at the amount of the liability regarding the rents due from lease contracts on the initial application date (adjusted for any prepaid amount or accrued lease expenses), which corresponds to the payments of that lease contracts discounted using EDPR Group's incremental borrowing rate for each portfolio of leases identified. The discount rates used, on initial application date, were the following:

MINIMUM RATE MAXIMUM RATE
CURRENCY
Euro (EUR) 0.52% 5.15%
US Dollar (USD) 4.75% 5.77%
Brazilian Real (BRL) 8.95% 11.96%
Polish Zloty (PLN) 2.19% 5.68%

The ROU asset is depreciated over the asset's useful life, which in most cases corresponds to the lease term and the lease payments are broken down into interest and repayment of the liability. The change in presentation of operating lease expenses also results in a corresponding increase in cash flows operating activities and a decline in cash flows obtained from financing activities.

In this sense, it has been made an assessment of the qualitative and quantitative impacts, in EDPR Group financial statements, resulting from the adoption of IFRS 16. Accordingly, qualitative changes are presented in note 2 and quantitative impacts resulting from its adoption are below summarized.

Summary of the impacts of the adoption of IFRS 16 in the Consolidated Statement of Financial Position on 01 January 2019

THOUSAND EUROS 01-JAN-2019 IMPACT OF IFRS 16 31-DEC-2018
ASSETS
Right-of-use assets 608,525 608,525 -
Debtors and other assets from commercial activities – Non-current 10,185 -10,314 20,499
Others 17,518,211 - 17,518,211
TOTAL ASSETS 18,136,921 598,211 17,538,710
EQUITY
Other reserves and Retained earnings 1,454,598 - 1,454,598
Consolidated net profit attributable to equity holders of the parent 313,365 - 313,365
Non-controlling interests 1,613,390 - 1,613,390
Others 4,741,051 - 4,741,051
TOTAL EQUITY 8,122,404 - 8,122,404
LIABILITIES
Other liabilities and other payables – Non-current 1,107,488 553,338 554,150
Other liabilities and other payables - Current 584,951 44,873 540,078
Others 8,322,078 - 8,322,078
TOTAL LIABILITIES 10,014,517 598,211 9,416,306
TOTAL EQUITY AND LIABILITIES 18,136,921 598,211 17,538,710

Detail of right-of-use assets recognised with the adoption of IFRS 16 on 1 January 2019

THOUSAND EUROS
RIGHT OF USE OF ASSETS
Land and natural resources 585,989
Buildings and other constructions 19,763
Plant and machinery 172
Others 2,601
608,525

The difference between the total of the right-of-use assets and the total of the liabilities regarding the rents due from lease contracts recognised on the adoption of IFRS 16, amounting 10,314 thousand Euros, relates to lease contracts whose payments were fully made at the inception date of that contracts. The amounts were reclassified from the caption Debtors and other assets from commercial activities - Non-Current to the caption Right-of-use assets.

Reconciliation of payable amounts regarding the rents due from lease contracts recognised with the adoption of IFRS 16 on 1 January 2019

THOUSAND EUROS
OPERATING LEASE COMMITMENTS AS AT 31 DECEMBER 2018 1,148,626
Recognition exemptions
- for leases with a lease term of 12 months or less (short-term leases) -112,257
Effect from discounting rate the incremental borrowing rate as at 1 January 2019 -463,892
Other 25,734
RENTS DUE FROM LEASE CONTRACTS AS AT 1 JANUARY 2019 598,211

IFRS 9 – Hedge accounting

From its operational and financing activities, EDPR Group is exposed to interest rate, foreign exchange and price risks. These risks are mitigated through the use of hedging instruments, which are designated within hedge accounting.

As permitted by IFRS 9, EDPR Group decided to apply the hedge accounting requirements of IFRS 9 as at 1 January 2019. EDPR Group has assessed the changes resulting from the adoption of these requirements, through a detailed analysis of the existing hedging relationships as at 31 December 2018. EDPR Group decided to keep the existing hedge ratios as at 31 December 2018, while still within IAS 39. From the analysis performed, no rebalancing was necessary as at 1 January 2019.

As at 1 January 2019 there are no material quantitative impacts resulting from the adoption of IFRS 9 hedge accounting requirements by EDPR Group.

Hedge accounting has been applied prospectively, without restating comparative information. The mandatory exceptions provided for the prospective application, forcing the application of hedge accounting retrospectively, do not apply to the hedge relationships designated by EDPR Group. For the situations in which retrospective application is allowed but not mandatory, EDPR Group opted for no retrospective application.

The EDPR Group has updated the hedging documentations, as per the requirements of IFRS 9, being the main changes related to the inclusion of the hedge ratio that was defined as hedge objective by the Management, of the expected sources of inefficiency that arise from the hedges, as well as the prospective tests carried out on the economic relationship between the hedged items and the hedging items for the entire duration.

IFRIC 23 – Uncertainty over Income Tax Treatments

Regarding the new interpretation to IAS 12 – Income tax, IFRIC 23, the Group has reassessed, as at 1 January 2019, all the pending litigations or disputes with tax authorities regarding income tax and no significant changes in the estimates made previously by management were identified.

The new standards that have been issued and that are already effective and that the Group has applied on its financial statements, with no significant impacts are the following:

  • IFRS 9 (Amended) Prepayment Features with Negative Compensation;
  • IAS 28 (Amended) Long-term Interests in Associates and Joint Ventures;
  • IAS 19 (Amended) Plan Amendment, Curtailment or Settlement; and
  • "Annual Improvement Project (2015-2017)".

Standards, amendments and interpretations issued but not yet effective for the Group

The standards, amendments and interpretations issued but not yet effective for the Group (whose effective application date has not yet occurred or, despite their effective dates of application, they have not yet been endorsed by the UE) are the following:

  • IFRS 17 Insurance Contracts;
  • Amendments to References to the Conceptual Framework in IFRS;
  • IFRS 3 (Amended) Definition of a business; and;
  • IAS 1 (Amended) and IAS 8 (Amended) Definition of material
  • Interest Rate Benchmark Reform (Amendments to IFRS 9, IAS 39 and IFRS 7).

04. CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS IN APPLYING ACCOUNTING POLICIES

The IFRS set forth a range of accounting treatments and require the Board of Directors to apply judgment and make estimates in deciding which treatment is most appropriate.

The main accounting estimates and judgements used in applying the accounting policies are discussed in this note in order to improve the understanding of how their application affects the Group's reported results and disclosures. A broader description of the accounting policies employed by the Group is disclosed in note 2 to the Consolidated Financial Statements.

Although estimates are calculated by the Board of Directors based on the best information available at 31 December 2019 and 2018, future events may require changes to these estimates in subsequent years. Any effect on the financial statements of adjustments to be made in subsequent years would be recognised prospectively.

Considering that in many cases there are alternatives to the accounting treatment adopted by EDP Renováveis, the Group's reported results could differ if a different treatment was chosen. EDP Renováveis believes that the choices made are appropriate and that the financial statements are presented fairly, in all material respects, the Group's financial position and results. The alternative outcomes discussed below are presented solely to assist the reader in understanding the financial statements and are not intended to suggest that other alternatives or estimates would be more appropriate.

Fair value of derivatives

Fair values are based on listed market prices, if available, otherwise fair value is determined either by dealer prices (both for that transaction or for similar instruments traded) or by pricing models, based on net present value of estimated future cash flows which take into account market conditions for the underlying instruments, time value, yield curves and volatility factors. These pricing models may require assumptions or judgments in estimating fair values.

Consequently, the use of a different model or of different assumptions or judgments in applying a particular model may have produced different financial results for a particular period.

Fair value measurement of contingent consideration

The contingent consideration, from a business combination or a sale transaction is measured at fair value at the acquisition date as part of the business combination or at the date of the sale in the event of a sale transaction. The contingent consideration is subsequently remeasured at fair value at balance sheet date. Fair value is based on discounted cash flows. The main assumptions consider the probability of achieving each objective and the discount factor, corresponding to the best estimates of management at each balance sheet date. Changes in assumptions could have impact on the values of contingent assets and liabilities recognized in the financial statements.

Review of the useful life of the assets

The Group reviews annually the reasonableness of the assets' useful lives that are used to determine the depreciation rates of assets assigned to the activity, and prospectively changes the depreciation charge of the year based on such review.

In January 2018, the Group reviewed and extended the useful life of its solar renewable assets from 30 to 35 years based on a technical study conducted by an independent entity that considered the technical and economic availability for an additional period of 5 years. The impact of this change is not significant in these consolidated financial statements (see note 13).

Impairment of non-financial assets

Impairment test are performed whenever there is an indication that the recoverable amount of property, plant, equipment and intangible assets is less than the corresponding net book value of assets.

On an annual basis, the Group reviews the assumptions used to assess the existence of impairment in goodwill resulting from acquisitions of shares in subsidiaries. The assumptions used are sensitive to changes in macroeconomic indicators and business assumptions used by management. The net interest in associates is reviewed when circumstances indicate the existence of impairment.

Considering that estimated recoverable amounts related to property, plant and equipment, intangible assets and goodwill are based on the best information available, changes in the estimates and judgments could change the impairment test results which could affects the Group's reported results.

Income taxes

The Group is subject to income taxes in numerous jurisdictions. Significant interpretations and estimates are required in determining the global amount for income taxes.

There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. Different interpretations and estimates would result in a different level of income taxes, current and deferred, recognised in the period.

Tax Authorities are entitled to review EDP Renováveis, and its subsidiaries' determination of its annual taxable earnings, for a determined period that may be extended in case there are tax losses carried forward. Therefore, it is possible that some additional taxes may be assessed, mainly as a result of differences in interpretation of the tax law. However, the EDP Renováveis and its subsidiaries, do not anticipate any significant changes to the income tax booked in the financial statements.

Dismantling and decommissioning provisions

The Board of Directors considers that Group has contractual obligations with the dismantling and decommissioning of property, plant and equipment related to wind electricity generation. For these responsibilities the Group has recorded provisions for the expected cost of restoring sites and land to its original condition. The provisions correspond to the present value of the expenditure expected to be required to settle the obligation.

In this sense, EDPR's technical department has performed in 2019 an analysis taking into account the reality of the EDPR's fleet and there were no significant changes in the variables used for determining the best estimate of the settlement amount during 2019.

The use of different assumptions in estimates and judgments referred may have produced different results from those that have been considered.

Entities included in the consolidation perimeter

In order to determine which entities must be included in the consolidation perimeter, the Group evaluates whether it is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.

This evaluation requires judgement, assumptions and estimates in order to conclude whether the Group is in fact exposed to variable returns and has the ability to affect those returns through its power over the investee.

Other assumptions and estimates could lead to a different consolidation perimeter of the Group, with direct impact in the consolidated financial statements.

05. FINANCIAL RISK MANAGEMENT POLICIES

The businesses of EDP Renováveis Group are exposed to a variety of financial risks, including the effects of changes in electricity market prices, foreign exchange and interest rates. The main financial risks arise from interest-rate and the exchange-rate exposures. The volatility of financial markets is analysed on an on-going basis in accordance with EDPR's risk management policies. Financial instruments are used to mitigate potential adverse effects on EDP Renováveis financial performance resulting from interest rates and foreign exchange rates changes.

The Board of Directors of EDP Renováveis is responsible for the definition of general risk-management policies and the establishment of exposure limits. Recommendations to manage financial risks of EDP Renováveis Group are proposed by EDPR's Finance and Global Risk Departments and discussed in the Financial Risk Committee of EDP Renováveis, which is held quarterly. The pre-agreed strategy is shared with the Finance Department of EDP - Energias de Portugal, S.A., to verify the accordance with the policies approved by the Board of Directors of EDP. The evaluation of appropriate hedging mechanisms and the execution is done by EDPR but may also be outsourced to the Finance Department of EDP.

All transactions undertaken using derivative financial instruments require the prior approval of the Board of Directors, which defines the parameters of each transaction and approves the formal documents describing their objectives.

Exchange-rate risk management

EDPR/EDP Group's Financial Department are responsible for managing the foreign exchange exposure of the Group, seeking to mitigate the impact of exchange rate fluctuations on the net assets and net profits of the Group. Instruments used for hedging are foreign exchange derivatives, foreign exchange debt and other hedging structures with offsetting exposure versus the item to be hedged. The effectiveness of these hedges is reassessed and monitored throughout their lives.

EDPR operates internationally and is exposed to the exchange-rate risk resulting from investments in foreign subsidiaries. With the objective of minimizing the impact of exchange rates fluctuations, EDP Renováveis general policy is to fund each project in the currency of the operating cash flows generated by the project.

Currently, the main currency exposure is the U.S. Dollar, resulting from the shareholding in EDPR NA. EDPR is also exposed to Polish Zloty, Romanian Leu, Brazilian Real, British Pound and Canadian Dollar. In the near future EDPR will also be exposed to the Colombian Peso.

To hedge the risk originated with net investment in EDPR NA, EDP Renováveis uses financial debt expressed in USD and also entered into a CIRS in USD/EUR with EDP Finance BV. Following the same strategy adopted to hedge these investments in USA, EDP Renováveis has also entered into CIRS in PLN/EUR, in RON/EUR, BRL/EUR, GBP/EUR and in CAD/EUR to hedge the investments in Poland, Romania, Brazil, United Kingdom and Canada (see note 37).

Sensitivity analysis - Foreign exchange rate

As a consequence, a depreciation/appreciation of 10% in the foreign currency exchange rate, with reference to 31 December 2019 and 2018, would originate an increase/(decrease) in EDP Renováveis Group income statement and equity before taxes, as follows:

THOUSAND EUROS 31 DEC 2019
PROFIT OR LOSS EQUITY
+10% -10% +10% -10%
USD/EUR 12,281 -15,010 -66,568 81,360
12,281 -15,010 -66,568 81,360
THOUSAND EUROS 31 DEC 2018
PROFIT OR LOSS EQUITY
+10% -10% +10% -10%
USD / EUR 11,623 -14,206 -40,620 49,647
11,623 -14,206 -40,620 49,647

This analysis assumes that all other variables, namely interest rates, remain unchanged.

Interest rate risk management

The Group's operating cash flows are substantially independent from the fluctuation in interest-rate markets.

The purpose of the interest-rate risk management strategy is to reduce the exposure of debt cash flows to market fluctuations. As such, whenever considered necessary and in accordance to the Group's policy, interest-rate financial instruments are contracted to hedge interest rate risks. These financial instruments hedge cash flows associated with future interest payments, converting floating rate loans into fixed rate loans.

All these hedges are undertaken on liabilities in the Group's debt portfolio and are mainly perfect hedges with a high correlation between changes in fair value of the hedging instrument and changes in fair value of the interest-rate risk or upcoming cash flows.

The EDP Renováveis Group has a portfolio of interest-rate derivatives with maturities up to 16 years. The Financial Department of EDP Group undertakes sensitivity analyses of the fair value of financial instruments to interest-rate fluctuations or upcoming cash flows.

About 90% of EDP Renováveis Group financial debt bear interest at fixed rates, considering operations of hedge accounting with financial instruments.

Sensitivity analysis - Interest rates

EDPR/EDP Group's Financial Department are responsible for managing the interest rate risk associated to activities developed by the Group, contracting derivative financial instruments to mitigate this risk.

Based on the EDPR Group debt portfolio and the related derivative financial instruments used to hedge associated interest rate risk, as well as on the shareholder loans received by EDP Renováveis, a change of 50 basis points in the interest rates with reference to 31 December 2019 and 2018 would increase/(decrease) in EDP Renováveis Group income statement and equity before taxes, as follows:

THOUSAND EUROS 31 DEC 2019
+ 50 BPS - 50 BPS + 50 BPS - 50 BPS
Cash flow hedge derivatives - - -10,595 -19,797
Unhedged debt (variable interest rates) -1,752 1,752 - -
-1,752 1,752 -10,595 -19,797
THOUSAND EUROS 31 DEC 2018
+ 50 BPS - 50 BPS + 50 BPS - 50 BPS
Cash flow hedge derivatives - - 4,439 -8,335
Unhedged debt (variable interest rates) -2,315 2,315 - -

This analysis assumes that all other variables, namely foreign exchange rates, remain unchanged.

Counter-party credit-rate risk management in financial transactions

The EDP Renováveis Group counter-party risk exposure in financial and non-financial transactions is managed by an analysis of technical capacity, competitiveness and probability of default to the counter-party. EDP Renováveis has defined a counter-party risk policy inspired in Basel III, which is implemented across all departments in all EDP Renováveis geographies. EDP Renováveis Group is exposed to counterparty risk in financial derivatives transactions in energy sales (electricity, GC and RECs) and in supply contracts.

Counterparties in derivatives and financial transactions are restricted to high-quality credit institutions or to the EDP Group.

Most relevant counterparties in derivatives and financial transactions are companies within EDP Group. Financial instruments contracted outside EDP Group are generally engaged under ISDA Master Agreements and credit quality of external counterparties is analysed and collaterals required when needed.

In the process of selling the energy (electricity, GCs and RECs produced), exposure arise from trade receivables, but also from mark-tomarket of long term contracts:

  • In the specific case of the energy sales of EDPR EU Group, the Group's main customers are utilities and regulated entities in the different countries (EDP and CNMC in the case of the Spanish market). Credit risk from trade receivables is not significant due to the limited average collection period for customer balances and the quality of its debtors. Additional counter-party risk comes from the countries with renewables incentives, which it is usually treated as regulatory risk.
  • In the specific case of EDPR NA Group, the Group's main customers are regulated utility companies and regional market agents in the US. As it occurs in Europe, credit risk from trade receivables is not significant due to the limited average collection period for customer balances and the quality of the debtors. However, the exposure due to the mark-to-market of long term contracts may be significant. This exposure is managed by a detailed assessment of the counter-party before signing any long term agreement and by a requirement of collaterals when financial soundness of the counterparty deteriorates.

Regarding Trade receivables and other debtors, they are recognized net of the impairment losses. The Group believes that the credit quality of these receivables is adequate and that no significant impaired credits exist that have not been recognised as such and provided for.

Exposure to suppliers arises mainly from contracts with equipment manufacturers and civil engineering contractors. Counter-party analyses are performed for each new contract. Either parent company guarantees or bank guarantees are requested if needed to comply with the limits of exposure established by EDP Renováveis counter-party risk policy.

The maximum exposure to customer credit risk by counterparty type is detailed as follows:

THOUSAND EUROS DEC 2019 DEC 2018
CORPORATE SECTORS AND INDIVIDUALS
Supply companies 46,248 53,611
Business to business 151 50,519
Other 15,035 5,088
Total Corporate sectors and individuals 61,434 109,218
Public sector 19,356 17,121
TOTAL PUBLIC SECTOR AND CORPORATE SECTORS/INDIVIDUALS 80,790 126,339

Trade receivables by geographical market for the Group EDPR, is as follows:

THOUSAND EUROS DEC 2019
EUROPE NORTH AMERICA BRAZIL TOTAL
Corporate sectors and individuals 47,406 10,646 3,382 61,434
Public sector 8,005 - 11,351 19,356
TOTAL 55,411 10,646 14,733 80,790
THOUSAND EUROS DEC 2018
EUROPE NORTH AMERICA BRAZIL TOTAL
Corporate sectors and individuals 93,336 11,441 4,441 109,218
Public sector 1,094 - 16,027 17,121
TOTAL 94,430 11,441 20,468 126,339

In accordance with accounting policies – note 2 e), impairment losses are determined using the simplified approach precluded in IFRS 9, based on life time expected losses.

Liquidity risk

Liquidity risk is the possibility that the Group will not be able to meet its financial obligations as they fall due. The Group strategy to manage liquidity is to ensure, as far as possible, that it will always have significant liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation.

The liquidity policy followed ensures compliance with payment obligations acquired, through maintaining sufficient credit facilities and having access to the EDP Group facilities.

The EDP Renováveis Group undertakes management of liquidity risk through the engagement and maintenance of credit lines and financing facilities with its main shareholder, as well as directly in the market with national and international financial institutions, assuring the necessary funds to perform its activities.

The Directors have estimated cash flows that show that the Group will meet the commitments existing at the close of the 2019 financial year and those foreseen for 2020.

The maturity analysis for financial debt (see note 31), including expected future interests, is as follows:

THOUSAND EUROS DEC 2020 DEC 2021 DEC 2022 DEC 2023 DEC 2024 FOLLOWING
YEARS
TOTAL
Bank loans 80,688 75,788 83,626 75,496 77,037 383,939 776,574
Loans received from EDP Group 738,313 422,824 540,944 482,243 463,935 - 2,648,259
Other loans 153 104 34 211 - - 502
Expected future interests 85,610 90,362 72,092 56,737 34,275 77,389 416,465
904,764 589,078 696,696 614,687 575,247 461,328 3,841,800

Market price risk

As of December 31, 2019, market price risk affecting the EDP Renováveis Group is not significant. In the case of EDPR NA, the great majority of the plants are under power purchase agreements, with fixed or escalating prices. In the case of EDPR EU, the electricity is sold in Spain, France, Italy and Portugal through regulated tariffs whether in Romania the green certificates have a floor and in Poland some plants sell their electricity and green certificates under power purchase agreements with fixed price.

For the small share of energy sold with merchant exposure (electricity, green certificates and RECs), market risk is managed through the execution of electricity, green certificate and REC forward contracts. EDPR EU and EDPR NA have electricity, green certificates and REC swaps that qualify for hedge accounting (cash flow hedge) that are related to sales for the years 2020 to 2024 (see note 36). The purpose of EDP Renováveis Group is to hedge in advance a significant volume of the merchant exposure to reduce the volatility of energy prices in each reporting year.

Capital management

The Group's goal in managing equity, in accordance with the policies established by its main shareholder, is to safeguard the Group's capacity to continue operating as a going concern, grow steadily to meet established growth targets and maintain an optimum equity structure to reduce equity cost.

In conformity with other sector groups, the Group controls its financing structure based on the leverage ratio. This ratio is calculated as net financial borrowings divided by total equity and net borrowings. Net financial borrowings are determined as the sum of financial debt, institutional equity liabilities corrected for non-current deferred revenues, less cash and cash equivalents.

06. CONSOLIDATION PERIMETER

During the year ended in 31 December 2019, the changes in the consolidation perimeter of the EDP Renováveis Group were:

Companies acquired:

  • EDP Renováveis, S.A. acquired 100% of the Colombian companies Eolos Energías, S.A.S. E.S.P. and Vientos del Norte, S.A.S. E.S.P. These operations were classified as asset purchases, out of scope of IFRS 3 – Business Combinations, due to the substance of these transactions, the type of assets acquired and the very early stage of the projects;
  • EDP Renováveis Brasil, S.A. acquired 100% of the companies Central Eólica Boqueirão I, S.A., Central Eólica Boqueirão II, S.A., Monte Verde Holding, S.A. and Jerusalém Holding, S.A.. These operations were classified as asset purchases, out of scope of IFRS 3 – Business Combinations, due to the substance of these transactions, the type of assets acquired and the very early stage of the projects.
  • EDP Renováveis Brasil, S.A. acquired 100% of the companies Central Eólica Catanduba I, S.A. and Central Eólica Catanduba II, S.A.;
  • EDPR Offsore España, S.A.S. acquired, directly or indirectly, 100% of the companies B-Wind Polska, Sp. z o.o., C-Wind Polska, Sp. z o.o.,Ventum Ventures III Holding, B.V., Fluctus V, B.V., Fluctus VI, B.V., Fluctus VII, B.V. and 30% of the companies Frontier Beheer Nederland, B. V. and Frontier, C.V.;
  • EDP Renewables Polska, Sp. z o.o., acquired 100% of the company EDPR Polska Solar Sp. z.o.o.;
  • EDP Renewables Polska, Sp. z o.o., acquired 100% of the companies Lichnowy Windfarm Sp. Zo.o., EW Dobrzyca sp. z o.o., Ujazd, Sp. zo.o., Winfan, Sp. zo.o., Kowalewo Wind, Sp. zo.o., European Wind Power Krasin, Sp. zo.o., Nowa Energia 1, Sp. zo.o. and Farma Wiatrowa Bogoria, Sp. zo.o. These operations were classified as asset purchases, out of scope of IFRS 3 – Business Combinations, due to the substance of these transactions, the type of assets acquired and the very early stage of the projects;
  • EDP Renewables Polska HoldCo, S.A. acquired 100% of the company Gudziki Wind Farm Sp. z o.o;
  • Monte Verde Holding, S.A. acquired 100% of the company Central Eólica Monte Verde VI, S.A. This operation was classified as an asset purchase, out of the scope of IFRS 3 – Business Combinations, due to the substance of the transaction, the type of assets acquired and the very early stage of the projects;
  • EDP Renewables Europe and EDP Renováveis S.A. acquired 100% of the Greek company Aioliko Parko Fthiotidos Erimia E.P.E. This operation was classified as an asset purchase, out of the scope of IFRS 3 – Business Combinations, due to the substance of the transaction, the type of assets acquired and the very early stage of the projects.

Sale of companies without loss of control:

• EDPR France Holding, S.A.S. sold 10% of its financial interest in Parc Éolien d'Entrains-sur-Nohain, S.A.S. (formerly Parc Éolien de Citernes, S.A.S.) by 46 thousand Euros.

Companies sold and liquidated:

  • In the second quarter of 2019, EDPR Group, through the companies EDP Renewables Europe S.L.U. and EDPR Yield, S.A.U. sold to Beta Energy Investments S.A.R.L. and BETA II S.R.L. the EDPR's stake of 51% in the companies EDPR Participaciones, S.L.U. and EDP Renewables France, S.A.S. respectively, with a subsequent sale of the entire stake held by EDPR in following subsidiaries:
  • EDPR Participaciones' subsidiaries: Bon Vent de Vilalba, S.L.U., Bon Vent de L'Ebre, S.L.U., Eólica Don Quijote, S.L.U., Eólica Dulcinea, S.L.U., Eólica de Radona, S.L.U., Eólica del Alfoz, S.L.U., Eólica La Navica, S.L.U., Parc Éolien de Dammarie, S.A.R.L., Parc Éolien de Preuseville, S.A.R.L., Parc Éolien d'Escardes, S.A.S., Parc Éolien de Montagne Fayel, S.A.S., Parc Éolien de Francourville, S.A.S., Green Wind, S.A, Eólica do Castelo, S.A., Eólica da Lajeira, S.A., Eólica do Velão, S.A. and Eólica do Cachopo, S.A. Additionally, EDPR Group sold the stake held by the company EDPR Eólica de Radona, S.L.U in the company Infraestructuras Medinaceli, S.L. (8.76%) and the stake held by the companies Bon Vent de l'Ebre S.L and Bon Vent de Vilalba S.L. in the company Aprofitament Energies Renovables Terra Alta, S.A. (9.70% and 10.42% respectively);
  • EDP Renewables France' subsidiaries: Neo Plouvien, S.A.S., Centrale Eolienne Gueltas Noyal-Pontivy, S.A.S., Centrale Eolienne Segur, S.A.S., Centrale Eolienne Saint Barnabé, S.A.S., Centrale Eolienne Patay, S.A.S., Centrale Eolienne Canet-Pont de Salars, S.A.S., Centrale Eolienne Neo Truc de L'Homme, S.A.S., SOCPE de Sauvageons, S.A.R.L., SOCPE Le Mee, S.A.R.L., SOCPE Petite Pièce, S.A.R.L., SOCPE de la Vallée du Moulin, S.A.R.L., SOCPE de la Mardelle, S.A.R.L., SOCPE des Quinze Mines, S.A.R.L., Parc Éolien de Tarzy, S.A.R.L., Eolienne de Saugueuse, S.A.S., Parc Éolien de Roman, S.A.R.L., Parc Éolien des Vatines, S.A.S., Parc Éolien de Varimpre, S.A.S. and Parc Éolien du Clos Bataille, S.A.S.

Total proceeds for the transaction amount to 806,090 thousand Euros from which an amount of 304,732 thousand Euros refer to shareholders loans. This transaction has generated a gain, net of transaction costs, amounting to 225,644 thousand Euros, which has been registered within the "Other income" caption of the condensed consolidated income statement (note 9);

  • In the fourth quarter of 2019, EDPR Group through the company EDP Renováveis Brasil, S.A. sold to Allif SLP I LP the EDPR's stake of 100% in the company Babilônia Holding, S.A. with a subsequent sale of the entire stake held by EDPR in the following subsidiaries:
    • Central Eólica Babilônia I, S.A.;
    • Central Eólica Babilônia II, S.A.;
    • Central Eólica Babilônia III, S.A.;
    • Central Eólica Babilônia IV, S.A.;
    • Central Eólica Babilônia V, S.A.

Estimated total proceeds amount to 132,227 thousand Euros (the equivalent of 597,096 thousand Brazilian Real). This transaction has generated a gain, net of transaction costs, amounting to 87,078 thousand Euros, which has been registered within the "Other income" caption of the condensed consolidated income statement (note 9);

  • EDP Renewables Polska, Sp. z o.o., sold 100% of the company EDP Renewables Polska OPCO, S.A. for a residual consideration.
  • Moray East Holdings Limited liquidated the companies Telford Offshore Windfarm Limited, MacColl Offshore Windfarm Limited and Stevenson Offshore Windfarm Limited.

Companies Incorporated:

  • Little Brook Solar Park LLC *;
  • Bright Stalk Solar Park LLC *;
  • Crossing Trails Wind Power Project II LLC *;
  • Headwaters Wind Farm IV LLC*;
  • North River Wind LLC*;
  • EDPR Japan GK.;
  • Custolito, S.R.L.;
  • EDPR Hellas 1 M.A.E.;
  • EDPR Hellas 2 M.A.E.;
  • EDPR Terral S.L.U.;
  • EDPR Amaris S.L.U.;
  • EDPR Suvan S.L.U.;
  • Black Prairie Solar Park LLC *;
  • Duff Solar Park LLC *
  • Eastmill Solar Park LLC *;
  • Lowland Solar Park LLC *;
  • Moonshine Solar Park LLC *;
  • Sedge Meadow Solar Park LLC *;
  • EDPR Wind Ventures XX LLC;
  • 2019 Vento XX LLC;
  • EDPR Wind Ventures XXI LLC;
  • 2019 Vento XXI LLC *
  • Esker Solar Park LLC *;
  • EDPR Solar Ventures III LLC;
  • 2019 SOL III LLC ;
  • Greenbow Solar Park LLC *;
  • Holly Hill Solar Park LLC *;
  • Pleasantville Solar Park LLC *;
  • Mineral Springs Solar Park LLC *;
  • Solar Ventures Acquisition LLC;
  • EDPR Solar Ventures IV LLC;
  • 2019 SOL IV LLC;
  • Fotovoltaica Lote A, S.A.;
  • Solar Ventures Purchasing LLC;
  • Goldfinger Ventures LLC;
  • Goldfinger Ventures II LLC;
  • Blackford County Wind Farm LLC*;
  • Blackford County Solar Park LLC*;
  • 2019 SOL V LLC*;
  • EDPR Solar Ventures V LLC*;
  • Goldfinger Ventures III LLC*;
  • EDPR Sicilia PV, S.R.L.;
  • EDPR FS Offshore, S.A.;
  • Alabama Solar Park LLC*;
  • EDPR Sicilia Wind, S.R.L.;

* EDPR Group holds, through its subsidiary EDPR NA, a set of subsidiaries legally established in the United States without share capital and that, as at 31 December 2019, do not have any assets, liabilities, or any operating activity.

Other changes:

  • In the fourth quarter of 2019, EDP Renewables North America LLC (EDPR NA), through the company Solar Ventures Purchasing LLC (Solar VP), sold 50% of its interest in Solar Ventures Acquisition, LLC (Solar VA) to Goldeneye SVA LLC (wholly owned by ConnectGen). Further, EDPR NA sold 50% of its interest in the companies Goldfinger Ventures, LLC (Goldfinger I) and Goldfinger Ventures II, LLC (Goldfinger II) to ConnectGen. Subsequent to EDPR NA's selling transaction referred for Solar VA, this joint venture acquired the companies Sunshine Valley Solar, LLC (Sunshine Valley), Sun Streams, LLC (Sun Streams) and Windhub Solar A, LLC (Windhub Solar). Subsequent to EDPR NA's selling transaction referred above for Goldfinger I and Goldfinger II, the joint venture Solar VA sold the companies Sunshine Valley and Windhab Solar to a subsidiary of Goldfinger I and sold the company Sun Streams to a subsidiary of Goldfinger II;
  • EDP Renewables Europe, S.L.U. acquired 32% of the company Dunkerque Éoliennes en Mer, S.A.S.;
  • EDP Renewables Europe, S.L.U. and EDP Renováveis S.A. acquired from RG Renovatio Group Limited 15% of the share capital of the companies Cernavoda Power, S.A., Pestera Wind Farm, S.A., VS Wind Farm, S.A. and Sibioara Wind Farm, S.R.L., increasing to 100% its share interest in the companies;
  • EDP Renovables España, S.L. acquired 25% of the Spanish companies Sitemas Eólicos Tres Cruces, S.L.U. and Desarrollos Energéticos del Val, S.L.;
  • EDPR Offshore España, S.L. acquired 61% of the South Korean company Korean Floating Wind Power Co., Ltd.

During the year ended in 31 December 2018, the changes in the consolidation perimeter of the EDP Renováveis Group were:

Companies acquired:

  • EDP Renewables Italia Holding, S.r.L. acquired 100% of the share capital of the companies Breva Wind S.r.L. and Sarve, S.r.l. These transactions have been considered, for consolidation purposes as an asset acquisition out of the scope of IFRS 3 – Business Combinations, due to the nature of such transactions, the type of assets acquired and the initial stage of completion of the projects;
  • EDP Renováveis Brasil, S.A. acquired 100% of the following companies:
    • Central Eólica Aventura III, S.A.,
    • Central Eólica Aventura IV, S.A.,
    • Central Eólica Aventura V, S.A.,
    • Central Eólica SRMN I, S.A.,
    • Central Eólica SRMN II, S.A.,
    • Central Eólica SRMN III, S.A.;
    • Central Eólica SRMN IV, S.A.,
    • Central Eólica Monte Verde I, S.A.;
    • Central Eólica Monte Verde II, S.A.;
  • Central Eólica Monte Verde III, S.A.;
  • Central Eólica Monte Verde IV, S.A.;
  • Central Eólica Monte Verde V, S.A.;
  • Central Solar Pereira Barreto I, Ltda;
  • Central Solar Pereira Barreto II, Ltda;
  • Central Solar Pereira Barreto III, Ltda;
  • Central Solar Pereira Barreto IV, Ltda; and
  • Central Solar Pereira Barreto V, Ltda.

These transactions have been considered, for consolidation purposes, as asset acquisitions out of the scope of IFRS Business Combinations due to the nature of such transactions, the type of assets acquired and the initial stage of completion of the projects;

  • EDP Renováveis Brasil, S.A. acquired 100% of the share capital of the following companies: Aventura Holding, S.A., SRMN Holding, S.A., Central Eólica Jerusalém I, S.A., Central Eólica Jerusalém II, S.A., Central Eólica Jerusalém III, S.A., Central Eólica Jerusalém IV, S.A., Central Eólica Jerusalém V, S.A., and Central Eólica Jerusalém VI, S.A.;
  • EDP Renewables Europe, S.L.U. acquired 100% of the share capital of the following Greek companies:
    • Wind Park Aerorrachi A.E.
    • Energiaki Arvanikou MEPE.

These transactions have been considered, for consolidation purposes as asset acquisitions out of the scope of IFRS 3 – Business Combinations, due to the nature of such transactions, the type of assets acquired and the initial stage of completion of the projects;

  • EDPR France Holding, S.A.S acquired 100% of the share capital of the following companies:
    • La Plaine de Nouaille, S.A.S.,
    • Le Chemin de la Corvée S.A.S.;
    • Le Chemin de Saint Druon, S.A.S.;
    • Parc Éolien des 7 Domaines, S.A.S.; and
    • Parc Éolien de la Côte du Cerisat, S.A.S.

This transaction has been considered, for consolidation purposes as an asset acquisition out of the scope of IFRS 3 – Business Combinations, due to the nature of such transactions, the type of assets acquired and the initial stage of completion of the projects.

  • EDP Renováveis, S.A. acquired 20.19% of the share capital of the company Solar Works! B.V;
  • EDP Renewables Polska sp. z o.o. acquired 100% of the share capital of the company Rampton, Sp. z o.o;
  • EDPR Offshore North America LLC acquired 50% of the share capital of the company Mayflower Wind Energy LLC.

Disposals with loss of control:

  • In the third quarter of 2018, Moray Offshore Renewable Power Limited sold to Delphis Holdings Limited 33% of its direct and indirect interests in the following companies:
    • Moray West Holdings Limited;
    • Moray Offshore Windfarm (West) Limited

In accordance with the Shareholders Agreement and other relevant contracts, it has been established a shared control of the companies which led to a loss of control over the companies and its consolidation by the equity method. This disposal with loss of control generated a gain on a consolidated basis of 314 thousand Euros, which was recorded in the income statement.

  • In the fourth quarter of 2018, EDPR Wind Ventures XIX, LLC sold to Quatro Wind AquisitionCo LLC by 194,746 thousand Euros, the equivalent of 230,000 thousand US dollars, 80% of its direct and indirect interests in the following companies:
    • Meadow Lake Wind Farm VI LLC;
    • Prairie Queen Wind Farm LLC.

In accordance with the Shareholders Agreement and other relevant contracts, it has been established a shared control of the Companies which led to a loss of control over the companies and their consolidation by the equity method. This disposal with loss of control generated a gain on a consolidated basis of 108,976 thousand Euros, which was recorded in the income statement.

  • In the fourth quarter of 2018, EDP Renewables Canada LP Ltd sold to Axium Quatro NR Wind Limited Partnership by 31,186 thousand Euros, the equivalent of 47,692 thousand Canadian dollars (which corresponds to a sale price of 47,813 thousand Canadian dollars deducted from transaction costs in the amount of 121 thousand Canadian dollars), 75% of its direct and indirect interests in the following companies:
    • Nation Rise Wind Farm Gp II Inc.;
    • Nation Rise Wind Farm Limited Partnership.

In accordance with the Shareholders Agreement and other relevant contracts, it has been established a shared control of the Companies which led to a loss of control over the companies and their consolidation by the equity method.

Companies sold and liquidated

  • EDP Renewables Italia Holding, S.r.L. liquidated the Italian companies Laterza Wind, S.R.L. and Castellaneta Wind, S.R.L.;
  • EDP Renovables España S.L. has sold 100% stake in the companies Parque Eólico La Estancia, S.L. and Parque Eólico Cañete, S.L. This transaction has not generated any gain or loss.

Companies merged

  • EDP Renewables Canada LP Holdings, Ltd. was merged into EDP Renewables Canada Ltd.;
  • The following companies were merged into EDPR PT Promoção e Operação, S.A.:
    • Gravitangle Fotovoltaica Unipessoal Lda.
    • Stirlingpower Unipessoal Lda.
  • The following companies were merged into EDPR Villa Galla, S.R.L. (ex Parco Eolico Banzi, S.R.L.):
    • Villa Castelli Wind, S.R.L.
    • Pietragalla Eolico, S.R.L.
  • EDP Renewables Canada LP Holdings Ltd. has been merged into EDP Renewables Canada Ltd.

Companies incorporated:

  • Parque Eólico Cañete, S.L.;
  • Parque Eólico La Estancia, S.L.;
  • Parque Eólico Valdelugo, S.L.;
  • Moray East Holdings Limited;
  • Moray West Holdings Limited;
  • 2018 Vento XVIII LLC;
  • Bayou Bend Solar Park LLC *;
  • Casa Grande Carmel Solar LLC *;
  • EDPR Wind Ventures XVIII LLC;
  • Loma de la Gloria Solar Park LLC *;
  • San Clemente Solar Park LLC *;
  • Wrangler Solar Park LLC *;
  • Cielo Solar Park LLC*;
  • EDPR Wind Ventures XIX LLC;
  • 2018 Vento XIX LLC;
  • Meadow Lake Wind Farm VIII LLC*;
  • Loyal Wind Farm LLC*;
  • Marathon Wind Farm LLC*;
  • Quilt Block Wind Farm II LLC*;
  • Shullsburg Wind Farm LLC*;
  • Loblolly Hill Solar Park LLC*;
  • Helena Harbor Solar Park LLC*;
  • Kennedy Wind Farm GP Ltd*;
  • Kennedy Wind Farm LP;
  • Bromhead Solar Park GP Ltd*;
  • Bromhead Solar Park LP;
  • Halbrite Solar Park GP Ltd*;
  • Halbrite Solar Park LP;
  • Blue Bridge Solar Park GP Ltd*;
  • Blue Bridge Solar Park LP;
  • EDP Renewables Canada Management Service Ltd;
  • EDP Renewables Sask SE GP Ltd*;
  • EDP Renewables Sask SE Limited Partnership;
  • Nation Rise Wind Farm GP II Inc;
  • Quatro Limited Partnership;
  • Prospector Solar Park LLC*;
  • Rye Patch Solar Park LLC*.

* EDPR Group holds, through its subsidiary EDPR NA, a set of subsidiaries legally established in the United States without share capital and that, as at 31 December 2018, do not have any assets, liabilities, or any operating activity.

Other changes:

  • EDP Renovables España S.L.U. has completed during the first quarter of 2018 the disposal of 5% shareholding in the company Acampo Arias S.L.U. in which previously held 100% of shareholding, with no significant impacts in the consolidated financial statements;
  • According to the sale agreement celebrated in 2017 between Diamond Generation Europe Limited and EDPR:
    • Moray Offshore Renewable Power Limited sold 20% of the equity consolidated company Moray Offshore Windfarm (East) Limited to Diamond Generation Europe Limited in the first quarter of 2018 by 20,168 thousand Euros the equivalent of 17,817 thousand Pound Sterling (which corresponds to a sale price of 35,766 thousand Pound Sterling deducted from 17,751 thousand Pound Sterling of loans and transaction costs in the amount of 198 thousand Pound Sterling) generating a gain of 14,688 thousand Euros (see note 14); and
    • Moray Offshore Renewable Power Limited sold an additional 13,4% of the equity consolidated company Moray East Holdings Limited (new holder of the company Moray Offshore Windfarm (East) Limited) to Diamond Generation Europe Limited in the fourth quarter of 2018 by 12,864 thousand Euros the equivalent of 11,381 thousand Pound Sterling (which corresponds to a sale price of 54,031 thousand Pound Sterling deducted from 41,961 thousand Pound Sterling of loans and transaction costs in the amount of 689 thousand Pound Sterling) generating a gain of 9,176 thousand Euros (see note 14).
  • In the second quarter of 2018, EDP Renewables, SGPS, S.A. acquired 60% of shareholding in the equity company Windplus S.A. in which previously held 19.4% and had significant influence, being therefore consolidated by the equity method. At that moment, the Shareholders Agreement and other relevant contracts, established a shared control of the company thus the company remained consolidated by the equity method. Subsequently, in the fourth quarter of 2018, EDP Renewables, SGPS, S.A completed the sale of 25% shareholding in the company Windplus S.A. to Engie Services International, S.A. After this transaction, there are no significant changes in the governance model of the company, thus the company remains consolidated by the equity method.
  • According to the sale agreement celebrated in 2018 between CTG and EDPR, Moray Offshore Renewable Power Limited sold 10% of the equity consolidated company Moray East Holdings Limited to China Three Gorges (UK) Limited in the fourth quarter of 2018 by 2,736 thousand Euros the equivalent of 2,421 thousand Pound Sterling (which corresponds to a sale price of 37,564 thousand Pound Sterling deducted from 35,143 thousand Pound Sterling of loans). This transaction has not generated any gain or loss (see note 14);
  • According to the sale agreements celebrated in 2018 between Sumitomo Corporation and EDPR:
    • EDP Renewables Europe S.L. sold 13,5% of the equity consolidated company Éoliennes en Mer Dieppe Le Tréport, S.A.S. to SRPT SAS by 39,077 thousand Euros (which corresponds to a sale price of 44,007 thousand Euros deducted from 3,700 thousand Euros of loans and transaction costs in the amount of 1,230 thousand Euros) generating a gain of 35,210 thousand Euros. The above sale price includes a contingent consideration, according to the relevant agreements signed, which fair value as of December 31, 2018 amounts to 16,408 thousand Euros.
    • EDP Renewables Europe S.L. sold 13,5% of the equity consolidated company Éoliennes en Mer Îles d'Yeu et de Noirmoutier, SAS to SRPN SAS by 32,408 thousand Euros (which corresponds to a sale price of 35,196 thousand Euros deducted from 2,020 thousand Euros of loans and transaction costs in the amount of 768 thousand Euros) generating a gain of 27,885 thousand Euros. The above sale price includes a contingent consideration, according to the relevant agreements signed, which fair value as of December 31, 2018 amounts to 20,143 thousand Euros.

The companies included in the consolidation perimeter of EDPR Group as at 31 December 2019 and 2018 are listed in Annex I.

07. REVENUES

Revenues are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
REVENUES BY BUSINESS AND GEOGRAPHY
Electricity in Europe 887,838 863,038
Electricity in North America 636,074 575,479
Electricity in Brazil 75,073 50,898
1,598,985 1,489,415
Other revenues 6,682 2,050
1,605,667 1,491,465
Services rendered 7,654 1,506
CHANGES IN INVENTORIES AND COST OF RAW MATERIAL AND CONSUMABLES USED
Cost of consumables used 29,647 19,298
Changes in inventories -839 -746
28,808 18,552
TOTAL REVENUES 1,642,129 1,511,523

The breakdown of revenues by segment is presented in the segmental reporting (see note 43).

08. INCOME FROM INSTITUTIONAL PARTNERSHIPS IN U.S. WIND FARMS

Income from institutional partnership in U.S. Wind Farms in the amount of 181,570 thousand Euros (31 December 2018: 185,171 thousand Euros), includes revenue recognition related to production tax credits (PTC), investments tax credits (ITC) and other tax benefits, mostly from accelerated tax depreciation related to projects Sol I and II, Blue Canyon I and Vento I to XVIII (see note 33).

09. OTHER INCOME

Other income is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Amortisation of deferred income related to power purchase agreements 2,578 2,753
Contract and insurance compensations 23,707 17,016
Gains on disposals 313,444 109,290
Other income 59,951 62,893
399,680 191,952

The power purchase agreements between EDPR NA and its customers were valued based on market assumptions, at the acquisition date of the business combination, using discounted cash flow models. At that date, these agreements were valued at approximately 190,400 thousand of USD and booked as a non-current liability (see note 34). This liability is amortised over the period of the agreements against other income. As at 31 December 2019, the amortisation for the period amounts to 2,578 thousand Euros (31 December 2018: 2,753 thousand Euros) and the non-current liability amounts to 9,318 thousand Euros (31 December 2018: 11,496 thousand Euros).

As at 31 December 2019, the caption Gains on disposals essentially includes: (I) gain related to the sale of the EDPR's stake of 51% in the companies EDPR Participaciones, S.L.U. and EDP Renewables France, S.A.S. (see note 6) in the amount of 225,644 thousand Euros; and (ii) gain related to the sale of 100% of the stake in the company Babilônia Holding, S.A. and subsidiaries (see note 6) in the amount of 87,078 thousand Euros.

The caption other income includes: i) management and cost reinvoicing for UK offshore projects in the amount of 9,241 thousand Euros; and ii) price adjustment amounting to 4,188 thousand Euros and 1,152 thousand Euros, according to the corresponding agreements, in the transaction of selling 49% of EDP Renewables Polska Holdco S.A. to CTG that took place in 2016 and in the transacton of selling 49% of Baixas de Feijão portfolio of companies to CTG that took place in 2015, respectively.

As at 31 December 2018, the caption Gains on disposals essentially included the gain on the sale and loss of control in EDPR NA of 80% of Vento XIX portfolio to Quatro Wind AquisitionCo LLC in the amount of 108,976 thousand Euros (see note 6).

10. SUPPLIES AND SERVICES

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Rents and leases 21,306 60,108
Maintenance and repairs 204,655 200,899
SPECIALISED WORKS:
- IT Services, legal and advisory fees 12,730 20,512
- Shared services 7,037 8,549
- Other services 17,754 11,131
Other supplies and services 45,550 44,118
309,032 345,317

The decrease in Rents and leases results from the adoption of IFRS 16 on 1 January 2019 (see note 3). As at 31 December 2019 this caption includes mainly costs for variable lease payments and rental costs for short-term leases.

11. PERSONNEL COSTS AND EMPLOYEE BENEFITS

Personnel costs and employee benefits is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
PERSONNEL COSTS
Board remuneration (see note 39) 606 691
Remunerations 103,367 88,632
Social charges on remunerations 17,054 14,016
Employee's variable remuneration 26,049 23,051
Other costs 4,042 2,554
Own work capitalised (see note 16) -34,417 -26,837
116,701 102,107
EMPLOYEE BENEFITS
Costs with pension plans 5,480 4,646
Costs with medical care plans and other benefits 8,512 8,236
13,992 12,882
130,693 114,989

As at 31 December 2019, Costs with pension plans relates essentially to defined contribution plans in the amount of 5,365 thousand Euros (31 December 2018: 4,528 thousand Euros) and defined benefit plans amounting to 14 thousand Euros (10 thousand Euros as at 31 December 2018).

The average breakdown by management positions and professional category of the permanent staff during 2019 and 2018 is as follows:

2019 2018
Directors 199 91
Managers 906 716
Specialists 157 330
Technicians 207 181
1,469 1,318

The breakdown by gender of the permanent staff as of 31 December 2019 and 2018 is as follows:

31 DEC 2019 31 DEC 2018
Male 1,090 959
Female 476 429
1,566 1,388

In the companies in Spain where there is a legal obligation to have people with disabilities in the workforce to comply with the LISMI due to the number of employees, EDPR has opted for the exceptionality measures provided by the Law. The Company is able to comply with the quota that legally applies to it through contracts of goods or services with companies that promote the hiring of disabled people and also through donations. EDPR's companies under this obligation are covered with the exceptionality measures since February 2018 and for a period of three years.

12. OTHER EXPENSES

Other expenses are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Taxes 73,760 81,358
Losses on fixed assets 16,460 9,330
Other costs and losses 43,866 37,737
134,086 128,425

The caption Taxes, on 31 December 2019, includes the amount of 21,313 thousand Euros (31 December 2018: 21,077 thousand Euros) related to taxes for energy generators in Spain, affecting all the wind farms in operation, amounting to 7% of revenues for each wind farm.

Losses on fixed assets include 16,172 thousand Euros related to EDPR NA that mainly refers to the abandonment of ongoing projects in EDPR NA (8,914 thousand Euros in 2018).

13. AMORTISATION AND IMPAIRMENT

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
PROPERTY, PLANT AND EQUIPMENT
Buildings and other constructions 1,722 1,200
Plant and machinery 544,396 542,951
Other 4,988 9,862
Impairment loss 15,380 6,809
566,486 560,822
RIGHT-OF-USE ASSETS
Right-of-use assets 32,524 -
INTANGIBLE ASSETS
Industrial property, other rights and other intangibles 9,942 1,218
608,952 562,040
Amortisation of deferred income (Government grants) -17,327 -16,155
591,625 545,885

Right of use assets includes depreciation of related assets due to the implementation of IFRS 16 on 1 January 2019 (see note 3).

Impairment loss for property, plant and equipment is related to two projects in Poland as a result of the recoverability assessment of these projects.

Amortisation of deferred income (Government grants) refers to grants for fixed assets received by EDPR NA subgroup under the American Recovery and Reinvestment Act promoted by the United States that are amortised through the recognition of revenue in the income statement over the useful life of the related assets (see note 34).

14. FINANCIAL INCOME AND FINANCIAL EXPENSES

Financial income and financial expenses are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
FINANCIAL INCOME
Interest income 20,659 13,245
Derivative financial instruments:
Interest 1,657 838
Fair value 5,588 20,156
Foreign exchange gains 9,732 9,634
Other financial income 392 87,395
38,028 131,268
FINANCIAL EXPENSES
Interest expense 184,770 170,010
Derivative financial instruments:
Interest 84,724 84,435
Fair value 4,388 16,222
Foreign exchange losses 6,819 9,303
Own work capitalised -17,742 -23,885
Unwinding 118,785 85,690
Other financial expenses 5,740 9,229
387,484 351,004
NET FINANCIAL INCOME / (EXPENSES) -349,456 -219,736

Derivative financial instruments include interest liquidations on the derivative financial instrument established between EDPR and EDP Finance BV and EDP - Energias de Portugal, S.A. (see notes 24, 35 and 37).

Other financial income included in 2018: (i) gain on the sale of 13.5% of the share capital of the equity consolidated company Éoliennes en Mer Dieppe - Le Tréport, S.A.S. to SRPT SAS in the amount of 35,210 thousand Euros; (ii) gain on the sale of 13.5% of the share capital of the equity consolidated company company Éoliennes en Mer Îles d'Yeu et de Noirmoutier, S.A.S.. to SRPN SAS in the amount of 27,885 thousand Euros; (ii) gain on the sale of 33.4% of the share capital of the equity consolidated company Moray Offshore Windfarm (East) Limited to Diamond Generation Europe Limited in the amount of 23,864 thousand Euros. See note 6.

In accordance with the corresponding accounting policy, the borrowing costs (interest) capitalised in tangible fixed assets in progress as at 31 December 2019 amounted to 17,742 thousand Euros (at 31 December 2018 amounted to 23,885 thousand Euros) (see note 16), which are included under Own work capitalised (financial interest). The interest rates used for this capitalisation vary in accordance with the related loans' Interest expense refers to interest on loans bearing interest at contracted and market rates.

Interest expense refers to interest on loans bearing interest at contracted and market rates.

Unwinding expenses refers essentially to: (ii) the implied return in institutional partnerships in U.S. wind farms amounting to 85,320 thousand Euros (31 December 2018: 80,135 thousand Euros) (see note 33); (ii) financial update of lease liabilities in the amount of 27,994 thousand Euros due to the implementation of IFRS 16 on 1 January 2019 (see note 3 and 35); and (iii) financial update of provisions for dismantling and decommissioning of wind farms in the amount of 5,462 thousand Euros (31 December 2018: 4,999 thousand Euros) (see note 32).

15. INCOME TAX EXPENSE AND EXTRAORDINARY CONTRIBUTION TO THE ENERGY SECTOR (CESE)

The following note includes an analysis on the reconciliation between the theoretical and the effective income tax rate applicable at the level of the EDPR Group, on a consolidated basis. In general terms, the analysis on the reconciliation between the theoretical and the effective income tax rate aims at quantifying the impact of the income tax, recognised in the income statement, which includes both current and deferred tax. The note also includes an analysis on the extraordinary contribution to the energy sector (CESE).

As the EDPR Group prepares and discloses its financial statements in accordance with IFRS, an alignment between the accounting of income tax expense or income and the corresponding cash flow is not mandatory. Accordingly, this analysis does not represent the income tax paid or received by the EDPR Group for the corresponding reporting period.

Notwithstanding the above, the income tax paid by the EDPR Group on a country-by-country basis is disclosed in the Annual Report, which is available on EDPR's website (www.edpr.com). This website also includes the details on the general principles concerning EDPR Group's mission and tax policy and the overall tax contribution to public finance in 2019.

Main features of the tax systems of the countries in which the EDP Renewables Group operates

The statutory corporate income tax rates applicable in the countries in which EDP Renewables Group operates are as follows:

COUNTRY 31 DEC 2019 31 DEC 2018
EUROPE:
Belgium 29.58% 29.58%
France 28% - 34.43% 28% - 34.43%
Italy 24% - 28.8% 24% - 28.8%
Poland 19% 19%
Portugal 21% - 31.5% 22.5% - 31.5%
Romania 16% 16%
Spain 25% 25%
United Kingdom 19% 19%
Greece 28% 29%
AMERICA:
Brazil 34% 34%
Canada 26.5% 26.5%
Mexico 30% 30%
Colombia 33% -
United States of America 24.91% 24.91%
AMERICA:
Japan 30% -
Republic of Korea 10-25% -

EDP Renováveis S.A. and its subsidiaries file individual tax returns in accordance with the applicable tax legislation. Nevertheless, the company and the majority of its Spanish subsidiaries are taxed under the tax consolidation group regime foreseen in the Spanish law. EDP - Energias de Portugal, S.A. - Sucursal en España (Branch) is the dominant company of this Group, which includes other subsidiaries that are not within the renewables energy industry.

As per the applicable tax legislation, tax periods may be subject to inspection by the various Tax Administrations during a limited number of years. Statutes of limitation differ from country to country as follows: USA, Belgium and France: 3 years; Spain, United Kingdom and Portugal: 4 years; Brazil, Romania, Poland, Italy, Greece and Mexico: 5 years; and Canada: 10 years. Notwithstanding this, it is important to note that, in case of Portugal and France, if tax losses/credits being carried-forward are utilized, the statute of limitation is extended to the years when such tax losses/credits were generated. In Spain, tax losses may be subject to the Tax Authorities' verification up to 10 years after they are generated; once this period has expired, taxpayers must prove the origin of the tax losses whose utilization is intended.

Tax losses generated each year are also subject to Tax Administrations' review and reassessment. As per the legislation currently in force, losses may be used to offset yearly taxable income assessed in the subsequent periods as follows: 5 years in Portugal, Greece and Poland; 7 in Romania; 10 in Mexico; 20 in Canada; and indefinitely in the United States, Spain, France, Italy, Belgium, Brazil and the United Kingdom. Notwithstanding this, it is important to note that, in some geographies, tax losses generated in previous years might be subject to the limitation period that was applicable at the moment when they were generated (e.g., Portugal and the United States). Moreover, in France and the UK tax losses in a given year may be carried back against the taxable base assessed in the previous tax year, and in Canada in the 3 previous years. Nothwithstanding this, the deduction of tax losses in the USA, Portugal, Spain, Brazil, France, Italy, the United Kingdom and Poland is limited to a percentage of the taxable income of each period, or subject to other limitations.

EDP Renováveis Group companies may, in accordance with the law, benefit from certain tax benefits or incentives under specific conditions. Most importantly, Production Tax Credits in the US which are the dominant form of wind remuneration in that country, and represent an extra source of revenue per unit of electricity over the first 10 years of the asset's life. Wind farms that qualify for the application of the PTC prior to 1 January 2017, benefit from 100% of the credit (\$28/MWh in 201, \$25/MWh in 2019 – the rate is adjusted each year for inflation). The PTC amount is reduced by 20% for wind farms qualifying in 2017, 40% in 2018 and 60% in 2019. On December 20th, 2019, the Taxpayer Certainty and Disaster Tax Relief Act extended the current PTC for an additional year: wind farms the construction of which begins during 2020 will qualify for the PTC at a rate of 60%.

Transfer pricing legislation is duly complied with by EDP Renováveis Group. Its policy follows the rules, guidelines and best international practices applicable across all geographies where the Group operates, in due compliance with the spirit and letter of the Law.

Changes in the tax law with relevance to the EDP Renewables Group in 2019

As from 2019, the statutory CIT rates applicable in France and Greece are reduced as follows:

  • In France, the Finance Bill 2018 voted on December 30th, 2017 (LOI n° 2017-1837 du 30 décembre 2017 de finances pour 2018) approved a progressive reduction of the general CIT rate to 25% by 2022. For fiscal years starting in 2019, the CIT rate amounts to 28% on taxable income lower than € 500,000 and the excess is subject to a 31% rate;
  • In Greece, the CIT rate is lowered from 29% to 28%. A further progressive reduction of 1% per year is expected until year 2022, dropping the final CIT rate to 25%.

Corporate income tax provision.

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Current tax -54,743 -76,991
Deferred tax -28,202 13,549
INCOME TAX EXPENSE -82,945 -63,442

The effective income tax rate as at 31 December 2019 and 2018 is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Profit before tax 709,108 535,611
Income tax expense -82,945 -63,442
Effective Income Tax Rate 11.70% 11.84%

The difference between the theoretical and the effective income tax expense, results from the application of the law provisions in the determination of the tax base, as demonstrated below.

The reconciliation between the nominal and the effective income tax rate for the Group during the years ended 31 December 2019 and 2018 is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Profit before taxes 709,108 535,611
Nominal income tax rate (*) 25.00% 25.00%
Theoretical income tax expense -177,277 -133,903
Fiscal revaluations, amortization, depreciation and provisions -8,144 -2,140
Tax losses and tax credits 14,604 16,908
Financial investments in associates 725 893
Accounting/fiscal temporary differences on the recognition/derecognition of assets 73,212 50,657
Effect of tax rates in foreign jurisdictions and CIT rate changes -6,959 -9,881
Tax benefits - 2,852
Taxable differences attributable to non-controlling interests (USA) 15,921 17,818
Other 4,973 -6,647
EFECTIVE INCOME TAX EXPENSE AS PER THE CONSOLIDATED INCOME STATEMENT -82,945 -63,443
(*) Statutory corporate income tax rate applicable in Spain

The main captions are the following:

The caption "Accounting/fiscal temporary differences on the recognition/derecognition of assets" refers to changes in the Group's perimeter not subject to income taxes.

The caption "Taxable differences attributable to non-controlling interests (USA)" essentially includes the effect inherent to the attribution of taxable income to non-controllable interests in the subgroup EDPR NA, as determined by the tax legislation of that geography.

During 2019, the EDPR Group has various tax audits regarding different topics. The most relevant ones are the general tax audit in Spain; and the tax audits on local taxes in Romania. Most of those processes are still ongoing; however, EDPR does not expect any further liability than the ones already recorded in the companies' accounts at December, 2019.

Extraordinary Contribution to the Energy Sector (CESE)

Law 83-C/2013, of the State Budget 2014 ("Lei do Orçamento de Estado 2014"), approved by the Portuguese Government on 31 December 2013, introduced an extraordinary contribution applicable to the energy sector (CESE), with the objective of financing mechanisms that promote the energy sector systemic sustainability, through the establishment of a fund which aims to contribute for the reduction of tariff debt and to finance social and environmental policies in the energy sector. This contribution focuses generally on the economic operators that develop the following activities: (i) generation, transportation or distribution of electricity; (ii) transportation, distribution, storage or wholesale supply of natural gas; and (iii) refining, treatment, storage, transportation, distribution and wholesale supply of crude oil and oil products.

CESE is calculated based on the companies' net assets as at 1 January, which comply, cumulatively, to: (i) property, plant and equipment; (ii) intangible assets, except industrial property elements; and (iii) financial assets assigned to concessions or licensed activities. In the case of regulated activities, CESE focuses on the value of regulated assets if it is higher than the value of those assets.The CESE system has been successively extended and is now valid for 2019 through Law nº 71/2018 of 31 December. As mentioned in note 1, Portuguese government has extended the CESE to renewables.

As at 31 December 2019, EDPR Group recorded in caption Tax Liabilities a value for this contribution of 3,496 thousand Euros.

16. PROPERTY, PLANT AND EQUIPMENT

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
COST
Land and natural resources 31,724 32,589
Buildings and other constructions 15,666 21,905
Plant and machinery:
- Renewables generation 17,396,990 18,488,573
- Other plant and machinery 9,764 473
Other 61,600 128,252
Assets under construction 1,446,787 923,436
18,962,531 19,595,228
ACCUMULATED DEPRECIATION AND IMPAIRMENT LOSSES
Depreciation charge -551,106 -554,013
Accumulated depreciation in previous years -4,993,990 -4,974,082
Impairment losses -15,380 -6,809
Impairment losses in previous years -138,195 -138,530
-5,698,671 -5,673,434
CARRYING AMOUNT 13,263,860 13,921,794
THOUSAND EUROS BALANCE
AT 01 JAN
ADDITIONS DISPOSALS/
WRITE-OFF
TRANSFERS EXCHANGE
DIFFERENCES
CHANGES IN
PERIMETER
/ OTHER
BALANCE
AT 31 DEC
COST
Land and natural resources
Buildings and other constructions
Plant and machinery
Other
Assets under construction
32,589
21,905
18,489,046
128,252
923,436
19,595,228
1,196
197
15,050
3,196
1,087,899
1,107,538
-
-
-62,894
-666
-11,747
-75,307
-
-
501,213
1,194
-502,407
-
-40
230
166,855
1,371
9,325
177,741
-2,021
-6,666
-1,702,516
-71,747
-59,719
-1,842,669
31,724
15,666
17,406,754
61,600
1,446,787
18,962,531
CHANGES IN
THOUSAND EUROS BALANCE AT
01 JAN
CHARGE FOR
THE PERIOD
IMPAIRMENT
LOSSES/
REVERSES
DISPOSALS/
WRITE-OFF
EXCHANGE
DIFFERENCES
PERIMETER /
OTHER
BALANCE
AT 31 DEC
ACCUMULATED DEPRECIATION AND IMPAIRMENT LOSSES
Buildings and other constructions
Plant and machinery
Assets under construction
Other
13,462
5,491,951
70,021
98,000
5,673,434
1,722
544,396
-
4,988
551,106
-
9,771
5,609
-
15,380
-
-56,137
-
-626
-56,763
158
44,984
499
1,150
46,791
-3,829
-467,044
-
-60,404
-531,277
11,513
5,567,921
76,129
43,108
5,698,671

The movement in Property, plant and equipment during 2019, is analysed as follows:

Plant and machinery includes the cost of the wind farms and solar plants under operation.

Additions include the investment in wind farms and solar plants under development and construction mainly in the United States, Spain, Italy, France, Brazil and Portugal. This caption also includes the allocation of the acquisition cost of certain companies due to the nature of the transactions, the type of assets and the initial stage of completion of the projects acquired (see note 6). The most significant ones, including additions from their acquisition, are:

  • Polish companies B-Wind Polska, Sp. z o.o. and C-Wind Polska, Sp. z o.o., Lichnowy Windfarm, Sp. z o.o, EW Dobrzyca, sp.z o.o., Kowalewo Wind, Sp. zo.o., European Wind Power Krasin, Sp. zo.o., Nowa Energia 1, Sp. zo.o. and Farma Wiatrowa Bogoria, Sp. zo.o. totalling 62,058 thousand Euros;
  • Colombian companies Eolos Energías, S.A.S. E.S.P. and Vientos del Norte, S.A.S. E.S.P. amounting to 26,828 thousand Euros and 9,202 thousand Euros respectively;
  • Brazilian portfolio of companies Pereira Barreto amounting to Euro 5,906 thousand Euros.

Disposals/Write-offs, net of accumulated depreciation, include, among others, 16,172 thousand Euros for EDPR NA that mainly refers to the abandonment of ongoing projects in North America (see note 12).

Transfers from assets under construction into operation mainly refer to wind and solar farms that become operational in the United States, Portugal, Italy, Spain and France.

Exchange differences are mainly generated by the variation in the exchange rate of the US Dollar and Romanian Leu.

The caption Changes in perimeter/Other mainly includes:

  • Decrease due to the sale of the companies EDPR Participaciones S.L., EDP Renewables France S.A.S. and their subsidiaries (see note 6), in the amount, net of accumulated depreciation, of 1,046,834 thousand Euros;
  • Decrease due to the sale of Brazilian portfolio of companies Babilônia (see note 6) in the amount, net of accumulated depreciation, of 190,365 thousand Euros; and
  • Decrease due to the reclassification to held-for-sale of the assets related to the UK company EDPR UK and the Polish companies B-Wind Polska, Sp. z o.o. and C-Wind Polska, Sp. z o.o. (see note 27) in the amount, net of depreciation, of 570 thousand Euros and 9,907 thousand Euros respectively.

The Company has taken out an insurance global program to cover risks relating to property, plant and equipment. The coverage provided by these policies is considered to be sufficient.

Loans with credit institutions formalized as 'Project Finances' are secured by the shares of the corresponding wind farms and, ultimately, by the fixed assets of the wind farm to which the financing is related (see note 31). Additionally, the construction of certain assets has been partly financed by grants received from different Government Institutions.

The movement in Property, plant and equipment during 2018, is analysed as follows:

THOUSAND EUROS BALANCE AT
01 JAN
ADDITIONS DISPOSALS/
WRITE-OFF
TRANSFERS EXCHANGE
DIFFERENCES
CHANGES IN
PERIMETER
/ OTHER
BALANCE
AT 31 DEC
COST
Land and natural resources 31,632 635 - - 626 -304 32,589
Buildings and other constructions 21,034 -66 -24 503 458 - 21,905
Plant and machinery 17,095,548 33,212 -24,873 1,217,257 370,689 -202,787 18,489,046
Other 112,689 7,079 -320 6,087 2,717 - 128,252
Assets under construction 949,359 1,273,975 -9,308 -1,223,847 12,538 -79,281 923,436
18,210,262 1,314,835 -34,525 - 387,028 -282,372 19,595,228
THOUSAND EUROS BALANCE AT
01 JAN
CHARGE FOR
THE PERIOD
IMPAIRMENT
LOSSES/
REVERSES
DISPOSALS/
WRITE-OFF
EXCHANGE
DIFFERENCES
CHANGES IN
PERIMETER/
OTHER
BALANCE
AT 31 DEC
ACCUMULATED DEPRECIATION AND IMPAIRMENT LOSSES
Buildings and other constructions 11,910 1,200 - - 352 - 13,462
Plant and machinery 4,862,865 542,951 3,372 -24,733 104,001 3,495 5,491,951
Assets under construction 64,291 - 3,437 - -1,127 3,420 70,021
Other 85,995 9,862 - -141 2,284 - 98,000
5,025,061 554,013 6,809 -24,874 105,510 6,915 5,673,434

Additions include the allocation of the acquisition cost of the American companies Hog Creek Wind Project, LLC, Cameron Solar, LLC, Estill Solar I, LLC and Hampton Solar, II LLC amounting to 34,068 thousand Euros and the French company Parc Éolien de Paudy, S.A.S. amounting to 3,543 thousand Euros due to the nature of the transactions, the type of assets and the initial stage of completion of the projects acquired (see note 6). Additionally, this caption includes the effect of the revaluation of the assets of the Spanish company Tebar Eólica S.A. in the amount of 9,239 thousand Euros after the increase in the shareholding held over the company from 50% to 100% which implied gain of control over the company (See note 6).

Disposals/Write-offs, net of accumulated depreciation, include, among others, 5,850 thousand Euros which mainly refers to: (i) 3,013 thousand Euros related to the abandonment of ongoing projects in EDPR Europe; (ii) 335 thousand Euros related to the abandonment of ongoing projects in EDPR North America and EDPR Brazil; and (iii) 2,502 thousand Euros due to incremental costs related with the damage that took place in 2014 in the met mast of the offshore wind farm of Moray, which was registered previously to the loss of control of the company (see note 6 and 12).

Transfers from assets under construction into operation mainly refer to wind and solar farms that become operational in the United States of America and wind farms that become operational in Brazil, France and Italy.

The caption Changes in perimeter/Other, net of accumulated depreciation, mainly includes:

  • An increase amounting to 327,558 thousand Euros related to the full consolidation of the Mexican wind farm Eólica de Coahuila which was previously consolidated by the equity method until its construction completion and entry into operation, which took place at the beginning of 2017 (see note 6);
  • An increase amounting to 9,813 thousand Euros related to the full consolidation of the Spanish wind farm Tebar Eólica S.A. due to the gain of control over the company previously commented. The effect of the revaluation of the assets has been included in the caption Additions (see note 6);
  • A decrease amounting to 85,742 thousand Euros related to the loss of control of the UK company Moray Offshore Windfarm (East) Ltd as a consequence of the sale of certain shareholding in the company having agreed a shared control of the project (see note 6).

Impairment losses are mainly related to wind farms in Poland as a result of the recoverability assessment of certain wind farms in this country (see note 13).

Assets under construction as at 31 December 2019 and 2018 are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
EDPR NA Group 1,003,395 521,361
EDPR EU Group 345,918 367,247
Others 97,474 34,828
1,446,787 923,436

Assets under construction as at 31 December 2019 are essentially related to wind farms under construction and development in the United States of America, Poland, France, Spain, Brazil, Colombia and Canada.

Financial interests capitalized during the period amount to 17,742 thousand Euros as at 31 December 2019 (31 December 2018: 23,885 thousand Euros) (see note 14).

Personnel costs capitalised during the period amount to 34,417 thousand Euros as at 31 December 2019 (31 December 2018: 26,837 thousand Euros) (see note 11).

The EDP Renováveis Group has purchase obligations disclosed in Note 38 - Commitments.

17. RIGH OF USE ASSETS

In the context of the adoption of IFRS 16 as of 1 January 2019 (see note 3), the caption Right of use assets was created, which presents the following detail:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
COST
Land and natural resources 625,386 -
Buildings and other constructions 17,710 -
Plant and machinery: 166 -
Other 3,196 -
646,458 -
ACCUMULATED DEPRECIATION AND IMPAIRMENT LOSSES
Accumulated depreciation -30,494 -
CARRYING AMOUNT 615,964 -

The movements in Right of use assets, for the Group, for the period ended 31 December 2019, are as follows:

THOUSAND EUROS BALANCE
AT 01 JAN
ADDITIONS DISPOSALS/
WRITE-OFF
TRANSFERS EXCHANGE
DIFFERENCES
CHANGES IN
PERIMETER
/ OTHER
BALANCE
AT 31 DEC
COST
Land and natural resources 585,989 95,409 - - -1,392 -54,620 625,386
Buildings and other constructions 19,763 2,714 -7 - -15 -4,745 17,710
Plant and machinery: 172 - - - -4 -2 166
Other 2,601 808 -51 - 3 -165 3,196
608,525 98,931 -58 - -1,408 -59,532 646,458
THOUSAND EUROS BALANCE AT
01 JAN
CHARGE FOR
THE PERIOD
IMPAIRMENT
LOSSES/
REVERSES
DISPOSALS/
WRITE-OFF
EXCHANGE
DIFFERENCES
CHANGES IN
PERIMETER/
OTHER
BALANCE
AT 31 DEC
ACCUMULATED DEPRECIATION AND IMPAIRMENT LOSSES
Land and natural resources
Buildings and other constructions
Plant and machinery:
Other
-
-
-
-
-26,535
-4,873
-5
-1,111
-
-
-
-
-
4
-
8
47
6
-
-
1,424
510
-
31
-25,064
-4,353
-5
-1,072
- -32,524 - 12 53 1,965 -30,494

The caption Changes in perimeter/Other mainly includes a decrease due to the sale of the the companies EDPR Participaciones S.L., EDP Renewables France S.A.S. and their subsidiaries (see note 6), in the amount, net of accumulated depreciation, of 53,295 thousand Euros and a decrease in the amount of 4,270 thousand Euros due to the reclassification to held for sale of certain offshore companies (see note 27).

18. INTANGIBLE ASSETS

This caption is analysed as follows:

THOUSAND EUROS Euros 31 DEC 2019 31 DEC 2018
COST
Industrial property, other rights and other intangible assets 345,384 264,361
Concession Rights 15,182 -
Intangible assets under development 44,906 48,260
405,472 312,621
ACCUMULATED AMORTISATION
Amortisation charge -9,942 -1,218
Accumulated amortisation in previous years -92,949 -48,493
Impairment losses - -
Impairment losses in previous years -12,264 -12,264
-115,155 -61,975
CARRYING AMOUNT 290,317 250,646

Industrial property, other rights and other intangible assets mainly include:

  • Generated green certificates pending to be sold amounting to 152,940 thousand Euros (31 December 2018: 129,149 thousand Euros) (see note 2 i)).
  • Sofware and applications in the amount of 81,612 thousand Euros;
  • Wind generation licenses amounting to 72,649 thousand Euros in the EDPR NA Group (31 December 2018: 68,833 thousand Euros);

The movement in Intangible assets during 2019, is analysed as follows:

THOUSAND EUROS BALANCE
AT 01 JAN
ADDITIONS DISPOSALS/
WRITE-OFFS
EXCHANGE
DIFFERENCES
OTHERS BALANCE
AT 31 DEC
COST
Industrial property, other rights and other
intangible assets
264,361 32,254 -14,141 -1,853 64,763 345,384
Concession rights - - -402 - 15,584 15,182
Intangible assets under development 48,260 7,052 - - -10,406 44,906
312,621 39,306 -14,543 -1,853 69,941 405,472
THOUSAND EUROS BALANCE
AT 01 JAN
CHARGE FOR
THE YEAR
DISPOSALS/
WRITE-OFFS
EXCHANGE
DIFFERENCES
OTHERS BALANCE
AT 31 DEC
ACCUMULATED AMORTISATION AND IMPAIRMENT LOSSES
Industrial property, other rights and other intangible
assets
61,975 9,643 -14,125 -237 53,456 110,712
Concession Rights - 299 -402 - 4,547 4,444
61,975 9,942 -14,527 -237 58,003 115,156

Additions include the recognition of deferred green certificates rights in Romania and Poland in the amount of 17,192 thousand Euros and 6,243 thousand Euros respectively.

The caption Others mainly include: i) decrease due to the sale of the the companies EDPR Participaciones S.L., EDP Renewables France S.A.S. and their subsidiaries (see note 6), in the amount, net of accumulated depreciation, of 10,927 thousand Euros; and ii) 11,558 thousand Euros, net of accumulated depreciation, reclassified from industrial property to Concesion Rights, both within intangible assets caption, as a consequence of the review of the nature of certain assets.

The movement in Intangible assets during 2018, is analysed as follows:

THOUSAND EUROS BALANCE
AT 01 JAN
ADDITIONS EXCHANGE
DIFFERENCES
OTHERS BALANCE
AT 31 DEC
COST
Industrial property, other rights and other intangible
assets
274,642 19,242 3,208 -32,731 264,361
Intangible assets under development 41,689 7,199 - -628 48,260
316,331 26,441 3,208 -33,359 312,621
THOUSAND EUROS BALANCE
AT 01 JAN
CHARGE FOR
THE YEAR
IMPAIRMENT EXCHANGE
DIFFERENCES
OTHERS BALANCE
AT 31 DEC
ACCUMULATED AMORTISATION AND IMPAIRMENT LOSSES
Industrial property, other rights and other intangible
assets
66,817 1,218 - 508 -6,568 61,975
66,817 1,218 - 508 -6,568 61,975

Additions include the recognition of green certificates rights in Romania in the amount of 15,118 thousand Euros.

The caption Changes in perimeter/Other mainly includes the reclassification to property, plant and equipment of payments performed for accessing the Grid operator networks in the United States amounting to 33,105 thousand Euros of cost and 6,568 thousand Euros of accumulated depreciation (see note 16).

19. GOODWILL

For the Group, the breakdown of Goodwill resulting from the difference between the cost of the investments and the corresponding share of the fair value of the net assets acquired, is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Goodwill booked in EDPR EU Group: 495,516 635,875
- EDPR Spain Group 388,180 490,385
- EDPR France Group 25,904 61,460
- EDPR Portugal Group 43,712 43,712
- Other 37,720 40,318
Goodwill booked in EDPR NA Group 702,818 689,799
Goodwill booked in EDPR BR Group 876 889
1,199,210 1,326,563

The movements in Goodwill, by subgroup, during 2019 are analysed as follows:

THOUSAND EUROS BALANCE AT
01 JAN
INCREASES DECREASES EXCHANGE
DIFFERENCES
OTHERS BALANCE AT
31 DEC
EDPR EU Group:
- EDPR Spain Group 490,385 - - - -102,205 388,180
- EDPR France Group 61,460 - - - -35,556 25,904
- EDPR Portugal Group 43,712 - - - - 43,712
- Other 40,318 - - -161 -2,437 37,720
EDPR NA Group 689,799 - - 13,019 - 702,818
EDPR BR Group 888 - - -12 - 876
1,326,562 - - 12,846 -140,198 1,199,210

Changes in the perimeter includes the decrease in the amount of 138,704 thousand Euros due to the sale of the the companies EDPR Participaciones S.L., EDP Renewables France S.A.S. and their subsidiaries (see note 6).

The movements in Goodwill, by subgroup, during 2018 are analysed as follows:

THOUSAND EUROS BALANCE AT
01 JAN
INCREASES DECREASES EXCHANGE
DIFFERENCES
OTHERS BALANCE AT
31 DEC
EDPR EU Group:
- EDPR Spain Group 490,385 - - - - 490,385
- EDPR France Group 61,460 - - - - 61,460
- EDPR Portugal Group 43,712 - - - - 43,712
- Other 40,532 - - -214 - 40,318
EDPR NA Group 659,144 - - 30,655 - 689,799
EDPR BR Group 994 - - -105 - 889
1,296,227 - - 30.336 - 1,326,563

There were no significant movements during 2018 except those related to exchange differences mainly in EDPR NA.

Impairment tests - EDPR Group

Goodwill, property, plant and equipment, right of use assets, intangible assets and investments in joint ventures and associates of the EDPR Group are tested for impairment each year. In the case of operational wind farms, it is performed by determining the recoverable value through the value in use. Goodwill is allocated to each country where EDPR Group performs its activity, so the EDPR Group aggregate all the CGUs cash flows in each country in order to calculate the recoverable amount of goodwill and the rest of the assets allocated.

To perform this analysis, a Discounted Cash Flow (DCF) method was used. This method is based on the principle that the estimated value of an entity or business is defined by its capacity to generate financial resources in the future, assuming these can be removed from the business and distributed among the company's shareholders, without compromising the maintenance of the activity.

Therefore, for the businesses developed by EDPR's CGUs, the valuation was based on free cash flows generated by the business, discounted at appropriate discount rates.

The future cash flows projection period used is the useful life of the assets (30 to 35 years) which is consistent with the current depreciation method. The cash flows also incorporate the long-term off-take contract in place and long-term estimates of power prices, whenever the asset holds merchant exposure.

The main assumptions used for the impairment tests are as follows:

  • Power produced: net capacity factors used for each CGU utilize the wind studies carried out, which takes into account the longterm predictability of wind output and that wind generation is supported in nearly all countries by regulatory mechanisms that allow for production and priority dispatching whenever weather conditions permit;
  • Electricity remuneration: regulated or contracted remuneration has been applied where available, as for the CGUs that benefit from regulated remuneration or that have signed contracts to sell their output during all or part of their useful life; where this is not available, prices were derived using price curves projected by the company based on its experience, internal models and using external data references;
  • New capacity: tests were based on the best information available on the wind farms expected to be built in coming years, adjusted by probability of success and by the growth prospects of the company based on the Business Plan Targets, which includes the commitment to develop under construction wind farms, its historical growth and market size projections. The tests considered the contracted and expected prices to buy turbines from various suppliers;
  • Operating costs: established contracts for land leases and maintenance agreements were used; other operating costs were projected consistent with the company's experience and internal models;
  • Terminal value: considered as a 15% of the initial investment in each wind farm, considering inflation;
  • Discount rate: the discount rates used are post-tax, reflect EDPR Group's best estimate of the risks specific to each CGU and range as follows:
2019 2018
Europe 3.1% - 5.8% 3.3%-6.4%
North America 4.9%-6.3% 5.12%-6.6%
Brazil 8.8% - 10.4% 9.9-11.7%

Impairment tests done have taken into account the regulation changes in each country, as disclosed in note 1.

EDPR has performed the following sensitivity analyses in the results of goodwill impairment tests performed in Europe, North America and Brazil in some of the key variables, such as:

  • 5% reduction of Merchant Prices used in the base case. This sensitivity analysis performed for this assumption independently would not suppose any impairment for the goodwill allocated to each country.
  • 100 basis points increase of the discount rate used in the base case. This sensitivity analysis performed for this assumption independently would not suppose any impairment for the goodwill allocated to each country.

20. INVESTMENTS IN JOINT VENTURES AND ASSOCIATES

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
INVESTMENTS IN ASSOCIATES
Interests in joint ventures 429,743 320,423
Interests in associates 30,442 28,302
CARRYING AMOUNT 460,185 348,725

For the purpose of the consolidated financial statements presentation, goodwill arising from the acquisition of joint ventures and associated companies is presented in this caption.

THOUSAND EUROS 2019 2018
Balance as at 1 January 348,725 303,518
Acquisitions / Increases 214,582 3,209
Disposals - -8,390
Share of profits of joint ventures and associates 3,392 1,649
Dividends -21,882 -14,687
Exchange differences 3,660 8,402
Hedging reserve in joint ventures and associates -10,330 -17,543
Changes in consolidation method - 59,175
Transfer of losses to loans/liabilities 12,282 11,577
Transfer to assets held-for-sale -90,280 -
Others 36 1,815
BALANCE AS AT 31 DECEMBER 460,185 348,725

Acquisitions/Increases mainly refer to capital contributions made for the US joint ventures Goldfinger Ventures LLC, Goldfinger Ventures II LLC and Mayflower Wind Energy LLC.

Transfer of losses to loans/liabilities refer to equity-accounted investees that are loss-making above EDPR's interest (that includes the carrying amount of the investment under the equity method and other long-term interests) according to the relevant IFRS guidance.

Transfer to assets held-for-sale refer to net assets' value for joint venture offshore companies that has been reclassified to assets held-forsale caption in relation to a transaction for the creation of a co-controlled 50/50 joint-venture in fixed and floating offshore wind between EDPR and Engie by contribution of all their offshore business (see note 27).

The following table resumes the companies' financial information of joint ventures included in the Group consolidated accounts, as of December 2019:

THOUSAND EUROS FLAT ROCK
WIND-POWER
GOLDFINGER
VENTURES II
PORTFOLIO
GOLDFINGER
VENTURES
PORTFOLIO
VENTO XIX
PORTFOLIO
FLAT ROCK
WIND-POWER
II
COMPANIES' FINANCIAL INFORMATION OF JOINT
VENTURES
Non-Current Assets 231,447 296,964 219,354 493,325 94,214
Current Assets (including cash and cash equivalents) 1,547 1,037 1,396 25,138 1,465
Cash and cash equivalents 593 1,037 1,396 16,732 635
Total Equity 225,323 185,572 137,831 100,274 92,251
Long term Financial debt - - - - -
Non-Current Liabilities 4,001 111,368 81,447 377,751 1,516
Short term Financial debt - - - 198 -
Current Liabilities 3,670 1,061 1,472 40,438 1,912
Revenues 8,378 - - 25,063 3,203
Fixed and intangible assets amortisations - - - - -
Other financial expenses -56 -114 -140 -13,616 -26
Income tax expense - - - - -
Net profit for the year -18,771 -84 -124 22,701 -7,534
AMOUNTS PROPORTIONALLY ATTRIBUTED TO
EDPR GROUP
Net assets 121,607 79,136 59,237 51,837 46,125
Goodwill - - - - -
Dividends paid 12,688 - - 3,289 -
THOUSAND EUROS COMPAÑÍA
EÓLICA
ARAGONESA
EVOLUCIÓN
2000
NATION RISE
PORTFOLIO
OTHER
COMPANIES' FINANCIAL INFORMATION OF JOINT
VENTURES
Non-Current Assets 124,191 34,271 81,180 842
Current Assets (including cash and cash equivalents) 7,883 4,174 5,577 2,817
Cash and cash equivalents 6,263 2,450 - 340
Total Equity 109,738 18,406 41,974 3,097
Long term Financial debt - 8,200 - -
Non-Current Liabilities 19,621 14,764 9,770 540
Short term Financial debt - 3,959 458 -
Current Liabilities 2,715 5,275 35,013 22
Revenues 19,262 8,092 - -
Fixed and intangible assets amortisations - - - -
Other financial expenses -342 -126 -19 -
Income tax expense 1,359 -840 - -1
Net profit for the year 1,018 2,521 -223 46,812
AMOUNTS PROPORTIONALLY ATTRIBUTED TO
EDPR GROUP
Net assets 45,830 13,581 10,861 1,529
Goodwill 26,108 2,667 - -
Dividends paid 3,086 1,416 - -

The following table resumes the companies' financial information of joint ventures included in the Group consolidated accounts, as of December 2018:

THOUSAND EUROS FLAT ROCK
WIND-POWER
VENTO XIX
PORTFOLIO
FLAT ROCK
WIND-POWER
II
COMPAÑÍA
EÓLICA
ARAGONESA
EVOLUCIÓN
2000
COMPANIES' FINANCIAL INFORMATION OF JOINT
VENTURES
Non-Current Assets 240,383 300,877 97,703 120,246 34,626
Current Assets (including cash and cash equivalents) 7,537 27,813 2,358 6,203 4,712
Cash and cash equivalents 5,576 25,150 1,906 4,106 3,106
Total Equity 239,426 -7,107 96,826 106,064 18,525
Long term Financial debt - - - - 12,159
Non-Current Liabilities 3,870 170,949 1,462 17,483 16,323
Short term Financial debt - 95 - - 3,785
Current Liabilities 4,624 164,848 1,773 2,902 4,490
Revenues 12,936 1,318 4,971 19,451 8,309
Fixed and intangible assets amortisations - - - - -
Other financial expenses -55 -158 -25 -138 -115
Income tax expense - - - 1,057 -729
Net profit for the year -14,841 1 -5,795 1,922 2,186
AMOUNTS PROPORTIONALLY ATTRIBUTED TO
EDPR GROUP
Net assets 119,713 48,643 48,413 48,408 13,758
Goodwill -
7,200
-
-
-
-
26,108
5,288
2,667
1,459
Dividends paid
THOUSAND EUROS NATION RISE
PORTFOLIO
EOLIENNES EN
MER -
NOIRMOUTIER
EOLIENNES EN
MER DIEPPE-LE
TREPORT
MORAY
OFFSHORE
EAST
PORTFOLIO
OTHER
COMPANIES' FINANCIAL INFORMATION OF JOINT
VENTURES
Non-Current Assets 11,179 48.719 52.922 534.989 60.076
Current Assets (including cash and cash equivalents) 148 7.132 9.296 86.870 23.886
Cash and cash equivalents - 2.353 3.218 62.544 7.859
Total Equity 10,683 33.060 28.178 -73.929 -1.724
Long term Financial debt - - - 75.407 9.640
Non-Current Liabilities - 14.878 27.286 587.743 61.786
Short term Financial debt 472 - - 62 1
Current Liabilities 644 7.913 6.754 108.045 23.900
Revenues - - - - 7.857
Fixed and intangible assets amortisations - 46 30 - -
Other financial expenses -5 - - -794 -10
Income tax expense - 297 292 - -84
Net profit for the year 42 -762 -751 -1.303 30
AMOUNTS PROPORTIONALLY ATTRIBUTED TO EDPR
GROUP
Net assets 10,367 9.753 8.313 -11,577 13.055
Goodwill - - - - -
Dividends paid - - - - -

The following table resumes the companies' financial information of associates included in the Group consolidated accounts, as of December 2019:

THOUSAND EUROS PQ. EOLICO
BELMONTE
DESARROLLOS
EÓLICOS DE
CANARIAS
PQ. EÓLICO
SIERRA DEL
MADERO
OTHER
COMPANIES' FINANCIAL INFORMATION OF ASSOCIATES
Non-Current Assets 20,849 3,163 47,410 46,683
Current Assets 6,188 2,294 13,810 11,658
Equity 7,039 3,405 34,419 22,490
Non-Current Liabilities 13,708 1,283 5,446 34,158
Current Liabilities 6,290 769 21,355 1,693
Revenues 4,057 3,238 11,109 11,492
Net profit for the year 1,384 1,610 3,662 3,036
AMOUNTS PROPORTIONALLY ATTRIBUTED TO EDPR GROUP
Net assets 3,830 8,003 14,456 4,153
Goodwill 1,726 6,479 - 1,479
Dividends paid - 720 - 683

The following table resumes the companies' financial information of associates included in the Group consolidated accounts, as of December 2018:

THOUSAND EUROS PQ. EOLICO
BELMONTE
DESARROLLOS
EÓLICOS DE
CANARIAS
PQ. EÓLICO
SIERRA DEL
MADERO
OTHER
COMPANIES' FINANCIAL INFORMATION OF ASSOCIATES
Non-Current Assets 19,418 2,590 50,083 46,978
Current Assets 5,462 2,601 18,548 8,540
Equity 6,798 4,065 30,757 21,312
Non-Current Liabilities 12,182 590 5,258 30,191
Current Liabilities 5,900 536 32,616 4,015
Revenues 3,870 3,238 11,565 5,532
Net profit for the year 925 1,610 3,527 -1,146
AMOUNTS PROPORTIONALLY ATTRIBUTED TO EDPR GROUP
Net assets 3,758 8,298 12,918 3,328
Goodwill 1,726 6,479 - 1,479
Dividends paid - 239 - 501

During 2019, the significant companies' financial information of joint ventures and associates presented the following fair value reconciliation of net assets proportionally attributed to EDP Group:

THOUSAND EUROS EQUITY % INVESTMENT FAIR VALUE
ADJUSTMENTS
GOODWILL OTHERS NET
ASSETS
Flat Rock Windpower 225,323 50,00% - - 8,945 121,607
Vento XIX portfolio 100,274 20,00% 31,782 - - 51,837
Flat Rock Windpower II LLC 92,251 50,00% - - - 46,125
Compañía Eólica Aragonesa 109,738 50,00% -9,039 - - 45,830
Evolución 2000 18,406 49,15% 1,867 2,667 - 13,581
Nation Rise portfolio 41,974 25,00% 367 - - 10,861
Goldfinger Ventures II portfolio 185,572 50,00% -13,650 - - 79,136
Goldfinger Ventures portfolio 137,831 50,00% -9,679 - - 59,237
Parque Eólico Belmonte 7,039 29,90% - 1,726 - 3,830
Desarrollos Eólicos de Canarias 3,405 44,75% - 6,479 - 8,003
Parque Eólico Sierra del Madero 34,419 42,00% - - - 14,456

Nation Rise is in the construction phase of a 100 MW wind farm in Ontario, Canada. This facility was scheduled to begin commercial operations in the first quarter of 2020. On December 6th, 2019, the Ontario Minister of the Environment, Conservation and Parks issued a decision to revoke Nation Rise's Renewable Energy Approval (REA). This was a reversal of prior approvals by the same Ministry and was also previously ratified by the Environmental Review Tribunal. As a result of this decision, EDPR was forced to halt all construction activities. Immediately following this revocation, Nation Rise filed a Notice of Application for Judicial Review of the Ministers revocation of the REA. Subsequent to the filing for judicial review, Nation Rise was successful in obtaining a determination of force majeure, providing for a delay in the start date of the project's power sales contract. While there can be no certainty as to the outcome of the Judicial Review at this time, EDPR believes that the facts underpinning the case are persuasive and the grounds for quashing the decision of the Minister compelling.

During 2018, the significant companies' financial information of joint ventures and associates presents the following fair value reconciliation of net assets proportionally attributed to EDP Group:

THOUSAND EUROS EQUITY % INVESTMENT FAIR VALUE
ADJUSTMENTS
GOODWILL OTHERS NET
ASSETS
Flat Rock Windpower 239,426 50.00% - - - 119,713
Vento XIX portfolio -7,107 20.00% 50,064 - - 48,643
Flat Rock Windpower II LLC 96,826 50.00% - - - 48,413
Compañía Eólica Aragonesa 106,064 50.00% -4,624 - - 48,408
Evolución 2000 18,525 49.15% 1,986 2,667 - 13,758
Nation Rise portfolio 10,683 25,00% 7,696 - - 10,367
Eoliennes en Mer Dieppe-Le Treport 28,178 29.50% - - - 8,313
Eoliennes en Mer - Noirmoutier 33,060 29.50% - - - 9,753
Moray Offshore East -73,943 23.30%* 4,679 - 973 -11,577
Parque Eólico Belmonte 6,798 29.90% - 1,726 - 3,758
Desarrollos Eólicos de Canarias 4,065 44.75% - 6,479 - 8,298
Parque Eólico Sierra del Madero 30,757 42.00% - - - 12,918

*An additional 10% stake is classified as asset held for sale (see note 26)

EDPR commitments to provide funding to Joint Ventures as at 31 December 2019 are:

THOUSAND EUROS 2019
CAPITAL OUTSTANDING BY MATURITY
LESS FROM FROM MORE
THAN 1 1 TO 3 3 TO 5 THAN 5
TOTAL YEAR YEARS YEARS YEARS
EDPR Commitments to provide funding to Joint Ventures 67,533 67,533 - - -
67,533 67,533 - - -

EDPR Commitments to provide funding for Joint Ventures refer to:

  • Commited funds for Offshore projects through formalized shareholder's loan agreements which outstanding undisbursed amount as of December 31, 2019 is 16,911 thousand Euros;
  • Commited funds for Offshore projects through formalized capital contributions which outstanding undisbursed amount as of December 31, 2019 is 9,792 thousand Euros;
  • Commited funds by EDPR North America in relation to Goldfinger joint ventures that refers to the outstanding obligation to complete the construction of the related solar farm facilities in the amount of 40,830 thousand Euros.

EDPR commitments to provide funding to Joint Ventures as at 31 December 2018 are:

THOUSAND EUROS 2018
CAPITAL OUTSTANDING BY MATURITY
LESS FROM FROM MORE
TOTAL THAN 1 1 TO 3 3 TO 5 THAN 5
YEAR YEARS YEARS YEARS
EDPR Commitments to provide funding to Joint Ventures 128,766 111,800 16,976 - -
128,766 111,800 16,976 - -

EDPR Commitments to provide funding for Joint Ventures refer to:

  • Commited funds for Offshore projects amounting to 70,261 thousand Euros;
  • Commited funds from EDPR North America to the North American offshore project Mayflower, in which EDPR NA holds 50% stake, for an amount of 58,515 thousand Euros. Mayflower was conditionally awarded a lease, by an agency of the United States government, on certain offshore areas for the purpose of developing a wind farm. Upon final award of this lease the joint venture will be responsible for making a total payment of 117,030 thousand Euros, of which EDPR NA is responsible for funding 50%. The final award of this lease is anticipated to occur in 2019.

EDPR Group granted parent company guarantees for certain joint venture projects. Total guarantees granted refer to financial and operational guarantees granted by EDPR to joint ventures in the amount of 60,000 thousand Euros and 318,097 thousand Euros respectively. Further, EDP Energías de Portugal Sucursal en España has granted financial and operational guarantees to EDPR's joint ventures in the amount of 250,011 thousand Euros and 11,127 thousand Euros respectively.

EDPR does not expect any significant liability arising from these financial and operational guarantees provided.

21. DEFERRED TAX ASSETS AND LIABILITIES

EDP Renováveis Group records the tax effect resulting from temporary differences between the assets and liabilities determined on an accounting basis and on a tax basis. As at a December 31st, 2019, on a consolidated basis, the movement by nature of Net Deferred Tax Assets and Liabilities are as follows:

NET DEFERRED TAX ASSETS
THOUSAND EUROS
BALANCE AT
31.12.2019
MOV. RESULTS MOV.
RESERVES
PERIMETER
VARIATIONS,
EXCHANGE
DIFFERENCES
AND OTHERS
BALANCE AT
31.12.2018
Tax losses and tax credits 701,336 2,369 - 9,769 689,198
Provisions 11,538 -1,976 3 -9,652 23,163
Financial instruments 14,305 -14 -19,536 -587 34,442
Property plant and equipment 52,232 -111 - -4,454 56,797
Non-deductible financial expenses 35,502 -101 - 9,371 26,232
Other temporary differences 40,605 15,689 3,513 -389 21,792
Assets/liabilities compensation of deferred taxes -729,346 -32,798 -3,859 -15,555 -677,134
126,172 -16,942 -19,879 -11,497 174,490
THOUSAND EUROS NET DEFERRED TAX LIABILITIES
BALANCE AT
31.12.2019
MOV. RESULTS MOV.
RESERVES
PERIMETER
VARIATIONS,
EXCHANGE
DIFFERENCES
AND OTHERS
BALANCE AT
31.12.2018
Financial instruments 6,119 1,439 2,749 -27 1,958
Property plant and equipment 323,362 18,493 - -35,516 340,385
Allocation of fair value to assets and liabilities acquired 384,082 7,597 - -72,038 448,523
Income from institutional partnerships (US wind farms) 348,976 6,182 58 669 342,067
Other temporary differences 26,870 8,613 3,446 7,548 7,263
Assets/liabilities compensation of deferred taxes -733,925 -33,702 -5 -23,084 -677,134
355,484 8,622 6,248 -122,448 463,062

The compensation between deferred tax assets and liabilities is performed at each subsidiary, and therefore the consolidated financial statements reflect the total deferred tax assets and deferred tax liabilities of the Group's subsidiaries.

The Group tax losses carried forward are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
EXPIRATION DATE
2019 - 6,258
2020 8,787 15,213
2021 47,691 50,203
2022 15,860 21,620
2023 34,799 36,193
2024 31,288 30,882
2025 10,897 13,432
2026 to 2040 2,221,883 2,189,681
Without expiration date 248,522 423,269
2,619,727 2,786,751

In addition to the above, EDPR North America LLC has State tax losses that are recorded in the Group's accounts. The associated deferred tax asset raised to 79,220 thousand Euros on December 31st, 2018, and to 78,668 thousand Euros at the end of the current year

22. INVENTORIES

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Advances on account of purchases 669 1,000
Finished and intermediate products 13,352 13,084
Raw and subsidiary materials and consumables 20,064 21,550
34,085 35,634

23. DEBTORS AND OTHER ASSETS FROM COMMERCIAL ACTIVITIES

Debtors and other assets from commercial activities are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
DEBTORS AND OTHER ASSETS FROM COMMERCIAL ACTIVITIES - NON-CURRENT
Trade receivables 1,355 2,094
Deferred costs 15,369 17,881
Sundry debtors and other operations 2,216 524
18,940 20,499
DEBTORS AND OTHER ASSETS FROM COMMERCIAL ACTIVITIES - CURRENT
Trade receivables 228,188 260,643
Prepaid turbine maintenance - 6,172
Services rendered 5,808 8,698
Advances to suppliers 6,160 6,214
Sundry debtors and other operations 45,103 32,390
285,259 314,117
Impairment losses -1,187 -328
303,012 334,288

Decrease of trade receivables-current, besides the normal course of the business, is mainly explained by the sale of EDPR Participaciones S.L., EDP Renewables France S.A.S. and subsidiaries (see note 6) in the amount of 34,602 thousand Euros and the sale of the Babilônia porfolio of companies (see note 6) in the amount of 5,480 thousand Euros. The amount as at 31 December 2019 principally refers to EDPR EU in the amount of 118,490 thousand Euros (157,558 thousand Euros as at 31 December 2018) and to EDPR NA in the amount of 86,374 thousand Euros (85,446 thousand Euros as at 31 December 2018), which mainly includes electricity generation invoicing.

Following the adoption of IFRS 9 on 1 January 2018, the caption of Debtors and other assets from commercial activities – Current includes 1,187 thousand Euros, which are the result of increases in impairment losses under the new expected credit loss model recommended in IFRS 9 (see notes 2, 3 and 4). This is the only movement in relation to impairment losses on trade receivables in 2019.

Sundry debtors and other operations – current include deferred costs in the amount of 24,141 thousand Euros (32,283 thousand Euros as at 31 December 2018).

The credit risk analysis are disclosed in note 5, under the Counterparty credit risk management section.

24. OTHER DEBTORS AND OTHER ASSETS

Other debtors and other assets are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
OTHER DEBTORS AND OTHER ASSETS - NON-CURRENT
Loans to related parties 2,686 23,498
Derivative financial instruments 11,081 19,022
Sundry debtors and other operations 93,429 67,529
107,196 110,049
OTHER DEBTORS AND OTHER ASSETS - CURRENT
Loans to related parties 8,234 17,384
Derivative financial instruments 20,347 10,489
Sundry debtors and other operations 364,789 342,944
393,370 370,817
500,566 480,866

Variation in loans to related parties – Non current is mainly related to the reclassification to assets held for sale (see note 27) of the loans granted to: i) the French offshore companies Éoliennes en Mer Dieppe – Le Tréport, S.A.S. and Éoliennes en Mer Îles d'Yeu et de Noirmoutier, S.A.S.; ii) the UK offshore company Moray Offshore Renewable Power Ltd and; iii) the Portuguese offshore company Windplus S.A. Loans granted to these companies as at 31 December 2018 amounted to 22,705 thousand Euros.

Sundry debtors and other operations- non current mainly include: (i) 36,551 thousand Euros related to the fair value of the contingent consideration related to the sale in 2018 of 13,5% stake in the companies Éoliennes en Mer Dieppe - Le Tréport, S.A.S. and Éoliennes en Mer Îles d'Yeu et de Noirmoutier, S.A.S., in accordance with the relevant agreements signed; (ii) 19,738 thousand Euros related to Interconnection and transmission deposits in EDPR NA; (ii) 13,056 thousand Euros as part of the price adjustment, according to the corresponding agreements, in the transaction of selling 49% of EDP Renováveis Portugal S.A to CTG that took place in 2013 which will be received in the long-term; and (iv) 16,352 thousand Euros as advances for the acquisition of the Italian project Aria del Vento.

Loans to related parties - Current mainly include loans granted to the equity consolidated company Parque Eólico Sierra del Madero, S.A. in the amount of 8,125 thousand Euros as at 31 December 2019 (12,745 thousand Euros as at 31 December 2018).

Sundry debtors –Current mainly includes: (i) 132,227 thousand Euros related to estimated proceeds for the sale of the portfolio of companies Babilônia (see note 6); (ii) 123,041thousand Euros of financing proceeds Nation Rise project in which EDPR lost control in 2018 due to the sale of 75% shareholding but EDPR retains the right to receive specified funds raised by the entity, upon successful completion of performance obligation (see note 20 and 35); and iii) 54,506 thousand Euros for loans related with the transaction of acquisition of the certain projects by the Joint Ventures Goldfinger Ventures and Goldfinger Ventures II.

For derivatives, refer to note 37.

25. CURRENT TAX ASSETS

Current tax assets is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Income tax 17,985 24,130
Value added tax (VAT) 29,266 30,570
Other taxes 8,279 4,826
55,530 59,526

26. CASH AND CASH EQUIVALENTS

Cash and cash equivalents are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Cash 38 17
BANK DEPOSITS
Current deposits 95,347 200,734
Term deposits 49,419 101,917
Specific demand deposits in relation to institutional partnerships 60,957 82,924
205,723 385,575
Other short term investments 375,998 165,951
581,759 551,543

Term deposits include temporary financial investments to place treasury surpluses.

Specific demand deposits in relation to institutional partnerships are funds required to be held in escrow sufficient to pay the remaining construction related costs of projects in institutional equity partnerships (see note 33), under the accounting policy 2 w). The governing agreements of these partnerships and specific escrow agreements define the appropriate expenditure of these funds.

The caption "Other short term investments" essentially included, as at 31 December 2019 and 2018, the debit balance of the current account with EDP Servicios Financieros España S.A. in accordance with the terms and conditions of the contract signed between the parties (see note 39).

27. ASSETS AND LIABILITIES HELD FOR SALE

The criteria for classifying assets and liabilities as held for sale and discontinued operations, as well as their presentation in the EDPR Group's consolidated financial statements, are presented under accounting policies – note 2 k).

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
ASSETS HELD LIABILITIES HELD ASSETS HELD LIABILITIES HELD
FOR SALE FOR SALE FOR SALE FOR SALE
Electricity generation assets – EDPR NA - Offshore 75,124 10,317 - -
Electricity generation assets – EDPR EU - Offshore 138,596 16,426 7,546 -
Electricity generation assets – Others - Offshore 474 12 - -
214,194 26,755 7,546 -

Electricity generation assets – EDPR NA, EDPR EU, Others - Offshore

On May 2019, EDPR and Engie announced the signing of a strategic Memorandum of Understanding (MoU), to create a co-controlled 50/50 joint-venture in fixed and floating offshore wind. Under the terms of the MoU, EDPR and ENGIE, will combine their offshore business in this joint-venture. An agreement was signed by EDPR and Engie on January 23, 2020 and is subject to certain conditions precedent (see note 41).

Current EDPR offshore projects are located in the USA, UK, France, Portugal, Poland, Republic of Korea, Japan and in the Netherlands, whith a holding company in Spain. As a consequence of such agreement, and according to the analysis performed under IFRS 5 and IFRS 10, the transaction is considered highly probable and related assets and liabilities for the companies developing the offshore projects, principally joint ventures, have been classified as held for sale. Detail of assets and liabilities reclassified to held for sale, by country, are as follows:

  • USA: Includes (i) the value of the equity investment of the equity consolidated company Mayflower Wind Energy LLC in the amount of 71,640 thousand Euros; and (ii) net assets of the fully consolidated company EDPR Offshore North America LLC in the amount of -6,832 thousand Euros.
  • UK: Includes (i) net assets of the fully consolidated company Moray Offshore Renewable Power Limited in the net amount of 54,683 thousand Euros; (ii) net assets of the fully consolidated company EDPR UK Limited in the amount of 279 thousand Euros (iii) the value of the equity investment and shareholder loans in the equity consolidated company Moray East Holdings Limited in the net amount of -20,762 thousand Euros; and (iv) the value of the equity investment in the equity consolidated company Moray West Holdings Limited in the net amount of 9,197 thousand Euros.
  • France: Includes (i) the value of the equity investment and shareholder loans in the equity consolidated company Éoliennes en Mer Dieppe - Le Tréport, S.A.S. in the net amount of 17,895 thousand Euros (ii) the value of the equity investment and shareholder loans in the equity consolidated company Éoliennes en Mer Îles d'Yeu et de Noirmoutier, S.A.S. in the net amount of 16,162 thousand Euros; (iii) net assets of the fully consolidated company EDPR Offshore France, S.A.S. in the amount of 1,159 thousand Euros; (iv) the value of the equity investment in the equity consolidated company Dunkerque Éoliennes en Mer, S.A.S. in the net amount of 3 thousand Euros; (v) shareholder loans granted to the equity consolidated company Les Eoliennes Flottantes du Golfe du Lion in the amount of 3,168 thousand Euros; and (vi) the value of the equity investment in the equity consolidated company Les Eoliennes en Mer Services, S.A.S in the net amount of 400 thousand Euros;
  • Portugal: Includes the shareholder loans granted to the equity consolidated company Windplus S.A. in the amount of 26,751 thousand Euros.
  • Poland: Includes (i) net assets of the fully consolidated company B-Wind Polska, Sp. z o.o. in the net amount of 4,192 thousand Euros; (ii) net assets of the fully consolidated company C-Wind Polska, Sp. z o.o. in the amount of 5,798 thousand Euros; and (iii) net assets of the fully consolidated company Relax Wind Park IV, Sp. z o.o. in the amount of 1,601 thousand Euros.
  • Republic of Korea: Includes the net assets of the equity consolidated company Korean Floating Wind Power Co., Ltd. in the amount of 379 thousand Euros.
  • Japan: Includes the net assets of the fully consolidated company EDPR Japan GK in the net amount of 83 thousand Euros.
  • Netherlands: Includes the net assets of the fully consolidated companies Fluctus V, B.V., Ventum Ventures III Holding, B.V. and Fluctus VII, B.V. and the value of the equity investment in the companies Frontier Beheer Nederland, B. V. and Frontier, C.V. in the net amount of 1 thousand Euros.

• Spain: Includes (i) the net assets of the fully consolidated holding company EDPR Offshore España, S.L. in the net amount of -5,464 thousand Euros; and (ii) the net assets of the fully consolidated company EDPR FS Offshore, S.A. in the net amount of 3,453 thousand Euros.

With respect to the balances as at 31 December 2018, EDPR Group committed in 2017 to the plan of selling certain stake of Moray Offshore Windfarm (East) Limited, thus, according to the analysis performed under IFRS 5, this sale was considered highly probable and its assets and liabilities were classified as held for sale.

In the third quarter of 2017 EDPR Group completed the first sale to Engie of 23.3% of the equity shareholding and shareholder loans which implied a loss of sole control over the company according to the agreements signed. In addition, on March, November and December 2018, EDPR Group sold an additional 20%, 13,4% and 10% respectively of the equity shareholding and shareholder loans of the company (see notes 6 and 14). As at 31 December 2018, the assets attributable to the value of the investment in the equity consolidated company and respective loans that wouldl be disposed in subsequent transactions, i.e. 10% of shareholding and loans, were recognised in assets held for sale in the amount of 7,546 thousand Euros.

28. SHARE CAPITAL AND SHARE PREMIUM

At 31 December 2019 and 2018, the share capital of the Company is represented by 872,308,162 shares of Euros 5 par value each, all fully paid. The shares are in book-entry bearer form, the company is entitled to request the listing of its shares and all the shareholders are registered in the relevant book-entry records. These shares have the same voting and profit-sharing rights and are freely transferable.

EDP Renováveis, S.A. shareholder's structure as at 31 December 2019 and 2018 is analysed as follows:

NO. OF SHARES % CAPITAL % VOTING RIGHTS
EDP - Energias de Portugal, S.A. Sucursal en España
(EDP Branch)
720,191,372 82.56% 82.56%
Other (*) 152,116,790 17.44% 17.44%
872,308,162 100.00% 100.00%

(*) Shares quoted on the Lisbon stock exchange

There was no movements in Share capital and Share premium during 2019. The Share Premium is freely distributable.

Earnings per share attributable to the shareholders of EDPR are analysed as follows:

31 DEC 2019 31 DEC 2018
Profit attributable to the equity holders of the parent 475,128 313,365
(in thousand Euros)
Profit from continuing operations attributable to the equity
holders of the parent (in thousand Euros) 475,128 313,365
Weighted average number of ordinary shares outstanding 872,308,162 872,308,162
Weighted average number of diluted ordinary shares outstanding 872,308,162 872,308,162
Earnings per share (basic) attributable to equity holders of the parent 0.54 0.36
(in Euros)
Earnings per share (diluted) attributable to equity holders of the parent (in Euros) 0.54 0.36
Earnings per share (basic) from continuing operations
attributable to the equity holders of the parent (in Euros) 0.54 0.36
Earnings per share (diluted) from continuing operations
attributable to the equity holders of the parent (in Euros) 0.54 0.36

The EDPR Group calculates its basic and diluted earnings per share attributable to equity holders of the parent using the weighted average number of ordinary shares outstanding during the period.

The company does not hold any treasury stock as at 31 December 2019 and 2018.

The average number of shares was determined as follows:

31 DEC 2019 31 DEC 2018
Ordinary shares issued at the beginning of the period 872,308,162 872,308,162
Average number of realised shares 872,308,162 872,308,162
Average number of shares during the period 872,308,162 872,308,162
Diluted average number of shares during the period 872,308,162 872,308,162

29. OTHER COMPREHENSIVE INCOME, RESERVES AND RETAINED EARNINGS

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
OTHER COMPREHENSIVE INCOME
Fair value reserve (cash flow hedge) -50,903 -109,962
Fair value reserve (equity instruments at fair value) 6,272 6,364
Exchange differences - Currency translation arising on consolidation 455,827 464,516
Exchange differences - Net investment hedge -535,701 -533,443
Exchange differences - Net investment hedge - Cost of hedging -112 -
-124,617 -172,525
OTHER RESERVES AND RETAINED EARNINGS
Retained earnings and other reserves 1,572,115 1,320,887
Additional paid in capital 60,666 60,666
Legal reserve 75,971 73,045
1,708,752 1,454,598
1,584,135 1,282,073

Currency translation reserve - Net investment hedge and Cost of hedging

The changes in these captions for the period are as follows:

THOUSAND EUROS NET INVESTMENT
HEDGE
COST OF HEDGING
Balance as at 31 December 2018 -533,443 -
Changes in fair value -2,258 -112
Transfer to income statement resulting from the sale of a foreign subsidiary - -
BALANCE AS AT 31 DECEMBER 2019 -535,701 -112

ADDITIONAL PAID IN CAPITAL

Additional paid in capital

The accounting for transactions among entities under common control is excluded from IFRS 3. Consequently, in the absence of specific guidance, within IFRSs, the Group EDPR has adopted an accounting policy for such transactions, judged appropriate. According to the Group's policy, business combinations among entities under common control are accounted for in the consolidated financial statements using the book values of the acquired company (subgroup) in the EDPR consolidated financial statements. The difference between the carrying amount of the net assets received and the consideration paid is recognised in equity.

Legal reserve

The legal reserve has been appropriated in accordance with Article 274 of the Spanish Companies Act whereby companies are obliged to transfer 10% of the profits for the year to a legal reserve until such reserve reaches an amount equal to 20% of the share capital. This reserve is not distributable to shareholders and may only be used to offset losses, if no other reserves are available, or to increase the share capital.

Profit distribution (parent company)

The EDP Renováveis, S.A. Board of Directors proposal for 2019 profits distribution to be presented in the Annual General Meeting is as follows:

EUROS
BASE FOR DISTRIBUTION
Loss for the period 2019 -8,788,570.89
Retaining earnings from previous periods 69,784,652.96
DISTRIBUTION
Prior years' losses -8,788,570.89
Dividends 69,784,652.96

The EDP Renováveis, S.A. Board of Directors proposal for 2018 profits distribution that was presented in the Annual General Meeting is as follows:

EUROS
BASE FOR DISTRIBUTION
Profit for the period 2018 29,258,492.73
Retaining earnings from previous periods 34,728,927.88
DISTRIBUTION
Legal reserve 2,925,849.27
Dividends 61,061,571.34

Fair value reserve (cash flow hedge)

The Fair value reserve (cash flow hedge) comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments.

Fair value reserve (equity instruments at fair value)

This reserve includes the cumulative net change in the fair value of equity instruments at fair value as at the balance sheet date.

THOUSAND EUROS
Balance as at 1 January 2018 6,499
Parque Eólico Montes de las Navas, S.L. -135
Balance as at 31 December 2018 6,364
Parque Eólico Montes de las Navas, S.L. -92
BALANCE AS AT 31 DECEMBER 2019 6,272

Exchange differences arising on consolidation

This caption reflects the amount arising on the translation of the financial statements of subsidiaries and associated companies from their functional currency into Euros. The exchange rates used in the preparation of the consolidated financial statements are as follows:

EXCHANGE RATES
AT 31 DECEMBER 2019
EXCHANGE RATES
AT 31 DECEMBER 2018
CLOSING AVERAGE CLOSING AVERAGE
RATE RATE RATE RATE
US Dollar USD 1.123 1.120 1.145 1.181
Zloty PLN 4.257 4.298 4.301 4.261
Brazilian Real BRL 4.516 4.414 4.444 4.307
New Leu RON 4.783 4.745 4.664 4.654
Pound Sterling GBP 0.851 0.878 0.895 0.885
Canadian Dollar CAD 1.460 1.486 1.561 1.529
Mexican Peso MXN 21.22 21.56 22.49 22.71
Colombian Peso COP 3,686 3,674 - -
Japanese Yen JPY 121.9 122.0 - -

30. NON-CONTROLLING INTERESTS

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Non-controlling interests in income statement 147,539 158,804
Non-controlling interests in share capital and reserves 1,214,322 1,454,586
1,361,861 1,613,390

Non-controlling interests, by subgroup, are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
EDPR NA Group 914,554 906,747
EDPR EU Group 369,398 644,455
EDPR BR Group 77,909 62,188
1,361,861 1,613,390

The movement in non-controlling interests of EDP Renováveis Group is mainly related to:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Balance as at 1 January 1,613,390 1,560,175
Dividends distribution -44,707 -62,439
Net profit for the year 147,539 158,804
Exchange differences arising on consolidation 17,072 30,021
Acquisitions and sales without change of control -23,023 -9,860
Increases/(Decreases) of share capital -57,720 -64,020
Other changes -290,690 709
BALANCE AS AT 31 DECEMBER 1,361,861 1,613,390

Acquisitions and sales without change of control includes 23,067 thousand Euros related to the acquisition of non-controlling interests in Romania (see note 6).

Other changes mainly include a decrease amounting 289,345 thousand Euros related to the sale of the companies EDPR Participaciones S.L., EDP Renewables France S.A.S. and subsidiaries (see note 6) where non-controlling interest held certain stake in these companies.

31. FINANCIAL DEBT

Financial debt current and Non-current is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
FINANCIAL DEBT - NON-CURRENT
Bank loans:
- EDPR EU Group 361,397 335,659
- EDPR BR Group 112,031 211,147
- EDPR NA Group 215,280 221,015
Loans received from EDP group entities:
- EDP Renováveis, S.A. 460,444 583,919
- EDP Renováveis Servicios Financieros, S.L. 1,449,186 1,855,942
Other loans:
- EDPR EU Group 350 173
TOTAL DEBT AND BORROWINGS - NON-CURRENT 2,598,688 3,207,855
Collateral Deposits - Non-current (*)
Collateral Deposit - Project Finance and others - 20 393 - 25,466
TOTAL COLLATERAL DEPOSITS - NON-CURRENT -20,393 -25,466
THOUSAND EUROS 31 DEC 2019 31 DEC 2018
FINANCIAL DEBT - CURRENT
Bank loans:
- EDPR EU Group 53,872 83,153
- EDPR BR Group 13,147 15,293
- EDPR NA Group 12,806 15,258
Loans received from EDP group entities:
- EDP Renováveis, S.A. 134,239 -
- EDP Renováveis Servicios Financieros, S.L. 569,003 300,244
Other loans:
- EDPR EU Group 147 147
Interest payable 34,635 28,035
TOTAL DEBT AND BORROWINGS - CURRENT 817,849 442,130
Collateral Deposits - Current (*)
Collateral Deposit - Project Finance and others - 11,446 - 13,185
TOTAL COLLATERAL DEPOSITS - CURRENT - 11,446 - 13,185
TOTAL DEBT AND BORROWINGS – CURRENT AND NON-CURRENT 3,416,537 3,649,985
TOTAL DEBT AND BORROWINGS NET OF COLLATERALS – CURRENT AND NON-CURRENT 3,384,698 3,611,334

(*) Collateral deposits mainly refer to amounts held in bank accounts to comply with obligations under project finance agreements entered into by certain EDP Renewable subsidiaries.

Loans received from EDP group entities current and non-current as at 31 December 2019 mainly refer to a set of loans granted by EDP Finance BV amounting to 1,939,844 thousand Euros, including accrued interests and deducted of debt origination fees (1,465,043 thousand Euros non-current and 474,801 thousand Euros current) and by EDP Servicios Financieros España S.A. amounting to 706,889 thousand Euros (444,587 thousand Euros non-current and 262,302 thousand Euros current). The bundled average maturity regarding long-term loans is approximately 2 and a half years and bear interest at weighted average fixed market rates of 2.3% for EUR loans and 4.4% for USD loans.

The main events regarding financing of the period refer to: i) sale of the Brazilian portfolio of Babiliônia companies (see note 6) that implies a decrease in non-current and current financial debt in the amount of 150,590 thousand Euros and 5,454 thousand Euros respectively; ii) new project finance for the Portuguese company Eólica da Linha, S.A. in the amount of 79,620 thousand Euros; and iii) sale of EDPR Participaciones S.L., EDP Renewables France S.A.S. and subsidiaries (see note 6) that implies a decrease in non-current and current financial debt in the amount of 22,905 thousand Euros and 13,246 thousand Euros respectively.

As at 31 December 2019, future debt and borrowings payments and accrued interest by type of loan and currency are analysed as follows:

THOUSAND EUROS 2020 2021 2022 2023 2024 FOLLOWING
YEARS
TOTAL
BANK LOANS
Euro 40,817 43,687 43,997 40,989 39,302 117,166 325,958
American Dollar 18,198 12,605 12,348 12,612 12,720 150,836 219,319
Brazilian Real 13,540 9,463 13,232 4,132 3,443 83,159 126,969
Others 8,133 10,033 14,049 17,763 21,572 32,778 104,328
80,688 75,788 83,626 75,496 77,037 383,939 776,574
LOANS RECEIVED FROM EDP GROUP
Euro 262,302 - 211,587 233,000 - - 706,889
American Dollar 476,011 422,824 329,357 249,243 463,935 - 1,941,370
738,313 422,824 540,944 482,243 463,935 - 2,648,259
OTHER LOANS
Euro 153 104 34 211 - - 502
153 104 34 211 - - 502
Origination fees -1,305 -765 -831 -735 -745 -4,417 -8,798
817,849 497,951 623,773 557,215 540,227 379,522 3,416,537
THOUSAND EUROS 2019 2020 2021 2022 2023 FOLLOWING
YEARS
2019
BANK LOANS
Euro 49,822 49,761 49,311 42,894 41,743 91,118 324,649
Polish Zloty 33,691 7,815 8,725 8,970 8,983 26,339 94,523
American Dollar 12,162 11,956 12,145 11,897 12,152 157,583 217,895
Brazilian Real 16,928 16,156 10,856 10,005 15,517 158,613 228,075
Others 3,232 3,244 3,409 3,575 3,839 1,214 18,513
115,835 88,932 84,446 77,341 82,234 434,867 883,655
LOANS RECEIVED FROM EDP GROUP
Euro 301,834 384,823 - 211,587 233,000 - 1,131,244
American Dollar 24,308 434,745 414,847 323,144 244,541 193,175 1,634,760
326,142 819,568 414,847 534,731 477,541 193,175 2,766,004
OTHER LOANS
Euro 153 109 64 - - - 326
153 109 64 - - - 326
442,130 908,609 499,357 612,072 559,775 628,042 3,649,985

As at 31 December 2018, future debt and borrowings payments and accrued interest by type of loan and currency are analysed as follows:

The Group has project finance financings that include the usual guarantees on this type of financings, namely the pledge or a promise of pledge of bank accounts and assets of the related projects. As at 31 December 2019, these financings amount to 771,854 thousand Euros (31 December 2018: 891,475 thousand Euros), which are included within the financial debt caption. At 31 December 2019, the Group confirms the fulfillment of all the covenants of the Project Finance Portfolio under the Facilities Agreements.

The fair value of EDP Renováveis Group's debt is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
CARRYING
VALUE (*)
MARKET
VALUE
CARRYING
VALUE (*)
MARKET
VALUE
Financial debt - Non-current 2,598,688 2,640,975 3,207,855 3,375,854
Financial debt - Current 817,849 817,849 442,130 442,130
3,416,537 3,458,824 3,649,985 3,817,984
(*) Net of origination fees

The market value of the medium/long-term (non-current) debt and borrowings that bear a fixed interest rate is calculated based on the discounted cash flows at the rates ruling at the balance sheet date. The market value of debt and borrowing that bear a floating interest rate is considered not to differ from its book value as these loans bear interest at a rate indexed to Euribor. The book value of the short-term (current) debt and borrowings is considered to be the market value.

32. PROVISIONS

Provisions are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Dismantling and decommission provisions 270,353 288,503
Provision for other liabilities and charges 7,514 6,467
-
Long-term provision for other liabilities and charges
1,847 1,219
-
Short-term provision for other liabilities and charges
5,667 5,248
Employee benefits 180 348
278,047 295,318

Dismantling and decommission provisions refer to the costs to be incurred for dismantling wind and solar farms and restoring sites and land to their original condition, in accordance with the corresponding accounting policy. The above amount refers to: (i) 139,475 thousand Euros for wind farms in Europe (31 December 2018: 166,810 thousand Euros); (ii) 128,615 thousand Euros for wind farms in North America (31 December 2018: 119,082 thousand Euros); and (iii) 2,263 thousand Euros for wind farms in Brazil (31 December 2018: 2,611 thousand Euros).

EDP Renováveis believes that the provisions booked on the consolidated statement of financial position adequately cover the foreseeable obligations described in this note. Therefore, it is not expected that they will give rise to liabilities in addition to those recorded.

The movements in Provisions for dismantling and decommission provisions are analysed as follows:

THOUSAND EUROS
31 DEC 2019
31 DEC 2018
Balance at the beginning of the year 288,503 269,454
Capitalised amount for the year 10,310 12,937
Changes in the perimeter -35,865 -3,725
Unwinding 5,462 4,999
Exchange differences 2,154 4,838
Others -211 -
BALANCE AT THE END OF THE YEAR 270,353 288,503

Changes in the perimeter includes a decrease in the amount of 35,243 thousand Euros due to the sale of EDPR Participaciones S.L, EDP Renewables France S.A.S. and subsidiaries (see note 6) and a decrease in the amount of 621 thousand Euros due to the sale of the Brazilian portfolio of companies Babilônia (see note 6).

There were no significant movements in provisions for other liabilities and charges either in 2019 or in 2018.

33. INSTITUTIONAL PARTNERSHIPS IN U.S. WIND FARMS

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Deferred income related to benefits provided 1,002,871 961,783
Liabilities arising from institutional partnerships in U.S. wind farms 1,286,913 1,269,466
2,289,784 2,231,249

The movements in Institutional partnerships in U.S. wind farms are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Balance at the beginning of the period 2,231,249 2,163,722
Proceeds received from institutional investors 188,490 402,299
Deferred transaction costs -2,235 -3,548
Cash paid to institutional investors -82,480 -173,398
Income (see note 7) -181,570 -185,171
Unwinding (see note 14) 85,320 80,135
Loss of control of companies with institutional partnerships - -162,123
Exchange differences 42,832 102,067
Others 8,178 7,266
BALANCE AT THE END OF THE PERIOD 2,289,784 2,231,249

The Group has entered in several partnerships with institutional investors in the United States, through limited liability companies operating agreements that apportions the cash flows generated by the wind farms between the investors and the Company and allocates the tax benefits, which include Production Tax Credits (PTC), Investment Tax Credits (ITC) and accelerated depreciation, largely to the investor.

During 2019, EDPR Group, through its subsidiary EDPR NA, has secured and received proceeds amounting to 188,490 thousand Euros related to institutional equity financing from a leading financial institution, in exchange for an interest in the Vento XX portfolio.

Cash paid to institutional investors includes 28,595 thousand Euros related to the pre-flip acquisition by EDPR of class B interests that institutional investors had in the projects Vento II, Vento IV and Vento V. EDPR additionally paid, in the context of this transaction, an amount of 18,026 thousand Euros that corresponds to the 5% residual interest that institutional investors had in such projects.

Others mainly include proceeds received by EDPR during 2019 amounting to 8,521 thousand Euros related to PTC generated after flip date in the context of certain tax equity deals that are structured to include an option to allocate substantially all of the projects' generated PTCs to the tax equity investors after the Flip Date.

EDPR NA is providing its tax equity investors with standard corporate guarantees typical of these agreements to indemnify them against costs they may incur as a result of fraud, willful misconduct or a breach of EDPR NA of any operational obligation under the tax equity agreements.

34. TRADE AND OTHER PAYABLES FROM COMMERCIAL ACTIVITIES

Trade and other payables from commercial activities are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
TRADE AND OTHER PAYABLES FROM COMMERCIAL ACTIVITIES - NON-CURRENT
Government grants / subsidies for investments in fixed assets 347,770 358,236
Electricity sale contracts - EDPR NA 9,318 11,496
Property, plant and equipment suppliers 36,132 2,045
Other creditors and sundry operations 66,746 47,653
459,966 419,430
TRADE AND OTHER PAYABLES FROM COMMERCIAL ACTIVITIES - CURRENT
Suppliers 60,500 99,452
Property, plant and equipment suppliers 1,119,486 1,004,958
Other creditors and sundry operations 89,469 71,828
1,269,455 1,176,238
1,729,421 1,595,668

Government grants for investments in fixed assets are essentially related to grants received by EDPR NA subgroup under the American Recovery and Reinvestment Act promoted by the United States of America Government.

At the moment of the EDPR North America acquisition, the contracts signed between this subsidiary and its customers, determined under the terms of the Purchase Price Allocation, were valued through discounted cash flow models and market assumptions at 190,400 thousands of USD, being booked as a non-current liability under Electricity sale contracts - EDPR NA, which is depreciated over the useful life of the contracts under Other income (see note 9).

Property plant and equipment suppliers-non current mainly includes success fees payables in the long term for the acquisition of certain projects in Colombia for a total amount of 24,569 thousand Euros, that, due to the nature of such transactions, the type of assets acquired and the initial stage of completion of the projects, they have been considered asset acquisitions (see note 6).

Variation in other creditors and sundry operations – non current is mainly explained by the evolution of the energy pool prices in the Spanish market related to the establishment of the pool boundaries adjustment as a result of the publication of Royal Decree-Law 413/2014 and Order IET/1045/2014.

Property plant and equipment suppliers -current refer to wind and solar farms in construction mainly in the USA in the amount of 968,998 thousand Euros (701,846 thousand Euros as of December 31, 2018), Canada in the amount of 34,566 thousand Euros (924 thousand Euros as of December 31, 2018), Italy in the amount of 28,902 thousand Euros (39,155 thousand Euros as of December 31, 2018) and Spain in the amount of 19,690 thousand Euros (31,704 thousand Euros as of December 31, 2018). This caption also includes success fees payables for the acquisition of certain projects in Brazil, Italy, France and Poland for a total amount of 31,429 thousand Euros that due to the nature of such transactions, the type of assets acquired and the initial stage of completion of the projects, they have been considered asset acquisitions.

The Company has prepared the below information for Spanish subsidiaries, according to criterion required by the Spanish Accounting and Auditing Institute (ICAC) resolution of 29 January 2017 on disclosures in notes to financial statements of late payments to suppliers in commercial transactions:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
DAYS
Average payment period 50 52
Ratio paid operations 50 54
Ratio of pending operations 49 35
TOTAL PAYMENTS MADE 152,192 175,930
TOTAL OUTSTANDING PAYMENTS 13,430 27,228

Other liabilities and other payables are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
OTHER LIABILITIES AND OTHER PAYABLES - NON-CURRENT
Amount payable for the acquisition of subsidiaries 831 787
Loans from non-controlling interests 210,701 396,919
Derivative financial instruments 135,051 156,126
Rents due from lease contracts 572,993 -
Other creditors and sundry operations 4,398 318
923,974 554,150
OTHER LIABILITIES AND OTHER PAYABLES - CURRENT
Amount payable for the acquisition of subsidiaries 102,243 290,062
Loans from non-controlling interests 34,383 166,487
Derivative financial instruments 51,150 78,406
Rents due from lease contracts 45,255 -
Other creditors and sundry operations 12,092 5,123
245,123 540,078
1,169,097 1,094,228

The caption Loans from non-controlling interests Current and Non-Current mainly includes:

i) loans granted by ACE Portugal (CTG Group) due to the sale in 2017 of 49% of shareholding in EDPR PT – Parques Eólicos S.A and subsidiaries for a total amount of 32,302 thousand Euros, including accrued interests (31,108 thousand Euros as of 31 December 2018), bearing interest at a fixed rate of 3.75%.

ii) loans granted by ACE Poland (CTG Group) due to the sale in 2016 of 49% of shareholding in EDP Renewables Polska HoldCo, S.A. and subsidiaries for a total amount of 109,287 thousand Euros including accrued interests (119,826 thousand Euros as at 31 December 2018), bearing interest at a fixed rate of a range between 2.95% and 7.23%;

iii) loans granted by ACE Italy (CTG Group) due to the sale in 2016 of 49% of shareholding in EDP Renewables Italia, S.r.l. and subsidiaries for a total amount of 55,474 thousand Euros including accrued interests (63,304 thousand Euros as at 31 December 2018), bearing interest at a fixed rate of 4,50%.

iv) loans granted by CITIC CWEI Renewables (CTG Group) due to the sale in 2013 of 49% of shareholding in EDP Renováveis Portugal, S.A. for a total amount of 38,654 thousand Euros including accrued interests (31 December 2018: 50,202 thousand Euros), bearing interests at a fixed rate of 5.50%.

The significant decrease in loans from non-controlling interests is mainly related to the sale of EDPR Participaciones S.L., EDP Renewables France S.A.S. and subsidiaries (see note 6). As at 31 December 2018, loans granted by Vortex Energy Investments II due to the sale in 2016 of 49% of shareholding in EDPR Participaciones S.L. and subsidiaries amounted to 215,620 thousand Euros. Additionally, loans granted by Vortex Energy Investments I due to the sale in 2014 of 49% of shareholding in EDP Renewables France S.A.S. and subsidiaries amounted to 52,258 thousand Euros as at 31 December 2018.

Derivative financial instruments non-current includes 102,088 thousand Euros (31 December 2018: 88,486) mainly related to a hedge instrument of USD and EUR with EDP Finance BV, which was formalised in order to hedge the foreign exchange risk of the net investment held in EDPR NA, expressed in USD (see note 37 for non-current and current derivatives).

The caption Rents due from lease contracts - Non-Current and Current includes lease liabilities as a consequence of the adopton of IFRS 16 on 1 January 2019 being the initial impact for such adoption an amount of 553,338 thousand Euros and 44,873 thousand Euros respectively (see note 3). Variation in both captions is as follows:

THOUSAND EUROS 31 DEC 2019
Balance as at 1 January 598,211
Increases due to new lease contracts 93,305
Unwinding (note 14) 27,994
Payment of leases -41,122
Reclassification to held for sale -4,646
Changes in the perimeter -53,128
Exchange differences -1,396
Other changes -970
BALANCE AT THE END OF THE PERIOD 618,248

Changes in the perimeter refers to the sale of EDPR Participaciones S.L., EDP Renewables France S.A.S. and subsidiaries (see note 6). Reclassification to held for sale refer to certain offshore companies that have been reclassified to liabilities held for sale (see note 27).

As at 31 December 2019, the nominal value of the rents due from lease contracts is detailed as follows: (i) less than 5 years: 221,970 thousand Euros; (ii) from 5 to 10 years: 225,090 thousand Euros; (iii) from 10 to 15 years: 230,790 thousand Euros; and (iv) more than 15 years: 470,034 thousand Euros.

Variation in amount payable for the acquisition of subsidiaries – current is mainly related to the remaining cost to incur in the amount of 102,193 thousand Euros (290,012 thousand Euros as of December 31, 2018) for the Vento XIX portfolio and Nation Rise project in which EDPR lost control due to the sale in 2018 of 80% and 75% shareholding respectively but EDPR retains the obligation to complete the construction of the related wind farm facilities at the EDPR's sole cost (see note 20, 24 and 6).

36. CURRENT TAX LIABILITIES

This caption is analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Income tax 35,276 39,325
Withholding tax 2,816 2,210
Value added tax (VAT) 19,672 16,722
Other taxes 35,064 28,539
92,828 86,796

37. DERIVATIVE FINANCIAL INSTRUMENTS

THOUSAND EUROS FAIR VALUE NOTIONAL (THOUSAND UNITS)
ASSETS LIABILITIES UNITS UNTIL 1
YEAR
1 TO
5 YEARS
MORE THAN
5 YEARS
TOTAL
NET INVESTMENT HEDGE
Cross currency rate swaps 3,165 -133,938 EUR 597,988 1,670,786 - 2,268,774
3,165 -133,938
CASH FLOW HEDGE
Power price swaps 22,107 -29,330 MWh 11,080 11,972 3,088 26,140
Interest rate swaps 114 -15,383 EUR 108,087 406,074 145,303 659,464
Currency forwards 3 -5,458 EUR 43,616 74,111 - 117,727
22,224 -50,171
TRADING
Power price swaps 4,466 -1,201 MWh 1,814 2,179 - 3,993
Cross currency rate swaps - -407 EUR - 38,881 - 38,881
Currency forwards 1,573 -484 EUR 87,848 22,887 - 110,735
6,039 -2,092
31,428 -186,201

As of 31 December 2019, the fair value and maturity of derivatives is analysed as follows:

As of 31 December 2018, the fair value and maturity of derivatives is analysed as follows:

THOUSAND EUROS FAIR VALUE NOTIONAL (THOUSAND UNITS)
ASSETS LIABILITIES UNITS UNTIL 1
YEAR
1 TO
5 YEARS
MORE THAN
5 YEARS
TOTAL
NET INVESTMENT HEDGE
Cross currency rate swaps 7,540 -89,134 EUR 28,813 2,276,153 - 2,304,966
7,540 -89,134
CASH FLOW HEDGE
Power price swaps 13,016 -121,370 MWh 11,177 60,760 253 72,190
Interest rate swaps 3,626 -19,530 EUR 109,679 462,846 216,124 788,649
Currency forwards 2,478 -69 EUR 2,668 172,563 - 175,231
19,120 -140,969
TRADING
Power price swaps 2,642 -3,637 MWh 2,033 1,701 - 3,734
Cross currency rate swaps 200 -379 EUR 150,000 - - 150,000
Currency forwards 9 -413 EUR 45,916 - - 45,916
2,851 -4,429
29,511 -234,532

The fair value of derivative financial instruments is recorded under Other debtors and other assets (note 24) or Other liabilities and other payables (note 35), if the fair value is positive or negative, respectively.

The net investment derivatives are mainly related to the CIRS in USD and EUR with EDP Finance as referred in the notes 39 and 40. The net investment derivatives also include CIRS in CAD, GBP, PLN and BRL with EDP with the purpose of hedging EDP Renováveis Group's operations in Canada, United Kingdom, Poland and Brazil.

Interest rate swaps relate to the project finances and have been formalised to convert variable to fixed interest rates.

Cash flow hedge power price swaps are related to the hedging of the sales price. EDPR NA has entered into a power price swap to hedge the variability in the spot market prices received in some of its projects. Additionally, both EDPR NA and EDPR EU have entered in short term hedges to hedge the short term volatility of certain un-contracted generation of its wind farms.

In certain US power markets, EDPR NA is exposed to congestion and line loss risks which typically have a negative impact on the price received for power generated in these markets. To economically hedge these risk exposures, EDPR NA entered into Financial Transmission Rights ("FTR") and a three year fixed for floating Locational Marginal Price (LMP) swap.

The trading derivative financial instruments are derivatives contracted for economic hedging that are not eligible for hedge accounting.

Fair value of derivative financial instruments is based on quotes indicated by external entities, which are compared in each date of report to fair values available in common financial information platforms. These entities use discounted cash flows techniques usually accepted and data from public markets. The only exceptions are the CIRS in USD/EUR with EDP Finance, which fair values are determined by the Financial Department of EDP, using the same above-mentioned discounted cash flows techniques and data. As such, according to IFRS13 requirements, the fair value of the derivative financial instruments is classified as of level 2 (see note 40) and no changes of level were made during this period.

In 2019, the future undiscounted cash flows of the derivative financial instruments in EDP Group, are as follows:

THOUSAND EUROS NOTIONAL
UNTIL 1
YEAR
1 TO
5 YEARS
MORE
THAN
5 YEARS
TOTAL
NET INVESTMENT HEDGE
Cross currency rate swaps -80,538 -153,499 - -234,037
-80,538 -153,499 - -234,037
CASH FLOW HEDGE
Power price swaps -10,275 -3,312 - -13,587
Interest rate swaps -5,299 -11,080 - -16,379
Currency forwards -3,692 -1,014 - -4,706
-19,266 -15,406 - -34,672
TRADING
Power price swaps 1,760 89 - 1,849
Cross currency rate swaps -563 - - -563
1,197 89 - 1,286
-98,607 -168,816 - -267,423

In 2018 the future undiscounted cash flows of the derivative financial instruments in EDP Group, are as follows:

NOTIONAL
UNTIL 1
YEAR
1 TO
5 YEARS
MORE
THAN
5 YEARS
TOTAL
-4,639 -9,136 - - 13,775
- 13,775
-68,918 -98,730 - -167,648
-19,550
2,409
-184,789
-1,492
-1,946
-404
-3,842
-83,222 -119,184 - -202,406
-4,639
-6,606
10
-75,514
-719
-1,946
-404
-3,069
-9,136
-12,944
2,399
-109,275
-773
-
-
-773
-
-
-
-
-
-
-
-

The changes in the fair value of hedging instruments and risks being hedged are as follows:

THOUSAND HEDGING INSTRUMENT HEDGED ITEM 31 DEC 2019
CHANGES IN FAIR VALUE
31 DEC 2018
CHANGES IN FAIR VALUE
EUROS INSTRUMENT RISK INSTRUMENT RISK
Net Investment hedge Cross currency rate swaps Subsidiary accounts in USD,
PLN, BRL, GBP and CAD
-49,179 -47,901 195,623 -194,549
Cash-flow hedge Interest rate swap Interest rate 635 - 4,775 -
Cash-flow hedge Power price swaps Power price 101,131 - -66,621 -
Cash-flow hedge Currency forward Exchange rate -7,864 - 2,409 -
44,723 47,901 136,186 -194,549

During 2019 and 2018 the following market inputs were considered for the fair value calculation:

INSTRUMENT MARKET INPUT
Cross currency interest rate swaps Fair value indexed to the following interest rates: Euribor 3M, Libor 3M, daily brazilian CDI, CAD-BA-CDOR 3M, Wibor 3M; and
exchange rates: EUR/BRL, EUR/PLN, EUR/CAD EUR/GBP and EUR/USD.
Interest rate swaps Fair value indexed to the following interest rates: Euribor 6M, Wibor 6M, Libor 3M and CAD-BA-CDOR 3M.
Foreign exchange forwards Fair value indexed to the following exchange rates: EUR/USD, EUR/PLN, EUR/GBP, BRL/CNY and BRL/EUR.
Power price swaps Fair value indexed to the price of electricity.

The movements in cash flow hedge reserve have been as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
BALANCE AT THE BEGINNING OF THE YEAR -143,419 -62,658
Fair value changes 91,963 -62,751
Transfers to results 305 105
Non-controlling interests included in fair value changes -1,423 -788
Effect of derivatives in the equity consolidated portfolio Moray East -12,668 -21,138
Others -294 3,811
BALANCE AT THE END OF THE YEAR -65,536 -143,419

The gains and losses on the financial instruments portfolio booked in the income statement are as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
Net investment hedge - ineffectiveness -1,278 1,074
CASH-FLOW HEDGE
Transfer to results from hedging of financial liabilities 1,346 2,329
Transfer to results from hedging of commodity prices -1,651 -2,434
Non eligible for hedge accounting derivatives 6,637 2,723
5,054 3,692

The amount from transfers to results from hedging of commodity prices is registered in Revenues while the remaining gains and losses are registered in Financial income and Financial expense, respectively (see note 14).

The effective interest rates for derivative financial instruments associated with financing operations during 2019, were as follows:

EDPR GROUP
CURRENCY PAYS RECEIVES
INTEREST RATE CONTRACTS
Interest rate swaps EUR [ 1,06% - 3,67% ] [ 0,31% - 0,34% ]
Interest rate swaps PLN [ 2,48% - 2,78% ] [ -1,79% ]
Interest rate swaps USD [ 1,86% ] [ -2,10% ]
Interest rate swaps CAD [ 2,59% ] [ -1,97% ]
CURRENCY AND INTEREST RATE CONTRACTS
CIRS (currency interest rate swaps) EUR/USD [ 2,11% - 2,30% ] [ -0,38% ]
CIRS (currency interest rate swaps) EUR/CAD [ -0,04% - 2,45% ] [ -0,41% - -0,31% ]
CIRS (currency interest rate swaps) EUR/BRL [ 5,94% - 5,95% ] [ -0,40% ]
CIRS (currency interest rate swaps) EUR/PLN [ -0,04% - 4,69% ] [ -0,04% - 2,03% ]

The effective interest rates for derivative financial instruments associated with financing operations during 2018, were as follows:

EDPR GROUP
CURRENCY PAYS RECEIVES
INTEREST RATE CONTRACTS
Interest rate swaps EUR [ 0,18% - 4,45% ] [ -0,27% - 0,00% ]
Interest rate swaps PLN [ 2,48% - 2,78% ] [ 1,78% ]
Interest rate swaps USD [ 1,86% ] [ 1,00% ]
Interest rate swaps CAD [ 2,59% ] [ 2,01% ]
CURRENCY AND INTEREST RATE CONTRACTS
CIRS (currency interest rate swaps) EUR/USD [ 2,58% - 2,77% ] [ -0,32% ]
CIRS (currency interest rate swaps) EUR/CAD [ 2,39% - 2,70% ] [ -0,37% - -0,31% ]
CIRS (currency interest rate swaps) EUR/BRL [ 5,94% - 6,01% ] [ -0,31% ]
CIRS (currency interest rate swaps) EUR/RON [ 3,34% - 3,79% ] [ -0,32% - -0,33% ]
CIRS (currency interest rate swaps) EUR/PLN [ 1,60% - 4,69% ] [ -0,33% - -2,13% ]

38. COMMITMENTS

As at 31 December 2019 and 2018, the financial commitments not included in the statement of financial position in respect of financial, operational and real guarantees provided, are analysed as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
GUARANTEES OF OPERATIONAL NATURE
EDP Renováveis, S.A. 606,984 228,308
EDPR NA Group 825,839 760,594
EDPR EU Group 1,206 -
EDPR BR Group 1,793 9,405
TOTAL 1,435,822 998,307

The above operating guarantees, which are not included in the consolidated statement of financial position or in the Notes, as at 31 December 2019 and 2018, mainly refer to Power Purchase Agreements (PPA), interconnection, permits and market participation guarantees.

Additionally to the above guarantees, an amount of 199 thousand Euros refer to guarantees of operational nature related to the portfolio of companies Babilônia, that have been sold as at 31 December 2019 (see note 6) although EDPR assumes temporarily the responsibilidy under such guarantees until these are effectively replaced.

Refer to note 39 for guarantees granted by EDP Group companies to EDPR Group companies.

Refer to note 20 for guarantees granted by EDP Group and EDPR Group to joint venture companies.

There are additional financial and operating guarantees granted by EDPR Group that have underlying liabilities already reflected in its Consolidated Statement of Financial Position and/or disclosed in the Notes.

EDPR does not expect any significant liability arising from the above commitments related to financial, operational and real guarantees provided.

The EDPR Group future cash outflows not reflected in the measurement of the lease liabilities and purchase obligations by maturity date are as follows:

THOUSAND EUROS
31 DEC 2019
CAPITAL OUTSTANDING BY MATURITY
TOTAL UP TO
1 YEAR
1 TO
3 YEARS
3 TO
5 YEARS
MORE THAN
5 YEARS
Future Cash Outflows not reflected in the measurement of the
Lease Liabilities
140,968 9,241 20,670 15,962 95,095
Purchase obligations 3,671,859 1,586,407 1,640,889 99,820 344,743
3,812,827 1,595,648 1,661,559 115,782 439,838
THOUSAND EUROS 31 DEC 2018
CAPITAL OUTSTANDING BY MATURITY
CAPITAL OUTSTANDING BY MATURITY
TOTAL UP TO 1 TO 3 TO MORE THAN
1 YEAR 3 YEARS 5 YEARS 5 YEARS
Operating lease rents not yet due 1,148,626 52,291 106,245 103,304 886,786
Purchase obligations 2,201,330 978,258 706,831 121,312 394,929
3,349,956 1,030,549 813,076 224,616 1,281,715

Purchase obligations include debts related with long-term agreements of property, plant and equipment and operational and maintenance contracts product and services supply related to the Group operational activity. When prices are defined under forward contracts, these are used in estimating the amounts of the contractual commitments.

The Operating lease rents not yet due in 2018 were essentially related with the land where the wind farms are built. As from 1 January 2019 onwards EDPR Group has adopted IFRS 16 and therefore presents the information related to lease contracts in the caption Right-of-use assets. The most significant impact resulting from the initial application of IFRS 16 is the recognition of right of use (ROU) assets and liabilities regarding the rents due from lease contracts for the operating leases. The reconciliation of payable amounts regarding the rents due from lease contracts recognised with the adoption of IFRS 16 on 1 January 2019, and the amount disclosed as of 31 December 2018 as operating lease rents not yet due, is presented in note 3.

Some of the disposal of non-controlling interests transactions retaining control carried out in previous years incorporate contingent assets and liabilities according to the terms of the corresponding agreements.

39. RELATED PARTIES

The Members of the Board of Directors of the Company and its delegated Committees do not own directly or indirectly any shares from EDPR, as of 31 December 2019 or 31 December 2018.

According to Article nr 229 of "Ley de Sociedades de Capital" (Spanish Companies Law), the members of the Board of Directors of EDP Renováveis have not communicated, or the parent company has knowledge, of any conflict of interests or incompatibility that could affect the performance of their duties.

Remuneration of the members of the Board of Directors

In accordance with the Company's by-laws, the remuneration of the members of the Board of Directors is proposed by the Nominations and Remunerations Committee to the Board of Directors on the basis of the overall amount of remuneration authorized by the General Meeting of Shareholders. The Board of Directors approves the distribution and the exact amount to be paid to each Director on the basis of this proposal. The average number of members of the Board of Directors during 2019 is 15, while the average number of member during 2018 was 14.

The remuneration paid to the members of the Board of Directors in 2019 and 2018 were as follows:

THOUSAND EUROS 31 DEC 2019 31 DEC 2018
CEO - -
Board members 606 691
606 691

EDPR signed an Executive Management Services Agreement with EDP, under which EDP bears the cost for the services rendered by its Executive and Non-Executive Directors, which are João Manso Neto, Nuno Alves (until June 2018) António Mexia, Vera de Morais Pinto Pereira Carneiro (from March 2019) and Rui Teixeira (from October 2019). This corporate governance practice of remuneration is in line with the model adopted by the EDP Group, in which the executive Directors of EDP do not receive any remuneration directly from the group companies on whose governing bodies they serve, but rather through EDP.

Under this contract, EDPR is due to pay an amount to EDP, for the services rendered by the Executive Managers and the Non-executive Managers. The amount due under said Agreement for the management services rendered by EDP in 2019 is 854 thousand Euros (986 thousand Euros in 2018), of which 764 thousand Euros refers to the management services rendered by the Executive Members and 90 thousand Euros to the management services rendered by the non-executive Members.

The retirement savings plan for the members of the Executive Committee not including the Chief Executive Officer range between 3% to 6% of their annual salary.

In the case of the members of the Executive Committee that are also Directors (Duarte Melo de Castro Bello, COO EU&BR; João Paulo Costeira, COO Offshore & CDO (until February 2019); Spirydon Martinis Spetel, COO Offshore & CDO (from March 2019); and Miguel Ángel Prado Balboa, COO EDPR NA, there are contracts that were signed with other group companies, as follows: Duarte Melo de Castro Bello, João Paulo Costeira (until February 2019) and Spirydon Martinis Spetel with EDP Energias de Portugal S.A. Sucursal en España; and Miguel Ángel Prado Balboa with EDP Renewables North America LLC. The remuneration under these contracts is as follows:

REMUNERATION* PAYER FIXED VARIABLE ANNUAL VARIABLE MULTI-ANUAL TOTAL
João Paulo Costeira EDP Energías de Portugal,
S.A. Sucursal en España
31 - - 31
Duarte Bello EDP Energías de Portugal,
S.A. Sucursal en España
228 85 - 313
Miguel Ángel Prado EDPR North America LLC 448 133 - 581
Spyridon Martinis EDP Energías de Portugal S.A.
Sucursal en España
190 - - 190

*All the amounts are in thousand EUR, except Miguel Ángel Prado ones, which are in thousand USD

Relevant balances and transactions with subsidiaries and associates of China Three Gorges Group

Within the context of the transactions with CTG related to the sale of 49% of EDPR Portugal, EDPR PT-PE, EDPR Italia and EDPR Polska equity shareholding to CTG Group, CTG has granted loans to the EDPR Group in the amount of 235,717 thousand Euros including accrued interests (29,712 thousand Euros as current and 206,005 thousand Euros as non-current) as at 31 December 2019. As at 31 December 2018, this balance amounted to 264,440 thousand Euros including accrued interests (70,755 thousand Euros as current and 193,684 thousand Euros as non-current). See note 35.

Balances and transactions with EDP Group companies

In their ordinary course of business, EDPR Group companies establish commercial transactions and operations with other Group companies, whose terms reflect current market conditions.

As at 31 December 2019, assets and liabilities with related parties, are analysed as follows:

THOUSAND EUROS ASSETS
LOANS AND
INTERESTS
TO RECEIVE
OTHERS TOTAL
EDP Energias de Portugal, S.A. - 16,175 16,175
EDP - Energias de Portugal, S.A. Sucursal en España (EDP Branch) - 329 329
Joint Ventures and Associated companies 20,161 3,034 23,195
EDP Serviço Universal, S.A. - 25,629 25,629
EDP Comercializadora, S.A.U. - 16,779 16,779
EDP Servicios Financieros España, S.A. - 375,978 375,978
Other EDP Group companies - 58 58
20,161 437,982 458,143
THOUSAND EUROS LIABILITIES
LOANS AND
INTERESTS
TO PAY
OTHERS TOTAL
EDP Energias de Portugal, S.A. - 9,856 9,856
EDP - Energias de Portugal, S.A. Sucursal en España (EDP Branch) - 6,370 6,370
Joint Ventures and Associated companies - 40 40
EDP Finance B.V. 1,939,844 129,488 2,069,332
EDP Servicios Financieros España, S.A. 706,889 377 707,266
Other EDP Group companies - 2,429 2,429
2,646,733 148,560 2,795,293

Assets mainly refer to:

  • Debit balance of the Euro and US Dollar current accounts with EDP Servicios Financieros España, S.A. (see note 26) amounting to 375,978 thousand Euros as at 31 December 2019 (165,951 thousand Euros as at 31 December 2018);
  • Loans granted to companies consolidated by the equity method (see note 24);
  • Commercial receivables related to the sale of energy in EDPR Portugal and EDPR Spain through EDP Serviço Universal, S.A. (which is a last resort retailer due to regulatory legislation) and EDP Comercializadora, S.A.U. respectively.
  • Derivatives contracted with EDP Energias de Portugal, S.A. which market value as at 31 December 2019 amounts to 10,042 thousand Euros (see note 37).

Liabilities mainly refer to:

  • Loans obtained by EDP Renováveis S.A. and by EDP Renováveis Servicios Financieros S.L. from EDP Finance BV in the amount, including interests and deducted from debt origination fees, of 1,939,844 thousand Euros (31 December 2018: 1,632,024 thousand Euros) and from EDP Servicios Financieros España S.A. in the amount of 706,889 thousand Euros (31 December 2018: 1,122,286 thousand Euros). See note 31;
  • Derivatives with the purpose of hedging the foreign exchange risk of EDP Renováveis and EDP Finance BV, having the EDP Group established a Cross-Currency Interest Rate Swap (CIRS) in USD and EUR between EDP Finance BV and EDP Renováveis. At each reporting date, this CIRS is revalued to its market value, which corresponds to a spot foreign exchange revaluation, resulting in a perfect hedge (revaluation of the investment in EDPR NA and of the USD external financing). As at 31 December 2019, the amount payable by EDP Renováveis to EDP Finance BV related to this CIRS amounts to 129,156 thousand Euros (31 December 2018: 101,614 thousand Euros) (see notes 35 and 37).

Transactions with related parties for the year ended 31 December 2019 are analysed as follows:

THOUSAND EUROS OPERATING
INCOME
FINANCIAL
INCOME
OPERATING
EXPENSES
FINANCIAL
EXPENSES
EDP Energias de Portugal, S.A. 3,884 10,596 -1,496 -22,430
EDP Energias de Portugal, S.A. Sucursal en España (EDP Branch) 1,411 - -16,115 -1,664
EDP HC Energía Group companies (electric sector) - -119 -498
Joint Ventures and Associated companies 12,549 12,596 -318 -39
EDP Serviço Universal, S.A. 282,055 - -3 -
EDP Comercializadora, S.A.U,. 241,818 - -2,365 -
EDP Finance B.V. - - - -152,210
EDP Servicios Financieros España, S.A. - 247 - -32,234
Other EDP Group companies 444 23 -4,735 -
542,161 23,462 -25,151 -209,075

Operating income mainly includes the electricity sales to EDP Serviço Universal, S.A. which is a supplier of last resource in Portugal due to regulatory legislation and to EDP Comercializadora, S.A.U. as the commercial agent in Spain and swap commodities transactions with EDP Energias de Portugal, S.A.

Financial income and financial expenses with EDP Energias de Portugal, S.A. and EDP Energias de Portugal, S.A. Sucursal en España (EDP Branch) are mainly related to derivative financial instruments.

Financial expenses with EDP Finance B.V. and EDP Servicios Financieros España S.A., EDP Energias de Portugal, S.A., and EDP Branch are mainly related to derivative financial instruments and interests on the loans granted to EDP Renováveis S.A. and EDP Renováveis Servicios Financieros, S.A. referred above.

As at 31 December 2018, assets and liabilities with related parties, are analysed as follows:

THOUSAND EUROS ASSETS
LOANS AND
INTERESTS
TO RECEIVE
OTHERS TOTAL
EDP Energias de Portugal, S.A. - 8,768 8,768
EDP - Energias de Portugal, S.A. Sucursal en España (EDP Branch) - 10,038 10,038
Joint Ventures and Associated companies 42,635 1,576 44,211
EDP Serviço Universal, S.A. - 24,680 24,680
EDP Comercializadora, S.A.U. - 35,389 35,389
EDP Servicios Financieros España, S.A. - 165,951 165,951
Other EDP Group companies - 865 865
42,635 247,267 289,902
THOUSAND EUROS LIABILITIES
LOANS AND
INTERESTS OTHERS TOTAL
TO PAY
EDP Energias de Portugal, S.A. - 68,597 68,597
EDP - Energias de Portugal, S.A. Sucursal en España (EDP Branch) - 4,044 4,044
Joint Ventures and Associated companies - 227 227
EDP Finance B.V. 1,632,024 89,476 1,721,500
EDP Servicios Financieros España, S.A. 1,133,980 654 1,134,634
Other EDP Group companies - 4,188 4,188
2,766,004 167,186 2,933,190

Transactions with related parties for the year ended 31 December 2018 are analysed as follows:

THOUSAND EUROS OPERATING
INCOME
FINANCIAL
INCOME
OPERATING
EXPENSES
FINANCIAL
EXPENSES
EDP Energias de Portugal, S.A. 36,030 9,790 -2,199 -24,503
EDP Energias de Portugal, S.A. Sucursal en España (EDP Branch) - - -13,541 -24,134
EDP HC Energía Group companies (electric sector) - - -942 -131
Joint Ventures and Associated companies 9,869 3,061 -281 -12
EDP Serviço Universal, S.A. 271,328 - - -
EDP Comercializadora, S.A.U,. 272,946 - - -
EDP Finance B.V. - - - -105,917
EDP Servicios Financieros España, S.A. - - - -36,431
Other EDP Group companies 5,050 - -6,943 -379
595,223 12,851 -23,906 -191,507

As part of its operational activities, the EDP Renováveis Group must present guarantees in favor of certain suppliers and in connection with renewable energy contracts. As at 31 December 2019, EDP España and EDP Energías de Portugal Sucursal en España granted operational guarantees to suppliers in favor of EDP Renováveis S.A. and EDPR NA in the amount of 373,716 thousand Euros (354,979 thousand Euros as at 31 December 2018). The operational guarantees are issued following the commitments assumed by EDPR EU and EDPR NA in relation to Power Purchase Agreements (PPA), interconnection, permits and market participation.

Further, an amount of 5,594 thousand Euros refer to guarantees of operational nature granted by EDP España related to the companies EDPR Participaciones S.L., EDP Renewables France S.AS. and subsidiaries, that were sold on 30 June 2019 (see note 6) although EDPR assumes temporarily the responsibilidy under such guarantees until these are effectively replaced.

Refer to note 20 for guarantees granted by EDP Group and EDPR Group to joint venture companies.

40. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

Fair value of financial instruments is based, whenever available, on quoted market prices. Otherwise, fair value is determined through internal models, which are based on generally accepted cash flow discounting techniques and option valuation models or through quotations supplied by third parties.

Non-standard instruments may require alternative techniques, which consider their characteristics and the generally accepted market practices applicable to such instruments. These models are developed considering the market variables that affect the underlying instrument, namely yield curves, exchange rates and volatility factors.

Market data is obtained from generally accepted suppliers of financial data (Bloomberg and Reuters).

As at 31 December 2019 and 2018, the following table presents the interest rate curves of the major currencies to which the Group is exposed. These interest rates were used as the base for the fair value calculations made through internal models referred above:

31 DEC 2019 31 DEC 2018
CURRENCIES CURRENCIES
EUR USD EUR USD
3 months -0.38% 1.91% -0,31% 2.81%
6 months -0.32% 1.91% -0.24% 2.88%
9 months -0.29% 0.00% -0.18% 2.97%
1 year -0.25% 2.00% -0.12% 3.01%
2 years -0.29% 1.70% -0.17% 2.66%
3 years -0.24% 1.69% -0.07% 2.59%
5 years -0.11% 1.73% 0.20% 2.57%
7 years 0.02% 1.80% 0.47% 2.62%
10 years 0.21% 1.90% 0.81% 2.71%

Non-listed equity instruments, for which a reliable and consistent fair value estimate is not available either by internal models or external providers, are recognized at their historical cost.

Equity instruments at fair value and financial assets at fair value through profit or loss

Listed financial instruments are recognized at fair value based on market prices. The financial instruments for which reliable fair value estimates are not available, are recorded in the statement of financial position at their cost.

Cash and cash equivalents, trade receivables and suppliers

These financial instruments include mainly short term financial assets and liabilities. Given their short term nature at the reporting date, their book values are not significantly different from their fair values.

Financial debt

The fair value of the financial debt is estimated through internal models, which are based on generally accepted cash flow discounting techniques. At the reporting date, the carrying amount of floating rate loans is approximately their fair value. In case of fixed rate loans, mainly the intercompany loans granted by EDP Group, their fair value is obtained through internal models based on generally accepted discounting techniques.

Derivative financial instruments

All derivatives are accounted at their fair value. For those which are quoted in organized markets, the respective market price is used. For over-the-counter derivatives, fair value is estimated through the use of internal models based on cash flow discounting techniques and option valuation models generally accepted by the market, or by dealer price quotations.

CIRS with EDP Finance BV (note 37)

With the purpose of hedging the foreign exchange risk resulting from the net investment in EDPR NA, the Group entered into a CIRS in USD and EUR with EDP Finance BV. This financial derivative is presented in the statement of financial position at its fair value, which is estimated by discounting the projected USD and EUR cash flows. The discount rates and forward interest rates were based on the interest rate curves referred to above and the USD/EUR exchange rate is disclosed on note 29. See also note 35.

The fair values of assets and liabilities as at 31 December 2019 and 31 December 2018 are analysed as follows:

THOUSAND EUROS 31 DECEMBER 2019 31 DECEMBER 2018
CARRYING
AMOUNT
FAIR VALUE DIFFERENCE CARRYING
AMOUNT
FAIR VALUE DIFFERENCE
FINANCIAL ASSETS
Equity instruments at fair value 15,960 15,960 - 8,438 8,438 -
Debtors and other assets from
commercial activities
303,012 303,012 - 334,288 334,288 -
Other debtors and other assets 1,269,934 1,269,934 - 451,355 451,355 -
Derivative financial instruments 31,428 31,428 - 29,511 29,511 -
Cash and cash equivalents 581,759 581,759 - 551,543 551,543 -
2,202,093 2,202,093 - 1,375,135 1,375,135
FINANCIAL LIABILITIES
Financial debt 3,416,537 3,458,824 42,287 3,649,985 3,817,984 167,999
Suppliers 610,746 610,746 - 1,106,455 1,106,455 -
Institutional partnerships in U.S.
wind farms
2,289,784 2,289,784 - 2,231,249 2,231,249 -
Trade and other payables from
commercial activities
1,118,675 1,118,675 - 489,213 489,213 -
Other liabilities and other payables 1,063,461 1,063,461 - 859,696 859,696 -
Derivative financial instruments 186,200 186,200 - 234,532 234,532 -
8,685,403 8,727,690 42,287 8,571,130 8,739,129 167,999

The fair value levels used to valuate EDP Renováveis Group financial assets and liabilities are defined as follows:

  • Level 1 Quoted prices (unadjusted) in active market for identical assets and liabilities;
  • Level 2 Inputs other than quoted prices included within Level 1 that are observable for assets or liabilities, either directly (i.e. as prices) or indirectly (i.e., derived from prices);
  • Level 3 Inputs for assets or liabilities that are not based on observable market data (unobservable inputs).
THOUSAND EUROS 31 DECEMBER 2019 31 DECEMBER 2018
LEVEL 1 LEVEL 2 LEVEL 3 LEVEL 1 LEVEL 2 LEVEL 3
FINANCIAL ASSETS
Equity instruments at fair value - - 15,960 - - 8,438
Derivative financial instruments - 31,428 - - 29,511 -
- 31,428 15,960 - 29,511 8,438
FINANCIAL LIABILITIES
Liabilities arising from options with
non-controlling interests
- - 883 - - 910
Derivative financial instruments - 186,200 - - 234,532 -
- 186,200 883 - 234,532 910

The remaining assets and liabilities are valuated within Level 1 or correspond to assets and liabilities which fair value is the same as its carrying amount. In 2019, there are no transfers between levels.

The movement in 2019 and 2018 of the financial assets and liabilities within Level 3 are analysed was as follows:

THOUSAND EUROS EQUITY INSTRUMENTS
AT FAIR VALUE
TRADE
AND OTHER PAYABLES
31 DEC 2019 31 DEC 2018 31 DEC 2019 31 DEC 2018
Balance at the beginning of the year 8,438 8,585 910 3,722
Gains / (Losses) in other comprehensive income -99 -147 - -
Purchases 7,662 - - -
Disposals - - -27 -642
Others -41 - - -2,170
BALANCE AT THE END OF THE YEAR 15,960 8,438 883 910

Purchases of equity instruments at fair value refer to the acquisition by EDP Renováveis S.A. of 11% of the share capital of the company Principle Power Inc, and 7,5% of the share capital of the company Rensource Holdings, Inc.

The Trade and other payables within level 3 are related to Liabilities with non-controlling interests.

The movements in 2019 and 2018 of the derivative financial instruments are presented in note 37.

41. RELEVANT SUBSEQUENT EVENTS

EDPR reached an agreement with ENGIE to create a 50:50 joint-venture for offshore wind

EDPR has announced the signing of an agreement with ENGIE to create a co-controlled 50/50 joint-venture (JV) in fixed and floating offshore wind. The agreement signed on January 23rd 2020 follows the announcement, on May 21st 2019, of a strategic Memorandum of Understanding (MoU) to form a new entity as exclusive vehicle of investment of EDPR and ENGIE for offshore wind opportunities worldwide, bringing together the industrial expertise and development capacity of both companies. As agreed, EDPR and ENGIE are combining their offshore wind assets and project pipeline in this new entity.

The agreement is subject to certain conditions precedent such as European Commission regulatory approval process.

EDPR is awarded with long term contracts at the Italian wind energy auction

EDPR, was awarded 20-year Contract-for-Difference ("CfD") at the Italian wind auction to sell electricity to be produced by 3 wind farms with total capacity of 109 MW. The wind farm projects are expected to be installed in 2021.

EDPR secures a PPA for a new solar project in Brazil

EDPR, through its subsidiary EDP Renováveis Brasil, S.A., secured a 19-year private Power Purchase Agreement ("PPA") to sell the energy to be produced by Lagoa solar power plant. Lagoa solar power plant, located in the Brazilian State of Paraíba, has a total capacity of 66 MW and start of operations expected for 2022.

42. ENVIRONMENT ISSUES

Expenses of environmental nature are the expenses that were identified and incurred to avoid, reduce or repair damages of an environmental nature that result from the Group's normal activity.

These expenses are booked in the income statement of the year, except if they qualify to be recognised as an asset, according to IAS 16.

During the year, the environmental expenses recognised in the income statement in the amount of 5,611 thousand Euros (31 December 2018: 4,613 thousand Euros) refer to costs with the environmental management plan.

Investments of an environmental nature booked as Property, plant and equipment and intangible assets during 2019 amount to 18,343 thousand Euros.

As referred in accounting policy 2o), the Group has established provisions for dismantling and decommissioning of property, plant and equipment when a legal or contractual obligation exists to dismantle and decommission those assets at the end of their useful lives. Consequently, the Group has booked provisions for property, plant and equipment related to electricity wind generation for the responsibilities of restoring sites and land to its original condition, in the amount of 270,353 thousand Euros as at 31 December 2018 (31 December 2018: 288,503 thousand Euros) (see note 32).

43. OPERATING SEGMENTS REPORT

The Group generates energy from renewable resources and has three reportable segments which are the Group's business platforms, Europe, North America and Brazil. The strategic business units have operations in different geographic zones and are managed separately because their characteristics are quite different. For each of the strategic business units, the Group's CEO reviews internal management reports on at least a quarterly basis.

The accounting policies of the reportable segments are the same as described in note 2. Information regarding the results of each reportable segment is included in Annex 2. Performance is based on segment operating profit measures, as included in the internal management reports that are reviewed by the Management. Segment operating profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. Inter-segment pricing is determined on an arm's length basis.

A business segment is an identifiable component of the Group, aimed at providing a single product or service, or a group of related products or services, and it is subject to risks and returns that can be distinguished from those of other business segments.

The Group generates energy from renewable sources in several locations and its activity is managed based on the following business segments:

  • Europe: refers to EDPR EU Group companies operating in Spain, Portugal, Belgium, France, Italy, Netherlands, Poland, Romania, United Kingdom and Greece;
  • North America: refers to EDPR North America, EDPR Canada and EDPR Mexico Group companies that operate in United States of America, Canada and Mexico, respectively;
  • Brazil: refers to EDPR Brasil Group companies that operate in this country.

Segment definition

The amounts reported in each business segment result from the aggregation of the subsidiaries and business units defined in each segment perimeter, including the intra-segment eliminations, without any inter-segment allocation adjustment.

The financial information disclosed by each business segment is determined based on the amounts booked directly in the subsidiaries that compose the segment, including the intra-segment eliminations, without any inter-segment allocation adjustment.

44. AUDIT AND NON-AUDIT FEES

PricewaterhouseCoopers (PwC) was appointed in the Shareholder's Meeting held on April 3rd, 2018 as the external auditor of the EDPR Group for years 2018, 2019 and 2020. Fees for professional services provided by this company and the other related entities and persons in accordance with Law 22/2015 of 20 July, for the year ended in 31 December 2019 and 2018 are as follows:

THOUSAND EUROS 31 DECEMBER 2019
EUROPE NORTH AMERICA BRAZIL TOTAL
Audit and statutory audit of accounts 1,173 1,328 175 2,676
Other audit-related services - - 26 26
1,173 1,328 201 2,702
Other non-audit services 182 (*) 42 4 228
182 42 4 228
TOTAL 1,355(**) 1,370 205 2,930

(*) This amount includes, among others, services that refer to the entire Group such as the review of the internal control system on financial reporting and review of the non-financial information related to sustainability included in the EDPR Group's annual report, which are invoiced to a European company. This amount also includes the limited review as of June 30, 2019 of the EDPR Consolidated Financial Statements and other reviews for Group consolidation purposes which are considered non-audit services according to the respective local regulation.

(**) This amount includes 644 thousand Euros of services provided by PricewaterhouseCoopers Auditores S.L.. from which 494 thousand Euros refer to audit services and 150 thousand Euros refer to nonaudit services.

THOUSAND EUROS 31 DECEMBER 2018
EUROPE NORTH AMERICA BRAZIL TOTAL
Audit and statutory audit of accounts 1,324 1,044 128 2,496
1,324 1,044 128 2,496
Other non-audit services 181(*) 12 - 193
181 12 - 193
TOTAL 1,505(**) 1,056 128 2,689

(*) This amount includes, among others, services that refer to the entire Group such as the review of the internal control system on financial reporting and review of the non-financial information related to sustainability included in the EDPR Group's annual report, which are invoiced to a European company. This amount also includes the limited review as of June 30, 2018 of the EDPR Consolidated Financial Statements and other reviews for Group consolidation purposes which are considered non-audit services according to the respective local regulation. (**) This amount includes 675 thousand Euros of services provided by PricewaterhouseCoopers Auditores S.L.. from which 528 thousand Euros refer to audit services and 147 thousand Euros refer to nonaudit services.

ANNEX 1

The Subsidiary Companies consolidated under the full consolidated method, as at 31 December 2019 and 2018, are as follows:

2019 2018
HEAD % OF % OF % OF % OF
COMPANY OFFICE AUDITOR CAPITAL VOTING
RIGHTS
CAPITAL VOTING
RIGHTS
GROUP'S PARENT HOLDING COMPANY AND RELATED
ACTIVITIES
EDP Renováveis, S.A. (Group's parent holding company) Oviedo PwC 100.00% 100.00% 100.00% 100.00%
EDP Renováveis Servicios Financieros, S.A. Oviedo PwC 100.00% 100.00% 100.00% 100.00%
EUROPE GEOGRAPHY / PLATFORM
Spain
EDP Renewables Europe, S.L.U. (Europe Parent Company) Oviedo PwC 100,00% 100,00% 100,00% 100,00%
EDP Renovables España, S.L.U. Oviedo PwC 100,00% 100,00% 100,00% 100,00%
Acampo Arias, S.L. Zaragoza PwC 95,00% 95,00% 95,00% 95,00%
Aplicaciones Industriales de Energías Limpias, S.L. Zaragoza n.a. 61,50% 61,50% 61,50% 61,50%
Aprofitament D'Energies Renovables de la Terra Alta, S.A. Barcelona n.a. 28,27% 44,09% 48,39% 60,09%
Bon Vent de Corbera, S.L.U. Barcelona PwC 100,00% 100,00% 100,00% 100,00%
Desarrollos Eólicos de Teruel, S.L. Zaragoza n.a. 51,00% 51,00% 51,00% 51,00%
EDPR Amaris S.L.U. Madrid n.a. 100,00% 100,00% 0,00% 0,00%
EDPR FS Offshore, S.A. Oviedo n.a. 100,00% 100,00% 0,00% 0,00%
EDPR Offshore España, S.L. Oviedo PwC 100,00% 100,00% 100,00% 100,00%
EDPR Suvan S.L.U. Madrid n.a. 100,00% 100,00% 0,00% 0,00%
EDPR Terral S.L.U.
EDPR Yield, S.A.U.
Madrid
Oviedo
n.a.
PwC
100,00%
100,00%
100,00%
100,00%
0,00%
100,00%
0,00%
100,00%
Eólica Arlanzón, S.A. Madrid PwC 85,00% 85,00% 85,00% 85,00%
Eólica Campollano, S.A. Madrid PwC 75,00% 75,00% 75,00% 75,00%
Eólica Fontesilva, S.L.U. La Coruña PwC 100,00% 100,00% 100,00% 100,00%
Eólica La Brújula, S.A.U. Madrid PwC 100,00% 100,00% 100,00% 100,00%
Eólica La Janda, S.L.U. Madrid PwC 100,00% 100,00% 100,00% 100,00%
Eólica Sierra de Ávila, S.L.U. Madrid PwC 100,00% 100,00% 100,00% 100,00%
Iberia Aprovechamientos Eólicos, S.A. Zaragoza PwC 94,00% 94,00% 94,00% 94,00%
Parc Eòlic de Coll de Moro, S.L.U. Barcelona PwC 100,00% 100,00% 100,00% 100,00%
Parc Eòlic de Torre Madrina, S.L.U. Barcelona PwC 100,00% 100,00% 100,00% 100,00%
Parc Eòlic de Vilalba dels Arcs, S.L.U. Barcelona PwC 100,00% 100,00% 100,00% 100,00%
Parc Eòlic Serra Voltorera, S.L.U. Barcelona PwC 100,00% 100,00% 100,00% 100,00%
Parque Eólico Altos del Voltoya, S.A. Madrid PwC 92,50% 92,50% 92,50% 92,50%
Parque Eólico La Sotonera, S.L. Zaragoza PwC 69,84% 69,84% 69,84% 69,84%
Parque Eólico Los Cantales, S.L.U. Zaragoza PwC 100,00% 100,00% 100,00% 100,00%
Parque Eólico Santa Quiteria, S.L. Zaragoza PwC 100,00% 83,96% 100,00% 83,96%
Renovables Castilla La Mancha, S.A. Madrid PwC 90,00% 90,00% 90,00% 90,00%
Tébar Eólica, S.A.U. Madrid PwC 100,00% 100,00% 100,00% 100,00%
Acampo Arias, S.L. Zaragoza PwC 95,00% 95,00% 95,00% 95,00%
Portugal
EDP Renováveis Portugal, S.A. Porto PwC 51,00% 51,00% 51,00% 51,00%
EDP Renewables SGPS, S.A. Porto PwC 100,00% 100,00% 100,00% 100,00%
EDPR PT - Parques Eólicos, S.A. Porto PwC 51,00% 51,00% 51,00% 51,00%
EDPR PT - Promoção e Operação, S.A.
Eólica da Alagoa, S.A.
Porto
Arcos de Valdevez
PwC
PwC
100,00%
60,00%
100,00%
30,60%
100,00%
60,00%
100,00%
30,60%
Eólica da Coutada, S.A. Vila Pouca de Aguiar PwC 100,00% 51,00% 100,00% 51,00%
Eólica da Linha, S.A. Porto PwC 100,00% 100,00% 100,00% 100,00%
Eólica da Serra das Alturas, S.A. Boticas PwC 50,10% 25,55% 50,10% 25,55%
Eólica da Terra do Mato, S.A. Porto PwC 100,00% 51,00% 100,00% 51,00%
Eólica das Serras das Beiras, S.A. Arganil PwC 100,00% 51,00% 100,00% 51,00%
Eólica de Montenegrelo, S.A. Vila Pouca de Aguiar PwC 50,10% 25,55% 50,10% 25,55%
Eólica do Alto da Lagoa, S.A. Porto PwC 100,00% 51,00% 100,00% 51,00%
Eólica do Alto da Teixosa, S.A. Cinfães PwC 100,00% 51,00% 100,00% 51,00%
Eólica do Alto do Mourisco, S.A. Boticas PwC 100,00% 51,00% 100,00% 51,00%
Eólica do Espigão, S.A. Miranda do Corvo PwC 100,00% 51,00% 100,00% 51,00%
Eólica do Sincelo, S.A. Porto PwC 100,00% 100,00% 100,00% 100,00%
Eólica dos Altos de Salgueiros-Guilhado, S.A. Vila Pouca de Aguiar PwC 100,00% 51,00% 100,00% 51,00%
Fotovoltaica Lote A, S.A. Porto PwC 100,00% 100,00% 0,00% 0,00%
Malhadizes - Energia Eólica, S.A. Porto PwC 100,00% 51,00% 100,00% 51,00%
France
EDPR France Holding, S.A.S.
EDPR Offshore France, S.A.S.
Paris
Paris
PwC
PwC
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Bourbriac II, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
La Plaine de Nouaille, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Le Chemin de la Corvée, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Le Chemin de Saint Druon, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Monts de la Madeleine Energie, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Monts du Forez Energie, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
2019 2018
COMPANY HEAD
OFFICE
AUDITOR % OF
% OF
VOTING
CAPITAL
CAPITAL
RIGHTS
% OF % OF
VOTING
RIGHTS
Parc Éolien d'Entrains-sur-Nohain, S.A.S. Paris PwC 90,00% 90,00% 100,00% 100,00%
Parc Éolien de Boqueho-Plouagat, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Eolien de Dionay, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Éolien de Flavin, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Éolien de la Champagne Berrichonne, S.A.R.L. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Éolien de la Côte du Cerisat, S.A.S. Paris EY 100,00% 100,00% 100,00% 100,00%
Parc Éolien de La Hetroye, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Éolien de Mancheville, S.A.R.L. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Éolien de Marchéville, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Éolien de Paudy, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Éolien de Prouville, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Éolien des 7 Domaines, S.A.S. Paris n.a. 100,00% 100,00% 100,00% 100,00%
Parc Éolien de Prouville, S.A.S. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Éolien des 7 Domaines, S.A.S. Paris n.a. 100,00% 100,00% 100,00% 100,00%
Parc Éolien des Longs Champs, S.A.R.L. Paris PwC 100,00% 100,00% 100,00% 100,00%
Parc Eolien Louvières, S.A.R.L. Paris n.a. 100,00% 100,00% 100,00% 100,00%
Poland
EDP Renewables Polska, Sp. z o.o. Warsaw PwC 100,00% 100,00% 100,00% 100,00%
EDP Renewables Polska HoldCo, S.A. Warsaw PwC 51,00% 51,00% 51,00% 51,00%
EDP Renewables Polska Solar, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 0,00% 0,00%
B-Wind Polska, Sp. z o.o. Gdynia PwC 100,00% 100,00% 0,00% 0,00%
C-Wind Polska, Sp. z o.o. Gdynia PwC 100,00% 100,00% 0,00% 0,00%
Elektrownia Wiatrowa Kresy I, Sp. z o.o. Warsaw PwC 100,00% 51,00% 100,00% 51,00%
EW Dobrzyca, sp. z o.o. Warsaw n.a. 100,00% 100,00% 0,00% 0,00%
EWP European Wind Power Krasin, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 0,00% 0,00%
Farma Wiatrowa Bogoria, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 0,00% 0,00%
Farma Wiatrowa Starozreby, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 100,00% 100,00%
Gudziki Wind Farm, sp. z o.o. Warsaw n.a. 100,00% 51,00% 0,00% 0,00%
Karpacka Mala Energetyka, Sp. z o.o. Warsaw n.a. 85,00% 85,00% 85,00% 100,00%
Korsze Wind Farm, Sp. z o.o. Warsaw PwC 100,00% 51,00% 100,00% 51,00%
Kowalewo Wind, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 0,00% 0,00%
Lichnowy Windfarm, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 0,00% 0,00%
Masovia Wind Farm I, Sp. z o.o. Warsaw PwC 100,00% 100,00% 100,00% 100,00%
MFW Neptun, Sp. z o.o. Warsaw PwC 100,00% 100,00% 100,00% 100,00%
Miramit Investments, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 100,00% 100,00%
Molen Wind II, Sp. z o.o. Warsaw PwC 100,00% 51,00% 100,00% 51,00%
Nowa Energia 1, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 0,00% 0,00%
Radziejów Wind Farm, Sp. z o.o. Warsaw PwC 100,00% 51,00% 100,00% 51,00%
Rampton, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 100,00% 100,00%
Relax Wind Park I, Sp. z o.o. Warsaw PwC 100,00% 51,00% 100,00% 51,00%
Relax Wind Park III, Sp. z o.o. Warsaw PwC 100,00% 51,00% 100,00% 51,00%
Relax Wind Park IV, Sp. z o.o. Warsaw PwC 100,00% 100,00% 100,00% 100,00%
Ujazd, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 0,00% 0,00%
Winfan, Sp. z o.o. Warsaw n.a. 100,00% 100,00% 0,00% 0,00%
Romania
EDPR RO PV, S.R.L. Bucarest n.a. 100,00% 100,00% 100,00% 100,00%
Cernavoda Power, S.A. Bucarest PwC 100,00% 100,00% 85,00% 85,00%
Cujmir Solar, S.A. Bucarest PwC 100,00% 100,00% 100,00% 100,00%
EDPR România, S.R.L. Bucarest PwC 100,00% 100,00% 100,00% 100,00%
Foton Delta, S.A. Bucarest PwC 100,00% 100,00% 100,00% 100,00%
Foton Epsilon, S.A. Bucarest PwC 100,00% 100,00% 100,00% 100,00%
Pestera Wind Farm, S.A. Bucarest PwC 100,00% 100,00% 85,00% 85,00%
Potelu Solar, S.A. Bucarest PwC 100,00% 100,00% 100,00% 100,00%
Sibioara Wind Farm, S.R.L. Bucarest PwC 100,00% 100,00% 85,00% 85,00%
Studina Solar, S.A. Bucarest PwC 100,00% 100,00% 100,00% 100,00%
Vanju Mare Solar, S.A. Bucarest PwC 100,00% 100,00% 100,00% 100,00%
VS Wind Farm, S.A. Bucarest PwC 100,00% 100,00% 85,00% 85,00%
United Kingdom
EDPR UK Limited London PwC 100,00% 100,00% 100,00% 100,00%
Moray Offshore Renewable Power Limited London PwC 100,00% 100,00% 100,00% 100,00%
Italy
EDP Renewables Italia, S.r.l. Milan PwC 51,00% 51,00% 51,00% 51,00%
EDP Renewables Italia Holding, S.r.l. Milan PwC 100,00% 100,00% 100,00% 100,00%
AW 2, S.r.l. Milan PwC 75,00% 75,00% 75,00% 100,00%
Breva Wind, S.r.l. Milan PwC 100,00% 100,00% 100,00% 100,00%
Conza Energia, S.r.l. Milan PwC 100,00% 100,00% 100,00% 100,00%
Custolito, S.r.l. Milan n.a. 100,00% 100,00% 0,00% 0,00%

EDPR Sicilia PV, S.r.l. Milan n.a. 100,00% 100,00% 0,00% 0,00% EDPR Sicilia Wind, S.r.l. Milan n.a. 100,00% 100,00% 0,00% 0,00% EDPR Villa Galla, S.r.l. Milan PwC 100,00% 51,00% 100,00% 51,00% Lucus Power, S.r.l. Milan PwC 100,00% 100,00% 100,00% 100,00%

% OF VOTING RIGHTS

1
2019 2018
HEAD % OF % OF % OF % OF
COMPANY OFFICE AUDITOR CAPITAL VOTING CAPITAL VOTING
Re Plus, S.r.l. Milan n.a. 100,00% RIGHTS
100,00%
100,00% RIGHTS
100,00%
San Mauro, S.r.l. Milan PwC 75,00% 75,00% 75,00% 100,00%
Sarve, S.r.l. Milan n.a. 51,00% 51,00% 51,00% 100,00%
T Power, S.p.A. Milan Baker Tilly Revisa 100,00% 100,00% 100,00% 100,00%
TACA Wind, S.r.l. Milan PwC 100,00% 100,00% 100,00% 100,00%
Tivano, S.r.l. Milan PwC 75,00% 75,00% 75,00% 100,00%
WinCap, S.r.l. Milan PwC 100,00% 100,00% 100,00% 100,00%
EDP Renewables Italia, S.r.l. Milan PwC 51,00% 51,00% 51,00% 51,00%
Greece
Aioliko Parko Fthiotidos Erimia E.P.E. Agia Paraskevi n.a. 100,00% 100,00% 0,00% 0,00%
EDPR Hellas 1 M.A.E. Attica n.a. 100,00% 100,00% 0,00% 0,00%
EDPR Hellas 2 M.A.E. Attica n.a. 100,00% 100,00% 0,00% 0,00%
Energiaki Arvanikou E.P.E. Athens n.a. 100,00% 100,00% 100,00% 100,00%
Wind Park Aerorrachi A.E. Athens n.a. 100,00% 100,00% 100,00% 100,00%
Belgium
EDP Renewables Belgium, S.A. Brussels PwC 100.00% 100.00% 100.00% 100.00%
The Netherlands
EDPR International Investments, B.V. Amsterdam PwC 100,00% 100,00% 100,00% 100,00%
Fluctus V, B.V. Zwolle n.a. 100,00% 100,00% 0,00% 0,00%
Fluctus VI, B.V. Zwolle n.a. 100,00% 100,00% 0,00% 0,00%
Fluctus VII, B.V. Zwolle n.a. 100,00% 100,00% 0,00% 0,00%
Ventum Ventures III Holding, B.V. Zwolle n.a. 100,00% 100,00% 0,00% 0,00%
NORTH AMERICA GEOGRAPHY / PLATFORM
Mexico
Eólica de Coahuila, S.A. de C.V. Ciudad de México PwC 51,00% 51,00% 51,00% 51,00%
Vientos de Coahuila, S.A. de C.V. Ciudad de México n.a. 100,00% 100,00% 100,00% 100,00%
EDPR Servicios de México, S. de R.L. de C.V. Ciudad de México n.a. 100,00% 100,00% 100,00% 100,00%
USA
EDP Renewables North America LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
17th Star Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
2007 Vento I LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
2007 Vento II LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
2008 Vento III LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
2009 Vento IV LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
2009 Vento V LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
2009 Vento VI LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
2010 Vento VII LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
2010 Vento VIII LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
2011 Vento IX LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
2011 Vento X LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
2014 Sol I LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
2014 Vento XI LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
2014 Vento XII LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
2015 Vento XIII LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
2015 Vento XIV LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
2016 Vento XV LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
2016 Vento XVI LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
2017 Sol II LLC
2017 Vento XVII LLC
Delaware
Delaware
PwC
PwC
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
2018 Vento XVIII LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
2019 Vento XX LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
2019 Vento XXI LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Alabama Ledge Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Alabama Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Antelope Ridge Wind Power Project LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Arbuckle Mountain Wind Farm LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Arkwright Summit Wind Farm LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Arlington Wind Power Project LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Aroostook Wind Energy LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Ashford Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Athena-Weston Wind Power Project II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Athena-Weston Wind Power Project LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Avondale Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
AZ Solar LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Bayou Bend Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
BC2 Maple Ridge Holdings LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
BC2 Maple Ridge Wind LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Big River Wind Power Project LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Black Prairie Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
2019 2018
HEAD % OF % OF % OF % OF
COMPANY OFFICE AUDITOR CAPITAL VOTING
RIGHTS
CAPITAL VOTING
RIGHTS
Black Prairie Wind Farm II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Black Prairie Wind Farm III LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Black Prairie Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blackford County Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Blackford County Wind Farm LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Blackstone Wind Farm II LLC
Blackstone Wind Farm III LLC
Delaware
Delaware
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Blackstone Wind Farm IV LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blackstone Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blackstone Wind Farm V LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Canyon Windpower II LLC Texas PwC 100,00% 100,00% 100,00% 100,00%
Blue Canyon Windpower III LLC Texas n.a. 100,00% 100,00% 100,00% 100,00%
Blue Canyon Windpower IV LLC Texas n.a. 100,00% 100,00% 100,00% 100,00%
Blue Canyon Windpower V LLC Texas PwC 100,00% 51,00% 100,00% 51,00%
Blue Canyon Windpower VI LLC
Blue Canyon Windpower VII LLC
Delaware
Delaware
PwC
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Blue Harvest Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Marmot I LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Marmot II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Marmot IV LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Marmot IX LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Marmot Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Marmot V LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Marmot VI LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Marmot VII LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Marmot VIII LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Blue Marmot XI LLC
Bright Stalk Solar Park LLC
Delaware
Delaware
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
0,00%
100,00%
0,00%
Broadlands Wind Farm II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Broadlands Wind Farm III LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Broadlands Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Buffalo Bluff Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Cameron Solar LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Casa Grande Carmel Solar LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Castle Valley Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Chateaugay River Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Cielo Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Clinton County Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Cloud County Wind Farm LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Coldwater Solar Park LLC
Coos Curry Wind Power Project LLC
Delaware
Delaware
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Crittenden Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Cropsey Ridge Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Crossing Trails Wind Power Project II LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Crossing Trails Wind Power Project LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Dairy Hills Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Diamond Power Partners LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Drake Peak Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Dry Creek Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Duff Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
East Klickitat Wind Power Project LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Eastmill Solar Park LLC
EDPR CA Solar Park II LLC
Delaware
Delaware
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
0,00%
100,00%
0,00%
100,00%
EDPR CA Solar Park III LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
EDPR CA Solar Park IV LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
EDPR CA Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
EDPR CA Solar Park V LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
EDPR CA Solar Park VI LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
EDPR Offshore North America LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
EDPR Solar Ventures I LLC Delaware n.a. 51,00% 51,00% 51,00% 51,00%
EDPR Solar Ventures II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
EDPR Solar Ventures III LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
EDPR Solar Ventures IV LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
EDPR South Table LLC Nebraska n.a. 100,00% 100,00% 100,00% 100,00%
EDPR Vento I Holding LLC
EDPR Vento IV Holding LLC
Delaware
Delaware
n.a.
PwC
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
EDPR Wind Ventures XI LLC Delaware n.a. 51,00% 51,00% 51,00% 51,00%
EDPR Wind Ventures XII LLC Delaware n.a. 51,00% 51,00% 51,00% 51,00%
EDPR Wind Ventures XIII LLC Delaware n.a. 51,00% 51,00% 51,00% 51,00%
EDPR Wind Ventures XIV LLC Delaware n.a. 51,00% 51,00% 51,00% 51,00%
EDPR Wind Ventures XIX LLC Delaware n.a. 100,00% 100,00% 20,00% 20,00%
EDPR Wind Ventures XV LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
EDPR Wind Ventures XVI LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%

<-- PDF CHUNK SEPARATOR -->

C C
વે 1
2019 2018
HEAD % OF % OF % OF % OF
COMPANY OFFICE AUDITOR CAPITAL VOTING
RIGHTS
CAPITAL VOTING
RIGHTS
EDPR Wind Ventures XVII LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
EDPR Wind Ventures XVIII LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
EDPR Wind Ventures XX LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
EDPR Wind Ventures XXI LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Esker Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Estill Solar I LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Five-Spot LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Ford Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Franklin Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Green Country Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Green Power Offsets LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Greenbow Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Gulf Coast Windpower Management Company LLC Delaware n.a. 75,00% 75,00% 75,00% 75,00%
Hampton Solar II LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Headwaters Wind Farm II LLC
Headwaters Wind Farm III LLC
Delaware
Delaware
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Headwaters Wind Farm IV LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Headwaters Wind Farm LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Helena Harbor Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Hidalgo Wind Farm II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Hidalgo Wind Farm LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
High Prairie Wind Farm II LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
High Trail Wind Farm LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Hog Creek Wind Project LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Holly Hill Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Horizon Wind Chocolate Bayou I LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Midwest IX LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Northwest I LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Northwest IV LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Northwest VII LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Northwest X LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Northwest XI LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Panhandle I LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Southwest I LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Southwest II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Southwest III LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Southwest IV LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Energy Valley I LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Freeport Windpower I LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind MREC Iowa Partners LLC Delaware n.a. 75,00% 75,00% 75,00% 75,00%
Horizon Wind Ventures I LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Ventures IB LLC Delaware n.a. 51,00% 51,00% 51,00% 51,00%
Horizon Wind Ventures IC LLC Delaware n.a. 51,00% 51,00% 51,00% 51,00%
Horizon Wind Ventures II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Ventures III LLC Delaware n.a. 51,00% 51,00% 51,00% 51,00%
Horizon Wind Ventures IX LLC Delaware n.a. 51,00% 51,00% 51,00% 51,00%
Horizon Wind Ventures VI LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Ventures VII LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wind Ventures VIII LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Horizon Wyoming Transmission LLC
Horse Mountain Wind Farm LLC
Delaware
Delaware
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Indiana Crossroads Wind Farm II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Indiana Crossroads Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Jericho Rise Wind Farm LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Juniper Wind Power Partners LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Leprechaun Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Lexington Chenoa Wind Farm II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Lexington Chenoa Wind Farm III LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Lexington Chenoa Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Little Brook Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Loblolly Hill Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Loki Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Loma de la Gloria Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Lone Valley Solar Park I LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Lone Valley Solar Park II LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Long Hollow Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Lost Lakes Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Lowland Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Loyal Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Machias Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Madison Windpower LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Marathon Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Marble River LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Martinsdale Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Meadow Lake Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
2019 2018
COMPANY HEAD
OFFICE
AUDITOR % OF
CAPITAL
% OF
VOTING
RIGHTS
% OF
CAPITAL
% OF
VOTING
RIGHTS
Meadow Lake Wind Farm II LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Meadow Lake Wind Farm III LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Meadow Lake Wind Farm IV LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Meadow Lake Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Meadow Lake Wind Farm V LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Meadow Lake Wind Farm VIII LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Mesquite Wind LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Mineral Springs Solar Park LLC
Moonshine Solar Park LLC
Delaware
Delaware
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
0,00%
0,00%
0,00%
0,00%
New Trail Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Nine Kings Transco LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
North River Wind LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
North Slope Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Number Nine Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Old Trail Wind Farm LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
OPQ Property LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Pacific Southwest Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Paulding Wind Farm II LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Paulding Wind Farm III LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Paulding Wind Farm IV LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Paulding Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Paulding Wind Farm V LLC
Paulding Wind Farm VI LLC
Delaware
Delaware
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Peterson Power Partners LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Pioneer Prairie Wind Farm I LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Pleasantville Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Plum Nellie Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Poplar Camp Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Post Oak Wind LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Prospector Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Quilt Block Wind Farm II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Quilt Block Wind Farm LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Rail Splitter Wind Farm LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Redbed Plains Wind Farm LLC Delaware PwC 100,00% 100,00% 100,00% 100,00%
Reloj del Sol Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Renville County Wind Farm LLC
Rio Blanco Wind Farm LLC
Delaware
Delaware
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Rising Tree Wind Farm II LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Rising Tree Wind Farm III LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Rising Tree Wind Farm LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Riverstart Solar Park II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Riverstart Solar Park III LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Riverstart Solar Park IV LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Riverstart Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Riverstart Solar Park V LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Rolling Upland Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Rosewater Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Rush County Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Rye Patch Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Saddleback Wind Power Project LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Sagebrush Power Partners LLC
San Clemente Solar Park LLC
Delaware
Delaware
PwC
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Sardinia Windpower LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Sedge Meadow Solar Park LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Shullsburg Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Signal Hill Wind Power Project LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Simpson Ridge Wind Farm II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Simpson Ridge Wind Farm III LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Simpson Ridge Wind Farm IV LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Simpson Ridge Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Simpson Ridge Wind Farm V LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Solar Ventures Purchasing LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Spruce Ridge Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Stinson Mills Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Sustaining Power Solutions LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Sweet Stream Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Telocaset Wind Power Partners LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Timber Road Solar Park LLC
Tug Hill Windpower LLC
Delaware
Delaware
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%

Tumbleweed Wind Power Project LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00% Turtle Creek Wind Farm LLC Delaware PwC 100,00% 100,00% 100,00% 100,00% Waverly Wind Farm II LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00% Waverly Wind Farm LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%

2019 2018
HEAD % OF % OF % OF % OF
COMPANY OFFICE AUDITOR CAPITAL VOTING
RIGHTS
CAPITAL VOTING
RIGHTS
Western Trail Wind Project I LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Wheat Field Holding LLC Delaware PwC 51,00% 51,00% 51,00% 51,00%
Wheat Field Wind Power Project LLC Delaware PwC 100,00% 51,00% 100,00% 51,00%
Whiskey Ridge Power Partners LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Whistling Wind WI Energy Center LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
White Stone Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Whitestone Wind Purchasing LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Wildcat Creek Wind Farm LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Wilson Creek Power Project LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Wind Turbine Prometheus LP Delaware n.a. 100,00% 100,00% 100,00% 100,00%
Wrangler Solar Park LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
WTP Management Company LLC Delaware n.a. 100,00% 100,00% 100,00% 100,00%
2019 SOL V LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
EDPR Solar Ventures V LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Goldfinger Ventures III LLC Delaware n.a. 100,00% 100,00% 0,00% 0,00%
Canada
EDP Renewables Canada Ltd. British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
Blue Bridge Solar Park GP Ltd British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
Blue Bridge Solar Park Limited Partnership British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
Bromhead Solar Park GP Ltd British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
Bromhead Solar Park Limited Partnership Saskatchewan n.a. 100,00% 100,00% 100,00% 100,00%
EDP Renewables Canada Management Services Ltd British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
EDP Renewables Sask SE GP Ltd British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
EDP Renewables Sask SE Limited Partnership Ontario n.a. 100,00% 100,00% 100,00% 100,00%
EDP Renewables SH II Project GP Ltd British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
EDP Renewables SH II Project Limited Partnership Alberta n.a. 100,00% 100,00% 100,00% 100,00%
EDP Renewables SH Project GP Ltd. British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
EDP Renewables SH Project Limited Partnership Alberta n.a. 100,00% 100,00% 100,00% 100,00%
Halbrite Solar Park GP Ltd British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
Halbrite Solar Park Limited Partnership Saskatchewan n.a. 100,00% 100,00% 100,00% 100,00%
Kennedy Wind Farm GP Ltd British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
Kennedy Wind Farm Limited Partnership Saskatchewan n.a. 100,00% 100,00% 100,00% 100,00%
Nation Rise Wind Farm GP II Inc. British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
Quatro Limited Partnership Ontário n.a. 100,00% 100,00% 100,00% 100,00%
SBWF GP Inc. British Columbia n.a. 51,00% 51,00% 51,00% 51,00%
South Branch Wind Farm II GP Inc. British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
South Branch Wind Farm II Limited Partnership Ontário n.a. 100,00% 100,00% 100,00% 100,00%
South Dundas Windfarm Limited Partnership Ontário PwC 51,00% 51,00% 51,00% 51,00%
EDP Renewables Canada Ltd. British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
Blue Bridge Solar Park GP Ltd British Columbia n.a. 100,00% 100,00% 100,00% 100,00%
SOUTH AMERICA GEOGRAPHY / PLATFORM:
Brazil
EDP Renováveis Brasil, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Aventura Holding, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Central Eólica Aventura I, S.A. São Paulo PwC 51,00% 51,00% 50,99% 50,99%
Central Eólica Aventura II, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Central Eólica Aventura III, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Central Eólica Aventura IV, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Central Eólica Aventura V, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Central Eólica Baixa do Feijão I, S.A. São Paulo PwC 51,00% 51,00% 51,00% 51,00%
Central Eólica Baixa do Feijão II, S.A. São Paulo PwC 51,00% 51,00% 51,00% 51,00%
Central Eólica Baixa do Feijão III, S.A. São Paulo PwC 51,00% 51,00% 51,00% 51,00%
Central Eólica Baixa do Feijão IV, S.A. São Paulo PwC 51,00% 51,00% 51,00% 51,00%
Central Eólica Boqueirão I, S.A. São Paulo n.a. 100,00% 100,00% 0,00% 0,00%
Central Eólica Boqueirão II, S.A. São Paulo n.a. 100,00% 100,00% 0,00% 0,00%
Central Eólica Catanduba I, S.A. São Paulo n.a. 100,00% 100,00% 0,00% 0,00%
Central Eólica Catanduba II, S.A. São Paulo n.a. 100,00% 100,00% 0,00% 0,00%
Central Eólica JAU, S.A. São Paulo PwC 51,00% 51,00% 51,00% 51,00%
Central Eólica Jerusalém I, S.A. São Paulo n.a. 100,00% 100,00% 100,00% 100,00%
Central Eólica Jerusalém II, S.A. São Paulo n.a. 100,00% 100,00% 100,00% 100,00%
Central Eólica Jerusalém III, S.A.
Central Eólica Jerusalém IV, S.A.
São Paulo
São Paulo
n.a.
n.a.
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
100,00%
Central Eólica Jerusalém V, S.A. São Paulo n.a. 100,00% 100,00% 100,00% 100,00%
Central Eólica Jerusalém VI, S.A. São Paulo n.a. 100,00% 100,00% 100,00% 100,00%
Central Eólica Monte Verde I, S.A. Lagoa Nova n.a. 100,00% 100,00% 100,00% 100,00%
Central Eólica Monte Verde II, S.A. Lagoa Nova n.a. 100,00% 100,00% 100,00% 100,00%
Central Eólica Monte Verde III, S.A. Lagoa Nova n.a. 100,00% 100,00% 100,00% 100,00%
Central Eólica Monte Verde IV, S.A. Lagoa Nova n.a. 100,00% 100,00% 100,00% 100,00%
Central Eólica Monte Verde V, S.A. Lagoa Nova n.a. 100,00% 100,00% 100,00% 100,00%
Central Eólica Monte Verde VI, S.A. Lagoa Nova n.a. 100,00% 100,00% 0,00% 0,00%
Central Eólica SRMN I, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Central Eólica SRMN II, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
2019 2018
COMPANY HEAD
OFFICE
AUDITOR % OF
CAPITAL
% OF
VOTING
RIGHTS
% OF
CAPITAL
% OF
VOTING
RIGHTS
Central Eólica SRMN III, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Central Eólica SRMN IV, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Central Eólica SRMN V, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Central Nacional de Energia Eólica, S.A. São Paulo PwC 51,00% 51,00% 51,00% 51,00%
Central Solar Pereira Barreto I, S.A. Pereira Barreto n.a. 100,00% 100,00% 100,00% 100,00%
Central Solar Pereira Barreto II, S.A. Pereira Barreto n.a. 100,00% 100,00% 100,00% 100,00%
Central Solar Pereira Barreto III, S.A. Pereira Barreto n.a. 100,00% 100,00% 100,00% 100,00%
Central Solar Pereira Barreto IV, S.A. Pereira Barreto n.a. 100,00% 100,00% 100,00% 100,00%
Central Solar Pereira Barreto V, S.A. Pereira Barreto n.a. 100,00% 100,00% 100,00% 100,00%
Elebrás Projetos, S.A. São Paulo PwC 51,00% 51,00% 51,00% 51,00%
Jerusalém Holding, S.A. São Paulo n.a. 100,00% 100,00% 0,00% 0,00%
Monte Verde Holding, S.A. São Paulo n.a. 100,00% 100,00% 0,00% 0,00%
SRMN Holding, S.A. São Paulo PwC 100,00% 100,00% 100,00% 100,00%
Colombia
Eolos Energías, S.A.S. E.S.P. Bogotá n.a. 100,00% 100,00% 0,00% 0,00%
Vientos del Norte, S.A.S. E.S.P. Bogotá n.a. 100,00% 100,00% 0,00% 0,00%
ASIA GEOGRAPHY / PLATFORM:
Japan
EDPR Japan Godo Kaisha Tokyo n.a. 100,00% 100,00% 0,00% 0,00%

The main financial indicators of the jointly controlled companies included in the consolidation under the equity method as at 31 December 2019, are as follows:

COMPANY SHARE
CAPITAL
HEAD OFFICE AUDITOR % OF CAPITAL % OF VOTING
RIGHTS
Ceprastur, A.I.E. € 360.607 Oviedo n.a. 56,76% 56,76%
Compañía Eólica Aragonesa, S.A. € 6.701.165 Zaragoza PwC 50,00% 50,00%
Desarrollos Energéticos Canarios, S.A. € 37.564 Las Palmas n.a. 49,90% 49,90%
Desarrollos Energéticos del Val, S.L. € 137.070 Soria n.a. 25,00% 25,00%
Evolución 2000, S.L. € 117.994 Albacete PwC 49,15% 49,15%
Sistemas Eólicos Tres Cruces, S.L. € 50.000 Soria n.a. 25,00% 25,00%
Éoliennes en Mer Dieppe - Le Tréport, S.A.S. € 31.436.000 Bois Guillaume EY 29,50% 29,50%
Éoliennes en Mer Îles d'Yeu et de Noirmoutier, S.A.S. € 36.376.000 Nantes EY 29,50% 29,50%
Les Eoliennes en Mer Services, S.A.S. € 40.000 Courbevoie EY 100,00% 29,50%
Les Eoliennes Flottantes du Golfe du Lion, S.A.S. € 40.000 Montpellier EY 35,00% 35,00%
Windplus, S.A. € 1.250.000 Lisboa PWC 54,40% 54,40%
Moray East Holdings Limited £ 10,000,000 London PwC 33,30% 33,30%
Moray Offshore Windfarm (East) Limited £ 10,000,000 London PwC 100,00% 33,30%
Moray Offshore Windfarm (West) Limited £ 1,000 London PwC 100,00% 67,00%
Moray West Holdings Limited £ 1,000 London PwC 67,00% 67,00%
2018 Vento XIX LLC \$ 483.122.053 Delaware PwC 20,00% 20,00%
2019 SOL III LLC \$ 246.422.986 Delaware PwC 100,00% 50,00%
2019 SOL IV LLC \$ 0 Delaware PwC 100,00% 50,00%
Flat Rock Windpower LLC \$ 536,426,287 Delaware PwC 50,00% 50,00%
Flat Rock Windpower II LLC \$ 211,171,187 Delaware PwC 50,00% 50,00%
Goldfinger Ventures II LLC \$ 208.565.999 Delaware n.a. 50,00% 50,00%
Goldfinger Ventures LLC \$ 154.978.239 Delaware n.a. 50,00% 50,00%
Mayflower Wind Energy LLC \$ 159.000.000 Delaware n.a. 50,00% 50,00%
Meadow Lake Wind Farm VI LLC \$ 273.341.071 Delaware PwC 100,00% 20,00%
Nine Kings Wind Farm LLC \$ \$ 0 Delaware n.a. 50,00% 50,00%
Prairie Queen Wind Farm LLC \$ 191,095,968 Delaware PwC 100,00% 20,00%
Solar Ventures Acquisition LLC \$ 0 Delaware n.a. 50,00% 50,00%
Sun Streams LLC \$ 333,609,989 Delaware PwC 100,00% 50,00%
Sunshine Valley Solar LLC \$ 208.520.098 Delaware PwC 100,00% 50,00%
Windhub Solar A LLC \$ 37.902.128 Delaware PwC 100,00% 50,00%
Nation Rise Wind Farm GP Inc. CAD 1,276 British Columbia n.a. 25,00% 25,00%
Nation Rise Wind Farm Limited Partnership CAD 62,024,174 Ontário n.a. 25,00% 25,00%
Korean Floating Wind Power Co., Ltd. KRW 10.000.000 Seoul n.a. 61,25% 61,25%

The main financial indicators of the jointly controlled companies included in the consolidation under the equity method as at 31 December 2018, are as follows:

COMPANY SHARE CAPITAL HEAD OFFICE AUDITOR % OF CAPITAL % OF VOTING
RIGHTS
Ceprastur, A.I.E. € 360.607 Oviedo n.a. 56.76% 56.76%
Compañía Eólica Aragonesa, S.A. € 6.701.165 Zaragoza PwC 50.00% 50.00%
Desarrollos Energéticos Canarios, S.A. € 37.564 Las Palmas n.a. 49.90% 49.90%
Éoliennes en Mer Dieppe - Le Tréport, S.A.S. € 31.436,00 Dieppe EY 29.50% 29.50%
Éoliennes en Mer Îles d'Yeu et de Noirmoutier, S.A.S. € 36.376,00 Nantes EY 29.50% 29.50%
Evolución 2000, S.L. € 117.994 Albacete PwC 49.15% 49.15%
Les Eoliennes en Mer Services, S.A.S. € 40.000 Courbevoie EY 100.00% 29.50%
Les Eoliennes Flottantes du Golfe du Lion, S.A.S. € 40.000 Montpellier EY 35.00% 35.00%
Windplus, S.A. € 1.250,00 Lisboa PWC 54.40% 54.40%
MacColl Offshore Windfarm Limited £ 1 Cardiff n.a. 100.00% 33.30%
Moray East Holdings Limited £ 10,000,000 London PwC 33.30% 33.30%
Moray Offshore Windfarm (East) Limited £ 10,000,000 Cardiff PwC 100.00% 33.30%
Moray Offshore Windfarm (West) Limited £ 1,000 London PwC 100.00% 67.00%
Moray West Holdings Limited £ 1,000 London PwC 67.00% 67.00%
Stevenson Offshore Windfarm Limited £ 1 Cardiff n.a. 100.00% 33.30%
Telford Offshore Windfarm Limited £ 1 Cardiff n.a. 100.00% 33.30%
2018 Vento XIX LLC \$ 182,057,308 Delaware n.a. 100.00% 20.00%
Flat Rock Windpower LLC \$ 522,818,885 Delaware PwC 50.00% 50.00%
Flat Rock Windpower II LLC \$ 207,447,187 Delaware PwC 50.00% 50.00%
Mayflower Wind Energy LLC \$ 0 Delaware n.a. 50.00% 50.00%
Meadow Lake Wind Farm VI LLC \$ 95,277,580 Delaware n.a. 100.00% 20.00%
Nine Kings Wind Farm LLC \$ 0 Delaware n.a. 50.00% 50.00%
Prairie Queen Wind Farm LLC \$ 58,091,097 Delaware n.a. 100.00% 20.00%
Nation Rise Wind Farm GP Inc. CAD 0 British Columbia n.a. 25.00% 25.00%
Nation Rise Wind Farm Limited Partnership CAD 17,089,826 Ontário n.a. 25.00% 25.00%

The Associated Companies included in the consolidation under the equity method as at 31 December 2019, are as follows:

COMPANY SHARE CAPITAL HEAD OFFICE AUDITOR % OF CAPITAL % OF VOTING
RIGHTS
Aprofitament D'Energies Renovables de L'Ebre, S.L. € 14,933,030 Barcelona Jordi Guilera Valls 13,29% 13,29%
Biomasas del Pirineo, S.A. € 454,896 Huesca n.a. 30,00% 30,00%
Desarrollos Eólicos de Canarias, S.A. € 1,817,130 Gran Canaria PwC 44,75% 44,75%
Parque Eólico Belmonte, S.A. € 120,400 Madrid KPMG 29,90% 29,90%
Parque Eólico Sierra del Madero, S.A. €7,193,970 Madrid KPMG 42,00% 42,00%
Solar Siglo XXI, S.A. € 80,000 Ciudad Real n.a. 25,00% 25,00%
Dunkerque Éoliennes en Mer, S.A.S. € 10,000 Montpellier n.a. 32,00% 32,00%
Frontier Beheer Nederland, B. V. € 1,000 Zwolle n.a. 30,00% 30,00%
Frontier, C.V. € 1,000 Zwolle n.a. 30,00% 30,00%
Solar Works! B.V. € 2,089 Rotterdam RSM Global 20,19% 20,19%
Blue Canyon Windpower LLC \$ 63,851,000 Texas PWC 25,00% 25,00%

The Associated Companies included in the consolidation under the equity method as at 31 December 2018, are as follows:

COMPANY SHARE CAPITAL HEAD OFFICE AUDITOR % OF CAPITAL % OF VOTING
RIGHTS
Aprofitament D'Energies Renovables de L'Ebre, S.L. € 3,870,030 Barcelona Jordi Guilera Valls 13.29% 13.29%
Biomasas del Pirineo, S.A. € 454,896 Huesca n.a. 30.00% 30.00%
Desarrollos Eólicos de Canarias, S.A. € 1,817,130 Gran Canaria PwC 44.75% 44.75%
Parque Eólico Belmonte, S.A. € 120,400 Asturias EY 29.90% 29.90%
Parque Eólico Sierra del Madero, S.A. €7,193,970 Soria EY 42.00% 42.00%
Solar Siglo XXI, S.A. € 80,000 Ciudad Real n.a. 25.00% 25.00%
Solar Works! B.V. € 2,089 Rotterdam n.a. 20.19% 20.19%
Blue Canyon Windpower LLC \$ 35,309,480 Texas PWC 25.00% 25.00%

ANNEX 2

GROUP ACTIVITY BY OPERATING SEGMENT

Operating Segment Information for the years ended 31 December 2019

THOUSAND EUROS EUROPE NORTH
AMERICA
BRAZIL SEGMENTS
TOTAL
Revenues
Income from institutional partnerships in U.S. wind farms
924,828
-
650,835
181,570
74,180
-
1,649,843
181,570
924,828 832,405 74,180 1,831,413
Other operating income
Supplies and services
Personnel costs and Employee benefits expenses
Other operating expenses
246,430
-157,754
-29,016
-70,919
-11,259
50,352
-148,252
-63,294
-56,685
-217,879
88,263
-15,345
-2,682
-5,484
64,752
385,045
-321,351
-94,992
-133,088
-164,386
Gross operating profit 913,569 614,526 138,932 1,667,027
Provisions
Amortisation and impairment
Operating profit
-1,229
-254,246
658,094
-
-316,897
297,629
-8
-15,703
123,221
-1,237
-586,846
1,078,944
Share of profit of associates 3,680 -297 - 3,383
Assets 5,530,854 9,016,481 340,888 14,888,223
Liabilities 321,225 1,497,315 32,397 1,850,937
Operating Investment 258,381 31,663 866,711 1,156,755

Note: The Segment "Europe" includes: i) revenues in the amount of 373,829 thousand of Euros from Spanish companies; ii) assets from Spanish companies in the amount of 2,437,701 thousands of Euros.

Reconciliation between the Segment Information and the Financial Statements

THOUSAND EUROS
Revenues of the Reported Segments 1,649,843
Revenues of Other Segments 49,077
Elimination of intra-segment transactions -56,791
Revenues of the EDPR Group 1,642,129
Gross operating profit of the Reported Segments 1,667,027
Gross operating profit of Other Segments -17,100
Elimination of intra-segment transactions -1,894
Gross operating profit of the EDPR Group 1,648,033
Operating profit of the Reported Segments
Operating profit of Other Segments
1,078,944
Elimination of intra-segment transactions -19,451
-4,321
Operating profit of the EDPR Group 1,055,172
Assets of the Reported Segments 14,888,223
Not Allocated Assets 1,555,540
Financial Assets 578,827
Tax assets 393,370
Debtors and other assets 583,343
Assets of Other Segments 42,621
Elimination of intra-segment transactions 1,206,269
Assets of the EDPR Group 17,692,653
Investments in joint ventures and associates 460,185
Liabilities of the Reported Segments 1,850,937
Not Allocated Liabilities 1,382,027
Financial Liabilities -
Institutional partnerships in U,S, wind farms 355,484
Tax liabilities 517,503
Payables and other liabilities 509,040
Liabilities of Other Segments 17,820
Elimination of intra-segment transactions 6,107,169
Liabilities of the EDPR Group 9,357,953
Operating Investment of the Reported Segments 1,156,755
Operating Investment of Other Segments 51,882
Operating Investment of the EDPR Group 1,208,637
THOUSAND EUROS TOTAL OF THE
REPORTED SEGMENTS
OTHER
SEGMENTS
ELIMINATION OF
INTRA-SEGMENT
TRANSACTIONS
TOTAL OF THE
EDPR GROUP
Income from institutional partnerships in U.S. wind farms 181,570 - - 181,570
Other operating income 385,045 14,948 -313 399,680
Supplies and services -321,351 -29,375 41,694 -309,032
Personnel costs and Employee benefits expenses -94,992 -35,087 -614 -130,693
Other operating expenses -133,088 -16,289 147,842 -1,535
Provisions -1,237 - 1 -1,236
Amortisation and impairment -586,846 -2,350 -2,429 -591,625
Share of profit of associates 3,383 -607 616 3,392

Operating Segment Information for the years ended 31 December 2018

THOUSAND EUROS EUROPE NORTH
AMERICA
BRAZIL SEGMENTS
TOTAL
Revenues 890,824 577,841 49,968 1,518,633
Income from institutional partnerships in U.S. wind farms - 185,171 - 185,171
890,824 763,012 49,968 1,703,804
Other operating income 29,598 148,401 1,803 179,802
Supplies and services -174,134 -160,354 -12,937 -347,425
Personnel costs and Employee benefits expenses -28,563 -58,236 -1,725 -88,524
Other operating expenses -64,936 -58,407 -4,568 -127,911
-238,035 -128,596 -17,427 -384,058
Gross operating profit 652,789 634,416 32,541 1,319,746
Provisions -616 284 - -332
Amortisation and impairment -252,808 -273,259 -13,478 -539,545
Operating profit 399,365 361,441 19,063 779,869
Share of profit of associates 4,510 -1,879 - 2,631
Assets 6,778,866 8,406,589 531,173 15,716,628
Liabilities 446,098 1,212,938 146,693 1,805,729
Operating Investment 349,467 756,800 163,926 1,270,193

Note: The Segment "Europe" includes: i) revenues in the amount of 373,575 thousands of Euros from Spanish companies; ii) assets from Spanish companies in the amount of 2,922,616 thousands of Euros.

Reconciliation between the Segment Information and the Financial Statements

THOUSAND EUROS
Revenues of the Reported Segments 1,518,633
Revenues of Other Segments 26,900
Elimination of intra-segment transactions -34,010
Revenues of the EDPR Group 1,511,523
Gross operating profit of the Reported Segments 1,319,746
Gross operating profit of Other Segments -15,592
Elimination of intra-segment transactions -4,239
Gross operating profit of the EDPR Group 1,299,915
Operating profit of the Reported Segments 779,869
Operating profit of Other Segments -16,278
Elimination of intra-segment transactions -9,893
Operating profit of the EDPR Group 753,698
Assets of the Reported Segments 15,716,628
Not Allocated Assets 1,733,789
Financial Assets 947,357
Tax assets 234,016
Debtors and other assets 552,416
Assets of Other Segments 33,019
Elimination of intra-segment transactions
Assets of the EDPR Group
55,274
17,538,710
Investments in joint ventures and associates 348,725
1,805,729
Liabilities of the Reported Segments
Not Allocated Liabilities
6,717,625
Financial Liabilities 3,649,985
Institutional partnerships in U,S, wind farms 2,231,249
Tax liabilities 549,858
Payables and other liabilities 286,533
Liabilities of Other Segments 22,810
Elimination of intra-segment transactions 870,142
Liabilities of the EDPR Group 9,416,306
Operating Investment of the Reported Segments 1,270,193
Operating Investment of Other Segments 4,597
Operating Investment of the EDPR Group 1,274,790
THOUSAND EUROS TOTAL OF THE
REPORTED
SEGMENTS
OTHER
SEGMENTS
ELIMINATION OF
INTRA-SEGMENT
TRANSACTIONS
TOTAL OF THE
EDPR GROUP
Income from institutional partnerships in U.S. wind farms 185,171 - - 185,171
Other operating income 179,802 16,602 -4,452 191,952
Supplies and services -347,425 -26,945 29,053 -345,317
Personnel costs and Employee benefits expenses -88,524 -26,465 - -114,989
Other operating expenses -127,911 -5,684 5,170 -128,425
Provisions -332 - - -332
Amortisation and impairment -539,545 -687 -5,653 -545,885
Share of profit of associates 2,631 -872 -110 1,649

Index

2019 CONSOLIDATED MANAGEMENT REPORT

MESSAGE FROM THE CHAIRMAN 6
INTERVIEW WITH THE CEO 9
01 THE COMPANY
EDPR IN BRIEF 17
2019 IN REVIEW 26
ORGANISATION 29
02 STRATEGIC APPROACH
BUSINESS ENVIRONMENT 42
STRATEGY 52
RISK MANAGEMENT 56
03 EXECUTION
FINANCIAL CAPITAL 65
HUMAN CAPITAL 72
SUPPLY CHAIN CAPITAL 76
SOCIAL CAPITAL 78
NATURAL CAPITAL 81
DIGITAL CAPITAL 83
INNOVATION CAPITAL 87
SUSTAINABLE DEVELOPMENT GOALS 90
04 SUSTAINABILITY 95
05 CORPORATE GOVERNANCE 142
GLOSSARY 221

Message from the Chairman

RENEWABLE ENERGY IS AT THE CENTER OF THE ENERGY TRANSITION REVOLUTION

Dear Stakeholder,

Climate change is unequivocal and decarbonizing the economy in little less than thirty years needs to be at the top of everyone's agenda.

This commitment has been one of the core values of EDP's strategic agenda for more than a decade now. We have been part of the Dow Jones Sustainability Index (DJSI) since 2008, always with a leading position as one of the most sustainable companies in the world, having achieved the highest score ever this year.

At EDP we have a purpose: placing energy at the service of sustainability. And like many future-focused businesses, we will push for this with clear and demanding goals. EDP Group committed to actively contribute to the decarbonisation of the economy and to reduce, by 2030, CO2 emissions by 90% (compared to 2005), mainly through renewable energy sources' generation (more than 90%) and by becoming coal-free.

As early movers in renewables, we are today in a unique position to embrace the challenges of the future and lead the energy transition. Through the execution of a focused strategy, we created a leading global renewable energy company with an operating portfolio of more than 11 GW of wind onshore and solar assets, generating 30.0 TWh of clean energy and avoiding 19 mt of CO2 (2019).

2019 was a record year for EDP Renováveis. We secured 3.5 GW of projects to be installed by 2022, providing clear visibility on the execution of our strategic plan. We entered the Colombian market, EDP Renováveis' 14th market and the focal point for the business consolidation in Latin America, by securing two long-term contracts for wind onshore projects. We reinforced EDP Group's strategy for universal access to sustainable energy with an investment in Rensource, a company that develops and manages decentralized solar energy systems in Nigeria. We secured power purchase agreements for 200MW of energy produced in the United States, combining solar and energy storage systems to increase efficiency and provide greater balance in energy supply. This hybrid project showcases EDP's dedication to staying ahead of the curve through constant innovation.

In offshore wind, besides the development of the France and UK projects, we also secured a contract for 804MW in Massachusetts, United States. Furthermore, we agreed on a 50:50 joint-venture with Engie for a new exclusive investment vehicle that will combine industrial expertise and development capacity to create a worldwide top player.

Hence, our EBITDA totalled €1,648 million, exceeding our expectations and resulting in a Net Profit attributable to EDP Renováveis' shareholders of €475 million. As a result, the Board of Directors is recommending a dividend of €0.08 per share, corresponding to €69.8 million.

Last but not least, at EDP Group we are devoted not only to a greener future but also to a sustainable world for current and future generations. This is a commitment continuously reinforced by EDP Renováveis' more than 1500 employees, from 34 different countries, not only through safety, work-life balance and by guaranteeing gender equality, but also through best business practices and sustainability-related disclosure. EDP Renováveis was confirmed by the Top Employers Institute as one of the best companies to work for in Europe and is part of the FTSE4Good Index Series for 9 years in a row. Additionally, in January 2020, EDP Renováveis entered the Bloomberg Gender Equality Index. Recognising the company for its talent, leadership, industry net value and international operations, EDP Renováveis was also named Best Renewable Energy Provider in Spain in 2019 at the 8th edition of the International Finance Awards.

On behalf of EDP Renováveis Board of Directors, I would like to thank EDP Renováveis' stakeholders, especially our employees and management, for their focus on delivering a cost-competitive growth of our renewables portfolio while contributing to reach long-term climate targets.

I invite you to learn more about EDP Renováveis' operations in the pages of this report.

António Mexia Chairman of the Board of Directors

and and and the comments of the comments of the comments of the comments of the comments of the comments of the comments of the contribution of the contribution of the contri

JOãO MAINSO NETO
VICE-CHAIRMAN OF THE BOARD OF DIRECTORS & CEO

gr

IN 2019 EDPR PRESENTED A NEW BUSINESS PLAN FOR 2019-22 PERIOD. WHAT ARE THE KEY PILLARS OF THE STRATEGY

SELECTIVE GROWTH:

Solid value creation, investing in qualityprojects with predictable cash-flow stream

~ 7.0 GW cumulative build-out

SELF-FUNDING:

strategy enhanced by selling assets' stakes, crystalizing value and accelerate value creation

€8.0 bn of investments financed by sell-down & assets' cash flow

OPERATIONAL EXCELLENCE:

strategy supported by distinctive core competences & unique know-how

Core Opex/MW -1% CAGR 18-22 from efficient O&M strategy

... In a cost efficient sector ... .

'RENEWABLES IS ALREADY A COST-EFFECTIVE SOURCE of energy and is the future OF ENERGY PRODUCTION".

HOW CAN RENEWABLE ENERGY CONTINUE TO BE MORE COST-EFFECTIVE?

In terms of levelized cost, for example, wind onshore is 70% cheaper than 10 years ago. Today, wind onshore and solar are the most competitive energy sources;

Wind and solar will continue to be more efficient, namely with continuous technological progress, software development and optimisation, along with new ways of transportation, namely in wind, and storage, set to increase efficiency and provide greater balance in energy supply

۔۔۔ reaching Important achievements in 2019 ۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔۔

EDPR 2019 KEY ACHIEVEMENTS

3.5 GW OF PROJECTS AWARDED IN 2019

74% TARGET AS OF DEC-19

WHAT MEANS TO BE SUSTAINABLE?

We approach sustainability in an holistic concept meaning from environmental studies and analysis; employees and contractors safety; recycling with O&M strategy; work-life balance; gender equality; sustainability-related disclosures. Sustainable company by:

  • A. Strategy
  • B. Innovation
  • C. Gender equality
  • D. Social responsibility
  • E. Employees work-life balance
  • F. Governance

DIGITALISATION AND INNOVATION: THE ROLE TO LEAD IN THE NEW ERA

Digitalisation and Innovation are two words that form part of our day-to-day tasks. Although we work to create clean energy, we are constantly innovating and improving our digital facilities to become more efficient and produce better results.

Innovation: at EDPR we look at innovation in a holistic approach meaning that we have been developing offshore floating, blade lifter transport system, new battery storage, blockchain, for example, but also innovating in our daily processes and business, such as the way to create report and information flow, to sell-down strategy and customised PPAs.

Digitalisation: we are in a new digital transformation era. The company is analysing all processes and looking to automatise through digital instruments repetitive tasks that are time consuming.

Having the willingness and the proper environment to improve and to innovate is key to succeed in the business. At EDPR we are aware of the technological progress and preparing each employee to maximise the benefits of every tool available, be more efficient and consequently improve work-life balance.

FACING CHALLENGES

Strategy: continue to deliver profitable growth by optimising and innovate our operations from development to operations and maintenance, including combining technologies, differentiation EDPR from other competitors and adding value from our know-how and expertise

HR policy: continue with same level of employees commitment

.preparing the future today...

EDPR is leading the renewable sector and is positioned to take advantage of current and future growth opportunities

"I would like to thank all employees and stakeholders for the confidence and commitment that each day each one buts in EDPR"

innovation, in our-day-to-day activities,

and new technologies like we have done in windfloat and be prepared to maximise our know-how by combining

energy sources ( ... )

01

01 THE COMPANY

EDPR IN BRIEF 17
VISION, VALUES & COMMITMENTS 17
EDPR IN THE WORLD 18
BUSINESS DESCRIPTION 20
EDPR MAIN EVENTS 2019 21
STAKEHOLDERS FOCUS 22
SUSTAINABILITY ROADMAP 24
2019 IN REVIEW 26
KEY METRICS SUMMARY 26
SHARE PERFORMANCE 28
ORGANISATION 29
SHAREHOLDERS 29
GOVERNANCE MODEL 30
ORGANISATION STRUCTURE 34
INTEGRITY AND ETHICS 36

THE COMPANY I.I. EDPR IN BRIEF 1.1.1 Vision, Values & Commitments

VISION

A GLOBAL ENERGY PROVIDING COMPANY LEADER IN THE ENERGY TRANSITION TO CREATE SUPERIOR VALUE

VALUES

INNOVATION

With the aim of creating value in the many areas in which we operate.

SUSTAINABILITY

Aiming to improve the quality of life of current and future generations.

HUMANIZATION

Building genuine and trusting relationships with our employees, customers, partners and communities

COMMITMENTS

RESULTS

We fulfil the commitments that we embraced in the presence of our shareholders.

We are leaders due to our capacity of anticipating and implementing.

We demand excellence in everything that we do.

SUSTAINABILITY

We assume the social and environmental responsabilities that result from our performance thus contributing towards the development of the regions in which we operate.

We ensure the participatory, competent and honest governance of our business.

We avoid specific greenhouse gas emissions with the energy we produce.

CLIENTS

We place ourselves in our clients' shoes whenever a decision has to be made.

We listen to our clients and answer in a simple and clear manner.

We surprise our clients by anticipating their needs.

PEOPLE

We join conduct and professional rigour to enthusiasm and initiative, emphasizing team work.

We promote the development of skills and merit.

We believe that the balance between private and professional life is fundamental in order to be successful.

18

IN 2019 EDPR GENERATED 30.0 TWH AVOIDING THE EMISSIONS OF 19 MT OF CO2.

in July 2019 and which financial closing occurred in February 2020.

EDPR is a market leader with top quality assets in 14 countries and has 1,566 employees. The company manages a global portfolio of II.4 GW of installed capacity, has built 888 MW in 2019 and has 4.4 GW secured for 2020-22 period, as of December 2019.

europe

Spain

2,126 MVV operational + 89 MVV capacity secured

| 5,298 GWh generated

Portugal

| 1,164 MW operational + 279 MW capacity secured

| 3,160 GWh generated

France

| 53 MVV operational + 84 MW capacity secured

| 465 GWh generated

Belgium

10 MW capacity secured

69 GWh generated

Poland

418 MVV operational + 365 MW capacity secured 1,098 GWh generated

Romania

521 MW operational

| 1,151 GWh generated

Italy

271 MW operational + 16 MW capacity secured

| 551 GWh generated

Greece

| 119 MW capacity secured

25 MW capacity secured (14 MW net for EDPR)

United States of America

804 MW capacity secured (402 MW net for EDPR)

DISMANTLING

• Once wind farms and solar plants reach the end of useful life (30-35 years), there is a process of land restoration and proper treatment of the wastes generated.

DATA ANALYSIS

• Monitor real-time operational data, analyse performance and identify opportunities for improvement.

1.1.3

1.1.4

4 Main Events in 201

A

edpr recognised BY THE TOP EMPLOYERS INSTITUTE AS ONE OF THE BEST COMPANIES TO work for in europe IN 2019

hor

in its shareholders meeting, edpr ANNOUNCED THE payment of a gross DIVIDEND OF 0.07 EUROS PFR SHARF

edpr is a constituent of THE FTSE4GOOD INDEX SERIES for 9 years in a row

edpr secured two 15-YEAR PPA WIND CONTRACTS FOR 492 MW IN COLOMBIA

Dec

edpr is awarded long-term cfd for 33 MW OF WIND AT greek energy auction

FDPR SIGNS A BUILD & transfer agreement FOR A 102 MW WIND FARM PROJECT IN THE us state of indiana

al

Aur

EDPR ANNOUNCES AN €800 MILLION ASSET ROTATION DEAL FOR wind farms in France spain, portugal and BEI GIUM

edpr secured a ppa for

edpr signed a build & TRANSFER AGREEMENT FOR A 302 MW WIND FARM PROJECT IN THE US

Det

edpr reinforces its A2E STRATEGY TO PROMOTE ACCESS TO SUSTAINARI F ENERGY BY INVESTING in rensource which DEVELOPS AND MANAGES decentralized solar energy systems in nigeria

fak

edpr enters the us STATE OF COLORADO THROUGH A 104 MW PPA FOR A NEW WIND ENERGY PROJECT

Mar

EDPR AND ENGIE announce the creation A CO-CONTROLLED 50/50 joint-venture in fixed AND FLOATING OFFSHORE wind

kup

edpr is awarded with 142 MW OF SOLAR ENERGY in portugal

Det

edpr.secured a 200 MW PPA FOR A new solar project in the us

188

EDPR IS AWARDED LONG-TERM CFD FOR 307 MW OF WIND AT POLISH ENERGY AUCTION

Mar

ede group presented its strategic update 2019-2022

EDPR'S MORAY EAST project named emea WIND DEAL OF THE YEAR 2018, BEING RECOGNISED AS A PIONEERING OFFSHORE PROJECT

Sam edpr secured a ppa

100 MW IN MEXICO

lict

EDPR JOINT VENTURE PROPOSAL WINS MASSACHUSETTS OFFSHORE WIND contract

Mar

edpr.finters.its 14" global MARKET THROUGHAWIND energy project in COLOMBIA WITH A TOTAL OF 492 MW

21

edpr secures a ppa in the us for its first large scale renewable project with storage TO SELL 100 MW OF SOLAR ENERGY AND 30 MW OF ENERGY STORAGE

Sap

edpr has been RECONFIRMED FOR INCLUSION IN THE ETHIBEL PIONEER AND ETHIBEL EXCELLENCE INVESTMENT REGISTERS

edpr secures a ppa FOR A NEW WIND FARM in brazil

1.1.5 STAKEHOLDER FOCUS

Generating, monitoring and maintaining commitments is considered one of the most important aspects of stakeholder relationship management for successful project performance. Within the framework of the SDG Compass and EDP Group policies, EDPR continues its commitment to generate, maintain and improve a transparent and trustworthy dialogue with its stakeholder groups, in order to provide value for both them and the company. In this sense, appropriate monitoring of stakeholder groups assists in decision-making and in obtaining additional, accurate information that allows the company to fulfil its commitments to them.

EDPR's stakeholders in 2019 are represented by the groups shown in the following diagram:

EDPR's interaction commitments are consistent with those of EDP Group: Comprehend, Communicate, Collaborate and Trust. These four pillars formed the basis of EDP's 2019 objectives regarding stakeholder relationship management.

In 2019, following the precedent set in previous years, the Stakeholder Management Plan's methodology was established through three main elements: 1) The Stakeholder Steering Committee led strategy, planning and control. The Committee was composed of leaders from different functions across the company who share a strong strategic vision and have direct contact with various stakeholders; 2) The Stakeholder Working Group, a more operational team, was in charge of implementing policies and procedures; 3) A digital customer relationship management (CRM) tool provided an informed and systematic approach to a results-driven, comprehensive model.

ENERGY ANNUAL REPORT EDPR 2019 146

Transparency, integrity, respect and ethics:

strong, meaningful and lasting relationship.

Trust

Inform, listen and respond:

Communicate

values like transparency, integrity and mutual respect.

One of the comapny's beliefs is the importance of a trustworthly relationship with the stakeholders in establishing stable, long-term relationships. These relationships with the stakeholders are based on

Committed in promoting a two-way dialogue with stakeholders through information and consulting initiatives is a part of EDPR's objective. This can be attainable by listening, informing and responding to stakeholders in a consistent, clear, rigorous and transparent manner, resulting in a

MAIN COMMUNICATION CHANNELS

Integrate, share, cooperate and report:

Collaborate

Include, identify and prioritise:

Comprehend

in the decisions that directly impact them.

EDPR aims to collaborate with stakeholders by building strategic

EDPR regularly identifies the stakeholders that influence the Company and works to analyse and understand their expectations and interests

Communication channels are used to build and consolidate collaboration, understanding and trust, making them essential to the effective management of stakeholder relationships. For almost all stakeholders, the most widely used and highly rated types of communication continue to be emails, phone calls, meetings and events. Another preferred communication channel is EDPR's website, particularly for stakeholders within the area of finance, such as banks, analysts and investors. Each group of stakeholders is allocated a specific communication channel tailored to their needs, which is central to maintaining good relationships. Through a combination of these channels, the Stakeholders Global Survey and interviews, EDPR can accurately identify each stakeholder's perceptions, expectations, value drivers and behaviours. This allows the company to continue improving communication and strengthening relationships between various groups of stakeholders.

STAKEHOLDERS SUPPORT

Carrying out appropriate monitoring of stakeholders allows EDPR to adapt its strategies to increase stakeholder involvement, by modifying its tactics and plans for getting them involved. After having properly identified the stakeholder groups with which the company maintains a close relationship, EDPR has established a series of criteria that helps the company to classify, analyse, evaluate and readjust its relationships based on real business interests. Studying the link between variables such as power, impact, legitimacy/visibility and urgency has allowed the company to identify the expectations and demands of stakeholders and integrate them into organisational strategy.

2019 MILESTONES

For many years, EDPR has actively listened to and established dialogue with its various stakeholder groups in order to understand their needs. Accordingly, throughout 2019 EDPR defined and implemented different lines of action that further encouraged dialogue, satisfied demands and expectations. And that also have allowed to generate and improve its engagement with stakeholders. The company has also integrated various new initiatives into its strategy, including awareness campaigns, ad hoc individual communication plans and action protocols, among other measures that help it to responsibly manage dialogue with stakeholders.

At a global level, Sustainability is framed by 17 Sustainable Development Goals defined by the United Nations for the 2015-2030 horizon. In the development of its commitments, EDPR will guide its contributions by 2030 in eight of the seventeen Sustainable Development Goals.

UNITED NATIONS SUSTAINABLE
DEVELOPMENT GOALS (SDGs)
SUSTAINABILITY ROADMAP
STRATEGIC LINES (2019-22)
SUSTAINABILITY ROADMAP
INDICATORS (2019-22)
EXECUTION 2019
MPACT
DIRECT I
Maintain the rate of female
employees
> 30% of female employees 30% of female employees
Foster universal access
to sustainable
energy (A2E)
€20m investment €4.9m invested in A2E
Support local communities
in their social development
€8m investment €2.2m in social investment
Ensure a high participation
in voluntary actions
20% employees
participating
in volunteering activities
26% employees
participating
in volunteer activities
Implement digital
transformation plan
promoting digital skills
100% employees
participating
in digitalisation trainings
51% employees
participating
in digitalisation trainings

* CALCULATION BASED ON 2018YE INSTALLED CAPACITY. EDPR CERTIFIES THE FACILITIES THE YEAR AFTER THE COD (COMMERCIAL OPERATING DATE). THUS, THE FACILITIES THAT HAVE ENTERED INTO OPERATION IN 2019 WILL BE CERTIFIED IN 2020.

1.2.2 SHARE PERFORMANCE

EDPR has 872.3 million shares listed and admitted to trading in NYSE Euronext Lisbon. On December 31st 2019, EDPR had a market capitalisation of €9.2 billion, above the €6.8 billion at previous yearend, and equivalent to €10.50 per share. In 2019 total shareholder return was +36%, considering the dividend paid on May 10th of €0.07 per share.

Indexed EDPR Share Performance vs. PSI20 & SX6E

EDPR PSI 20 SX6E

EDPR IN CAPITAL MARKETS 2019 2018 2017 2016 2015
Opening Price (€) 7.78 6.97 6.04 7.25 5.40
Minimum Price (€) 7.72 6.78 5.71 5.70 5.30
Maximum Price (€) 10.50 9.17 7.20 7.28 7.25
Closing Price (€) 10.50 7.78 6.97 6.04 7.25
Market Capitalisation (€ Millions) 9,159 6,782 6,077 5,265 6,324
Total Traded Volume: Listed & OTC (Millions) 162.72 209.59 421.94 291.07 289.22
…of which in Euronext Lisbon (Millions) 36.24 44.01 101.63 103.50 109.67
Average Daily Volume (Millions) 0.64 0.82 1.65 1.13 1.13
Turnover (€ Millions) 1,502.80 1,587.12 2,744.04 1,828.34 1,824.08
Average Daily Turnover (€ Millions) 5.89 6.22 10.76 7.11 7.13
Rotation of Capital (% of Total Shares) 19% 24% 48% 32% 33%
Rotation of Capital (% of Floating Shares) 107% 107% 215% 141% 148%
Total Shareholder Return 36% 12% 16% -16% 35%
Share Price Performance 35% 12% 15% -17% 34%
PSI 20 10% -12% 15% -12% 11%
Dow Jones Eurostoxx Utilities 22% 0% 16% -8% -5%

EDPR's main events in 2019

  • 1 01-Feb EDPR signs a Build & Transfer agreement for a 102 MW in the US 2 12-Feb EDPR secures a 104 MW PPA for a new wind farm in the US
  • 3 12-Mar EDPR announces 2019-22 Strategic Update
  • 4 11-Apr EDPR Annual Shareholders Meeting
  • 5 23-Apr EDPR announces €0.8bn Asset Rotation for EU wind farms &
  • announces 1Q19 Operational data 6 08-May EDPR announces 1Q 2019 Results Report (EDPR ex-dividend
  • date (€0.07 per share))
  • 7 21-May EDPR announces a MoU with ENGIE, to create a 50:50 jointventure for offshore wind 8 20-Jun EDPR reaches a PPA agreement for its first renewable project
  • with storage system in the US
  • 9 03-Jul EDPR is awarded long-term CfD for 30 MW of wind at Greek auction 10 08-Jul EDPR secures PPA for 126 MW in Brazil
  • 11 29-Jul EDPR announces R\$ 1.2bn Asset Rotation transaction for
  • Brazilian wind farms 12 30-Jul EDPR concludes €808m asset rotation deal for wind farms in Europe
  • 13 07-Aug EDPR secures a new PPA for Sonrisa solar project with storage system in the US
  • 14 30-Aug EDPR awarded with 142 MW of solar energy in Portugal 15 30-Sep EDPR secures a new PPA for 100 MW in MX & establishes new
  • TE structure for 405 MW in the US
  • 16 23-Oct EDPR enters the Colombian market with two 15-year PPA wind contracts
  • 17 24-Oct EDPR signs a Build & Transfer agreement for a 302 MW wind farm project in the US
  • 18 25-Oct EDPR secures a 200 MW PPA for a new solar project in the US 19 29-Oct EDPR expands its US solar base securing 50% stake in a
  • portfolio of 278 MW 20 30-Oct EDPR JV proposal wins Massachusetts offshore wind contract
  • 21 28-Nov EDPR secures a PPA for a new wind farm in Brazil
  • 22 18-Dec EDPR is awarded long-term CfD for 33 MW of wind at Greek energy auction
  • 23 19-Dec EDPR is awarded long-term CfD for 307 MW of wind at Polish energy auction

1.3 ORGANISATION

1.3.1 SHAREHOLDER STRUCTURE

EDPR shareholders are spread across more than 20 countries, being EDP the main shareholder.

EDPR total share capital is, since its initial public offering (IPO) in June 2008, composed of 872,308,162 shares issued with a nominal value of five euros each, fully paid. All these shares are part of a single class and series and are admitted to trading on the Euronext Lisbon regulated market.

MAJOR SHAREHOLDERS, THE EDP GROUP

The majority of the Company's share capital is owned by EDP Group, holding 82.6% of the share capital and voting rights, since the General and Voluntary Public Tender Offer closed in August 2017, where EDP Group increased by 5.03% its shareholding in EDPR's share capital and voting rights. EDP Group is a vertically integrated utility company, the largest generator, distributor and supplier of electricity in Portugal, has significant operations in electricity in Spain and is one of the largest private generation group in Brazil through its stake in Energias do Brasil. In the Iberian Peninsula, EDP is the third largest electricity generation company and one of the largest distributors of electricity. EDP has a worldwide relevant presence, being present in 16 countries and has close to 12,000 employees around the world. In 2019, EDP had an installed capacity of 26.7 GW, generating 66.7 TWh, of which 66% came from renewables. EDP is part of sustainability indexes (DJSI World and Europe), following its performance in the economic, social and environmental dimensions. Its holding company, EDP S.A. is a listed company whose ordinary shares are traded in the Euronext Lisbon since its privatisation in 1997.

OTHER SHAREHOLDERS

In October 2019, MFS notified EDPR that, in accordance with article 23 of the Royal Decree 1362/2007 and as a result of transactions hold on October 3rd, it crossed the 3% minimum threshold for qualified shareholding positions. MFS decreased its shareholding to 25,674,035 ordinary shares of EDPR, which corresponds to 2.943% of EDPR's share capital and 2.943% of the respective voting rights, therefore leaving its qualified share holding position in EDPR.

BROAD BASE OF INVESTORS

EDPR has an international base of investors. Excluding EDP Group, EDPR shareholders comprise more than 30,000 institutional and private investors spread worldwide. Within institutional investors, which represent about 94% of shareholder base (ex-EDP Group), investment funds are the major type of investor, followed by sustainable and responsible funds (SRI). EDPR is a member of several financial indexes that aggregate top performing companies for sustainability.

WORLDWIDE SHAREHOLDERS

EDPR shareholders are spread across 21 countries, being United States the most representative country, accounting for 25% of EDPR shareholder base (ex-EDP Group), followed by United Kingdom, France, Portugal and Luxembourg. In the Rest of Europe, the most representative countries are Switzerland , Sweden, Belgium and Spain.

Sharehoders (Ex-EDP) by Type

Sharehoders (Ex-EDP) by Country

1.3.2 GOVERNANCE MODEL

The organisation and functioning of EDPR corporate governance model aims to achieve the highest standards of corporate governance, business conduct and ethics referenced on the best national and international practices.

EDPR is a Spanish Company listed in a regulated stock exchange in Portugal, being the regulation of its corporate organisation subject to the Spanish law, but trying to parallelly also comply to the extent possible with the Portuguese recommendations contained in the Corporate Governance Code of the Instituto Português de Corporate Governance ("IPCG").

Considering the applicable guidelines as of this regulatory framework, EDPR's model was designed with the aim of ensuring a transparent and meticulous separation of duties and management by the same time that provides a specialisation in the supervision functions. As such, EDPR's governance structure is comprised by a General Shareholders' Meeting and a Board of Directors (BoD) that represents and manages the Company, which in accordance with the law and its Articles of Association has additionally set up three delegated Committees entirely composed its members: the Executive Committee, the Audit, Control and Related-Party Transactions Committee and the Nominations and Remunerations Committee.

Additionally, as detailed in the Corporate Governance chapter, with the purpose of adapting to the extent possible this structure to the Portuguese legislation, EDPR parallelly seeks to correspond it to the so-called "Anglo-Saxon" model set forth in the Portuguese Commercial Companies Code, in which the management body is a Board of Directors, and the supervision and control duties are of the responsibility of an Audit and Control Committee.

This structure and its functioning enable a fluent workflow between all levels of the governance model, as each of the delegated Committees shall report the decisions taken to the Board of Directors, and additionally all the Committees Members are also Members of the Board. Hence, this organisation allows Directors to receive the complete information at Board of Directors level in order to take the corresponding decisions, and all in all, ensuring in time and manner the access to all the information in order to appraise the performance, current situation and perspectives for the further development of the Company.

As exposed above, the governance model of EDPR was designed to ensure the transparent and meticulous separation of duties and the specialisation of supervision through the following structure of its governing bodies:

A) GENERAL SHAREHOLDERS' MEETING

The General Shareholders' Meeting is the body where the shareholders participate. Represents the Company with the full authority corresponding to its legal personality and has the power to deliberate, vote and adopt decisions, particularly on matters that the law and Articles of Association reserve for its decision and must be submitted for its approval.

B) BOARD OF DIRECTORS

The Board of Directors is the body that represents and administrates the Company under the broadest powers of management, supervision and governance with no limitations other than the responsibilities expressly and exclusively granted to the jurisdiction of the General Shareholders Meeting in the Company's Articles of Association or in the applicable law.

In line with the best corporate governance practices and in accordance with its Articles of Association, EDPR's Board of Directors shall consist of no less than 5 and no more than 17 members (including a Chairperson), who are elected for 3 years period and that may be re-elected for equal periods. EDPR Board of Directors is currently composed by 15 Board Members, 11 are non-executive, from which a total of 6 are also independent.

DELEGATED COMMITTEES OF THE BOARD OF DIRECTORS

As stated, EDPR BoD has set up three delegated Committees entirely composed by its members: the Executive Committee, the Audit, Control and Related-Party Transactions Committee and the Nominations and Remunerations Committee.

I) EXECUTIVE COMMITTEE

This is the delegated body of the Board of Directors entrusted to perform the daily management of the business. EDPR's Executive Committee is composed by the following members that are also "Consejeros Delegados Mancomunados".

The CEO, João Manso Neto, is empowered to ensure the daily management of the business and to coordinate the implementation of the BoD decisions and the Corporate and General Management functions, partially assigning those to the other executive officers.

The COO of Offshore, COO of Europe & Brazil and the COO of North America coordinate their platforms by developing, establishing and implementing the strategic plan for the renewable energy business, in accordance with the guidelines set by the BoD. They are also responsible for planning, organising and managing resources, controlling, measuring and improving the management of projects and subsidiary companies to achieve expected results to make EDPR a leader in the renewable energy sector in their respective platforms. The Chief Development Officer ("CDO") is responsible for the business development areas and for implementing processes to support business growth.

II) AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE

This is the specialised and delegated Committee of the BoD in charge of, among others, the appointment of the Company's auditors and the internal risk management and control systems, supervision of internal audits and compliance and ratification of transactions between EDPR and EDP and between its related parties, qualified shareholders, directors, key employees or his relatives and prepares an annual report on its supervisory activities. The Audit, Control and Related Party Transactions Committee consists of three (3) independent members: Acácio Piloto (who is the Chairman), Francisca Guedes de Oliveira and António Nogueira Leite.

III) NOMINATIONS AND REMUNERATIONS COMMITTEE

This is the specialised and delegated Committee of the Board of Directors in charge of, within others, the assistance and report to the Board about appointments, re-elections, dismissals, evaluation and remunerations of the Directors. Nominations and Remunerations Committee consists of three (3) independent members: António Nogueira Leite (who is the Chairman), Francisco Seixas da Costa and Conceição Lucas.

REMUNERATION POLICY

EDPR governance model is reinforced by an incentive structure with transparent remuneration through variable remuneration based on key performance indicators. The graphic below describes the remuneration policy.

NOTE: FOR THE COO NA AND COO EUROPE & BRAZIL, THESE KPIS WILL BE CALCULATED, FOR BOTH ANNUAL AND MULTI-ANNUAL COMPONENT, ON THE BASIS OF GROUP'S ACHIEVEMENT, WHICH HAS A WEIGHT OF 100%.

For further detailed information regarding the responsibilities and roles of the different social bodies, 2019 activity and the Company's up-to-date articles of association and regulations, please visit www.edpr.com.

1.3.3 ORGANISATION STRUCTURE

The organisation structure is designed to accomplish the strategic management of the company but also a transversal operation of all the business units, ensuring alignment with the defined strategy, optimising support processes and creating synergies.

ORGANISATIONAL MODEL PRINCIPLES

EDPR organisation model is organized around five main elements: a corporate center Holding, Onshore Europe & Brazil, Onshore North America, Offshore and New Geographies. Each platform includes different business units specialized in each of the country specificities.

The principles on which EDPR bases its organisational model is defined by the Executive Committee. These are a set of performance aspects that: define the characteristics of the relationships, grant the rights between EDPR Holding and the business units, and ensure optimal efficiency and value creation.

ACCOUNTABILITY
ALIGNMENT
Critical KPIs and span of control should be hierarchically aligned at project, country,
platform and holding level to endure accountability tracking, and to take advantage
of complementarities derived from end-to-end process vision.
CLIENT-SERVICE Corporate areas function as competence support centers and are internal service
providers to all business units for all geographical non-specific needs. Business
priorities and needs are defined by local businesses, and best practices are defined
and distributed by corporate units.
LEAN
ORGANISATION
Execution of activities at holding level are held only when significant value is derived,
coherently with defined EDPR holding role.
REINFORCE COLLEGIATE
DECISION MAKING
Ensure proper country-balance dynamics to ensure multiple-perspective challenge
across functions.
CLARITY AND
TRANSPARENCY
Platforms organizational models should remain similar, to allow for:
(1) Easy coordination, vertically (holding-platforms) and horizontally (across platforms);
(2) Scalability and replicability to ensure efficient integration of future growth.

EDPR HOLDING

EDPR Holding seizes value creation, through the dissemination of best practices in the organisation and the standardisation of corporate processes to the platforms and the business units to improve efficiency. The internal coordination model and interface with EDP Group impacts functions and responsibilities of both the company's processes and structure. The assignments of the main responsibilities and activities of EDPR Holding to fulfil their respective missions include:

  • Definition of internal structures;
  • Ensure a global budget and its periodic monitoring;
  • Manage the necessary human resources;
  • Provide appropriate management information;
  • Compete for a culture of excellence throughout the Group;
  • Integrate a risk management and compliance in each area of responsibility, ensuring the monitoring and effectiveness of controls.

-

-

-

-

EDPR PLATFORMS

The three platforms are defined as: Onshore Europe & Brazil, Onshore North America, Offshore & New Geographies.

  • EDPR Europe & Brazil Onshore platform: there are different business units where the company operates, namely Spain, Portugal, France/Belgium, Italy, Poland, Romania and Brazil.
  • EDPR North America Onshore platform: there are three business units that represent the operational regions in North America: United States of America, Mexico and Canada.
  • EDPR's Offshore & New Geographies platform: a MoU was signed in 2019 with Engie for the creation of a Joint Venture with EDPR that will grant the development of Wind Offshore projects, namely projects in UK, Portugal, France, Belgium, Poland, and the United States of America. This platform also grants EDPR's international business expansion in any geography where the company does not currently operate.

1.3.4 INTEGRITY AND ETHICS

Ethical behaviour is absolutely essential for the functioning of the economy. EDPR recognises its importance and complexity and is committed to address ethics and its compliance. But it is the employees' responsibility to comply with ethical obligations.

GOVERNANCE MODEL FOR ETHICS

Ethics are the cornerstone of EDPR strategy, to the extent that EDPR has a Code of Ethics, an Anti-Corruption Policy and a Compliance Policy that go beyond just defining the Company principles to be adopted, but also how employees and any other service provider working on behalf of EDPR should behave when dealing with the Company stakeholders. The Code of Ethics refers to principles of action that include compliance with legislation, integrity regarding matters such as bribery and corruption, respect for human and labour rights, transparency and corporate social responsibility, including its contribution to sustainable development and its responsibility for the economic, environmental and social impacts of its decisions and activities. In addition, the Code has its own regulation that defines a process and channel, open to all stakeholders, to report any potential claim or doubt on the application of the Code. The Ethics Ombudsperson is behind this communication channel, and is responsible for analysing and presenting to the Ethics Committee any potential ethical problem. The Code is communicated and distributed to all employees and interested parties, and complemented with tailored training sessions.

ETHICS

EDPR's Code of Ethics applies to all Company employees regardless of their position in the organisation and working location, and they all must comply with it. Suppliers should also comply with the Code of Ethics, and this is reflected in the procurement policies. The Ethics Ombudsperson plays an essential role in the ethics process. His role is to provide impartiality and objectivity in registering and documenting all complaints of ethical nature submitted to him. He monitors their progress and ensures that the identity of the complainants remains confidential, while entering into contact with them whenever appropriate, until the case is closed.

In 2019, there were three claims to the Ethics Ombudsperson through the Ethics Channel, none of them were considered a violation of EDPR`s Code of Ethics. The claims were distributed to the different responsible areas and were addressed.

The Code of Ethics has been widely circulated among employees through internal communications mechanisms, individual shipments, delivery to new employees, and intranet publishing. The Code of Ethics is also attached to the labour agreements of the new hires to their written acknowledgement when they join the Company. Likewise, in the Welcome Day Presentation organised every year for the new hires of EDPR, it is also explained the main contents of these documents, as well as the Ethics Channel, existence and functioning. This information is also published on the Intranet and Website of the Company.

In addition, to promote the alignment and compliance of the Company's ethical standards among its suppliers, any supplier working for EDPR should agree to EDP Supplier Code of Conduct and also the EDPR Code of Ethics.

ANTI-CORRUPTION

This Anti-Corruption Policy implies a series of procedures regarding the relationships of EDPR employees with external parties, namely the approval of certain actions regarding hospitality to and from external parties, donations, and sponsorships. Company Personnel and Transaction Partners are encouraged to raise concerns about any issue or suspicion of bribery or corruption at the earliest possible stage through the Compliance Channel. In 2019, no claims were submitted through the Compliance Channel related to Anti-Corruption issues.

The Anti-Corruption Policy is available at the Company's website and intranet, and it is also attached to the labour agreements of the new hires to their written acknowledgement when they join the Company. Likewise, in the Welcome Day Presentation, the main contents of these documents and its functioning are also explained.

Moreover, EDPR analyses all the new markets where it operates through a Market overview including Sustainability topics such as human rights, labour, environment and corruption. This study also evaluates the corruption risk. In addition, EDPR has a questionnaire related to the anti-corruption practices of the counterparts in the M&A processes was defined, in order to ensure that they are all aligned with EDPR's Anti-Corruption Policy.

CORPORATE COMPLIANCE

The implementation of a solid corporate culture of integrity and transparency has always been a priority for EDPR, structuring its supervision and monitoring, through a regulatory compliance conduct basis and through the adoption of ethical values and principles; both consolidated as central elements of its business model. In order to lead and manage the necessary measures and initiatives required to this implementation and its functioning, the Compliance Officer figure was created in 2016 in EDPR.

In this context, the Board of Directors of EDPR approved the Criminal and Legal Risk Prevention Model (Compliance Model) on December 2017 with the goal of promoting, establishing, developing and maintaining an adequate ethical business culture. The Compliance Model is constantly updated according to the most demanding national and international standards. This model includes a Compliance Channel, a tool to report any act that may involve the commission of a criminal offense or irregularity. In 2019, no claims were submitted through the Compliance Channel.

In June 2019, the Compliance Area was created to support and provide assistance to the Compliance Officer. The Compliance Area main responsibilities are promoting a culture of prevention based on the principle of "absolute rejection" towards the commission of illegal acts and fraud situations, guaranteeing the dissemination of the principles of the Compliance Model and managing the cases of complaints from employees or collaborators.

Among the activities performed during 2019 by the Compliance Area, it can be highlighted: 1) the review and update of the Spanish Compliance Model, as a result of a change of the Spanish Criminal Code. For this review, a third-party consultant was engaged to evaluate the criminal risk and review the associated controls in order to ensure the Spanish Compliance Model was reflecting the most current legal and organisational changes. 2) the development of an on-line Compliance training for EDPR Spain-based employees.

The main objectives of the training were to introduce employees to the fundamentals of Compliance, highlighting the importance of Compliance at EDPR and identifying the main criminal risks that EDPR could be potentially exposed in the exercise of its activity. As of December 31st, 2019, the Compliance training was completed by 363 employees, which represent the 73% of all staff based in Spain.

02

02 STRATEGIC APPROACH
BUSINESS ENVIRONMENT 42
RENEWABLE ENERGY IS A COST-EFFECTIVE WAY
TO FIGHT CLIMATE CHANGE 42
THE EVOLUTION OF RENEWABLES AROUND THE
WORLD IN 2019
44
SUPPORTIVE POLICY INSTRUMENTS 45
REGULATION OVERVIEW 46
STRATEGY 52
SELECTIVE GROWTH 53
SELF-FUNDING BUSINESS 54
OPERATIONAL EXCELLENCE 55
RISK MANAGEMENT 56

STRATEGIC APPROACH

2.1. BUSINESS ENVIRONMENT

2.1.1 RENEWABLE ENERGY IS A COST-EFFECTIVE WAY TO FIGHT CLIMATE CHANGE

2.1.1.1 THE NEED TO STRENGTHENING CLIMATE PLEDGES

According to the World Meteorological Organization (WMO)1, the year 2019 concludes a decade of exceptional heat, retreating ice, record sea levels and continued ocean acidification, driven by rising greenhouse gases from human activities. Average temperatures during the 2010- 2019 period are almost certain to be the highest on record, while 2019 has become the second warmest year since we have data according to the National Oceanic and Atmospheric Administration (NOAA) and NASA. In fact, average temperature in 20192 was around 1.1°C above the pre-industrial period.

Annual Report EDP 2019

In December 2015, virtually all Parties to the United Nations Framework Convention on Climate Change (UNFCCC) signed the so-called "Paris Agreement" to limit the rise in average temperature to "well below 2°C" and ideally 1.5°C by the end of the century. However, we are far from achieving the target. In fact, since the Paris Agreement, global carbon emissions have risen 4%3. In the absence of strengthen policies, latest projections from the UNEP Emissions Gap report conclude that global warming is expected to reach around 3.2°C at the end of the century, highlighting the substantial gap between the Paris Agreement's target and current pledges from the Governments. According to the

COP 25: key outcomes agreed at the UN climate talks in Madrid

The 2019's United Nations climate talks, known as COP 25, were held in Madrid (although under Chilean presidency) between the 2nd and the 15th of December. Despite the disappointment regarding the contents of the outcome (in particular the postponement of decisions regarding carbon market rules), several announcements made during the two-week conference indicated progress. The European Union, for example, committed to carbon neutrality by 2050, and 73 nations announced that they will submit an enhanced NDC5. Greater ambition for a cleaner economy was also evident at a regional and local level, with 14 regions, 398 cities, 786 businesses and 16 investors committing to achieve net-zero CO2 emissions by 2050.

1 PROVISIONAL STATEMENT ON THE STATE OF THE GLOBAL CLIMATE, RELEASED IN DECEMBER 2019

2 JANUARY TO OCTOBER 2019. SOURCE: WMO

3 ACCORDING TO THE GLOBAL CARBON PROJECT

report, we need to reduce emissions by 7.6% every year from 2020 to 2030 if we want to keep global warming below 2°C. The urgency of the challenge was also highlighted by the United Nations' IPCC1 in a landmark report2 published in 2018 in which the Panel warned that global warming could exceed the 1.5°C limit as soon as 2030, a threshold expected be catastrophic for people and ecosystems if crossed.

2020 is expected to be a crucial year for climate. Under the Paris Agreement all parties committed to, not only submitting Nationally Determined Contributions3 (NDCs) for cutting emissions, but also to enhance their pledges every 5-year period (starting in 2020) to reflect progress toward their highest possible ambition. Therefore, since the first round of NDCs pledged under the Paris Agreement proved to be insufficient to meet the targets, the 2020 NDC round will be crucial to address the climate threat, decarbonize our economies and achieve multiple Sustainable Development Goals4.

2.1.1.2 SCALING WIND AND SOLAR PV: IT'S TIME FOR ACTION

Climate science is consistently warning us that we are running out of time if we want to avoid the worst consequences of global warming. As stated above: unless global greenhouse gas emissions fall by 7.6% each year between 2020 and 2030, the world will miss the opportunity to get on track towards the 1.5°C temperature goal. The Emission Gap Report5 stresses the important role that energy (mostly electricity) will need to play in the much-needed decarbonization process. Although the report details different pathways to reduce emissions, it highlights an "easy win" decarbonization option that would rely on three pillars: i) a vast expansion of renewable electricity generation, ii) a smarter and much more flexible electricity grid and iii) a huge increase in the products and processes that run on electricity (in buildings, transport and industry).

Wind and Solar PV are expected to be the cornerstone of the energy transition. Not only these technologies are fully mature and affordable, they have also become increasingly competitive as their costs has rapidly declined (and keeps doing so). In most parts of the world, renewables have become the lowest-cost source of new power generation. Indeed, according to Bloomberg New Energy Finance (BNEF), around twothirds of the world's population now live in countries in which wind or solar PV are the lowest-cost ways of generating power. Therefore, although wind and solar PV are only generating around 8.5% of global electricity, they are expected to reach 48% of total electricity mix by 2050, according to BNEF estimates.

2 SPECIAL REPORT: GLOBAL WARMING OF 1.5°C, RELEASED IN OCTOBER 2018

3 NDC ARE PLEDGES MADE BY THE COUNTRIES IN THE PARIS AGREEMENT TO CONTRIBUTE TO THE ACHIEVEMENT OF THE LONG-TERM TEMPERATURE GOAL 4 AMONG OTHERS: AFFORDABLE AND CLEAN ENERGY, CLIMATE ACTIONS, SUSTAINABLE CITIES AND COMMUNITIES, NO POVERTY AND GOOD HEALTH AND WELL-BEING 5 RELEASED ON NOVEMBER 26, 2019 BY THE UNITED NATIONS ENVIRONMENT PROGRAMME (UNEP)

1 INTERGOVERNMENTAL PANEL ON CLIMATE CHANGE, WHICH IS UN'S BODY FOR ASSESSING THE SCIENCE RELATED TO CLIMATE CHANGE

2.1.2 THE EVOLUTION OF RENEWABLES AROUND THE WORLD IN 2019

European Green Deal: a new opportunity for wind and solar PV

The EU Commission presented on 11 December 2019 its "European Green Deal" which is an ambitious plan to achieve carbon neutrality by 2050 and reduce emissions up to 55% by 2030 (replacing the former 40% objective). These goals will be enshrined in a climate law, planned in March 2020.

Annual Report EDP 2019

The Green Deal in a comprehensive plan that covers different sectors including transport, energy, agriculture, buildings, textiles and construction among others. It also considers a carbon border tax, to be proposed in 2021, aimed at protecting the European industry against unfair competition from other countries that do not respect international climate targets. According to Goldman Sachs, utilities could absorb nearly half of the Green Deal investments, which, in their view, could trigger unprecedent earnings growth and regulatory stability.

Achieving these goals require a more robust renewables' strategy. On this basis, the Plan calls for a power sector largely based on renewable sources. The Plan's targets involve that by 2030, carbon-free power generation could reach 60-65% of the EU mix vs. 35% today.

Wind and Solar PV, which are the most mature and more competitive technologies, appear as the ones with more potential to play a fundamental role, and Goldman Sachs foresees that could represent 29% and 12% of the power generation mix in 2030 (vs. 12% and 4% today respectively). According to Bernstein's estimates, the 50-55% emissions reduction target by 2030 has the potential to increase wind and solar PV capacity by an additional 65-211 GW during the next decade1.

WIND

Global wind additions are likely to witness considerable growth in 20192, with analysts forecasting around 58-71 GW3 of new capacity, vs 51.3 GW in 2018. These figures, if confirmed, could represent the highest level of wind energy ever commissioned in a single year. This sharp increase is mainly explained by a positive year in China, North America and Europe, and, an outstanding growth in the offshore field.

China remained the undisputed world's wind power leader, adding around 26 GW of wind energy, according to the China Electricity Council, surpassing the 200 GW landmark of total installed capacity.

The US crossed in 2019 the 100 GW milestone, enough to power around 32 million American homes, according to AWEA4. Although no final data is available yet2, 2019 is expected to become the second-best year in history, with around 10 -11 GW of new wind capacity (vs 7.6 GW in 2018).

Europe added 4.9 GW of new wind energy capacity in the first half of 2019, according to figures released by Wind Europe. This data is particularly encouraging considering that wind installations are typically higher in the second half of the year, mainly due to the strongest activity in summer months, suggesting that total 2019 additions could surpass the 10 GW threshold. Although Germany is expected to deliver weak results in the onshore wind field, other markets, including the UK, Spain, Norway and Sweden, are expected to deliver outstanding results. Specifically, in Spain, the latest data5 of Red Eléctrica reveal that 1,634 MW of onshore wind farms had been connected in the first 11 months of 2019 (vs. only 392 MW in 2018 or 96 MW in 2017).

2019 was also the best year ever for offshore wind, with around 7.7 GW61of new installations connected all around the world, surpassing the previous record (4.7 GW) achieved in 2017. However, 2019 growth remained highly concentrated in China (around 2.6 GW), the UK (around 2.3 GW) and Germany (around 1.6 GW).

4 "US WIND INDUSTRY THIRD QUARTER 2019 MARKET REPORT" PUBLISHED BY THE AMERICAN WIND ENERGY ASSOCIATION (AWEA)

5 NOVEMBER 2019

1 DEPENDING ON MODELLED EFFICIENCY GAINS AND THE SHARING OF THE BURDEN BY OTHER SECTORS OF THE ECONOMY.

2 AT THE TIME OF PREPARATION OF THIS REPORT DATA FROM THE GLOBAL WIND ENERGY COUNCIL (GWEC), THE AMERICAN WIND ENERGY ASSOCIATION (AWEA) OR WIND EUROPE, HAVE NOT BEEN RELEASED.

3 EXPERTS CONSULTED INCLUDE: GWEC, IHS MARKIT, BLOOMBERG NEW ENERGY FINANCE, INTERNATIONAL ENERGY AGENCY AND WOOD MACKENZIE

6 ACCORDING TO BLOOMBERG NEW ENERGY FINANCE

SOLAR PV

2019 is expected to become a record year for solar PV, with analysts1 forecasting between 98 and 124 GW of new facilities connected, compared to the 97 GW installed in 20182.

China remains the largest market, despite a sharp slowdown of its yearly installations which are expected to decrease to 20-28 GW in 2019, from 44 GW in 2018. However, other countries in the region are expected to deliver good results, namely in India (around 9-10 GW), Vietnam (around 5 GW) or Australia (around 4-4.5 GW).

The US is expected to witness its best year on record in terms of solar PV additions, with around 13 GW installed in 2019 according to the Solar Energy Industries Association (SEIA). California clearly dominated the US solar market with around 26 GW of solar PV capacity installed, followed by North Carolina (5.6 GW), Arizona (3.9 GW), Texas and Florida (both 3.4 GW) according to latest SEIA's estimates.

In Latin America, Mexico remained the largest market for solar PV, with analysts forecasting between 2.6 and 3.3 GW, followed by Brazil with additions ranging 1.3-2.6 GW.

In Europe, 2019 was also the best year ever for solar PV. According to data provided by Solar Europe, 16.7 GW were connected, a 104% increase over the 8.2 GW installed in 2018. Spain was the most dynamic market with 4.7 GW installed, followed by Germany (4 GW), the Netherlands (2.5 GW), France (1.1 GW) and Poland, which nearly quadrupled its installed capacity reaching 784 MW.

2.1.3 SUPPORTIVE POLICY INSTRUMENTS

A wide range of remuneration schemes has traditionally supported Renewables' projects. However, the most frequent schemes are:

  • FEED-IN TARIFF (FIT) SYSTEMS: most popular scheme due to its simplicity and visibility for investors, where generators receive either a fixed payment for each unit of electricity generated regardless of the market price, or a payment on top of the market price ("Feed-in premium" and "Contract-for-difference" schemes).
  • QUOTA OBLIGATIONS: on top of the market price, generators receive certificates for their final energy ("Green Certificates" or "GC") which can be sold to the off-takers obliged to fulfill a specific quota (a share of energy that must come from renewable sources), therefore providing additional income to the generators.
  • TENDERS AND AUCTIONS: are becoming increasingly popular, they do not represent a support category per se as they are used to allocate financial support to different renewables technologies and to determine the support level of other types of support schemes, such as feed-in systems, in a competitive bidding procedure.
  • OTHER: includes investment grants, low interest loans and tax exemptions to support renewables.

1 EXPERTS CONSULTED INCLUDE: IHS MARKIT, BLOOMBERG NEW ENERGY FINANCE, INTERNATIONAL ENERGY AGENCY AND WOOD MACKENZIE 2 ACCORDING TO IRENA

COUNTRY SHORT DESCRIPTION COUNTRY SHORT DESCRIPTION
UNITED STAT
OF AMERICA
· Sales can be agreed under PPAs (up to 20 years), Hedges
or Merchant prices
· Green Certificates (Renewable Energy Credits, REC)
subject to each state regulation
Sales can be agreed under PPAs
Tax Incentive:
PTC collected for 10-years since COD
(\$25/MVVh in 2019)
· Wind farms beginning construction in 2009 and 2010
could opt for 30% cash grant in lieu of PTC
· The majority of existing wind farms receive Feed-in tariff
for 15 years:
· First 10 years: €82/MWh; Years 11-15: depending on load
factor €82/MWh @2,400 hours to €28/MWh
@3,600 hours; indexed
· Wind farms under the CR 2016 scheme receive 15-yr CfD
which strike price value similar to existing FIT fee plus a
management premium
Auctions (20-year CfD)
Feed-in Tariff (Ontario). Duration: 20-years
· Renewable Energy Support Agreement (Alberta)
POLAND · Electricity price can be stablished through bilateral contrac
· Wind farms before 2018 are subject to a GC scheme. Wind
receive I GC/MVVh during 15 years that can be traded in
the market. Electricity suppliers have a substitution fee for
non-compliance with GC obligations
· Wind farms awarded in 2018 and 2019 auctions are subject
to a two-side CfD with a tenure of 15 years
· Technological-neutral auctions (opened to all technologies)
in which bidders offer a global package price for the
3 different products (capacity, electricity generation
and green certificates)
· EDPR project: bilateral Electricity Supply Agreement under
self-supply regime for a 25-year period
· Wind assets (installed until 2013) receive 2 GC/MWh until
2017 and I GC/MWh after 2017 until completing 15 years.
I out of the 2 GC earned until Mar-2017 can only be sold
from Jan-2018 and until Dec-2025. Solar assets receive
6 GC/MWh for 15 years. 2 out of the 6 GC earned until
Dec-2020 can only be sold after Jan-2021 and until
Dec-2030. GC are tradable on market under a cap and
· Old installed capacity under a feed-in tariff program
("PROINFA")
Since 2008, competitive auctions awarding 20-years PPAs
· Sales can be agreed under PPAs
floor system (cap €35 / floor €29.4)
· Wind assets (installed in 2013) receive 1.5 GC/MVVh until
2017 and after 0.75 GC/MVVh until completing 15 years
· The GCs issued starting in Apr-2017 and the GCs
postponed to trading from Jul- 2013 will remain valid
and may be traded until Mar-2032
· Wind energy receives pool price and a premium per MW
in order to achieve a target return defined by regulation
· RDL 17/2019 has set the target return (TRF) @7.398%
for WF's prior to 2013 and @7.09% for new installations
until 203 l
· Premium calculation is based on standard assets (standard
load factor, production and costs)
· Since 2016, all the new renewable capacity is allocated
through competitive auctions
· Wind farms in operation prior to 2012YE are under a
feed-in-premium scheme applicable for the first 15 years
of operation
· Wind farms commissioned from 2013 onwards awarded in
competitive auctions until 2017 are subject to a 20-years
floor CfD scheme
· Wind farms winning the 2019 auction will benefit from
a 20-years two-side CfD scheme
· Wind farms commissioned before 2006 are subject to a
FIT whose value is correlated with production and indexed
with CPI. Initial tenure was the soonest of 15 years (or until
2020) or 33 GWh/MW but in was increased 7 years (tariff
extension) with a cap and floor scheme in exchange of
· 20 years non-indexed CfD, allocated through tenders
annual payments between 2013 and 2020
· Wind farms under the new regime (COD after 2006) are
subject to a FIT for the soonest of 20 years from COD of
44 GWh/MW. Tariff value is also indexed wit CPI
· Solar PV projects awarded in the latest auction (July 2019)
are subject to a flat FIT during 15 years. Projects will bear
the cost of imbalances
· Colombian wind farms have been awarded 15-years
long-term contracts though competitive pay-as-bid auction.
Contracts are signed with several Colombian distribution
counties
· Additionally, Colombian wind farms secured reliability
charge contract, a monthly payment in exchange of having
part of its capacity available when the system is under tight
supply conditions
Market price plus green certificate (GC) scheme.
The minimum price for GCs is set €65/GC
· Option to negotiate long-term PPAs
· UK: 15 years CPI indexed CfD, allocated by tender,
at £57.5/MWh (2012 tariff- based)
· France: 20-year indexed feed in tariff

Annual Report EDP 2019

The table below describes the overall current regulation in the geographies where EDPR operates.

2.1.4 REGULATION OVERVIEW

EU REGULATORY DEVELOPMENTS

NATIONAL ENERGY AND CLIMATE PLANS

The National Energy and Climate Plans (NECPs) are a key instrument of the European Union to achieve the 2030 climate and energy targets. Following the adoption of the Regulation on the Governance of the Energy Union in December 2018, Member States (MS) were required to develop National Energy and Climate Plans on a 10-year rolling basis (for the period 2021-2030). These plans must ensure that the Union's 2030 targets for greenhouse gas emission reductions, renewable energy, energy efficiency, research and innovation, and electricity interconnection are reached.

Initially, MS had been required to submit a draft NECP by 31 December 2018. In June 2019, the European Commission (EC) published an assessment on the draft NECPs as a whole, accompanied by country-specific recommendations. At this stage, the EC identified a gap between the NECPs ambition levels and the EU's collective targets. In particular, the EC concluded that draft NECPs were insufficient for the achievement of the 32% renewable energy target1 and encourage MS to raise their ambition.

Subsequently, MS were required to submit their final NECP by 31 December 2019 although some countries have missed the deadline. Every two years (starting in 2023), each MS will need to submit a progress report. In 2024, and every five years thereafter, the Governance regulation requires each country to review its NECP taking into account recent developments and results of the global stocktake of the Paris Agreement2.

EUROPE AND SOUTH AMERICA: 2019 REGULATORY DEVELOPMENTS

This chapter describes the most relevant recent regulatory developments (if any) in the European-Brazilian countries where EDPR is present.

On November 22, the Royal Decree Law 17/2019 was passed, introducing a series of measures aimed at guaranteeing a stable regulatory and economic framework to encourage the development of renewable energy generation in Spain. The RDL updates the "reasonable" profitability for renewable generation for the next regulatory period starting on 1 January 2020 at a level of 7.39% for assets before RDL 9/2013 and 7.09% for the new ones. In addition, the Ministry for the Ecological's Transition (MITECO) presented in January 2020 a draft bill determining the rest of the remuneration parameters for standard renewable energy facilities.

Portugal

Portugal held in July 2019 its first Solar PV energy auction. The auction awarded 1.4 GW of grid connection capacity reservation. This auction responds to the objective of reaching 80% of electricity from renewable sources by 2030, which translates in 9 GW3 of solar PV installed capacity. EDPR secured a 15-year contract for a 142 MW solar project.

On 8 November the Energy and Climate Law, which sets the framework and targets of French climate policy for the next 30 years, was formally enacted. The adoption of the Energy-Climate law constitutes a major step toward achieving the government's ambition to address climate change by becoming carbon neutral by 2050. For this purpose, the law provides for the reduction of fossil fuel consumption by 40% by 2030 and for the end of coal based electricity generation by 2022. Regarding wind energy, the law redefines the authority responsible for permitting onshore wind projects, on the other hand, for offshore wind its included a higher target of auctioning 1 GW of capacity until 2024.

Due to the high volume of projects potentially wishing to benefit from the CR 2016 Regime (the so-called "Complément de Remunération" which grants a 15-year Contract-for-Difference "CfD" with a strike price at a level close to the former feed-in tariff), the Ministry of Ecological Transition (Ministère de Transition écologique et solidaire) decided in December 2019 to close the scheme once the first 1,800 MW of contracts are signed.

The Italian Ministry of Economic Development signed in July 2019 a decree implementing a new set of auctions to be held between 2019 and 2021, and seeking to allocate around 5.5 GW of wind and solar PV. The Decree was published on the Official Gazette No. 186 of 9 August 2019.

The first auction round was opened on 30 September 2019 for a total of 500 MW of renewable capacity. Auction's participants had to bid a discount on a reference tariff, set at €70/MWh for wind and solar PV.

1 DRAFT NECPS WOULD ONLY REACH A RENEWABLE ENERGY SHARE BETWEEN 30,4% AND 31,9% IN 2030, ACCORDING TO EC'S COMMUNICATION PRESENTED ON 18 JUNE 2019 2 AS A KEY ELEMENT IN THE PARIS AGREMENT, COUNTRIES ARE REQUIRED TO REVIEW THEIR NDC EVERY 5 YEAR AND INCREASE THEIR LEVEL OF AMBITION 3 ACCORDING TO FINAL NECP

On 4 April 2019, the Belgian Parliament adopted a law introducing a competitive bidding procedure to award domain concessions for new offshore wind farms. This regulation sets out a general framework for the competitive bidding procedure.

Annual Report EDP 2019

In July, a Royal Decree establishing the new marine spatial plan for the period 2020-2026 was published, which amongst other things describes the potential locations for new offshore concessions for renewable electricity production installations.

On June 25, the government approved a set of amendments to the Renewable Energy Sources Act with the main objective to allow auctions for new renewable energy projects in 2019.

In December 2019, the Polish energy regulator launched a wind and solar PV tender, granting 2.2 GW of new capacity (most of the capacity was granted to onshore wind projects). EDPR secured 15-year CfDs to sell electricity produced by a portfolio of 11 wind farms with a total capacity of 307 MW.

Greece held three renewable energy auctions in 2019 (April, July and December). EDPR secured two contracts-for-difference ("CfD") for two wind projects of 30 MW and 33 MW.

On March 6, Portarias MME nº 151 and nº 152 setting the calendar of energy tenders for the years 2019, 2020 and 2020 were published. Portaria 151 sets the dates for "new energy tenders" (leilões de energia nova) while Portaria 152 envisages tenders for existing energy assets (leilões de energia existente). The calendar envisages two tenders per year for new assets (A-4 and A-6) and two for operational (A-1 and A-2), following the same structure for each of the three years.

In June 2019, a new legally binding net-zero emissions target by 2050 was passed into law. This target will require the UK to bring all greenhouse gas emissions to net zero by 2050, compared with the previous target of at least 80% reduction from 1990 levels. In order to achieve the target, several measures are proposed: increase the share of electricity from renewable sources (up to 57% of variable renewables by 2050), increase the capacity of wind and solar PV up to 81 GW by 2050 (from 29 GW current level), support new renewables with contract-for-difference awarded through tenders, among other measures.

The results of the third CfD Allocation Round were announced on 20 September 2019. Six offshore projects with a combined capacity of 5,466 MW secured CfD deals. In September 2019, the UK also announced the fourth leasing round, that was opened in October 2019, offering areas capable of supporting 7 GW of offshore wind before 2030.

Colombia

Up until recently, Colombia had not a robust renewables' (ex-hydro) regulatory framework. However, in 2019 the government set a mandatory target for electricity suppliers to procure 10% of their electricity from non-conventional renewable energy sources from 2022 onwards ("Resolución 40715").

In October 2019, Colombia's National Mining and Energy Planning Unit allocated 1.3 GW of solar PV and wind power generation capacity in the country's first renewable energy auction. Eight projects (5 wind and 3 solar PV projects) secured a 15-year PPA. EDPR was awarded two wind projects totaling 502 MW.

NORTH AMERICA: CONTINUE LEADING THE WAY

Historically, the typical framework for wind and solar developments in the US has been decentralized, with no national feed-in tariff, resulting in a combination of three key top line drivers:

  • PTCs: Production Tax Credits are the dominant wind incentives in the US and represent an extra source of revenue per unit of electricity generated (\$24/MWh in 2018), over the first 10 years of the asset's life.
  • ITCs: Investment Tax Credits equals to 30% of the initial capex and are the primary solar incentives.
  • PPAs: long-term, bilateral Power Purchase Agreements by which a renewable developer can sell its output to another company at a fixed price, usually adjusted for an agreed escalator.

In addition, many states have passed legislation, mainly in the form of Renewable Portfolio Standards (RPS), that require utilities to purchase a certain percentage of their energy supply from renewable sources, setting penalties to those that do not accomplish. Typically, states use Renewable Energy Credits (RECs) as the compliance mechanism. Utilities or other subject entities are required to procure enough RECs to meet their obligations under the RPS. Utilities can choose to invest directly in renewable generation assets and generate a REC for each unit of renewable energy produced or, alternatively, can purchase RECs produced by other renewable generators either through long-term bilateral contracts or in the secondary market. As a result, many utilities set up auction systems to seek long-term power purchase agreements with renewable energy generators by which they procure renewable energy and RECs.

The relevant recent regulatory developments are below described.

On December 2015, the US Congress approved the "Consolidated Appropriations Act, 2016" that included an extension of the PTC for wind (including the possibility of a 30% ITC instead of PTC) and an extension of the ITC for solar. As part of the extensions, Congress also introduced a phase out of the credits. Wind projects that start construction in 2020 or later will not be eligible for the PTC or ITC and solar projects placed in service after 2023 will qualify for just 10% ITC. On May 2016, the US Internal Revenue Service (IRS) issued guidance that wind farms have 4 years from their start of construction to be placed in service and qualify for the PTC. As a result, projects that start construction prior to year- end 2019 and are placed in service prior to year-end 2023 will be eligible for the PTC. The IRS ruling also includes a provision that allows developers to secure the PTC if 5% of a project's capital components by dollar value are safe harbored in a given year and construction is completed within 4 years. Thus, if a developer safe harbors 5% of project Capex in 2016 for a given project, the project will qualify for the 100% PTC if construction is completed by year-end 2020.

On 22 June 2018, the IRS released Notice 2018-59, which provides guidance to determine when a solar project begins construction for ITC purposes and specifies that projects have until 2024 to be placed in service and qualify for the ITC at levels above 10%. The ITC percentage for a solar project is determined based on the year in which construction of the project begins – provided the solar project is also placed in service before Jan 1, 2024 – as follows: (i) before Jan 1, 2020, 30%; (ii) in 2020, 26%; (iii) in 2021, 22%; and (iv) any time thereafter (regardless of the year in which the solar project is placed in service), 10%. Similar to the IRS guidance regarding the wind PTC, establishing the beginning of construction is deemed by (i) engaging significant physical work or (ii) paying or incurring 5% of the ultimate tax basis of the project. Thus, if a developer safe harbors 5% of project Capex in 2019, the project will be qualified for a 30% ITC if the construction is concluded before Jan 1, 2024. Similarly, if a developer safe harbors 5% of project Capex in 2021, the project will be qualified for a 22% ITC if the construction is concluded before Jan 1, 2024. The graphic below depicts the phase-out calendar:

On 20 December 2019, the President signed the Taxpayer Certainty and Disaster Tax Relief Act of 2019. The act changes the phase down schedule for the Production Tax Credit for onshore wind energy projects. Under prior law, the PTC phased down to 40% for projects beginning construction in 2019 and then to 0% for facilities for which construction began in 2020. The new act leaves in place the 40% PTC rate for 2019 projects, then increases the PTC to 60% for projects beginning construction in 2020. Projects beginning construction in 2021 & later will have no PTC. The act made no changes to the solar ITC. The act also did not include the creation of any new tax credits for offshore wind or energy storage, despite previously proposed legislation that sought to do so.

Annual Report EDP 2019

Regarding RPS, states have continued to upgrade their targets in 20182019. Also, some states have mandated "clean energy" or "carbonfree" energy goals in addition to or in lieu of RPS goals. These types of targets are different from RPS targets in that they generally allow a wider range of resources – such as nuclear energy – to qualify. Changes to state RPS's and clean energy goals in 2019 include: Maine passed legislation to increase its RPS to 80% by 2030 and 100% by 2050; New Mexico passed legislation requiring 100% of its electricity come from carbonfree resources by 2045; Nevada passed a bill requiring 50% renewable electricity by 2030 and 100% carbon-free electricity by 2050; and Washington passed a law requiring 100% clean energy by 2045. In contrast, Ohio passed a law that, among other energy-related provisions, shrank its RPS from 12.5% to 8.5%.

RPS obligations as a percent of state retail consumption (as of July 2019) are shown in the map below. Some states have separate goals for different types of utilities such as investor-owned utilities (IOUs), cooperatives (co-ops) or municipal power companies (munis). Other states like Iowa and Texas, have set targets for installed capacity, rather than for a percentage of sales.

Anotherregulatory factorthat could affect demand for renewable energy is national legislation orrule-making regarding carbon emissions. On August 2015, the Environmental Protection Agency (EPA) announced the Clean Power Plan (CPP), a rule to cut carbon pollution from existing power plants. On February 2016, the Supreme Court stayed implementation of the CPP pending judicial review and on October 2017, the EPA, led by Scott Pruitt, announced that it would sign a proposed rule to repeal the CPP. On 21 August 2018, the EPA proposed the Affordable Clean Energy (ACE) rule to replace the CPP to establish emissions guidelines for states to develop plans to address GHG emissions from existing coal-fired plants. The rule would allow states full discretion to set heat-rate improvements (HRI) for unit-specific emissions standards. The HRIs may be overstated, since they appear to be based on potential improvements at inefficient plants that have already retired; i.e. the existing fleet may have already applied BSER measures and therefore do not have room for improvement. The Affordable Clean Energy (ACE) rule was issued by the Environmental Protection Agency ("EPA") June 19, 2019. This rule will replace the prior administration's Clean Power Plan in efforts to support energy diversity. Environmental advocates and state attorneys general signaled they would file lawsuits to block the EPA's ACE rule, which they say will be significantly less effective than the Obama-era Clean Power Plan. On a state level, some states already participate in carbon reduction programs. For example, California is a member of a carbon allowance market along with Quebec and Ontario. Meanwhile, some states in the eastern US (Connecticut, Delaware, Maine, Maryland, Massachusetts, New Hampshire, New York, Rhode Island and Vermont) are members of the Regional Greenhouse Gas Initiative which seeks to reduce carbon emissions from the power sector. New Jersey joined RGGI in 2019 with Virginia lawmakers discussing actions to also join while coalheavy Pennsylvania has committed to join July 2020.

As a result of the 2018 mid-term elections, the 116th United States Congress is comprised of a Republican-majority Senate and a Democraticmajority House of Representatives. In the prior Congress, Republicans held majorities in both the Senate and the House of Representatives. Representatives of New York and Massachusetts released the Green New Deal legislation in early February, regarded as one of the most notable and aggressive pieces of climate legislation debated at the national stage. While the resolution includes provisions to address climate responsibility, it does not address the issue of cost or how to pay for the public investments it envisions. No significant climate change legislation has been passed by both chambers during this Congress. Climate change has been a leading topic of discussion among the 2020 Democratic Nomination and depending on the results of the 2020 elections, major climate change legislation could become likely to be passed by the 117th Congress.

GROWTH PROSPECTS

Growth in the US is motivated by several forces, including primarily the planned coal capacity retirements, RPS compliance in several states and demand from commercial and industrial entities (C&I).

RPS 29 states
+DC
• Renewable Portfolio Standards defined at state level
• RPS policies cover 56% of total US retail electricity sales
COAL & NUCLEAR >52 GW
retirements
until 2030E
• Coal (19% fleet): many units old & non-compliant w/ environmental regulations,
independent of CO2 issues; ~44GW proposed retirements until 2030
• Nuclear: ~8 GW proposed retirements until 2025
C&I >13.6 GW PPAs
signed in the US in 2019
• Renewable demand from RE100 companies represents
228 TWh globally, as of YE2018, up from 19 TWh in 2014

Historically, new Canadian renewable supply is largely determined by provincial procurements, as an example, in Alberta, a price is imposed on carbon emissions, coal generation is scheduled to be eliminated from the province by 2030, and a requirement is in place for 30% of electricity generation to come from renewables by 2030.

Mexico redesigned its energy sector beginning with the constitutional amendment in 2013 and ending with implementation by end of 2018. The country has conducted three long-term supply auctions to procure new renewable electricity. While the long-term ramifications of President Obrador's actions are difficult to forecast, it seems prudent to consider the possibility that changes will occur in the way new wind and solar supply is contracted and remunerated.

2.2. STRATEGY

EDPR'S STRATEGY IS SUPPORTED BY ITS THREE MAIN PILLARS:

Since its inception, EDPR has been performing a strategy focused on selective growth, by investing in quality projects with predictable future cash-flows, and seamless execution, supported by core competences that yield superior profitability, all embedded within a distinctive and self-funding model designed to accelerate value creation. As a result of undertaking such strategy, at the same time flexible enough to accommodate changing business and economic environments, EDPR remains today a leading company in the renewable energy industry.

Annual Report EDP 2019

EDPR Business model to deliver solid and ambitious growth targets through 2022 positioning to successfully lead a sector with increased worldwide relevance.

2.2.1 SELECTIVE GROWTH

Growing selective is the key principle behind EDPR's investment selection process having long-term PPAs secured or being awarded long-term contracts under stable regulatory frameworks, as well as exhibiting above portfolio average load factor. As presented in March 2019, EDPR plans to add c.7.0 GW for the 2019-2022 period, of which 5.2 GM are already secured and to be installed until 2022. EDPR will diversify geographically growing on wind onshore, offshore and solar along with the entrance in new markets.

PPAS SECURED

North America is EDPR's main growth market, with 6.3 GW installed capacity, representing half of EDPR total portfolio. The US, Canada and Mexico will account for 60% of the total 7.0 GW targeted capacity additions.

EDPR has secured 66% of such target. More than 2.8 GW of projects in the US, of which 2.1 GW related to wind onshore projects, where 1.1 GW for 2020 and 0.4 GW for 2021, along with 0.7 GW related to solar projects, some of them with storage batteries, of which 0.2 GW for 2021 and 0.4 GW for 2022.

In 2019. EDPR also built 0.6 GW of wind onshore and 0.1 GW of solar PV in the US.

EDPR growth in Europe is supported by identified short-term opportunities along with medium-term pipeline options and PPA appetite

In 2019-2022, EDPR plans to add 1.4 GW in Europe, representing 20% of the total capacity to be added in the period 2019-2022.

From the 1.4 GW, EDPR already secured 0.8 GW related to wind onshore projects of which 0.2 GW for 2020, 0.5 GW for 2021 and 42 MW for 2022, along with 0.1 GW of solar projects for 2022.

In 2019, EDPR built 0.2 GW of wind onshore in Europe.

LONG-TERM PPAS

Brazil represents a 10% of the 7.0 GW total capacity to be added in the 2019-2022 period.

EDPR has been active in upcoming Brazilian opportunities, namely auction opportunities, given the strong fundamentals of the country, with high growth of electricity demand, robust renewable resources and availability of long-term energy supply agreements through an auction system.

EDPR has currently more than 1 GW of renewable energy projects under development, of which 0.2 GW of solar with start of operation expected for 2021, 0.4 GW of wind for 2022 and 0.6 GW of wind for 2023 and 2024, all of them with long-term contracts secured.

Offshore wind energy is becoming an essential part of the global energy transition, leading to the market's rapid growth and increased competitiveness.

In 2019, a Joint Venture was announced by EDPR and ENGIE for worldwide offshore wind investments opportunities to bring together the industrial expertise and development capacity of both companies. EDPR and ENGIE will combine their offshore wind assets and project pipeline, starting with a total capacity of 1.5 GW under construction and 4.0 GW under development, with a target of 5 to 7 GW of projects in operation or construction and 5 to 10 GW under advanced development by 2025.

The Joint Venture is expected to be operational by 2020.

EDPR will expand its footprint along new countries with a dedicated team screening several markets and developing the best strategy for each market.

New countries are targeted at 10% of EDPR 2019-22 targeted growth. In 2019, EDPR managed to secure >87% of such target with the entrance in Greece and Colombia in its portfolio.

EDPR secured 120 MW in Greece through different auctions under a remuneration scheme providing 20 years CfΩ and to be commissioned between 2020 and 2022.

In the other side of the globe, 492 MW were awarded through capacity auction in Colombia to be operational in 2022.

2.2.2 SELF FUNDING BUSINESS

EDPR self-funding model has been a cornerstone of EDPR's strategy and its success has been crucial for funding and propel growth.

The self-funding model relies on a combination of the cash generated from operating assets and EDPR's strategy of selling stakes in projects in operation or under development, along with the US Tax Equity structures to finance the profitable growth of the business. This model allows the company to create value while recycling capital.

Annual Report EDP 2019

SELL DOWN STRATEGY

Proceeds from selling majority stakes in operational or under development assets are also important sources of funds for the self-funding model of EDPR in financing its profitable growth. Under this strategy, EDPR sells majority stakes in projects in operation or in late stage of development, allowing the company to recycle capital, with up-front cash flow crystallization, and create value by reinvesting proceeds in accretive growth, with the option to provide operating and maintenance services. On the top of these, the Sell Down strategy makes visible the value creation on reported financial statements, with capital gains being booked in the income statement.

As of 2019, EDPR already announced €1.3 billion out of the >€4.0 billion of sell down proceeds for 2022, representing 33% of such target.

2.2.3 OPERATIONAL EXCELLENCE

One of the strategic pillars that has always been a keystone of the company, setting it apart in the industry, is the drive to maximize the operational performance of its wind and solar plants. In this area, EDPR's teams, namely in operations and maintenance (O&M), have established a strong track record. EDPR has set targets for three key metrics: Load Factor, Technical Availability and Core Opex per MW. These metrics provide an overall view of the progress in EDPR wind assessment, O&M and cost control efforts. They also serve as good indicators for the overall operational efficiency of the company.

MAINTAINING HIGH LEVELS OF AVAILABILITY

Availability is the ratio between the energy actually generated and the energy that would have been generated without any downtime due to internal reasons, namely due to preventive maintenance or repairs. Therefore, it is a clear performance indicator of the company's O&M practices as it focuses on reducing to a minimum any malfunctions and performing maintenance activities in the shortest possible timeframe.

With a target of more than 97.5%, EDPR will continue to improve availability through new predictive maintenance optimisation measures supported by the 24/7 control and dispatch center, reducing damages most common during extreme weather and improving the scheduling of planned stops. Also, a new spare parts warehousing strategy will be key in reducing downtime during unexpected repairs. The company has always maintained high levels of availability, having registered availability of 97% as of December 2019.

LEVERAGING QUALITY GROWTH ON DISTINCTIVE WIND ASSESSMENT TOWARDS 33% LOAD FACTOR

Load factor (or net capacity factor) is a measure for the renewable resource quality, that reflects the percentage of the maximum theoretical energy output, in a given period. EDPR 2019-22 Business Plan target a 33% load factor, mainly on the back of the increase competitiveness of new capacity additions. In 2019, EDPR reached a load factor of 32%.

INCREASING EFFICIENCY, BY REDUCING CORE OPEX/ AVG. MW

In addition to all company initiatives to boost production, EDPR also focuses on strict cost control efforts to improve efficiency and profitability. Leveraging on the experience accumulated over time, EDPR plans to reduce Core Opex/ avg. MW by -1% CAGR 2019-22. Core Opex is defined by Supplies and Services (including O&M activities) and Personnel costs, which are the costs that EDPR can actively manage. The target of reducing the manageable company costs structure, also benefits from the economies of scale of a growing company.

In 2019, adjusted by IFRS16, offshore costs, one-offs and forex, Core Opex per average MW was flat YoY and adjusted Core Opex per MWh decreased 4% YoY.

M3 PROGRAM AND SELF-PERFORMANCE

Based on EDPR's expertise, under the M3 program O&M teams will decide on the optimal balance between external contractors and inhouse maintenance. This new program has quickly generated savings in operational expenses and increased control over quality. The selfperform program is a step further in EDPR's integration of maintenance tasks and activities, which is being implemented in the US, and consequently minimizes third-parties' dependency. EDPR targets to increase the share of its fleet under the M3 and Self-Perform program to c.60% by 2022, from c.30% levels in 2015, while at the same time keeping flexibility to choose the most competitive sourcing contract.

2.3. RISK MANAGEMENT

In line with EDPR's controlled risk profile, Risk Management process defines the mechanisms for evaluation and management of risks and opportunities impacting the business, increasing the likelihood of the Company in achieving its financial and sustainability targets, while minimising fluctuations of results.

Annual Report EDP 2019

RISK MANAGEMENT PROCESS

EDPR's Enterprise Risk Management Process is an integrated and transversal management model that ensures the minimisation of the effects of risk on EDPR's capital and earnings, as well as the implementation of best practices of Corporate Governance and transparency.

EDPR's Enterprise Risk Management Process is inspired on Basel Committee on Banking Supervision's principles, guidelines and recommendations and is similar to other risk management frameworks.

The process aligns EDPR's risk exposure with the Company's desired risk profile. Risk management policies are aimed to mitigate risks, without ignoring potential opportunities, thus, optimising return versus risk exposure.

The process is closely followed and supervised by the Audit, Control and Related Party Transactions Committee, an independent supervisory body composed of non-executive members.

Risk management is endorsed by the Executive Committee, supported by the Risk Committee and implemented in day-to-day decisions by all managers of the Company.

EDPR created three distinct meetings of the Risk Committee in order to help decision-making, separating discussions on execution of mitigation strategies, from those on the definition of new policies:

  • Restricted Risk Committee: Held every month, it is mainly focused on development risk and market risk from selling energy (electricity price, basis, profile, GCs and RECs). It is the forum to discuss the evolution of projects under development and construction and the execution of mitigation strategies to reduce merchant exposure. It also monitors the limits of defined risk policies, with regards to counterparty risk, operational risk and country risk.
  • Financial Risk Committee: Held every quarter, it is held to review main financial risks and discuss the execution of mitigation strategies. Exchange rate risk, interest rate risk and credit risk from financial counterparties are most relevant risks reviewed in this committee.
  • Risk Committee: Held every quarter, it is the forum where new strategic analysis is discussed and new policies and procedures are proposed for approval to the Executive Committee. Additionally, EDPR's overall risk position is reviewed, together with EBITDA@Risk and Net Income@Risk.

RISK MAP AT EDPR

Risk Management at EDPR is focused on covering all risks of the Company. In order to have a holistic view, they are classified in five Risk Categories. Within each Risk Category, risks are classified in Risk Groups. The risks and how they are managed can be found in the Corporate Governance chapter. The Risk Categories, the Risk Groups and the Risk Management mitigation strategies at EDPR.

RISK CATEGORIES

Market Risks

It refers to the risk to EDPR resulting from movements in market prices. Due to the relationship between wind production and energy price, production risk is considered within market risk. In particular, market risks are changes in energy prices, energy production risk, interest rates, foreign exchange rates and other commodity prices.

Counterparty Risk

Risk that counterparty to a transaction could default before final settlement of the transaction's cash flows. A direct economic loss would occur if transactions with the counterparty had positive economic value at the time of default. Even in the case of not defaulting, it may not comply with its contract obligations (timing, quality, etc.), implying additional higher costs due to its replacement or to delays in fulfilling the contract.

RISK GROUPS

  • . Energy Price Risk
  • . Energy Production Risk
  • . Commodity Price Risk
  • . Liquidity Risk
  • . Inflation Risk
  • . Exchange Rate Risk
  • . Interest Rate Risk
  • . Counterparty Credit Risk
  • . Counterparty Operational Risk

MITIGATION STRATEGIES

  • . Close analysis of natural hedges to define best alternatives
  • . Hedge of market exposure through long term power purchase
  • agreements (PPA) or short and medium term financial contracts
  • . Natural FX hedging, with debt and revenues in same currency . Execution of FX hedging for net investment
  • (after deducting local debt)
  • . Execution of FX hedging to eliminate FX transaction risk, mainly in Capex
  • . Execution of interest rate hedging
  • . Execution of inflation hedging
  • . Alternative funding sources such as Tax equity structures
  • and Multilateral/ Project Finance agreements
  • . Counterparty exposure limits by counterparty and at EDPR level
  • . Collateral requirement if limits are exceeded
  • . Monitoring of compliance with internal policy

Operational Risk

Defined as the risk of loss resulting from inadequate or failed internal processes, people and systems or from external events (such as an increase in equipment default rates, increasing O&M, or natural disasters).

RISK CATEGORIES

Business Risk

Potential loss in the Company's earnings due to adverse changes in business margins. Such losses can result, above all, from a serious increase in equipment prices or changes in the regulatory environment. Changes in energy prices and energy production are considered market risks.

Strategic Risk

It refers to risks coming from macroeconomic, political, social or environmental situation in countries where EDPR is present, as well as those coming from a change in competitive landscape, from technology disruptions, from changes in energy markets or from governance decisions (investment decisions criteria, Corporate Governance and Reputational issues).

RISK GROUPS

  • . Development Risk
  • . Legal Claims Risk (Compliance, Corruption, Fraud)
  • . Execution Risk
  • . Personnel Risk (health and safety, human rights, discrimination)
  • . Operation Risk (Damage to Physical Assets, Equip. Performance, Environmental)
  • . Processes Risk
  • . Information Technologies Risk
  • . Regulatory Risk (renewables)
  • . Equipment Price Risk
  • . Equipment Supply Risk

. Country Risk

  • . Competitive Landscape Risk
  • . Technology Disruptions Risk
  • . Invest. Decisions Criteria Risk
  • . Reputational Risk
  • . Meteorological Changes
  • . Corp. Organisation and Governance
  • . Energy Planning

MITIGATION STRATEGIES

  • . Supervision of suppliers by EDPR's engineering team
  • . Flexible CODs in PPAs to avoid penalties
  • . Partnerships with strong local teams . Monitor recurrent operational risks
  • during construction and development . Close follow-up of O&M costs, turbine
  • availability and failure rates
  • . Insurance against physical damage and business interruption
  • . Strict compliance with legal requirements and zero tolerance for discrimination, unethical behavior or fraud
  • . Attractive remuneration packages and training for personnel
  • . Revision and compliance with all regulations that affect EDPR activity (H&S, environmental, taxes ... )
  • . Control of internal procedures . Redundancy of servers and control centers of wind farms
  • . Careful selection of energy markets based on country risk and energy market fundamentals
  • . Diversification in markets and remuneration schemes
  • . Diversification in technologies
  • . Follow-up of regulation changes in markets where EDPR is present to adjust strategy if needed
  • . Active involvement in major industry associations in all EDPR markets
  • . Signing of medium-term agreements with equipment manufacturers to ensure visibility of prices and supply
  • . Relying on a large base of equipment suppliers to ensure supply
  • . Careful selection of countries
  • . Worst case profitability analysis of every new investment considering all risks factors
  • . Risk-return metrics at project and equity level
  • . Profitability resilience metrics
  • . Consideration of stress case scenarios in the evolution of energy markets for new investment decisions
  • . Follow-up of cost effectiveness of renewable technologies and potential market disruptions

During 2019, EDPR performed a thorough review of the Enterprise Risk Management Framework and the structural limits that set risk appetite at the Company. EDPR's structural risk limits for Market, Counterparty and Operational risks, as well as a holistic limit which includes all risk sources, reflected in Net Income at Risk, were backtested and updated according to the new size and reality of the Company.

Counterparty Risk Policy was reviewed in order to update global limits and include specific limits to Community Choice Aggregators in the US.

Also, during the year EDPR reassessed the Operational Risk for the company by executing a bottom-up analysis across all departments, as stated in EDPR's Operational Risk Policy. A review of existing Business Continuity Management System was performed, with the main purpose of aligning it to the recently published ISO 22301.

Finally, EDPR updated its REC (Renewable Energy Certificate) Short Term Trading Policy, by introducing trading limits, new execution requirements aimed at decreasing counterparty risk and a more streamlined internal reporting procedure.

EDPR RISK MATRIX BY FINANCIAL IMPACT

EDPR Risk Matrix is a qualitative assessment of likelihood and impact of the different risk categories within the Company. It is dynamic and it depends on market conditions and future internal expectations.

EDPR SUSTAINABILITY RISKS

EDPR's commitment with its stakeholders means that the Company cares about assuring best practices in corporate social responsibility. EDPR has identified five risk factors key to the sustainability of the Company. The highest standards have been put in place to mitigate these risks:

Annual Report EDP 2019

  • Corruption and Fraud Risk: EDPR has implemented a Code of Ethics and an Anti-Corruption Policy. The Code of Ethics has its own regulation that defines a process and channel, open to all stakeholders, to report any potential claim or doubt on the application of the code. The Ethics Ombudsperson is behind this communication channel, and is responsible for analysing and presenting to the Ethics Committee any potential ethical problem. The Compliance Channel is also available to report any questionable practice and wrongdoing.
  • Environmental Risk: EDPR has implemented an Environmental Management System, certified with the ISO 14001:2015, in order to follow best practices in the sector.
  • Human Resource Risk: EDPR forbids any kind of discrimination, violence or behaviour against human dignity, as stated in its Code of Ethics. Strict compliance is enforced, not only making the Ethics Channel available to all stakeholders but also through constant awareness for all employees of the Company.
  • Health and Safety Risk: EDPR has deployed a H&S management system, complying with OHSAS 18001:2007, pursuing the "zero accidents" target.
  • Human Rights Risk: EDPR has committed, through its Code of Ethics, to respect international human rights treaties and best work practices. All suppliers which sign a contract with EDPR are committed to be aligned with EDPR's Code of Ethics principles.

In addition, quantification of the financial impact on the Company's performance of these five sustainability risk factors is included within the Operational Risk analysis. Every year, EDPR evaluates the economic impact of its Operational Risk, following the guidelines of Basel III. The analysis includes the identification, estimation and mitigation of individual operational risks belonging to the short, medium and long term in all its geographies. For this purpose, EDPR takes into account present and future relevance of these risks, as well as historical data of their impact, with the help of department heads. The final results of the Operational Risk analysis are then communicated to the Executive Committee and shared with every department involved. In 2019, the Operational Risk analysis was performed at the end of the year, and its results approved by the Executive Committee.

In 2019, none of the five sustainability risk factors had a material financial impact on the Company's performance, even though EDPR was not able to reach its "zero accidents" target. Nonetheless, health & safety frequency rate was lower than last year and during 2020, EDPR will continue to work towards achieving the "zero accidents" goal.

EMERGING RISK AT EDPR: CONCENTRATION OF EQUIPMENT MANUFACTURERS

In the last couple of years, the renewables sector has witnessed a higher concentration of equipment manufacturers, mainly due to two factors: acquisitions/mergers between players and financial distress of smaller manufacturers. This trend has mostly affected the wind market, but it is also susceptible to impact the solar market in the future.

In the renewable energy sector, concentration of manufacturers could affect the profitability of projects under development, due to the potential impact on equipment prices and availability of supply. Additionally, this emerging risk could also translate into higher maintenance costs for existing projects, as a result of the disappearance of smaller manufacturers with proprietary technology and the consequent difficulty to replace or repair spare parts.

In order to mitigate this risk, EDPR pursues a strategy of technological diversification and seeks medium-term commitments with creditworthy manufacturers, reducing the concentration in a single technology or manufacturer.

03

03 EXECUTION

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3.1. FINANCIAL CAPITAL

3.1.1 OPERATIONAL PERFORMANCE

INSTALLED CAPACITY (MW)1 VS. 2018 NCF GWh
Dec-19 Built Sold Decom. Var. YoY Dec-19 Dec-18 Var. Dec-19 Dec-18 Var.
Spain 1,974 +53 (348) (42) (337) 28% 26% +2.2pp 5,298 5,164 +3%
Portugal 1,164 +47 (191) - (144) 29% 27% +2.1pp 3,160 2,995 +5%
Rest of Europe 1,263 +69 (458) - (389) 26% 24% +2.4pp 3,333 3,321 +0%
France 53 +19 (388) - (368) 22% 23% -1.0pp 465 829 (44%)
Belgium - - (71) - (71) 22% 21% +1.3pp 68 129 (47%)
Italy 271 +50 - - +50 27% 27% +0.2pp 551 385 +43%
Poland 418 - - - - 30% 25% +4.9pp 1,098 919 +19%
Romania 521 - - - - 25% 23% +2.0pp 1,151 1,059 +9%
Europe 4,401 +169 (997) (42) (871) 28% 26% +2.3pp 11,791 11,480 +3%
US 5,714 +581 (199) - +382 34% 34% +0.0pp 15,696 14,873 +6%
Canada 30 - - - - 27% 27% -0.5pp 70 71 (2%)
Mexico 200 - - - - 42% 40% +1.5pp 726 700 +4%
North America 5,944 +581 (199) - +382 34% 34% +0.1pp 16,492 15,644 +5%
Brazil 467 - - - - 43% 40% +2.2pp 1,757 1,235 +42%
TOTAL 10,812 +749 (1,196) (42) (489) 32% 30% +1.5pp 30,041 28,359 +6%
Equity Consolidated 550 +139 +40 - +179
Wind Onshore (Spain) 152 - - - -
Wind/ Solar Onshore (US) 398 +139 +40 - +179
Wind Offshore - - - - -
EBITDA MW + EQUITY CONSOL. 11,362 +888 (1,156) (42) (310)

(1) Includes 137 MW from Babilonia wind farm in Brazil, corresponding to the sell-down announced in July 2019 and which financial closing occurred in February 2020.

EDPR CONTINUES TO DELIVER SOLID SELECTIVE GROWTH

With a top-quality portfolio, EDPR has a strong track record and proven capability to execute superior projects and deliver on targets. The installed asset base of 11.4 GW is not only young, on average 8 years, it is also mostly certified in terms of environmental and health and safety standards. Since 2008, EDPR has more than doubled its installed capacity, resulting in a total installed capacity of 11,362 MW (EBITDA + Equity Consolidated). As of December 2019, EDPR had installed 4,553 MW in Europe, 6,342 MW in North America and 467 MW in Brazil.

2019 INSTALLATIONS CONCENTRATED IN EUROPE

In 2019 EDPR built 888 MW of wind and solar technology, of which 169 MW in Europe, namely 53 MW in Spain, 47 MW in Portugal, 19 MW in France and 50 MW in Italy. In the United States 720 MW were built, of which 581 MW related to wind onshore projects and 139 MW from a solar PV portfolio.

In the year, pursuing its sell-down strategy, EDPR concluded the sale of its entire ownership in a 997 MW portfolio in Europe (348 MW in Spain, 191 MW in Portugal, 388 MW in France and 71 MW in Belgium; 491 MW net for EDPR). In the US, following the 80% sell-down transaction announced in December 2018, EDPR concluded the construction and deconsolidation of Prairie Queen wind farm, accounting +40 MW at equity level (20% stake in 199 MW). EDPR also concluded the 50% acquisition of a 278 MW solar portfolio, which construction was finalized in the 4Q19 and so accounting +139 MW at equity level. On the other hand, in Spain, EDPR completed the 24 MW repowering from the decommissioning of old turbines and started to repower 18 MW. All in all, as of December 2019, EDPR YTD consolidated portfolio net variation was negative by 310 MW. United States 720 MW were built, of which 581 MW related to wind onshore projects and 139 MW from a solar PV portfolio.

6% INCREASE IN YEAR ON YEAR GENERATION

EDPR produced 30 TWh of clean energy in 2019, +6% YoY. The YoY evolution benefits from the capacity additions over the last 12 months along with a higher wind resource, offsetting the deconsolidation of 997 MW from a sell-down transaction in Europe in July 2019.

In 2019, EDPR achieved a 32% load factor (vs 30% in 2018) reflecting 97% of P50 (long term average for 12M). In the 4Q19, EDPR reached a 35% load factor (vs 31% in 2018), with QoQ comparison benefitting from higher wind resource.

EDPR achieved a 96.8% availability in 2019, vs 97.0% in 2018. The company continues to leverage on its competitive advantages to maximize wind farm output and on its diversified portfolio across different geographies to minimize the wind volatility risk.

SOLID GROWTH AND DIVERSIFIED PORTFOLIO DELIVERS BALANCED OUTPUT

EDPR's operations in North America were a major driver for the electricity production growth in 2019, increasing +5% YoY to 16.5 TWh and representing 55% of the total output. This performance was driven by EDPR's strategy which is based on the development of competitive projects with PPAs or long-term contracts secured in advance. In North America, EDPR achieved a 34% load factor (vs 34% in 2018).

EDPR's production in Brazil increased to 1.8 TWh vs 1.2 TWh in 2018, representing 6% of total generation, driven by a higher wind resource, specially in the last quarter of the year (48% vs 44% in the 4Q18). In Brazil, EDPR reached a 43% load factor (vs 40% in 2018).

In Europe, despite the de-consolidation of 997 MW in July 2019 from a sell-down transaction, EDPR generation increased to 11.8 TWh (3% YoY) mainly impacted by higher wind resource, representing 39% of the total output.

In Europe, EDPR reached a 28% load factor (+2pp YoY). EDPR accomplished a load factor of 28% in Spain, +2pp YoY and +3pp above market average. Portugal reached a load factor of 29% (+2pp YoY). In Rest of Europe, EDPR delivered a 26% load factor (+2pp YoY).

PROPELLED BY CAPACITY ADDITIONS IN 2019, EDPR MANAGES A PORTFOLIO OF 11.4 GW

As of December 2019, EDPR had 1 GW of new capacity under construction, of which 664 MW related to wind onshore and 330 MW from equity participations in offshore projects. In terms of wind onshore, in Europe were 154 MW under construction, with 18 MW in Spain (from repower), 6 MW in Portugal, 63 MW in France, 58 MW in Poland and 10 MW in Belgium. In North America 509 MW were under construction, corresponding to 3 wind onshore projects. In terms of wind offshore, in the UK, EDPR had 316 MW under construction from Moray East and 14 MW from Windplus floating in Portugal. Windplus comprises 3 turbines, of which one was connected to the grid in December 2019. As a result of continuous growth effort, EDPR also has a young portfolio with an average operating age of 8 years, with an estimate of over 22 years of useful life remaining to be captured.

3.1.2 FINANCIAL PERFORMANCE

INCOME STATEMENT

Revenues reached over €1.8 billion and EBITDA summed €1.6 Billion.

As a result of higher wind resource (+€50 million versus 2018), higher capacity (+1% average MW; +€10 million year on year), higher average selling price (+3% year on year; +€47 million versus 2018), positive impact from forex translation (+€39 million year on year) and the 10-year life PTCs scheduled expiration of specific tax equity structures (-€33 million versus 2018), revenues totalled €1,824 million (+7% increase year on year).

Other operating income amounted to €400 million (+€208 million versus 2018), reflecting on the one hand €109 million of capital gains accounted in 2018, and on the other hand €313 million in 2019, with the latest related to the Sell-2018 2019

down of a 997 MW portfolio (491 MW net for EDPR) in Europe and 137 MW in Brazil. While the European portfolio achieved financial close in 2019, the financial close of the Brazilian assets occurred in February 2020.

Operating Costs (Opex) totalled €575 million (-2% year on year) and excludes €45 million from IFRS16 implementation (leases and rents). In comparable terms, adjusted by IFRS16, offshore costs (mainly cross charged to projects' SPV), one-offs and forex, Core Opex (defined as Supplies and Services and Personnel Costs) per average MW was flat year on year and adjusted Core Opex per MWh decreased 4% year on year.

As a consequence, EBITDA summed €1,648 million (+27% versus 2018) and EBIT increased to €1,055 million (versus €754 million in 2018), with IFRS16 increasing depreciations by €33 million in the period. Net Financial Expenses increased to €346 million (+€128 million versus 2018) with year on year comparison impacted by €87 million of gains accounted in 2018 from the Sale-down of stakes in UK and French offshore projects and by €28 million from new leases treatment under IFRS16 in 2019, along with higher average cost of debt in the period. At the bottom line, Net Profit summed €475 million (versus €313 million in 2018). Non-controlling interests in the period totalled €148 million, decreasing by €11 million year on year, as a result of top-line performance of such wind farms and from the deconsolidation of the European portfolio Sold-down.

CONSOLIDATED INCOME STATEMENT (€ MILLIONS) 2019 2018 ∆ %
Revenues 1,824 1,697 +7%
Other Operating Income 400 192 +108%
Operating Costs (575) (589) -2%
Supplies and Services (309) (345) -11%
Personnel Costs (131) (115) +14%
Other Operating Costs (136) (128) +6%
EBITDA 1,648 1,300 +27%
EBITDA/Revenues 90% 77% +14pp
Provisions (1.2) (0.3) +272%
Depreciation and Amortisation (609) (562) +8%
Amortisation Government Grants 17 16 +7%
EBIT 1,055 754 +40%
Financial Income/ (Expense) (349) (307) +14%
Share of Profit of Associates 3 2 +106%
Pre-Tax Profit 709 536 +32%
Income Taxes & CESE (86) (63) +36%
Profit of the Period 623 472 +32%
Net Profit (Equity Holders of EDPR) 475 313 +52%
Non-controlling Interests 148 159 -7%

BALANCE SHEET

In 2019 total equity increased by €212 million.

Total Equity of €8.3 billion increased by €212 million in 2019, of which €1,584 million are attributable to reserves and retained earnings. Equity attributable to EDPR shareholders increased €464 million year on year, mainly explained by +€475 million from Net profit in the period, +€59 million from variation in fair value cash flow hedges, +€22 million from minority interest acquired in Europe, along with -€10 million of the exchange rate effects, and -€61 million from dividend payments.

Total Liabilities decreased €59 million year on year to €9.4 billion, mainly due to a decrease in financial debt (-€233 million), the decrease in provisions (-€108 million), the increase of rents due from lease contracts on the back of IFRS new accounting rule (+€618 million) and other liabilities (-€336 million).

Debt-to-equity ratio stood at 112% by the end of 2019. Liabilities were mainly composed of financial debt (37%; versus 39% in 2018), liabilities related to institutional partnerships in the United States (14%; increasing versus 13% in 2018) and accounts payable (26% versus 29% in 2018).

Liabilities to tax equity partnerships in the United States increased by €17 million to €1,287 million. Deferred revenues related to institutional partnerships primarily represent the non-economic liability associated to the tax credits already realized by the institutional investor, arising from accelerated tax depreciation, and yet to be recognized as income by EDPR throughout the remaining useful lifetime of the respective assets.

Deferred tax liabilities reflect the liabilities arising from temporary differences between the accounting and the tax basis of assets and liabilities. Accounts payables include trade suppliers, PP&E suppliers, deferred income related to investment grants received and derivative financial instruments.

As total assets summed €17.7 billion in December 2019, the equity ratio of EDPR reached 47%. Assets were 75% composed of net PP&E - property, plant and equipment representing €13.3 billion (-€658 million versus 2018). In detail -€1.0 billion corresponded to the sale of assets announced in April 23rd from a 997 MW portfolio in Europe, -€0.2 billion to assets classification to held for sale (related to the Brazilian Sell-down) and -€0.6 billion to depreciation charges. PP&E also involved +€1.2 billion of capex investments along with positive exchange differences of +€0.1 billion.

Net intangible assets of €1.5 billion mainly include €1.2 billion from goodwill registered in the books, for the most part related to acquisitions in the United States and Spain, while accounts receivable is mainly related to loans to related parties, trade receivables, guarantees and tax receivables.

Statement of Financial Position (€ million)

ASSETS EQUITY
Inventories 34 36 (2) LIABILITIES
2019 2018 ∆ € 2019 2018 ∆ €
ASSETS EQUITY
PPE, net 13,264 13,922 (658) Share Capital + Share Premium 4,914 4,914 +0
Right-of-use asset 616 - +616 Reserves and Retained Earnings 1,584 1,282 +302
Intangible Assets & Goodwill, net 1,490 1,577 (88) Net Profit (Equity Holders of EDPR) 475 313 +161
Financial Investments, net 476 357 +119 Non-controlling Interests 1,362 1,613 (252)
Deferred Tax Assets 126 174 (48) TOTAL EQUITY 8,335 8,122 +212
Inventories 34 36 (2) LIABILITIES
Accounts Receivable - Trade, net 303 334 (31) Financial Debt 3,417 3,650 (233)
Accounts Receivable - Other, net 556 540 +16 Institutional Partnerships 1,287 1,269 +17
Assets Held for Sale 214 8 +207 Rents due from lease contracts 278 295 (17)
Collateral Deposits 32 39 (7) Provisions 355 463 (108)
Cash and Cash Equivalents 582 552 +30 Deferred Tax Liabilities 1,003 962 +41
TOTAL ASSETS 17,693 17,539 +154 Deferred Revenues from Inst. Partnerships 618 - +618
Other Liabilities 2,400 2,777 (377)
TOTAL LIABILITIES 9,358 9,416 (59)
TOTAL EQUITY AND LIABILITIES 17,693 17,539 +154

CASH FLOW STATEMENT AND NET DEBT

STRONG AND STEADY OPERATING CASH-FLOW

In the 2019, EDPR generated Operating Cash-flow of €1,089 million (+11% year on year), with year on year evolution benefiting from top line performance.

The key items that explain 2019 cash-flow evolution are the following:

  • Funds from operations, resulting from EBITDA after net interest's expenses, share of profits of associates and current taxes, were €1,441 million (versus €1,085 million in 2018);
  • Operating Cash-flow, which is the EBITDA net of income tax and adjusted by non-cash items (namely income from United States institutional partnerships) and net of changes in working capital, was €1,089 million (+11% year on year). Non-cash items include €226 million from Sell-down transaction of a 997 MW portfolio in Europe, and €87 million from the Sell-down of 137 MW in Brazil;
  • Capital expenditures with capacity additions, ongoing construction and development works totalled €1,109 million (-13% year on year mainly from lower capex in Brazil and projects timing;
  • Payments to institutional partnerships totalled €81 million, contributing to the reduction of Institutional Partnership liabilities. Total net dividends and other capital distributions paid to minorities totalled €151 million (including €61 million to EDPR shareholders). In the period, forex & others had a negative impact increasing Net Debt by €138 million.
CASH-FLOW (€ MILLIONS) 2019 2018 ∆ %
EBITDA 1,648 1,300 +27%
Current Income Tax (55) (77) -29%
Net Interest Costs (156) (139) +12%
Share of Profit of Associates 3 2 +106%
FFO (Funds From Operations) 1,441 1,085 +33%
Net Interest Costs 156 139 +12%
Share of Profit of Associates (3) (2) +106%
Income from Institutional Partnerships (173) (178) -3%
Non-cash Items Adjustments (290) (63) +363%
Changes in Working Capital (41) 2 -
Operating Cash-Flow 1,089 985 +11%
Capex (1,109) (1,275) -13%
Financial Desinvestments/ (Investments) (291) (102) +185%
Changes in Working Capital related to PP&E Suppliers (100) 371 -127%
Government Grants - - n/a
Net Operating Cash-Flow (412) (21) -
Sale of Non-controlling Interests and Sell-down Strategy 989 420 +135%
Proceeds from Institutional Partnerships 186 399 -53%
Payments to Institutional Partnerships (81) (174) -53%
Net Interest Costs (Post Capitalisation) (138) (115) 20%
Dividends Net and Other Capital Distributions (151) (176) -14%
Forex & Others (138) (587) -77%
Decrease/ (Increase) in Net Debt 257 (254) -201%

As of December 2019, Net Debt totalled €2,803m (-€257m vs December 2018) reflecting assets' cash generated and the execution of EDPR's Sell-down strategy, along with forex translation. Institutional Partnership Liabilities summed €1,287m (+€17m vs December 2018), with the benefits captured by the projects and tax equity partners offset by forex translation (+€7m vs December 2018) and a new institutional tax equity financing in the period.

FINANCIAL DEBT & TAX EQUITY (€ MILLIONS) 2019 2018 ∆ €
Total Financial Debt 3,385 3,611 (227)
Net Debt 2,803 3,060 (257)
Institutional Partnerships 1,287 1,269 +17

DEBT Maturity Profile (%)

EUROPE

In 2019, Europe increased its revenues to €925 million (+4% versus 2018) backed by higher production at 11.8 TWh (+3% year on year) and a stable average selling price during the year.

Net Operating costs (Operating costs net of other operating income), decreased to €11 million, primarily explained by the increase in other operating income explained by the capital gains received from the European portfolio Sell-down in 2019 (€226 million). Operating costs also decreased €10 million in 2019.

All in all, EBITDA in Europe totalled €914 million, a 40% increased versus 2018, reflecting an EBITDA margin of 82% (versus 73% in 2018).

NORTH AMERICA

In North America, revenues increased to €832 million in 2019 (+9% year on year) on the back of higher capacity in operation (+382 MW versus 2018).

Net Operating costs decreased €89 million to €218 million, reflecting mainly the €109 million capital gain accounted in 2018 subsequent to the Sale-down transaction of 80% stake in a 499 MW portfolio. Operating costs also decreased €10 million in 2019.

As a consequence, North America EBITDA totalled €615 million (versus €634 million in 2018), reflecting an EBITDA margin of 74%.

BRAZIL

In Brazil, revenues increased to €74 million (versus €50 million in 2018) on the back of higher wind resource that boosted production +42% year on year and higher average selling price during the year (+5% versus 2018).

Net Operating costs decreased to €65 million, due to the increase in other operating income explained by €87 million capital gain received from the Sell-down of Babilonia wind farm, which closing is expected at the beginning of 2020.

All in all, EBITDA in Brazil totalled €139 million, versus €33 million in 2018.

EUROPE NORTH AMERICA BRAZIL
STATEMENT (€ MILLIONS) 2019 2018 ∆ % 2019 2018 ∆ % 2019 2018 ∆ %
REVENUES 925 891 +4% 832 763 +9% 74 50 +48%
Other Operating Income 246 30 +733% 50 148 -66% 88 2 -
Operating Costs (258) (268) -4% (268) (277) -3% (24) (19) +22%
Supplies and Services (158) (174) -9% (148) (160) -8% (15) (13) +19%
Personnel Costs (29) (29) +2% (63) (58) 9% (3) (2) +55%
Other Operating Costs (71) (65) +9% (57) (58) -3% (5) (5) +20%
EBITDA 914 653 +40% 615 634 (3%) 139 33 +327%
EBITDA/Revenues 99% 73% +35% 74% 83% -11% 187% 65% +188%
Provisions (1.2) (0.6) +100% - 0.3 -100% (0.0) 0.0 -
Depreciation and Amortisation (255) (253) +1% (333) (289) +15% (16) (14) +17%
Amortisation of Government Grants 1.0 1 +45% 16.3 15.4 +5% 0.1 0.1 +43%
EBIT 658 399 +65% 298 361 (18%) 123 19 +546%

OTHER REPORTING TOPICS

SUBSEQUENT EVENTS

The following are the most relevant events from the first half of 2019:

EDPR secures a PPA for a new solar project in Brazil

Madrid, January 13th 2020: EDP Renováveis, S.A. ("EDPR"), through its subsidiary EDP Renováveis Brasil, S.A. ("EDPR Brasil"), secured a 19-year private Power Purchase Agreement ("PPA") to sell the energy to be produced by Lagoa solar power plant. Lagoa solar power plant, located in the Brazilian State of Paraíba, has a total capacity of 66 MW and start of operations expected for 2022.

With this new contract EDPR reinforces its presence in a market with a low risk profile, through the establishment of long term contracts, attractive renewable resources and solid prospects in the medium and long-term.

This new solar project increases EDPR's portfolio technological diversification on which solar capacity total build-out is expected to reach 1.3 GW by 2022, after this new arrangement, EDPR has now secured 5.3 GW of the ~7.0 GW targeted global capacity buildout for 2019-2022 period, as part of its Strategic update announced in March 12th 2019.

EDPR reached an agreement with ENGIE to create a 50:50 joint-venture for offshore wind

Madrid, January 23rd 2020: EDP Renováveis, S.A. ("EDPR") announces the signing of an agreement with ENGIE to create a co-controlled 50/50 joint-venture (JV) in fixed and floating offshore wind.

The agreement signed today follows the announcement, on May 21st 2019, of a strategic Memorandum of Understanding (MoU) to form a new entity as exclusive vehicle of investment of EDPR and ENGIE for offshore wind opportunities worldwide, bringing together the industrial expertise and development capacity of both companies.

As agreed, EDPR and ENGIE are combining their offshore business in this new entity, starting with a total of 1.5 GW under construction and 3.7 GW under development, and working together to become a global top leader in the sector.

The agreement announced today is subject to certain conditions precedent such as European Commission regulatory approval process.

EDP Renováveis was awarded long term CfD for 109 MW at the Italian wind energy auction

Madrid, January 29th 2020: EDP Renováveis, S.A. ("EDPR") was awarded 20-year Contract-for-Difference ("CfD") at the Italian wind auction to sell electricity to be produced by 3 wind farms with total capacity of 109 MW. The wind farm projects are expected to be installed in 2021.

The capacity awarded represents 20% of the total capacity auctioned and has an average awarded price of €62/MWh.

With these new contracts EDPR has already secured ~1.1 GW of projects to be installed in Europe under the Business Plan for 2019- 2022.

Wind energy is an essential part of the global energy transition, allowing market's rapid growth and increase competitiveness. As of today, EDPR has secured 76% of the ~7.0 GW targeted wind and solar global capacity build-out for the 2019-2022 period, as communicated in the Strategic Update on March 2019, and will continue to develop worldwide profitable projects.

EDPR receives €0.3 billion from asset rotation deal for Brazilian wind farms

Madrid, February 12th 2019: Following the information released to the market on July 29th 2019, EDP Renováveis, S.A. ("EDPR") announces the cash-in of the sale of its full equity shareholding in an operating onshore wind project with 137 MW of installed capacity, to an affiliate of Actis. The transaction has a total consideration of R\$598 million (equity value; corresponding to an enterprise value of R\$1.2 billion or €0.3 billion).

In detail, Babilonia 137 MW wind farm is located in the state of Bahia, Brazil, and has been in operation since 4Q 2018. The project, which was fully owned by EDPR, was awarded a 20-year PPA in the LER 2015 auction.

The deal part of the asset rotation program for 2019-22 period contemplated in the Strategic update announced in March 12th 2019.

INFORMATION ON AVERAGE PAYMENT TERMS TO SUPPLIERS

In 2019 total payments made from Spanish companies to suppliers, amounted to €152,192 thousand with an average payment period of 50 days, below the payment period stipulated by law of 60 days.

OWN SHARES

As of December 2019, EDPR did not hold own shares and no transactions were made during the year.

3.2 HUMAN CAPITAL

EDPR, which is home to four different generations, bases its Human Resources policies on the Business Plan Achievements and implements its actions considering an active listening of the employees.

2019 was the continuation of the plan established in 2018 and all the measures projected. In 2019, the Pulse survey was launched to measure the Action Plan from the previous year. In 2020, the Climate Survey will be launched once again, as every two years.

EMPLOYEE JOURNEY

A customised value proposition is offered to employees throughout their journey in EDPR, which allows them to join a multinational team and grow along with it. EDPR believes that motivated workforce aligned with the company's strategy is one of the key drivers behind the ability to deliver positive results. In this sense, EDPR continuously works to provide excellent conditions for its employees, grow and develop talent at all levels and optimise its employment policies and labour practices.

As a result, EDPR has been recognised by the Top Employers Institute as one of the best companies to work for in Europe in 2019. At a local level, the Company has been named a Top Employer 2019 in Spain, France, Italy, Portugal and the UK. This certification endorses EDPR as one of the best companies to work at, thanks to the journey it offers its employees. The main actions implemented by EDPR in 2019 in this regard can be found on the following pages.

JOINING & INTEGRATING

ATTRACTING TALENT

EDPR is continuously striving to attract talent, bringing in the right skills and profiles to address current and future business challenges, and retain professionals who seek to excel in their work in order to position the company as the "the first choice for employees" in the labour market.

As a result, during 2019, EDPR implemented different talent & attraction initiatives with the goal of strengthening its image as a leading employer:

  • EDP Trainee Program: 30 exceptional trainees for Business and Tech profiles, different nationalities and academic backgrounds were selected to join EDP Group, and be an active part of one of the most compelling Trainee Programs in the market. Through the program, the Group gives new talents the tools to develop themselves professionally and personally, having the chance to get to know and influence different business areas, such as EDPR, and, in most cases, have an international mobility experience. During this fifteen month program, thirteen EDP Trainees performed some of their rotations in EDPR.
  • Job Fairs: EDPR attended 8 job fairs from the most relevant Universities and Business Schools from Spain and Portugal with an assistance of almost 4,000 students. EDPR also held 2 Open Days at our offices focused on both business and technical areas.
  • LinkedIn: It is used as the main source of Recruitment, covering up to 50% of the Corporate positions hired in 2019.

In EDPR, non-discrimination and equal opportunities are guaranteed during all the selection processes. This is reflected in the Code of Ethics, which contains specific clauses on non-discrimination and equal opportunities, in line with the company's culture of diversity regarding the respect for human and labour rights.

INTEGRATING NEW EMPLOYEES

By the end of 2019, EDPR welcomed 368 new employees, of whom 30% are women. The average age of new hires was 33 years old. 98% of the total hires correspond to levels of Specialists and Technicians, of which 74% have University degree and above. 95% of the hires in 2019 were allocated in permanent positions and EDPR counted with more than 19 different nationalities among that group. Furthermore, 138 internships were offered, of which 13% were translated into new hires.

Moreover, since giving opportunities to young students to acquire professional experience is key for EDPR, the 2nd edition of the Internship Forum was developed at the end of December. This event, exclusively dedicated to the 28 current interns at EDPR from Madrid, Oviedo and Sevilla, aims at giving advice and tools for their successful entry into the labour market.

Among the initiatives to integrate new employees, EDPR implemented a new On boarding manual in 2019 for new hires in Spain. This new manual will be extended to EDPR's European countries in 2020.

BEING EDPR

INDIVIDUALISATION

Part of EDPR value proposition is a competitive remuneration package, aligned with the best practices in the market. EDPR Compensation Package includes (i) an Annual Base Salary and (ii) a Variable Pay depending on the achievements of Area, company KPIs and an Individual Global Assessment of the employee, and also an (iii) above market practice benefits package such as Health Insurance or Pension Plan. The remuneration package is not static, which means that it evolves at the same pace of employees' needs and concerns as well as the business.

In 2019, EDPR focused on analysing the life-cycle status of EDPR employees (by generation, personal situation - with or without children) in order to offer a tailor-made Benefits Package, with an individualised approach from a communication perspective, so that it is adapted to the employees' needs.

WORK LIFE BALANCE

EDPR believes that Work Life Balance (WLB) must be a shared responsibility and its practices have been awarded for eight years through the Responsible Family Employer Certification (EFR – Empresa Familiarmente Responsable) by Spain's Fundación MásFamilia. To achieve this continuously, it is important to have a constant improvement on the practices in place, in order to provide the most suitable and updated benefits to employees.

EDPR is a flexible company that fosters time efficiency of the employees' daily tasks in order to deliver excellent results and to balance their personal and professional life. In this regard, EDPR implements different initiatives focused mainly on family, time and health.

In addition, EDPR has a volunteer program addressed to its employees in order to promote social responsibility, giving them the opportunity to grow not only at work but also personally while also contributing to the society.

GROWING WITH THE COMPANY

EDPR is committed to the development of its employees, offering them an attractive professional career and aligning their capabilities and skills with the current and future needs of the company. The growth and development of the company's business has led EDPR to invest in the employees by discovering, improving and emphasising the potential of each, through internal mobility and development actions.

In 2019, EDPR implemented a new career model, a dual career path, providing two equivalent career progressions, one to recognize managerial contributions and one to recognize technical contributions. Employees in the Management Career contribute by getting their teams to deliver services and products on time and with quality levels required. Employees in the Technical Career contribute by designing, developing and improving products and services through specialized technical knowledge. Employees could move to from path to path as their goals and interests change over their careers.

MOBILITY

EDPR considers both functional and geographical mobility as a tool that contributes to the organisational development by stimulating employees' motivation, skills, productivity and personal fulfilment. The mobility processes within EDPR aim to respond to the different challenges and needs of the Company, considering the characteristics of the different geographies. In 2019, there were 83 mobility processes (23 more than in 2018), 77 functional, 15 geographical and 14 both functional and geographical mobility processes.

TRAINING

EDPR sees employees development as a strategic target, offering from the Renewable Energy School - EDP University job-specific ongoing training opportunities to contribute to the improvement of knowledge and skills, as well as specific development programs aligned with the company's strategy.

The 360 potential appraisal process is created for all employees with the goal of defining each person's training needs along with their manager, which is then used to define a customised Training Plan. The annual Training Plan is based on a catalogue of programs that is constantly evolving and is aligned with the company's challenges and new markets. It consists of up to two courses from the EDPR Value Chain, one Technical, Management or Behavioural training course, optional languages courses and others from free selection seen as important for the development of the employee.

The key aspect about EDP University's courses is that they usually contain subjects to promote the development of skills needed to ensure the sustainability of EDPR's business. Moreover, the networking and the share of best practices are unreplaceable experiences. This year, EDPR boosted the Inspiring Seminar concept, a new format of short-focused sessions addressed to employees interested in the topics covered.

During 2019, a new training area has emerged as part of the current trends of our business: digitalisation. EDPR has reinforced not only the training courses delivered in subjects related to digitalisation but also in terms of methodologies, the number of sessions delivered by live Webinars has increased significantly allowing employees access digital training platforms from wherever they are without having to commit to attending a face to face course taking advantage from these cost effective initiative.

DEVELOPMENT

In order to support the company's growth, aligning current and future organisational demands with employees' capabilities, as well as to enhance their professional development, EDPR has designed development programs for middle management, providing them with proper tools to take on new responsibilities. In 2019, one of the most important development programs was the Lead Now Program, which aims to support middle managers in the role they are assuming as team leaders. Participants have the possibility to self-assess their management style, go deeper into the skills needed and get to know the role they are performing in the different HR processes of EDPR. In 2019, 30 employees participated.

As a result of EDPR's trust in its employees aligned with the development programs' success, 86% of new Directors were hired internally in 2019.

KNOWLEDGE MANAGEMENT

EDPR is aware of the importance of Knowledge as a valuable asset not only within the business, but also in the employees' development. In 2019, EDPR strengthened LINK as a knowledge platform increasing the number of areas, domains and documents with valuable content captured and shared across the organisation to help its employees learn from the past to face future challenges and move the company forward. Becoming a Learning Organisation implies a strong knowledge sharing mindset and that is why EDPR strives to improve the use of knowledge by regularly distributing customised interesting documents or relevant events.

3.3 SUPPLY CHAIN CAPITAL

EDPR's market leadership, based in value creation capacity, innovation and relationship with its stakeholders, is much influenced by the performance of its suppliers.

Technical excellence together with sustainability is the basis of EDPR relationship with suppliers. This results in close collaboration, joint capacity to innovate, strengthen the sustainability practices and improve the quality of the Company's operations.

EDPR SUPPLY CHAIN

EDPR has a strong and permanent interaction with the supply chain, in particular with the strategic suppliers understood as WTG (Wind Turbine Generator) manufactures, Balance of Plant (BOP) and Operation and Maintenance (O&M) contractors. Those suppliers contribute in a meaningful and visible way to the value of EDPR core activities – construction and operation of wind farms and solar plants. This close relationship allows EDPR to benefit from all the new technical solutions and innovations available on the market to maximise the value creation in the projects worldwide.

HIGH QUALITY AND SUSTAINABLE PROCUREMENT

EDPR's procurement process is developed within the framework of the Procurement Policy, from which the most relevant aspects for EDPR regarding the supply chain's high quality and sustainability are established: development of activities that promote the sharing of the best sustainability practices in EDPR purchases; contribution to the growth and profitability of the business through the promotion of initiatives for the development and continuous improvement of the supply chain; systematic monitoring of suppliers' performance and risk profile; dissemination and implementation of the EDPR's sustainability policies (Environmental and H&S policies and Code of Ethics) in the acquisition of goods and services and involvement and empowerment of all actors in the supply chain.

Implementation of the Procurement Policy led to a better control in the suppliers' management process, assuring EDPR values are respected, product quality is high and risks are minimised.

EDPR has in place requirements related to Sustainability, Quality and Risk management that have to be met by its suppliers throughout the main procurement phases: registration process, contracting and, lastly, the monitoring and evaluation of the suppliers.

1 BASED ON THE TOTAL INVOICED VOLUME IN 2019.

2 EDPR DEFINES SPENDING IN LOCAL SUPPLIERS AT A COUNTRY LEVEL AS PURCHASES TO SUPPLIERS IN COUNTRIES WHERE EDPR IS PRESENT DIVIDED BY THE TOTAL INVOICED VOLUME IN 2019. 3 EDPR DEFINES SPENDING IN LOCAL SUPPLIERS AT A REGIONAL LEVEL AS PURCHASES TO SUPPLIERS IN REGIONS WHERE EDPR IS PRESENT DIVIDED BY THE LOCAL PURCHASES AT A COUNTRY LEVEL (EXCLUDING PURCHASES FROM COUNTRIES WHERE EDPR IS NOT PRESENT).

The registration process is an indispensable requirement for any company who intends to become a supplier or apply for a qualification process issued by EDPR. The Corporate System of Supplier Registration of the Company works as the support to search and select suppliers by providing detailed information, validated and updated by credible sources in order to guarantee their accreditation through financial, technical quality and sustainability criteria.

In 2019, in addition to implementing the new registry system, EDPR worked on the design and implementation of a specific Supplier Qualification Process. The main goal of this process is to provide a more thorough analysis on critical topics such as technical capabilities, health and safety, environment and ethics, and to establish highly standardised minimum requirements to ensure that the suppliers with whom EDPR conducts business are qualified. The qualified suppliers are included in a Suppliers Qualification List and are able to participate in the EDPR bidding and contracting processes.

The incorporation of adequate criteria in the bidding and contracting processes of the company is essential to ensure the management and mitigation of operational risks in the supply chain.

In 2019, EDPR implemented the Suppliers Sustainability Guide in Europe and Brazil for both construction and O&M operations, providing an overview of the sustainability requirements EDPR expects its suppliers to meet. The guide includes H&S, environmental and ethical requirements such as compliance with applicable regulations, policies, internal norms, procedures and systems in place.

In addition, EDPR implemented a process that classifies suppliers according to their H&S and environmental risks. This process is applicable to all suppliers providing a service at EDPR EU&BR facilities and the classification serves as an input in the selection of suppliers during the bidding phase. Based on the individual values obtained in this classification, suppliers may be excluded from the bidding process. If the supplier wants to be re-considered or participate in new processes, an action plan to solve the identified issues has to be presented and EDPR shall approve the action plan proposal.

Adequate compliance by all EDPR suppliers with applicable H&S and environmental requirement is essential to guarantee the correct performance of the contracted services and works. Aiming to ensure that suppliers comply with these requirements, the Company has established a disciplinary and sanctioning regime, which is included in all requests for proposal, contracts and purchase orders so any provider will be always informed about the consequences of not complying with EDPR H&S and environmental requirements.

In parallel, financial capacity of the suppliers and their insurance policy are evaluated according to the EDPR's Credit-in procedure that defines the steps to be followed to ensure the compliance with EDPR's counterparty risk policy and the proper follow-up of active guarantees. EDPR Counterparty Risk Policy sets the methodology and process to measure counterparty risk of new contracts, monitor counterparty risk of existing contracts, define in which moments and situations it should be used and establish guidelines and mitigation instruments to reduce counterparty risk when they exceed established limits.

In order to guarantee that the suppliers comply with the previously mentioned requirements, EDPR monitors strategic suppliers during their services delivery.

During the construction phase, the construction manager works closely with health & safety and environmental supervisors, and holds weekly meetings with suppliers. Contractors receive feedback for continuous improvement in the areas of H&S and environment. EDPR also has external supervision in these areas. During the operation phase, the manager of the facility is responsible for compliance with H&S and environmental procedures. These processes are reinforced by the management systems according to OHSAS 18001:2007 and to ISO 14001:2015.

All parameters of the Qualification system are periodically reviewed and reassessed by EDPR to guarantee that supply chain performance remains on the high quality level required.

3.4 SOCIAL CAPITAL

EDPR believes it is indispensable to contribute to the development of the society both respecting human and labour rights and creating value in different ways, for different people. The Company is guided by three key social responsibility principles: respect human and labour rights in the whole value chain, contribute to the society and promote access to energy for all.

3.4.1 RESPECT HUMAN AND LABOUR RIGHTS

At EDPR, it is top priority to promote human rights and fair labour practices across the entire value chain. The Company is committed to integrate the social aspects in planning and decision-making and to guarantee responsible operations throughout the whole lifecycle of its business. Moreover, the health and safety of those who contribute to EDPR's activities is a key value and a priority for its success. Therefore, the Group aims to promote and build on a positive safety culture in which every employee, service provider and supplier is engaged.

HEALTH & SAFETY

According to its Code of Ethics, EDPR undertakes to give priority to the employees and suppliers' safety, health and wellbeing and to ensure the development of appropriate occupational health and safety management systems. This commitment to guarantee the welfare of employees and contractors is supported by EDPR's Occupational Health and Safety Policy.

EDPR has implemented Health & Safety Management Systems based on the OHSAS 18001:2007 specifications. The standards and procedures of these systems are adapted to the specific geography of the sites where they are used and are developed based on each country's regulations and industry best practices. EDPR takes a data-driven approach to identify and react to leading causes of injury.

The implementation of these systems allows for better management and prevention of future accidents, with the objective of zero accidents overall. The commitment to health & safety is further supported through the OHSAS 18001 certification. By the end of 2019, this certification covers 100%1 of EDPR's installed capacity.

The OHSAS 18001:2007 standard was replaced with ISO 45001:2018, which will help organisations develop and provide a safe and healthy workplace for everyone within the company and across its supply chain. Even though companies have a 3 year transition period to implement and comply with the new standard, EDPR has already been working on the integrated Health & Safety and Environment Management System in order to implement it and carry out the its certification in 2020.

During 2019, EDPR registered 10 work-related accidents for employees and contractors, -50% vs 2018. The injury and the lost day rate were 1.2 work accidents per million hours worked and 46 days lost due to work accident per million hours worked, respectively.

EDPR registered a significant improvement in its H&S ratios when comparing to 2018. Nevertheless, EDPR continuously works to improve these ratios and to bring awareness to the best H&S practices. In 2019, the Company worked on several initiatives such as the development and implementation of an internal procedure for evaluating suppliers on health & safety topics; the organisation of a H&S workshop for O&M and Construction suppliers that aimed to foster the "Safety first" culture; the development and implementation of a tool that monitors the communication of safety alerts, both EDPR's and those received from maintenance companies, to the different applicable suppliers working at EDPR facilities; the implementation of a telephonic nurse/triage service by using a telephonic system to engage medical care professionals as first responders to incidents on site in order to provide appropriate care and medical advice and assist with medical case management requirements; and the definition of a daily KPI metric to delineate performance based on leading and lagging safety indicators, among others.

1 CALCULATION BASED ON 2018YE INSTALLED CAPACITY. EDPR CERTIFIES THE FACILITIES THE YEAR AFTER THE COD (COMMERCIAL OPERATING DATE). THUS, THE FACILITIES THAT HAVE ENTERED INTO OPERATION IN 2019 WILL BE CERTIFIED IN 2020.

HUMAN RIGHTS & LABOUR PRACTICES

EDPR undertakes to respect and foster due respect within the Company and in its supply chain, as well as to provide dignified working conditions for all. This practice is reflected in the Code of Ethics, which contains specific clauses regarding non-discrimination and equal opportunities, in line with the Company's culture of diversity and respect for human and labour rights. The Code is not an isolated feature – it belongs to an Ethics Framework that includes functional units, specific regulations, monitoring and accountability for our ethical performance, along with training, awareness-raising and capacity building for employees, service providers and suppliers.

EDPR requires its suppliers and service providers to comply with their ethical standards. In this way, the alignment with the spirit of EDPR's Code of Ethics is required. Moreover, the Sustainable Procurement Policy references the promotion of respect for dignity and human rights, and the rejection of any form of forced labour or child labour, harassment, discrimination, abuse or other types of physical or psychological violence.

A Code of Ethics channel is available for the communication of any breach of the Code related to the matters of human rights or labour practices, including those in the context of the supply chain. The Ethics Ombudsman receives ethical-related complaints, investigates and documents the procedure for each of them. A preliminary report is then submitted to the Ethics Committee, whose main goal is to ensure compliance with the Code of Ethics within EDPR.

3.4.2 CONTRIBUTE TO THE SOCIETY

The Company believes that besides excelling in the way it performs, there must be a main factor weighing in every action or activity EDPR does – people. The Company considers that in order to have a positive impact on society, it is vital to work for the common good by promoting and supporting social activities.

EDPR's Social Investment is developed within the framework of its Social Investment Policy, which establishes the corporate objectives and strategies related to this area. As stated in the Policy, EDPR invests in activities that will positively impact the promotion and development of the following four main areas: Culture & Art; Social inclusion, Sustainable ways of living & Access to energy; Natural heritage & Biodiversity; and Energy Efficiency & Renewable Energy.

As an integral part of the communities where it operates and as stated in its Code of Ethics, EDPR undertakes to maintain a relationship of proximity with the local communities engaging in regular and open dialogue, seeking to know their needs, respecting their cultural integrity and looking to contribute to improve the living conditions of local population, taking measures to consider and respect the community interests. Therefore, in line with its Social Investment Policy and the communities' needs and expectations, EDPR has defined a Catalogue of Activities that works as a tool for defining the social investment made in local communities. In addition to the development of social activities, EDPR provides long-lasting economic benefits to the surrounding areas that include, but are not limited to, infrastructure investments, tax payments, landowners' royalty payments and job creation.

However, as a responsible company, EDPR works to promote the well-being and development of not only the communities where it operates but also of society in general, focusing on the people who contribute to the success of the Group's business and how society may benefit from it. In addition, EDPR has a volunteer program addressed to its employees in order to promote social responsibility, giving them the opportunity to grow not only at work but personally as well, while also contributing to the society.

In 2019, EDPR invested in the development of the society mainly through internally developed and collaborative initiatives, donations to charitable organisations and volunteering activities. These were the key figures of the initiatives implemented throughout EDPR's geographies:

KEY DATA

3.4.3 PROMOTE ACCESS TO ENERGY FOR ALL

As a global leader in the renewable energy sector, EDPR defined a clear strategy for promoting Access to Energy (A2E): to provide clean energy in developing countries based on energy efficiency and decentralised renewable energy solutions, that promote the sustainable development of the communities involved.

Access to renewable energy makes the difference for people not connected to the electricity grid not only by providing sustainable energy services but also by enabling improvement on health and education conditions, job creation and new economic activities. Moreover, the use of clean energies and the promotion of energy efficiency has a positive impact on the environment.

Last year, in 2018, EDPR purchased a stake in SolarWorks!, a company engaged in the marketing of decentralised solar energy solutions for off-grid domestic and business customers in Mozambique. The acquisition of the €2.2 million minority stake was an important step in the group's strategy for universal access to sustainable energy.

In 2019, EDPR reinforced its strategy to promote universal access to sustainable energy by investing c. €2.6 million in Rensource, a company that develops and manages decentralized solar energy systems, to support its expansion in Nigeria. The investment, which was the result of a financing initiative completed by EDPR and other international investors, will allow EDPR to participate in Africa's largest market and to bring sustainable, low-cost energy solutions to more communities.

These investments confirm the progress of the A2E strategy, which includes the commitment to invest €20 million until 2022 with the goal of impacting 550,000 people in developing countries.

The A2E initiative powerfully contributes to make EDPR's vision of a sustainable, safe and healthy world a reality.

3.5

EDPR's Environmental Policy assumes specific commitments with the protection of the climate, the engagement with biodiversity and the preservation of natural resources. This policy allows EDPR to control, manage, communicate and to ensure the continuous improvement of its environmental performance along the entire value chain.

EDPR produces energy based on renewable sources, which inherently implies the reduction of GHG emissions. Wind and solar energy have zero carbon emissions and do not produce harmful SOx, NOx or mercury emissions, protecting valuable air and water resources and contributing to the world's fight against climate change. Also, generation from wind and solar energy does not consume water in its operational processes.

Even so, as stated in its Environmental Policy, EDPR seeks to reduce the potential impact of its activities on the environment through a set of commitments that ensure the implementation and maintenance of an effective Environmental Management System (EMS).

The EMS is developed in accordance with the ISO 14001:2015 international standard and certified by an independent certifying organization. EDPR has defined general procedures in its EMS to prevent, correct or compensate impacts in the environment.

In 2019, EDPR's operations avoided the emission of 19 million tons of CO2. The CO2 emissions related to EDPR's activities represent 0.2% of the total amount of emissions avoided.

As a responsible company, EDPR has two main aspects in consideration when dismantling a wind farm at the end of its useful life: land restoration and proper treatment of the wastes generated.

Even though EDPR works to minimise any impact on the land surrounding its facilities, the Company commits to cleaning up and rehabilitating the sites to return the area to its initial state.

The main waste generated during this phase are dismantled turbines. EDPR manages them by keeping some pieces for future repairments, selling some of the material or recovering it. The wind turbine is around 80%-90%(') made of recyclable material, as the missing percentage is related to the turbine's blades that are composed and manufactured by complex materials that make it hard to recycle. In this regard, EDPR is working to support processes to recover the turbines and encourage circular economy.

In 2019, Zas, a wind farm in Spain with 80 wind turbines was dismantled. 22 of them were sold and 58 were recovered, none of them being disposed.

EDPR wind farms with a projected life span of 30 years will pay back its life cycle energy consumption in less than a year('), meaning, more than 29 years of a wind farm's life will be producing clean energy.

3.6 DIGITAL CAPITAL

The digital journey is a never-ending transformation given the rapid evolution of Technology and its big impact on the Business and the People.

The rhythm and speed in which digital initiatives have evolved in EDPR have increased constantly over the time. Since 2007, date in which EDPR is formally constituted, there have been different milestones that the Company has achieved and that have had a big impact in the way people work.

In 2017, EDP Group began its journey of digital transformation, with the EDP X project, which challenged the organisation to adapt and respond to this new context being Top Management an essential driver, deeply committed with the digital initiatives that are being carried out in EDPR.

In EDPR, Digital Transformation is the combination of three indissoluble perspectives: The strategic adoption of digital technologies, the definition, improvement and optimisation of Business processes and the impact on how people work and add value in their day to day activities. These three dimensions foster new ways of working and impact directly on the results of the Organisation.

EDPR conceives digital transformation initiatives expanding technology but far beyond technology: it is a business-wide culture change. To follow this transformation journey, three steps should be considered: people, processes and technology, and to succeed, businesses need to address all three.

A culture change must start with people. In 2019 different initiatives have been launched towards empowering people in this Digital Transformation Process.

Digital transformation will only happen if the people with the necessary skills are involved in the process. EDPR has created the first Digital Skills Committee composed by the main stakeholders in this field and lead by the CEO whose main objective is to foster digital skills as part of the Digital culture and promote collaborative skills to work more efficiently as part of the digital transformation process.

Employee involvement is considered key in this process and therefore the initiative Digital Champions has been created. Employees with special digital capabilities, ability to work with collaborative tools and specific knowledge and concerns on digital technologies will become part of this Program to extend the Digital Culture throughout the Organisation.

New initiatives are expected to be launched regularly in order to reinforce and ensure that a digital culture is spreading all over the Company and that everyone is on board with the changes that will happen across the business.

Business Processes is the channel through which EDPR delivers value to the different stakeholders and helps achieving its business results. Business process definition has been gaining importance and relevance along the time in EDPR:

  • From a pure process definition in 2009 based on the description of the core activities carried out by the Departments to an integrated process business perspective in 2018 when EDPR defined a Process Map aligned with its Value Chain. At this moment, more than 100 critical processes were identified according to the impact on EDPR Business, representing one of the starting points to reach process excellence in EDPR.
  • 2019 has represented a step further and a key milestone in the Digital Transformation journey, considering Process Automation and Robotisation as an essential driver in Process definition. A new approach identifying what can be improved and what processes can be automated, is now the basis for process definition.

This new mindset is truly about getting people to think and work more effectively, align their day to day activities with the business objectives and reinforce the use of the right tools for their job. Once the process has been defined, it is analyzed how it can turn to be optimized by seeking efficiencies with the development of Business Process Management tools (BPM), Robotic Process Automation technology (RPA) or any other tool that can have an impact in the way of working. In 2019, more than 70 BPM Tools were implemented to optimize business processes and about 150 RPA's were running in productive, saving around 40.000 hours/year. The objective is to maximize added value work and see the greatest gains in the long term for EDPR.

TECHNOLOGY

Finally, technology comes in. Technology is the enabler of process transformation. The most relevant initiatives carried out in 2019 that will support growth and success of EDPR are:

  • Data lake: EDPR has introduced a corporative Big Data and analytics system based on cloud technology, with a data lake on European and North America business units. So far, we have introduced an analytical model to simulate the behaviour of different energy market strategies and their technical and economic impacts in terms of budget, risk models of energy markets and weather forecasters key performance indicators.
  • Data integration: We use a new cloud service to make big data and artificial intelligence easy. It provides data science and data engineering teams with a fast, easy and collaborative platform. It gives users a single platform for big data processing and machine learning.
  • Geographic information system (GIS) Europe: It is a based-on cloud services platform with a web portal and mobile app that allows to create and share maps, scenes, apps, and other geographic information. It was first introduced in Spain and France and is now ready to roll out to other European countries.
  • Automatisation: EDPR uses a new tool that makes it easy to automate repetitive tasks. You can add users or groups as owners, and then collaborate with them to design and manage flows.
  • Commercial Management System (COMS) – strategies to sell energy: A new feature that allows to the market operator through a dashboard and dynamical interface the comparison of existing market strategies in order to choose the more advantageous to the business.
  • RES – Renewable Energy Source: This is a EDP Group renewable product, based on block chain technology and the idea behind it is to improve the traceability of Renewable Energy. The product tells you how much renewable energy you are using in real time, as well as the source of this renewable energy.
  • Collaboration: At EDPR we have started to use a new web application and mobile app "Edge" based on cloud services, that allows the collaboration between different teams to manage, share and distribute information and review through a web and mobile platform.
  • Monitoring: We are working on an implementation of a web base platform that will let EDPR monitor the performance of construction projects, economical and progress. It is intended to be used by Operation support, Engineering and Construction and contractors who need to among other things, schedule the project, enter construction milestones, check deviations and produce reports.
  • Training Human Resources: All employees make us of this new digital application for employees to consult and choose their training courses.

In summary…

Business is changing, and digital transformation is vital to staying ahead. It is required a company-wide shift in the way people think, work, and provide services.

It is crucial to involve all the people and empower people to be part of this change, map out all processes from an optimisation perspective and support all of this with the right technology to enable EDPR to achieve its strategic goals.

OFFSHORE FLOATING

  • · WindFloat Atlantic, the first worldwide full scale floating wind power plant with a total capacity of 25 MVV in a 100 meters depth area in the Portuguese coast. COD is expected in 2020.
  • The project will speed up the commercial deployment of innovative WindFloat® technology that harnesses the wealth of wind resources in transitional and deep waters, which were previously inaccessible. WindFloat Atlantic project marks an important milestone for the industry as this is the first semi-submersible floating wind farm in the world.
  • Because it can be placed in very deep waters, WindFloat® can unlock energy resources in vast areas of the sea, addressing major societal challenges, such as the clean energy transition, energy security and climate change, whilst bringing jobs, economic growth and opportunities for sustainable investment.
  • · For further information: https://www.youtube.com/watch?v=PiKa6steniw

BLADE LIFTER TRANSPORT SYSTEM

  • · The journey to reach the Carondio wind farm in Spain involves passing through an urban center before taking a mountain road for 23 kilometers. The wind farm's location prevents quick and efficient transport, increasing the need to have a high stock of blades available at Carondio in order to optimise management. With these obstacles in mind, EDPR began to consider different options for blade transportation, including the Blade Lifter technique.
  • This method consists of transporting each blade on a special vehicle which can incline up to 60 degrees. By being able to scale the steepest sections of the road up the mountain, this uniquely designed machinery allows the blade's angle to be increased and decreased accordingly, which consequently reduces its turn radius.
  • · Implementing this innovative blade transportation system to reach one of its more isolated wind farms was a decision aligned with EDPR's commitment to constant technological innovation – its benefits include its minimal environmental impact, reduced need for civil engineering interventions and cost optimisation.

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3.8

Sustainan Develomment Goals

EDPR SUPPLIES AFFORDABLE & CLEAN ENERGY WHILE MITIGATING THE CLIMATE CHANGE ...

EDPR is a global leader in the sector of renewable energy and one of the world's largest wind energy producer, ending the year with 11.4 GW of installed capacity. In 2019, the Company generated 30.0 TWh of clean energy, a cost-effective way to fight climate change.

Wind and solar power are two of the most environmentally friendly ways of producing energy. EDPR's business inherently implies the reduction of GHG emissions and therefore has a positive impact on the environment. In 2019, EDPR's activities avoided the emission of 19 million tons of CO2.

...IMPACTING POSITIVELY ON COMMUNITIES & FOSTERING INNOVATIVE INFRASTRUCTURES & CIRCULAR ECONOMY...

EDPR works to promote the well-being and development of the communities where it operates and of society in general. In 2019, EDPR contributed to society by investing €2.2 million in the development of social activities and by contributing with more than 1,800 employees volunteering hours.

Innovation is part of EDPR's day reality. The Company is focused on the more disruptive technologies of the industry and is committed to foster innovative solutions throughout its entire value chain. In 2019, EDPR centred on promoting digital skills and 51% of its employees participated in digitalisation trainings.

Even though EDPR is in the renewable energy business, it goes beyond its commitment with sustainability by fostering a culture of responsible operations and circular economy. In 2019, Zas, a wind farm in Spain with 80 wind turbines was dismantled; 22 of them were sold and 58 were recovered, none of them being disposed.

... ENSURING DECENT WORK, GENDER EQUALITY & PRESERVATION OF THE ENVIRONMENT.

EDPR continuously works to provide excellent conditions for its employees, grow and develop talent at all levels and optimise its employment policies and labour practices. As a result, EDPR has been recognised by the Top Employers Institute as one of the best companies to work for in Europe in 2019.

EDPR's Code of Ethics contains specific clauses of non-discrimination and equal opportunities, fostering respect for all employees. In 2019, as in previous years, EDPR participated in Mujer e Ingenierio, a project by the Real Academia de Ingeniería de España aiming to overcome the gender gap in technical degrees.

EDPR's business is its best contribution to reduce biodiversity loss. Nevertheless, the Company's commitment to contribute to the protection of biodiversity leads to an active role in the conservation of wildlife surrounding its facilities. In 2019, for the construction of the Hidalgo II WF in the US, EDPR designed and implemented a unique program that employs biologists to monitor aspects of the wind farm construction.

04

04 SUSTAINABILITY

MATERIALITY ASSESSMENT 95
RENEWABLE ENERGY PROMOTION 97
CLIMANTE CHANGE 98
BUSINESS SUSTAINABILITY 101
HEALTH & SAFETY 103
INNOVATION 104
CORPORATE GOVERNANCE 105
SUPPLIERS MANAGEMENT 105
ENVIRONMENTAL MANAGEMENT 107
PEOPLE MANAGEMENT 111
COMMUNITY INVOLVEMENT & DEVELOPMENT 124
COMMUNICATION & TRANSPARENCY 126
A2E 127
DIGITAL TRANSFORMATION 127
CORPORATE ETHICS 128
REPORTING PRINCIPLES 130
ANNEX I: NON-FINANCIAL INFORMATION
STATEMENT
131
ANNEX II: GRI CONTENT INDEX 133
ANNEX III : INDEPENDENT VERIFICATION REPORT 135

<-- PDF CHUNK SEPARATOR -->

SUSTAINABILITY

4.1 MATERIALITY ASSESSMENT

The macro-economic context, where the challenges of sustainability are increasing, summing up with the diversity of EDPR's stakeholders, results in a large and complex list of important issues, which must be prioritised according to its relevance and significance. An issue is considered material when it influences the decision, the action and the performance of an organisation and its stakeholders.

4.1.1 BACKGROUND AND OBJECTIVES

EDPR's material issues were identified and the results achieved supported the preparation of this Annual Report, as reflected in the Company's management strategy and, in particular, in its agenda for sustainability.

4.1.2 METHODOLOGY

The methodology adopted is based on the Accountability Standards and the information is collected corporately and within each business units as well.

Materiality is acquired by the interception of the issues identified by stakeholders with the importance given internally by the business. The topics identified by the Company are prioritised according to the frequency with which they appear in the different categories analysed.

RELEVANCE FOR SOCIETY

The relevance for society is determined by the importance/impact of a specific theme from an external perspective to the Company, designated as society perspective. Therefore, the society vision reflects the vision idea/concept of the several stakeholder groups that have influence on or are influenced by EDPR's activities. This vision must be achieved through sources that ensure independence from the Company to collect, on most cases, external data.

In parallel, the establishment of a society perspective is also supported by documents, analysis and international/national specific studies that allow a broad outlook on the emerging trends in the sustainability area. Consequently, the Company considers that the vision of the several stakeholders reflects the vision of society, thus allowing the assessment of the expectations outside EDPR.

Annual Report EDP 2019

RELEVANCE FOR BUSINESS

The vision of the business is obtained through the evaluation of the importance/impact of a specific theme from an internal perspective to the Company. This vision is originated from the analysis of the defined business strategic goals as these depict the current positioning and concerns of EDPR and reflect the future vision of the business. In 2019, EDPR defined a new strategic plan until 2022 and, thus, the material issues for the Company in which this assessment was based were updated accordingly.

RESULTS

The materiality matrix describes visually and promptly the most sensitive and impacting themes by comparing the relevance to society with the relevance to the business. The critical and sensitive themes for EDPR, obtained from the analysis of the materiality matrix, allows the Company to drive the strategy and support the decision-making process as well as to focus the report of information based on shared interests between EDPR and stakeholders, facilitating the relationship between them.

MATERIALITY MATRIX

NOTE: ENVIRONMENTAL MANAGEMENT INCLUDES BIODIVERSITY, WASTE MANAGEMENT AND SPILLS.

EDPR DID NOT IDENTIFY THE FOLLOWING TOPICS AS MATERIAL:

  • § WATER: GENERATION FROM WIND ENERGY DOES NOT CONSUME WATER IN ITS OPERATIONAL PROCESSES. THE WATER IS CONSUMED MAINLY FOR HUMAN USE.
  • § LIGHT POLLUTION: EDPR ACTIVITIES DO NOT HAVE A MATERIAL IMPACT IN LIGHT POLLUTION.
  • § RAW MATERIALS: EDPR CORE BUSINESS DOES NOT CONSUME RAW MATERIALS.
  • § FOOD WASTE: EDPR ACTIVITIES DO NOT HAVE A MATERIAL IMPACT IN FOOD WASTE.

4.2 RENEWABLE ENERGY PROMOTION

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Selective Growth of the chapter Strategy and to section Operational Performance of the chapter Execution.

GRI EU1 – INSTALLED CAPACITY, BROKEN DOWN BY PRIMARY ENERGY SOURCE AND BY REGULATORY REGIME

INSTALLED CAPACITY UN 2019 2018 ∆ YoY
TOTAL MW 11,362 11,672 (310)
Europe MW 4,553 5,424 (871)
Spain MW 2,126 2,463 (337)
Portugal MW 1,164 1,309 (145)
Rest of Europe MW 1,263 1,652 (389)
Brazil MW 467 467 +0
North America MW 6,342 5,781 +561
US MW 6,112 5,551 +561
Canada MW 30 30 -
Mexico MW 200 200 -

NOTE: THE REPORTED DATA INCLUDES EBITDA AND EQUITY MWS.

By December 2019, EDPR operational portfolio totalled 11.4 GW, of which 4.6 GW in Europe, including 2.1 GW in Spain, 1.2 GW in Portugal, 1.3 GW in Rest of Europe, 6.3 GW in North America and the remaining 0.5 GW in Brazil. From the 11.4 GW, 284 MW are related to solar PV and 11,078 MW to wind onshore technology. Pursuing its Sell-down strategy, in 2019, EDPR concluded the sale of its entire ownership in a 997 MW portfolio in Europe (348 MW in Spain, 191 MW in Portugal, 388 MW in France and 71 MW in Belgium; 491 MW net for EDPR). In 2019, EDPR built 888 MW of wind and solar technology, of which 169 MW in Europe, namely 53 MW in Spain, 47 MW in Portugal, 19 MW in France and 50 MW in Italy. In the United States 720 MW were built, of which 581 MW related to wind onshore projects and 139 MW from a solar PV portfolio.

GRI EU2 – NET ENERGY OUTPUT BROKEN DOWN BY PRIMARY ENERGY SOURCE AND BY REGULATORY REGIME

ELECTRICITY GENERATED UN 2019 2018 ∆% YoY
TOTAL GWh 30,041 28,359 +6%
Europe GWh 11,791 11,480 +3%
Spain GWh 5,298 5,164 +3%
Portugal GWh 3,160 2,995 +5%
Rest of Europe GWh 3,333 3,321 +0%
Brazil GWh 1,757 1,235 +42%
North America GWh 16,492 15,644 +5%
US GWh 15,696 14,873 +6%
Canada GWh 70 71 (2%)
Mexico GWh 726 700 +4%

EDPR produced 30 TWh of clean energy in 2019, +6% YoY.

4.3 CLIMATE CHANGE

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Natural Capital of the chapter Execution.

Annual Report EDP 2019

GRI 201-2 – FINANCIAL IMPLICATIONS AND OTHER RISKS AND OPPORTUNITIES FOR THE ORGANISATION'S ACTIVITIES DUE TO CLIMATE CHANGE

The Earth's climate has changed throughout history. Scientists attribute the current global warming trend observed since the mid-20th century to the human expansion of the "greenhouse effect"1 – warming that results when the atmosphere traps heat radiating from Earth toward space. Over the last century, the burning of fossil fuels like coal and oil has increased the concentration of atmospheric carbon dioxide (CO2). There is no question that increased levels of greenhouse gases (GHG) must cause the Earth to warm in response.

EDPR is a clear example of how fighting against climate change creates business opportunities. The Company's core business, to deliver clean energy by developing, building and operating top quality wind farms and solar plants, inherently implies the reduction of GHG emissions, contributing to the world's fight against climate change and its impacts. Wind and solar energy have zero carbon emissions and do not produce harmful SOx, NOx or mercury emissions, protecting valuable air and water resources. Besides, generation from wind and solar energy does not consume water in its operational processes.

Since its inception, EDPR has been performing a strategy focused on selective growth, by investing in quality projects with predictable future cash-flows, and seamless execution, supported by core competences that yield superior profitability, all embedded within a distinctive and selffunding model designed to accelerate value creation. As a result of undertaking such strategy, at the same time flexible enough to accommodate changing business and economic environments, EDPR remains today a leading company in the renewable energy industry. As presented in the Strategic Update, EDPR plans to add c.7.0 GW in 2019-2022 period, of which, in December 2019, 74% was already secured to be installed until 2022, investing more than 8 billion euros financed by sell-down and assets' cash flows. EDPR will diversify geographically and technologically growing on wind onshore, offshore and solar along with the entrance in new markets.

During 2019, EDPR built 888 MW and finished the year managing a global portfolio of 11.4 GW. Benefiting from a diversified portfolio, the Company generated 30 TWh (+6% YoY) of renewable energy, avoiding the emissions of 19 mt of CO2. Capital expenditures and financial investments with capacity additions, ongoing construction and development works during the year totalled €1,401 million.

However, EDPR faces climate change not only as a business opportunity, but also as an opportunity to innovate. Innovation not only in disruptive technologies, but innovative solutions can be implemented in the entire value chain: in business development, construction, operations, origination and financing. For example, besides developing offshore, offshore floating and hybrid (wind and solar) facilities and battery storage, EDPR has implemented innovative ideas in construction, with new technical solutions to increase assets quality, in operations, by internalising O&M activities or using big data on predictive maintenance & power improvement, in origination, with PPA structures to help clients to meet their sustainability goals, in finance, with the implementation of a self-funding strategy based on the sale of stakes which allows us accelerate growth by crystalizing future value.

On the risk side, meteorological changes may pose a risk for EDPR's activities and results since they are carried out in areas of the planet that are being affected by climate change. In addition, future estimations of wind and solar production are based on analysis of historical measurements for more than 20 years and they are considered to be representative of the future. However, relevant unexpected meteorological changes could lead to a lower production than the one expected from historical data. Thus, when evaluating a new investment, EDPR considers potential changes in the production forecasted but, even so, the size of the potential deviation in the case of relevant meteorological changes is uncertain. Moreover, renewable plants in construction and in operation are exposed to weather hazards, natural disasters, etc. These risks depend on the all plants are insured the physical damage during construction and operation. During operation, any natural disaster, weather hazard or accident will be partially insured to revenue losses due to the event location.

As a sector leader, EDPR is aware of the urgency to fight climate change and even though its business inherently implies a positive impact on the environment, the Company continues to work on a daily basis to hold itself to a higher standard and to incorporate innovation in its value chain in order to further contribute to the protection of the climate.

1 IPCC FIFTH ASSESSMENT REPORT, SUMMARY FOR POLICYMAKERS

GRI 302-1 – ENERGY CONSUMPTION WITHIN THE ORGANISATION

Wind turbines and solar panels require a small amount of electricity to operate. This energy consumption is generally self-consumed. Given the intermittency of wind generation, sometimes it is needed to consume electricity from the grid.

ENERGY CONSUMPTION UN 2019 2018 ∆% YoY
TOTAL GJ 319,694 319,028 +0.2%
Wind farms
Electricity consumption GJ 269,758 267,762 +1%
Offices
Electricity consumption GJ 16,658 18,139 (8%)
Gas GJ 3,039 3,048 (0.3%)
Fleet
Petrol consumption GJ 23,541 23,122 +2%
Diesel consumption GJ 6,698 6,936 (3%)
Biodiesel consumption GJ 0 19 (100%)

NOTE 1: GAS CONVERSION FACTOR ACCORDING TO AGÊNCIA PORTUGUESA DE AMBIENTE.

NOTE 2: EDPR REPORTS EBITDA WINDFARMS ENERGY CONSUMPTION THE YEAR AFTER THE COD (COMMERCIAL OPERATING DATE), WHEN THE TRIAL PERIOD IS OVER AND THE CONSUMPTION IS ALREADY SIGNIFICANT. THUS, THE WIND FARMS THAT HAVE ENTERED INTO OPERATION IN 2019 WILL BE INCLUDED IN THE ENERGY CONSUMPTION OF 2020.

NOTE 3: FLEET ENERGY CONSUMPTION REFERS TO O&M FLEET.

NOTE 4: ENERGY CONSUMPTION IN THE OFFICES IS ESTIMATED, EXCEPT FOR THE MADRID OFFICE AND THE O&M OFFICES IN NORTH AMERICA.

GRI 302-4 - REDUCTION OF ENERGY CONSUMPTION

EDPR's activity is based on clean energy generation, and it produces about 336 times the energy consumed by itself. Nonetheless, the Company is conscious about promoting a culture of rational use of resources and promotes many internal campaigns to encourage sustainable behaviours. For example, this year, EDPR has included in its Sustainability Roadmap 2019-2022 the objective to promote the transition of its fleet to electric vehicles.

GRI 305-1 - DIRECT (SCOPE 1) GHG EMISSIONS

EDPR's Scope 1 emissions represent 2,368 tons of CO2 equivalent, -14% vs 2018. 1,971 tons are emitted by transportation related to the windfarms operation, 160 tons by gas consumption in the Company's offices and the rest of it is related to SF6.

Part of the equipment used for electricity generation purposes contains SF6 gasses and during 2019, EDPR registered emissions of 10 kg of this gas, which is equivalent to 237 tons of CO2 eq.

NOTE 1: EMISSIONS WERE ESTIMATED ACCORDING TO GHG PROTOCOL (INCLUDING OFFICIAL SOURCES SUCH AS IPCC OR THE U.S DEPARTMENT OF ENERGY).

NOTE 2: GAS CONSUMPTION IN THE OFFICES IS ESTIMATED, EXCEPT FOR THE MADRID OFFICE AND THE O&M OFFICES IN NORTH AMERICA.

GRI 305-2 - ENERGY INDIRECT (SCOPE 2) GREENHOUSE GAS (GHG) EMISSIONS

EDPR's CO2 indirect emissions represent 26,439 tons, -12% vs 2018. Of the 2019 scope 2 emissions, 24,748 tons are driven by electricity consumption by the wind farms and solar plants and 1,691 tons by electricity consumption in the offices.

In 2019, 100% of the emissions related to electricity consumption in windfarms and offices in all EDPR countries have been compensated by Certifications of Origin in Spain and Renewable Energy Certifications (RECs) in US, obtained from the renewable energy generation.

NOTE 1: THE EMISSION FACTORS USED ARE BASED ON THE FOLLOWING SOURCES: PORTUGAL - EDP, TURBOGÁS, TEJO ENERGIA, REDE ELÉCTRICA NACIONAL (REN), AND ENTIDADE REGULADORA DOS SERVIÇOS ENERGÉTICOS (ERSE); SPAIN - RED ELÉCTRICA DE ESPAÑA (REE); BRAZIL - MINISTRY OF SCIENCE AND TECHNOLOGY – SIN (NATIONAL INTERCONNECTED SYSTEM); OTHER EUROPEAN COUNTRIES AND CANADA - IHS CERA.

NOTE 2: ELECTRICITY CONSUMPTION EMISSIONS WERE CALCULATED WITH THE GLOBAL EMISSION FACTORS OF EACH COUNTRY.

NOTE 3: ELECTRICITY CONSUMPTION IN THE OFFICES IS ESTIMATED, EXCEPT FOR THE MADRID OFFICE AND THE O&M OFFICES IN NORTH AMERICA.

GRI 305-3 – OTHER INDIRECT (SCOPE 3) GREENHOUSE GAS (GHG) EMISSIONS

EDPR's work requires employees to travel and commute. Based on the estimates, the transportation used by employees accounted for a total of 5,552 tons of CO2 emissions, +12% vs 2018.

Annual Report EDP 2019

NOTE 1: EMISSIONS WERE ESTIMATED ACCORDING TO GHG PROTOCOL, BY FOLLOWING THE DEFRA STANDARD.

NOTE 2: EMPLOYEE COMMUTING EMISSIONS WERE CALCULATED FROM DATA COLLECTED IN A SURVEY TO ALL EMPLOYEES.

NOTE 3: EMPLOYEES TRANSPORTATION BY AIR AND TRAIN IN PORTUGAL IS NOT INCLUDED.

NOTE 4: WHEN CALCULATING EMPLOYEES TRANSPORTATION BY AIR, THE RADIOACTIVE FACTOR IS NOT CONSIDERED.

NOTE 5: FLEET ENERGY CONSUMPTION REFERS TO O&M FLEET.

NOTE 6: EMPLOYEES TRANSPORTATION DATA FROM 2018 WAS RESTATED.

TOTAL CO2 EMISSIONS

GRI 305-5 – REDUCTION OF GREENHOUSE GAS (GHG EMISSIONS)

Even though EDPR activity inherently implies the reduction GHG emissions, the Company goes one-step forward by compensating 100% of the scope 2 emissions.

EDPR core business activity inherently implies the reduction GHG emissions. Wind and solar energy has zero carbon emissions, contributing to the world's fight against climate change and does not produce harmful SOx, NOx, or mercury emissions, protecting valuable air and water resources. In 2019, it was estimated that the Company's activities avoided the emission of 19 million tons of CO2.

The Company's emissions represent 0.2% of the total amount of emissions avoided and 72% of the total emissions are from the necessary electricity consumption by the wind farms. Even though EDPR's activity is based on the clean energy generation, it is conscious about promoting a culture of rational use of resources. During 2019, EDPR continued promoting initiatives that foster environmental best practices in its offices and, in addition, has included in its Sustainability Roadmap 2019-2022 the objective to promote the transition of its fleet to electric vehicles.

In 2019, 100% of the emissions related to electricity consumption in windfarms and offices in all EDPR countries have been compensated by Certifications of Origin in Spain and Renewable Energy Certifications (RECs) in the US, obtained from the renewable energy generation.

NOTE 1: TO CALCULATE THE EMISSIONS AVOIDANCE, THE ENERGY GENERATION HAS BEEN MULTIPLIED BY THE CO2 EQ. EMISSION FACTORS OF EACH COUNTRY AND STATE WITHIN THE US. EDPR CONSIDERS THE EMISSION FACTOR OF JUST FOSSIL FUEL ENERGY, AS IT IS CONSIDERED THAT BY INCREASING THE GENERATION OF RENEWABLE ENERGY, THERE IS A DISPLACING OF THESE TECHNOLOGIES, WHILE OTHER RENEWABLE TECHNOLOGIES AND NUCLEAR PLANTS WILL CONTINUE WITH ITS QUOTA OF GENERATION.

NOTE 2: THE EMISSION FACTORS USED ARE BASED ON THE FOLLOWING SOURCES: PORTUGAL - EDP, TURBOGÁS, TEJO ENERGIA, REDE ELÉCTRICA NACIONAL (REN), AND ENTIDADE REGULADORA DOS SERVIÇOS ENERGÉTICOS (ERSE); SPAIN - RED ELÉCTRICA DE ESPAÑA (REE); BRAZIL - MINISTRY OF SCIENCE AND TECHNOLOGY – SIN (NATIONAL INTERCONNECTED SYSTEM); USA - EMISSIONS & GENERATION RESOURCE INTEGRATED DATABASE (EGRID) FOR EACH STATE EMISSION FACTOR; OTHER EUROPEAN COUNTRIES, MEXICO AND CANADA - IHS CERA.

4.4 BUSINESS SUSTAINABILITY

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Financial Performance of the chapter Execution.

GRI 201-1 – DIRECT ECONOMIC VALUE GENERATED AND DISTRIBUTED

ECONOMIC VALUE GENERATED AND DISTRIBUTED UN 2019 2018
Economic Value Generated €m 2,265 2,006
Revenues €m 1,642 1,496
Other Income €m 581 377
Share of Profit in Associates €m 3 2
Financial Income €m 38 131
Economic Value Distributed €m 1,117 1,130
Supplies and Services €m 309 345
Other Costs €m 136 128
Personnel Costs €m 131 115
Financial Expenses €m 387 351
Current Tax €m 55 77
Dividends €m 99 113
Economic Value Accumulated €m 1,148 876
PROFIT BEFORE INCOME TAX UN 2019 2018
TOTAL €m 709 536
Spain €m 52 71
Portugal €m 300 138
France & Belgium €m 31 22
Poland €m 13 -7
Romania €m 28 -1
Italy €m 14 12
UK €m -1 24
Brazil €m 102 12
US €m 157 254
Canada €m 2 0
Mexico €m 13 10
Others €m -2 -
CORPORATE INCOME TAX PAID UN 2019 2018
TOTAL €m 65 77
Spain €m 9 14
Portugal €m 34 41
France / Belgium €m 8 12
Poland €m 4 1
Romania €m 0 0
Italy €m 4 4
UK €m 0 0
Brazil €m 5 4
US €m 0 2
Canada €m 0 0
Mexico €m 0 0
Others €m 0 -

Annual Report EDP 2019

NOTE 1: THE AMERICAN LEGISLATION FORESEES - AND HAS FORESEEN IN THE PAST - SEVERAL TAX INCENTIVES FOR THE PRODUCTION OF RENEWABLE ENERGY IN THE UNITED STATES. SOME EXAMPLES ARE THE PRODUCTION TAX CREDITS, THE RESEARCH AND DEVELOPMENT TAX CREDITS, THE FORMER CASH GRANT, THE SO-CALLED MACRS (A WAY OF ACCELERATED DEPRECIATION), ETC. THESE TAX CREDITS, THAT IN MOST CASES ARE PART OF THE RENEWABLE ENERGY REMUNERATION SCHEME, HAVE ACCUMULATED DURING THE LAST YEARS, ALLOWING THE MINIMISATION OF CIT CASH-OUT IN THIS GEOGRAPHY.

NOTE 2: AS A GENERAL RULE, THE CORPORATE INCOME TAX CASH-OUT DETAILED ABOVE CONSIDERS BOTH THE DOWNPAYMENTS CORRESPONDING TO THE FISCAL YEAR IN COURSE (WHERE APPLICABLE) AND THE BALANCE OF THE CORPORATE INCOME TAX CORRESPONDING TO THE PREVIOUS YEAR.

4.5 HEALTH & SAFETY

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Respect Human and Labour Rights of the chapter Execution.

GRI 403-2 – TYPES OF INJURY AND RATES OF INJURY, OCCUPATIONAL DISEASES, LOST DAYS, AND ABSENTEEISM, AND NUMBER OF WORK-RELATED FATALITIES

H&S INDICATORS UN 2019 2018
EMPLOYEES CONTRACTORS TOTAL EMPLOYEES CONTRACTORS TOTAL
Work-related fatalities # 0 0 0 0 2 2
Europe # 0 0 0 0 1 1
Brazil # 0 0 0 0 0 0
North America # 0 0 0 0 1 1
Work-related accidents
with absence
# 1 9 10 2 16 18
Europe # 0 4 4 0 13 13
Brazil # 0 1 1 0 2 2
North America # 1 4 5 2 1 3
Lost days due to
work-related accidents
# 146 225 371 10 808 818
Europe # 0 152 152 0 754 754
Brazil # 0 2 2 0 20 20
North America # 146 71 217 10 34 44
Injury Rate1 x 0 2 1 1 3 2
Europe x 0 2 1 0 6 4
Brazil x 0 4 3 0 2 2
North America x 1 1 1 2 1 1
Lost day rate2 x 53 43 46 4 142 100
Europe x 0 70 43 0 304 200
Brazil x 0 8 5 0 22 19
North America x 114 25 52 9 15 13

NOTE 1: THE REPORTED DATA DOES NOT INCLUDE THE 3 EMPLOYEES FROM THE REST OF THE WORLD.

NOTE 2: THE REPORTED DATA DOES NOT INCLUDE COMMUTING ACCIDENTS. IN 2019, THERE WERE 2 COMMUTING ACCIDENTS WITH ABSENCE RELATED TO EDPR EMPLOYEES THAT RESULTED IN 44 LOST DAYS.

NOTE 3: MINOR FIRST AID INJURIES ARE NOT INCLUDED IN THE REPORTED DATA, AND THE NUMBER OF LOST DAYS IS CALCULATED AS THE NUMBER OF CALENDAR DAYS STARTING THE DAY AFTER THE ACCIDENT.

NOTE 4: DOES NOT INCLUDE INFORMATION RELATED TO EDPR UK FROM JULY 2019 TO DECEMBER 2019.

NOTE 5: THE EMPLOYEE IMPACTED BY THE ACCIDENT WITH ABSENCE IS MALE. EDPR DOES NOT REGISTER H&S INDICATORS BY GENDER FOR CONTRACTORS. NOTWITHSTANDING THIS, BASED ON EDPR EXPERIENCE, THE MAJORITY OF THE CONTRACTOS WORKING ON EDPR SITES ARE MEN.

NOTE 6: X AS UNIT MEANS TIMES.

In 2019, EDPR registered 10 work-related accidents for employees and contractors, -50% vs 2018. The injury and the lost work day rate were 1.2 work accidents per million hours worked and 46 days lost due to work accidents per million hours worked, respectively, registering a significant improvement in its H&S ratios when comparing to the previous year. Moreover, EDPR has no knowledge of any cases of occupational diseases in the company. EDPR is working to systematise the registration of this type of diseases, if detected.

EDPR has implemented Health & Safety Management Systems based on the OHSAS 18001:2007 specifications. The standards and procedures of these systems are adapted to the specific geography of the sites where they are used and are developed based on each country's regulations

1 INJURY RATE CALCULATED AS [# OF ACCIDENTS WITH ABSENCE/HOURS WORKED * 1,000,000]

2 LOST WORK DAY RATE CALCULATED AS [# OF WORKING DAYS LOST/HOURS WORKED * 1,000,000]

and industry best practices. EDPR takes a data-driven approach to identify and react to leading causes of injury. The implementation of these systems allows for better management and prevention of future accidents, with the objective of zero accidents overall.

Annual Report EDP 2019

The commitment to health & safety is further supported through the OHSAS 18001 certification. By the end of 2019, this certification covers 100%1 of EDPR's installed capacity.

The OHSAS 18001:2007 standard was replaced with ISO 45001:2018, which will help organisations develop and provide a safe and healthy workplace for everyone within the company and across its supply chain. EDPR has been working on the integrated Health & Safety and Environment Management System in order to implement it and carry out its certification in 2020.

Additionally, please find information regarding absenteeism below:

ABSENTEEISM BY COUNTRY UN HOURS UN RATE
EUROPE & BRAZIL # 13,698 % 0.9%
Spain # 7,050 % 0.8%
Portugal # 1,675 % 1.2%
France & Belgium # 768 % 0.5%
Italy # 1,502 % 2.4%
Poland # 1,089 % 1.7%
Romania # 1,496 % 2.5%
Brazil # 119 % 0.1%
NORTH AMERICA # 1,168 % 0.1%

NOTE 1: EDPR DEFINES ABSENTEEISM AS TOTAL OF NON-WORKED HOURS IN WORKABLE PERIODS. INCLUDING ABSENCE HOURS DUE TO ACCIDENTS, ABSENCE HOURS DUE TO DISEASES AND ABSENCE HOURS DUE TO OTHER NOT JUSTIFIED MOTIVES.

NOTE 2: ABSEENTEISM FOR NORTH AMERICA CONSIDERS ONLY LOST WORKED HOURS CAUSED BY ACCIDENTS.

NOTE 3: ABSENTEEISM HOURS FROM UK AND FRANCE OFFSHORE ARE NOT INCLUDED. UK AND FRANCE OFFSHORE EMPLOYEES REPRESENT 5% OF THE TOTAL WORKFORCE.

NOTE 4: IN 2019, EDPR CHANGED THE ABSEENTEISM DEFINITION TO BE ALIGNED WITH MARKET PRACTICES. DUE TO THIS METHODOLOGY CHANGE, THE 2018 DATA IS NOT COMPARABLE TO 2019 DATA.

GRI EU17 – DAYS WORKED BY CONTRACTOR AND SUBCONTRACTOR EMPLOYEES INVOLVED IN CONSTRUCTION, OPERATION AND MAINTENANCE ACTIVITIES

Contractors involved in construction, operation and maintenance activities worked 661,763 days during 2019 (-7% vs. 2018).

NOTE: DOES NOT INCLUDE INFORMATION RELATED TO EDPR UK FROM JULY 2019 TO DECEMBER 2019.

GRI EU25 – NUMBER OF INJURIES AND FATALITIES TO THE PUBLIC INVOLVING COMPANY ASSETS, INCLUDING LEGAL JUDGMENTS, SETTLEMENTS AND PENDING LEGAL CASES OF DISEASES

EDPR has no knowledge of any legal judgments, settlements and pending legal cases of diseases in 2019, neither in 2018.

NOTE: FOR THE INFORMATION REPORTED IN THIS INDICATOR EDPR CONSIDERS PASSIVE CONTINGENCIES ASSOCIATED WITH LITIGATION QUALIFIED AS PROBABLE IN 2019 RECORDED IN THE CONTINGENCIES REPORTING SYSTEM.

4.6 INNOVATION

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Innovation Capital of the chapter Execution.

1 CALCULATION BASED ON 2018YE INSTALLED CAPACITY. EDPR CERTIFIES THE FACILITIES THE YEAR AFTER THE COD (COMMERCIAL OPERATING DATE). THUS, THE FACILITIES THAT HAVE ENTERED INTO OPERATION IN 2019 WILL BE CERTIFIED IN 2020.

4.7 CORPORATE GOVERNANCE

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Organisation of the chapter The Company. For further information on the topic please see chapter Corporate Governance.

AVERAGE REMUNERATION OF EDPR BOARD MEMBERS AND OFFICERS

BOARD MEMBERS REMUNERATION

In 2019, the average salary for EDPR Board male members has been €52,068 (-9% vs. 2018) and €57,500 (no variation vs. 2018) for female members.

NOTE 1: ANTÓNIO MEXIA, JOÃO MANSO NETO, VERA PINTO PEREIRA AND RUI TEIXEIRA DO NOT RECEIVE ANY REMUNERATION FROM EDPR. EDPR AND EDP SIGNED AN EXECUTIVE MANAGEMENT SERVICES AGREEMENT ACCORDING TO WHICH EDPR PAYS TO EDP A FEE FOR THE SERVICES RENDERED BY THESE BOARD MEMBERS.

NOTE 2: MIGUEL ÁNGEL PRADO RECEIVES BOTH THE REMUNERATION AS OFFICER AND BOARD MEMBER FROM EDPR NORTH AMERICA LLC AND IS NOT CONSIDERED IN THIS AVERAGE.

NOTE 3: THE CALCULATIONS INCLUDE ALL BOARD MEMBERS THAT BELONGED TO EDPR BOD IN 2019.

OFFICERS REMUNERATION

In 2019, the average salary for EDPR executive officers, all male, has been €427,861(-1% vs. 2018) including fixed salary, variable salary, retirement savings plan, company car and health insurance. EDPR's executive officers are the members of the Executive Committee.

NOTE 1: JOÃO MANSO NETO DOES NOT RECEIVE ANY REMUNERATION FROM EDPR. EDPR AND EDP SIGNED AN EXECUTIVE MANAGEMENT SERVICES AGREEMENT ACCORDING TO WHICH EDPR PAYS TO EDP A FEE FOR THE SERVICES RENDERED BY THIS OFFICER.

NOTE 2: THE CALCULATIONS INCLUDE OFFICERS THAT BELONGED TO EDPR EXECUTIVE COMMITTEE IN 2019 EXCEPT FOR JOÃO MANSO NETO.

4.8 SUPPLIERS MANAGEMENT

GRI 204-1 – PROPORTION OF SPENDING ON LOCAL SUPPLIERS

At EDPR, there is no specific policy or in-house procedure for preferring locally based suppliers. Nevertheless, under equal commercial terms, EDPR chooses local suppliers in order to enhance the socio-economic sustainability of the 14 countries across Europe and the Americas where it is present.

In this way, 94% of vendor spending in 2019 was sourced from local suppliers at a country level. In addition, 36% of the purchases sourced in countries where EDPR has operations were sourced from local suppliers at a regional level.

Moreover, during the construction of the Company's projects, the local community can see an influx of temporary local construction workers and suppliers that provide a positive impact on the local economy.

NOTE 1: EDPR DEFINES SPENDING IN LOCAL SUPPLIERS AT A COUNTRY LEVEL AS PURCHASES TO SUPPLIERS IN COUNTRIES WHERE EDPR IS PRESENT DIVIDED BY THE TOTAL INVOICED VOLUME IN 2019.

NOTE 2: EDPR DEFINES SPENDING IN LOCAL SUPPLIERS AT A REGIONAL LEVEL AS PURCHASES TO SUPPLIERS IN REGIONS WHERE EDPR IS PRESENT DIVIDED BY THE LOCAL PURCHASES AT A COUNTRY LEVEL (EXCLUDING PURCHASES FROM COUNTRIES WHERE EDPR IS NOT PRESENT).

NOTE 3: IN 2019, EDPR REPORTED SPENDING IN LOCAL SUPPLIERS AT COUNTRY LEVEL FOR EUROPE AND BRAZIL DUE TO THIS THE 2018 DATA VS. 2019 DATA IS NOT COMPARABLE.

GRI 308-2 – NEGATIVE ENVIRONMENTAL IMPACTS IN THE SUPPLY CHAIN AND ACTIONS TAKEN

In 2019, EDPR implemented a new Corporate System of Supplier Registration which works as the support to search and select suppliers by providing detailed information, validated and updated by credible sources in order to guarantee their accreditation through financial, technical quality and sustainability criteria. This includes environmental topics such as the existence of an environmental management system and its certification, the existence of environmental requirements in the suppliers procurement conditions or the availability of procedures and resources to assure the prevention/minimisation of environmental impacts.

In addition to implementing the new registry system, this year EDPR also worked on the design and implementation of a specific Supplier Qualification Process. The main goal of this process is to provide a more thorough analysis on critical topics such as technical capabilities, health and safety, environment and ethics, and to establish highly standardised minimum requirements to ensure that the suppliers with whom EDPR conducts business are qualified. The qualified suppliers are included in a Suppliers Qualification List and are able to participate in the EDPR bidding and contracting processes.

Annual Report EDP 2019

The incorporation of adequate criteria in the bidding and contracting processes of the company is essential to ensure the management and mitigation of operational risks in the supply chain. In 2019, EDPR implemented the Suppliers Sustainability Guide in Europe and Brazil for both construction and O&M operations, providing an overview of the sustainability requirements EDPR expects its suppliers to meet. The guide includes H&S, environmental and ethical requirements such as compliance with applicable regulations, policies, internal norms, procedures and systems in place.

In addition, EDPR implemented a process that classifies suppliers according to their H&S and environmental risks. This process is applicable to all suppliers providing a service at EDPR EU&BR facilities and the classification serves as an input in the selection of suppliers during the bidding phase. Based on the individual values obtained in this classification, suppliers may be excluded from the bidding process. If the supplier wants to be re-considered or participate in new processes, an action plan to solve the identified issues has to be presented and EDPR shall approve the action plan proposal. Adequate compliance by all EDPR suppliers with applicable H&S and environmental requirement is essential to guarantee the correct performance of the contracted services and works. Aiming to ensure that suppliers comply with these requirements, the Company has established a disciplinary and sanctioning regime, which is included in all requests for proposal, contracts and purchase orders so any provider will be always informed about the consequences of not complying with EDPR H&S and environmental requirements.

In order to guarantee that the suppliers comply with the previously mentioned requirements, EDPR monitors strategic suppliers during their services delivery. During the construction phase, the construction manager works closely with health & safety and environmental supervisors, and holds weekly meetings with suppliers. Contractors receive feedback for continuous improvement in the areas of H&S and environment. EDPR also has external supervision in these areas. During the operation phase, the manager of the facility is responsible for compliance with H&S and environmental procedures. These processes are reinforced by the management systems according to OHSAS 18001:2007 and to ISO 14001:2015. All parameters of the Qualification system are periodically reviewed and reassessed by EDPR to guarantee that supply chain performance remains on the high quality level required.

In a previous study to characterise EDPR's supply chain, performed in 2015, including the analysis of the exposure to economic, social and environmental risks, performed using the ESCHER (Efficient Supply Chain Economic and Environmental Reporting) methodology developed by PwC, it was determined that 300 thousand-ton GHG emissions were associated to EDPR's direct and indirect purchases, only 5% of which related to direct purchases. Through this study, EDPR aims to identify areas where should focus its improvement activities in order to significantly reduce its exposure to risk and optimise impacts.

GRI 414-2 – NEGATIVE SOCIAL IMPACTS IN THE SUPPLY CHAIN AND ACTIONS TAKEN

In 2019, EDPR implemented a new Corporate System of Supplier Registration which works as the support to search and select suppliers by providing detailed information, validated and updated by credible sources in order to guarantee their accreditation through financial, technical quality and sustainability criteria. This includes social topics such as the existence of an occupational health & safety management system and its certification, the existence of social requirements in the suppliers procurement conditions or previous condemnations of forced, compulsory or child labour.

In addition to implementing the new registry system, this year EDPR also worked on the design and implementation of a specific Supplier Qualification Process. The main goal of this process is to provide a more thorough analysis on critical topics such as technical capabilities, health and safety, environment and ethics, and to establish highly standardised minimum requirements to ensure that the suppliers with whom EDPR conducts business are qualified. The qualified suppliers are included in a Suppliers Qualification List and are able to participate in the EDPR bidding and contracting processes.

The incorporation of adequate criteria in the bidding and contracting processes of the company is essential to ensure the management and mitigation of operational risks in the supply chain. In 2019, EDPR implemented the Suppliers Sustainability Guide in Europe and Brazil for both construction and O&M operations, providing an overview of the sustainability requirements EDPR expects its suppliers to meet. The guide includes H&S, environmental and ethical requirements such as compliance with applicable regulations, policies, internal norms, procedures and systems in place.

In addition, EDPR implemented a process that classifies suppliers according to their H&S and environmental risks. This process is applicable to all suppliers providing a service at EDPR EU&BR facilities and the classification serves as an input in the selection of suppliers during the bidding phase. Based on the individual values obtained in this classification, suppliers may be excluded from the bidding process. If the supplier wants to be re-considered or participate in new processes, an action plan to solve the identified issues has to be presented and EDPR shall approve the action plan proposal. Adequate compliance by all EDPR suppliers with applicable H&S and environmental requirement is essential to guarantee the correct performance of the contracted services and works. Aiming to ensure that suppliers comply with these requirements, the Company has established a disciplinary and sanctioning regime, which is included in all requests for proposal, contracts and purchase orders so any provider will be always informed about the consequences of not complying with EDPR H&S and environmental requirements.

In order to guarantee that the suppliers comply with the previously mentioned requirements, EDPR monitors strategic suppliers during their services delivery. During the construction phase, the construction manager works closely with health & safety and environmental supervisors, and holds weekly meetings with suppliers. Contractors receive feedback for continuous improvement in the areas of H&S and environment. EDPR also has external supervision in these areas. During the operation phase, the manager of the facility is responsible for compliance with H&S and environmental procedures. These processes are reinforced by the management systems according to OHSAS 18001:2007 and to ISO 14001:2015. All parameters of the Qualification system are periodically reviewed and reassessed by EDPR to guarantee that supply chain performance remains on the high quality level required.

In a previous study to characterise EDPR's supply chain, performed in 2015, including the analysis of the exposure to economic, social and environmental risks, performed using the ESCHER (Efficient Supply Chain Economic and Environmental Reporting) methodology developed by PwC, it was determined that more than 20,000 jobs related to EDPR's direct purchases were created, more than €735 million gross value added was associated to EDPR's purchases, and that ~0% of EDPR's direct purchases were identified as having significant risk for incidents of child labour, forced or compulsory labour or freedom of association. Through this study, EDPR aims to identify areas where should focus its improvement activities in order to significantly reduce its exposure to risk and optimise impacts.

Additionally, in 2019, EDPR performed 1,763 audits to 118 contractors (+10% vs. 2018) companies regarding OH&S issues. As a result of these audits, among other actions, EDPR carries out training actions for suppliers.

4.9 ENVIRONMENTAL MANAGEMENT

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Natural Capital of the chapter Execution.

GRI 304-2 – SIGNIFICANT IMPACTS OF ACTIVITIES, PRODUCTS, AND SERVICES ON BIODIVERSITY

As a responsible company, EDPR is aware of the sensitivity of natural ecosystems and the pressures affecting biodiversity. Thus, EDPR assumes its commitment to contribute to the prevention or reduction of loss in biodiversity, as stated in its Environmental Policy. EDPR's commitment towards biodiversity protection is focused on the main impacts of its activities: migrating birds, bats and habitat fragmentation. As a result, the Company particularly commits to protect the wildlife surrounding its wind farms.

The Company has implemented relevant measures to identify the impacts of its operations on biodiversity, including:

  • Environmental impact assessments and/or risk mapping: potential environmental impacts are analysed in detail in the environmental impact studies of the projects.
  • Monitoring of biodiversity indicators: efforts are intensified with specific monitoring procedures in the small number of sites located inside or close to protected areas.

In addition, the Company has defined general procedures in its Environmental Management System to prevent, correct or compensate impacts in the environment. The environmental strategy of the Company complements this approach, with the ambition for a globally positive balance through projects focused on the conservation of wildlife.

Moreover, as a sustainable company, it is EDPR's duty to contribute to the development of research and conservation programs, as well as to broaden scientific knowledge on biodiversity matters by supporting institutions and strengthening dialogue and partnerships.

GRI 304-3 – HABITATS PROTECTED OR RESTORED

EDPR's business is its best contribution to reduce biodiversity loss. Nevertheless, the Company's commitment to contribute to the protection of biodiversity leads to an active role in the conservation of wildlife surrounding its facilities. In 2019, EDPR strongly participated in the protection of biodiversity mainly through collaborations with several organisations to further protect wildlife surrounding its facilities, focusing on birds and bats.

Annual Report EDP 2019

FUNDACIÓN PATRIMONIO NATURAL DE CASTILLA Y LEÓN – CONSERVATION OF THE RED KITE

Fundación Patrimonio Natural aims to promote, maintain and manage the natural heritage of the Community of Castilla y León. EDPR and the Fundación Patrimonio Natural have collaborated since 2014 to carry out a series of environmental actions aimed at conserving the red kite. In 2019, EDPR collaborated with the Fundación Patrimonio Natural in the following actions: repairing one red kite transmitters, repositioning recovered old transmitters and receiving data from the several transmitters during 2019; monitoring actions of breeding population in the province of Salamanca and acquisition of photos and contracting authors for the redaction of different chapters of a monograph on red kites, to be presented in 2020.

FUNDACIÓN MIGRES – CONSERVATION OF THE OSPREY AND OF THE SHORT-TOED EAGLE AND ENVIRONMENTAL INVESTIGATION

Fundación Migres promotes research on bird migration and promotes activities aimed at sustainable development. Since its establishment, EDPR has an agreement with Fundación Migres to prepare the Compensatory Measures project for wind farms in La Janda. In 2019, the following actions have been carried out: coordination and monitoring of the environmental monitoring plan; environmental measures for the conservation of the Egyptian vulture; measures for the conservation of the Montagu's Harrier; and the scientific monitoring of migration in the Strait of Gibraltar.

GRUPO DE REHABILITACIÓN DE LA FAUNA AUTÓCTONA Y SU HÁBITAT (GREFA) – RECOVERY OF EXTINCT POPULATIONS OF CINEREOUS VULTURE

GREFA is an association for the study and conservation of nature, which is currently developing the Monachus Project for the recovery of extinct populations of cinereous vulture (Aegypius Monachus) in the Sierra de la Demanda in Spain. The Project began in 2016, and EDPR collaborates with GREFA since 2018. In 2019, EDPR sponsored a cinereous vulture found in one of its facilities in Asturias which was then included as part of the Monachus Project. It was taken care of in a recovery centre until its transfer to Burgos, from where he was released in October with the aim of establishing a colony in the area. In addition, EDPR and GREFA have already agreed to collaborate on other two other initiatives in 2020.

BAT CONSERVATION INTERNATIONAL – CONSERVATION OF BATS AND THEIR ECOSYSTEMS

Bat Conservation International is dedicated to the enduring protection of the world's 1300+ species of bats and their habitats. EDPR signed an agreement with the organisation to conduct a robust monitoring study at one of its wind farms in Texas, US.

DEFENDERS OF WILDLIFE – RESEARCH AND COLLABORATION ON THE PROTECTION OF BATS

Defenders of Wildlife aims to protect all native animals and plants throughout North America in their natural communities. The organisation is leading an informal collaboration of different stakeholders, including ENGOs, academia, wind industry and wildlife management agencies to create a strategy for advancing collaboration, research, and minimisation techniques to reduce fatalities of non-listed bat species at wind energy facilities, at the pace and scale needed to achieve co-existence. EDPR is participating in this ongoing collaboration.

AMERICAN WIND WILDLIFE INSTITUTE (AWWI) – DEVELOPMENT OF WIND ENERGY FOCUSED ON PROTECTION OF WILDLIFE

AWWI is a partnership of leaders in the wind industry, wildlife management agencies, and conservation organisations. AWWI's members collaborate on the mission to facilitate timely and responsible development of wind energy while protecting wildlife and wildlife habitat. For the past 11 years, EDPR has been a founding member of the American Wind Wildlife Institute, currently also being a Board member.

WIND AND WILDLIFE RESEARCH FUND (WWRF) – RESEARCH ON WIND WILDLIFE CHALLENGES/SOLUTIONS

The WWRF is an industry-led initiative that provides funding to advance the research necessary for solutions to wind-wildlife impacts. WWRF supports independent, peer reviewed research to leverage investment and reduce costs for expanding responsibly sited and operating wind energy. EDPR is a member of the WWRF's Advisory Council.

GRI 306-2 – WASTE BY TYPE AND DISPOSAL METHOD

The main contribution to the hazardous waste produced by wind farms is related to oil and oil-related wastes such as oil filters or oil containers, used mainly for lubrication of the turbines. The consumption of this oil is based on certain pre-defined replacement time frequencies (between 2 and 5 years, based on the component, oil type and manufacturer).

Annual fluctuations in hazardous waste generated are heavily dependent on the multiannual oil replacement programs above mentioned. During 2019, the recovery rate of hazardous waste was 92%, which is above EDPR's 90% recovery target. Non-hazardous wastes generated by the Company include metals, plastics, paper or domestic garbage which are recycled in their vast majority.

The following table summarises the amount of wastes generated in EDPR's facilities and the rate of recycling:

WASTE GENERATED UN 2019 2018 ∆% YoY
TOTAL t 1,391 1,502 (7%)
Total hazardous waste t 571 618 (8%)
Total hazardous waste disposed t 44 45 (2%)
Total hazardous waste recovered t 527 573 (8%)
Total non-hazardous waste t 820 884 (7%)
Total non-hazardous waste disposed t 312 315 (1%)
Total non-hazardous waste recovered t 508 569 (11%)
RATIOS
Total waste kg/GWh 46.7 53.7 (13%)
Total waste recovered % 74% 76% (2%)
Hazardous waste recovered % 92% 93% (1%)

NOTE 1: FOR THE PURPOSES OF THIS REPORT, ALL WASTES HAVE BEEN CLASSIFIED AS HAZARDOUS OR NON-HAZARDOUS ACCORDING TO EUROPEAN WASTE CATALOGUE; HOWEVER, IN EACH COUNTRY WHERE EDPR HAS A GEOGRAPHIC PRESENCE, EACH WIND FARM IS REQUIRED TO ADHERE TO NATIONAL LAW BY FOLLOWING COMPANY PROCEDURES FOR HANDLING, LABELLING, AND STORAGE OF WASTES TO ENSURE COMPLIANCE. IN CASES LIKE IN THE UNITED STATES, WHEN THE COMPANY'S OPERATIONS GENERATE SMALL QUANTITIES OF SUBSTANCES WHICH FALL INTO ADDITIONALLY-REGULATED CATEGORIES SUCH AS USED OILS AND UNIVERSAL WASTES, EDPR FOLLOWS STRICT STANDARDS FOR HANDLING AND DISPOSAL OF THESE WASTE TYPES TO ENSURE AND REMAIN COMPLIANT WITH ALL APPLICABLE LAWS.

NOTE 2: EDPR REPORTS EBITDA WINDFARMS ENVIRONMENTAL INDICATORS THE YEAR AFTER THE COD (COMMERCIAL OPERATING DATE), WHEN THE TRIAL PERIOD IS OVER AND THE INDICATORS ARE ALREADY SIGNIFICANT. THUS, THE WIND FARMS THAT HAVE ENTERED INTO OPERATION IN 2019 WILL BE INCLUDED IN THE ENVIRONMENTAL INDICATORS OF 2020.

NOTE 3: INCLUDES WASTE BOTH FROM OPERATIONAL FACILITIES AND OFFICES.

NOTE 4: DATA FROM 2019 EXCLUDES 948 TONS OF WASTE CAUSED BY NON-RECURRENT EVENTS, OF WHICH 922 CORRESPOND TO NON-HAZARDOUS WASTE CAUSED BY A WIND TURBINE THAT FELL IN FRANCE.

GRI 306-3 – SIGNIFICANT SPILLS

Given EDPR's activity and its locations, oil spills and fires are the major environmental risks the Company faces. The Environmental Management System is designed and implemented to prevent emergency situations from happening. But, just to be cautionary, the system covers the identification and management of these, including the near miss situations.

Until now, EDPR defined as significant spill the ones above 0.16 m3 that reached the ground, and near miss situations when a registered incident did not reach the category of significant spill. In 2019, in order to focus on the significance of the spills, EDPR defined significant spills and fires as any spill affecting water bodies/courses, protected soils or soils of interest because of its natural value, or fire affecting protected areas and/or species (according to local protection laws), derived from the O&M activities in the facilities. EDPR continues to register near miss situations, when a registered incident does not reach the category of significant spill. In 2019, there were no significant spills and 112 near miss were registered, +20% vs 2018 (considering this year's criteria).

EDPR performs regular environmental drills to guarantee that all employees and suppliers are familiar with the risks and have received the appropriate training to prevent and act, if necessary.

NOTE: EDPR REPORTS EBITDA WINDFARMS ENVIRONMENTAL INDICATORS THE YEAR AFTER THE COD (COMMERCIAL OPERATING DATE), WHEN THE TRIAL PERIOD IS OVER AND THE INDICATORS ARE ALREADY SIGNIFICANT. THEREFORE, THE WINDFARMS THAT HAVE ENTERED INTO OPERATION IN 2018 WILL BE INCLUDED IN THE ENVIRONMENTAL INDICATORS OF 2019.

OTHER ENVIRONMENTAL MANAGEMENT RELATED TOPICS:

Despite EDPR's core activities do not pose any threats of serious or irreversible damage to the environment, the Company, in compliance with the Precautionary Principle, applies cost-effective measures to prevent environmental degradation such as provisions for dismantling and decommissioning of property, plant and equipment to dismantle and decommission those assets at the end of their useful lives. Consequently, EDPR has booked provisions for property, plant and equipment related to electricity wind and solar generation for the responsibilities of restoring sites and land to its original condition, in the amount of €270,353 thousands as at 31 December 2019 (-6% vs 2018).

Annual Report EDP 2019

GRI 304-1 – OPERATIONAL SITES OWNED, LEASED, MANAGED IN, OR ADJACENT TO, PROTECTED AREAS AND AREAS OF HIGH BIODIVERSITY VALUE OUTSIDE PROTECTED AREAS

COUNTRY FACILITY NAME TYPE OF OPERATION POSITION IN RELATION
WITH PROTECTED AREA
FACILITY AREA IN
PROTECTED NATURAL
AREA (ha)
% FACILITY AREA IN
PROTECTED NATURAL
AREA (%)
ATTRIBUTE OF THE
PROTECTED AREA
STATUS OF THE
PROTECTED AREA
Poland Ilza Wind farm Partially Within 5.6 17% Terrestrial Regional park
Tomaszow Wind farm Adjacent 0.0 0% Terrestrial-Freshwater Natura 2000
Pena Suar
Açor
Wind farm
Wind farm
Inside
Partially Within
6.3
0.1
100%
1%
Terrestrial
Terrestrial
Natura 2000
Natura 2000
Açor II Wind farm Partially Within 6.0 88% Terrestrial Natura 2000
Cinfaes Wind farm Inside 4.9 100% Terrestrial Natura 2000
Bustelo Wind farm Inside 8.9 100% Terrestrial Natura 2000
Falperra-Rechãzinha Wind farm Partially Within 29.2 88% Terrestrial Natura 2000
Fonte da Quelha Wind farm Inside 8.1 100% Terrestrial Natura 2000
Alto do Talefe Wind farm Inside 9.2 100% Terrestrial Natura 2000
Fonte da Mesa Wind farm Partially Within 8.2 83% Terrestrial Natura 2000
Madrinha Wind farm Inside 4.1 100% Terrestrial Natura 2000
Safra-Coentral Wind farm Inside 19.7 100% Terrestrial Natura 2000
Negrelo e Guilhado
Testos
Wind farm
Wind farm
Partially Within
Partially Within
9.6
2.9
98%
22%
Terrestrial
Terrestrial
Natura 2000
Natura 2000
Portugal Natura 2000
Serra Alvoaça Wind farm Partially Within 7.8 61% Terrestrial National protected area
Tocha Wind farm Inside 6.8 100% Terrestrial Natura 2000
Padrela/Soutelo Wind farm Partially Within 1.0 41% Terrestrial Natura 2000
Guerreiros Wind farm Partially Within 0.1 0.2% Terrestrial Natura 2000
Vila Nova Wind farm Partially Within 7.1 42% Terrestrial Natura 2000
Vila Nova II Wind farm Partially Within 9.1 34% Terrestrial Natura 2000
Balocas Wind farm Partially Within 0.4 1% Terrestrial Natura 2000
Ortiga Wind farm Adjacent 0.0 0% Terrestrial Natura 2000
S. João Wind farm Adjacent 0.0 0% Terrestrial Natura 2000
Alto Arganil Wind farm Partially Within 0.8 5% Terrestrial Natura 2000
Salgueiros-Guilhado Wind farm Partially Within 0.3 3% Terrestrial Natura 2000
Serra do Mú
Pestera
Wind farm
Wind farm
Adjacent
Adjacent
0.0
0.0
0%
0%
Terrestrial
Terrestrial
Natura 2000
Natura 2000
Romania Sarichioi Wind farm Partially Within 0.1 0.1% Terrestrial Natura 2000
Burila Mica Solar plant Inside 22.7 100% Terrestrial-Freshwater Natura 2000
Sierra de Boquerón Wind farm Inside 10.4 100% Terrestrial Natura 2000
La Cabaña Wind farm Partially Within 8.2 53% Terrestrial Natura 2000
Corme Wind farm Partially Within 2.6 17% Terrestrial-Marine Natura 2000
Tahivilla Wind farm Adjacent 0.0 0% Terrestrial Natura 2000
National protected area
Coll de la Garganta Wind farm Partially Within 0.1 1% Terrestrial-Freshwater Natura 2000
Avila Wind farm Adjacent 0.0 0% Terrestrial-Freshwater Natura 2000
Buenavista Wind farm Adjacent 0.0 0% Terrestrial-Marine Natura 2000
Serra Voltorera Wind farm Adjacent 0.0 0% Terrestrial Natura 2000
Villoruebo Wind farm Partially Within 2.0 41% Terrestrial-Freshwater Natura 2000
Villamiel
La Mallada
Wind farm
Wind farm
Partially Within
Partially Within
4.9
1.4
75%
8%
Terrestrial-Freshwater
Terrestrial-Freshwater
Natura 2000
Natura 2000
Spain Las Monjas Wind farm Partially Within 0.01 0.03% Terrestrial-Freshwater Natura 2000
Coll de la Garganta Wind farm Partially Within 0.06 1% Terrestrial-Freshwater Natura 2000
Tejonero Wind farm Partially Within 0.19 1% Terrestrial Natura 2000
Ávila Wind farm Adjacent 0.0 0% Terrestrial-Freshwater Natura 2000
Sierra de los Lagos Wind farm Adjacent 0.0 0% Terrestrial Natura 2000
Mostaza Wind farm Adjacent 0.0 0% Terrestrial Natura 2000
Los Almeriques Wind farm Adjacent 0.0 0% Terrestrial-Freshwater Natura 2000
Suyal Wind farm Adjacent 0.0 0% Terrestrial Natura 2000
Serra Voltorera Wind farm Adjacent 0.0 0% Terrestrial Natura 2000
Monseivane Wind farm Partially Within 17.3 98% Terrestrial-Freshwater Natura 2000
La Celaya Wind farm Partially Within 9.1 70% Terrestrial-Freshwater Natura 2000
Cerro del Conilete Wind farm Partially Within 0.01 0.3% Terrestrial Natura 2000
Wind farm Adjacent 0.0 0% Terrestrial Natura 2000

NOTE 1: EDPR REPORTS EBITDA WINDFARMS ENVIRONMENTAL INDICATORS THE YEAR AFTER THE COD (COMMERCIAL OPERATING DATE), WHEN THE TRIAL PERIOD IS OVER AND THE INDICATORS ARE ALREADY SIGNIFICANT. THEREFORE, THE WINDFARMS THAT HAVE ENTERED INTO OPERATION IN 2018 WILL BE INCLUDED IN THE ENVIRONMENTAL INDICATORS OF 2019.

NOTE 2: THIS TABLE CONTAINS INFORMATION REGARDING EVERY EDPR OPERATIONAL SITES IN OR ADJACENT TO PROTECTED AREAS. EDPR DOES NOT OWN SITES IN OR ADJACENT TO PROTECTED AREAS IN FRANCE, ITALY, BRAZIL, THE UNITED STATES, CANADA OR MEXICO.

4.10 PEOPLE MANAGEMENT

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Human Capital of the chapter Execution. Moreover, please find other people management related topics at the end of this section.

GRI 102-8 – INFORMATION ON EMPLOYEES AND OTHER WORKERS

In the table below, the number of full-time / part-time employees in 2019 is disclosed by age group, gender and professional category.

FULL-TIME / PART-TIME
EMPLOYEES
UN Under 30
years old
Between 30 and 50
years old
Over 50
years old
TOTAL
FULL-TIME Female Male Female Male Female Male
Total # 105 218 285 740 53 130 1,531
Directors # 0 1 43 118 8 42 212
Managers # 4 5 30 95 3 14 151
Specialists # 96 152 178 443 24 65 958
Technicians # 5 60 34 84 18 9 210
PART-TIME Female Male Female Male Female Male
Total # 0 0 28 2 5 0 35
Directors # 0 0 0 0 2 0 2
Managers # 0 0 1 0 0 0 1
Specialists # 0 0 23 2 3 0 28
Technicians # 0 0 4 0 0 0 4
GRAND TOTAL # 105 218 313 742 58 130 1,566

NOTE: THE NUMBER OF PART-TIME EMPLOYEES INCLUDES EMPLOYEES WITH REDUCED WORKING DAY DUE TO MATERNITY/PATERNITY, REPRESENTING 94% OF THE PART-TIME EMPLOYEES.

In the table below, the number of permanent / temporary employees in 2019 is disclosed by age group, gender and professional category.

PERMANENT / TEMPORARY
EMPLOYEES
UN Under 30
years old
Between 30 and 50
years old
Over 50
years old
TOTAL
PERMANENT Female Male Female Male Female Male
Total # 101 211 313 738 58 129 1,550
Directors # 0 1 43 118 10 42 214
Managers # 4 5 31 95 3 14 152
Specialists # 92 145 201 441 27 64 970
Technicians # 5 60 38 84 18 9 214
TEMPORARY Female Male Female Male Female Male
Total # 4 7 0 4 0 1 16
Directors # 0 0 0 0 0 0 0
Managers # 0 0 0 0 0 0 0
Specialists # 4 7 0 4 0 1 16
Technicians # 0 0 0 0 0 0 0
GRAND TOTAL # 105 218 313 742 58 130 1,566

NOTE 1: EDPR FOSTERS QUALITY EMPLOYMENT WITH C.99% OF PERMANENT CONTRACTS THROUGHT THE YEAR (BASED ON THE PROPORTION OF PERMANENT AND TEMPORARY CONTRACTS AT THE END OF EACH MONTH), TEMPORARY EMPLOYEES DO NOT REPRESENT MORE THAN 1% ALONG THE YEAR, DUE TO THIS, EDPR DOES NOT REPORT THE AVERAGE CONTRACTS.

NOTE 2: 15 TEMPORARY EMPLOYEES ARE LOCATED IN EUROPE AND 1 IN BRAZIL.

The average number of contractors' workers during 2019 was 1,333 in Europe, 124 in Brazil and 1,460 in North America.

FULL-TIME / PART-TIME
EMPLOYEES
UN Under 30
years old
Between 30 and 50
years old
Over 50
years old
TOTAL
FULL-TIME Female Male Female Male Female Male
Total # 90 193 261 667 42 96 1,349
Directors # 0 1 40 117 6 30 194
Managers # 1 3 31 78 4 9 126
Specialists # 81 121 155 406 17 49 829
Technicians # 8 68 35 66 15 8 200
PART-TIME Female Male Female Male Female Male
Total # 0 1 34 2 2 0 39
Directors # 0 0 1 0 1 0 2
Managers # 0 0 2 0 0 0 2
Specialists # 0 1 26 2 1 0 30
Technicians # 0 0 5 0 0 0 5
GRAND TOTAL # 90 194 295 669 44 96 1,388

In the table below, the number of full-time / part-time employees in 2018 is disclosed by age group, gender and professional category.

Annual Report EDP 2019

In the table below the number of permanent / temporary employees in 2018 is disclosed by age group, gender and professional category.

PERMANENT / TEMPORARY
EMPLOYEES
UN Under 30
years old
Between 30 and 50
years old
Over 50
years old
TOTAL
PERMANENT Female Male Female Male Female Male
Total # 86 189 293 666 44 96 1,374
Directors # 0 1 41 117 7 30 196
Managers # 1 3 33 78 4 9 128
Specialists # 77 117 179 405 18 49 845
Technicians # 8 68 40 66 15 8 205
TEMPORARY Female Male Female Male Female Male
Total # 4 5 2 3 0 0 14
Directors # 0 0 0 0 0 0 0
Managers # 0 0 0 0 0 0 0
Specialists # 4 5 2 3 0 0 14
Technicians # 0 0 0 0 0 0 0
GRAND TOTAL # 90 194 295 669 44 96 1,388

NOTE 1: EDPR KEEPS A CONSTANT NUMBER OF EMPLOYEES THROUGHOUT THE YEAR THAT MAKES THE DIFFERENCE BETWEEN THE FINAL NUMBER OF EMPLOYEES AND THE AVERAGE NOT SIGNIFICANT (5%).

NOTE 2: IN 2018, ALL TEMPORARY EMPLOYEES WERE LOCATED IN EUROPE.

In the table below, the number of employees in 2019 is disclosed by age group, gender, country and professional category.

EMPLOYEES BY COUNTRY UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
SPAIN Female Male Female Male Female Male
Total # 39 52 127 209 18 48 493
Directors # 0 0 25 34 4 22 85
Managers # 3 2 6 38 0 3 52
Specialists # 35 50 87 133 11 22 338
Technicians # 1 0 9 4 3 1 18
PORTUGAL Female Male Female Male Female Male
Total # 1 2 9 53 1 19 85
Directors # 0 0 1 5 0 5 11
Managers # 0 0 0 4 0 2 6
Specialists # 1 2 7 43 1 11 65
Technicians # 0 0 1 1 0 1 3
REST OF EUROPE Female Male Female Male Female Male
Total # 19 33 61 130 2 14 259
Directors # 0 0 4 23 0 4 31
Managers # 0 1 9 13 2 2 27
Specialists # 19 32 44 93 0 8 196
Technicians # 0 0 4 1 0 0 5
BRAZIL Female Male Female Male Female Male
Total # 5 11 15 31 0 1 63
Directors # 0 0 0 7 0 0 7
Managers # 0 0 2 4 0 0 6
Specialists # 5 11 13 20 0 1 50
Technicians # 0 0 0 0 0 0 0
USA Female Male Female Male Female Male
Total # 41 118 98 307 37 48 649
Directors # 0 1 12 47 6 11 77
Managers # 1 2 14 33 1 7 58
Specialists # 36 55 50 149 15 23 328
Technicians # 4 60 22 78 15 7 186
REST OF NORTH AMERICA Female Male Female Male Female Male
Total # 0 2 2 10 0 0 14
Directors # 0 0 0 2 0 0 2
Managers # 0 0 0 3 0 0 3
Specialists # 0 2 0 5 0 0 7
Technicians # 0 0 2 0 0 0 2
REST OF THE WORLD Female Male Female Male Female Male
Total # 0 0 1 2 0 0 3
Directors # 0 0 1 0 0 0 1
Managers # 0 0 0 0 0 0 0
Specialists # 0 0 0 2 0 0 2
Technicians # 0 0 0 0 0 0 0
GRAND TOTAL # 105 218 313 742 58 130 1,566

In the table below, the number of employees in 2018 is disclosed by age group, gender, country and professional category.

Annual Report EDP 2019

EMPLOYEES BY COUNTRY UN Under 30 years old Between 30 and 50 years old Over 50 years old
SPAIN Female Male Female Male Female Male
Total # 23 34 114 211 10 35 427
Directors # 0 0 24 40 3 14 81
Managers # 0 1 5 27 0 1 34
Specialists # 23 33 74 141 5 19 295
Technicians # 0 0 11 3 2 1 17
PORTUGAL Female Male Female Male Female Male
Total # 2 5 8 45 1 19 80
Directors # 0 0 1 4 0 6 11
Managers # 0 0 0 6 0 3 9
Specialists # 2 5 5 34 1 9 56
Technicians # 0 0 2 1 0 1 4
REST OF EUROPE Female Male Female Male Female Male
Total # 24 21 64 115 1 8 233
Directors # 0 0 7 21 0 2 30
Managers # 0 0 9 8 1 0 18
Specialists # 22 21 45 85 0 6 179
Technicians # 2 0 3 1 0 0 6
BRAZIL Female Male Female Male Female Male
Total # 5 8 12 26 0 1 52
Directors # 0 0 0 4 0 1 5
Managers # 0 0 3 2 0 0 5
Specialists # 5 8 9 19 0 0 41
Technicians # 0 0 0 1 0 0 1
USA Female Male Female Male Female Male
Total # 36 124 95 263 32 33 583
Directors # 0 1 9 46 4 7 67
Managers # 1 2 16 32 3 5 59
Specialists # 29 53 48 125 12 15 282
Technicians # 6 68 22 60 13 6 175
REST OF NORTH AMERICA Female Male Female Male Female Male
Total # 0 2 2 9 0 0 13
Directors # 0 0 0 2 0 0 2
Managers # 0 0 0 3 0 0 3
Specialists # 0 2 0 4 0 0 6
Technicians # 0 0 2 0 0 0 2
GRAND TOTAL # 90 194 295 669 44 96 1,388

GRI 102-41 – COLLECTIVE BARGAINING AGREEMENTS

According to its Code of Ethics, EDPR undertakes to respect freedom of trade union association and recognise the right to collective bargaining.

At EDPR, from 1,566 employees, 19% were covered by collective bargaining agreements in 2019. Collective bargaining agreements include different topics such as career development, mobility, salaries, health & safety etc. and apply to all employees working under an employment relationship with some companies of EDPR group, regardless of the type of contract, the professional group into which they are classified, their occupation or job. However, matters relating to the corporate organisation itself, the laws of each country or even usage and custom in each country result in certain groups being expressly excluded from the scope of collective bargaining agreements.

The collective bargaining agreements that are applied at EDPR are usually negotiated at state level or regional level, and EDPR may be just one of the players among other leading sectorial companies in the negotiation with employees' representatives, and in some cases, governmental representatives. In Portugal and Brazil, EDP negotiates its own agreements with employees, and those apply to all employee working for companies of the group, including EDPR.

During the last years, EDPR has performed different benchmark analysis of the benefits stated at the different collective bargaining agreements that apply to our employees, comparing them against the benefits offered by the Company and, in general terms, the Company offers a more competitive benefits package compared to what is stated in the collective bargaining agreement.

EMPLOYEES COVERED BY COLLECTIVE BARGAINING AGREEMENTS UN 2019 2018 UN 2019 2018
TOTAL # 305 288 % 19% 21%
Europe # 242 236 % 29% 32%
Spain # 45 53 % 9% 12%
Portugal # 85 80 % 100% 100%
Rest of Europe # 112 103 % 43% 44%
Brazil # 63 52 % 100% 100%
North America # 0 0 % 0% 0%
US # 0 0 % 0% 0%
Rest of North America # 0 0 % 0% 0%
Rest of the world # 0 0 % 0 0%

GRI 401-1 - NEW EMPLOYEE HIRES AND EMPLOYEE TURNOVER

Throughout the year, EDPR hired 368 employees.

NEW HIRES UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
Female Male Female Male Female Male
Total # 55 99 49 144 7 14 368
Europe # 33 44 30 63 1 3 174
Brazil # 3 4 3 5 0 0 15
North America # 19 51 15 74 6 11 176
Rest of the world # 0 0 1 2 0 0 3

In 2018, EDPR hired 321 employees.

NEW HIRES UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
Female Male Female Male Female Male
Total # 35 106 41 129 1 9 321
Europe # 19 31 22 47 0 4 123
Brazil # 4 3 2 5 0 0 14
North America # 12 72 17 77 1 5 184
TURNOVER UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
Female Male Female Male Female Male
Total % 21% 15% 12% 11% 9% 9% 12%
Europe % 22% 5% 11% 8% 0% 4% 9%
Brazil % 20% 0% 7% 3% 0% 100% 6%
North America % 20% 23% 15% 15% 14% 17% 17%

Annual Report EDP 2019

During 2019, 190 employees left the Company, resulting in a turnover ratio of 12%.

NOTE: TURNOVER CALCULATED AS: DEPARTURES / HEADCOUNT.

In 2018, 153 employees left the Company, resulting in a turnover ratio of 11%.

TURNOVER UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
Female Male Female Male Female Male
Total % 10% 19% 9% 10% 7% 13% 11%
Europe % 8% 20% 9% 7% 0% 8% 9%
Brazil % 0% 0% 0% 4% - 0% 2%
North America % 14% 19% 10% 15% 9% 21% 15%

NOTE: TURNOVER FIGURES FOR 2018 RESTATED AS CALCULATION METHOD CHANGED. TURNOVER CALCULATED AS: DEPARTURES / HEADCOUNT.

Of the 190 departures registered in 2019, 11% were dismissals.

DISMISSALS UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
Female Male Female Male Female Male
Total # 0 2 3 14 1 1 21
Directors # 0 0 0 2 0 1 3
Managers # 0 0 0 2 0 0 2
Specialists # 0 0 3 6 0 0 9
Technicians # 0 2 0 4 1 0 7

Of the 153 departures registered in 2018, 19% were dismissals.

DISMISSALS UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
Female Male Female Male Female Male
Total # 1 7 8 10 1 2 29
Directors # 0 0 0 2 0 0 2
Managers # 0 0 1 1 0 0 2
Specialists # 1 0 6 7 0 0 14
Technicians # 0 7 1 0 1 2 11

GRI 401-2 – BENEFITS PROVIDED TO FULL-TIME EMPLOYEES THAT ARE NOT PROVIDED TO TEMPORARY OR PART-TIME EMPLOYEES

As a responsible employer, a quality employment that can be balanced with personal life is a priority for the Company. The package of benefits provided to full-time employees does not differ from that offered to part-time employees. This benefits package, depending on the country, includes medical insurance, life insurance, pension plan and conciliation measures.

GRI 402-1 – MINIMUM NOTICE PERIODS REGARDING OPERATIONAL CHANGES

Per country case law, EDPR may have a minimum period which it must comply with for giving formal notice of organisational changes at the companies in the Group with an impact on employees. However, it is customary to communicate significant events to the affected groups in advance.

As an employer in the United States, EDPR complies with the Worker Adjustment and Retraining Notification (WARN) Act Guide to Advance Notice of Closings and Layoffs.

GRI 404-1 – AVERAGE & TOTAL HOURS OF TRAINING PER YEAR PER EMPLOYEE

In 2019, EDPR invested € 1.7 million in training. The number of training hours increased +13% vs. 2018, 20% for women employees and 11% for male employees.

AVERAGE TRAINING HOURS UN 2019 TOTAL 2018 TOTAL
Female Male Female Male
Total # 33 34 34 30 35 34
Directors # 28 25 26 34 32 32
Managers # 46 44 44 27 42 38
Specialists # 33 31 31 32 34 33
Technicians # 28 52 45 22 40 34
TOTAL TRAINING HOURS UN 2019 TOTAL 2018 TOTAL
Female Male Female Male
Total # 15,567 37,342 52,909 12,959 33,742 46,701
Directors # 1,504 4,063 5,567 1,638 4,685 6,323
Managers # 1,765 4,984 6,749 1,044 3,794 4,838
Specialists # 10,616 20,310 30,926 8,913 19,627 28,540
Technicians # 1,682 7,985 9,667 1,364 5,636 7,000

NOTE: AVERAGE TRAINING HOURS ARE CALCULATED AS TOTAL TRAINING HOURS / HEADCOUNT.

GRI 404-2 – PROGRAMS FOR UPGRADING EMPLOYEE SKILLS AND TRANSITION ASSISTANCE PROGRAMS

EDPR is committed to the development of its employees, offering them an attractive professional career and aligning their capabilities and skills with the current and future needs of the Company. The growth and development of the Company's business has led EDPR to invest in the employees by discovering, improving and emphasising the potential of each, through internal mobility and development actions.

EDPR strives to offer to the total workforce opportunities to develop professionally and assume new roles to reach the goals of the Company. Employees are encouraged to take advantage of the functional and geographic mobility opportunities.

MOBILITY

EDPR considers both functional and geographical mobility as a tool that contributes to the organisational development by stimulating employees' motivation, skills, productivity and personal fulfilment. The mobility processes within EDPR aim to respond to the different challenges and needs of the Company, considering the characteristics of the different geographies. In 2019, there were 106 mobility processes (23 more than in 2018), 77 functional, 15 geographical and 14 both functional and geographical mobility processes.

TRAINING

EDPR sees employees development as a strategic target, offering from the Renewable Energy School - EDP University job-specific ongoing training opportunities to contribute to the improvement of knowledge and skills, as well as specific development programs aligned with the company's strategy.

Annual Report EDP 2019

The 360 potential appraisal process is created for all employees with the goal of defining each person's training needs along with their manager, which is then used to define a customised Training Plan. The annual Training Plan is based on a catalogue of programs that is constantly evolving and is aligned with the company's challenges and new markets. It consists of up to two courses from the EDPR Value Chain, one Technical, Management or Behavioural training course, optional languages courses and others from free selection seen as important for the development of the employee.

The key aspect about EDP University's courses is that they usually contain subjects to promote the development of skills needed to ensure the sustainability of EDPR's business. Moreover, the networking and the share of best practices are unreplaceable experiences. This year, EDPR boosted the Inspiring Seminar concept, a new format of short-focused sessions addressed to employees interested in the topics covered.

During 2019, a new training area has emerged as part of the current trends of our business: digitalisation. EDPR has reinforced not only the training courses delivered in subjects related to digitalisation, but also in terms of methodologies has increased significantly the number of sessions delivered by live Webinars allowing employees access digital training platforms from wherever they are without having to commit to attending a face to face course taking advantage from these cost effective initiative.

DEVELOPMENT

In order to support the company's growth, aligning current and future organisational demands with employees' capabilities, as well as to enhance their professional development, EDPR has designed development programs for middle management, providing them with proper tools to take on new responsibilities. In 2019, one of the most important development programs was the Lead Now Program: aims to support middle managers in the role they are assuming as team leaders. Participants have the possibility to self-assess their management style, go deeper into the skills needed and get to know the role they are performing in the different HR processes of EDPR. In 2019, 30 employees participated.

KNOWLEDGE MANAGEMENT

EDPR is aware of the importance of Knowledge as a valuable asset not only within the business, but also in the employees' development. In 2019, EDPR strengthened LINK as a knowledge platform increasing the number of areas, domains and documents with valuable content captured and shared across the organisation to help its employees learn from the past to face future challenges and move the company forward. Becoming a Learning Organisation implies a strong knowledge sharing mindset and that is why EDPR strives to improve the use of knowledge by regularly distributing customised interesting documents or relevant events.

GRI 404-3 – PERCENTAGE OF EMPLOYEES RECEIVING REGULAR PERFORMANCE AND CAREER DEVELOPMENT REVIEWS

EDPR defines two assessment processes for its employees. The annual performance assessment, which covers all employees entitled to variable remuneration, and the potential assessment.

All EDPR's employees, regardless of their professional category, are evaluated every two years to determine their development potential by providing the most suitable training. EDPR creates tailored development plan to address specific needs.

Moreover, EDPR offers the possibility to all employees to define an Individual Development Plan. This plan is a very effective tool that enable the Company to structure training actions for the employee aimed at widening their abilities and expertise since it requires a reflection upon the results of their skills assessment and identify the individual's strong points and improvement areas, taking into consideration the employee's development level, as well as the teamwork and organisational strategy.

The potential assessment process is independent from performance appraisal and is based on a 360 degrees evaluation model which considers feedback from oneself, peers, subordinates and the manager.

GRI 405-1 – DIVERSITY OF GOVERNANCE BODIES AND EMPLOYEES

BOARD OF DIRECTORS UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
TOTAL % 0% 40% 60% 100%
Female % 0% 13% 7% 20%
Male % 0% 27% 53% 80%

In the table below, the proportion of members of the Board of Directors in 2019 is disclosed by age group and gender.

In the table below, the proportion of members of the Board of Directors in 2018 is disclosed by age group and gender.

BOARD OF DIRECTORS UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
TOTAL % 0% 21% 79% 100%
Female % 0% 7% 7% 14%
Male % 0% 14% 71% 86%

Following the best Corporate Governance practices, EDPR has analysed and discussed about the possible criteria applicable in the selection of the new members of its Governing Bodies. As a conclusion, the Nominations and Remunerations Committee and the Board of Directors resolved at their meetings held on November 2nd, 2016, and December 14th, 2016 respectively, to take into account among others the following: the education, experience in the energy sector, integrity and independence, having a proven expertise and the diversity that such candidate may provide to the related body. Based on this, after the previous advice of the Nominations and Remunerations Committee, the Board of Directors would submit a proposal to the General Shareholders' Meeting (including for sake of clarity, the curriculum vitae of the candidates, which will be publicly disclosed with the other supporting documents of the meeting). The appointment proposals should be approved by majority.

In the table below, the proportion of employees in 2019 is disclosed by age group, gender and professional category.

EMPLOYEES UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
Female Male Female Male Female Male
Total % 7% 14% 20% 47% 4% 8% 100%
Directors % 0% 0% 3% 8% 1% 3% 14%
Managers % 0% 0% 2% 6% 0% 1% 10%
Specialists % 6% 10% 13% 28% 2% 4% 63%
Technicians % 0% 4% 2% 5% 1% 1% 14%

In the table below, the proportion of employees in 2018 is disclosed by age group, gender and professional category.

EMPLOYEES UN Under 30 years old Between 30 and 50 years old Over 50 years old TOTAL
Female Male Female Male Female Male
Total % 6% 14% 21% 48% 3% 7% 100%
Directors % 0% 0% 3% 8% 1% 2% 14%
Managers % 0% 0% 2% 6% 0% 1% 9%
Specialists % 6% 9% 13% 29% 1% 4% 62%
Technicians % 1% 5% 3% 5% 1% 1% 15%

NOTE: EDPR DOES NOT REGISTER THE NUMBER OF EMPLOYEES WITH DISABILITIES.

GRI 405-2 – RATIO OF BASIC SALARY AND REMUNERATION OF WOMEN TO MEN

NOTE 1: 2019 FIGURES DO NOT INCLUDE EXPATS, EMPLOYEES FROM NEW GEOGRAPHIES, NEW HIRES FROM DE DECEMBER AND NOVEMBER EXCEPT FOR SPAIN AND EXECUTIVE COMMITTEE MEMBERS, TOTALLING 62 EMPLOYEES.

Annual Report EDP 2019

NOTE 2: THE CALCULATIONS ARE BASED ON THE DECEMBER HEADCOUNT. THE BASE SALARIES OF THE NEW HIRES ARE ANNUALISED BUT THE REST OF THE MONETARY AND NON-MONETARY BENEFITS ARE NOT ANNUALISED, WHICH MAY CAUSE DEVIATIONS. THE BASE SALARY FOR THE EMPLOYEES PROMOTED DURING 2019 IS ANNUALISED BASED ON THE NEW SALARY.

NOTE 3: THE WAGE GAP IS CALCULATED FEMALE/MALE REMUNERATION BASED ON GRI METHODOLOGY. THE CALCULATION CONSIDERS THE EMPLOYEES' WORKING HOURS.

Please note that the variations YoY are explained by the new segmentation criteria implemented in 2019, the impact of the number of new hires during 2019 and the inclusion of Mexico and Canada data. Additionally, the information for male Technicians under 30 years old is impacted by the fact that all the employees in this category are based in the US.

REMUNERATION UN 2019 2018 ∆% YoY
UNDER 30 YEARS OLD Female Male Female Male Female Male
Directors - 169,193 - 206,503 - (18%)
Managers 59,563 77,790 83,042 98,407 (28%) (21%)
Specialists 54,037 53,435 50,515 54,231 +7% (1%)
Technicians 45,556 63,772 47,080 47,715 (3%) +34%
BETWEEN 30 AND 50 YEARS OLD Female Male Female Male Female Male
Directors 164,806 177,395 152,657 182,123 +8% (3%)
Managers 93,922 93,202 98,058 104,504 (4%) (11%)
Specialists 64,869 74,695 66,684 71,980 (3%) +4%
Technicians 53,101 65,719 50,394 53,120 +5% +24%
OVER 50 YEARS OLD Female Male Female Male Female Male
Directors 205,682 195,296 212,826 190,916 (3%) +2%
Managers 94,820 110,040 131,804 129,475 (28%) (15%)
Specialists 94,429 96,597 87,711 95,044 +8% +2%
Technicians 68,640 70,515 75,978 67,980 (10%) +4%
WAGE GAP - AVERAGE REMUNERATION UN 2019 F/M 2018 F/M
EUROPE & BRAZIL Female Male Female Male
Directors 123,810 136,655 91% 121,082 140,925 86%
Managers 67,023 69,685 96% 67,133 74,938 90%
Specialists 49,797 51,852 96% 50,107 53,239 94%
Technicians 35,214 34,620 102% 34,098 34,449 99%
NORTH AMERICA Female Male Female Male
Directors 262,674 257,669 102% 265,208 254,411 104%
Managers 122,487 133,687 92% 130,344 145,429 90%
Specialists 94,628 107,951 88% 90,132 104,100 87%
Technicians 65,362 67,029 98% 66,739 52,414 127%
WAGE GAP - AVERAGE BASE SALARY UN 2019 F/M 2018 F/M
EUROPE & BRAZIL Female Male Female Male
Directors 88,592 98,442 90% 86,179 100,236 86%
Managers 53,293 55,131 97% 52,519 58,461 90%
Specialists 41,610 41,812 100% 40,897 42,783 96%
Technicians 29,040 28,480 102% 28,084 26,153 107%
NORTH AMERICA Female Male Female Male
Directors 179,670 176,772 102% 173,677 161,187 108%
Managers 90,904 94,550 96% 87,992 94,640 93%
Specialists 75,655 81,931 92% 71,933 76,778 94%
Technicians 48,528 44,940 108% 45,975 42,416 108%

GRI 102-38 – ANNUAL TOTAL COMPENSATION RATIO

The ratio presented below represents of the annual total compensation for the organisation's highest-paid individual in each country of significant operations to the median annual total compensation for all employees.

ANNUAL TOTAL COMPENSATION RATIO UN 2019 2018 ∆% YoY
Spain x 5.3 5.1 +5%
Portugal x 4.9 4.3 +13%
US x 6.3 6.2 +2%

NOTE 1: JOÃO MANSO NETO, EDPR CEO, DOES NOT RECEIVE ANY REMUNERATION FROM EDPR. EDPR AND EDP SIGNED AN EXECUTIVE MANAGEMENT SERVICES AGREEMENT ACCORDING TO WHICH EDPR PAYS TO EDP A FEE FOR THE SERVICES RENDERED BY THIS BOARD MEMBER. THEREFORE, HIS REMUNERATION IS NOT INCLUDED IN THIS RATIOS.

NOTE 2: X AS UNIT MEANS TIMES.

GRI EU15 – PERCENTAGE OF EMPLOYEES ELIGIBLE TO RETIRE IN THE NEXT 5 AND 10 YEARS BROKEN DOWN BY JOB CATEGORY AND BY REGION

EMPLOYEES ELIGIBLE TO RETIRE 2019 2018
UN IN 10 YEARS IN 5 YEARS IN 10 YEARS IN 5 YEARS
By employment category
Directors % 10% 7% 13% 6%
Managers % 0% 0% 5% 2%
Specialists % 4% 2% 5% 2%
Technicians % 7% 4% 7% 1%
By country
Europe % 5% 3% 7% 2%
Spain % 4% 2% 6% 2%
Portugal % 20% 15% 23% 10%
Rest of Europe % 2% 1% 3% 1%
Brazil % 0% 0% 2% 2%
North America % 6% 3% 7% 2%
USA % 6% 3% 7% 2%
Rest of North America % 0% 0% 0% 0%
Rest of the world % 0% 0% 0% 0%
TOTAL % 5% 3% 7% 2%

NOTE: THE EMPLOYEES ELIGIBLE TO RETIRE IN THE NEXT 5 YEARS IS WITH 60 YEARS REFERENCE AND IN THE NEXT 10 YEARS WITH 57 YEARS REFERENCE.

OTHER PEOPLE MANAGEMENT RELATED TOPICS:

COMMUNICATION WITH EMPLOYEES

EDPR's global presence with employees from different nationalities and generations requires the Company to listen and provide feedback on the different ambitions and expectations. Thus, EDPR launches a Climate Survey every two years, which allows the Company to better understand and act in accordance with the employees' opinion. In addition, EDPR works to keep its employees well informed and therefore continues to improve the internal communications channels, which also helps to keep employees motivated and committed to the Company's strategy. In 2019, EDPR completed a series of internal communication focus groups and employee surveys across company platforms and then, based on the feedback received, developed an action plan that will allow the Company to improve its internal communications. As a result, an Internal Communication Committee (ICC) has been created to ensure that this action plan is carried out. The ICC seeks to improve the way EDPR's different channels are used and perceived across the organisation, while enhancing intra-platform and bidirectional communication and alignment with the Company's vision and objectives. It will also facilitate top-down communication of the company's strategy.

Annual Report EDP 2019

EDPR and EDP Group have strategically invested in this area with innovative communication channels that have consistently been recognised internationally for their mix of dynamism and creativity. These are EDPR's internal communication channels that keep employees informed and connected every day:

  • Intranet: The platform takes online interaction among employees to a new level, by including social media-style features and advanced customisation options. It's a place to share information, work together, and learn about the projects and news from EDPR and EDP.
  • EDPOn Renew magazine: The print magazine has been a mainstay of EDP Group's internal communications since 1988. The OnRenew edition, specific to EDPR, shows the Company and its people through stories, opinion articles and editorials.
  • EDPOn TV: The TV Channel has been broadcasting on EDPR and EDP offices and online. Includes dynamic news reports and interviews on news and events. It is the medium that truly puts a face on projects and initiatives.
  • HR phone app: EDPR has in place a phone app to provide employees with news, access to selection processes or measures in a practical and simple way. This tool proves to be particularly useful to keep connected to often-travelling and geographically dispersed employees.
  • Internal newsletters: Monthly newsletters give a broader reach to news and information regarding the Company's projects, teams, successes, and strategies.

In addition to these communication channels, EDPR holds Companywide Annual Meetings that allow employees to streamline their longdistance communication to improve their day-to-day work, share their concerns, and get to know the business goals set by EDPR's top management. The Company also holds meetings and team building events; conference calls regarding results, and a robust website that informs both internal and external stakeholders. All of these communication efforts work to motivate employees, promote knowledge sharing and bring people together.

EMPLOYEES WITH DISABILITIES

In the companies in Spain where there is a legal obligation to have people with disabilities in the workforce to comply with the LISMI due to the number of employees, EDPR has opted for the exceptionality measures provided by the Law. The Company is able to comply with the quota that legally applies to it through contracts of goods or services with companies that promote the hiring of disabled people and also through donations. EDPR's companies under this obligation are covered with the exceptionality measures since February 2018 and for a period of three years. For the rest of EDPR countries, the approach is the same.

WORK ORGANISATION & IMPLEMENTATION OF "RIGHT TO DISCONNECT" POLICIES

With the aim of delivering excellent results and meeting deadlines, EDPR employees need to be flexible and highly responsible on their daily routine. Keeping that in mind, in 2017 EDPR designed Work Smarter, a Code that includes a set of guidelines to work efficiently by maximising the time efficiency of each daily task, mainly regarding work organisation, email & phone and meetings. Additionally, different initiatives took place during 2017 in order to involve employees around this different way of working. Some of the initiatives were placing inspiring sentences and clocks in the meeting rooms to remind the employees that their time is gold. Within Work Smarter, some of the initiatives were focused on the right to disconnect. For the moment, EDPR does not have policies regarding the right of people to disconnect from work during nonwork hours but, in 2020, a protocol regarding this matter will be implemented.

WORK LIFE BALANCE

EDPR believes that Work Life Balance (WLB) must be a shared responsibility and its practices have been awarded for ten years through the Responsible Family Employer Certification (EFR – Empresa Familiarmente Responsable) by Spain's Fundación MásFamilia. To achieve this continuously, it is important to have a constant improvement on the practices in place, in order to provide the most suitable and updated benefits to employees. EDPR provides several benefits regarding work life balance such as flexible work schedules, an intensive working schedule every Friday and during summer, telecommuting and giving employees the option of requesting their birthdays or their family members birthday off from work. The initiative Count for Us states that employees with incapacitated family members may request a leave of absence from work and receive financial support. Moreover, EDPR celebrates the Energy Day every year on the first Monday of June by giving the day off to all employees.

Specifically, all work life balance measures focused on employees with children are designed for both parents, excluding the ones regarding pregnancy. Some examples of these measures are the monetary contribution EDPR provides when an employee has or adopts a child, the financial support when employees enrol their children in kindergarten and offering employees' children opportunity of participating in activities of their choice during summer.

EQUALITY PLANS

EDP Renováveis S.A. reached 250 employees at the year end, thus, the company is working in the corresponding Gender Equality Plan to be published until March in accordance with the Spanish Organic Law 3/2007. Moreover, in 2019, EDPR published on its website and on the CMVM a Gender Equality Plan for Portugal in accordance with the Script for the Preparation of Annual Equality Plans drawn up in the light of Regulatory Order No.18/2019 of 21 June by the Commission on Equality in Work and Employment from Portugal. Moreover, EDPR is defining a Global Equality Plan.

ADOPTED MEASURES TO PROMOTE EMPLOYMENT RELATED TO EQUALITY

As in previous years, EDPR participated in Mujer e Ingeniería, a project launched by the Real Academia de Ingeniería de España that aims to overcome the gender gap in technical degrees by increasing awareness and knowledge of those degrees from the early stages of education. The Mentoring Program is focused on engineers from different universities. EDPR volunteers tutor engineering students in the last phase of their university education in order to advise them about the corporate world and the labour market.

SEXUAL HARASSMENT PROTOCOL

As stated in its Code of Ethics, EDPR commits to respect and foster due respect for employees and fulfil their right to dignified working conditions. In particular, EDPR seeks to protect its employees and will not tolerate acts of psychological aggression or moral coercion, such as insults, threats, isolation, invasion of privacy or professional limitation aimed at constraining the person, affecting their dignity or creating an intimidating, hostile, degrading, humiliating or disruptive environment. The Code of Ethics has its own regulation that defines a process and channel, open to all stakeholders, to report any potential claim or doubt on the application of the Code. For the moment, EDPR does not have a specific sexual harassment protocol.

UNIVERSAL ACCESSIBILITY

Most of the offices in which EDPR has its operations are not owned by the company. Therefore, EDPR is limited in the implementation of accessibility measures in its offices. However, in other topics in which EDPR has decision-making power, such as the creation of its website, the company took measures to comply with the accessibility specifications that help blind people to use it.

4.11 COMMUNITY INVOLVEMENT & DEVELOPMENT

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Contribute to the Society of the chapter Execution.

Annual Report EDP 2019

GRI 202-2 – PROPORTION OF SENIOR MANAGEMENT HIRED FROM THE LOCAL COMMUNITY

The Code of Ethics contains specific clauses of non-discrimination and equal opportunities in line with the Company's culture of diversity. This is reflected in the procedures for hiring people via a non-discriminatory selection process. A potential employee's race, gender, sexual orientation, religion, marital status, disability, political orientation or opinions of any other nature, ethnic or social origin, place of birth or trade union membership are not considered.

There are no specific procedures explicitly requiring local recruitment. However, a high percentage of EDPR employees are hired from the same country in which the Company operates.

LOCAL RECRUITMENT UN 2019 2018
DIRECTORS
Europe % 83% 77%
Brazil % 43% 40%
North America % 78% 79%
Rest of the world % 100% 0%

GRI 203-1 - INFRASTRUCTURE INVESTMENTS AND SERVICES SUPPORTED

Wind and solar energy require infrastructure investments which benefit surrounding communities. This includes the reinforcement of existing electricity networks and the rehabilitation of existing roads or the construction of new roads.

The investment in roads is necessary in order to transport heavy equipment (wind turbine components, power transformers, etc.) to the site during construction. The improved road system facilitates future maintenance activities after construction works, as well as improves access to remote locations for the surrounding communities. During the operation of the wind farms, these roads are maintained. The integration of the generation capacity may also require upgrades in the distribution and transmission grids that belong to the system operators. Those upgrades indirectly benefit the quality of service offered in the surrounding areas by minimising electricity supply interruptions. In 2019, EDPR invested €24 million in develop community roads.

GRI 203-2 – SIGNIFICANT INDIRECT ECONOMIC IMPACTS

Renewable energy technologies are viewed not only as tools for mitigating climate change, but are also increasingly recognised as investments that can provide direct and indirect economic advantages by reducing dependence on imported fuels (and hence, improving trade balances), enhancing local air quality and safety, advancing energy access and security, propelling economic development and creating jobs. In 2019, EDPR implemented several economic development projects, which foster job creation and profit generation.

GRI 411-1 – INCIDENTS OF VIOLATIONS INVOLVING RIGHTS OF INDIGENOUS PEOPLES

EDPR has no knowledge of any incident of violations involving rights of indigenous people in 2019, neither in 2018.

NOTE: FOR THE INFORMATION REPORTED IN THIS INDICATOR EDPR CONSIDERS PASSIVE CONTINGENCIES ASSOCIATED WITH LITIGATION QUALIFIED AS PROBABLE IN 2019 RECORDED IN THE CONTINGENCIES REPORTING SYSTEM AND CLAIMS/DOUBTS REPORTED IN THE ETHICS CHANNEL AND CONSIDERED A VIOLATION OF THE CODE OF ETHICS BY THE ETHICS OMBUDSPERSON AND THE ETHICS COMMITTEE.

GRI 413-1 – OPERATIONS WITH LOCAL COMMUNITY ENGAGEMENT, IMPACT ASSESSMENTS, AND DEVELOPMENT PROGRAMS

EDPR's main goal regarding their relation with communities near its facilities is to preserve a close and long term relationship with them in order to guarantee a good coexistence. This concern presents itself as a valuable instrument in the entire life cycle of EDPR's operations that goes from the development, construction and operation of wind farms and solar plants to their dismantlement.

During the development phase, EDPR performs an environmental impact assessment for all the projects. This assessment includes the most significant issues for the affected areas both from an environmental and social perspective.

During the entire life cycle of its operations, EDPR promotes the well-being and development of the communities throughout the countries where it operates. EDPR considers that in order to make a positive impact on local communities, it is vital to work for the common good by promoting and supporting social and environmental activities.

EDPR's Social Investment programs are strategic and structured actions, established through multiple activities focused on goals integrated in one or in several of the following priorities:

  • Promote access to culture and art and protect cultural heritage;
  • Promote social inclusion and the adoption of sustainable ways of living, enhancing energy inclusion and access to energy;
  • Protect natural heritage and biodiversity;
  • Promote energy efficiency, renewable energy and decarbonisation.

Moreover, in 2019, EDPR implemented a catalogue of activities focused on the previous four priorities and taking into consideration the expectations of the communities surrounding the facilities. The catalogue includes key performance indicators that should be used to monitor each activity.

As a result, EDPR invested €2.2 million in the development of local communities throughout the countries where it is present.

GRI 413-2 – OPERATIONS WITH SIGNIFICANT ACTUAL AND POTENTIAL NEGATIVE IMPACTS ON LOCAL COMMUNITIES

EDPR does not have individual consumers, according to the concept this term has associated in the Spanish regulation (Law 11/2018). Regarding the complaint systems, given the core business of the Company, EDPR does not deal directly with individual consumers. However, EDPR considers the local communities near its operations as its clients and makes different complaint channels available to them, among which is the Ethics Channel.

Noise, visual impact, TV interferences and ice thrown from wind turbines are identified as EDPR's business environmental impacts within the category of disturbance to the local communities. EDPR implements the necessary measures to make these impacts as minor as possible. Moreover, during the operation phase, EDPR has grievance mechanisms in place available to the local communities to ensure that suggestions or complaints are properly recorded and addressed. This allows EDPR not only to solve the complaints but also to introduce improvements in all processes.

In 2019, EDPR registered 114 complaints regarding impact on the local communities (47 in 2018). There were 83 complaints in the US, 12 of which related to noise, 5 already solved claims related to possible interferences with the TV signal and 64 related to road drainage. There were 2 complaints in Spain, one related to noise and other related to possible interferences with the TV signal. The other 29 complaints were in France. 3 of them were related to noise and the people who reported the complaints are being contacted in order to check if the situation is solved, 23 related to possible interferences with the TV or radio signal, of which 17 were solved during 2019, 2 related to impacts on road conditions, which will be restored to its initial state and 1 related to an emergency light being on during night time, which will be replaced.

4.12 COMMUNICATION & TRANSPARENCY

GRI 102-13 – MEMBERSHIP OF ASSOCIATIONS

The EDP Group raises awareness to policy makers and legislators about the interests of the business sector and/or its own. Globally, EDP Group's activities include participation in industry associations ("Industry Institutions") comprising multiple industry participants that work to advance shared policy objectives.

Annual Report EDP 2019

EDPR's approach and involvement with Industry Institutions is in accordance with EDP Group's internal regulations, policies and procedures, including the principles of integrity and transparency expressed in the Code of Ethics.

In Europe, activities are monitored by means of voluntary registration on a platform created for that purpose by the European Commission – "Transparency Register". EDP has been registered since the creation of this platform in 2011. In North America, relevant Industry Institutions are required to disclose and/or register campaign finance and lobbying activities in accordance with applicable local, state, or federal law.

In the following table are presented the contributions concerning the activities of representation of interests of EDPR:

MEMBERSHIP OF ASSOCIATIONS 2019 2018
TOTAL €k 2,214 1,879
Trade associations or tax-exempt groups €k 1,414 1,334
Lobbying, interest representation or similar €k 771 503
Other €k 29 42
Local, regional or national political campaigns/organisations/candidates €k 0 0

The table below contains the most relevant contributions for associations in 2019:

MOST RELEVANT CONTRIBUTIONS UN 2019
American Wind Energy Association €k 326,017
Wind Europe €k 71,512
American Wind Wildlife Institute €k 66,990
Polish Wind Energy Association €k 52,843
FEE (France Energie Eolienne) €k 47,500

GRI 201-4 – FINANCIAL ASSISTANCE RECEIVED FROM GOVERNMENT

EDPR has not received any financial assistance from the government in 2019, neither in 2018.

NOTE: THE AMERICAN LEGISLATION FORESEES - AND HAS FORESEEN IN THE PAST - SEVERAL TAX INCENTIVES FOR THE PRODUCTION OF RENEWABLE ENERGY IN THE UNITED STATES. SOME EXAMPLES ARE THE PRODUCTION TAX CREDITS, THE RESEARCH AND DEVELOPMENT TAX CREDITS, THE FORMER CASH GRANT, THE SO-CALLED MACRS (A WAY OF ACCELERATED DEPRECIATION), ETC. THESE TAX CREDITS ARE IN MOST CASES ARE PART OF THE RENEWABLE ENERGY REMUNERATION SCHEME.

GRI 206-1 – LEGAL ACTIONS FOR ANTI-COMPETITIVE BEHAVIOUR, ANTI-TRUST, AND MONOPOLY PRACTICES

EDPR has no knowledge of any legal actions for anti-competitive behaviour, anti-trust or monopoly practices in 2019, neither in 2018.

NOTE: FOR THE INFORMATION REPORTED IN THIS INDICATOR EDPR CONSIDERS PASSIVE CONTINGENCIES ASSOCIATED WITH LITIGATION QUALIFIED AS PROBABLE IN 2019 RECORDED IN THE CONTINGENCIES REPORTING SYSTEM.

GRI 307-1 – NON-COMPLIANCE WITH ENVIRONMENTAL LAWS AND REGULATIONS

EDPR has no knowledge of any non-compliance with environmental laws and regulations in 2019, neither in 2018.

During 2019 and 2018, the company did not receive any significant penalty for non-compliance with environmental laws and regulations.

NOTE I: FOR THE INFORMATION REPORTED IN THIS INDICATOR EDPR CONSIDERS PASSIVE CONTINGENCIES ASSOCIATED WITH LITIGATION QUALIFIED AS PROBABLE IN 2019 RECORDED IN THE CONTINGENCIES REPORTING SYSTEM AND THAT HAVE OBTAINED AN UNAPPELABLE JUDGEMENT.

NOTE 2: EDPR DEFINES AS SIGNIFICANT PENALTY THE ONES ABOVE €10K.

GRI 415-1 – POLITICAL CONTRIBUTIONS

EDPR made no contributions to political parties in 2019, neither in 2018.

GRI 419-1 – NON-COMPLIANCE WITH LAWS AND REGULATIONS IN THE SOCIAL AND ECONOMIC AREA

EDPR has no knowledge of any non-compliance with social and economic laws and regulations in 2019, neither in 2018.

During 2019 and 2018, the company did not receive any significant penalty for non-compliance with social and economic laws and regulations.

NOTE I: FOR THE INFORMATION REPORTED IN THIS INDICATOR EDPR CONSIDERS PASSIVE CONTINGENCIES ASSOCIATED WITH LITIGATION QUALIFIED AS PROBABLE IN 2019 RECORDED IN THE CONTINGENCIES REPORTING SYSTEM AND THAT HAVE OBTAINED AN UNAPPELABLE JUDGEMENT.

NOTE 2: EDPR DEFINES AS SIGNIFICANT PENALTY THE ONES ABOVE €10K.

CONTRIBUTIONS TO FOUNDATIONS AND NON-PROFIT ENTITIES

EDPR contributed to Foundations with 749 thousand euros (92% related to Fundación EDP España and Instituto EDP in Brazil), -23% vs 2018 since some activities are now implemented directly by EDPR, not through Fundación EDP España. In addition, EDPR contributed 303 thousand euros to non-profit organisations and NGOs.

4.13 A2E

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Social Capital of the chapter Execution.

4.14 DIGITAL TRANSFORMATION

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Digital Capital of the chapter Execution.

4.15 CORPORATE ETHICS

For information regarding GRI 103 – Management Approach for this material topic, please refer to section Integrity and Ethics of the chapter The Company.

Annual Report EDP 2019

GRI 205-1 - OPERATIONS ASSESSED FOR RISKS RELATED TO CORRUPTION

EDPR analyses all the new markets where it operates through a Market overview including Sustainability topics such as human rights, labour, environment and corruption. This study also evaluates the corruption risk. In addition, EDPR defined a questionnaire related to the anticorruption practices of the counterparts in the M&A processes, in order to ensure that they are all aligned with EDPR's Anti-Corruption Policy and Code of Ethics.

GRI 205-2 – COMMUNICATION AND TRAINING ON ANTI-CORRUPTION POLICIES AND PROCEDURES

The Anti-Corruption Policy implies a series of procedures regarding the relationships of EDPR employees with external parties, namely the approval of certain actions regarding hospitality to and from external parties, donations, and sponsorships. The Anti-Corruption Policy is available at the Company's website and intranet, and it is also attached to the labour agreements of the new hires to their written acknowledgement when they join the Company. Likewise, in the Welcome Day Presentation, the main contents of these documents and its functioning are also explained.

The Anti-Corruption Policy was revised in July of 2019, and the new revised version was distributed to all EDPR Employees. Several meetings were held with EDPR Country Managers to discuss the new revised version of the Anticorruption Policy.

GRI 205-3 – CONFIRMED INCIDENTS OF CORRUPTION AND ACTIONS TAKEN

EDPR has no knowledge of any confirmed incident of corruption in 2019, neither in 2018.

NOTE: FOR THE INFORMATION REPORTED IN THIS INDICATOR EDPR CONSIDERS PASSIVE CONTINGENCIES ASSOCIATED WITH LITIGATION QUALIFIED AS PROBABLE IN 2019 RECORDED IN THE CONTINGENCIES REPORTING SYSTEM AND CLAIMS/DOUBTS REPORTED IN THE COMPLIANCE CHANNEL.

GRI 406-1 – INCIDENTS OF DISCRIMINATION AND CORRECTIVE ACTIONS TAKEN

EDPR had knowledge of a complaint for discrimination at the Equal Employment Opportunity Commission (EEOC). In 2019, the issue was analysed by the responsible area and finally, resolved and withdrawn by the complainant.

NOTE: FOR THE INFORMATION REPORTED IN THIS INDICATOR EDPR CONSIDERS PASSIVE CONTINGENCIES ASSOCIATED WITH LITIGATION QUALIFIED AS PROBABLE IN 2019 RECORDED IN THE CONTINGENCIES REPORTING SYSTEM AND CLAIMS/DOUBTS REPORTED IN THE ETHICS CHANNEL AND CONSIDERED A VIOLATION OF THE CODE OF ETHICS BY THE ETHICS OMBUDSPERSON AND THE ETHICS COMMITTEE.

GRI 407-1 – OPERATIONS AND SUPPLIERS IN WHICH THE RIGHT TO FREEDOM OF ASSOCIATION AND COLLECTIVE BARGAINING MAY BE AT RISK

Throughout EDPR's operations, both employees and suppliers must comply with the EDPR's Code of Ethics, which has specific clauses to respect freedom of trade union association and recognise the right to collective bargaining. During 2019, EDPR has not registered any claims/doubts in the Ethics Channel regarding operations with significant risk where the right to freedom of association and collective bargaining may be at risk.

In a previous study to characterise EDPR's supply chain, performed in 2015, including the analysis of the exposure to economic, social and environmental risks, performed using the ESCHER (Efficient Supply Chain Economic and Environmental Reporting) methodology developed by PwC, it was determined that ~0% of EDPR's direct purchases were identified in which the right to exercise freedom of association and collective bargaining may be at significant risk. Through this study, EDPR aims to identify areas where should focus its improvement activities in order to significantly reduce its exposure to risk and optimise impacts.

GRI 408-1 – OPERATIONS AND SUPPLIERS AT SIGNIFICANT RISK FOR INCIDENTS OF CHILD LABOUR

Throughout EDPR's operations, both employees and suppliers must comply with the EDPR's Code of Ethics, which has specific clauses against child labour. During 2019, EDPR has not registered any claims/doubts in the Ethics Channel regarding operations with significant risk for incidents of child labour.

In a previous study to characterise EDPR's supply chain, performed in 2015, including the analysis of the exposure to economic, social and environmental risks, performed using the ESCHER (Efficient Supply Chain Economic and Environmental Reporting) methodology developed by PwC, it was determined that ~0% of EDPR's direct purchases were as having significant risk for incidents of child labour. Through this study, EDPR aims to identify areas where should focus its improvement activities in order to significantly reduce its exposure to risk and optimise impacts.

GRI 409-1 – OPERATIONS AND SUPPLIERS AT SIGNIFICANT RISK FOR INCIDENTS OF FORCED OR COMPULSORY LABOUR

Throughout EDPR's operations, both employees and suppliers must comply with the EDPR's Code of Ethics, which has specific clauses against forced labour. During 2019, EDPR has not registered any claims/doubts in the Ethics Channel regarding operations with significant risk for incidents of forced and compulsory labour.

In a previous study to characterise EDPR's supply chain, performed in 2015, including the analysis of the exposure to economic, social and environmental risks, performed using the ESCHER (Efficient Supply Chain Economic and Environmental Reporting) methodology developed by PwC, it was determined that ~0% of EDPR's direct purchases were as having significant risk for incidents of forced or compulsory labour. Through this study, EDPR aims to identify areas where should focus its improvement activities in order to significantly reduce its exposure to risk and optimise impacts.

OTHER CORPORATE ETHICS TOPICS:

MONEY LAUNDERING

The money laundering risk involves to acquire, possess, use, convert or transmit goods knowing that they have their origin in a criminal activity, or perform any other act that seeks to cover their illicit origin. EDPR has identified in its Compliance Model the money laundering risk and has, developed several controls and measures to minimize the probability of occurrence. Currently, the money laundering risk is categorized as low.

4.16 REPORTING PRINCIPLES

This is the eleventh year EDPR publishes an integrated report describing the Company's performance, with respect to the three pillars of sustainability: economic, environmental and social.

Annual Report EDP 2019

Information is presented according Global Reporting Initiative (GRI) Standard 101 Foundation guidelines for Sustainability Reporting and also provides information on the additional electricity sector supplement indicators directly related to the Company business, which is the power generation from renewable sources, basically wind.

A FULL GRI STANDARDS CONTENT INDEX FOR THE REPORT CAN BE FOUND IN THE WEBSITE WWW.EDPR.COM.

SPANISH LAW 11/2018 ON NON-FINANCIAL INFORMATION AND DIVERSITY

In 2014, the Directive 2014/95/EU on the disclosure of non-financial information and diversity for certain large companies and groups entered into force. Spain transposed this regulation through the Royal Decree-Law 18/2017 on non-financial information and diversity in 2017. However, by the end of December 2018, the new Law on non-financial information and diversity was processed. The non-financial information statement requires companies to include the necessary information to comprehend the evolution, the results, the situation of the company or group of companies and the impact of its activity on environmental and social issues, respect for human rights and the fight against corruption and bribery, as well as on employees. Within these main issues, the Law thoroughly details the information that the report must contain.

UNITED NATIONS GLOBAL COMPACT

Global Compact is an initiative of the United Nations launched in 2000 that defines guideline directives for businesses that opt to contribute to sustainable development. EDPR has become signatory of this initiative and is committed to put these principles into practice, informing society of the progress it has achieved.

Additionally, in 2015, in the United Nations General Assembly, the world leaders decided to assume a set of global goals to change the world until 2030. The agenda that must guide the joint work of governments, citizens, companies and organisations, consists of 17 Sustainable Development Goals (SDGs) with the ambition of ending poverty, fighting against inequality and stopping climate change. EDPR will direct its contributions to eight of the 17 Sustainable Development Goals.

TO LEARN MORE ABOUT THE UN GLOBAL COMPACT, PLEASE VISIT WWW.UNGLOBALCOMPACT.ORG.

GLOBAL REPORTING INITIATIVE

The GRI Standards are the first global standards for sustainability reporting, representing the global best practice for reporting on a range of economic, environmental and social impacts. A Company's adherence to this initiative means that it concurs with the concept and practices of sustainability. This Annual Report has been prepared in accordance with the GRI Standards in its Core option, and these Standards have been independently assured according to ISAE 3000 by PwC.

TO LEARN MORE ABOUT THE GRI GUIDELINES, PLEASE VISIT WWW.GLOBALREPORTING.ORG.

ANNEX I: NON-FINANCIAL INFORMATION STATEMENT

NON-FINANCIAL INFORMATION STATEMENT (SPANISH LAW 11/2018)
AREA CONTENT SCOPE/
PERIMETER
RELATED GRI
STANDARDS
PAGE/CHAPTER
Business Model Brief description of the Group's business model, which includes:
1) its business environment;
2) its organisation and structure;
3) the markets in which it operates;
4) its goals and strategies;
5) the main factors and trends that may affect its future evolution.
Global EU1; EU2; 102-2; 102-4; 102-6; 102-7;
102-18; 103
2.1 Business Environment, pages 42-44;
1.3 Organisation, pages 29-37;
4.2 Renewable Energy Promotion, page 97;
1.1.2 EDPR in the world(1), pages 18-19;
2.2 Strategy, pages 52-55;
1.1.3 Business description, page 20;
1.1.6 Sustainability Roadmap, pages 24-25.
3.1.2 Financial Performance pages 67-71.
Policies A description of the policies that the Group applies regarding these issues, which includes:
1) due diligence procedures implemented for the identification, evaluation, prevention and mitigation
of significant risks and impacts;
2) verification and control procedures, including adopted measures.
Global 103; 102-16 1.1.1 Vision, Values & Commitments, page
17;
1.3.4 Integrity and Ethics, pages 36-37;
3.3 Supply Chain Capital, pages 76-77;
3.4 Social Capital, pages 78-80;
3.5 Natural Capital, pages 81-82.
Short, medium
and long-term risks
The main risks regarding these issues related to the activities of the Group, including, where relevant
and proportionate, its business relationships, products or services that may have negative effects in
these areas, and
1) how the group manages these risks,
2) explaining the procedures used to detect and evaluate them according to national, European or
international reference frameworks for each subject.
3) Information on the impacts that have been detected must be included, offering a breakdown of
them, in particular on the main risks in the short, medium and long term.
Global 201-2; 205-1; 304-2; 306-3; 308-2; 407-1;
408-1; 409-1; 413-2; 414-2
2.3 Risk Management, pages 56-60;
4.3 Climate Change, page 98;
4.15 Corporate Ethics, pages 128-129;
4.9 Environmental Management, page 107
and 109;
4.8 Suppliers Management, pages 105-107;
4.11 Community Involvement &
Development, page 125.
KPIs Key indicators of non-financial results that are relevant to the specific business activity, and that meet
the criteria of comparability, materiality, relevance and reliability.
Global Please refer to Annex II: GRI Content Index
Global Environment
1) Detailed information on the current and foreseeable effects of the company's activities on the
environment and, where applicable, health and safety, environmental assessment or certification
procedures;
2) Resources dedicated to the prevention of environmental risks;
3) The application of the Precautionary Principle, the amount of provisions and guarantees for
environmental risks (e.g. derived from the law of environmental responsibility).
Global 103
102-11; 201-2; 304-2; 305-1; 305-2; 305-3;
305-5; 307-1; 308-2
3.5 Natural Capital, pages 81-82;
4.3 Climate Change, pages 98-101;
4.8 Suppliers Management, page 105-106;
4.9 Environmental Management, pages 107
and 110;
4.12 Communication & Transparency, page
127.
Pollution
Measures to prevent, reduce or repair carbon emissions that seriously affect the environment, taking
into account any form of air pollution specific to an activity, including:
Noise
Light pollution
Global
Global
-
302-4; 305-5
413-2
-
4.3 Climate Change, pages 99 and 100.
4.11 Community Involvement &
Development, page 125.
4.1 Materiality Assessment, page 96.
Circular economy and waste prevention and management
Circular economy.
Waste prevention, recycling, reuse, other forms of recovery and disposal.
Actions to combat food waste.
Limited
Global
-
-
306-2; 306-3
-
3.5 Natural Capital, pages 81-82.
4.9 Environmental Management, page 109.
4.1 Materiality Assessment, page 96.
Environmental topics Sustainable use of resources
Water consumption and water supply according to local constraints.
Global - 4.1 Materiality Assessment, page 96.
Consumption of raw materials and the measures adopted to improve the efficiency of their use.
Direct and indirect consumption of energy, measures taken to improve energy efficiency and the use of
renewable energies.
Global
Global
-
302-1; 302-4
4.1 Materiality Assessment, page 96.
4.3 Climate Change, page 99;
3.5 Natural Capital, page 82.
Climate Change 103 2.1.1 Renewable energy is a cost-effective
way to fight climate change, pages 42-43;
2.1.2 The evolution of Renewables around
the world in 2019, page 44; 3.6 Natural
Capital, pages 81-82.
The important elements of greenhouse gas emissions generated as a result of the company's activities,
including the use of the goods and services it produces.
Global 305-1; 305-2; 305-3 4.3 Climate Change, pages 99-100.
The measures adopted to adapt to the consequences of climate change.
The reduction goals established voluntarily in the medium and long-term to reduce greenhouse gas
emissions and the means implemented for that purpose.
Global
Global
201-2; 302-4; 305-5
305-5
4.3 Climate Change, pages 98-100.
4.3 Climate Change, page 100.
Protection of biodiversity
Measures taken to preserve or restore biodiversity. Global 304-2; 304-3 4.9 Environmental Management, pages 107-
108.
Impacts caused by activities or operations in protected areas. Global 304-1 4.9 Environmental Management, page 110.
Employment Global 103 3.2 Human Capital, pages 72-75.
Total number and distribution of employees by gender, age, country and professional category. Global 102-8; 405-1 4.10 People Management, pages 113-114 and
119.
Total number and distribution of work contract modalities. Global 102-8 4.10 People Management, pages 111-112.
Annual average of permanent contracts, temporary contracts and part-time contracts by gender, age
and professional category.
Global 102-8; 405-1 4.10 People Management, pages 111-112.
Number of dismissals by gender, age and professional category.
Average remunerations and their evolution disaggregated by gender, age and professional category or
Global 401-1 4.10 People Management, page 116.
equal value. Wage gap, the remuneration of equal or average positions in the company. Global 405-2 4.10 People Management, pages 120-121.
Avg. remuneration of directors and executives, incl. variable remuneration, allowances, compensation,
payment to l/t savings forecast systems and any other perception disaggregated by gender.
Global - 4.7 Corporate Governance, page 105.
Implementation of labour disconnection policies.
Employees with disabilities.
Global
Global
-
-
4.10 People Management, page 122.
4.10 People Management, page 122.
Social and employees
topics
Work organisation
Working hours organisation. Global EU17 4.5 Health & Safety, page 104;
Number of hours of absenteeism. Global 403-2 4.10 People Management pages 122-123
4.5 Health & Safety, page 104.
Measures designed to facilitate the enjoyment of conciliation and encourage joint responsibility of these
by both parents.
Global - 4.10 People Management, page 123.
Health & Safety Global
Conditions of health and safety at work. Global 103; 403-2 3.4.1 Respect human and labour rights, page
78;
4.5 Health & Safety, pages 103-104.
Work-related accidents, in particular their frequency and severity, occupational diseases, disaggregated
by gender.
Global 403-2 4.5 Health & Safety, page 103.
NON-FINANCIAL INFORMATION STATEMENT (SPANISH LAW 11/2018)
AREA CONTENT SCOPE/ RELATED GRI PAGE/CHAPTER
PERIMETER STANDARDS
Social Relations
Organisation of social dialogue, including procedures for informing and consulting employees and
negotiating with them. Global 402-1 4.10 People Management, pages 117 and 122.
Percentage of employees covered by collective bargaining agreements by country.
The result of collective bargaining agreements, particularly in the health & safety at work area.
Global
Global
102-41
102-41
4.10 People Management, page 115.
4.10 People Management, page 115.
Training
Policies implemented in the training area. Global 404-2; 404-3 4.10 People Management, pages 117-118.
Total amount of training hours by professional categories. Global 404-1 4.10 People Management, page 117.
Universal accessibility for people with disabilities - 4.10 People Management, page 123.
Equality
Measures taken to promote equal treatment and opportunities between women and men.
Equality plans (Chapter III of Organic Law 3/2007, of the 22nd of March, for effective equality of women
Global 405-1 4.10 People Management, pages 119 and 123.
and men), measures adopted to promote employment, protocols against sexual and gender-based
harassment, integration and the universal accessibility of people with disabilities.
Global - 4.10 People Management, page 123.
Policy against all types of discrimination and, where appropriate, management of diversity. Global - 1.3.4 Integrity and Ethics, pages 36-37.
Application of due diligence procedures in the field of human rights; Prevention of the risks of violation 1.3.4 Integrity and Ethics, pages 36-37;
of human rights and, where appropriate, measures to mitigate, manage and repair possible abuses. Global - 3.4 Social Capital, pages 78-79.
Complaints regarding cases of violation of human rights. Global 411-1 1.3.4 Integrity and Ethics, page 36;
4.11 Community Involvement &
Promotion and compliance with the provisions of the fundamental Conventions of the International Development, page 124.
4.10 People Management, 115;
Human Rights Labour Organization related to respect for freedom of association and the right to collective bargaining. Global 102-41; 407-1 4.15 Corporate Ethics, page 128.
The elimination of discrimination in employment and occupation. Global 406-1 3.4 Social Capital, pages 78-79;
4.15 Corporate Ethics, page 128.
The elimination of forced or compulsory labour. Global 409-1 3.4 Social Capital, pages 78-79;
4.15 Corporate Ethics, page 129.
The effective abolition of child labour. Global 408-1 3.4 Social Capital, pages 78-79;
4.15 Corporate Ethics, page 129.
Adopted measures to prevent corruption and bribery. Global 205-1; 205-2; 4.12 Communication & Transparency, page
127;
Corruption and bribery 205-3; 415-1 4.15 Corporate Ethics, page 128.
Measures to combat money laundering. Global - 4.15 Corporate Ethics, page 129.
4.11 Community Involvement &
Contributions to foundations and non-profit entities. Global 413-1 Development, page 125 and 127.
Company's commitments to the sustainable development
The impact of the society's activity on employment and local development. Global 202-2; 203-1; 203-2; 413-1 4.11 Community Involvement &
Development, pages 124-125.
The impact of society's activity on local populations and in the territory. Global 103; 413-1; 413-2 4.11 Community Involvement &
The relationships maintained with the local communities and the modalities of dialogue with them. Global 413-1 Development, page 125.
4.11 Community Involvement &
Development, page 125.
4.12 Communication & Transparency, page
The association or sponsorship actions. Global 102-13 126.
Subcontracting and suppliers
The inclusion of social issues, gender equality and environmental issues in the Procurement Policy. 102-9; 103; 204-1; 3.3 Supply Chain Capital, pages 76-77.
Consideration of the suppliers and subcontractors' social and environmental responsibility when
interacting with them.
Global 308-2; 414-2 4.8 Suppliers Management, pages 105-107.
Society Supervision systems and audits and their results. Global 414-2 3.3 Supply Chain Capital, page 77;
4.8 Suppliers Management, pages 106-107.
Customers
Measures for the health and safety of consumers. Global EU25; 413-2 4.5 Health & Safety, page 104;
4.11 Community Involvement &
Development, page 125.
1.3.4 Integrity and Ethics, pages 36-37;4.11
Complaining system, complaints received and their resolution. Global 413-2 Community Involvement & Development,
page 125;4.15 Corporate Ethics, pages 128-
129.
Tax information
Profit before income tax, by country. Corporate income tax paid. Global 201-1 4.4 Business Sustainability, pages 101-102.
Financial assistance received from the government. Global 201-4 4.12 Communication & Transparency, page
126.
Annual total compensation ratio. Global 102-38 4.10 People Management, page 121.
Legal Actions for anti-competitive behaviour, anti-trust and monopoly practices. Global 206-1 4.12 Communication & Transparency, page
126.
Non-compliance with environmental laws and regulations. Global 307-1 4.12 Communication & Transparency, page
127.
Non-compliance with laws and regulations in the social and economic area. Global 419-1 4.12 Communication & Transparency, page
Statement from senior decision-maker. Global 102-14 127.
1.1.6 Sustainability Roadmap, page 25.
Identifying and selecting stakeholders; Approach to stakeholder engagement. Global 102-40; 102-42; 103 1.1.5 Stakeholder focus, pages 22-23.
Key topics and concerns raised; List of material topics. Global 102-44; 102-47 4.1 Materiality Assessment, page 96.
Innovation Global 103 3.7 Innovation Capital, page 87-89.

Annual Report EDP 2019

Note: In addition to the indicators included in this table, non-financial information can be found in the following indicators: 102-1, 102-3, 102-5, 102-10, 102-12, 102-43, 102-45, 102-46, 102-48, 102-49, 102-50, 102-51, 102-52, 102-53, 102-54, 102-55, 102-56.

ANNEX II: GRI CONTENT INDEX

External assurance: The GRI indicators included in the following table have been verified by PwC. See the correspondent Independent verification report in pages 135-137. Additionally, some GRI indicators refer to Notes in EDPR's 2019 Annual Accounts, which have been audited by PwC. See the correspondent Independent auditor's report on the consolidated annual accounts at the beginning of the document.

GRI STANDARD PAGE/CHAPTER
DISCLOSURES
GENERAL DISCLOSURES
GRI 102: General Disclosures 2016 102-1 Name of the organisation 5. Corporate Governance (A. Shareholder Structure), page 142
102-2 Activities, brands, products and services 1.1.3 Business Description, page 20
102-3 Location of headquarters EDPR head offices are located in Madrid (Spain)
102-4 Location of operations 1.1.2 EDPR in the world, pages 18-19
102-5 Ownership and legal form 5. Corporate Governance (A. Shareholders Structure), pages 142-145;
2019 Consolidated Annual Accounts - Note 1, pages 9-18
102-6 Markets served 1.1.2 EDPR in the world, pages 18-19
102-7 Scale of the organisation 1.1.2 EDPR in the world, pages 18-19;
3.1.2 Financial Performance: pages 67-71
102-8 Information on employees and other workers 4.10 People Management, pages 111-114;
3.2 Human Capital, pages 72-75
102-9 Supply chain 3.3 Supply Chain Capital, pages 76-77
102-10 Significant changes to the organisation and its supply chain 5. Corporate Governance (A. Shareholders Structure), pages 142-145;
102-11 Precautionary Principle or approach 2019 Consolidated Annual Accounts - Note 6 & 41, pages 39-44 and page 82
2.3 Risk Management, pages 56-60;
4.9 Environmental Management, page 110;
5. Corporate Governance (C. Internal Organization), pages 170-182
102-12
102-13
External Initiatives
Membership of associations
4.16 Reporting Principles, page 130
4.12 Communication & Transparency, page 126
102-14 Statement from senior decision-maker 1.1.6 Sustainability Roadmap, page 25
102-16 Values, principles, standards, and norms of behaviour 1.3.4 Integrity and Ethics, pages 36-37;
5. Corporate Governance (C. Internal Organization), pages 167-184
102-18 Governance structure 1.3 Organisation, pages 29-37;
5. Corporate Governance, pages 142-216
102-38 Annual total compensation ratio 4.10 People Management, page 121
102-40 List of stakeholder groups 1.1.5 Stakeholders Focus, page 22
102-41 Collective bargaining agreements 4.10 People Management, page 115
102-42 Identifying and selecting stakeholders 1.1.5 Stakeholders Focus, pages 22-23;
4.16 Reporting Principles, page 130
102-43 Approach to stakeholder engagement 1.1.5 Stakeholders Focus, pages 22-23;
4.1 Materiality Assessment, pages 95-96;
4.16 Reporting Principles, page 130;
Please visit our stakeholders' information on the sustainability section in our
website, www.edpr.com
102-44 Key topics and concerns raised 4.1 Materiality Assessment, pages 95-96;
4.16 Reporting Principles, page 130
102-45 Entities included in the consolidated financial statements 2019 Consolidated Annual Accounts - Note 6, pages 39-44
102-46 Defining report content and topic boundaries 4.1 Materiality Assessment, pages 95-96;
4.16 Reporting Principles, page 130
102-47 List of material topics 4.1 Materiality Assessment, pages 95-96
102-48 Restatements of information 2019 Consolidated Annual Accounts - Note 6, pages 39-44;
4.3 Climate Change, pages 99 and 100; 4.5 Health & Safety, page 104;
4.9 Environmental Management, page 109; 4.10 People Management, page 116
102-49 Changes in reporting 2019 Consolidated Annual Accounts - Note 6, pages 39-44
102-50 Reporting period 4.16 Reporting Principles, page 130
102-51
102-52
Date of most recent report
Reporting cycle
4.16 Reporting Principles, page 130
4.16 Reporting Principles, page 130
102-53 Contact point for questions regarding the report "Contact us" at www.edpr.com
102-54 Claims of reporting in accordance with the GRI Standards 4.16 Reporting Principles, page 130
102-55 GRI content index Annex II - GRI Content Index, pages 133-134
102-56 External assurance 4.16 Reporting Principles, page 130
MATERIAL TOPICS
Renewable Energy Promotion
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 2.1.1 Renewable energy is a cost-effective way to fight climate change, pages 42-
43;
2.1.2 The Evolution of Renewables around the world in 2019, page 44
103-2 The management approach and its components 2.2.1 Selective growth, page 53
103-3 Evaluation of the management approach 3.1.1 Operational Performance, pages 65-66
GRI EU EU1 Installed capacity, broken down by primary energy source and by regulatory regime 4.2 Renewable Energy Promotion, page 97
EU2 Net energy output broken down by primary energy source and by regulatory regime 4.2 Renewable Energy Promotion, page 97
Climate Change
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 2.1.1 Renewable energy is a cost-effective way to fight climate change, pages 42-
103-2 The management approach and its components 43;
3.5 Natural Capital, pages 81-82
103-3 Evaluation of the management approach 3.5 Natural Capital, pages 81-82
GRI 201: Economic Performance 2016 201-2 Financial implications and other risks and opportunities due to climate change 4.3 Climate Change, page 98
GRI 302: Energy 2016 302-1
302-4
Energy consumption within the organisation
Reduction of energy consumption
4.3 Climate Change, page 99
4.3 Climate Change, page 99
GRI 305: Emissions 2016 305-1 Direct (Scope 1) GHG emissions 4.3 Climate Change, page 99
305-2 Energy indirect (Scope 2) GHG emissions 4.3 Climate Change, page 99
305-3 Other indirect (Scope 3) GHG emissions 4.3 Climate Change, page 100
305-5 Reduction of GHG emissions 4.3 Climate Change, pages 100-101
Business Sustainability
GRI 103: Management Approach 2016
103-1 Explanation of the material topic and its boundary 2.2 Strategy, page 52
103-2 The management approach and its components 2.2.2 Self funding business, page 54;
2.2.3 Operational excellence, page 55
103-3 Evaluation of the management approach 3.1.2 Financial Performance, pages 67-71
GRI 201: Economic Performance 2016
Corporate Governance
201-1 Direct economic value generated and distributed 4.4 Business Sustainability, page 101
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 1.3 Organisation, pages 29-37
103-2 The management approach and its components 1.3 Organisation, pages 29-37
103-3 Evaluation of the management approach 1.3 Organisation, pages 29-37
Health & Safety
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 3.4.1 Respect Human and Labour Rights, page 78
103-2 The management approach and its components 3.4.1 Respect Human and Labour Rights, page 78
103-3 Evaluation of the management approach 3.4.1 Respect Human and Labour Rights, page 78
GRI 403: Occupational Health and Safety 403-2 Types of injury and rates of injury, occupational diseases, lost days, and absenteeism, and number of work-related 4.5 Health & Safety, pages 103-104
2016 fatalities
GRI EU EU17 Days worked by contractor and subcontractor employees involved in construction and O&M activities 4.5 Health & Safety, page 104
EU25 Number of injuries and fatalies to the public involving company assets, including legal judgements, settlements and
pending legal cases of diseases
4.5 Health & Safety, page 104
GRI STANDARD PAGE/CHAPTER
DISCLOSURES
GENERAL DISCLOSURES
Innovation
GRI 103: Management Approach 2016
103-1 Explanation of the material topic and its boundary 3.7 Innovation Capital, pages 87-89
103-2 The management approach and its components 3.7 Innovation Capital, pages 87-89
103-3 Evaluation of the management approach 3.7 Innovation Capital, pages 87-89
Suppliers Management
GRI 103: Management Approach 2016 103-1
103-2
Explanation of the material topic and its boundary
The management approach and its components
3.3 Supply Chain Capital, pages 76-77
3.3 Supply Chain Capital, pages 76-77
103-3 Evaluation of the management approach 3.3 Supply Chain Capital, pages 76-77
GRI 204: Procurement Practices 2016 204-1 Proportion of spending on local suppliers 4.8 Suppliers Management, page 105
GRI 308: Supplier Environmental 308-2 Negative environmental impacts in the supply chain and actions taken 4.8 Suppliers Management, page 105-106
Assessment 2016
GRI 414: Supplier Social Assessment 2016 414-2 Negative social impacts in the supply chain and actions taken 4.8 Suppliers Management, pages 106-107
Environmental Management
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 3.5 Natural Capital, pages 81-82
103-2
103-3
The management approach and its components
Evaluation of the management approach
3.5 Natural Capital, pages 81-82
3.5 Natural Capital, pages 81-82
GRI 304: Biodiversity 2016 304-1 Operational sites owned, leased, managed in, or adjacent to, protected areas and areas of high biodiversity value 4.9 Environmental Management, page 110
304-2 outside protected areas
Significant impacts of activities, products, and services on biodiversity
4.9 Environmental Management, page 107
304-3 Habitats protected or restored 4.9 Environmental Management, page 108
GRI 306: Effluents and Waste 2016 306-2
306-3
Waste by type and disposal method
Significant spills
4.9 Environmental Management, page 109
4.9 Environmental Management, page 109
People Management
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 3.2 Human Capital, pages 72-75
103-2 The management approach and its components 3.2 Human Capital, pages 72-75
103-3 Evaluation of the management approach 3.2 Human Capital, pages 72-75
GRI 401: Employment 2016 401-1 New employee hires and employee turnover 4.10 People Management, pages 115-116
401-2 Benefits provided to full-time employees that are not provided to temporary or part-time employees 4.10 People Management, page 116
GRI 402: Labour / Management Relations
2016
402-1 Minimum notice periods regarding operational changes 4.10 People Management, page 117
GRI 404: Training and Education 2016 404-1
404-2
Average hours of training per year per employee
Programs for upgrading employee skills and transition assistance programs
4.10 People Management, page 117
4.10 People Management, pages 117-118
404-3 Percentage of employees receiving regular performance and career development reviews 4.10 People Management, page 118
GRI 405: Diversity and Equal Opportunity
2016
405-1 Diversity of governance bodies and employees 4.10 People Management, page 119
405-2 Ratio of basic salary and remuneration of women to men 4.10 People Management, pages 120-121
GRI EU
Community Involvement & Development
EU15 Percentage of employees eligible to retire in the next 5 and 10 years broken down by job category and by region 4.10 People Management, page 121
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 3.4.2 Contribute to the society, page 79
103-2 The management approach and its components 3.4.2 Contribute to the society, pages 79-80
103-3 Evaluation of the management approach 3.4.2 Contribute to the society, pages 79-80
GRI 202: Market Presence 2016 202-2 Proportion of senior management hired from the local community 4.11 Community Involvement & Development, page 124
GRI 203: Indirect Economic Impacts 2016 203-1 Infrastructure investments and services supported 4.11 Community Involvement & Development, page 124
203-2 Significant indirect economic impacts 4.11 Community Involvement & Development, page 124
GRI 411: Rights of Indigenous People 2016 411-1 Incidents of violations involving rights of indigenous peoples 4.11 Community Involvement & Development, page 124
GRI 413: Local Communities 2016 413-1
413-2
Operations with local community engagement, impact assessments, and development programs
Operations with significant actual and potential negative impacts on local communities
4.11 Community Involvement & Development, page 125
4.11 Community Involvement & Development, page 125
Communication & Transparency
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 1.1.5 Stakeholder focus, page 22
103-2 The management approach and its components 1.1.5 Stakeholder focus, page 23
103-3 Evaluation of the management approach 1.1.5 Stakeholder focus, page 23
GRI 201: Economic Performance 2016 201-4 Financial assistance received from government 4.12 Communication & Transparency, page 126
GRI 206: Anti-competitive Behavior 2016 206-1 Legal actions for anti-competitive behavior, anti-trust, and monopoly practices 4.12 Communication & Transparency, page 126
GRI 307: Environmental Compliance 2016 307-1 Non-compliance with environmental laws and regulations 4.12 Communication & Transparency, page 127
GRI 415: Public Policy 2016 415-1 Political contributions 4.12 Communication & Transparency, page 127
GRI 419: Socioeconomic Compliance 2016 419-1 Non-compliance with laws and regulations in the social and economic area 4.12 Communication & Transparency, page 127
A2E
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 3.4.3 Promote Access to Energy for all, page 80
103-2
103-3
The management approach and its components
Evaluation of the management approach
3.4.3 Promote Access to Energy for all, page 80
3.4.3 Promote Access to Energy for all, page 80
Digital Transformation
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 3.6 Digital Capital, pages 83-86
103-2 The management approach and its components 3.6 Digital Capital, pages 83-86
Corporate Ethics 103-3 Evaluation of the management approach 3.6 Digital Capital, pages 83-86
GRI 103: Management Approach 2016 103-1 Explanation of the material topic and its boundary 1.3.4 Integrity and Ethics, page 36-37
103-2 The management approach and its components 1.3.4 Integrity and Ethics, page 36-37
103-3 Evaluation of the management approach 1.3.4 Integrity and Ethics, page 36-37
GRI 205: Anti-corruption 2016 205-1 Operations assessed for risks related to corruption 4.15 Corporate Ethics, page 128
205-2 Communication and training on anti-corruption policies and procedures 4.15 Corporate Ethics, page 128
205-3 Confirmed incidents of corruption and actions taken 4.15 Corporate Ethics, page 128
GRI 406: Non-discrimination 2016 406-1 Incidents of discrimination and corrective actions taken 4.15 Corporate Ethics, page 128
GRI 407: Freedom of Association and
Collective Bargaining 2016
407-1 Operations and suppliers in which the right to freedom of association and collective bargaining
may be at risk
4.15 Corporate Ethics, page 128
GRI 408: Child Labour 2016 408-1 Operations and suppliers at significant risk for incidents of child labour 4.15 Corporate Ethics, page 129
GRI 409: Forced or Compulsory Labour 409-1 Operations and suppliers at significant risk for incidents of forced or compulsory labour 4.15 Corporate Ethics, page 129
2016

Annual Report EDP 2019

ANNEX III: INDEPENDENT VERIFICATION REPORT

-

-

-

05

05 CORPORATE GOVERNANCE

PART I – INFORMATION ON SHAREHOLDER
STRUCTURE, ORGANISATION AND CORPORATE
GOVERNANCE 142
SHAREHOLDER STRUCTURE 142
CORPORATE BOARDS AND COMMITTEES 147
INTERNAL ORGANISATION 167
REMUNERATION 185
RELATED-PARTY TRANSACTIONS 190
PART II – ASSESSMENT 194
ANNEX I: CURRICULUM VITAE OF THE MEMBERS
OF THE BOARD OF DIRECTORS 201
STATEMENT OF COMPLIANCE ON SCIRF 217
AUDITOR'S REPORT ON SCIRF 218
MEMBERS OF THE BOARD OF DIRECTORS 220

CORPORATE GOVERNANCE

PART I – INFORMATION ON SHAREHOLDER STRUCTURE, ORGANISATION AND CORPORATE GOVERNANCE

SHAREHOLDER STRUCTURE

I. CAPITAL STRUCTURE

1. CAPITAL STRUCTURE

EDP Renováveis, S.A. (hereinafter referred to as "EDP Renováveis", "EDPR" or the "Company") total share capital is, since its initial public offering (IPO) in June 2008, EUR 4,361,540,810 consisting of issued and fully paid 872,308,162 shares with nominal value of EUR 5.00 each. All the shares are part of a single class and series and are admitted to trading on the Euronext Lisbon regulated market.

Codes and tickers of EDP Renováveis SA share: ISIN: ES0127797019

LEI: 529900MUFAH07Q1TAX06

Bloomberg Ticker (Euronext Lisbon): EDPR PL

Reuters RIC: EDPR.LS

EDPR main shareholder is EDP – Energias de Portugal, S.A., through EDP – Energias de Portugal, S.A. Sucursal en España (hereinafter referred as "EDP"), with 82.6% of share capital and voting rights. Excluding EDP, EDPR shareholders comprise more than 30,000 institutional and private investors spread across 21 countries with main focus in the United States and United Kingdom.

Institutional Investors represent about 94% of Company shareholders (ex-EDP Group), mainly investment funds and socially responsible investors ("SRI"), while Private Investors, mostly Portuguese, stand for the remaining.

For further information about EDPR shareholder structure please see chapter 1.3 of the Annual Report ("Organisation").

2. RESTRICTIONS TO THE TRANSFERABILITY OF SHARES

EDPR's Articles of Association have no restrictions on the transferability of shares.

3. OWN SHARES

EDPR does not hold own shares.

4. CHANGE OF CONTROL

EDPR has not adopted any measures designed to prevent successful takeover bids.

The Company has taken no defensive measures for cases of a change in control in its shareholder structure. EDPR has not entered into any agreements subject to the condition of a change in control of the Company, other than in accordance with normal practice and which do not harm the transferability of the shares, as:

  • in the case of financing of certain wind farm projects, lenders have the right to approve change in control at the borrower if the later ceased to be controlled, directly or indirectly, by EDPR.
  • in the case of guarantees provided by EDP Group companies, if EDP directly or indirectly ceases to have the majority of EDPR then EDP is no longer obliged to provide such services or guarantees. The relevantsubsidiaries will be obliged to provide for the cancellation or replacement of all outstanding guarantees within approximately sixty (60) days of the change of control event.
  • in the cases of intra-group services agreements and according to the Framework Agreement signed between EDP Renováveis S.A. and EDP Energias de Portugal S.A., the contracts will maintain their full force as long as (i) EDP maintains its share capital above 50% or the right to exercise directly or indirectly more than 50% of voting rights on EDPR's share capital, or (ii) even if the share capital of EDP or its voting rights are below 50%, but more than half of the Members of the Board or of EDPR's Executive Committee are elected through an EDP proposal.

5. SPECIAL AGREEMENTS REGIME

EDPR does not have a special system for the renewal or withdrawal of counter measures for the restriction on the number of votes capable of being held or exercised by only one shareholder individually or together with other shareholders.

6. SHAREHOLDERS AGREEMENTS

The Company is not aware of any shareholders' agreement that may result in restrictions on the transfer of securities or voting rights.

II. SHAREHOLDINGS AND BONDS HELD

7. QUALIFIED HOLDINGS

Qualifying holdings in EDPR are subject to the Spanish Law, which regulates the criteria and thresholds of the shareholder's ownerships. The table below includes the information about the qualifying holdings of EDPR and their voting rights as of December 31st, 2019:

SHAREHOLDER SHARES %CAPITAL %VOTING RIGHTS
EDP – Energias de Portugal, S.A. – Sucursal en España 720,191,372 82.6% 82.6%
EDP detains 82.6% of EDPR capital and voting rights, through EDP – Energias de Portugal, S.A. – Sucursal en España.
TOTAL QUALIFIED HOLDINGS 720,191,372 82.6% 82.6%

As of December 31st, 2019, EDPR's shareholder structure consisted in a total qualified shareholding of 82.6%, corresponding to EDP Group.

8. SHARES HELD BY THE MEMBERS OF THE MANAGEMENT AND SUPERVISORY BOARDS

The table below reflects the Members of the Board of Directors/Delegated Committees of the Company that, as of December 31st of 2019, directly or indirectly own EDPR shares:

BOARD MEMBER NUMBER OF SHARES
DIRECT INDIRECT
Spyridon Martinis 10,413* -

* These shares were bought before the appointment as Director of the Company (being the first acquisition in 2011 and the last one in 2018).

9. POWERS OF THE BOARD OF DIRECTORS

The Board of Directors is vested with the broad-ranging powers of administration, management, and governance of the Company, with no other limitations besides the powers expressly assigned to the General Shareholders' Meetings in the Company's Articles of Association (specifically in article 13) or in the applicable law. In this regard, the Board is specifically empowered to:

  • Acquire on lucrative or onerous title basis personal and real property, rights, shares and interests that may suit the Company;
  • Sell and mortgage or charge personal and real property, rights, shares and interests of the Company and cancel mortgages and other rights in rem;
  • Negotiate and conclude as many loans and credit operations that it may deem appropriate;
  • Enter and formalize all sort of acts and contracts with public entities or private persons;
  • Exercise any civil and criminal actions and all further actions to be undertaken by the Company, representing it before governmental officers, authorities, corporations, governing, administrative, administrative-economic, administrative-litigation and judicial courts, labor courts and the labor sections of the Supreme Courts and of the High Courts of the Autonomous Communities, with no limitations whatsoever, including before the European Court of Justice, and in general, before the Government, in all its levels and hierarchies, to intervene or promote, follow or terminate through all procedures and instances, the processes, court sections or proceedings; to accept decisions, to file any kind of appeal, including the cassation one and other extraordinary appeals, to discontinue or confess, to agree an early termination of a proceeding, to submit litigious questions to arbitration judges, and to carry out all sort of notices and requirements and to grant power of attorney to Court Representatives and other representatives with case-related powers and the powers which are usually granted to litigation cases and all the special powers applicable, and to revoke such powers;
  • Agree the allotment of interim dividends;
  • Call and convene the General Meetings and submit to them the proposals that it deem appropriate;
  • Direct the Company and the organize its operations and exploitations by acknowledging the course of the Company businesses and operations, managing the investment of funds, making extraordinary depreciations of bonds in circulation and realizing anything that it is considered appropriate to obtain maximum gains towards the object of the Company;
  • Freely appoint and dismiss Directors and all the Company's technical and administrative personnel, defining their office and retribution;
  • Agree any changes of the registered office's address within the same borough;
  • Incorporate under the law all sorts of legal persons; contribute and assign all sorts of assets and rights, as well as entering merger and cooperation agreements, association, grouping and temporary union agreements between companies or business and joint property agreements, and agreeing their alteration, transformation and termination;
  • All further powers expressly granted to the Board in the Articles or in the applicable law. This list is without limitations and has a merely indicative nature.

Likewise, the General Shareholders' Meeting held in April 9th 2015, approved the delegation to the Board of Directors of the power to issue in one or more occasions both:

  • Fixed income securities or other debt instruments of analogous nature;
  • Fixed income securities or other type of securities (warrants included) convertible or exchangeable into EDP Renováveis, S.A. shares, or that recognize at the Board of Directors' discretion the right of subscription or acquisition of shares of EDP Renováveis, S.A. or of other companies, up to a maximum amount of three hundred million Euros (EUR 300,000,000) or its equivalent in other currency.

As part of such delegation, the General Shareholder's Meeting delegated into the Board of Directors the power to increase the share capital up to the necessary amount to execute the related tasks above. Additionally, it was also approved to authorize the Board of Directors for the acquisition of own shares by the Company and/or the affiliate companies. These delegations may be exercised by the Board of Directors within a period of five (5) years since the proposal was approved, and within the limits provided under the law and the By-Laws.

The General Shareholders' Meeting may also delegate to the Board of Directors the power to implement an adopted decision to increase the share capital, indicating the date or dates of its implementation and establishing any other conditions that were not specified by the General Shareholders' Meeting. The Board of Directors may use this delegation wholly or partially, and may also decide not to perform it in accordance with the situation and conditions of the Company, the market, or any particularly relevant events or circumstances that justify such decision - of which the General Shareholders' Meeting must be informed at the end of the time limit or limits for adopting and performing the decision.

Additionally, in compliance with its personal law, some functions of the Board of Directors are non- delegable and, as such, have to be performed at this level, which are the following:

  • Election of the Chairperson of the Board of Directors;
  • Appointment of Directors by co-option;
  • Request to convene or convening of General Shareholders' Meetings and the preparation of the agenda and proposals of resolutions;
  • Preparation of the Annual Reports and Management Reports and their presentation to the General Shareholders' Meeting;
  • Change of Headquarters;
  • Preparation and approval of mergers, spin-off, or transformation projects of the Company;
  • Monitoring the effective functioning of the Board of Directors committees and the performance of delegated bodies and appointed directors;
  • Definition of the Company's general policies and strategies. In any case, the following transactions individually considered, shall be subject to the prior approval of the Board of Directors, or its ratification in cases of justified urgency:
    • Acquisition or sale of assets, rights or participations with an economic value higher than seventy-five million Euros (EUR 75,000,000) and not included in the budget approved by the Board of Directors;
    • Opening or closing of establishments/branches or relevant parts of establishments /branches, as well as the extension or reduction of its activity;
    • Other business activity or transactions, including expansion investments, with a significant strategic relevance or with an economic value higher than seventy-five million Euros (EUR 75,000,000) and not included in the budget approved by the Board of Directors; or
    • Creation or termination of strategic alliances or partnerships or other forms of long-term cooperation;
  • Authorization or waiver of the obligations arising from duty of loyalty;
  • Its own organisation and functioning;
  • Preparation of any report required by the law to the management body, provided that the operation referred in the report cannot be delegated;
  • Appointment and dismissal of Chief Executive Officer, top management directly depending from the Board of Directors or any of its members, and their general contractual conditions including remuneration;
  • Decisions concerning director's remuneration within the Articles of Association's frame and, if any, the remuneration policy approved by the General Meeting;
  • Policy concerning own shares;
  • The faculties that the General Meeting may have delegated on the Board of Directors, except for the cases expressly authorized by the first to sub delegate them

Should be noted that all the members of the Board of Directors, which are listed in topic 17 of this Chapter 5 of the Annual Report (including the non-executive) are necessarily involved in the definition of the strategy and policies of the Company as per the nondelegable basis of these functions under its personal law, and that the corresponding monitorization of the accomplishment of these actions, as detailed in topic 29 this Chapter 5 of the Annual Report, is performed by the Audit, Control and Related Party Transactions Committee and the Nominations and Remunerations Committee, both of which are integrally formed by non-executive and independent directors.

10. SIGNIFICANT BUSINESS RELATIONSHIPS BETWEEN THE HOLDERS OF QUALIFYING HOLDINGS AND THECOMPANY

Information on any significant business relationships between the holders of qualifying holdings and the Company is described on topic 90 of this Report.

CORPORATE BOARDS AND COMMITTEES

I. GENERAL SHAREHOLDERS' MEETING

a) COMPOSITION OF THE BOARD OF THE GENERAL MEETING

11. BOARD OF THE GENERAL SHAREHOLDERS' MEETING

The Members of the Board of the General Shareholders' Meeting are its Chairman, the Chairman of the Board of Directors (or his substitute), the other Directors and the Secretary of the Board of Directors. In accordance with article 180 of the Spanish Companies' Law, all the Board Members are obliged to attend the General Meetings.

The Chairman of the General Shareholders' Meeting is José António de Melo Pinto Ribeiro, who was elected on the General Meeting of April 8th, 2014, for a three-year (3) term; and re-elected on the General Shareholders' Meeting held on April 6th,2017 for an additional three-year (3) term.

The Chairman of the Board of Directors is António Mexia, who was re-elected as member of the Board for a three-year (3) term by the General Shareholders' Meeting held in June 27th, 2018, and for the position of Chairman of the Board of Directors on its meeting subsequently held on the same date.

The Secretary of the Board of Directors is Emilio García-Conde Noriega who is also the Secretary of the General Shareholders' Meeting, and was appointed as Secretary of the Board of Directors on December 4th 2007. The Secretary of the Board of Directors' mandate does not have an end of term date according to the Spanish Companies Law since is not a Member of the Board.

The Chairman of the General Shareholders' Meeting of EDPR has at his disposal, the necessary human and logistical resources required for the performance of his duties. Therefore, in addition to the resources provided by the Company's General Secretary, the Company hires a specialized entity to give support to the meeting and to collect, process and count the votes submitted by the shareholders on each General Shareholders' Meeting.

b) EXERCISING THE RIGHT TO VOTE

12. VOTING RIGHTS RESTRICTIONS

Each EDPR share entitles its holder to one vote. EDPR's Articles of Association have no restrictions regarding voting rights.

13. VOTING RIGHTS

EDPR's Articles of Association have no reference to a maximum percentage of voting rights that may be exercised by a single shareholder or by shareholders that are in any relationship. All shareholders, regardless the number of shares owned, may attend to the General Shareholders' Meeting and request the information or explanations that they consider relevant regarding the matters included in the Agenda of the convened meeting, and are entitled as shareholders of the Company, to take part in its deliberations and to participate in its voting process.

The Board of Directors approves a Shareholder's Guide for each General Shareholders' Meeting, detailing among other matters, the procedure and requirements for the submission through mail and electronic communication of voting forms. This Guide is available at the Company's website (www.edpr.com). As informed in the related Notice and in the corresponding Shareholders' Guide, in order to exercise their right to attend, the shareholders must have the ownership of their shares duly registered in the Book Entry Account at least five (5) days prior to the date of the General Shareholders' Meeting.

Any shareholder may be represented at the General Shareholders' Meeting by a third party by means of a revocable Power of Attorney (even if such representative is not a shareholder). The Board of Directors may require shareholders' Power of Attorney to be in the Company's possession at least two (2) days in advance, indicating the name of the representative.

These Powers of Attorney shall be granted specifically for each General Shareholders' Meeting and can be evidenced in writing or by remote means of communication such as mail or post.

According to the applicable law and the Company's Articles of Association, the notice of EDPR's General Shareholders' Meetings is published in the Official Gazette of the Commercial Registry and on the Company's website at least thirty (30) days prior to the meeting date. Likewise, the Notice of the General Shareholder's Meeting is published in the website of the management entity of the regulated market (NYSE Euronext, Lisbon) and on the website of the Comissão do Mercado de Valores Mobiliários ("CMVM") - at www.cmvm.pt - and of the Comisión Nacional del Mercado de Valores ("CNMV") - at www.cnmv.es - as the case may be. Simultaneously with the publication of the meeting Notice, the supporting documentation in relation to the General Shareholders' Meeting is published on the CMVM website. Likewise, as soon as the notice of the meeting is formally published, the following information and documentation related to the General Shareholders' Meeting is made available at the Company's website (www.edpr.com):

  • the notice of the General Shareholders' Meeting;
  • the total number of shares and voting rights at the date of the Meeting notice;
  • the template letter expressing the intention to attend the Meeting, the template of the letter of representation and the template of the ballot to be sent by mail, and also, the links to the electronic platforms that the Company provides for the telematic submission of the intention to attend and the voting on the topics included in the Agenda;
  • the full texts of the proposed resolutions (included when received if such were the case, those proposed by shareholders) and related supporting documentation, that will be submitted to the General Shareholders' Meeting for approval;
  • The Shareholders' Guide;
  • The consolidated texts in force (Articles of Association and the other applicable regulations).

The Company included the English and Portuguese versions of the information and documents related to the General Shareholders´ Meeting on its website (www.edpr.com) after the notice of the meeting, being the Spanish version of the documents the one that prevailed.

Shareholders may vote on the topics included on the Shareholders' Meeting Agenda, in person (including by means of the corresponding representative) at the meeting, by ordinary mail, or by electronic communication (in this latest case, through a telematic vote platform made available at the Company's website), and in any case providing the documentation indicated in the Shareholder's Guide. Pursuant to the terms of article 15 of the Articles of Association, both electronic and mail-in votes must be received by the Company before midnight (24.00 hours) of the day before the scheduled meeting date of first call. Remote votes can be revoked subsequently by the same means used to cast them, always within the deadlines established for that purpose, or by personal attendance to the General Shareholders' Meeting of the shareholder who casted the vote to his/her representative.

14. DECISIONS THAT CAN ONLY BE ADOPTED BY A QUALIFIED QUORUM

According to EDPR's Articles of Association and as established in the law, both ordinary and extraordinary General Shareholders' Meetings are validly constituted when first called if the shareholders, either present or represented, jointly reach at least twenty-five percent (25%) of the subscribed voting capital. On second call, the General Shareholders' Meeting will be validly constituted regardless of the amount of the capital present or represented.

Notwithstanding the above percentages, to validly approve the issuance of bonds, the increase or reduction of capital, the transformation, global assignment of assets and liabilities, merger or spin-off of the Company, the transfer of the Registered Office abroad, the elimination or limitation of pre-emptive rights of new shares and in general, any necessary amendment to the Articles of Association, in the Ordinary or Extraordinary Shareholders' Meeting, it is required that on first call, the Shareholders, either present or represented, reach at least fifty percent (50%) of the subscribed voting capital and, on second call, at least twenty-five percent (25%) of the subscribed voting capital.

In relation to the quorum required to validly approve these matters, in accordance with the Law and the Articles of Association, when the shareholders attending represent more than fifty percent (50%) of the subscribed voting capital, the above mentioned resolutions will be validly adopted by absolute majority, and in the case the shareholders attending represent between the twenty-five percent (25%) and the fifty percent (50%) - but without reaching it - the favorable vote of the two-thirds (2/3) of the present or represented capital in the General Shareholders' Meeting will be required to approve these resolutions.

EDPR has not established any mechanism that may intend to cause mismatching between the rights to receive dividends or the subscription of new securities and the voting right of each common share, and has not adopted mechanisms that hinder the passing of resolutions by shareholders, including fixing a quorum for resolutions greater than that provided by the law.

II. MANAGEMENT AND SUPERVISION

a) COMPOSITION

15. CORPORATE GOVERNANCE MODEL

EDPR is a Spanish Company listed in a regulated stock exchange in Portugal. The corporate organisation of EDPR is subject to its personal law and to the extent possible, to the recommendations contained in the Corporate Governance Code of the Instituto Português de Corporate Governance ("IPCG"), resulted as of the Protocol signed on October 13th, 2017 between the Comissão do Mercado de Valores Mobiliários ("CMVM" - Portuguese Securities Market Commission) and the IPCG. This governance code is available at the IPCG website (https://cam.cgov.pt/). As such, the Company intends to comply with both legal systems but always taking into account that its personal law is the Spanish one, and that in case of discrepancy, the aim is to adopt the law that entails more protectionism for its shareholders.

The governance structure of EDPR is the one applicable under its personal law, that comprises a General Shareholders' Meeting and a Board of Directors that represents and manages the Company. Additionally, with the purpose of adapting this structure to the Portuguese legislation to the extent possible, parallelly seeks to correspond it to the so-called "Anglo-Saxon" model set forth in the Portuguese Commercial Companies Code, in which the management body is a Board of Directors, and the supervision and control duties are of the responsibility of an Audit and Control Committee.

The organisation and functioning of EDPR corporate governance model aims to achieve the highest standards of corporate governance, business conduct and ethics referenced on the best national and international practices.

In line with its governance model above referred, and as detailed along topics 15 - 29 of this Chapter 5 of the Annual Report and contemplated in the law and Articles of Association of the Company, EDPR does not have a Supervisory Board, but its Board of Directors has set up three delegated Committees entirely composed by Members of the Board of Directors: the Executive Committee, the Audit, Control and Related-Party Transactions Committee and the Nominations and Remunerations Committee. This structure and its functioning, enables a fluent workflow between all levels of the governance model, as: i) each of the delegated Committees shall report the decisions taken to the Board of Directors (drafting the minutes of each of the meetings and also providing whatever further clarification is required by the Board), and ii) as the Committees Members are also members of the Board, all of them will also receive the complete information at Board of Directors level (as convening of the meetings, supporting documents and related minutes) in order to take the corresponding decisions, and all in all, thus ensuring in time and manner the access to all the information to the whole Board of Directors in order to appraise the performance, current situation and perspectives for the further development of the Company.

The General Secretary constitute the focal point in charge of the centralization of the reception and management of all the information and documents to be provided to the different Governing Bodies. This information is prepared by the different departments of EDPR, with the support when necessary of external experts, and always managed in a strictly confidential basis. Additionally, the corresponding duties and functioning procedures for the Governing Bodies have been defined at the Articles of Association and Board of Directors and Delegated Committees Regulations (which are published at the website of the Company www.edpr.com), with the aim of ensuring the adequacy in terms of time and manner of the elaboration, management and access to the information, in order to procced at each level with the corresponding acknowledgements and decisions. In line with the above, the General Secretary sends the notices and supporting documents of the topics to be discussed in each meeting of the Board and of each of its Committees to their proper discussion during the meeting. Additionally the minutes of all meetings are drawn and also circulated.

The governance model of EDPR was designed to ensure the transparent and meticulous separation of duties, management and the specialization of supervision, through the following governing bodies:

  • General Shareholders' Meeting
  • Board of Directors
  • Executive Committee
  • Audit, Control and Related Party Transactions Committee

The experience gained operating the Company through this structure indicates that the governance model approved by EDPR shareholders, and adopted in EDPR, is the most appropriate in line with the corporate organisation of its activity, especially because it affords transparency and a healthy balance between the management and the supervisory functions.

The institutional and functional relationship between the Executive Committee, the Audit, Control and Related Party Transactions Committee and the other Non-Executive members of the Board of Directors has been of internal harmony conductive to the development of the Company's business.

The links of the Company Website that refers to the information of the Governing Bodies and its regulations are indicated in topics 59-65 of this Chapter 5 of the Annual Report.

16. RULES FOR THE NOMINATION AND REPLACEMENT OF DIRECTORS

According to Article 29.5 of the Company's Articles of Association, the Nominations and Remunerations Committee is empowered by the Board of Directors to propose, advise and inform the Board regarding the appointments (including by co-option), re-elections, removals and remuneration and duties of the Board Members, as well as the composition of the Committees of the Board. This Committee also advises on the appointment, remuneration and dismissal of top management officers.

As also referred in the Company Articles of Association (Article 21) the term of office of the Board Members shall be of three (3) years, and may be re- elected once or more times for equal periods.

Following the best Corporate Governance practices, EDPR has analyzed and discussed about the possible criteria applicable in the selection of the new members of its Governing Bodies. As a conclusion, the Nominations and Remunerations Committee and the Board of Directors resolved at their meetings held on November 2nd, 2016, and December 14th, 2016 respectively, to take into account among others the following: the education, experience in the energy sector, integrity and independence, having a proven expertise and the diversity that such candidate may provide to the related body. Based on this, after the previous advice of the Nominations and Remunerations Committee, the Board of Directors would submit a proposal to the General Shareholders' Meeting (including for sake of clarity, the curriculum vitae of the candidates, which will be publicly disclosed with the other supporting documents of the meeting in the terms referred in topic 13 above). The appointment proposals should be approved by majority. For more information about the composition of the Board of Directors please check the Sustainability Chapter of the Annual Report at its topic GRI 405-1, and the Annex I of this Chapter 5 of the Annual Report, which includes the curricular details of its Members.

Additionally, in case of a vacancy, pursuant to the Articles of Association and the Spanish Companies Law, the Board of Directors may co-opt a new Board Member, who will occupy the position until the next General Shareholders' Meeting, to which a proposal will be submitted for the ratification of such appointment by co-option. Pursuant to the Spanish Companies Law, the co-option of Directors must be approved by absolute majority of the Directors at the Board meeting.

Finally, pursuant to Article 23 of the Articles of Association and 243 of the Spanish Companies Law, shareholders may group their shares until constituting an amount of capital equal or higher than the result of dividing the company's capital by the number of Members of the Board, to be entitled to appoint a number of Directors equal to the result of the fraction using only whole amounts. Those shareholders making use of this power, cannot intervene in the nomination of the other members of the Board of Directors.

17. COMPOSITION OF THE BOARD OF DIRECTORS

Pursuant to Article 20 of the Company's Articles of Association, the Board of Directors shall consist of no less than five (5) and no more than seventeen (17) Directors. Considering the size of EDPR and the complexity of the risks intrinsic to its activity, it has been concluded that the most adequate composition for its Board of Directors is a total of fifteen (15) members, being eleven (11) of them non-executive.

The Secretary of the Board of Directors is Emilio García-Conde Noriega. Likewise, according to the proposal submitted by the Nominations and Remunerations Committee, the Board of Directors approved on its meeting held on May 7th, 2019 the appointment of María Gonzalez Rodríguez as Vice-Secretary of the Board of Directors of EDPR.

By the end of 2018 and during 2019, Maria Teresa Costa, João Paulo Costeira and Gilles August presented their resignations to the positions as Board Members. In order to fill the vacancies left by these resignations, and in accordance with the proposals submitted by the Nominations and Remunerations Committee, the Board of Directors approved on its meetings held on February 26, 2019 and October 29th, 2019 the following resolutions:

  • The appointment by cooption of Vera Pinto for the position left by Maria teresa Costa, based on her wide understanding of the electric business developed as of her position in EDP, and also considering the diversity criteria adopted by the Company.
  • The appointment by cooption of Spyridon Martinis for the position left by João Paulo Costeira, based on his deep knowledge about the offshore and development businesses, and considering also his material track-record as high level manager developed in EDPR.

• The appointment by cooption of Rui Teixeira for the position left by Gilles August, based on his extensive professional career as executive member of the managing bodies of EDP and EDPR, and the material know-how about renewable energy acquired during his nearly seven (7) years as executive director of EDPR few years ago.

The appointments of Spyridon Martinis and Vera Pinto were duly ratified by the Shareholders' Meeting held on April 11, 2019; and the designation by cooption of Rui Teixeira will be submitted for ratification to the next Shareholders' Meeting to be celebrated in 2020.

As of 31st December 2019, the Board of Directors is composed by the following fifteen (15) Directors:

BOARD MEMBER POSITION DATE OF FIRST
APPOINTMENT
DATE OF
RE-ELECTION
END OF TERM
António Mexia Chairman 18/03/2008 27/06/2018 27/06/2021
João Manso Neto Vice-Chairman CEO 18/03/2008 27/06/2018 27/06/2021
Duarte Bello Director 26/09/2017 27/06/2018 27/06/2021
Miguel Ángel Prado Director 26/09/2017 27/06/2018 27/06/2021
Spyridon Martinis Director 26/02/2019 - 27/06/2021
Vera Pinto Director 26/02/2019 - 27/06/2021
Rui Teixeira Director 29/10/2019 - Until the next General
Shareholders' Meeting
Manuel Menéndez Menéndez Director 04/06/2008 27/06/2018 27/06/2021
António Nogueira Leite Director 26/02/2013 27/06/2018 27/06/2021
Acácio Piloto Director 26/02/2013 27/06/2018 27/06/2021
Allan J. Katz Director 09/04/2015 27/06/2018 27/06/2021
Francisca Guedes De Oliveira Director 09/04/2015 27/06/2018 27/06/2021
Francisco Seixas da Costa Director 14/04/2016 27/06/2018 27/06/2021
Conceição Lucas Director 27/06/2018 - 27/06/2021
Alejandro Fernandez de Araoz Director 27/06/2018 - 27/06/2021

18. EXECUTIVE, NON-EXECUTIVE AND INDEPENDENT MEMBERS OF THE BOARD OF DIRECTORS

The independence of the Directors is evaluated according to the Company's personal law, and annually confirmed by each of the corresponding Directors through an independence declaration. Likewise, EDPR Board of Directors Regulations, and Article 20.2 its Articles of Association, defines independent Directors as those who are able to perform their duties without being limited by relations with the Company, its significant Shareholders, or its management officers and comply with the other legalrequirements.

Corporate Governance recommendations of the IPCG Code state that the number of non-executive directors should be higher than the number of executive directors, and that at least one third over the total members shall be non-executive members that also comply with the independence criteria. To this extent, and provided that the independence criteria applicable to EDPR Directors are the ones established under its personal law, from a total of fifteen (15) members of EDPR's Board of Directors as of 31st 2019, eleven (11) are non-executive, from which six (6) are also independent. Also in line with the recommendations above indicated, the Audit, Control and Related Party Transactions Committee is composed by three (3) members, all of them non- executive and independent. The composition of the Board of Directors and of its Delegated Committees, has been deeply analyzed, finally identifying the exposed structure as the most suitable considering among others, criteria as the size of the company and the complexity of the risks intrinsic to its activity, in a way that ensures the efficiency of the development of duties.

Spanish law, Regulations of the Board of Directors and Company Articles of Association regulate the criteria for the incompatibilities with the position of Director. Specifically, Article 23 of the Articles of Association, establish that the following can not be Directors:

• Those who are directors of or are associated with any competitor of EDPR, or have family relations with them. In this respect a Company shall be considered as a competitor of EDPR, whenever it is engaged, if it is directly or indirectly involved in the production, storage, transport, distribution, marketing or supply of electricity or fuel gas; or also if has interests opposed to those of EDPR, or to the ones of any competitor or any of the companies in its group, and the Board members, employees, lawyers, consultants, or representatives of any of them. Under no circumstances shall companies belonging to the same group as EDPR, including abroad, be considered competitors;

• Those who are in any other situation of incompatibility or prohibition under the law or EDPR's Articles of Association.Under Spanish law, among others, are not allowed to be Directors those who are underage - under eighteen (18) years - and were not emancipated, disqualified, competitors, convicted of certain offences, or that hold certain management positions.

The prevention and avoidance of the conflict of interest in the performance of the duties of the Directors of EDPR is regulated in line with the terms contained in article 229 of the Spanish Companies Law and implemented in article 28.3 of the Board of Directors Regulations, which is also applicable to the Committees under article 12 of their respective regulations. This article states that in case any direct or indirect conflict of interest arose, it shall be communicated to the Board of Directors, being the Director involved obliged to abstain from intervening in the corresponding operation. Additionally, all the Board Members (and hence those of its delegated Committees, as they are entirely composed by Members of the Board) shall annually sign an statement declaring their compliance with the terms of the requirements under article 229 of the Spanish Companies Law, and their commitment to notify any variation in the information declared under the statement as soon as it may occur, in order to fully comply with the loyalty duty and avoid any interference or irregularity in any decision-making process.

In accordance with the law and pursuant the last amendment of Articles of Association, it has been established that Non- Executive Directors can only be represented in the Board meetings by other Non-Executive Director.

The following table includes the executive, non-executive (including its Chairman, that does not have executive duties) and independent members of the Board of Directors as of 31st December, 2019:

BOARD MEMBER POSITION
António Mexia Chairman and Non-Executive Director
João Manso Neto Vice-Chairman and Executive Director
Duarte Bello Executive Director
Miguel Ángel Prado Executive Director
Spyridon Martinis Executive Director
Vera Pinto Non- Executive Director
Rui Teixeira Non- Executive Director
Manuel Menéndez Menéndez Non-Executive Director
António Nogueira Leite Non-Executive and independent Director
Acácio Piloto Non-Executive and independent Director
Allan J. Katz Non-Executive and independent Director
Francisca Guedes De Oliveira Non-Executive and independent Director
Francisco Seixas da Costa Non-Executive and independent Director
Conceição Lucas Non- Executive and independent Director
Alejandro Fernandez de Araoz Non-Executive Director

Following the best corporate governance recommendations, considering that the Chairperson of the Board of Directors of EDPR, Antonio Mexia, is a non-independent Director, the Nominations and Remunerations Committee approved on its meeting held on February 18th, 2019 to propose to the independent Members of Board the appointment Antonio Nogueira Leite as Lead Independent Director whose functions would namely be: i) act, when necessary, as an interlocutor between the Chairperson of the Board of Directors and the other Directors, (ii) ensure the necessary conditions and means so the Directors may carry out their functions; and (iii) coordinate the independent Directors in the assessment of the performance of the managing body. This proposal was unanimously approved by all the independent Directors (with the abstention of the candidate proposed) on the Board meeting held February 26th, 2019.

19. PROFESSIONAL QUALIFICATIONS AND BIOGRAPHIES OF THE MEMBERS OF THE BOARD OF DIRECTORS

The main positions held by the members of the Board of Directors in the last five (5) years, those that they currently hold, positions in Group and non-Group companies and other relevant curricular information details are available in the Annex I of this Chapter 5 of the Annual Report.

20. FAMILY, PROFESSIONAL AND BUSINESS RELATIONSHIPS OF THE MEMBERS OF THE BOARD OF DIRECTORS WITH QUALIFYING SHAREHOLDERS

Qualifying Shareholdersin EDPR are subject to the Spanish Law, which regulatesthe criteria and thresholds of the shareholders' holdings. As of December 31st 2019, and as far as the Company was informed, there are no family or business relationships of Members of the Board of Directors with qualifying shareholders but only professional relationships due to the fact that some of the Members of EDPR's Board of Directors are currently Members of the Board of Directors in other companies belonging to the same group as EDP Energias de Portugal S.A., which are the following:

  • António Mexia;
  • João Manso Neto;
  • Manuel Menéndez Menéndez;
  • Vera Pinto;
  • Rui Teixeira.

Or employees in other companies belonging to EDP's Group, which are the following:

  • Duarte Bello;
  • Miguel Ángel Prado;
  • Spyridon Martinis.

21. MANAGEMENT STRUCTURE

As exposed in topic 15 above, the governance model of EDPR was designed to ensure the transparent and meticulous separation of duties and the specialization of supervision through the following structure of its governing bodies:

  • General Shareholders' Meeting: which is the body in which the shareholders participate. Represents the Company with the full authority corresponding to its legal personality and has the power to deliberate, vote and adopt decisions, particularly on matters that the law and Articles of Association reserve for its decision and that must be submitted for its approval.
  • Board of Directors: that represents and administrates the Company under the broadest powers of management, supervision and governance with no limitations other than the responsibilities expressly and exclusively granted to the jurisdiction of the General Shareholders Meeting in the Company's Articles of Association or in the applicable law.
  • Executive Committee: which is the delegated body of the Board of Directors entrusted to perform the daily management of the business. EDPR's Executive Committee is composed by the following members that are also Joint Directors:

  • Other Delegated Committees: as regulated by the applicable Law and pursuant to the best corporate governance recommendations, EDPR has set up two additional specialized internal committees:
    • The Audit, Control and Related Party Transactions Committee, whose main duties are the appointment of the company's auditors, the monitorization of internal risk management and control systems, the supervision of internal audits and compliance, and also the ratification of transactions between EDPR and EDP and between its related parties, qualified shareholders, directors, key employees or their relatives.
    • The Nominations and Remunerations Committee, whose main duties are the assistance and report to the Board of Directors in the appointments, re-elections, dismissals, evaluation and remunerations of the members of the Board of Directors.

b) FUNCTIONING

22. BOARD OF DIRECTORS REGULATIONS

EDPR's Board of Directors Regulations are available at Company's website (www.edpr.com), and at Company's headquarters at Plaza del Fresno, 2, Oviedo, Spain.

23. NUMBER OF MEETINGS HELD BY THE BOARD OF DIRECTORS

According to the Law and its Articles of Association, EDPR's Board of Directors meetings take place at least once every quarter. During the year ended on December 31st, 2019, the Board of Directors held six (6) meetings. The notices and supporting documents of the topics to be discussed in each meeting are sent to the Board members in advance to their proper discussion during the meeting. Additionally the minutes of all meetings are drawn and also circulated. The table below expresses the attendance percentage of the participation of the Directors to the meetings held during 2019:

BOARD MEMBER POSITION ATTENDANCE*
António Mexia Chairman and Non-Executive Director 33.33%
João Manso Neto Vice-Chairman and Executive Director 100%
Duarte Bello Executive Director 100%
Miguel Ángel Prado Executive Director 100%
Spyridon Martinis Executive Director 100%
Vera Pinto Non- Executive Director 100%
Rui Teixeira Non- Executive Director 100%
Manuel Menéndez Menéndez Non-Executive Director 100%
António Nogueira Leite Non-Executive Director 83.33%
Acacio Piloto Non-Executive Director 100%
Gilles August Non-Executive Director 83.33%
Allan J. Katz Non-Executive Director 66.66%
Francisca Guedes De Oliveira Non-Executive Director 100%
Francisco Seixas da Costa Non-Executive Director 66.66%
Conceição Lucas Non- Executive Director 100%
Alejandro Fernandez de Araoz Non-Executive Director 100%

* The percentage reflects the meetings attended by the Members of the Board, provided that Spyridon Martinis and Vera Pinto joined the Board in February 26th, 2019, and Rui Teixeira in October 29th, 2019, and therefore, the respective percentages expressed have been calculated over the meetings celebrated since then. With regards of the percentage assistance reflected for Gilles August, should be taken into account that he presented his resignation with effects October 17th,2019, and thus the percentage shown in the table reflects the attendance calculated over the meetings celebrated until such date.

24. COMPETENT BODY FOR THE PERFORMANCE APPRAISAL OF EXECUTIVE DIRECTORS

The key performance indicators for the appraisal of the Executive Directors are set in advance by the approval of the General Shareholder's Meeting.

Once the corresponding fiscal year is completed, the Nominations and Remunerations Committee performs the first assessment about the compliance with such key performance indicators, and submits its recommendation to the Board of Directors, which evaluates the proposal of this Committee and makes the final decision. Should be noted that according to the personal law of EDPR, the definitive assessment of this performance is a non-delegable competence of the Board of Directors.

25. PERFORMANCE EVALUATION CRITERIA

The criteria for assessing the Executive Directors' performance are described on topics 70, 71 and 72 of this Chapter 5 of the Annual Report.

26. AVAILABILITY OF THE MEMBERS OF THE BOARD OF DIRECTORS

The members of Board of Directors of EDPR are fully available for the performance of their duties having no constraints for the execution of this function simultaneously with other positions. Additionally, Executive Directors of EDPR, do not perform any other executive duties outside the Group. The positions held at the same time in other companies within and outside the Group, and other relevant activities undertaken by members of the Board of Directors throughout the financial year are listed in the Annex I of this Chapter 5 of the Annual Report.

c) COMMITTEES WITHIN THE BOARD OF DIRECTORS OR SUPERVISORY BOARD AND MANAGING DIRECTORS

27. BOARD OF DIRECTORS' COMMITTEES

As previously exposed, and as specifically foreseen in Article 10 of the Company's Articles of Association, the Board of Directors may have delegated bodies. The Board of Directors of EDPR has set up three Committees:

  • Executive Committee
  • Audit, Control and Related-Party Transactions Committee
  • Nominations and Remunerations Committee

With the exception of the Executive Committee, the other Committees are composed exclusively by independent members.

28. EXECUTIVE COMMITTEE COMPOSITION

Pursuant to Article 27 of the Company's Articles of Association, the Executive Committee shall consist of no less than four (4) and no more than seven (7) Directors.

Its constitution, the nomination of its members and the extension of the powers delegated must be approved by two- thirds (2/3) of the members of the Board of Directors.

As of December 31st, 2019, EDPR Executive Committee is composed by the following members, who are also Joint Directors:

  • João Manso Neto, who is the Chairman and CEO
  • Duarte Bello
  • Miguel Ángel Prado
  • Spyridon Martinis

Additionally, Emilio García-Conde Noriega is the Secretary of the Executive Committee.

29. COMMITTEES COMPETENCES

EXECUTIVE COMMITTEE COMPOSITION

The composition of the Executive Committee is described on the previous topic.

Competences

The Executive Committee is a permanent body in charge of the daily management of the Company, to which all the competences of the Board of Directors that are delegable under the law and the Articles of Association can be assigned.

Functioning

In addition to the Articles of Association, this Committee is also governed by its regulations approved on June 4th 2008 and last amended on November 2nd, 2016. The Committee regulations are available at the Company's website (www.edpr.com).

The Executive Committee shall meet at least once a month and whenever is deemed appropriate by its Chairperson, who may also suspend or postpone meetings when he sees fit. The Executive Committee shall also meet when requested by at least two (2) of its members.

The notices and supporting documents of the topics to be discussed in each meeting of this Committee are sent to its members in advance to their proper discussion during the meeting, being the minutes of all meetings drawn and also circulated. Additionally, the Chairman of the Executive Committee, who is currently also the Vice-Chairman of the Board of Directors, submits to the Chairman of the Audit, Control and related Party Transactions Committee and to the rest of the members of the Board, the convening notices and inform about of its decisions at the first Board held after each committee meeting.

Meetings of the Executive Committee are valid if half of its members plus one are present or represented. Decisions shall be adopted by majority. In the event of a tie, the Chairman shall have the casting vote.

Executive Directors shall provide any clarifications needed by the other Directors or corporate bodies whenever requested to do so.

2019 activity

The Executive Committee's main activity is the daily management of the Company, and in the execution of such duties, during 2019 held a total of fifty (50) meetings.

AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE

Composition

Pursuant to Article 28 of the Company's Articles of Association and Article 9 of its Regulations, the Audit, Control and Related Party Transactions Committee consists of no less than three (3) and no more than five (5) members.

According to Article 28.5 of the Articles of Association the term of office of the Chairman of the Audit, Control and Related Part Transactions Committee is a maximum of six (6) years. Following the proposal submitted by the Nominations and Remuneration Committee, its Chairman, Acacio Piloto, was first elected for this position on June 27th, 2018.

The Audit, Control and Related Party Transactions Committee consists of three (3) non-executive and independent members, plus the Secretary who as of December 31st 2019, are the following:

  • Acacio Piloto, who is the Chairman
  • Antonio Nogueira Leite
  • Francisca Guedes de Oliveira

Additionally, Mr. Emilio García-Conde Noriega is the Secretary of the Audit, Control and Related Party Transactions Committee.

The Committee members shall maintain their positions for as long as they are Company Directors. Nevertheless, the Board may decide to discharge members of the Committee at any time, also the members may resign of these positions but still maintaining their seat as Members of the Board of Directors.

Competences

Notwithstanding the other duties that the Board may assign to this Committee, it shall perform supervisory functions of Audit and Control independently from the Board of Directors, as well as, supervisory functions of the transactions between Related Parties, as follows:

A) Audit and Control functions:

  • Reporting through the Chairperson on questions falling under its jurisdiction to the General Shareholders' Meetings;
  • Proposing the appointment of the Company's auditors to the Board of Directors for subsequent approval by the General Shareholders' Meeting, as well as the contractual conditions, scope of the work – specially concerning audit services, "audit related" and "non-audit" – annual activity evaluation and revocation or renovation of the auditor appointments;
  • Supervising the finance reporting and the functioning of the internal risk management and control systems, as well as evaluating those systems and proposing the adequate adjustments according to the Company necessities (including without limitation, the monitorization of the development of the strategic lines and risk policies defined);
  • Supervising internal audits and compliance;
  • Establishing a permanent contact with the external auditors to assure the conditions, including independence, that may be adequate for provision of services performed by them acting as the Company speaker for the subjects related to the auditing process, and receiving and maintaining information on any other questions regarding accounting subjects;
  • Preparing an annual report on its activities, including eventual constraints, and expressing an opinion on the Management Report, the accounts and the proposals presented by the Board of Directors;
  • Receiving notices of financial and accounting irregularities presented by the Company's employees, shareholders, or entities that have a direct interest and judicially protected, related with the Company's social activity;
  • Engaging the services of experts to collaborate with Committee members in the performance of their functions (when engaging the services of such experts and determining their remuneration, it must be taken into account the importance of the matters entrusted to them and the economic situation of the Company);
  • Drafting reports at the request of the Board and its Committees;

B) Related Party Transactions functions:

  • Periodically reporting to the Board of Directors on the commercial and legal relations between EDP or related entities and EDP Renováveis or related entities;
  • In connection with the approval of the Company's annual results, reporting on the commercial and legal relations between the EDP Group and the EDP Renováveis Group, and the transactions between related entities during the fiscal year in question;
  • Ratifying transactions between EDP and/or related entities with EDP Renováveis and/or related entities by the stipulated deadline in each case, provided that the value of the transaction exceeds €5.000,000 or represents 0.3% of the consolidated annual income of the EDP Renováveis Group for the fiscal year before;
  • Ratifying any modification of the Framework Agreement signed by EDP and EDP Renováveis on 7 May 2008;
  • Making recommendations to the Board of Directors of the Company or its Executive Committee regarding the transactions between EDP Renováveis and related entities with EDP and related entities;
  • Asking EDP for access to the information needed to perform its duties;
  • Ratifying, in the correspondent term according to the necessities of each specific case, the transactions between Qualifying Holdings other than EDP with entities from the EDP Renováveis Group whose annual value is superior to 1.000.000€;
  • Ratifying, in the correspondent terms according to the necessities of each specific case, the transactions between Board Members, "Key Employess" and/or Family Members with entities from EDP Renováveis Group whose annual value is superior to 75.000€.

Functioning

In addition to the Articles of Association and the law, this Committee is governed by its regulations approved on June 27th 2018, which are available at the Company's website (www.edpr.com).

The committee shall meet at least once a quarter and additionally whenever its Chairperson sees fit. The notices and supporting documents of the topics to be discussed in each meeting of this Committee are sent to its members in advance to their proper discussion during the meeting. Additionally, this Committee shall draft minutes of every meeting held and inform the Board of Directors of its decisions at the first Board held after each Committee meeting.

Decisions shall be adopted by majority and the Chairperson shall have the casting vote in the event of a tie.

2019 activity

In 2019 the Audit, Control and Related Party Transactions Committee's activities included the following:

A) Audit and Control Activities:

  • Monitor the closure of quarterly accounts, first half-year and year-end accounts;
  • Information about the independence of the External Auditor;
  • Assessment of the external auditor's work, especially concerning the scope of work in 2019, approval of all "audit related" and "nonaudit" services and analysis of external auditor's remuneration;
  • Supervision of the quality and integrity in the preparation and disclosure of the financial information in accordance with the applicable accounting policies, estimates and judgments;
  • Drafting of an opinion about the individual and consolidated reports (including the Corporate Governance report) and accounts, in a quarterly, half year and yearly basis;
  • Monitoring of the 2019 Internal Audit Action Plan and pre-approval of draft prepared for the 2020 Internal Audit Action Plan;
  • Monitoring of the recommendations issued by Internal Audit;
  • Follow-up and supervision of the quality, integrity and efficiency of the treasury management (finance and debt), the internal control system, risk management and internal auditing;
  • Evaluating the strategies and risk policies adopted, and elaborating a report including its assessment about the risk management during 2019;
  • Information about Whistle-Blowing;
  • Information about the contingencies affecting to the Group;
  • Information about the proposal of application of results for the fiscal year ended on December 31st 2018 and the distribution of dividends;
  • Quarterly and annual report of its activities during 2019 and self-assessment about its performance.

B) Related Party Transactions Activities:

In 2019, the Audit, Control and Related Party Transactions Committee revised, approved and proposed to the Board of Directors the approval of all agreements and contracts between related parties submitted to its consideration.

Section E – I, topic 90 of Chapter 5 this Annual Report includes a description of the fundamental aspects of the agreements and contracts between related parties.

The Audit, Control and Related Party Transactions Committee found no constraints during its control and supervision activities.

The information regarding the meetings celebrated by this Committee and the attendance of its related members during the year 2019 is described at topic 35.

160

NOMINATIONS AND REMUNERATIONS COMMITTEE

Composition

Pursuant to Article 29 of the Company's Articles of Association and Article 9 the Nominations and Remunerations Committee Regulations, this Committee shall consist of no less than three (3) and no more than six (6) members. At least one of its members must be independent and shall be its Chairman.

In accordance with Recommendation 52 of the Spanish Unified Code of Good Governance ("Código Unificado de Buen Gobierno") approved by the Board of CNMV on February 18th 2015, the Nominations and Remunerations Committee must be entirely constituted by Non-Executive Directors and being the majority of them independent. In compliance with this Recommendation, and to the extent possible, also with the recommendation V.2.1. of the Corporate Governance Code of IPCG (as considering that in Spain this committee shall be entirely comprised by members of its Board of Directors), EDPR's Nominations and Remunerations Committee is entirely constituted by non- executive and independent members of its Board of Directors.

As of December 31st 2019, the Nominations and Remunerations Committee consists of three (3) independent members, who are the following:

  • Antonio Nogueira Leite, who is the Chairman
  • Francisco Seixas da Costa
  • Conceição Lucas

Additionally, Emilio García-Conde Noriega is the Secretary of the Nominations and Remunerations Committee.

None of the Committee members are spouses or up to third degree relatives in direct line of the other members of the Board of Directors.

The Committee members shall maintain their positions for as long as they are Company Directors. Nonetheless, the Board may decide to discharge members of the Committee at any time and the members may resign said positions while remaining Company Directors.

Competences

The Nominations and Remunerations Committee is a permanent body belonging to the Board of Directors with an informative and consultative nature and its recommendations and reports are not binding.

The Nominations and Remunerations Committee has no executive functions. The main functions of the Nominations and Remunerations Committee are to assist and report to the Board of Directors about appointments (including by co-option), re-elections, removals and remuneration of the Board Members and its Officers, the composition of the Board delegated Committees, as well as the appointment, remuneration, and removal of executive staff.

The Nominations and Remunerations Committee shall also inform the Board of Directors on general remuneration and incentive policy and incentives for Board members and executive staff. These functions include the following:

  • Defining the standards and principles governing the composition of the Board of Directors and the selection and appointment of its members;
  • Proposing the appointment and re-election of Directors in cases of appointment (including nominations by co-option) for the submission to the General Shareholders' Meeting by the Board of Directors;
  • Proposing to the Board of Directors the candidates for the different Committees;
  • Proposing to the Board, within the limits established in the Articles of Association, the remuneration system, distribution method, and amounts payable to the Directors;
  • Making proposals to the Board of Directors on the conditions of the contracts signed with Directors;
  • Informing and making proposals to the Board of Directors regarding the appointment and/or removal of executives and the conditions of their contracts and generally defining the hiring and remuneration policies of executive staff;
  • Reviewing and reporting on incentive plans, pension plans, and compensation packages;
  • Any other functions assigned in the Articles of Association or by the Board of Directors1.

In accordance with the personal law of EDPR, all the Board Members shall attend to the General Shareholder's Meeting, and as exposed in topic 15 of this Chapter 5 of the Annual Report, all the Delegated Committees are composed Directors. As such, the Chairperson of the Nominations and Remunerations Committee shall attend the Shareholder's Meetings, and in case its agenda includes any topic related to remuneration of the company's governing bodies, this Director will be most adequate to answer. During 2019 only one Shareholders' Meeting was held on April 11, and the Chairperson of the Remuneration Committee, Antonio Nogueira Leite, attended.

Functioning

In addition to the Articles of Association, the Nominations and Remunerations Committee is governed by its Regulations approved on June 4th 2008.

This committee shall meet at least once every quarter and also whenever its Chairman sees fit. The notices and supporting documents of the topics to be discussed in each meeting of this Committee are sent to its members in advance to their proper discussion during the meeting. Additionally, this Committee shall draft minutes of every meeting held and inform the Board of Directors of its decisions at the first Board held after each Committee meeting. Decisions shall be adopted by majority and the Chairperson shall have the deciding vote in the event of a tie.

2019 activity

In 2019 the Nominations and Remunerations Committee held four (4) meetings, and the main activities performed were:

  • In view of the vacancies left by João Paulo Costeira and Maria Teresa Costa Campi after the resignations to their positions as members of the Board, analyzing the profile, background and expertise of the potential candidates perform these roles;
  • Proposing to the Board of Directors the appointment by cooption of Spyridon Martinis and Vera Pinto as new members of the Board of Directors;
  • Proposing to the Board of Directors the appointment and remuneration conditions of Spyridon Martinis as new member of the Executive Committee;
  • Performance evaluation of the Board of Directors and its Executive Committee;
  • Drafting of the Declaration of the Board of Directors Remuneration Policy for 2019 as well as the proposal to approve a Complementary Long Term Program for the COO NA, the COO Europe&Brasil and the COO Offshore&CDO to be proposed to the Board of Directors;
  • Development of an analysis regarding the independence of the members of the Board of Directors;
  • Proposing to the independent Members of Board the appointment Antonio Nogueira Leite as a Lead Independent Director, as well as the functions to be performed under this position;
  • Drafting the report of its activities performed during the year 2018;
  • Analysis and issuance of a reflection on the Corporate Governance system adopted by EDPR;

1 On its meeting held on December 14th, 2016, the Board of Directors approved to delegate the functions related to the reflection on the Corporate Governance structure and on its efficiency, in the Nominations and Remunerations Committee.

  • Proposing to the Board of Directors the appointment of María Gonzalez Rodríguez as Vice-Secretary of the Board of Directors of the Company;
  • In view of the vacancy left by Gilles August after his resignation to the position as member of the Board, analyzing the profile, background and expertise of potential candidates to assume this role, and proposing to the Board of Directors the appointment by co-option of Rui Teixeira as new member of the Board of Directors;
  • In view of the new appointments, proposing to the Board of Directors to jointly analyze with the Audit, Control and Related Party Transactions Committee, the potential amendments of the Executive Management Services Agreement signed with EDP.

III. SUPERVISION

a) COMPOSITION

30. SUPERVISORY BOARD MODEL ADOPTED

EDPR's governance model, as long as it is compatible with its personal law (Spanish law), corresponds to the so -called "Anglo-Saxon" model set forth in the Portuguese Commercial Companies Code, in which the management body is a Board of Directors, and the supervision and control duties are of the responsibility of an Audit, Control and Related Party Transactions Committee.

31. COMPOSITION OF THE AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE

The Audit, Control and Related Party Transactions Committee is comprised only by non-executive and independent members who as of December 31st, 2019, are the following:

BOARD MEMBER POSITION DATE OF FIRST APPOINTMENT
Acacio Piloto Chairman 27/06/2018
Antonio Nogueira Leite Vocal 6/11/2018
Francisca Guedes de Oliveira Vocal 27/06/2018

32. INDEPENDENCE OF THE MEMBERS OF THE AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE

Information concerning the independence of the members of the Audit, Control and Transactions Party Committee is available on the chart of topic 18 of this Chapter 5 of the Annual Report. As mentioned on the first paragraph of topic 18, the independence of the members of the Board and of its Committees is evaluated according to the Company's personal law, the Spanish law.

33. PROFESSIONAL QUALIFICATIONS AND BIOGRAPHIES OF THE MEMBERS OF THE AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE

Professional qualifications of each member of the Audit, Control and Related Party Transactions Committee and other important curricular information, are available in the Annex I of this Chapter 5 of the Annual Report.

b) FUNCTIONING

34. AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE REGULATIONS

The Audit, Control and Related Party Transactions Committee regulations are available at the Company's website (www.edpr.com) and at the Company's Headquarters at Plaza del Fresno, 2, Oviedo, Spain.

35. NUMBER OF MEETINGS HELD BY THE AUDIT, CONTROLAND RELATED PARTY TRANSACTIONS COMMITTEE

The Audit, Control and Related Party Transactions Committee regularly meets representatives of the internal specialized departments involved in the areas under Committee's competences in order to discuss the information periodically reported about, among others, work plans and resources of the internal auditing service (including Compliance), Company accounts, detection of potential irregularities (whistleblowing), global risk management and audit and non-audit services provided by the External Auditor (including the appraisal about its independence). This relationship provides a wider information to the Committee that would be taken into account for the development of its functions and in particular, for the assessments issued under the elaboration of the Internal Control Report, the SCIRF Report and the Risk Management Report, that this Committee delivers for every fiscal year.

During 2019, the Audit, Control and Related Party transactions Committee held a total of nine (9) meetings, of which, Internal Audit participated in eight (8), SCIRF in four (4) and Global Risk in five (5). Likewise, the Committee invited the External Auditors to four (4) of these meetings.

The following tables reflect the attendance of the members of the Audit, Control and Related Party Transactions Committee to its meetings held during 2019:

BOARD MEMBER POSITION ATTENDANCE
Acacio Piloto Chairman 100%
Francisca Guedes de Oliveira Vocal 88.88%
Antonio Nogueira Leite Vocal 88.88%

36. AVAILABILITY OF THE MEMBERS OF THE AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE

The members of the Audit, Control and Related Party Transactions Committee are fully available for the performance of their duties having no constraints for the execution of this function simultaneously with positions in other companies. The positions held simultaneously in other companies inside and outside the Group and other relevant activities undertaken by members of this Committee throughout the financial year are listed in Annex I of this Chapter 5 of the Annual Report.

c) POWERS AND DUTIES

37. PROCEDURES FOR HIRING ADDITIONAL SERVICES TO THE EXTERNAL AUDITOR

In accordance to the Recommendation VII.2 of the IPCG Corporate Governance Code, in EDPR there is a policy of pre- approval by the Audit, Control and Related Party Transactions Committee of the the provision of non-audit services to be provided by the External Auditor and any related entity. This policy was strictly followed during 2019.

The non–audit services provided by the External Auditor and entities in a holding relationship with or incorporated in the same network as the External Auditor were previously approved by the Audit, Control and Related Party Transactions Committee according to Article 8.A), b) of its Regulations and upon review of each specific service, which considered the following aspects: (i) such services having no effect on the independence of the External Auditor and any safeguards used; and (ii) the position of the External Auditor in the provision of such services, notably the External Auditor's experience and knowledge of the Company.

Furthermore, although hiring services other than auditing services to the External Auditor is admissible, it is envisaged as an exception. In 2019 such services reached only around 7.8% of the total amount of services provided to the Company.

38. OTHER DUTIES OF THE AUDIT, CONTROL RELATED PARTY TRANSACTIONS COMMITTEE

Apart from the competences expressly delegated on the Audit, Control and Related Party Transactions Committee according to Article 8 of its Regulations, and in order to safeguard the independence of the External Auditor, the following competences of this Committee were exercised during the 2019 financial year and should be highlighted:

  • Pre-approval of any services to be hired from the External Auditor and perform its direct and exclusive supervision;
  • Assessment of the qualifications, independence, and performance of the External Auditors, and obtaining, yearly and directly from the External Auditors, written information on all relations existing between the Company and the Auditors or associated persons, including all services rendered and all services in progress. In order to evaluate independence, the Audit Committee, obtained the information regarding External Auditors' independence in light of the Spanish Law no. 22/2015 of July 20th, 2015 ("Ley de Auditoría de Cuentas");
  • Review of the transparency report, signed by the Auditor and disclosed at its website. This report covers the matters provided for under Law no. 22/2015 of July 20th, 2015 ("Ley de Auditoría de Cuentas"); including those regarding the quality control internal system of the audit firm and the quality control procedures carried out by the competent authorities;
  • Review with the External Auditors their scope, planning, and resources to be used in their provision ofservices;

IV-V. STATUTORY AND EXTERNAL AUDITORS

39-41.

According to the Spanish law, the External Auditor ("Auditor de Cuentas") is appointed by the General Shareholders' Meeting and corresponds to the statutory auditor body ("Revisor Oficial de Contas") described on the Portuguese Law.

The information about the External Auditor is available in topics 42 to 47 of Section V of this Chapter 5 of the Annual Report.

42. EXTERNAL AUDITOR IDENTIFICATION

The main criteria considered in the selection of the most suitable and competitive firm to be appointed as External Auditor are the following:

  • Recognized technical and professional track record as External Auditor;
  • Consolidated Know-How about the business developed by the whole Group;
  • Tailored and highly prepared working team;
  • Competitive contractual conditions and working methodology (including but without limitation, the total estimation of hours required for the development of the services- both as a total for the complete provision of services, and per each professional category of the proposed team);
  • Competitive Fee proposal, including the final cap and a breakdown referring the price average per hour, and the remuneration per hour for each professional category of the proposed team.

As a result of a competitive process launched in 2017, during which the above criteria were exhaustively analyzed, PricewaterhouseCoopers Auditores, S.L., was appointed as EDPR SA External Auditor by the Shareholder's Meeting held on April 3rd, 2018. PricewaterhouseCoopers Auditores, S.L., is a Spanish Company registered at the Spanish Official Register of Auditors under number S0242 with Tax Identification Number B-79031290 and whose audit partner in charge of EDPR is Iñaki Goiriena.

43. NUMBER OF YEARS OF THE EXTERNAL AUDITOR

PricewaterhouseCoopers Auditores, S.L. is in charge of the audit of EDPR SA accounts for the years 2018, 2019 and 2020, being 2018 the first year performing these duties.

44. ROTATION POLICY

According to the personal Law of EDPR -the Spanish Law- the maximum term for an audit firm as the External Auditor of a company is established in a 10-year term from the date the company is declared as a "Public Interest Entity". In the case of EDPR, this date is when the IPO was launched in 2008.

Following the proposal of the Audit, Control and Related Party Transactions Committee presented to the Board of Directors to its submission to the General Shareholders' Meeting, on its meeting held on 3rd April 2018, it was approved to appoint PricewaterhouseCoopers Auditores, S.L as EDPR's External Auditor for the years 2018, 2019 and 2020.

45. EXTERNAL AUDITOR EVALUATION

The Audit, Control and Related Party Transactions Committee is responsible for the monitorization and annual evaluation of the services provided by the External Auditor according to the competences granted by its Regulations. In order to perform this assessment, this Committee periodically includes in the agenda of its meetings a topic regarding the review of the services provided by the External Auditor (both audit an non-audit) and the fees already incurred and those estimated until year end. Likewise, and as exposed in topic 35 of this Chapter 5 of the Annual Report, the External Auditor attends and participates in some of the meetings held by this Committee, mainly in order to analyze the results of their audit reports. As such, the Audit, Control and related Party Transactions Committee acts as the company speaker with the External Auditor, with whom establishes a permanent contact throughout the year to assure the proper conditions for the provision of both the statutory audit services and non-audit services, and being also the body in charge of monitoring its independence along the year. Likewise, the External Auditor shall sign an annual statement declaring its independence.

During 2019, according to the Audit, Control and Related Party Transactions Committee's competences and in line with Recommendation VII.2.2, the Committee was the first and direct recipient and the corporate body in charge of the permanent contact with the External Auditor on matters that may pose a risk to their independence as well as any other matters related to the auditing

of accounts. Additionally, in compliance with the auditing standards in effect, it also receives and maintains the record of information about other matters as provided in the applicable auditing and accounting legislation. The External Auditor, within the scope of its duties, verified the implementation of the remuneration policies and systems of the corporate bodies as well as the efficiency and effectiveness of the internal control mechanisms and report any shortcomings to the Audit, Control and Related Party Transactions Committee of the Company.

46. NON-AUDIT SERVICES CARRIED OUT BY THE EXTERNAL AUDITOR

On 3 March 2016, it was approved the regulation on the provision of services by the Statutory Auditor or Statutory Audit Firm, which defines and promotes criteria and methodologies to safeguard the independence of the audit and non-audit services (SDA). In accordance with such regulation, the Audit, Control and Related Party Transactions Committee closely follows the requests of nonaudit services, each of which necessarily require the preapproval of this Committee before its provision as per exposed in topic 29 of this Chapter 5 of the Annual Report and Article 8.A),b) of its Regulations.

The identification of such non- audit services that will eventually be provided by the External Auditors, in particular, tax consultancy services and services other than "audit and audit related" services, is performed under the rules issued by the European Union on this matter, in particular under Regulation 537/2014 and the Spanish Auditing Law nº 22/2015, of 20th July, as well as when applicable, in line with the particularities of the local regulations where the service is to be provided.

During 2019 the non-audit services provided by PricewaterhouseCoopers Auditores, S.L the External Auditor for EDP Renováveis S.A. consisted mostly on i) limited review as of June 30, 2019 of the EDPR Consolidated Financial Statements; ii) review of the internal control system on financial reporting for the EDPR Group; and iii) review of the non-financial information related to sustainability included in the EDPR Group's annual report. Other non-audit services provided by the External Auditor or its network to EDPR's subsidiaries mainly refer to i) quarterly reviews as of March 31, 2019 and September 30, 2019 for EDP Group's consolidation purposes; and ii) agreed-upon procedures, mainly related to the review of covenants in the context of bank financing agreements and external auditor's certifications for share capital transactions as required by local Laws.

PricewaterhouseCoopers Auditores, was engaged to provide the above-mentioned services due to its in-depth knowledge of the Group's activities and processes. These engagements did not risk their independence as External Auditors and were pre-approved by the Audit, Control and Related Party Transactions Committee prior to rendering the services.

TYPE OF SERVICES PORTUGAL SPAIN BRAZIL US OTHER TOTAL %
Statutory Audit 161,802 493,930 174,842 1,238,251 607,073 2,675,898 91.3%
Other audit related services - - 26,460* - - 26,460 0.9%
Total audit related services 161,802 493,930 201,302 1,238,251 607,073 2,702,358 92.2%
Tax consultancy services
Other services un related to statutory
auditing
- 163,882 4,265 30,924 28,179 227,250 7.8%
Total non-audit related services - 163,882** 4,265 30,924 28,179 227,250 7.8%
TOTAL 161,802 657,812*** 205,567 1,269,175 635,252 2,929,608 100,00%

47. EXTERNAL AUDITOR REMUNERATION IN 2019 FOR EDP RENOVÁVEIS S.A. AND SUBSIDIARIES

* This amount includes the interim audit of the financial statements for a portfolio of Brazilian companies, as of June 30, 2019.

** This amount includes, among others, services that refer to the entire Group such as the review of the internal control system on financial reporting and review of the non-financial information related to sustainability included in the EDPR Group's annual report, which are invoiced to a European company. This amount also includes the limited review as of June 30, 2019 of the EDPR Consolidated Financial Statements and other reviews for Group consolidation purposes which are considered non-audit services according to the respective local regulation. *** This amount includes 644 thousand Euros of services provided by PricewaterhouseCoopers Auditores S.L. from which 494 thousand Euros refer to audit services and 150 thousand Euros refer to non-audit services.

INTERNAL ORGANISATION

I. ARTICLES OF ASSOCIATION

48. AMENDMENTS TO THE ARTICLES OF ASSOCIATION

The amendments of the Articles of Association of the Company are of the responsibility of the General Shareholders' Meeting. According to Article 17 of the Company's Articles of Association ("Constitution of the General Shareholders' Meeting, Adoption of resolutions"), to validly approve any amendment to the Articles of Association, the Ordinary or Extraordinary Shareholders' Meeting will need:

  • On first call, that the Shareholders either present or represented by proxy, represent at least fifty percent (50%) of the subscribed voting capital.
  • On second call, that the Shareholders either present or represented by proxy, represent at least twenty-five percent (25%) of the subscribed voting capital.

In the event that the shareholders attending represent more than fifty percent (50%) of the subscribed voting capital, the resolutions referred to in the present paragraph will be validly adopted when reached absolute majority. If the shareholders attending represent between twenty-five percent (25%) and fifty percent (50%) – but without reaching it – the favorable vote of two-thirds (2/3) of the present or represented capital in the General Shareholders' Meeting will be required in order to validly approve these resolutions.

II. REPORTING OF IRREGULARITIES

49. IRREGULARITIES COMMUNICATION CHANNELS

WHISTLEBLOWING

EDPR has always carried out its activity by consistently implementing measures to ensure the good governance of its companies, including the prevention of incorrect practices, particularly in the areas of accounting and finance.

On this basis, and in compliance with the provisions of IPCG Corporate Governance Code, EDPR provides the Group workers with a channel enabling them to report directly and confidentially to the Audit, Control and Related Party transactions Committee any practice presumed illicit or any alleged accounting and/or financial irregularity in their Company.

With this channel for reporting irregular accounting and financial practices, EDPR aims to:

  • Guarantee conditions that allow workers to freely report any concerns they may have in these areas to the Audit, Control, and Related Party Transactions Committee;
  • Facilitate the early detection of irregular situations, which, if practiced, might cause serious damage to the EDPR Group, its workers, customers and shareholders.

Contact with the Company's Audit, Control and Related Party Transactions Committee to this extent is only possible by email and post, and access to information received is restricted.

Any complaint addressed to the Audit, Control and Related Party Transactions Committee will be kept strictly confidential and the whistle-blower will remain anonymous, provided that this does not prevent the investigation of the complaint. He/she will be assured that the Company will not take any retaliatory or disciplinary action as a result of exercising his/her right to blow the whistle on irregularities, provide information, or assist in an investigation. The process and functioning rules of this channel are explained in the Welcome Presentation organized every year for the new hires of EDPR and also published on the intranet and website of the Company. The bylaws of this channel are available at the intranet of the Company, which includes, among other issues, the regulation of the suitable means and procedure of communication and treatment of irregularities, and the terms of safeguarding the confidentiality of the information transmitted and the identity of its provider.

The Secretary of the Audit, Control and Related Party Transactions Committee receives all the communications and presents a quarterly report to the members of the Committee.

In 2019 there were no communications through this channel regarding any irregularity at EDPR.

CODE OF ETHICS AND ETHICS CHANNEL

EDPR has a strong commitment in relation to the dissemination and promotion of compliance with ethic guidelines and principles like transparency, honesty, integrity, non-discrimination, equal opportunity, and sustainability, which is encouraged to all employees through its Ethics Code and its regulations. This Code lays down principles of action that are either the result of legal obligations incumbent on the EDPR or every member of the organisation or an assertion of values of ethics and citizenship reflected by management options that, in the organisational and market setting in which EDPR operates, are believed to be those that most foster long-term sustainability of its business and the achievement of excellence.

Both the Code and its regulations are published on its intranet and website and attached to the labour agreements of the new hires to their written acknowledgement when they join the Company. Likewise, this Code has been widely circulated to the employees of the Group through internal communications and introduced in Welcome Presentation organized every year for the new hires of EDPR. Additionally, with the objective that every employee of the Company receive an specific training on Ethics at least once, the Company periodically, , provides an online course ("Ética EDP") to all the new employees who joined the Company that year and to the ones that having joined EDPR prior to such, were outstanding to receive it.

In order to support and achieve its Ethics Code and Ethics commitments and initiatives, and with the aim of minimizing the risk of unethical practices, generating transparency and trust in relationships, EDPR has also approved and implemented the following:

• Ethics Committee: is a standing non - executive committee of the Board of Directors, whose objective is to ensure the Code of Ethics compliance within the Company, processing all information received to this extent and establishing, if appropriate, corrective actions.

The main functions of the Ethics Committee are the receipt, registration, processing and reporting to the Board of Directors of information and reports received by the employees regarding infractions of the Code in matters of legislation and ethics, conduct in the work environment, human rights and equal opportunities, integrity, relations with customers and suppliers, the environment and sustainability. These functions include the following:

  • Proposing corporate ethics instruments, policies, goals and targets;
  • Monitoring application of the Code of Ethics, laying down guidelines for its regulation and overseeing its proper application by the Company and its subsidiaries;
  • Analysing reported infractions of the Code of Ethics, deciding on their relevance and admissibility;
  • Deciding if there is any need for a more in-depth investigation to ascertain the implications and persons involved. The Ethics Committee may, for this purpose, use internal auditors or hire external auditors or other resources to assist in the investigation;
  • Appointing the Ethics Ombudsperson;
  • Any other functions assigned to it in the Articles of Association or by the Board of Directors.

The Ethics Committee shall be composed by three members: the Chairman of the Audit, Control and Related Party Transactions Committee, the Chairman of the Appointments and Remuneration Committee, and the Compliance Officer. As of December 31st, 2019, the members of the Ethics Committee are as follows:

  • Acacio Piloto, Chairman of the Ethics Committee as Chairman of the Audit, Control and Related Party Transactions Committee;
  • Antonio Nogueira Leite, vocal of the Ethics Committee as Chairman of the Nominations and Remunerations Committee;
  • Emilio Garcia- Conde Noriega, vocal of the Ethics Committee as Compliance Officer of EDPR;

The Ethics Committee shall meet at least once a year and whenever the Chairman deems it is necessary, and its meetings shall be validly convened when one-half plus one of its members are present or represented at the meeting. The resolutions of the Ethics Committee shall be approved by majority vote with the Chairman casting deciding vote in the event of a tie. This Committee shall also inform the Board of Directors of the resolutions it approves at the first meeting of the Board following the Committee meeting in which the resolution was agreed.

  • Ethics Ombudsperson: is an external person from the Company that receives complaints and doubts submitted through the Ethics Channel and investigates and documents the procedure for each of them, with guaranteed confidentiality in relation to the identity of the claimant. The appointment for this position is made by the Ethics Committee. Its main functions are therefore as follows:
    • Receiving the doubts and claims submitted through the Ethics channel and preparing and documenting the cases;
    • Submitting the related reports of the claims received to the Ethics Committee;
    • Monitoring each case analyzed until its conclusion, liaising with the complainant whenever necessary.

Since January 2019, the Ombudsperson of EDPR is Maria Manuela Casimiro da Silva.

• Ethics Channel: is an internal and external channel made available for the submission of claims and doubts about the infringements of the Ethics Code in matters of legislation and ethics, conduct in the work environment, human rights and equal opportunities, integrity, relations with customers and suppliers, environment and sustainability. This channel is available on the intranet and Website of the Company and its existence and functioning is also introduced in Welcome Presentation organized every year for the new hires of EDPR.

The procedure and workflow of the claims and queries submitted through this channel is regulated under the Regulations of the Code of Ethics and the regulations of the Ethics Committee, and is as follows:

    1. The claimant (internal or external) submits its communication through the Ethics Channel (by email or letter through the template available at the Website an intranet), which is received by the Ethics Ombudsperson.
    1. The Ethics Ombudsperson starts the investigation and drafts the related report.
    1. The Ethics Ombudsperson submits the summary of the investigation to the Ethics Committee (omitting the identity of the complainant) for its deliberation about the effective infringement of the Ethics Code or not and, to analyse if additional information is needed. If the latest were the case, an investigation will be carried out with the support of internal or external means as appropriate.
    1. The final decision about the query or claim is communicated to the claimant. The Ethics Ombudsperson will make further contact with the complainant to report the opinion of the Ethics Committee.

In 2019, there were three (3) claims submitted through the Ethics Channel. These claims were analyzed by the Ethics Ombudsman and determined there were not an unethical behavior within the Ethics scope. The nature of the claims was commercial; these claims were forwarded to the pertinent teams for its resolution.

ANTI-CORRUPTION POLICY

In order to ensure compliance with the standards of Anti-Corruption Regulation in every geography where EDPR operates, the Company developed in 2014 an Anti-Bribery Policy of application to all EDPR Group, which was approved by its Board of Directors on December 19th 2014, and last updated in 2017. A new revision of the Anti-Corruption Policy was performed in July 2019, the revised version was approved by EDPR Executive Committee on July 2019 and communicated to all EDPR Employees.

This Anti-Corruption Policy implies a series of procedures regarding the relationships of EDPR employees with external parties, namely the approval of certain actions regarding hospitality to and from external parties, donations, and sponsorships. This Policy was implemented in the Group in 2015, through the introduction of several approval systems in the corporate's employee channels in order to ensure transparency and prevent any corrupt business practice, and since then, has been periodically communicated EDPR employees. Once this implementation was finished, the corresponding training sessions were organized for part of our employees, and made available the Policy in the intranet and Website, in order to ensure appropriate knowledge and understanding of the Policy. It is also attached to the labor agreements of the new hires to their written acknowledgement when they join the Company, and besides that, in the Welcome Presentation organized every year for the new hires of EDPR, they are also explained the main contents of this documents and its functioning.

III. INTERNAL CONTROL AND RISK MANAGEMENT

50. INTERNAL AUDIT

EDPR's Internal Audit Department is composed by eight (8) members. The function of EDPR's Internal Audit is to carry out an objective and independent assessment of the Group's activities and of its internal control situation, in order to make recommendations to improve the internal control mechanisms over systems and management processes in accordance with the Group's objectives.

Additionally, EDPR has a Responsibilities Model and a SCIRF Manual (Internal Control System over Financial Reporting), in which individuals, governing bodies and committees responsible for implementing and managing the internal control system are indicated.

The Responsibilities Model includes the functions and main activities in the management and maintenance of the system at all levels of the organisation including monitoring activities related to the annual cycle, the implementation of controls and documentation of evidence and supervision activities.

The SCIRF Manual incorporates the general principles of the Internal Control System over Financial Reporting as well as the methodology used, the procedures for ensuring the effectiveness of internal control and design of models, documentation, evaluation and reporting.

In line with the general principles of the model adopted by EDPR for the management of the SCIRF, the COSO Internal Control integrated Framework 2013 (Committee of Sponsoring Organisations of the Treadway Commission), the responsibility for supervising the Internal Control System lies in the Board of Directors and the Audit, Control and Related Party Transactions Committee. The CEO is accountable before the Board and must ensure the proper functioning and effectiveness the SCIRF, promoting its design, implementation and maintenance. The Executive Committee must support the CEO in this task, guiding the development of the Entity Level Controls of the Company and the controls in their areas of responsibility, relying when necessary on other levels of the organisation. Also, the Senior Managers are responsible for evaluating any deficiencies and implementing appropriate improvement opportunities.

To fulfil these responsibilities, EDPR's Internal Audit offers support and advice for the management and development of the SCIRF.

51. ORGANISATIONAL STRUCTURE OF INTERNAL AUDIT

The Internal Audit function in EDPR Group is a corporate function carried out by the Internal Audit Department, which reports both to the Chairman of EDPR's Executive Committee and to EDPR's Audit, Control and Related Party Transactions Committee.

52. RISK MANAGEMENT

EDPR's Enterprise Risk Management Process is an integrated and transversal management model that ensures the minimization of the effects of risk on EDPR's capital and earnings, as well as the implementation of best practices of Corporate Governance and transparency. The process aligns EDPR's risk exposure with the company's desired risk profile.

The Enterprise Risk Management Framework was approved in 2016, in accordance with the guidelines agreed at its Board of Directors level. Based on this risk framework, the Company develops a Risk Management System through individual risk policies and procedures for most relevant risks, where it is defined the methodology to calculate probability of occurrence and impacts, as well as mitigation measures and additional thresholds. In addition, these risk policies and procedures establish the process for control, periodic evaluation and eventual adjustments. The approvals necessary to proceed with this system are normally submitted and reported to the Executive Committee, which will inform the Board of Directors of these progresses. Likewise, the Risk Management System is closely followed and supervised by the Audit, Control and Related Party Transactions Committee, an independent supervisory body composed of nonexecutive members that reports to the Board of Directors, in charge among others, of the monitorization of the compliance and progresses of the Risk Management Plan, and of the status and possible improvements to the measures and controls for the mitigation/hedge of the potential risks identified for EDPR.

Market, counterparty, operational, business and strategic risks are identified and assessed and, following the result of the assessment, Risk Policies are defined and implemented across the company. These policies are aimed to mitigate risks without compromising potential opportunities, thus, optimizing return versus risk exposure.

In 2019, EDPR updated the Enterprise Risk Management Framework and Counterparty Risk Policy, following Risk Committees discussions:

  • Enterprise Risk Management Framework: Update of risk limits that set the risk appetite, following the recent growth of the company.
  • Counterparty Risk Policy: Update of global limits and included specific limits to Community Choice Aggregators in the US.

During 2019, EDPR reassessed the Operational Risk for the company executing a bottom-up analysis across all departments, as stated in EDPR's Operational Risk Policy. In addition, a review of existing Business Continuity Management System was performed, with the main purpose of aligning it to the recently published ISO 22301.

Also in 2019, EDPR back-tested the risk limits of 2016's Enterprise Risk Management Framework, which concluded that an adjustment in some of the limits was needed, due to the increased size of the company.

53. RISK MAP

Risk Management at EDPR is focused on covering all risks of the company. In order to have a holistic view of risks, they are grouped in Risk Categories, which are Market, Counterparty, Operational, Business and Strategic. The definition of Risk Categories at EDPR is as follows:

    1. Market Risk It refers to the risk to EDPR resulting from movements in market prices. Due to the relationship between wind production and electricity price, production risk is considered within market risk. In particular, market risk are changes in electricity prices, production risk, interest rates, foreign exchange rates and other commodity prices;
    1. Counterparty Risk (credit and operational) Risk that counterparty to a transaction could default before final settlement of the transaction's cash flows. A direct economic loss would occur if transactions with the counterparty had positive economic value at the time of default. Even in the case of not defaulting, it may not comply with its contract obligations (timing, quality, etc.), implying additional higher costs due to its replacement or to delays in fulfilling the contract;
    1. Operational Risk (other than counterparty) Defined as the risk of loss resulting from inadequate or failed internal processes, people and systems or from external events (such as an increase in equipment default rates, increasing O&M, or natural disasters);
    1. Business Risk Potential loss in the company's earnings due to adverse changes in business margins. Such losses can result above all from a serious increase in equipment prices or changes in the regulatory environment. Changes in electricity prices and production are considered market risks;
  • Strategic Risk – It refers to risks coming from macroeconomic, political, social or environmental situation in countries where EDPR is present, as well as those coming from a change in competitive landscape, from technology disruptions, from changes in energy markets or from governance decisions (investment decisions criteria, Corporate Governance and Reputational issues).

Within each Risk Category, risks are classified in Risk Groups.

1. Market Risk

1. i) Energy price risk

EDPR faces limited electricity price risk as it pursues a strategy of being present in countries or regions with long -term visibility on revenues. In most countries where EDPR is present, prices are determined through regulated framework mechanisms. In those countries with no regulated tariffs, power purchase agreements are negotiated with different off- takers to eliminate electricity and Green Certificate or Renewable Energy Credit (REC) price risks.

Despite EDPR's strategy of eliminating market price risk, EDPR still has some plants with merchant exposure.

In Europe, EDPR operates in countries where the selling price is defined by a feed-in-tariff (Portugal, France and Italy) or in markets where, on top of the electricity price, EDPR receives either a pre-defined regulated premium or a green certificate, whose price is achieved on a regulated market (Spain, Belgium, Poland and Romania). EDPR is also developing projects in the UK and in Greece, under contract for differences remuneration schemes.

In countries with a predefined regulated premium or a green certificate scheme, EDPR is exposed to electricity price fluctuations. Considering current Power Purchase Agreements (PPAs) in place, EDPR is exposed to electricity price risk in Romania, in Poland, in Belgium and partially in Spain. Additionally, in European countries with a green certificate scheme (Romania, Belgium and Poland), EDPR is exposed to fluctuation on the price of green certificates.

The US market does not provide a regulated framework system for the electricity price. Nevertheless, renewable generation is incentivized through PTCs (Production Tax Credits) and regional Renewable Portfolio Standard (RPS) programs that allow receiving RECs for each MWh of renewable generation. REC prices are very volatile and depend on the regional supply/demand equilibrium in the relevant market.

Most of EDPR's capacity in the US has predefined prices determined by bundled (electricity + REC) long-term contracts with local utilities in line with the Company's policy of avoiding electricity price risk. Despite existing long term contracts, some EDPR's plants in the US do not have PPA and are selling merchant with exposure to electricity and REC prices. Additionally, some plants with existing PPAs do not sell their energy where it is produced and are therefore exposed to basis risk (difference in price between the location where energy is produced and that where energy is sold).

In Ontario (Canada), the selling price is defined by a long-term feed-in-tariff, thus, there is no electricity price exposure.

In Brazilian and Colombian operations, the selling price is defined through a public auction which is later translated into a long -term contract. Electricity price exposure is almost null, with little exposure for the production above or below the contracted production.

Under EDPR's global approach to minimize the exposure to market electricity prices, the Company evaluates on a permanent basis, if there are any deviations to the pre-defined limits (measured through EBITDA at risk, Net Income at risk and total merchant exposure).

EDPR intends to eliminate Green Certificates and REC price risk with the signing of bundled PPAs with private off-takers, which include the sale of the electricity and the Green Certificate or REC. In some cases, the off-taker may be interested in contracting only the Green Certificate or the REC, thus a GCPA (Green Certificate Purchase Agreement) or a RECPA (REC Purchase Agreement) is signed.

In those geographies with remaining merchant exposure, EDPR uses various commodity-hedging instruments in order to minimize the exposure to fluctuating market prices. In some cases, due to the lack of liquidity of financial derivatives, it may not be possible to successfully hedge all existing merchant exposure, after considering PPAs in place.

In 2019 EDPR had financially hedged most of its remaining merchant exposure in Poland, Romania, Spain, Brazil and the US.

As aforementioned, some US plants have exposure to REC price risk and/or basis risk (difference in electricity price between locations). EDPR hedges REC prices through forward sales and basis exposures through financial swaps or FTR (Financial Transmission Rights).

1. ii) Energy Production Risk

The amount of electricity generated by EDPR's renewable plants is dependent on weather conditions, which vary across locations, from season to season and from year to year. Variation on the amount of electricity that is generated affects EDPR's operating results and efficiency.

Not only the total wind or solar production in a specific location is relevant, but also the profile of production. Wind usually blows more at night than at daytime, when energy prices are lower and the opposite for solar. Generation profile will affect the discount or add-on in price of a plant versus a baseload generation.

Finally, curtailment of a plant will also affect its production. Curtailment occurs when the production of a plant is stopped by the TSO (Transmission System Operators) for external reasons to the Company. Examples of cases of curtailment are upgrades in transmission lines or exceptional congestion (high level of electricity generation for available transmission capacity).

EDPR mitigates wind and solar resource volatility and seasonality through geographical diversification of its asset base in different countries and regions.

EDPR acknowledges the correlation between different plants in its portfolio that allows for this geographical diversification, which enables EDPR to partially offset production variations in each region and to keep the total energy generation relatively steady. Currently, EDPR is present in 14 countries: Spain, Portugal, France, Belgium, Poland, Romania, Italy, UK (no generation), Greece (no generation), Colombia (no generation), US, Canada, Brazil and Mexico.

Nevertheless, 2019 was a year with slightly below the expected average generation for EDPR, although European assets almost compensated the lower production of North American plants.

EDPR has analyzed the potential use of financial products to hedge wind risk and might use this product to mitigate risk in specific cases.

Profile risk and curtailment risk are managed ex-ante. For every new investment, EDPR factors the effect that expected generation profile and curtailment will have on the output of the plant. Generation profile and curtailment of EDPR's plants are constantly monitored by EPDR's Risk department to detect potential future changes.

1. iii) Risks related to financial markets

EDPR finances its plants through project finance or corporate debt. In both cases, a variable interest rate might imply significant fluctuations in interest payments.

On the other hand, due to EDPR's presence in several countries, revenues are denominated in different currencies. Consequently, exchange rate fluctuations may have a material adverse effect on financial results or on the value of the foreign investment.

1. iii) a) Interest rate risk

Given the policies adopted by EDPR Group, current exposure to variable interest rate is not significant and financial cash flows are substantially independent from the fluctuation of interest rates.

The purpose of interest rate risk management policies is to reduce the exposure of long-term debt cash flows to market fluctuations, mainly by contracting long term debt with a fixed rate.

  • When long-term debt is issued with floating rates, EDPR settles derivative financial instruments to swap from floating to fixed rate.
  • EDPR has a portfolio of interest-rate derivatives with maturities of up to 14 years. Sensitivity analyses of the fair value of financial instruments to interest-rate fluctuations are periodically performed.

With most of interest rate being fixed, main exposure to interest rates arises at refinancing. To protect against this risk, EDPR intends to maintain a balanced maturity profile for its corporate fixed debt, thus, diversifying the risk of bad timing when refinancing occurs.

Repricing calendar of debt is continuously monitored together with interest rates in order to detect good timing for restructuring debt.

Taking into account risk management policy and approved exposure limits, Global Risk Area supports the Finance team in interest rate hedging decisions and the Finance team submits the financial strategy appropriate to each project/location for Executive Committee's approval.

1. iii) b) Exchange rate risk

EDPR has international operations and is exposed to the exchange-rate risk resulting from investments in foreign subsidiaries. Currency exposure in operating plants is to U.S. dollar, Romanian leu, Polish zloty, Brazilian real, British pound, Canadian dollar and Colombian pesos.

EDPR hedges risk against currency fluctuations by financing in the same currency as the revenues of the project. When local financing is not available, EDPR hedges debt cash flows though cross currency interest rate swaps.

EDPR also hedges net investment (investment after deducting local debt) in foreign currency through cross currency interest rate swaps.

Finally, EDPR contracts foreign exchange forwards to hedge the risk in specific transactions, mainly in payments to suppliers which may be denominated in different currencies.

EDPR's hedging efforts minimize exchange rate volatility, but do not eliminate completely this risk due to high costs associated to hedging FX in certain situations.

1. iii) c) Inflation risk

In specific projects, regulated remuneration is linked to inflation. Additionally, O&M costs are considered to be linked to inflation in most cases.

Exposure to inflation in revenues may be naturally hedged with exposure to interest rates and EDPR regularly analyses inflation exposure and its relationship with interest rates to adjust level of interest rate coverage in project finance structures.

Exposure to inflation in O&M costs is managed at the moment of the investment decisions, by executing sensitivity analyses.

1. iii) d) Liquidity risk

Liquidity risk is the risk of EDPR not meeting its financial obligations. Liquidity risk is mainly related to extreme market movements in electricity prices, interest or exchange rates, which may change the expected cash flow generation.

EDPR tracks liquidity risk in the short term (margin calls, etc.) and in the long term (financing sources) in order to meet strategic targets previously set (EBITDA, debt ratio and others).

EDPR's strategy to manage liquidity risk is to ensure that its liquidity is sufficient to meet financial liabilities when due, under both normal and stressed conditions, and without incurring unacceptable losses or risking damage to EDPR's reputation.

Different funding sources are used such as Tax Equity investors, multilateral organisations, project finance, corporate debt and asset rotation in order to ensure long-term liquidity to finance planned projects and working capital.

The Directors have estimated cash flows that show that the Group will meet the commitments existing at the close of the 2019 financial year and those foreseen for 2020.

1.iv) Commodity price risk (other than electricity)

In projects in which there is a significant number of years between investment decision and start of construction, EDPR may be exposed to the price of the materials used in turbine manufacturing, foundations and interconnection through escalation formulae included in the contracts with suppliers.

In order to manage this risk, EDPR may hedge the market exposure in OTC/future commodity markets, considering the risks (potential losses) and the cost of the hedge.

2. Counterparty Risk

Counterparty credit risk is the risk that the counterparty to a transaction could default before the final settlement of the transaction's cash flows. An economic loss could occur, either a direct economic loss if the transaction has a positive value at the moment of default (counterparty credit risk) or a replacement cost due to change of the counterparty (counterparty operational risk).

2. i) Counterparty Credit Risk

If the transactions or portfolio of transactions with the counterparty has a positive economic value at the time of default, an economic loss would occur.

To control credit risk at EDPR, thresholds of Expected Loss and Unexpected Loss are established at company level as defined under Basel Standards and re-evaluated monthly. If the threshold is surpassed by the company as a whole, mitigation measures are implemented in order to remain within the pre-established limit.

Additionally, Expected Loss limits are established for each individual counterparty or Group of counterparties (parent and subsidiaries).

2.ii) Counterparty Operational Risk

If the transactions or portfolio of transactions with the counterparty do not have a positive economic value at the time of default, it will impact operations. Despite no direct loss at the time of default, the replacement of the counterparty could imply a cost to EDPR due to potential delays, higher contract value with a new counterparty (replacement costs), etc.

Construction and O&M subcontractors are counterparties to which EDPR is exposed from an operational point of view.

To minimize the probability of incurring in potential replacement costs with counterparties, EDPR´s policy concerning counterparty operational risk is managed by an analysis of the technical capacity, competitiveness, credit quality and replacement cost of the counterparty.

3. Operational Risk

3. i) Development Risk

Renewable plants are subject to strict regulations at different authority levels (international, national, state, regional and local) relating to the development, construction, grid interconnection and operation of power plants. Among other things, these laws regulate landscape and environmental aspects, building licenses, land use and land securing and access to the grid issues.

While level of exigency might be different depending on the geographies, EDPR acknowledges a trend for legislations to align towards concentrating the most restrictive rules and development risks on the consenting (environmental and urban permissions) and interconnection (electricity connection of the plant to the national grid).

In this context, EDPR's experience gathered in different countries is useful to anticipate and deal with similar situations in other countries.

During the development and design phase, EDPR focuses on the optimization of its projects. By mastering the variables, such as choice of locations, layout, etc., the objective is to make our projects more resilient to permitting risks.

Additionally, EDPR mitigates development risk by generating optionality, with development activities in 14 different countries (Spain, Portugal, France, Belgium, Poland, Romania, UK, Italy, Greece, US, Canada, Colombia, Brazil and Mexico) and a portfolio of projects in several stages of maturity. EDPR has a large pipeline of projects that provide a "buffer" to overcome potential delays in the development of prioritized projects, ensuring growth targets and being able to compensate permitting delays in some geographies.

3. ii) Execution Risk

During the construction of the foundations, interconnection and substation of a plant, and the installation of the equipment, different events (bad weather, accidents, etc.) might occur that could imply an over cost or a delay in the commercial operation date of the plant:

  • The delay implies a postponement of cash flows, affecting profitability of the investment.
  • When a plant has a PPA, a delay of the commercial operation date might imply the payment of LDs, with the consequent loss of revenues and the impact on annual financial results.

During the design phase, EDPR engineering teams supervise the engineering and the installation method. Construction is subcontracted to technically capable construction companies.

In both cases, a critical path analysis is performed to assess the reliability of construction and installation plan. Also, collaterals may be required to the counterparty following EDPR's Counterparty Risk Policy.

3.iii) Operation Risk

Damage to Physical Assets Risk

Renewable plants in construction and in operation are exposed to weather hazards, natural disasters, etc. These risks depend on the location.

All plants are insured the physical damage during construction and operation. During operation, any natural disaster, weather hazard or accident will be partially insured to revenue losses due to the event.

Equipment Performance Risk (O&M costs)

Output from renewable plants depends upon the operating availability of the equipment.

EDPR mitigates this risk by using a mix of suppliers which minimizes technological risk, avoiding exposure to a unique manufacturer.

EDPR also engages suppliers through medium-term full-scope maintenance agreements during the first years of operation to ensure alignment with supplier in minimizing technology risk.

Finally, for older plants, EDPR has created an Operation and Maintenance (O&M) program with an adequate preventive and scheduled maintenance program. EDPR externalizes non-core technical O&M activities of its renewable plants, while primary and value added activities continue to be controlled by EDPR.

3. iv) Information Technology Risk

IT (Information Technologies) risk may occur in the technical network (information network for plants operation) or in the office network (information network of corporate services: ERP, accounting…)

EDPR mitigates this risk creating redundancy of servers and control centers of renewable plants. Redundancy is created in a different location to anticipate potential natural disasters, etc.

3. v) Legal claims Risk (compliance, corruption, fraud)

EDPR faces potential claims of third parties, corruption and fraud of its employees.

EDPR has implemented an internal "Code of Ethics" and an Anticorruption Policy where the company commits to comply with legal obligations in every community where EDPR is established.

Additionally, the company Ombudsperson receives all the complaints sent through the "Code of Ethics" channel and decides the appropriate procedure for each one of them. An anticorruption mailbox is also available to report any questionable practice.

1.3. vi) Personnel Risk

EDPR identifies four main risk factors regarding personnel: turnover, health and safety, human rights, and discrimination, violence or behavior against human dignity.

  • Turnover: A high turnover implies direct costs of replacement and indirect costs of knowledge loss. EDPR mitigates turnover through constant reassessment and benchmarking of remuneration schemes in different geographies. Additionally, EDPR offers flexibility to its employees to improve work life balance. In 2018, EDPR was elected as "Top Employer" in Spain by the Top Employers Institute.
  • Health and safety: EDPR has deployed an H&S management system, complying with OHSAS 18001, pursuing the "zero accidents" target,
  • Human rights: EDPR has committed, through its "Code of Ethics", to respect international human rights treaties and best work practices. All counterparties which sign a contract with EDPR are committed to respect EDPR's "Code of Ethics".

• Discrimination, violence or behavior against human dignity: EDPR forbids any kind of discrimination, violence or behavior against human dignity, as stated in its "Code of Ethics". Strict compliance is enforced, not only through the reporting channel of the Ombudsperson, but also through constant awareness from all employees of the company.

3.vii) Processes Risk

Internal processes are subject to potential human errors that may negatively affect the outcome.

Internal Audit Department regularly reviews internal processes and recommends the establishment of new controls or the improvement in the implementation of existing procedures.

4. Business Risk

4. i) Regulatory Risk (renewables)

The development and profitability of renewable energy projects are subject to policies and regulatory frameworks. The jurisdictions in which EDPR operates provide different types of incentives supporting energy generated from renewable sources.

Remuneration schemes have become less competitive in some countries due to the financial crisis and it cannot be guaranteed that current support will be maintained in all EDPR's geographies or that future renewable energy projects will benefit from current support measures. Regulation promoting green energy has been revised or is under revision in some of the countries where EDPR is present.

In the US, renewable generation from wind will be incentivized through Production Tax Credits (PTC) at a Federal level for all projects beginning of construction up to 2019. Level of incentives will be progressively fading out. Additionally, wind and solar production is also incentivized through State RPS Programs that allow receiving RECs (Renewable Energy Credit) for each MWh of renewable generation.

EDPR is managing its exposure to regulatory risks through diversification, by being present in several countries and through participation as an active member in several wind and solar associations.

Regulatory Risk in each of EDPR's countries is monitored continuously, considering current regulation, potential drafts of new laws, feedback from associations, evolution of installed renewable generation capacity and other inputs. EDPR has developed an internal quantitative assessment of Regulatory Risk that serves as an indicator for changes in supporting schemes. This measure is updated annually in all EDPR´s geographies.

Regulatory Risk is also considered ex-ante, at the moment of the investment, through sensitivity analyses that are performed to evaluate its impact in project profitability under different scenarios.

4.ii) Equipment Market Risk Equipment Price Risk

Price of equipment is affected, not only by market fluctuations of the materials used, but also by the demand of this equipment or a possible increase in trade tariffs and levies

For every new project, EDPR secures the demand risk by engaging in advance with manufacturers, elected through a competitive process.

Equipment Supply Risk

The demand for new plants may offset the offer of equipment. Currently, the local component requirement in some geographies (Ex: Brazil) may create thisshortfallsituation. In the event of a trade war,supply chain of equipmentsuppliers may be affected, creating further imbalances in local component requirements.

EDPR currently faces limited risk to the availability and price increase of equipment due to existing framework agreements with major global suppliers. The Company uses a large mix of suppliers in order to diversify equipment supply risk. For geographies with specific requirements of local component, EDPR does not engage in a project before securing the supply of the equipment. This risk is further explained on EDPR's annual report due to its current relevance in the business.

5. Strategic Risk

5. i) Country Risk

Country Risk is defined as the probability of occurrence of a financial loss in a given country due to macroeconomics, political or natural disasters. EDPR has defined a Country Risk Policy that assesses country risk through an internal scoring based on publicly available data. This internal scoring is compared with external assessments from renowned organisations. Each risk factor affecting country risk is evaluated independently to decide on potential mitigating actions:

  • Macroeconomic Risk: risks from the country's economic evolution, affecting revenue or cost time of the investments
  • Political Risk: all possible damaging actions or factors for the business of foreign companies that emanate from any political authority, governmental body or social group in the host country
  • Natural disaster risk: natural phenomena (seismicity, weather) that may impact negatively in the business conditions

Before approving a project in a new geography, EDPR analyses the risk of the new country and compares it to our existing portfolio. Mitigation measures may be decided when this risk is above a certain threshold.

5. ii) Competitive landscape

In the renewable business, size can be an advantage or disadvantage in specific situations. For example, in development of renewable plants, small and dynamic companies are usually more competitive than larger companies.

On the other hand, when participating in tender processes for offshore wind farms, the size of the investment benefits larger companies.

Additionally, the consequences of a change in the competitive landscape due to mergers and acquisitions may also be a risk.

To mitigate the risks, EDPR has a clear knowledge of its competitive advantages and tries to leverage on them. When EDPR has no advantage versus its competitors, alternatives are considered in order to become competitive. For example, for offshore wind farms, EDPR has partnered with large companies with previous experience in large electricity generation projects, in order to become a more competitive consortium.

5. iii) Technology disruptions

Most renewables are relatively recent technologies, which are continuously evolving and improving efficiency. As such, some initially expensive technologies can become competitive in a relatively short time.

EDPR growth focuses in the most competitive renewable technologies at the moment, which are onshore wind, offshore wind and PV solar, but also participates in other innovative projects such as floating offshore wind.

5. iv) Meteorological changes

Future estimations of wind and solar production are based on analysis of historical measurements for more than 20 years, and they are considered to be representative of the future. Relevant unexpected meteorological changes could lead to a lower production than the one expected from historical data.

When evaluating a new investment, EDPR considers potential changes in the production forecasted, however, the size of the potential deviation in the case of relevant meteorological changes is uncertain.

5. v) Investment decisions criteria

Not all projects have the same risk profile. This will depend on merchant exposure of remuneration, construction risk, etc.

In order to take proper business decisions, EDPR uses Risk Adjusted Metrics for investment decisions, which take into consideration the different risks inherent of each project.

5. vi) Energy Planning

Assumptions in future evolution of energy markets affect the profitability of the investments for the period after the fixed remuneration (regulated tariff or PPAs). Structure of electricity markets in most of EDPR geographies (marginal setting price) were not designed to consider a great share of generation from renewable sources with zero marginal price. Thus, the increase in renewable generation could lead to lower pool prices in medium term if reforms of electricity markets are not properly undertaken.

When investing, EDPR performs sensitivity analyses to stress pool price scenarios for the period without fixed remuneration to understand the robustness of the profitability of the investment.

5. vii) Corporate Organisation and Governance

Corporate governance systems should ensure that a company is managed in the interests of its shareholders and other relevant stakeholders.

In particular, EDPR has an organisation in place with a special focus on transparency, where the management body (Board of Directors) is separated from the supervision and control duties (Audit and Control Committee). Members of the Audit Committee are invited to the General Risk Committee of EDPR.

5. viii) Reputational risk

Companies are exposed to public opinion and today's social networks are a rapid mean to express particular opinions.

A bad reputation could eventually harm financial results of a company in the short and in the long term.

Sustainability makes part of the essence of EDPR. EDPR is not only committed in building a better future, but also in doing it well, in an ethical and sustainable manner, consequently limiting reputational risk.

54. RISK FUNCTIONS AND FRAMEWORK

A corporation can manage risks in two different ways, one risk at a time on a largely and compartmentalized basis, or all risks together within a coordinated and strategic framework. The latter approach is called "Enterprise Risk Management" and is the approach used at EDPR.

Risk Management at EDPR is supported by three distinct organisational functions, each one with a different role: Strategy (Risk Profiler), Management (Risk Manager) and Controlling (Risk Controller).

RISK FUNCTIONS DESCRIPTION

Strategy – General risk strategy & policy
Global Risk Department provides analytically supported proposals to general strategic issues
Responsible for proposing guidelines and policies for risk management within the company

Management – Risk management & risk business
decisions
Implement defined policies by Global Risk
Responsible for day-to-day operational decisions and for related risk taking and risk

Controlling – Risk monitoring
Responsible for follow-up of the results of risk taking decisions and for contrasting alignment of
operations with general risk policy approved by the board

The Risk Committee is the forum where the different Risk Functions discuss the policies to be implemented and control the risk exposure of the company. EDPR's Risk Committee integrates and coordinates all Risk Functions and assures the link between corporate's risk appetite and defined strategy and the operations of the company.

EDPR created three distinct meetings of the Risk Committee in order to separate discussions on execution of mitigation strategies from those on the definition of new policies:

  • Restricted Risk Committee: Held every month, it is mainly focused on development risk and market risk from electricity price (market, basis, profile, GCs and RECs). It is the forum to discuss the evolution of projects under development and construction and the execution of mitigation strategies to reduce merchant exposure. It also monitors the limits of defined risk policies, with regards to counterparty risk, operational risk and country risk.
  • Financial Risk Committee: Held every quarter, its objective is the review of the main financial risks and to discuss the execution of mitigation strategies. Exchange rate risk, interest rate risk and credit risk from financial counterparties are most relevant risks reviewed by this committee.
  • Risk Committee: Held every quarter, it is the forum where new strategic analyses are discussed and new policies are proposed for approval to the Executive Committee. Additionally, EDPR's overall risk position is reviewed, together with EBITDA@Risk and Net Income@Risk.

55. DETAILS ON THE INTERNAL CONTROL AND RISK MANAGEMENT SYSTEMS IMPLEMENTED IN THE COMPANY REGARDING THE PROCEDURE FOR REPORTING FINANCIAL INFORMATION

With the purpose of not only controlling risks, but also managing them ex-ante, EDPR has created Global Risk policies that are enforceable at a Global Level. These policies are proposed and discussed in the Risk Committee and approved by the Executive Committee.

EDPR's Enterprise Risk Management Process is inspired on Basel Committee on Banking Supervision's principles, guidelines and recommendations and is similar to other risk management frameworks. In this respect, performance of risk metrics at EDPR and their compliance with established internal risk limits are assessed on a monthly basis. Additionally, a formal review and update of each Risk Policy, and the adequacy of its limits, is performed every two years.

INTERNAL CONTROL SYSTEM OVER FINANCIAL REPORTING

EDPR has an Internal Control System over Financial Reporting (SCIRF) updated and monitored in line with international standards of Internal Control.

This system covers the main aspects of the COSO framework: maintaining a control environment for the preparation of qualified financial information, assessment of the risks of financial reporting, existence of control activities to mitigate risks of error, information and communication and evaluation mechanisms.

SCOPE REVISION AND UPDATE

The SCIRF Manual includes the annual update of the scope that aims to identify companies, areas and processes that must be included in the scope of SCIRF, according to criteria of materiality and risk, including the risk of error or fraud.

The risk analysis included in the scoping process for SCIRF, includes both the different types of risk (operational, economic, financial, technological or legal) and the control objectives of financial reporting (existence and occurrence, completeness, measurement, presentation, disclosure and comparability, and rights and obligations in terms of their potential impact on the financial statements).

The results of the updated scope with the methodology outlined are communicated at all levels of the organisation involved in the SCIRF and supervised by the Audit, Control and Related Party Transactions Committee.

CONTROL ACTIVITIES

In documented SCIRF processes and controls, information capture mechanisms are established (including identification of the scope of consolidation) and are specified the steps and checks that are carried out for the preparation of the financial information that will be part of consolidated financial statements.

The procedures for the review and approval of financial information are provided by the areas of Planning and Control, and Administration, Consolidation and Tax. Financial information is supervised in the scope of its competences by the Audit, Control and Related Party Transactions Committee, prior to the formulation of the accounts by the Board of Directors.

The SCIRF includes control activities related to these processes, embodied in Entity Level Controls, Process Controls and General Computer Controls. These processes include review and approval activities of the financial information which are described in the processes of elaboration of individual accounts, preparation of consolidated accounts and processing of consolidated financial statements.

EDPR has descriptions of Competency Profiles for the Positions to be carried out in the exercise of the main features of each position that includes a description of the main responsibilities. These include the descriptions of the key positions of those involved in the preparation of financial information. These descriptions include responsibilities in the preparation of financial information and compliance with internal control procedures.

The documentation of processes and associated controls designed include among others, the completion of closure activities by completing monthly closing checklists by entity, setting time limits for the closures, the identification of the relevance of the operations in order to be reviewed at the appropriate level, conducting analytical reviews of financial information, the existence of limitations in systems to prevent erroneous records or access by unauthorized persons, analysis of deviations from the budget, the analysis in Executive Committees of relevant and significant facts that could cause a significant impact on the accounts, or the allocation of responsibilities for calculating amounts to be provisioned for them to be carried out by authorized personnel with the right skills.

In addition to the mentioned processes, major transactional processes resulting from the scope are documented. The description of the activities and controls are designed with the aim of ensuring the registration, evaluation, appropriate presentation and disclosure of transactions in financial reporting.

Control activities of EDPR's SCIRF also include those relating to systems and information technology (Computer General Controls) following an international reference, the COBIT framework (Control Objectives for Information and related Technologies). The importance of this area is that information systems are the tools with which financial information is prepared, and is therefore relevant for transactions conducted with them.

These control activities include those related to access control to applications and systems, segregation of duties, management of corrective and preventive maintenance, new projects implementation, administration and management of the systems, facilities and operations (back-ups, security incidents) and their proper monitoring and planning. These activities are developed taking into account the requirements of control and supervision.

Among the activities of SCIRF's scope update, there is a periodic analysis of the existence of service suppliers that perform relevant activities in relation to the processes of preparing financial information.

SCIRF SUPERVISION

The Audit, Control and Related Party Transactions Committee supervises the SCIRF in the scope of the exercise of their activities through the monitoring and supervision of the developed mechanisms for SCIRF's implementation, evolution and evaluation, and the results of the scope analysis and the extent of the situation in terms of coverage. To this extent, the Internal Audit Department assists the Audit, Control and Related Party Transactions Committee.

EDPR has an Internal Audit Department under the Chairman of the Executive Committee. The Audit, Control and Related Party Transactions Committee supervises the Internal Audit Department as establishes the Basic Internal Audit Act.

The main functions of the Internal Audit Department are set out in the Basic Internal Audit Act, which includes, among others, the evaluation of the activities of internal control systems, including the internal control system over financial reporting.

The annual work plans of the Internal Audit Department obtain the opinion of the Audit, Control and Related Party Transactions Committee. The Internal Audit Department reports to the Audit, Control and Related Party Transactions Committee about the status and the performance of the audit works.

Among these activities, Internal Audit supports the Audit, Control and Related Party Transactions Committee in supervising the implementation and maintenance of SCIRF and reports the results of the evaluation, improvement actions identified and their evolution.

The entity has action plans for improvement actions identified in SCIRF's assessment processes, which are accompanied and supervised by the Internal Audit Department, considering their impact on the financial information.

Also in the year 2019, as in previous years, a process of self-certification was made by the heads of the various process and Entity Level Control owners regarding proper documentation update on SCIRF controls and processes in their area of responsibility and the implementation of controls with corresponding evidence.

SCIRF EVALUATION

Besides the monitoring and evaluation activities described in the preceding paragraph, in case the auditors identified internal control weaknesses in the scope of their financial audit work, they are expected to communicate these circumstances to the Audit, Control and Related Party Transactions Committee, which regularly monitors the results of the audit work.

Additionally, in 2019 the EDPR Group decided to have its SCIRF audited by the external auditor. As a result of its evaluation, the external auditor issued a report with a favorable opinion on the SCIRF of the EDPR Group, according to ISAE 3000 (International Standard on Assurance Engagements 3000), included in Annex II of this Chapter 5 of the Annual Report.

CORPORATE COMPLIANCE

The implementation of a solid corporate culture of integrity and transparency has always been a priority for EDPR, structuring its supervision and monitoring, through a regulatory compliance conduct basis and through the adoption of ethical values and principles; both consolidated as central elements of its business model. In order to lead and manage the necessary measures and initiatives required to this implementation and its functioning, on the Board of Directors held on April 14th, 2016, it was agreed to appoint Emilio García-Conde Noriega as Compliance Officer of EDPR.

Since then, EDPR has been working with the support of specialized advisors in the evaluation of the potential corporate criminal liability risks of the Company in all its geographies and in the assessment of the compliance structure to be adopted in order to comply with the requirements of the applicable criminal regulations.

In this context, the Board of Directors of EDPR approved the Criminal and Legal Risk Prevention Model (Compliance Model) on December 2017 with the goal of promoting, establishing, developing and maintaining an adequate ethical business culture. The Compliance Model is constantly updated according to the most demanding national and international standards.

During 2018, the Company completed the first update of the Compliance Model and started working on the definition of a criminal risk matrix at an international level including an inventory of the potential risks and its controls in each of the geographies where EDPR operates.

In June 2019, the Compliance Area was created to support and provide assistance to the Compliance Officer. The Compliance Area main responsibilities are promoting a culture of prevention based on the principle of "absolute rejection" towards the commission of illegal acts and fraud situations, guaranteeing the dissemination of the principles of the Compliance Model and managing the cases of complaints from employees or collaborators.

Among the activities performed during 2019, main were 1) the review and update of the Spanish Compliance matrix, as a result of a change of the Spanish Criminal Code, 2) the creation of the Compliance Channel and 3) the training of EDPR Spain-based employees.

The Compliance Channel allows any employee, supplier, contractor, client or any person or entity outside the Company, who has indications or doubts of behavior contrary to the law and / or that may imply the materialization of a criminal risk, must immediately inform it, through [email protected]. The bylaws of this Channel are available at the intranet and website of the Company and only have access to it the Compliance Officer and the Compliance Area. In 2019, no claims were submitted through the Compliance Channel.

In regard to Compliance training, an online training course was launched to introduce employees to the fundamentals of Compliance, highlighting the importance of Compliance at EDPR and identifying the main criminal risks that EDPR could be potentially exposed in the exercise of its activity. As of December 31st, 2019, the Compliance training was completed by 363 employees, which represent the 73% of all staff based in Spain.

IV. INVESTOR ASSISTANCE

56. INVESTOR RELATIONS DEPARTMENT

EDPR seeks to provide to shareholders, investors, financial analysts and other stakeholders and the market in general, all the relevant information about the Company and its business environment, on a regular basis and whenever a relevant fact takes place. The promotion of transparent, consistent, rigorous, easily accessible, and high-quality information is essential to an accurate perception of the Company's strategy, financial situation, accounts, assets, prospects, risks, and significant events.

EDPR, therefore, looks to provide the market with accurate information that can support them in making informed, clear and concrete investment decisions.

The Investor Relations Department was created to ensure a direct and permanent contact with all market related agents and stakeholders, to guarantee effective communication, equality between shareholders and to prevent imbalances in the information access.

The EDPR Investor Relations Department (IR) is the intermediary between EDPR and its actual and potential shareholders, the financial analysts that follow Company's activity, all investors and other members of the financial community. The main purpose of the department is to guarantee the principle of equality among shareholders, by preventing asymmetries in the access of the information and reducing the gap between market perception and Company's strategy and intrinsic value. The Investor Relations department centralizes all relevant and material information that could impact EDPR share price. This information is prepared by the different departments of EDPR, with the support when necessary of external experts, and always managed in a strictly confidential basis. The department responsibility also comprises developing and implementing EDPR's communication strategy and preserving an appropriate institutional and informative relationship with the financial market, the stock exchange at which EDPR shares trade and the regulatory and supervisory entities (CMVM – Comissão de Mercado de Valores Mobiliários – in Portugal and CNMV – Comisión Nacional del Mercado de Valores – in Spain).

EDPR is clearly aware of the importance of detailed and transparent information, delivered on-time to the market. Consequently, EDPR publishes Company's price sensitive information before the opening or following the closing of the Euronext Lisbon stock exchange through CMVM's information system and, simultaneously, make that same information available on the website investors' section and through the IR department's mailing list. In 2019, EDPR made 31 market notifications, in addition to quarterly, semi-annual and annual results presentations, handouts and operating data statement elaborated by the IR Department. In addition, the IR Department also elaborates key data files and interim presentations which are available on the website investors' section.

On each earnings announcement, EDPR promotes a conference call and webcast, opened to the market in general, at which the Company's management updates the market on EDPR's activities. On each of these events, shareholders, investors and analysts had the opportunity to directly submit their questions and to discuss EDPR's results as well as the Company's outlook and strategy.

EDPR IR Department is coordinated by Rui Antunes and is located at the Company's head offices in Madrid, Spain. The department structure and contacts are as follows:

IR Contacts:

  • Rui Antunes, Head of Planning & Control, Investor Relations and Sustainability
  • Calle Serrano Galvache, 56; Centro Empresarial Parque Norte; Edificio Olmo 7th floor; 28033 Madrid España
  • Website: www.edpr.com/en/investors-1
  • E-Mail: [email protected]
  • Phone: +34 902 830 700 / +34 914 238 429

EDPR IR Department was in continuous contact with capital markets agents, namely shareholder and investors, along with financial analysts who evaluate the Company. In 2019, as far as the Company is aware, sell-side analysts issued more than 60 reports evaluating EDPR's business and performance.

At the end of the 2019, as far as the Company is aware of, there were 21 institutions elaborating research reports and following actively EDPR activity. As of December 31st 2019, the average price target of those analysts was of Euro 10.24 per share with 8 "Neutral" and 11 "Buy" recommendations.

COMPANY ANALYST PRICE TARGET DATE RECOMENDATION
Bank of America Merrill Lynch Mikel Zabala € 11.60 04-Sep-19 Buy
Barclays Jose Ruiz € 10.00 26-Sep-19 Equal Weight
BBVA Daniel Ortea € 10.00 28-May-19 Outperform
Berenberg Lawson Steele € 10.00 18-Sep-19 Hold
Bernstein Meike Becker € 11.00 04-Sep-19 Outperform
BPI Gonzalo Sanchez € 11.35 25-Nov-19 Neutral
Commerzbank Tanja Markloff € 11.00 11-Dec-19 Hold
Caixa BI Helena Barbosa € 8.35 27-Feb-19 Neutral
Exane BNP Manuel Palomo € 11.60 13-Nov-19 Outperform
Fidentiis Daniel Rodríguez € 8.20 06-Dec-18 Hold
Goldman Sachs Alberto Gandolfi € 10.60 09-May-19 Buy
JB Capital Jorge Guimarães € 10.00 24-Jan-19 Buy
JP Morgan Javier Garrido € 10.50 21-Oct-19 Overweight
Kepler Cheuvreux Jose Porta € 10.30 03-Jun-19 Buy
Macquarie Jose Ruiz € 9.16 10-May-19 Neutral
MedioBanca Sara Piccinini € 11.00 06-Sep-19 Outperform
RBC Fernando Garcia € 11.00 07-Oct-19 Outperform
Santander Bosco Muguiro € 9.75 22-May-19 Buy
Société Générale Jorge Alonso € 11.00 11-Dec-19 Hold

57. MARKET RELATIONS REPRESENTATIVE

EDPR representative for relations with the market is Rui Antunes, Head of Planning & Control, Investor Relations and Sustainability Department.

58. INFORMATION REQUESTS

During the year, IR Department received more than 2000 information requests and interacted more than 80 times with institutional investors. On average, information requests were replied in less than 24 hours, with complex requests being replied within one-week time. As of December 31st 2019 there was no pending information request.

V. WEBSITE – ONLINE INFORMATION

59-65.

EDPR considers online information a powerful tool in the dissemination of material information, updating its website with all the relevant documents. Apart from all the required information by CMVM and CNMV regulations, EDPR website also carries financial and operational updates of Company's activities ensuring an easy access to the information.

EDPR website: www.edpr.com

INFORMATION LINK
Company information www.edpr.com/en/edpr/our-company/who-we-are
Corporate by-laws and bodies/committees' regulations www.edpr.com/en/investors/corporate-governance/company-data
Members of the corporate bodies www.edpr.com/en/investors/corporate-governance/governing-bodies
Market relations representative, IR department www.edpr.com/en/investors
Information channels www.edpr.com/en/edpr
Financial statements documents www.edpr.com/en/investors/investors-information/reports-and-results
Corporate events Agenda www.edpr.com/en/investors-1
General Shareholders' Meeting information www.edpr.com/en/investors/corporate-governance/general-meetings

I. POWER TO ESTABLISH

66. COMPETENCES TO DETERMINE THE REMUNERATION OF THE CORPORATE BODIES

The Nominations and Remunerations Committee is a permanent body belonging to the Board of Directors with an informative and advisory nature. Its recommendations and reports are non-binding.

The Nominations and Remunerations Committee has no executive functions. The main functions of the Nominations and Remunerations Committee are to assist and inform the Board of Directors regarding the nominations (including by co-option), reelections, dismissals, and the remuneration of the Board Members and its position about the composition of the Board of Directors, as well as the nominations, remuneration, and removal of senior management personnel.

The Nominations and Remunerations Committee is the body responsible for proposing to the Board of Directors the determination of the remuneration of the Executive management of the Company; the Declaration on Remuneration Policy; the evaluation and compliance of the KPI's (Key Performance Indicators); the annual and multi annual variable remuneration, if applicable, and also proposes the remuneration of the Non-Executive Directors and members of the Board Committees.

The Board of Directors is responsible for the approval of the above-mentioned proposals except to the extent it concerns the Declaration on the Remuneration Policy which is approved by the General Shareholders' Meeting. The Board of Directors also evaluates with an annual periodicity its own performance and the performance of its delegated Committees. The evaluation of the performance of the Board of Directors and its Executive Committee, is then additionally submitted for the approval of the General Shareholder Meeting.

The Declaration on the Remuneration Policy is submitted by the Board of Directors to the approval of the General Shareholders' Meeting as an independent proposal. According to the Company's Articles of Association the Board of Directors remuneration is subject to a maximum value that can only be modified by a Shareholders agreement.

II. NOMINATIONS AND REMUNERATION COMMITTEE

67. NOMINATIONS AND REMUNERATIONS COMMITTEE

The Composition of the Nominations and Remunerations Committee is reflected on topic 29 of the report.

The Company has not stablished any restrictions within its Articles of Association, Regulations or internal policies limiting the competence of the Nominations and Remunerations Committee of hiring any consulting services that may find necessary to carry out its duties; additionally in case such services would be hired, it should be noted that they should be rendered independently, ensuring that the service provider do not provide any other services to EDPR or to any company in controlling or group relationship.

68. KNOWLEDGE AND EXPERIENCE REGARDING REMUNERATION POLICY

The Chairman of the Nominations and Remunerations Committee has knowledge and experience regarding Remuneration Policy.

III. REMUNERATION STRUCTURE

69. REMUNERATION POLICY

Pursuant to Article 26.1 of the Company's Articles of Association the Directors shall be entitled to a remuneration which consists of (i) a fixed amount to be determined annually by the General Shareholders' Meeting for the whole Board of Directors and of (ii) attendance fees regarding the Board Meetings.

The above-mentioned article also establishes the possibility of the Directors being remunerated with Company shares, share options, or other securities granting the right to obtain shares or by means of share-indexed remuneration systems. In any case, the system chosen must be approved by the General Shareholders' Meeting and comply with current legal provisions.

The total amount of the remunerations that the Company will pay to its Directors under the terms provided in the previous paragraphs shall not exceed the amount determined by the General Shareholders' Meeting. The maximum remuneration approved by the General Shareholders' Meeting for all the members of the Board of Directors was EUR 2,500,000 per year.

Pursuant to Article 26.4 of the Company's Articles of Association, the rights and duties of any kind derived from the condition of Board Member shall be compatible with any other rights and obligations either fixed or variable that could correspond to the Board Members as a consequence of other employment or professional engagements, if any, carried out in the Company. Variable remuneration resulting from said contracts or from any other relationship, including being a Board Member, will be limited to a maximum annual amount to be established by the General Shareholders' Meeting.

The maximum annual amount approved by the General Shareholders' Meeting for the variable remuneration for all the executive members of the Board of Directors was EUR 1,000,000 per year.

EDPR, in line with EDP Group corporate governance practices, has signed an Executive Management Services Agreement with EDP, under which the Company bears the cost for such services to some of the members of the Board of Directors to the extent their services are devoted to EDPR.

The Non-Executive Directors only receive a fixed remuneration, which is calculated on the basis of their work exclusively as Directors or with their membership on the Nominations and Remunerations Committee and to the Audit, Control and Related Party Transactions Committee. Those members who are seated in two different Committees do not accumulate two remunerations. In these cases, the remuneration to be received is the one that corresponds to the highest value.

EDPR has not incorporated any share remuneration or share purchase options plans as components of the remuneration of its Directors.

No Director has entered into any contract with the Company or third parties that have the effect of mitigating the risk inherent in the variability of the remuneration established by the Company.

In EDPR there are not any payments for the dismissal or termination of Director's duties.

The remuneration policy for the Directors of the Company is submitted each year to the General Shareholders' Meeting for approval.

70. REMUNERATION STRUCTURE

The remuneration policy applicable for 2017-2019, proposed by the Nominations and Remuneration Committee and approved by the General Shareholders' Meeting held on April 6th, 2017 (the "Remuneration Policy"), defines a structure with a fixed remuneration for all members of the Board of Directors, whereas for the members of the Executive Committee defines a fixed and a variable remuneration, with an annual component and a multi-annual component.

Additionally, on its meeting dated October 16, 2019 the Appointments and Remunerations Committee agreed to propose to the Board of Directors a Complementary Long Term Program homogeneous for the three COOs and for the 2019-2022 term. Such Complementary Long Term Program was approved at the Board of Directors' meeting dated October 29, 2019. Such plan substituted the Complementary Long Term Program approved on 2017.

On the topic below can be found the KPIs ("Key Performance Indicators") stated in the Remuneration Policy for variable annual and multi-annual variable components.

71. VARIABLE REMUNERATION

Variable annual and multi-annual remuneration applies to the members of the Executive Committee.

The variable annual remuneration may range from 0 to 68% of the annual fixed remuneration and the multi-annual remuneration from 0 to 120% of the annual fixed remuneration.

There is also a qualitative evaluation of the CEO about the annual performance of the members of the Executive Committee. This evaluation will have a weight of 20% for the final calculation in the annual variable remuneration and of 32% in the multi-annual variable remuneration. The other 80% will be calculated based on the weights indicated in the next paragraph for the annual variable remuneration and 68% for the multi-annual variable.

The key performance indicators (KPIs) used to determine the amounts of the annual and multi -annual variable remuneration regarding to each year of the term are aligned with the strategic grounds of the Company: growth, risk control and efficiency. These are the same for all members of the Executive Committee, although with specific targets for the platforms in the case of COOs NA and EU/BR. For the year 2019 the KPIs were:

CEO/CFO/CDO/COO OFFSHORE COOS NA EU/BR*
KEY PERFORMANCE INDICATOR Percentages
2019
Group Platform Percentages
2019
Group Platform
TSR vs. Wind peers & Psi 20 15% 100% 0% 15% 100% 0%
Growth Incremental MW (EBITDA+ENEOP) 10% 30% 70% 10% 30% 70%
Self-Funding
Strategy
Asset Rotation+ Tax Equity 10.0% 100% 0% 7,5% 100% 0%
Risk - Return ROIC Cash %
EBITDA + Sell down Gains (in €)
Net Profit (excl. Minorities)
8%
15%
12,5%
50%
50%
100%
50%
50%
0%
8%
12%
12%
50%
50%
100%
50%
50%
0%
Efficiency Technical Availabity
Opex /Av. EBITDA MW (in €k)
Capex /MW (in €k)
6%
0%
6%
40%
0%
50%
60%
0%
50%
6%
6%
6%
40%
0%
50%
60%
100%
50%
Additional KPIs Sustainability
Employee Satisfaction
Apreciation of the Remuneration
Committee
7.5%
5%
5%
100%
100%
100%
0%
0%
0%
7.5%
5%
5%
100%
100%
100%
0%
0%
0%
TOTAL 100,0% 100,0%

*In respect of COO's annual and multiannual KPIs, both are calculated using the Group achievement, that weights 100%.

According to the Remuneration Policy approved by the General Shareholders' Meeting, the maximum variable remuneration (annual and multi-annual) is applicable if all the above mentioned KPI's were achieved and the performance evaluation is equal or above 110%.

As mentioned above a Complementary Long Term Program homogeneous for the three COOs (COO NA, COO EU & BR and COO Offshore) and for the 2019-2022 term was approved in 2019.

The conditions of such Complementary Long Term Program are: (i) four year period (2019-2022); (ii) Target Award will be 4 x 50% of base annual remuneration of each COO; (iii) KPIs are consistent through the whole term and specific for each COO; and (iv) payments will be done in accordance with the percentage of the achieved fulfilment with a limit of 120% of the Target Award.

72. MULTI-ANNUAL REMUNERATION

In line with corporate governance practices, the Remuneration Policy incorporates the deferral for a period of three years of the multi-annual variable remuneration, being the relevant payment conditioned to the lack of any willful illicit action, known after the appraisal and which endangers the sustainable performance of the company.

In application of such deferral policy, during 2019 an amount of €131,000 (gross amount) to Miguel Dias Amaro (former EDPR CFO) corresponding to the performance achieved during the year 2016.

73. VARIABLE REMUNERATION BASED ON SHARES

EDPR has not allocated variable remuneration on shares and does not maintain Company shares that the Executive Directors have had access to.

74. VARIABLE REMUNERATION BASED ON OPTIONS

EDPR has not allocated variable remuneration on options.

75. ANNUAL BONUS AND NON-MONETARY BENEFITS

The key factors and grounds for any annual bonus scheme are described on topics 71 and 72. Additionally, the Officers, with the exception of the CEO, received the following non-monetary benefits: retirement savings plan (as described in the following topic), company car and Health Insurance. In 2019, the non-monetary benefits amounted to EUR 96,538.

The Non-Executive Directors do not receive any relevant non-monetary benefits as remuneration.

76. RETIREMENT SAVINGS PLAN

The retirement savings plan for the members of the Executive Committee that are also Officers, acts as an effective retirement supplement with a range between 3% to 6% of their annual salary. The percentage is defined according with the retirement savings plan applicable in their home country. The retirement savings plan applicable to 2019, which is included within the Remuneration Policy applicable for the term office 2017-2019, was defined and proposed by the Nominations and Remunerations Committee to the Board of Directors for its submission to the General Shareholder's Meeting, which approved it on its meeting held on April 6th 2017.

IV. REMUNERATION DISCLOSURE

77. BOARD OF DIRECTORS REMUNERATION

The remuneration paid by EDPR to the members of its Board of Directors for the year ended on December 31st 2019 was as follows:

REMUNERATION TOTAL FIXED(€)
EXECUTIVE DIRECTORS
João Manso Neto* 0
João Paulo Costeira** 10,301
Duarte Bello** 61,804
Miguel Ángel Prado** 0
Spyridon Martinis** 51,503
NON-EXECUTIVE DIRECTORS
Antonio Mexia* 0
Vera Pinto* 0
Rui Teixeira* 0
Manuel Menéndez Menéndez 45,000
António Nogueira Leite 60,000
Acácio Jaime Liberado Mota Piloto 80,000
Gilles August 37,500
Allan J.Katz 45,000
Francisca Guedes de Oliveira 60,000
Francisco Seixas da Costa 55,000
Conceiçao Lucas 55,000
Alejandro Fernández de Araoz Gómez-Acebo 22,500
TOTAL 606,108

* António Mexia, João Manso Neto, Vera Pinto and Rui Teixeira do not receive any remuneration from EDPR. EDPR and EDP signed an Executive Management Services Agreement according to which EDPR pays to EDP a fee for the services rendered by these Board Members.

** Duarte Bello, Miguel Ángel Prado, João Paulo Costeira, and Spyridon Martinis ,as Officers and members of the Executive Committee, and for the relevant period of 2019 corresponding to each of them, received their remuneration as Directors as described on the table above and as other Group companies' employees, as described on the table below.

According to the Executive Management Services Agreement signed with EDP, EDPR is due to pay an amount to EDP, for the services rendered by the Executive Managers and the Non-Executive Managers. The amount due under said Agreement for the management services rendered by in 2019 is EUR 853,794, of which EUR 763,794 refers to the management services rendered by the Executive Members and EUR 90,000 to the management services rendered by the Non-Executive Members. The retirement savings plan for the members of the Executive Committee, excluding the Officers, acts as an effective retirement supplement and corresponds to 5% of their annual salary.

The Non-Executive Directors may opt between a fixed remuneration or attendance fees per meeting, in a value equivalent to the fixed remuneration proposed for a Director, taking into consideration the duties carried out.

78. REMUNERATION FROM OTHER GROUP COMPANIES

The total remuneration of the Officers during the relevant 2019 period corresponding to each of them, ex-CEO, was the following:

REMUNERATION* PAYER FIXED VARIABLE ANNUAL VARIABLE MULTI-ANUAL TOTAL
João Paulo Costeira EDP Energías de Portugal,
S.A. Sucursal en España
31,044 31,044
Duarte Bello EDP Energías de Portugal,
S.A. Sucursal en España
228,196 85,000 313,196
Miguel Ángel Prado EDPR North America LLC US\$447,666 US\$132,800 US\$580,466
Spyridon Martinis EDP Energías de Portugal S.A.
Sucursal en España
190,303 190,303

* All the amounts are in EUR, except Miguel Ángel Prado ones, which are in USD.

79. REMUNERATION PAID IN FORM OF PROFIT SHARING AND/OR BONUS PAYMENTS

In EDPR there is no payment of remuneration in the form of profit sharing and/or bonus payments and the reasons for said bonuses or profit sharing being awarded.

80. COMPENSATION FOR RESIGNED BOARD MEMBERS

In EDPR there is no compensation paid or owed to former executive Directors concerning contract termination during the financial year.

81. AUDIT, CONTROL AND RELATED PART TRANSACTIONS COMMITTEE REMUNERATION

COMMITEE MEMBER POSITION REMUNERATION
Acacio Piloto Chairman 80,000
António Nogueira Leite Vocal 60,000
Francisca Guedes de Oliveira Vocal 60,000

* The Non-Executive Directors receive only a fixed remuneration, which is calculated based on their work exclusively as Directors or with their membership on the Nominations and Remunerations Committee, or the Audit, Control and Related Party Transactions Control Committee.

82. REMUNERATION OF THE CHAIRPERSON OF THE GENERAL SHAREHOLDERS' MEETING

In 2019, the remuneration of the Chairman of the General Shareholders' Meeting of EDPR was EUR 15,000.

V. AGREEMENTS WITH REMUNERATION IMPLICATION

83-84.

EDPR has no agreements with remuneration implication.

For avoidance of doubt, the Company has not adopted any mechanism that imply payments or assumption of fees in the case of change in the composition of the managing body (Board of Directors), and which could be likely to harm the free transferability of shares and a shareholder assessment of the performance of the members of this managing body.

VI. SHARE-ALLOCATION AND/OR STOCK OPTION PLANS

85-88.

EDPR does not have any Share-Allocation and/or Stock Option Plans.

RELATED-PARTY TRANSACTIONS

I. CONTROL MECHANISMS AND PROCEDURES

89. RELATED-PARTY TRANSACTIONS CONTROLLING MECHANISMS

A Framework Agreement was signed in 2008 in order to regulate the Related Party Transactions (understanding as such those relationships performed between companies of EDP Group and those of EDPR Group), stating that in compliance with the transparency purposes for future investors, such shall continue to be developed in line with the market prices, in an arm's length basis, and following certain predefined principles and rules (considering criteria as parties involved, scope and amount). In order to supervise the transactions between the Group Companies and its qualified shareholders, the Board of Directors has created the Audit, Control and Related Party Transactions Committee, a permanent body with delegated functions. Without prejudice to other duties that the Board may assign to this Committee, it shall perform supervisory functions of Audit and Control independently from the Board of Directors, as well as, supervisory functions of the transactions between Related Parties including their compliance with the principles of the Framework Agreement. The detail of the duties of this Committee is included in topic 29 of the Report. Under its Audit and Control competences, it also supervises the transactions with qualified shareholders when requested by the Board of Directors according to Article 8.A), i) of its Regulations. This information is included on the annual report of the Audit, Control and Related Party Transactions Committee.

In light of all the above, and in accordance to the Governance Model detailed in topic 15 of this Chapter 5 of the Annual Report, EDPR has implemented an structure for the evaluation of Related Party Transactions, that involves its Executive Committee (which as the body in charge of the daily activity of Company, will first discuss the commercial and legal viability of the operations) and the Audit Control and Related Party Transactions Committee which, as referred above, analyzes the compliance of each Related Part Transaction with the Framework Agreement and reports them to the Board of Directors, which finally approves the Related Party Transactions.

It should be noted that in accordance with article 13.3 of the Regulations of the Audit, Control and Related Party Transactions Committee, the resolutions adopted by this Committee are reported to the Board of Directors at the first Board meeting held following the meeting of the Committee in which such proposals were discussed. That means that in case there are Related Party Transactions, they are reported to the Board of Directors every quarter (maximum period elapsed between Board of Directors Meeting in accordance with Article 22 of its Regulations).

90. TRANSACTIONS SUBJECT TO CONTROL DURING 2019

During 2019, EDPR has not signed any contracts with the members of its corporate bodies or with holders of qualifying holdings, excluding EDP, as mentioned below.

The contracts signed between EDPR and its related parties have been analyzed by the Related Party Transactions Committee according to its competences, as mentioned on the previous topic, and have been concluded according to the market conditions.

The total amount of supplies and services in 2019 incurred with or charged by the EDP Group was EUR 18,680,969, corresponding to 6.0% of the total value of Supplies & Services for the year (EUR 310,951,533).

The most significant contracts in force during 2019 are the following:

FRAMEWORK AGREEMENT

The framework agreement was signed by EDP and EDPR on May 7th 2008 and came into effect when the latter was admitted to trading. The purpose of the framework agreement is to set out the principles and rules governing the legal and business relations existing when it came into effect and those entered into subsequently.

The framework agreement establishes that neither EDP nor the EDP Group companies other than EDPR and its subsidiaries can engage in activities in the field of renewable energies without the consent of EDPR. EDPR shall have worldwide exclusivity, with the exception of Brazil, where it shall engage its activities through a joint venture with EDP Energias do Brasil S.A., for the development, construction, operation, and maintenance of facilities or activities related to wind, solar, wave and/or tidal power, and other renewable energy generation technologies that may be developed in the future. Nonetheless, the agreement excludes technologies being developed in hydroelectric power, biomass, cogeneration, and waste in Portugal and Spain.

It lays down the obligation to provide EDP with any information that it may request from EDPR to fulfil its legal obligations and prepare the EDP Group's consolidated accounts. The framework agreement shall remain in effect for as long as EDP directly or indirectly owns more than 50% of the share capital of EDPR or appoints more than 50% of its Directors.

EXECUTIVE MANAGEMENT SERVICES AGREEMENT

On November 4th 2008 EDP and EDPR signed an Executive Management Services Agreement that has been amended during the last years in accordance of the variations in the services rendered by EDP to the Company.

Through this contract, EDP provides management services to EDP Renováveis, including matters related to the day-to- day running of the Company. Under this agreement EDP appoints four people from EDP to be part of EDPR's Management: (i) one Executive Manager which is member of the EDPR Executive Committee and CEO, and (ii) three Non-Executive Managers, for which EDP Renováveis pays EDP an amount defined by the Related Party Committee, and approved by the Board of Directors and the Shareholders Meeting. Under this contract, EDPR incurred an amount of EUR 853,794 for the management services rendered in 2019.

FINANCE AGREEMENTS AND GUARANTEES

The most significant finance agreements between EDP Group companies and EDPR Group companies were established under the above-described Framework Agreement and currently include the following:

LOAN AGREEMENTS

EDPR and EDPR Servicios Financieros SA (as the borrower) have loan agreements with EDP Finance BV and EDP Servicios Financieros España (as the lender), companies 100% owned by EDP Energias de Portugal S.A. Such loan agreements can be established both in EUR and USD, up to 10-year tenor and are remunerated at rates set at an arm's length basis. As of December 31st 2019, such loan agreements totalled USD 2,143,967,282 and EUR 705,935,000.

CURRENT ACCOUNT AGREEMENT

EDPR Servicios Financieros (EDPR SF) and EDP Servicios Financieros España (EDP SFE) signed an agreement through which EDP SFE manages EDPR SF's cash accounts. The agreement also regulates the current account (cc) scheme on arm's length basis. As of December 31st 2019, there are two different current accounts with the following balance and counterparties:

  • in USD, for a total amount of USD 250,117,181.35 in favour of EDPR SFE;
  • in EUR, for a total amount of 153,334,755.64 in favour of EDP SFE.

The agreements in place are valid for one year as of date of signing and are automatically renewed for equal periods.

COUNTER-GUARANTEE AGREEMENT

A counter-guarantee agreement was signed, under which EDP or EDP Energias de Portugal S.A., Sucursal en España (hereinafter guarantor or EDP Sucursal) undertakes on behalf of EDPR, EDP Renewables Europe SLU (hereinafter EDPR EU), and EDP Renewables North America LLC (hereinafter EDPR NA) to provide corporate guarantees or request the issue of any guarantees, on the terms and conditions requested by the subsidiaries, which have been approved on a case by case basis by the EDP's Executive Board.

EDPR will be jointly liable for compliance by EDPR EU and EDPR NA. The subsidiaries of EDPR undertake to indemnify the guarantor for any losses or liabilities resulting from the guarantees provided under the agreement and to pay a fee established in arm's length basis. Nonetheless, certain guarantees issued prior to the date of approval of these agreements may have different conditions. As of December 31st 2019, such counter-guarantee agreements totalled EUR 256,687,641 and USD 352,565,000.

A counter-guarantee agreement was signed between EDPR Group and EDP España, under which, EDPR group can request the issue of any guarantee, on the terms and conditions requested by the subsidiaries of EDPR. EDPR group undertake to indemnify the guarantor for any losses or liabilities resulting from the guarantees provided under this agreement and to pay a fee established in arm's length basis. As of December 31st 2019, the amount of guarantees issued under this agreement totalled EUR 68,905,977.

CROSS CURRENCY INTEREST RATE SWAPS

Due to the net investments in EDPR NA, EDPR Canada, EDPR Brazil, EDPR UK, and Polish companies, EDPR's accounts were exposed to the foreign exchange risk. With the purpose of hedging this foreign exchange risk, EDPR Group companies settled the following Cross Currency Interest Rate Swap (CIRS). As of December 31st 2019, the total amount of CIRS by geography and currency are as following:

  • in USD/EUR, with EDP Finance B.V. for a total amount of USD 2,398,096,866
  • in CAD/EUR, with EDP Energias de Portugal SA for a total amount of CAD 67,250,000
  • in BRL/EUR, with EDP Energias de Portugal SA for a total amount of BRL 122,500,000
  • in GBP/EUR, with EDP Energias de Portugal SA for a total amount of GBP 21,700,000
  • in PLN/EUR, with EDP Energias de Portugal SA for a total amount of PLN 849,635,447

HEDGE AGREEMENTS – EXCHANGE RATE

EDPR Group companies entered into several hedge agreements with EDP Energias de Portugal S.A., with the purpose of managing the transactional exposure related to the short term or transitory positions, in Colombian, Polish and United Kingdom subsidiaries, fixing the exchange rate for USD/EUR, EUR/PLN and GBP/EUR in accordance to the prices in the forward market in each contract date. As of December 31st 2019, the total amount of Forwards and Non Delivery Forwards by geography and currency are as following:

  • Colombian operations, for USD/EUR a total amount of EUR 22,887,013 (FWDs)
  • Polish operations, for EUR/PLN, a total amount of PLN 218,467,872 (FWDs)
  • United Kingdom operations, for GBP/EUR a total amount of EUR 32,300,000 (FWDs)

HEDGE AGREEMENTS – COMMODITIES

EDP and EDPR EU entered into hedge agreements for 2019 for a total volume of 2,595,725 MWh (sell position) at the forward market price at the time of execution related with the expected sales of energy in the Spanish market.

CONSULTANCY SERVICE AGREEMENT

On June 4th 2008, EDP and EDPR signed a consultancy service agreement. Through this agreement, and upon request by EDPR, EDP (or through EDP Sucursal) shall provide consultancy services in the areas of legal services, internal control systems, financial reporting, taxation, sustainability, regulation and competition, risk management, human resources, information technology, brand and communication, energy planning, accounting and consolidation, corporate marketing, and organisational development.

The price of the agreement is calculated as the cost incurred by EDP plus a margin. For the first year, it was fixed at 8% based on an independent expert on the basis of market research. For 2019 the estimated cost of these services is EUR 5,065,919. This was the total cost of services provided for EDPR, EDPR EU, and EDPR NA.

The duration of the agreement is one (1) year tacitly renewable for equal periods.

RESEARCH AND DEVELOPMENT AGREEMENT

On May 13th 2008, EDP Inovação S.A. (hereinafter EDP Inovação), an EDP Group Company, and EDPR signed an agreement regulating relations between the two companies regarding projects in the field of renewable energies (hereinafter the R&D Agreement).

The object of the R&D Agreement is to prevent conflicts of interest and foster the exchange of knowledge between companies and the establishment of legal and business relationships. The agreement forbids EDP Group companies other than EDP Inovação to undertake or invest in companies that undertake the renewable energy projects described in the agreement.

The R&D Agreement establishes an exclusive right on the part of EDP Inovação to project and develop new renewable energy technologies that are already in the pilot or economic and/or commercial feasibility study phase, whenever EDPR exercises its option to undertake them.

The fee corresponding to this agreement in 2019 is EUR 378,255.

The agreement shall remain in effect for as long as EDP directly or indirectly maintains control of more than 50% of both companies or appoint the majority of the members of the Board and Executive Committee of the parties to the agreement.

MANAGEMENT SUPPORT SERVICES AGREEMENT BETWEEN EDP RENOVÁVEIS PORTUGAL S.A., AND EDP VALOR – GESTÃO INTEGRADA DE RECURSOS S.A.

On January 1st 2003, EDPR – Promoção e Operação S.A., and EDP Valor – Gestão Integrada de Recursos S.A. (hereinafter EDP Valor), an EDP Group Company, signed a management support service agreement.

The object of the agreement is the provision to EDPR – Promoção e Operação S.A. by EDP Valor of services in the areas of procurement, economic and financial management, fleet management, property management and maintenance, insurance, occupational health and safety, and human resource management and training.

The remuneration accrued by EDP Valor by EDPR Promoção e Operação S.A. and its subsidiaries for the services provided in 2019 totalled EUR 1,675,158. The initial duration of the agreement was five (5) years from date of signing on January 1st 2008, and tacitly renewable for equal periods of one (1) year. Either party may renounce the contract with one (1) year's notice.

INFORMATION TECHONOLOGY MANAGEMENT SERVICES AGREEMENT BETWEEN EDP RENOVÁVEIS S.A. AND EDP ENERGIAS DE PORTUGAL S.A.

On January 1st 2010 EDPR and EDP signed an IT management services agreement.

The object of the agreement is to provide to EDPR the information technology services described on the contract and its attachments by EDP.

The amount incurred for the services provided in 2019 totalled EUR 1,067,812.

The initial duration of the agreement is one (1) year from date of signing and it is tacitly renewed for a new period of one (1) year.

Either party may renounce the contract with one (1) month notice.

CONSULTANCY AGREEMENT BETWEEN EDP RENOVÁVEIS BRASIL S.A., AND EDP ENERGIAS DO BRASIL S.A.

The object of the agreement is to provide to EDP Renováveis Brasil S.A. (hereinafter EDPR Brasil) the consultancy services described on the contract and its attachments by EDP – Energias do Brasil S.A. (hereinafter EDP Brasil). Through this agreement, and upon request by EDPR Brasil, EDP Brasil shall provide consultancy services in the areas of legal services, internal control systems, financial reporting, taxation, sustainability, regulation and competition, risk management, human resources, information technology, brand and communication, energy planning, accounting and consolidation, corporate marketing, and organisational development.

The amount incurred by EDP Brasil for the services provided in 2019 totalled BRL 234,620.

The initial duration of the agreement is one (1) year from the date of signing and it is tacitly renewed for a new period of one (1) year.

91. DESCRIPTION OF THE PROCEDURES APPLICABLE TO THE SUPERVISORY BODY FOR THE ASSESSMENT OF THE BUSINESS DEALS

The most significant contracts signed between EDPR and its Qualified Shareholders are analyzed by the Audit, Control and Related-Party Transactions Committee according to its competences, as mentioned on topic 89 of the Chapter 5 of this Annual Report.

II. DATA ON BUSINESS DEALS

92. DETAILS OF THE PLACE WHERE THE FINANCIAL STATEMENTS INCLUDING INFORMATION ON BUSINESS DEALINGS WITH RELATED PARTIES ARE AVAILABLE, IN ACCORDANCE WITH IAS 24, OR ALTERNATIVELY A COPY OF SAID DATA.

The information on business dealings with related parties is available on Note 38 of the Financial Statements.

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PART II – CORPORATE GOVERNANCE ASSESSMENT

1. DETAILS OF THE CORPORATE GOVERNANCE CODE IMPLEMENTED

Following the protocol signed between the CMVM and the Portuguese Institute of Corporate Governance (IPCG) on October 13, 2017, the CMVM revoked its Corporate Governance Code (2013), which was replaced by a single applicable code, the new Corporate Governance Code of the IPCG, which entered into force on January 1st 2018.

For the purposes of the proper preparation of corporate governance reports for the year beginning in 2019, and to be reported in 2020, they should continue to be prepared in accordance with the structure of contents referred the annex to CMVM Regulation No. 4/2013 available at the CMVM website ( www.cmvm.pt). The report template is divided into two parts:

  • Part I mandatory information on shareholder structure, organisation and governance of the company. This information shall be referred within points 1 to 92 of this Corporate Governance Report in accordance with the structure included in that Annex.
  • Part II Corporate governance assessment: should include a declaration in which they must: (i) identify the applicable code, (ii) state whether or not they adhere to each of the recommendations of this code and, (iii) with respect to recommendations that do not follow, explain reasonably why.

The agreement between CMVM and IPCG on the new Corporate Governance Code may be found on the Protocol signed on 13 October 2017, presented and available on the website of CMVM (http://www.cmvm.pt/) and the Corporate Governance Code of the IPCG is published on the websites of IPCG and of the Monitoring Committees (https://cam.cgov.pt/)

2. ANALYSIS OF COMPLIANCE WITH THE CORPORATE GOVERNANCE CODE IMPLEMENTED

The following table shows the recommendations set forth in the Corporate Governance Code of the IPCG and indicates EDPR's compliance with it and the place in this report in which they are described in more detail.

Also in order to comply with the best Corporate Governance recommendations, and according to the results of the reflection made by the Nominations and Remunerations Committee, the governance model that was adopted has been ensuring an effective performance and articulation of EDPR Governing Bodies and proved to be adequate to the Company's governance structure without any constraints to the performance of its checks and balances system adopted to justify the changes made in the governance practices of EDPR.

The explanation of the Corporate Governance Code of the IPCG recommendations that EDPR does not adopt or that the Company deems not applicable, reasoning and other relevant comments as well as reference to the part of the report where the description may be found, are in the table below.

In this context, EDPR states that it has adopted the Corporate Governance recommendations on the governance of listed companies provided in the Corporate Governance Code of the IPCG, with the exceptions indicated below.

CORPORATE GOVERNANCE RECOMMENDATIONS - STATEMENT OF COMPLIANCE
CHAPTER I - GENERAL PROVISIONS
1.1. COMPANY'S RELATIONSHIP WITH INVESTORS AND DISCLOSURE
I.1.1 The Company should establish mechanisms to ensure, in a suitable and rigorous form, the production, management and timely disclosure of information to
its governing bodies, shareholders, investors and other stakeholders, financial analysts, and to the markets in general.
Adopted
Section B - II, a) Topic 15 (Page 149); Section C-V, Topics 56, 59 – 65 (Pages 182, 183, 184)
1.2. DIVERSITY IN THE COMPOSITION AND FUNCTIONING OF THE COMPANY'S GOVERNING BODIES
I.2.1 Companies should establish standards and requirements regarding the profile of new members of their governing bodies, which are suitable according to
the roles to be carried out. Besides individual attributes (such as competence, independence, integrity, availability, and experience), these profiles should
take into consideration general diversity requirements, with particular attention to gender diversity, which may contribute to a better performance of the
Adopted governing body and to the balance of its composition.
Section B-II, a) Topics 16 and 17 (Pages150, 151)
I.2.2
Adopted
The company's managing and supervisory boards, as well as their committees, should have internal regulations — namely regulating the performance of
their duties, their Chairmanship, periodicity of meetings, their functioning and the duties of their members —, and detailed minutes of the meetings of each
of these bodies should be carried out.
Section B-II, a) Topic 15 (Page 149);
I.2.3 The internal regulations of the governing bodies — the managing body, the supervisory body and their respective committees - should be disclosed, in full,
on the company's website.
Adopted
Section B-II, a) Topic 15 (Pages 149, 150); Section C-V, Topics 59 – 65 (Page 184)
I.2.4 The composition, the number of annual meetings of the managing and supervisory bodies, as well as of their committees, should be disclosed on the
Adopted company's website.
Section B-II, b) Topic 23 (Page 155); Section B-II, c) Topic 29 (Pages 157,162,163); Section B-III, b), Topic 35 (Page 164); Section C-V, Topics 59 – 65 (Page 184)
I.2.5
Adopted
The company's internal regulations should provide for the existence and ensure the functioning of mechanisms to detect and prevent irregularities, as
well as the adoption of a policy for the communication of irregularities (whistleblowing) that guarantees the suitable means of communication and
treatment of those irregularities, but safeguarding the confidentiality of the information transmitted and the identity of its provider, whenever such
confidentiality requested.
Section C-II, Topic 49 (Pages 167 - 169); Section C) – III, Topic 55 (Page 182)
1.3. RELATIONSHIPS BETWEEN THE COMPANY BODIES
I.3.1 The bylaws-, or other equivalent means adopted by the company, should establish mechanisms that, within the limits of applicable laws, permanently ensure
the members of the managing and supervisory boards are provided with access to all the information and company's collaborators, in order to appraise
Adopted the performance, current situation and perspectives for further developments of the company, namely including minutes, documents supporting decisions
that have been taken, calls for meetings, and the archive of the meetings of the managing board, without impairing the access to any other documents or
people that may be requested forinformation.
Section B-II, a) Topic 15 (Page 149)
I.3.2 Each of the company's boards and committeesshould ensure the timely and suitable flow of information, especially regarding the respective callsfor meetings
Adopted and minutes, necessary for the exercise of the competences, determined by law and the bylaws, of each of the remaining boards and committees.
Section B-II, a) Topic 15 (Page 149); Section B-II, a) Topic 29 (Pages 157, 159, 162)
1.4 CONFLICTS OF INTEREST
I.4.1 The duty should be imposed, to the members of the company's boards and committees, of promptly informing the respective board or committee of facts
Adopted that could constitute or give rise to a conflict between their interests and the company's interest.
Section B-II, a) Topic 18 (Page 152)
I.4.2 Procedures should be adopted to guarantee that the member in conflict does not interfere in the decision-making process, without prejudice to the duty
Adopted to provide information and other clarifications that the board, the committee or their respective members may request.
Section B-II, a) Topic 18 (Page 152)
1.5. RELATED PARTY TRANSACTIONS
I.5.1 The managing body should define, in accordance with a previous favourable and binding opinion of the supervisory body, the type, the scope and the
minimum individual or aggregate value of related party transactions that: (i) require the previous authorization of the managing body, and (ii) due to their
Adopted increased value require an additional favourable report of the supervisory body.
Section E-I, Topic 89 (Page 190)
I.5.2
Adopted
The managing body should report all the transactions contained in Recommendation 1.5.1. to the supervisory body, at least every six months.
Section E-I, Topic 89 (Page 190)
II.1 CHAPTER II – SHAREHOLDERS AND GENERAL MEETINGS
The company should not set an excessively high number of shares to confer voting rights, and it should make its choice clear in the corporate governance
report every time its choice entails a diversion from the general rule: that each share has a corresponding vote.
Not Applicable
Section B-I, b) Topics 12 and 13 (Page 147)
II.2 The company should not adopt mechanisms that make decision making by its shareholders (resolutions) more difficult, specifically, by setting a quorum
Adopted higher than that established by law.
Section B-I, b) Topic 14 (Page 148)
Spanish one, with which is completely aligned. Please note EDPR's personal law is the Spanish one, and as such, the majorities and quorums applicable for the Shareholders' Meeting resolutions are not the ones set under Portuguese Law, but those established under the
II.3
Adopted The company should implement adequate means for the exercise of voting rights through postal votes, including by electronic means.
Section B-I, b) Topic 13 (Page 148)
II.4
Not adopted
The company should implement adequate means in order for its shareholders to be able to digitally participate in general meetings.
Section B-I, b) Topic 13 (Page 147, 148)
EDPR has deeply analyzed the needs and priorities of its shareholders worldwide, and therefore, since 2009, it is provided the possibility of fulfilling all the requirements necessary to validly exercise their right to vote by
distance means (registry of intention to attend, submission of the certificate of titularity of shares, granting of representation proxies, and properly voting). The efficiency and interest of our shareholders in these initiatives has
been clearly proved, as nearly almost all of the participation is exercised by these means.
In the same way, EDPR has also reviewed the track record of participation in the Shareholders' Meeting the day of its celebration (when generally all of the votes have been already submitted by distance voting), the
shareholding structure of the Company, and its shareholders' profiles; concluding that the implementation of a streaming system to digitally participate will imply a material cost where the demonstrated preferences of almost
all of our shareholders is to submit their votes by distance means. Hence, understanding that the spirit of the initiative under this recommendation would be applicable where it works in the interest of the shareholders, which
is not the case, EDPR considers not recommendable to follow his initiative.
The bylaws, which specify the limitation of the number of votes that can be held or exercised by a sole shareholder, individually or in coordination with
II.5
Not applicable
other shareholders, should equally provide that, at least every 5 years, the amendment or maintenance of this rule will be subject to a shareholder
resolution — without increased quorum in comparison to the legally established — and in that resolution, all votes cast will be counted without
observation of the imposed limits.
Section A-I, topic 5 (Page 143); Section B-I, b) Topic 12 (Page 147)
II.6
Adopted
The company should not adopt mechanisms that imply payments or assumption of fees in the case of the transfer of control or the change in the
composition of the managing body, and which are likely to harm the free transferability of shares and a shareholder assessment of the performance of
the members of the managing body.
Section A-I, Topic 4 (Page 143); Section D - IV, Topic 80 (Page 189); and Section D - V, Topics 83-84 (Page 189)
CHAPTER III - NON - EXECUTIVE MANAGEMENT, MONITORING AND SUPERVISION
Without prejudice to question the legal powers of the chair of the managing body, if he or she is not independent, the independent directors should
III.1 appoint a coordinator (lead independent director), from amongst them, namely, to: (i) act, when necessary, as an interlocutor near the chair of the board
Adopted of directors and other directors, (ii) make sure there are the necessary conditions and means to carry out their functions; and (iii) coordinate the
independent directors in the assessment of the performance of the managing body, as established in recommendationV.1.1.
Section B-II, a) Topic 18 (Page 152)
III.2 The number of non-executive members in the managing body, as well as the number of members of the supervisory body and the number of the members
of the committee for financial matters should be suitable for the size of the company and the complexity of the risks intrinsic to its activity, but sufficient
Adopted to ensure, with efficiency, the duties which they have been attributed.
Section B-II, a) Topic 18 (Page 151)
III.3
Adopted In any case, the number of non-executive directors should be higher than the number of executive directors.
Section B-II, a) Topic 18 (Page 151)
Each company should include a number of non-executive directors that corresponds to no less than one third, but always plural, who satisfy the legal
requirements of independence. For the purposes of this recommendation, an independent person is one who is not associated with any specific group of
interest of the company, nor under any circumstance likely to affect his/her impartiality of analysis or decision, namely due to:
i.
having carried out functions in any of the company's bodies for more than twelve years, either on a
III.4 consecutive or non-consecutive basis;
having been a prior staff member of the company or of a company which is considered to be in a controlling or group relationship with
ii.
the company in the last three years;
Adopted iii.
having, in the last three years, provided services or established a significant business relationship with the company or a company which is
considered to be in a controlling or group relationship, either directly or as a shareholder, director, manager or officer of the legal person;
having been a beneficiary of remuneration paid by the company or by a company which is considered to be in a controlling or group relationship
iv.
other than the remuneration resulting from the exercise of a director's duties;
having lived in a non-marital partnership or having been the spouse, relative or any first degree next of kin up to and including the third
v.
degree of collateral affinity of company directors or of natural persons who are direct or indirect holders of qualifying holdings, or having
been a qualified holder or representative of a shareholder of qualifying holding
Section B-II, a) Topic 18 (Page 151)
III.5
Adopted The provisions of (i) of recommendation III.4 does not inhibit the qualification of a new director as independent if, between the termination of his/her
functions in any of the company's bodies and the new appointment, a period of 3 years has elapsed (cooling-off period).
Section B -II, a)Topic 18 (Page 151)
III.6
Adopted Non-executive directors should participate in the definition, by the managing body, of the strategy, main policies, business structure and decisions that
should be deemed strategic for the company due to their amount or risk, as well as in the assessment of the accomplishment of these actions.
Section A - II, Topic 9 ( Pages 145, 146) and Section B-II, a) Topic 29 (Pages 158, 159)
III.7 The supervisory body should, within its legal and statutory competences, collaborate with the managing body in defining the strategy, main policies, business
Not applicable structure and decisions that should be deemed strategic for the company due to their amount or risk, as well as in the assessment of the accomplishment
of these actions.
Section A - II, Topic 9 (Page 146)
III.8
Adopted The supervisory body, in observance of the powers conferred to it by law, should, in particular, monitor, evaluate, and pronounce itself on the strategic
lines and the risk policy defined by the managing body.
Section A - II, Topic 9 (Page 146); Section B- II, c)Topic 29 (Page 158); Section B-III a), Topic 30 (Page 163); Section C) – III, Topic 52 (Page 171)
III.9 Companies should create specialized internal committees that are adequate to their dimension and complexity, separately or cumulatively covering matters
Adopted of corporate governance,remuneration, performance assessment, and appointments.
Section B - II, a) Topic 17 (Page 150) Section B-II, c), Topics 27, 28 and 29 (Pages 156, 161, 162)
III.10 Risk management systems, internal control and internal audit systems should be structured in terms adequate to the dimension of the company and the
Adopted complexity of the inherent risks of the company's activity.
Section C - III, Topics 50 -55 (Page 170 - 182)
III.11 The supervisory body and the committee for financial affairs should supervise the effectiveness of the systems of risk management, internal control and
Adopted internal audit, and propose adjustments where they are deemed to be necessary.
Section A - II, Topic 9 (Page 146); Section B- II, c) Topic 29 (Page 158); Section B-III, Topic 30 (Page 163); Section C–III, Topic 52 (Page 171)
III.12 The supervisory body should provide its view on the work plans and resources of the internal auditing service, including the control of compliance with
the rules applied to the company (compliance services) and of internal audit, and should be the recipient of the reports prepared by these services, at least
Adopted regarding matters related with approval of accounts, the identification and resolution of conflicts of interest, and the detection of potential irregularities.
Section B- II, c) Topic 29 (Pages 158,159) Section B – III, b)Topic 35 (Pages 163, 164)
CHAPTER IV - EXECUTIVE MANAGEMENT
IV.1 The managing body should approve, by internal regulation or equivalent, the rules regarding the action of the executive directors and how these are to
Adopted carry out their executive functions in entities outside of the group.
Section B-II, b) Topic 26 (Page 156)
The managing body should ensure that the company acts consistently with its objects and does not delegate powers, namely, in what regards:
IV.2 the definition of the strategy and main policies of the company;
i.
ii.
the organisation and coordination of the business structure matters that should be considered strategic in virtue of the amounts involved,
Adopted the risk, or special characteristics.
Section A -II, Topic 9 (Page 145)
IV.3 In matters of risk assumption, the managing body should set objectives and look after their accomplishment.
Adopted
Section A -II, Topic 9 (Page 145); Section C-III, Topic 52 (Page 171)
IV.4 The supervisory board should be internally organised, implementing mechanisms and procedures of periodic control that seek to guarantee that risks
Adopted which are effectively incurred by the company are consistent with the company's objectives, as set by the managing body.
Section B- II, c)topic 29 (Pages 158-160); Section B-III Topic 30 (Page 163); Section B – III, b)Topic 35 (Pages 163,164); Section C– II, Topic 52 (Page 171)
CHAPTER V - EVALUATION OF PERFORMANCE, REMUNERATION AND APPOINTMENT
V.1. ANNUAL EVALUATION OF PERFORMANCE
V.1.1 The managing body should annually evaluate its performance as well as the performance of its committees and delegated directors, taking into account
the accomplishment of the company's strategic plans and budget plans, the risk management, the internal functioning and the contribution of each member
of the body to these objectives, as well as the relationship with the company's other bodies and committees.
Adopted
Section A -II, Topic 9 (Pages 145,146); Section B-II c), Topic 24 (Page 155); Section D – I Topic 66 (Page 185)

Adopted and of the budget, the risk management, the internal functioning and the contribution of each member of the body to these objectives, as well as the relationship with the company's other bodies and committees.

Section B-II c), Topic 29 (Page158,159); Section D – III, Topic 71 (Page 187)

V.2. REMUNERATION
V.2.1 The remuneration should be set by a committee, the composition of which should ensure its independence from management.
Adopted
Section B- II, Topic 29 (Pages 161-162 ); Section D - I, Topic 66 (Page 185); Section D - II, Topic 67 (Page 185)
The remuneration committee should approve, at the start of each term of office, execute, and annually confirm the company's remuneration policy for the
members of its boards and committees, including the respective fixed components. As to executive directors or directors periodically invested with
V.2.2 executive duties, in the case of the existence of a variable component of remuneration, the committee should also approve, execute, and confirm the
respective criteria of attribution and measurement, the limitation mechanisms, the mechanisms for deferral of payment, and the remuneration mechanisms
Adopted based on the allocation of options and shares of thecompany.

Section D – III, Topic 69 (Page 185,186)

The statement on the remuneration policy of the managing and supervisory bodies, pursuant to article 2 of Law no. 28/2009, 19th June, should
additionally contain the following:
i. the total remuneration amount itemised by each of its components, the relative proportion of fixed and variable remuneration, an
explanation of how the total remuneration complies with the company's remuneration policy, including how it contributes to the
company's performance in the long run, and information about how the performance requirements were applied;
V.2.3 ii. remunerations from companies that belong to the same group as the company;
Adopted iii. the number of shares and options on shares granted or offered, and the main conditions for the exercise of those rights, including the
price and the exercise date;
iv. information on the possibility to request the reimbursement of variable remuneration;
v. information on any deviation from the procedures for the application of the approved remuneration policies, including an explanation of
the nature of the exceptional circumstances and the indication of the specific elements subject to derogation;
vi. information on the enforceability or non-enforceability of payments claimed in regard to the termination of office by directors.

Section D – III – Topic 69 (Pages 185, 186)

V.2.4
Adopted
For each term of office, the remuneration committee should also approve the directors' pension benefit policies, when provided for in the bylaws, and
the maximum amount of all compensations payable to any member of a board or committee of the company due to the respective termination of
office
Section D – I, Topic 66 (Page 185); Section D – III, Topics 75, 76 (Pages 187, 188)
V.2.5 In order to provide information or clarifications to shareholders, the chair or, in case of his/her impediment, another member of the remuneration
committee should be present at the annual general meeting, as well as at any other, whenever the respective agenda includes a matter linked with the
Adopted remuneration of the members of the company's boards and committees or, if such presence has been requested by the shareholders

Section B-I, a) Topic 11 (Page 147); Section B-II, a) Topic 29 (Page 162)

V.2.6 Adopted Within the company's budgetary limitations, the remuneration committee should be able to decide, freely, on the hiring, by the company, of necessary or convenient consulting services to carry out the committee's duties. The remuneration committee should ensure that the services are provided independently and that the respective providers do not provide other services to the company, or to others in controlling or group relationship, without the express authorization of the committee.

Section D – III – Topics 67 (Page 185)

V.3. DIRECTOR REMUNERATION
V.3.1
Adopted Taking into account the alignment of interests between the company and the executive directors, a part of their remuneration should be of a variable
nature, reflecting the sustained performance of the company, and not stimulating the assumption of excessive risks
Section D – III, Topics 69 -72 (Pages 185-187)
V.3.2
Adopted A significant part of the variable component should be partially deferred in time, for a period of no less than three years, thereby connecting it to the
confirmation of the sustainability of the performance, in the terms defined by a company's internal regulation
Section D – III, Topic 72 (Page 187)
V.3.4
Not applicable When variable remuneration includes the allocation of options or other instruments directly or indirectly dependent on the value of shares, the start
of the exercise period should be deferred in time for a period of no less than three years
Section D – III, Topics 73 and 74 (Page 187)
V.3.5
Adopted The remuneration of non-executive directors should not include components dependent on the performance of the company or on its value
Section D – III, Topic 69 (Page 186); Section D – IV, 77 (Page 188)
V.3.6 The company should be provided with suitable legal instruments so that the termination of a director's time in office before its term does not result,
directly or indirectly, in the payment to such director of any amounts beyond those foreseen by law, and the company should explain the legal mechanisms
Adopted adopted forsuch purpose in its governance report
Section D – III, Topics 69 -72 (Pages 185-187)
V.4. APPOINTMENTS
V.4.1 The company should, in terms that it considers suitable, but in a demonstrable form, promote that proposals for the appointment of the members of
the company's governing bodies are accompanied by a justification in regard to the suitability of the profile, the skills and the curriculum vitae to the
Adopted duties to be carried
Section B-II, a) Topics 16, 17(Pages 150,151)
V.4.2 The overview and support to the appointment of members of senior management should be attributed to a nomination committee, unless this is not
Adopted justified by the company's size
Section B- II, Topic 29 (Pages 161, 162)
V.4.3
Adopted This nomination committee includes a majority of non- executive, independent members
Section B- II, Topic 29 (Page 161)
The nomination committee should make itsterms ofreference available, and should foster, to the extent of its powers, transparent selection processes that
V.4.4 include effective mechanisms of identification of potential candidates, and that those chosen for proposal are those who present a higher degree of merit,
who are best suited to the demands of the functions to be carried out, and who will best promote, within the organisation, a suitable diversity, including
Adopted gender diversity
Section B-II, a) Topics 16, 17 (Pages 150,151);
CHAPTER VI – RISK MANAGEMENT
VI.1 The managing body should debate and approve the company's strategic plan and risk policy, which should include a definition of the levels of risk considered
Adopted acceptable.
Section A -II, Topic 9 (Page 145,146); Section C) - III, Topic 52 (Page 171)
VI.2 Based on its risk policy, the company should establish a system of risk management, identifying (i) the main risks it is subject to in carrying out its activity;
(ii) the probability of occurrence of those risks and their respective impact; (iii) the devices and measures to adopt towards their mitigation; (iv) the
monitoring procedures, aiming at their accompaniment; and (v) the procedure for control, periodic evaluation and adjustment of the system
Adopted
Section C) – III, Topics 52 - 55 (171- 182); Chapter 2 of this Annual Report (Page 59)
VI.3 The company should annually evaluate the level of internal compliance and the performance of the risk management system, as well as future perspectives
Adopted for amendments of the structures of risk previously defined
Section C) -III, Topic 55 (Page 180)

CHAPTER VII - FINANCIAL STATEMENTS AND ACCOUNTING

VII.1. FINANTIAL INFORMATION

VII.1.1 The supervisory body's internal regulation should impose the obligation to supervise the suitability of the preparation process and the disclosure of
financial information by the managing body, including suitable accounting policies, estimates, judgments, relevant disclosure and its consistent application
Adopted between financial years, in a duly documented and communicated form
Section B- II, Topic 29 (Pages 158,159); Section B – III, b)Topic 35 (Pages 163, 164); Section C – III, Topic 55 (Page 180 -182)
VII.2. STATUTORY AUDIT OF ACCOUNTS AND SUPERVISION
Through the use of internal regulations, the supervisory body should define:
VII.2.1 the criteria and the process of selection of the statutory auditor;
i.
the methodology of communication between the company and the statutory auditor;
ii.
Adopted the monitoring procedures destined to ensure the independence of the statutory auditor;
iii.
the services, besides those of accounting, which may not be provided by the statutory auditor.
iv.
Section B- II, c) Topic 29 (Pages 158, 159), Section B – III, c) Topics 37 and 38 (Pages 164, 165); Section B – IV-V, Topics 39 – 41, 45 and 46 (Pages 165,166)
VII.2.2 The supervisory body should be the main interlocutor of the statutory auditor in the company and the first recipient of the respective reports, having
the powers, namely, to propose the respective remuneration and to ensure that adequate conditions for the provision of services are ensured within
Adopted the company
Sections B – II, c) Topic 29 (Pages 158); Section B – V, Topics 45, 46 (Pages 165,166)
VII.2.3 The supervisory body should annually assess the services provided by the statutory auditor, their independence and their suitability in carrying out their
Adopted functions, and propose their dismissal or the termination of their service contract by the competent body when this is justified for due cause
Section B – II, c) Topic 29 (Pages 158-160); Section B – III a), Topic 30 (Page 163), Section B – III, c)Topic 38 (Page 164); Section B- IV- V, Topic 45 (Pages 165, 166)
VII.2.4 The statutory auditor should, within their powers, verify the application of policies and systems of remuneration of governing bodies, the effectiveness
Adopted and the functioning of the mechanisms of internal control, and report any irregularities to the supervisory body
Section B – IV-V, Topic 45 (Pages 165, 166)
VII.2.5 The statutory auditor should collaborate with the supervisory body, immediately providing information on the detection of any relevant irregularities as
Adopted to the accomplishment of the duties of the supervisory body, as well as any difficulties encountered whilst carrying out their duties
Section B – IV -V, Topic 45 (Pages 165, 166)

ANNEX I: CURRICULUM VITAE OF THE MEMBERS OF THE BOARD OF DIRECTORS

ANTÓNIO MEXIA Born: 1957

Current positions in EDPR or EDP group of companies:

  • Chairman of the Board of Directors of EDP Renováveis, S.A.
  • Chairman and CEO of the Executive Board of Directors of EDP Energias de Portugal, S.A.
  • Permanent Representative of EDP Energias de Portugal, Sociedade Anónima, Sucursal en España, and Representative of EDP Finance BV
  • Chairman of the Board of Directors of EDP Energias do Brasil, S.A.
  • Chairman of the Board of Directors of Fundação EDP

Current positions in companies outside EDPR and EDP group of companies:

• Sustainable Energy for All-Chairman

Other previous positions:

  • Minister of PublicWorks, Transport and Communication for Portugal's 16th Constitutional Government
  • Chairman of the Portuguese Energy Association (APE)
  • Executive Chairman of Galp Energia
  • Chairman of the Board of Directors of Petrogal, Gás de Portugal, Transgás andTransgás-Atlântico
  • Vice-Chairman of the Board of Directors of Galp Energia
  • Director of Banco Espírito Santo de Investimentos
  • Vice-Chairman of the Board of Directors of ICEP (Portuguese Institute for ForeignTrade)
  • Assistant to the Secretary of State for Foreign Trade
  • Assistant Lecturer in the Department of Economics at Université de Genève (Switzerland)

  • BSc in Economics from Université de Genève (Switzerland)

  • Postgraduate lecturer in European Studies at Universidade Católica

JOÃO MANSO NETO Born: 1958

Current positions in EDPR or EDP group of companies:

  • Executive Vice-Chairman of the Board of Directors and Chairman of the Executive Committee (CEO) of EDP Renováveis, S.A.
  • Chairman of the Board of Directors of EDP Renewables Europe, S.L.U., EDP Renováveis Brasil S.A., EDP Renováveis Servicios Financieros, S.A. and EDPR FS Offshore, S.A.
  • Executive Director of EDP Energias de Portugal, S.A.
  • Member of the Board of Directors of EDP España, S.A.U.
  • Permanent Representative of EDP Energias de Portugal, S.A. Sucursal en España, and Representative of EDP Finance BV
  • Chairman of the Board of Directors of EDP Gás.com Comércio de Gás Natural, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Member of the Board of the Operador del Mercado Ibérico de Energía, Polo Español(OMEL)
  • Member of the Board of OMIP Operador do Mercado Ibérico (Portugal), SGPS, S.A.
  • Member of the Board of MIBGAS

Main positions in the last five years:

  • Member of the Executive Board of Directors of EDP Energias de Portugal, S.A.
  • Chairman of EDP Gestão da Produção de Energia, S.A.
  • CEO andVice-Chairman of EDP España, S.A.U.
  • Vice-Chairman of Naturgás Energia Grupo, S.A.
  • Member of the Board of the Operador del Mercado Ibérico de Energía, Polo Español(OMEL)
  • Member of the Board of OMIP Operador do Mercado Ibérico (Portugal) SGPS, S.A.

Other previous positions:

  • Head of the International Credit Division, and General Manager responsible for Financial and South Retail areas at Banco Português do Atlântico
  • General Manager of Financial Management, General Manager of Large Corporate and Institutional Businesses, General Manager of the Treasury, Member of the Board of Directors of BCP Banco de Investimento and
    • Vice-Chairman of BIG Bank Gdansk in Poland at Banco Comercial Português
  • Member of the Board of Banco Português de Negócios
  • General Manager and Member of the Board of EDP Produção

  • Degree in Economics from Instituto Superior de Economia

  • Post-graduate degree in European Economics from Universidade Católica Portuguesa
  • Program in Economics at the Faculty of Economics, Universidade Nova de Lisboa
  • Advanced Management Program for Overseas Bankers at the Wharton School inPhiladelphia

DUARTE BELLO
Born: 1979
  • Chief Operating Officer of EDP Renováveis, S.A. for Europe and Brazil
  • Member of the Board of Directors of EDP Renováveis,S.A.
  • Member the Executive Committee of EDP Renováveis,S.A.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • Head of EDP Group M&A and Corporate Development
  • Member of EDP Group Investment Committee

Other previous positions:

  • Chief of Staff for EDP's CEO
  • Project Manager in EDP Group M&A and Corporate Development
  • Financial Analyst at Schroder Salomon Smith Barney in London and Lisbon
  • Financial analyst in Citigroup's Investment Banking division in London

  • Business and Administration from Faculdade de Economia da Universidade Nova de Lisboa

  • MBA from INSEAD (Singapore and France)

MIGUEL ÁNGEL PRADO

Born: 1975

Current positions in EDPR or EDP group of companies:

  • Chief Operating Officer of EDP Renováveis, S.A. for North America and CEO EDP Renewables North America LLC
  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Member of the Executive Committee of EDP Renováveis, S.A.
  • Responsible for Corporate Procurement at EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • Head of Investments, Mergers and Acquisitions at EDP Renováveis, S.A.
  • Leadership of the asset rotation strategy of EDP Renováveis, S.A.
  • Member of EDPR Group Investment Committee

Other previous positions:

  • He has worked in EDP and EDPR for nearly 17 years, investing more than 18 Billion by executing a significant number of relevant acquisitions in 12 different countries
  • Manager atArthur Andersen/Deloitte Corporate Finance department

  • PhD in Business and Management by the University of Oviedo and Bradford (UK)

  • Executive MBA by the IE (Instituto de Empresa,Madrid)

SPYRIDON MARTINIS SPETTEL
Born: 1979
  • Chief Operating Officer of EDP Renováveis, S.A. for Offshore
  • CDO of EDP Renováveis, S.A.
  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Member of the Executive Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • Executive Business Initiatives Director, EDP Renováveis,S.A.
  • Executive Operating Director Europe, EDP Renováveis,S.A.
  • Asset Management & Business Development Director Europe, EDP Renováveis,S.A.
  • Director of EDPR Polska, France and Belgium
  • Business Development Director & Coordinator Europe, EDP Renováveis,S.A.

Other previous positions:

  • Head of Business Development, Eastern & Northern Europe,EDPR
  • Project Finance specialist, Corporate Finance, Energy Division, BANKIA
  • Business Development Coordinator, Gamesa
  • EMEA Planning and Budgeting Financial Analyst, AVON, Madrid
  • Financial Analyst, CEMEX Group, Madrid
  • Junior Financial Manager,Alpha Bank,Thessalonica, Greece

  • Executive Global Leadership Vanguard Program,Xynteo

  • International Executive MBA, IE Business School
  • Full time MBA, IEDE-Laureate University Researcher, Cambridge MA, Harvard Law School
  • Postgraduate degree in Finance, CESMA
  • University Degree in Economic & Business Sciences,Aristotle University

VERA PINTO PEREIRA Born: 1974

Current positions in EDPR or EDP group of companies:

  • Executive Board Member at EDP Energias de Portugal SA
  • President of the Board at EDP Comercial
  • President of the Board at EDP Soluções Comerciais
  • Board Member at EDP España, S.A.U.
  • Board Member at EDP Renováveis, S.A.
  • Board Member at Fundação EDP

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • ExecutiveVice President Managing Director for Spain and Portugal at Fox Network Group
  • Non-executive Board Member at Pulsa Media

Other previous positions:

  • MEO TV Business Director at PortugalTelecom (Altice)
  • TV Service Director at TV Cabo Portugal PT Multimedia (NOS)
  • Founding Partner of Innovagency Consulting
  • Associate in Mercer Management Consulting

  • Master in BusinessAdministration (M.B.A.), Fontainebleau INSEAD

  • Graduate & Post-Graduate Degrees in Economics Universidade NOVA de Lisboa NOVA School of Business and Economics

RUI MANUEL RODRIGUES LOPES TEIXEIRA Born: 1972

Current positions in EDPR or EDP group of companies:

  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Member of the Board of Directors of EDP Energias de Portugal, S.A.
  • CEO of EDP Gestão da Produção de Energia, S.A.
  • CEO of EDP España, S.L.U.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Member of the Executive Committee of EDP Renováveis, S.A.
  • Chief Financial Officer of EDP Renováveis, S.A.
  • Member of the Board of Directors of several subsidiaries of EDP Renováveis' Group
  • Member of the Board of Directors of EDP Energias de Portugal, S.A.
  • CEO of EDP Gestão da Produção de Energia, S.A.
  • CEO of EDP España, S.L.U.

Other previous positions:

  • Assistant director of the commercial naval department of Gellweiler Sociedade Equipamentos Maritimos e Industriais, Lda
  • Project manager and ship surveyor for Det NorskeVeritas
  • Consultant at McKinsey & Company, focusing on energy,shipping, and retail banking

  • Graduate of Harvard Business School's Advanced Management Program

  • Master in Business and Administration from the Universidade Nova de Lisboa
  • Master degree in Naval Architecture and Marine Engineering from the Instituto SuperiorTécnico de Lisboa

MANUEL MENÉNDEZ MENÉNDEZ Born: 1959

Current positions in EDPR or EDP group of companies:

  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Chairman of the Board of Directors of EDP España, S.A.U.

Current positions in companies outside EDPR and EDP group of companies:

• CEO of Liberbank, S.A.

Main positions in the last five years:

  • Chairman and CEO of Liberbank, S.A.
  • Chairman of Cajastur
  • Chairman of EDP España, S.A.U.
  • Chairman of Naturgás Energía Grupo, S.A.
  • Member of the Board of Confederación Española de Cajas de Ahorro (CECA)
  • Member of the Board of AELÉC

Other previous positions:

  • Member of the Board of Directors of EDP Renewables Europe, S.L.U.
  • University Professor in the Department of Business Administration and Accounting at the University of Oviedo

  • BSc in Economics and Business Administration from the University of Oviedo

  • PhD in Economic Sciences from the University of Oviedo

ANTÓNIO NOGUEIRA LEITE
Born: 1962
  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Chairman of the Nominations and Remunerations Committee of EDP Renováveis, S.A.
  • Member of the Audit, Control and Related Party transactions Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Member of the Board at HipogesIberia Advisory,S.A.
  • Chairman of the Board, Embopar, SGPS, S.A.
  • Chairman of the Board, Sociedade PontoVerde, S.A.
  • Vice-Chairman of "Fórum para a Competitividade"
  • Chairman of the Board at Forum Oceano

Main positions in the last five years:

  • Director of Sagasta, STC,S.A.
  • Member of the Advisory Committee at Incus CapitalAdvisors

Other previous positions:

  • Vice-Chairman of the Executive Committee of Caixa Geral de Depósitos, S.A.
  • Chairman of the Board at Caixa Banco de Investimento, S.A., Caixa Capital SCRSGPS, S.A., Caixa Leasing e Factoring, S.A. Partang, SGPS, S.A.
  • Director, Group José de Mello (one of Portugal'sleading private groups)
  • Director of Soporcel, S.A. (1997-1999)
  • Director of Papercel SGPS, S.A. (1998-1999)
  • Director of MC Corretagem, S.A. (1998-1999)
  • Chairman of the Board, Lisbon Stock Exchange (1998-1999)
  • Secretary of State for Treasury and Finance and Alternate Governor (IMF, EBRD, EIB, WB)
  • Member of the Economic and Financial Committee of the European Union
  • Advisor GE Capital (2001-2002)
  • Director of Brisal, S.A.(2002-2011)
  • Director of CUF, SGPS, S.A. (2002-2011)
  • Director of CUF Quimicos, S.A.(2005-2011)
  • Director of Efacec Capital, S.A.(2005-2011)
  • Director of Jose de Mello Saúde, SGPS, S.A. (2005-2011)
  • Director of Jose de Mello Investimentos, SGPS, S.A. (2010-2011)
  • Chairman of the Board of Directors, OPEX, S.A. (2002-2011)

  • Degree, Universidade Católica Portuguesa, 1983

  • Master of Science in Economics, University of Illinois at Urbana-Champaign
  • PhD in Economics, University of Illinois at Urbana-Champaign

ACÁCIO PILOTO
Born: 1957
  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Chairman of the Audit, Control and Related-Party Transactions Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • Member of the Supervisory Board and Chairman of the Risk Committee of Caixa Económica Montepio Geral
  • Member of the Nominations and Remunerations Committee of EDP Renováveis, S.A.
  • Member of the Related-PartyTransactions Committee of EDP Renováveis, S.A.

Other previous positions:

  • International Division of Banco Pinto e Sotto Mayor
  • International and Treasury Division of Banco Comercial Português
  • Head of BCP International Corporate Banking
  • Member of the Executive Committee of AF Investimentos SGPS and Chairman of the following group companies: AF Investimentos, Fundos Mobiliários; AF Investimentos, Fundos Imobiliários; BPA Gestão de Patrimónios; BCP Investimentos International; AF Investimentos International and Prime International
  • Member of BCP Investment Committee
  • Executive Board Member of BCP Banco de Investimento, in charge of Investment Banking
  • Millennium BCP Group Treasurer and Head of Capital Markets
  • Millennium BCP Chair of Group ALCO
  • CEO of Millennium Gestão de Ativos SGFIM
  • Chairman of Millennium SICAV
  • Chairman of BII International
  • Member of the Board of Directors and Member of the Audit Committee of INAPA IPG, S.A.

  • Law degree by the Law Faculty of Lisbon University

  • During 1984 and 1985 he was a scholar from the Hanns Seidel Foundation, Munich where he obtained a Post-Graduation in Economic Law by Ludwig Maximilian University
  • Post- Graduation in European Community Competition Law by Max Planck Institut
  • Trainee at the International Division of Bayerische Hypoteken und WechselBank
  • Professional education courses, mostly in banking, financial and asset management, namely the International Banking School (Dublin, 1989), the Asset and Liability Management Seminar (Merrill Lynch International) and the INSEAD Executive Program (Fontainebleau)
  • Nova SBE Executive Program on Corporate Governance and Leadership of Boards

FRANCISCA GUEDES DE OLIVEIRA
Born: 1973
  • Member of the Board of EDP Renováveis, S.A.
  • Member of the Audit, Control and Related-Party Transactions Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Associate Dean at Católica Porto Business School (responsibility of Faculty Management)
  • Associate Dean for the Master Programmes at Católica Porto Business School
  • Member of the Social and Economic Council
  • President of the Tax Comitee of Unilabs Portugal

Main positions in the last five years:

  • Coordinator of the MSc programme in Business Economics at Católica Porto Business School
  • Coordinator of the seminars in economics at the Master of Public Administration at Católica Porto Business School
  • Coordinator of the PhD in Economics at the Universidade Católica de Moçambique
  • Coordinator of the work group appointed by the Finance Minister dedicated to evaluateTax Expenditures

Other previous positions:

  • Assistant Professor at Católica Porto Business School
  • Researcher at the National Statistics Institute

  • Executive programme at London School of Economics

  • PhD in Economics at Nova School of Business and Economics
  • Master in Economics at Faculdade de Economia da Universidade do Porto
  • Undergraduate degree in Economics at Faculdade de Economia da Universidade do Porto
  • PhD scholarship from Fundação para a Ciência eTecnologia

ALLAN J. KATZ Born: 1947

• Member of the Board of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Founder of the American Public Square
  • Executive Committee Chair of theAcademic and Corporate Board to ISCTE Business School in Lisbon Portugal
  • Board Member of the International Relation Council of Kansas City
  • Board Member of theWW1 Commission Diplomatic Advisory Board
  • Creator of Katz, Jacobs andAssociates LLC (KJA)
  • Frequent speaker and moderator on developments in Europe and on American Politics

Main positions in the last five years:

  • Ambassador of the United States of America to the Republic of Portugal
  • Distinguished Professor at University of Missouri Kansas City

Other previous positions:

  • National Director of the Public Policy practice group at the firm of AkermanSenterfitt
  • Assistant Insurance Commissioner and Assistant StateTreasurer for the State of Florida
  • Legislative Counsel to Congressman Bill Gunter and David Obey
  • General Counsel to the Commission on Administrative Review of the US House ofRepresentatives
  • Member of the Board of the Florida Municipal Energy Association
  • President of the Brogan Museum of Art & Science in Tallahassee, Florida
  • Board member of the Junior Museum of Natural History inTallahassee, Florida
  • First Chair of the State Neurological Injury Compensation Association
  • Member of the State Taxation and Budget Commission
  • City of Tallahassee Commissioner

  • BA from UMKC in 1969

  • JD fromWashington College of Law at American University inWashington DC in 1974

FRANCISCO SEIXAS DA COSTA
Born: 1948
  • Member of the Board of EDP Renováveis, S.A.
  • Member of the Nominations and Remunerations Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Member of the Board of Directors of Mota Engil SGPS, S.A.
  • Member of the Board of Directors of Mota Engil Africa,S.A.
  • Member of the Strategic Council of Mota Engil SGPS, S.A.
  • Chairman of the Nominations and Remuneration Committee of Mota Engil Africa,S.A.
  • Member of the Audit Committee of Mota Engil Africa, S.A.
  • Chairman of the Fiscal Council of PMM SGPS, S.A.
  • Chairman of the Advisory Council of A.T. KearneyPortugal

Main positions in the last five years:

  • Chairman of the Consultative Council of Calouste Gulbenkian Foundation, ParisDelegation
  • Member of the Independent General Council Radio e Televisão de Portugal, S.A.
  • University professor, Universidade Autónoma, Lisbon, Portugal

Other previous positions:

  • Portuguese ambassador to the United Nations to OSCE, to UNESCO, to Brazil and to France
  • Secretary of State for European Affairs (1995/2001), Portuguese government, Lisbon

Education:

• Degree in Political and Social Sciences, LisbonUniversity

CONCEIÇÃO LUCAS Born: 1956

Current positions in EDPR or EDP group of companies:

  • Member of the Board of EDP Renováveis, S.A.
  • Member of the Nominations and Remunerations Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Chairwoman of Banco Atlantico Europa, S.A.
  • Member of the Nominations and Remunerations Committee of Banco Atlantico Europa,S.A.
  • Chairwoman of Atlantico Europa, SGPS, S.A

Main positions in the last five years:

  • Executive Board Member of Millennium BCP, for Corporate and Investment Banking
  • Member of the Board of BCP Capital
  • Manager of BCP Africa SGPS
  • Vice-Chairman of the Board of Directors and Chairman of the Audit Board of Medis
  • Vice-Chairman of the Board of Directors and Chairman of the Audit Board of Ocidental
  • Vice-Chairman of the Board of Directors and Chairman of the Audit Board of Millennium BCP Ageas insurance group
  • Vice-Chairman of the Board of Directors and Chairman of the Audit Board of OcidentalVida
  • Member of the Supervisory Board of Bank Millennium S.A. (Poland)(2012-2015)
  • Member of the Board of Banco Millennium Angola (BMA), in Angola
  • Member of the Board and Member of the Remunerations Commission of BIM Banco Internacional de Moçambique
  • Member of the Remuneration Commission of SIM Seguradora Internacional de Moçambique
  • Board member andVice-Chairman of Banque Privée, Geneve, Switzerland

Other previous positions:

  • Chairman of the Board of Directors of Millennium BCP Gestão de Ativos(MGA)
  • Member of the Board of Fundação Millennium BCP
  • Executive Board Member of Banco Privado Atlantico Europa
  • Co-head of Société Générale, Rep. Office, in Portugal
  • Senior Manager, Banco Espirito Santo,Portugal
  • Manager of Petrogal, S.A.
  • Générale Bank, branch in Portugal

  • Degree in Management and Business Administration, Portuguese Catholic University (UCP), Lisbon

  • Post-graduate degree in Hautes Etudes Européennes, major in Economics, College of Europe, Bruges
  • MSc, London School of Economics,London University

ALEJANDRO FERNÁNDEZ DE ARAOZ GÓMEZ-ACEBO Born: 1962

Current positions in EDPR or EDP group of companies:

• Member of the Board of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Partner of Araoz & Rueda,Abogados
  • Member of the Board of Inversiones Doalca Socimi, S.A.
  • Member of the Board of Bodegas Benjamin de Rothschild &Vega-Sicilia, S.A
  • "Patrono" and Secretary of Fundación Arlene deRothschild
  • Representative in Spain of Fundación Daniel y Nina Carasso

Main positions in the last five years:

• (none)

Other previous positions:

  • Secretary and legal advisor of Fundación José Ortega y Gasset-Gregorio Marañón
  • Associate Professor of Commercial Law in Instituto de Estudios Bursátiles
  • Associate-Professor of Commercial Law in Facultad de Derecho Universidad Complutense de Madrid
  • Professor in Instituto de Empresa

  • Law Degree from the Complutense University, Madrid

  • Master in Law, London School of Economics and Political Science, University of London
  • Master in Law, NewYork University School of Law
  • Researcher, Cambridge MA, Harvard Law School
  • Researcher, Ludwig-Maximilian Universitat,Munich
  • PhD in Law, Complutense University,Madrid

EMILIO GARCÍA-CONDE NORIEGA Born: 1955

Current positions in EDPR or EDP group of companies:

  • General Secretary and General Counsel of EDP Renováveis, S.A.
  • Member/Chairman and/or Secretary of several Boards of Directors of EDPR's subsidiaries in Europe
  • Compliance Officer of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • General Counsel of Hidrocantábrico and member of the management committee
  • General Secretary and General Counsel of EDP Renováveis, S.A.
  • Member and/or Secretary of several Board of Directors of EDPR's subsidiaries in Europe

Other previous positions:

  • Legal Counsel of Soto de Ribera Power Plant (consortium comprising Electra deViesgo, Iberdrola and Hidrocantábrico)
  • General Counsel of Soto de Ribera Power Plant
  • Chief of administration and human resources of the consortium
  • Legal Counsel of Hidrocantábrico

Education:

• Law Degree from the University of Oviedo

Report from Management concerning responsibility for

the System of Interna! Control over Financial Reporting

The board of directors and management are responsible for establishing and maintaining an adequate System of Interna! Control over Financial Reporting (SCIRF).

The SCIRF of EDP Renovaveis Group is a set of processes designed to provide reasonable assurance as to the reliability of the financial information and the preparation of the consolidated annual accounts for external purposes, in accordance with the applicable financial information reporting framework.

Due to the limitations inherent to all interna! control systems, it is possible that the system of interna! control over financial reporting does not prevent or detect all errors that could occur and may only provide reasonable assurance with respect to the presentation and preparation of the consolidated annual accounts. Furthermore, extrapolating the effectiveness assessment to future years entails a risk that controls may cease to be adequate due to changing conditions or erosion in the level of compliance with policies and procedures.

Management has assessed the effectiveness of the SCIRF at 31st Decem ber 2019 based on the criteria established in the Interna! Control - Integrated Framework issued in 2013 by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

As a result of this assessment, and based on the aforementioned criteria, management concludes that at 31st Decem ber 2019 EDP Renovaveis Group had an effective system of interna I control over financial reporting.

The SCIRF of EDP Renovaveis Group at 31st Decem ber 2019 has been audited by the independent auditors PricewaterhouseCoopers Auditores, S.L., as indicated in their report included in the Annual Corporate Governance Redort.

Uxe utive fficer

20 February 2020

Board Member

EDP Renovóveis SA Pza. de la Gesta, 2 33007 Oviedo - Espafia T: +34 902 830 700 F: +34 985 207 725

Independent Reasonable Assurance Report on the design and effectiveness of the Internal Control System Over Financial Reporting (ICSFR) as of December 31, 2019

Independent reasonable assurance report on the design and effectiveness of the Internal Control System over Financial Reporting (ICSFR)

To the Board of Directors of EDP Renováveis, S.A .:

We have carried out a reasonable assurance engagement of the design and effectiveness of the Internal Control System over Financial Reporting (hereinafter, ICSFR) and the description of it that is included in the attached Report that forms part of the corresponding section of the Annual Corporate Governance Report of the Directors Report, prepared according to the applicable portuguese regulation, accompanying the consolidated annual accounts of EDP Renováveis, S.A., and its subsidiaries (hereinafter, the EDPR Group) as at December 31, 2019. This system is based on the criteria and policies defined by the EDPR Group in accordance with the guidelines established by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in its "Internal Control-Integrated Framework" report.

An Internal Control System over Financial Reporting is a process designed to provide reasonable assurance over the reliability of financial information in accordance with the applicable financial reporting framework and includes those policies and procedures that: (i) enable the records reflecting the transactions performed to be kept accurately and with a reasonable level of detail; (ii) provide reasonable assurance as to the proper recognition of transactions to make it possible to prepare the financial information in accordance with the accounting principles and standards applicable to it and that they are made only in accordance with established authorizations; and (iii) provide reasonable assurance in relation to the prevention or timely detection of unauthorised acquisitions, use or sales of the Group's assets that could have material effect on the financial information.

Inherent Limitations

In this regard, it should be borne in mind that, given the inherent limitations of any Internal Control System over Financial Reporting, regardless of the quality of the design and operation of the system, it can only allow reasonable, but not absolute security, in relation to the objectives it pursues, which may lead to errors. irregularities or fraud that may not be detected. On the other hand, the projection to future periods of the evaluation of internal control is subject to risks such that said internal control being inadequate as a result of future changes in the applicable conditions, or that in the future the level of compliance of the established policies or procedures may be reduced.

Director's responsibility

The Directors of EDP Renováveis, S.A., are responsible for taking the necessary measures to reasonably ensure the implementation, maintenance and supervision of an appropriate Internal Control System over Financial Reporting, as well as the evaluation of its effectiveness, the development of improvements to that system and the preparation and establishment of the information relating to the ICSFR attached.

Our Responsability

Our responsibility is to issue a reasonable assurance report on the design and effectiveness of the EDPR Group Internal Control System over Financial Reporting, based on the work we have performed and on the evidence we have obtained. We have performed our reasonable assurance engagement in accordance with International Standard on Assurance Engagements 3000 (ISAE 3000) (Revised), "Assurance Engagements other than Auditing or Reviews of Historical Financial Information", issued by the International Auditing and Assurance Standards Board (IAASB) of the International Federation of Accountants (IFAC).

PricewaterhouseCoopers Auditores, S.L., Torre PwC, Pº de la Castellana 259 B, 28046 Madrid, España Tel.: +34 915 684 400 / +34 902 021 111, Fax: +34 915 685 400, www.pwc.es

R. M. Madrid, hoja 87.250-1, folio 75, tomo 9.267, libro 8.054, sección 3ª Inscrita en el R.O.A.C. con el número S0242 - CIF: B-79 031290

A reasonable assurance engagement includes the understanding of the Internal Control System over Financial Reporting, assessing the risk of material weaknesses in the internal controls are not properly designed or they do not operate effectively, the execution of tests and evaluations on the design and effective implementation of this ICSFR, based on our professional judgment, and the performance of such other procedures as may be deemed necessary.

We believe that the evidence we have obtained provides a sufficient and adequate basis for our opinion.

Our Independence and Quality Control

We have complied with the independence requirements and other ethical requirements of the Accounting Professionals Code of Ethics issued by the International Ethics Standards Board for Accountants (IESBA), which is based on the fundamental principles of integrity, objectivity, professional competence and diligence, confidentiality and professional behavior.

Our firm applies the "International Standard on Quality Control 1 (ISQC 1)" and maintains an exhaustive qualitative control system that includes documented policies and procedures regarding compliance with ethical requirements, professional standards, and applicable legal and regulatory provisions.

Opinion

In our opinion, the EDPR Group maintained, as at December 31, 2019, in all material respects, an effective Internal Control System over Financial Reporting for the period ended at December 31, 2019, which is based on the criteria and the policies defined by the EDP Renováveis Group's management in accordance with the guidelines established by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in its "Internal Control-Integrated Framework" report.

In addition, the attached description of the ICSFR Report as at December 31, 2019 has been prepared, in all material respects, in accordance with the requirements established by the Code of Recommendations of the IPCG and the Appendix I to CMVM Regulation nº 4/2013 for the purposes of the description of the ICSFR in the Annual Reports of Corporate Governance.

This work does not constitute an audit nor is it subject to the regulations governing the audit activity in force in Spain, so we do not express any audit opinion in the terms provided in the aforementioned regulations.

PricewaterhouseCoopers Auditores, S.L.

Iñaki Goltiena Basualdu

20 February 2020

Members of the Board of Directors of the Company EDP Renováveis, S.A.

DECLARE

To the extent of our knowledge, the information referred to in sub-paragraph a) of paragraph 1 of Article 245 of Decree-Law no. 357-A/2007 of October 315', in sub-paragraph a) of paragraph 1 of Article 8 of the Royal Decree 1362/2007 of October 19th, and other documents relating to the submission of accounts required by current regulations (including, among others, article 253 of the Spanish Companies' Act and article 44 of the Spanish Commercial Code), have been prepared in accordance with applicable accounting standards and principles, reflecting a true, faithful and appropriate view of the equity, assets, liabilities, financial position and results of EDP Renováveis, S.A. and the companies included in its scope of consolidation and the management report fairly presents the business evolution, the performance, the business results and the position of EDP Renováveis, S.A. and the companies included in its scope of consolidation, containing a description of the principal risks and uncertainties that they face.

Lisbon, February 19th, 2020. D
i
11
V
António Luís Guerra Nunes Mexia João Manuel Manso Neto
Duarte Melo de Castro Belo Miguel Angel Prado Balboa
C
Spyridon Martinis Vera de Morais Pinto Pereira Carneiro
Rui Mánuel Rodrigues Lopes Teixeira Manuel Menéndez Menéndez
1
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707 1
António do Pranto Nogueira Leite Acacio Jaime Liberado Mota Piloto
Francisca Guedes de Oliveira Allan J. Katz
Francisco Seixas da Costa Maria da Conceição Mota Soares de Oliveira Callé
Lucas
Alejandro Fernández de Araoz Gómez Acebo

CONCEPTS AND DEFINITIONS

A

ASSET ROTATION

Strategy aimed at crystallizing the value of a project by selling a minority stake in an asset and reinvesting the proceeds in another asset, targeting greater growth.

AVAILABILITY

The percentage of time a wind turbine is technically available to capture the wind resource and convert it to electricity.

B

BLADES

The large "arms" of wind turbines that extend from the hub of a generator. Most turbines have either two or three blades. Wind blowing over the blades causes the blades to "lift" and rotate.

BOP

Balance of plant. All the supporting components and auxiliary equipment of the wind farm other than the generating unit.

C

CAGR

Compound annual growth rate.

CARBON LEAKAGE

Occurs when due to the higher costs related with climate change policies (for example taxes or other penalties on carbon emissions), the companies decide to move their production to countries with more relaxed policies, therefore leading to higher carbon emissions ex-post.

CAPEX

Capital Expenditure. Funds used by a company to acquire or upgrade physical assets such as property, industrial buildings or equipment (ex: construction of wind farms).

CfD

Contract for difference. Remuneration scheme based on the difference between the market price and an agreed "strike price" where if the "strike price" is higher than the market price, the CfD Counterparty pays the generator the price difference.

CO2

Carbon dioxide. A heavy colorless gas that does not support combustion, dissolves in water to form carbonic acid, is formed especially in animal respiration and in the decay or combustion of animal and vegetable matter, is absorbed from the air by plants in photosynthesis, and is used in the carbonation of beverages.

CASH-FLOW

Amount of cash generated and used by a company in a given period. Cash flow can be used as an indication of a company's financial strength.

COD

Commercial Operating Date. Date at which the project starts officially operating, after the testing and commissioning period.

COP 21

Conference of parties, UN Climate Change Conference held in Paris.

CORE OPEX

Includes costs of supplies and services and with personnel, costs that are controllable by the company.

CRITICAL SUPPLIERS

Includes suppliers of turbines, balance of plant and O&M.

CURTAILMENT

The forced shut-down of some or all the wind turbine generators within a wind farm to mitigate issues associated with turbine loading export to the grid, or certain planning conditions. Curtailment is controlled by the regional transmission operator.

D

DIVIDEND PAY-OUT RATIO

Measures the percentage of a company's net income that is given to shareholders in the form dividends. (Total Annual Dividends per Share / Earnings per Share).

DIVIDEND POLICY

Set of guidelines a company uses to decide how much of its earnings it will pay out to shareholders.

E

EBITDA

An accounting measure calculated using a company's net earnings, before interest expenses, taxes, depreciation and amortization are subtracted, as a proxy for a company's current operating profitability.

EMS

Environmental Management System. System that assures the protection of the environment through a proactive environmental management of the facilities in operation.

EPS

Earnings per share. The portion of a company's profit allocated to each outstanding share of common stock.

EQUITY CONSOLIDATION

Accounting process of treating equity investments, in associate companies. Equity account is usually applied where the entity holds 20-50% of voting stock.

F

FEED IN TARIFFS

Remuneration framework that guarantees that a company will receive a set price from their utility, applied to all of the electricity they generate and provide to the grid.

FINANCIAL INVESTMENT

An asset in which to put money into with the expectation of obtaining gains or an appreciation in to a larger sum of money.

FOREX

The market in which currencies are traded.

FULL SCOPE

Scheme of maintenance in which a third-party supplier is directly responsible for the full maintenance of the project. The project pays a fixed fee and assumes low risk.

G

GC

Green certificate. Tradable commodity proving that certain electricity is generated using renewable energy sources.

GHG

Greenhouse gases. Gases that trap the heat of the sun in the Earth's atmosphere, producing the greenhouse effect; the two major greenhouse gases are water vapor and carbon dioxide; lesser greenhouse gases include methane, ozone, chlorofluorocarbons, and nitrogen oxides.

GO/GoO

Guarantee of Origin. Tracking instrument that guarantees that electricity has been produced from renewable energy sources. Those GO are traded and used by suppliers to sell green energy.

GROSS PROFIT

An accounting measure calculated using a company's revenue minus its cost of goods sold. Gross profit is a company's residual profit for selling a product or service and deducting the cost associated with its production and sale.

GW

Unit of electric power equal to 1,000 MW.

GWH

Equal to 1,000 MW used continuously for one hour.

H

HEDGING

Risk management strategy used in limiting or offsetting probability of loss from fluctuations in the prices of commodities, currencies, or securities.

I

IFRS16

Regulatory standard of operating leases that requires the recognition of lease commitments for the entire duration of contracts into the balance sheet liabilities as well as the recognition of a new asset "Right of Use Asset" as counterparty.

INSTALLED CAPACITY

Capacity installed and ready to produce energy.

ISO 14001

ISO 14001:2015 – Environmental Management Certification is an international standard for designing and implementing an effective environmental management system (EMS) to enhance the company's environmental performance.

ITC

Investment tax credit. Tax incentive in the US which differ from the Production Tax Credit in the sense that the Tax Equity Investor receives a one shot tax credit that covers a percentage of the investment.

L

LCOE

Levelized cost of electricity. Provides a common way to compare the cost of energy across technologies. LCOE takes into account the installed system price and associated costs such as financing, land, insurance, transmission, operation and maintenance, and depreciation. The LCOE is a true apples-to-apples comparison of electricity costs and is the most common measure used by electric utilities or purchasers of power to evaluate the financial viability and attractiveness of a wind energy project.

M

M3

Modular maintenance model. Maintenance scheme which is halfway between the selfperform and a full scope maintenance, with some activities being performed in-house.

MW

Unit of electric power equal to 106 watts.

MWH

Equal to 106 watts of electricity used continuously for one hour.

N

NET CAPACITY FACTOR (NCF)

The ratio of a plant's actual output over a period of time, to its potential output if it were possible for it to operate at full nameplate capacity continuously over the same period of time. Also known as Load Factor.

NET DEBT

A metric that shows a company's overall debt situation calculated using company's total debt less cash on hand.

NET INVESTMENT

Equals (Capex + Financial investments – Financial divestments).

O

O&M

Operations and maintenance. All the activities necessary to run the wind-farm in a reliable, safe and economical way including for instance maintenance, repair, monitoring and operation.

OHSAS 18001

OHSAS 1800:2007 – Occupational Health and Safety Management Certification is an international standard which provides a framework to identify, control and decrease the risks associated with health and safety within the workplace.

P

PPA

Power purchase agreement. A legal contract between an electricity generator (provider) and a power purchaser (host). The power purchaser buys energy, and sometimes also capacity and/or ancillary services, from the electricity generator.

PTC

Production tax credit. The result of the Energy Policy Act of 1992, a commercial tax credit in the US that applies to wholesale electrical generators of wind energy facilities based upon the amount of energy generated in a year.

R

RENEWABLE ENERGY

Energy that is derived from resources that are regenerative or that cannot be depleted including wind energy, solar, biomass, geothermal, and moving water. Also known as alternative energy.

REC

Renewable energy credit. Represents the property rights to the environmental, social, and other non-power qualities of renewable electricity generation. A REC can be sold separately from the electricity associated with a renewable energy generation source.

RES

Renewable energy sources.

RCF

Retained cash-flow. The amount available to pay dividends to shareholders and/or to fund new investments and includes EBITDA after paying interests and tax equity investor's costs and after paying distributions to equity partners and taxes.

ROIC CASH

Return on Invested Capital (based on Cash Flows). Represents a measure of the profitability and value creation of a project or company.

RPS

Renewable Portfolio Standard. Regulation in the US that places an obligation in certain states on electricity supply companies to source a specific percentage of their energy from renewable sources.

S

SELF-PERFORM

Maintenance scheme in which all the maintenance works are done in-house which means that the project assumes the whole risk.

SELL-DOWN

Divestment strategy by which the company sells majority stakes of projects in operation or under development to recycle capital, with upfront cash flow crystallization, and creates value by reinvesting the proceeds in accretive growth, while continuing to provide operating and maintenance services.

SF6

Sulfur hexafluoride. Colorless, odorless, nonflammable and potent greenhouse gas which is used in the electrical industry especially in gas insulated switchgear power installations.

SOLAR PV

Solar photovoltaic. Plant that generates electricity by means of solar power through photovoltaics, consisting on an arrangement of several components, including solar panels to absorb and convert sunlight into electricity, a solar inverter, cables and other electrical accessories.

T

TSR

Total Shareholder Return. Measures the return that the stock provides to the shareholder, including dividends paid and the stock price appreciation.

TAX EQUITY

Financing structure (US) where the tax equity investor contributes capital in exchange of tax benefits and cash distributions during the 1st ten years the park operates, or until investment is recovered.

U

UN SDG

United Nation's Sustainable Development Goal.

W

WATT (W)

The rate of energy transfer equivalent to one ampere under an electrical pressure of one volt. One watt equals 1/746 horsepower, or one joule per second. It is the product of voltage and current (amperage). Watts are the yardstick for measuring power.

WIND ENERGY

Power generated by converting the mechanical energy of the wind into electrical energy using a wind generator.

WIND FARM

Used in reference to the land, wind turbine generators, electrical equipment, and transmission lines for the purpose of generating wind energy and alternative energy.

Audit Report, Annual Accounts and Management Report at 31 December 2019

Independent auditor's report on the annual accounts

To the shareholders of EDP Renováveis, S.A .:

Report on the annual accounts

Opinion

We have audited the annual accounts of EDP Renováveis, S.A. (the Company), which comprise the statement of financial position as at December 31, 2019, and the income statement, statement of changes in equity, statement of cash flows and related notes for the year then ended.

In our opinion, the accompanying annual accounts present fairly, in all material respects, the equity and financial position of the Company as at December 31, 2019, as well as its financial performance and cash flows for the year then ended, in accordance with the applicable financial reporting framework (as identified in note 4 of the notes to the annual accounts), and, in particular, with the accounting principles and criteria included therein.

Basis for opinion

We conducted our audit in accordance with legislation governing the audit practice in Spain. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the annual accounts section of our report.

We are independent of the Company in accordance with the ethical requirements, including those relating to independence, that are relevant to our audit of the annual accounts in Spain, in accordance with legislation governing the audit practice. In this regard, we have not rendered services other than those relating to the audit of the accounts, and situations or circumstances have not arisen that, in accordance with the provisions of the aforementioned legislation, have affected our necessary independence such that it has been compromised.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the annual accounts of the current period. These matters were addressed in the context of our audit of the annual accounts as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

PricewaterhouseCoopers Auditores, S.L., Torre PwC, Pº de la Castellana 259 B, 28046 Madrid, España Tel.: +34 915 684 400 / +34 902 021 111, Fax: +34 915 685 400, www.pwc.es

R. M. Madrid, hoja 87.250-1, folio 75, tomo 9.267, libro 8.054, sección 3ª Inscrita en el R.O.A.C. con el número S0242 - CIF: B-79 031290

Key audit matter

Assessment of the recovery of the carrying amount of long-term investments in group companies and associates

The accompanying annual accounts present long-term investments in group companies and associates, as detailed in note 8, amounting to €7,548,533 thousand.

The Company analyses these assets annually for impairment in accordance with the criteria described in note 8, and determines their recoverable amount based on the present value of future cash flows, considering the business plans approved by management. The key assumptions considered are detailed in note 8 to the accompanying annual accounts.

Furthermore, management carried out a sensitivity analysis on the most significant assumptions which, based on earlier experience, may reasonably show variations, as detailed in note 8.

As a result of the previous analyses, Company's management has concluded that for assets tested for impairment, there is no need to recognise or reverse impairment in 2019.

This area is key because it entails the application of critical judgements and significant estimates by management concerning the key assumptions used in the calculations performed, which are subject to uncertainty, and the fact that significant future changes in them could have a significant impact on the Company's annual accounts.

How our audit addressed the key audit matter

We started our analysis by gaining an understanding of the process and relevant controls that the Company has in place to analyse the recovery of long-term investments in group companies and associates.

In addition, we assessed the adequacy of the measurement models employed, the assumptions and estimates used in the calculations, including, among others, estimated performance of electricity prices, consistency with the applicable regulatory framework and the evolution of discount rates.

We also verified whether the electricity prices included in the cash flow projections prepared by the Company in the past were consistently in keeping with real data.

Specifically, with respect to discount rates, in collaboration with our valuation experts, we verified the methodology used in their estimation and that their value is within a reasonable range.

Also, we checked the mathematical accuracy of the calculations and models prepared by management and assessed the sensitivity calculations carried out and the estimates of the magnitude of the change required in the key assumptions to trigger asset impairment, or the reversal of the impairment allowance. And we have compared the recoverable value calculated by the Company with long-term investments in group companies and associates carrying amount.

Finally, we also assessed the sufficiency of the information disclosed in the annual accounts with respect to the assessment of the recoverable amount of these assets.

Based on the procedures carried out, we consider that management's approach and conclusions and the information disclosed in the accompanying annual accounts are reasonable and consistent with the evidence obtained.

Key audit matter

Recognition and measurement of derivative financial instruments

As indicated in note 7 to the accompanying annual accounts, the Company is exposed to certain financial risks, namely, exchange rate risk and interest rate risk due to the activities performed and the countries where it operates.

In order to manage these risks, management has contracted several derivatives amounting to €3,352 thousand and €151.916 thousand, in assets and liabilities, respectively (note 11) at 31 December 2019.

The fair value of the derivatives is estimated through complex valuation techniques that require the application of judgement and the use of significant assumptions by management.

The derivatives designated as accounting hedges have to meet some criteria in relation to the documentation of the hedge.

Due to the uncertainty associated with the estimation of the fair value of these instruments and the complexity of complying with accounting legislation on the application of hedge accounting, we consider this a key audit matter.

How our audit addressed the key audit matter

We started our analysis by understanding the procedure established by management to identify and measure the derivatives and the relevant controls on this area.

For a sample of derivatives selected, we checked their main characteristics with their respective contracts.

Similarly, and with the involvement of our experts in the valuation of derivatives, we assessed the valuation methodology used and for a sample of instruments, we performed a contrast assessment over the management's valuation.

Moreover, for a sample of the instruments designated as accounting hedges, we assessed the documentation is according to requirements established in prevailing accounting regulations.

Finally, we analysed the sufficiency of the disclosures included in the accompanying annual accounts regarding financial derivatives.

As a result of our tests, we consider that the measurement of financial derivatives and the information disclosed in the accompanying annual accounts are reasonable and consistent with the information available.

Other information: Management report

Other information comprises only the management report for the 2019 financial year, the formulation of which is the responsibility of the Company's directors and does not form an integral part of the annual accounts.

Our opinion on the annual accounts does not cover the management report. Our responsibility for the information contained in the management report is defined in prevailing audit regulations, which distinguish two levels of responsibility:

a) information included in the Annual Corporate Governance Report (ACGR) prepared according to the applicable portuguese regulation, as defined in article 35.2 b) of Audit Law 22/2015, that consists of verifying solely that said information was provided in the management report or, if appropriate, that the management report includes the pertinent reference in the manner provided and if not, reporting the fact.

b) A general level applicable to other information included in the management report that consists of assessing and reporting on the consistency of that information with the annual accounts, on the basis of the understanding of the company obtained in the performance of the audit of those accounts and without including information other than that obtained as evidence during the audit and assessing and reporting on whether the content and presentation of that part of the management report are in conformity with applicable legislation. If, based on the work we have performed, we conclude that there are material misstatements, we are required to report this fact.

Based on the work performed, as described above, we verified that the management report includes a reference to the fact that the non-financial information mentioned in paragraph a) above is included in the consolidated management report of the EDP Renováveis group of which the Company is the Parent company, that the mentioned information of the ACGR is included in the management report and the other information contained in the management report is consistent with that provided in the 2019 annual accounts and its content and presentation comply with applicable regulations.

Responsibility of the directors and the audit, control and related party transactions committee for the annual accounts

The Company's directors are responsible for the preparation of the accompanying annual accounts, such that they fairly present the equity, financial position and financial performance of the Company, in accordance with the financial reporting framework applicable to the entity in Spain, and for such internal control as the directors determine is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error.

In preparing the annual accounts, the Company's directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

The audit, control and related party transactions committee is responsible for overseeing the process of preparation and presentation of the annual accounts.

Auditor's responsibilities for the audit of the annual accounts

Our objectives are to obtain reasonable assurance about whether the annual accounts as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with legislation governing the audit practice in Spain will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these annual accounts.

As part of an audit in accordance with legislation governing the audit practice in Spain, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

  • · Identify and assess the risks of material misstatement of the annual accounts, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • · Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
  • · Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Company's directors.
  • Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the annual accounts or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
  • · Evaluate the overall presentation, structure and content of the annual accounts, including the disclosures, and whether the annual accounts represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with the Company's audit, control and related party transactions committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Company's audit, control and related party transactions committee with a statement that we have complied with relevant ethical requirements, including those relating to independence, and we communicate with the audit, control and related party transactions committee those matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the Company's audit, control and related party transactions committee, we determine those matters that were of most significance in the audit of the annual accounts of the current period and are therefore the key audit matters.

We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter.

Report on other legal and regulatory requirements

Report to the audit, control and related party transactions committee

The opinion expressed in this report is consistent with the content of our additional report to the Parent company's audit, control and related party transactions committee dated 20 February 2020.

Appointment period

The General Ordinary Shareholders' Meeting held on 3 April 2018 appointed us as auditors for a period of 3 years, as from the year ended 31 December 2018.

Services provided

Services provided to the Company for services other than the audit of the accounts, are indicated in the note 24 to the annual accounts.

For the non-audit services, provided to the Company's subsidiaries, please see the audit report of 20 February 2020 on the consolidated annual accounts of EDP Renováveis, S.A. and subsidiaries in which they are included.

PricewaterhouseCoopers Auditores, S.L. (S0242)

Iñaki Goiriena Basualdu (16198)

20 February, 2020

INDIVIDUAL ANNUAL ACCOUNTS 5 STATEMENT OF FINANCIAL POSITION 6 INCOME STATEMENT 7 STATEMENT OF CHANGES IN EQUITY 8 STATEMENT OF CASH FLOWS 9 NOTES TO THE ANNUAL ACCOUNTS 10 INDIVIDUAL MANAGEMENT REPORT 70 ANNEXES ANNEX I: CORPORATE GOVERNANCE 80 ANNEX II: STATEMENT OF COMPLIANCE ON SCIRF 155 ANNEX III: AUDITOR´S REPORT ON SCIRF 156

EDPR 2019 INDIVIDUAL ANNUAL ACCOUNTS

Balance sheet at 31 December 2019

THOUSAND EUROS NOTE 2019 2018
ASSETS
Intangible assets 5 7,257 2,653
Property, plant and equipment 6 2,125 2,186
Non-current investments in Group companies and associates: 7,561,609 7,150,868
Equity instruments 8 7,548,533 7,148,016
Derivatives 11 3,352 2,481
Other financial assets 9 9,724 371
Non-current investments: 8,157 313
Equity instruments 9 7,628 -
Other financial assets 9 529 313
Deferred tax assets 18 33,317 40,439
TOTAL NON-CURRENT ASSETS 7,612,465 7,196,459
Non-current assets held for sale 12 18,185 -
Trade and other receivables: 9 74,690 56,086
Customers, Group companies and associates - current 21,325 27,927
Receivables, Group companies and associates 53,351 28,100
Other receivables 13 58
Public entities, other 1 1
Current investments in Group companies and associates: 10.a - 12,665
Derivatives 11 - 3,085
Other financial assets 9 - 9,580
Current investments 9 491 15
Prepayments for current assets 421 233
Cash and cash equivalents 13 175,852 183,528
Cash 175,852 183,528
TOTAL CURRENT ASSETS 269,639 252,527
TOTAL ASSETS 7,882,104 7,448,986
EQUITY AND LIABILITIES
Capital and reserves:
Share capital 14.a 4,361,541 4,361,541
Share premium 1,228,451 1,228,451
Reserves 419,875 451,678
Profit/(loss) for the year - 8,789 29,258
TOTAL EQUITY 6,001,078 6,070,928
LIABILITIES
Non-current provisions: 836 606
Long-term employee benefits 15 836 606
Non-current debt: 145,496 88,740
Derivatives arranged with Group companies 11 120,920 88,740
Other financial liabilities 8 24,576 -
Non-current debt with Group companies and associates 17.a 1,241,257 1,093,341
Deferred tax liabilities 19 58,426 51,135
TOTAL NON-CURRENT LIABILITIES 1,446,015 1,233,822
Current debt: 31,228 393
Derivatives arranged with Group companies 11 30,996 -
Other financial liabilities 232 393
Current debt with Group companies and associates 17.a 390,439 129,148
Trade and other payables: 13,344 14,695
Payables, Group companies and associates - current 17.c 5,849 6,141
Other payables 17.c 2,041 4,004
Personnel (salaries payable) 17.c 4,775 4,043
Public entities, other 19 679 507
TOTAL CURRENT LIABILITIES 435,011 144,236
TOTAL EQUITY AND LIABILITIES 7,882,104 7,448,986

Income Statement for the year ended 31 December 2019

THOUSAND EUROS NOTE 2019 2018
CONTINUING OPERATIONS
Revenues 22 161,347 155,694
Self-constructed assets 6 55
Other operating income: 1,644 5,849
Non-trading and other operating income 1,644 5,849
Personnel costs: - 22,972 -17,909
Salaries, wages and similar compensation -18,082 -14,501
Employee benefits expense 22.c - 4,890 -3,408
Other operating expenses -21,102 -21,945
External services 22.d - 20,741 -21,626
Tax - 8 -8
Other general expenses - 353 -311
Amortisation and depreciation 5 and 6 - 860 -629
Impairment and gains/(losses) on disposal 1 -177
Property, plant and equipment - 2 -177
Investments 8 3 -
Operating profit/(loss) 118,064 120,938
Finance income: 9 1 12
From marketable securities and other financial instruments: 1 12
Other 1 12
Finance cost: 16 - 156,847 -128,937
Group companies and associates -156,809 -128,925
Other - 38 -12
Exchange gains and losses 10.d and 17.e - 4,499 3,148
Change in fair value of financial instruments 11 904 -
Impairment and gains/(losses) on disposal of financial instruments 11 171 -
Net finance cost/income - 160,270 -125,777
Profit/(loss) before tax - 42,206 -4,839
Income tax 19 33,417 34,097
Profit/(loss) for the year from continuing operations - 8,789 29,258
Profit/(loss) for the year - 8,789 29,258

Statement of changes in equity for the year ended 31 December 2019

a) Statement of recognised income and expense for the year ended 31 December 2019

THOUSAND EUROS
NOTE
2019 2018
Net profit/(loss) for the year - 8,789 29,258
Total income and expense recognised directly in equity - -
Grants, donations and bequests - -
Tax effect - -
Total amounts transferred to the income statement - -
Grants, donations and bequests - -
Tax effect - -
Total recognised income and expense - 8,789 29,258

b) Statement of total changes in equity for the year ended 31 December 2019

THOUSAND EUROS 2019
ENTITY SHARE CAPITAL SHARE
PREMIUM
RESERVES PROFIT/(LOSS)
FOR THE YEAR
TOTAL
Balance at 31 December 2018
Recognised income and expense
4,361,541
-
1,228,451
-
451,678
-
29,258
- 8,789
6,070,928
-8,789
Allocation of profit or loss (note 3):
Reserves
Dividends
2,926
-34,729
- 2,926
- 26,332
-
-61,061
Balance at 31 December 2019 4,361,541 1,228,451 419,875 - 8,789 6,001,078
THOUSAND EUROS 2018
ENTITY SHARE
CAPTAL
SHARE
PREMIUM
RESERVES PROFIT/(LOSS)
FOR THE YEAR
TOTAL
Balance at 31 December 2017 4,361,541 1,228,451 390,634 113,383 6,094,009
Recognised income and expense
Allocation of profit or loss (note 3):
- - - 29,258 29,258
Reserves - - 11,338 -11,338 -
Dividends - - 49,706 -102,044 -52,338
Balance at 31 December 2018 4,361,541 1,228,451 451,678 29,258 6,070,928

Cash flow statement for the year ended 31 December 2019

THOUSAND EUROS NOTE 2019 2018
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
Profit/(loss) for the year before tax -42,206 -4,839
Adjusted profit/(loss):
Amortisation and depreciation (+)
Change in provisions (+/-)
Proceeds from disposals of fixed assets
Finance income (-)
Finance cost (+)
Exchange differences (+/-)
Change in fair value of financial instruments
Impairment and proceeds from disposal of financial instruments (+/-)
Changes in operating assets and liabilities:
Trade and other receivables (+/-)
Other current assets
Trade and other payables (+/-)
Other cash flows from (used in) operating activities:
Interest paid (-)
Interest received (+)
Derivative financial instruments received (paid) (+/-)
Income tax received (paid) (+/-)
5 and 6
15
10.d and 17.f
11
8 and 11
19
161,359
860
230
-1
-1
156,847
4,499
-904
-171
-4,141
-3,375
-188
-578
-107,821
-145,807
1
3,504
34,481
125,987
629
-596
177
-12
128,937
-3,148
-
-
-3,191
-2,522
-132
-537
-497,503
-124,594
12
-402,990
30,069
Cash flows from (used in) operating activities 7,191 -379,546
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES:
Payments for investments: (-)
Group companies and associates
Intangible assets
Property, plant and equipment
Other financial assets
Proceeds from sale of investments: (+)
Group companies and associates
Other financial assets
Cash flows from (used in) investing activities
-1,067,018
-1,045,016
-4,473
-339
-17,190
731,834
722,254
9,580
-335,184
-523,278
-520,561
-1,249
-1,468
-
542,415
542,401
14
19,137
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES:
Payments made and received for financial liability instruments:
Debt issues, Group companies (+)
Redemption and repayment of debts with Group companies (-)
381,431
915,374
-533,943
600,156
1,388,350
-788,194
Dividends and interest on other equity instruments paid:
Dividends (-)
-61,061
-61,061
-52,338
-52,338
Cash flows from (used in) financing activities 320,370 547,818
Effect of exchange rate fluctuations -53 -13,487
Net increase/decrease in cash and cash equivalents -7,676 173,922
Cash and cash equivalents at beginning of year 13 183,528 9,606
Cash and cash equivalents at year end 13 175,852 183,528

NOTES TO THE ANNUAL ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2019

01. Naure and activities of the company
02. Basis of presentation
03. Allocation of profit or loss
04. Significant accounting policies
05. Intangble asses
06. Property, plant and equipment
07. Risk management policy
06. Investments in equity instruments of Group companies and associates
09. Financial asets by category
10. Investments and trade receivables
I I. Derivative financial instruments
12. Nor-current assets held for sale
13. Cash and cash equivalents
14. Capital and reserves
15. Provisions
16. Financial libilities by category
17. Debt and trade payables
18. Late payments to suppliers
19. Taxtion
20. Environmental information
21. Related party balarces and transactions
22. Income and expense
2. Employee information
24 Audit fees
25. Commitments
26. Events after the reporting period
Appendix

01. NATURE AND ACTIVITIES OF THE COMPANY

EDP Renováveis, S.A. (hereinafter, "the Company") was incorporated by public deed under Spanish law on 4 December 2007 for an indefinite period of time and commenced operations on the same date. Its registered office is in Oviedo at Plaza del Fresno 2.

According to the Company's articles of association, the statutory activity of EDP Renováveis, S.A. comprises activities related to the electricity sector, specifically the planning, construction, maintenance and management of electricity production facilities, in particular those eligible for the special regime for electricity generation. The Company promotes and develops projects relating to energy resources and electricity production activities as well as managing and administering other companies' equity securities.

The Company can engage in its statutory activities directly or indirectly through ownership of shares or investments in companies or entities with identical or similar statutory activities.

On 28 January 2008, EDP-Energías de Portugal, S.A. informed the market and the general public that its directors had decided to launch a public share offering in EDP Renováveis, S.L. The Company completed its initial flotation in June 2008, with 22.5% of its shares quoted on the Lisbon stock exchange.

During 2017, EDP - Energías de Portugal, S.A. carried out a buyback process to buy back quoted shares. After this process was completed, only 17.44% of the Company's shares remain quoted on the Lisbon Stock Exchange.

As explained in note 8, the Company holds investments in subsidiaries. Consequently, in accordance with prevailing legislation, the Company is the parent of a group of companies. In accordance with generally accepted accounting principles in Spain, consolidated annual accounts must be prepared to give a true and fair view of the financial position of the Group, the results of operations and changes in its equity and cash flows. Details of investments in Group companies are provided in Appendix I.

On 19 February 2020 the Directors authorised for issue the consolidated annual accounts of EDP Renováveis, S.A. and subsidiaries for 2019 under International Financial Reporting Standards adopted by the European Union (IFRS-EU), which show consolidated profit of Euros 622,667 thousand and consolidated equity of Euros 8,334,700 thousand (Euros 472,169 thousand and Euros 8,122,404 thousand in 2018). The consolidated annual accounts will be filed at the Asturias Mercantile Registry.

The operating activity of the Group headed by the Company is carried out in Europe, the USA and Brazil through three subgroups headed by EDP Renewables Europe, S.L.U. (EDPR EU) in Europe, EDP Renewables North America, LLC (EDPR NA) in the USA and EDP Renováveis Brasil in Brazil. In addition, in 2010 the Group incorporated the subsidiary EDP Renewables Canada, Ltd. to provide a base for carrying out projects in Canada.

The Company belongs to the EDP Group, of which the parent is EDP - Energías de Portugal, S.A., with registered office at Avenida 24 de Julho, n.º 12 in Lisbon.

In December 2011, China Three Gorges Corporation (CTG) signed an agreement to acquire 780,633,782 ordinary shares in EDP from Parpública - Participações Públicas SGPS, S.A., representing 21.35% of the share capital and voting rights of EDP Energias de Portugal S.A., the majority shareholder of the Company. This transaction took place in May 2012.

The terms of the agreements under which CTG became a shareholder of the EDP Group stipulate minority investments by CTG totalling Euros 2,000 million in renewable energy products underway and ready for construction (including co-funding capex (capital expenditure)).

Within the context of the foregoing agreement, the following transactions have taken place:

• In June 2013, EDPR sold its 49% interest in the equity of EDPR Portugal to CTG through CITIC CWEI Renewables S.C.A.

  • In May 2015, EDPR closed the sale of its 49% interest in the following EDPR Brazil subsidiaries to CTG through CWEI Brasil participaçoes LTDA: Elebrás Projetos S.A, Central Nacional de Energia Eólica S.A, Central Eólica Baixa do Feijão I S.A, Central Eólica Baixa do Feijão II S.A, Central Eólica Baixa do Feijão III S.A, Central Eólica Baixa do Feijão IV S.A, Central Eólica Jau S.A. and Central Eólica Aventura S.A.
  • In October 2016, EDPR sold its 49% interest in the capital of EDP Renewables Polska SP.Zo.o. to CTG through ACE Poland S.Á.R.L. and sold its 49% interest in the capital of EDP Renewables Italia S.R.L. to CTG through ACE Italy S.Á.R.L.
    • In June 2017, the EDPR Group closed the sale of its 49% interest in the capital of EDPR PT Parques Eólicos, S.A. to CTG through ACE Portugal S.Á.R.L.
    • In December 2018, EDPR closed the sale of 10% of the share capital of the associate Moray East Holdings Limited to CTG through China Three Gorges (UK) Limited.

02. BASIS OF PRESENTATION

a) True and fair view

The annual accounts for 2019 have been prepared on the basis of the accounting records of EDP Renováveis, S.A., in accordance with prevailing legislation and the Spanish General Chart of Accounts to give a true and fair view of the equity and financial position at 31 December 2019 and results of operations, changes in equity, and cash flows for the year then ended.

The directors consider that the accompanying individual annual accounts for 2019, authorised for issue on 19 February 2020, will be approved with no changes by the shareholders at their annual general meeting.

b) Comparative information

The balance sheet, income statement, statement of changes in equity, cash flow statement and the notes thereto for 2019 include comparative figures for 2018, which formed part of the 2018 annual accounts approved by shareholders at the annual general meeting held on 11 April 2019.

c) Functional and presentation currency

The figures disclosed in the annual accounts are expressed in thousands of Euros, the Company's functional and presentation currency.

d) Critical issues regarding the valuation and estimation of relevant uncertainties and judgements used when applying accounting principles

Relevant accounting estimates and judgements and other estimates and assumptions have to be made when applying the Company's accounting principles to prepare the annual accounts. A summary of the items requiring a greater degree of judgement or which are more complex, or where the assumptions and estimates made are significant to the preparation of the annual accounts, is as follows:

Relevant accounting estimates and assumptions

The Company tests investments in Group companies for impairment on an annual basis. Impairment is calculated by comparing the carrying amount of the investment with its recoverable amount. The recoverable amount is the higher of value in use and fair value less costs to sell. The Company generally uses cash flow discounting methods to calculate these values. Cash flow discounting calculations are based on projections in the budgets approved by management. The cash flows take into consideration past experience and represent management's best estimate of future market performance. The key assumptions employed when determining fair value less costs to sell and value in use include growth rates in accordance with best estimates of rises in electricity prices in each country, the weighted average cost of capital and tax rates. The estimates, including the methodology used, could have a significant impact on values and impairment loss. In certain cases, when estimating impairment of such investments, the investee's equity is taken into consideration, corrected for any net unrealised gains existing at the measurement date.

The fair value of financial instruments is based on market quotations when available. Otherwise, fair value is based on prices applied in recent, similar transactions in market conditions or on evaluation methodologies using discounted future cash flow techniques, considering market conditions, time value, the profitability curve and volatility factors. These methods may require assumptions or judgements in estimating fair value.

Recording and recovery of deferred tax assets.

The recording and recoverability of deferred tax assets is assessed when they are generated and subsequently at each statement of financial position reporting date in accordance with expected taxable income/tax loss. The Company also takes into account future tax obligations constituting the recovery of such assets.

Changes in accounting estimates

Although estimates are calculated by the Company's directors based on the best information available at 31 December 2019, future events may require changes to these estimates in subsequent years. Any effect on the annual accounts of adjustments to be made in subsequent years would be recognised prospectively.

03. ALLOCATION OF PROFIT OR LOSS

The proposed allocation of the 2019 profit and loss to be submitted to the shareholders for approval at their annual general meeting is as follows:

EUROS
BASIS OF ALLOCATION:
Losses for the year -8,788,570.89
Voluntary reserves 69,784,652.96
DISTRIBUTION:
Prior years' losses -8,788,570.89
Dividends 69,784,652.96
TOTAL 60,996,082.07

The distribution of profit and reserves of the Company for the year ended 31 December 2018, approved by the shareholders at their annual general meeting held on 11 April 2019, was as follows:

EUROS
BASIS OF ALLOCATION:
Profit for the year 29,258,492.74
Voluntary reserves 34,728,927.87
DISTRIBUTION:
Legal reserve 2,925,849.27
Dividends 61,061,571.34
TOTAL 63,987,420.61

At 31 December, non-distributable reserves are as follows:

THOUSAND EUROS
2019 2018
NON-DISTRIBUTABLE RESERVES:
Legal reserve 75,971 73,045
75,971 73,045

Profit recognised directly in equity cannot be distributed, either directly or indirectly.

04. SIGNIFICANT ACCOUNTING POLICIES

a) Foreign currency transactions, balances and cash flows

Foreign currency transactions have been translated into Euros using the spot exchange rate prevailing at the transaction date.

Monetary assets and liabilities denominated in foreign currencies have been translated into Euros at the closing rate, while non-monetary assets and liabilities measured at historical cost have been translated at the exchange rate prevailing at the transaction date.

In the cash flow statement, cash flows from foreign currency transactions have been translated into Euros at the exchange rates at the dates the cash flows occur.

The effect of exchange rate fluctuations on cash and cash equivalents denominated in foreign currencies is recognised separately in the cash flows statement as Effect of exchange rate fluctuations.

Exchange gains and losses arising on the settlement of foreign currency transactions and the translation into Euros of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

b) Intangible assets

Computer software is measured at purchase price and carried at cost, less any accumulated amortisation and impairment. Computer software is amortised by allocating the depreciable amount on a systematic basis over its useful life, which has been estimated at five years from the asset entering normal use.

Capitalised personnel expenses of employees who install computer software are recognised as Self-constructed assets in the income statement.

Computer software acquired and produced by the Company, including website costs, is recognised when it meets the following conditions:

  • Payments attributable to the performance of the project can be measured reliably.
  • The allocation, assignment and timing of costs for each project are clearly defined.
  • There is evidence of the project's technical success, in terms of direct operation or sale to a third party of the results thereof once completed and if a market exists.
  • The economic and commercial feasibility of the project is reasonably assured.
  • Financing to develop the project, the availability of adequate technical and other resources to complete the development and to use or sell the resulting intangible asset are reasonably assured.
  • There is an intention to complete the intangible asset for its use or sale.

Computer software maintenance costs are charged as expenses when incurred.

c) Property, plant and equipment

Property, plant and equipment are measured at cost of acquisition. Property, plant and equipment are carried at cost less any accumulated depreciation and impairment.

Property, plant and equipment are depreciated by allocating the depreciable amount of an asset on a systematic basis over its useful life. The depreciable amount is the cost of an asset, less its residual value. The Company determines the depreciation charge separately for each component of an item of property, plant and equipment with a cost that is significant in relation to the total cost of the asset and with a useful life that differs from the remainder of the asset.

Property, plant and equipment are depreciated using the following criteria:

DEPRECIATION
METHOD
ESTIMATED YEARS
OF USEFUL LIFE
Other equipment Straight-line 10
Furniture Straight-line 10
Information technology equipment Straight-line 4

d) Financial instruments

Financial assets and liabilities at fair value through changes in profit and loss

This category includes the derivative financial instruments described in note 11, which are initially recognised at fair value. Transaction costs directly attributable to the acquisition or issue are recognised as an expense when incurred.

After initial recognition, they are recognised at fair value through profit or loss. Fair value is reduced by transaction costs incurred on sale or disposal. Accrual interest and dividends are recognised separately.

Loans and receivables

Loans and receivables comprise trade and non-trade receivables with fixed or determinable payments that are not quoted in an active market other than those classified in other financial asset categories. These assets are initially recognised at fair value, including transaction costs, and are subsequently measured at amortised cost using the effective interest method.

Investments in Group companies

Investments in Group companies are initially recognised at cost, which is equivalent to the fair value of the consideration given, excluding transaction costs, and are subsequently measured at cost net of any accumulated impairment. The cost of investments in Group companies acquired before 1 January 2010 includes any transaction costs incurred.

Investments in Group companies denominated in foreign currencies covered by hedges of net investments in foreign operations are updated to reflect exchange rate fluctuations (see note 4 L).

Investments in Group companies acquired through a non-monetary contribution from another Group company are measured at the pre-transaction value in the consolidated accounts.

Non-monetary contributions in exchange for investments in the equity of other companies

In non-monetary contributions of businesses (including investments in Group companies) to other Group companies, equity investments received are measured on the transaction date at the carrying amount of the company in the consolidated accounts. Gains or losses deferred in recognised income and expense associated with the assets and liabilities conveyed continue to be recognised in equity but are linked to the investment received.

Interest and dividends

Interest is recognised using the effective interest method.

Dividends from investments in equity instruments are recognised when the Company is entitled to receive them. If the dividends are clearly derived from profits generated prior to the acquisition date because amounts higher than the profits generated by the investment since acquisition have been distributed, the carrying amount of the investment is reduced.

Pursuant to request ruling number 2 issued by the Spanish Accounting and Auditing Institute, published in its Official Gazette number 78, for entities whose ordinary activity is the holding of shares in group companies and the financing of investees, the dividends and other income - coupons, interest - earned on financing extended to investees, as well as gains obtained from the disposal of investments, except those deriving from the disposal of subsidiaries, jointly controlled entities and associates, constitute revenue in the income statement.

Derecognition of financial assets

Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire or have been transferred and the Company has transferred substantially all the risks and rewards of ownership.

Impairment of financial assets

Impairment of financial assets carried at amortised cost

The amount of the impairment loss of financial assets carried at amortised cost is measured as the difference between the asset's carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset's original effective interest rate.

The impairment loss is recognised in profit and loss and may be reversed in subsequent periods if the decrease can be objectively related to an event occurring after the impairment has been recognised. The loss can only be reversed to the limit of the amortised cost of the assets had the impairment loss not been recognised.

Investments in Group companies

Impairment is calculated by comparing the carrying amount of the investment with its recoverable amount. The recoverable amount is the higher of value in use and fair value less costs to sell.

Value in use is calculated based on the Company's share of the present value of future cash flows expected to be derived from ordinary activities and from the final disposal of the asset.

The carrying amount of the investment includes any monetary item that is receivable or payable for which settlement is neither planned nor likely to occur in the foreseeable future, excluding trade receivables or trade payables.

In subsequent years, reversals of impairment losses in the form of increases in the recoverable amount are recognised, up to the limit of the carrying amount that would have been determined for the investment if no impairment loss had been recognised.

The recognition or reversal of an impairment loss is recorded in the income statement.

Impairment of an investment is limited to the amount of the investment, except when contractual, legal or constructive obligations have been assumed by the Company or payments have been made on behalf of the companies.

Financial liabilities

Financial liabilities, including trade and other payables, that are not classified as held for trading or as financial liabilities at fair value through profit or loss are initially recognised at fair value less any transaction costs directly attributable to the issue of the financial liability. After initial recognition, liabilities classified under this category are measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

The Company derecognises all or part of a financial liability when it either discharges the liability by paying the creditor, or is legally released from primary responsibility for the liability either by process of law or by the creditor.

Fair value

The fair value is the amount for which an asset can be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction. If available, quoted prices in an active market are used to determine fair value. Otherwise, the Company calculates fair value using recent transaction prices or, if insufficient information is available, generally accepted valuation techniques such as discounting expected cash flows.

e) Cash and cash equivalents

Cash and cash equivalents include cash on hand and demand deposits in financial institutions. They also include other short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. An investment normally qualifies as a cash equivalent when it has a maturity of less than three months from the date of acquisition.

The Company classifies current accounts with Group companies under this heading if they are considered to be cash-pooling accounts when there is a debit balance. If not, they are recorded under current payables with Group companies and associates.

The Company recognises cash payments and receipts for financial assets and financial liabilities in which turnover is quick on a net basis in the statement of cash flows. Turnover is considered to be quick when the period between the date of acquisition and maturity does not exceed six months.

f) Provisions

Provisions are recognised when the Company has a present obligation (legal, contractual, constructive or tacit) as a result of a past event; it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation; and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the expenditure required to settle the present obligation at the end of the reporting period, taking into account all risks and uncertainties surrounding the amount to be recognised as a provision and, where the time value of money is material, the financial effect of discounting provided that the expenditure to be made each period can be reliably estimated. The discount rate is determined before taxes, taking into consideration the time value of money, as well as the specific risks that have not been included in the future cash flows relating to the provision at each closing date.

The financial effect of the provisions is recognised as a financial expense in the income statement.

If it is not probable that an outflow of resources will be required to settle an obligation, the provision is reversed.

g) Revenue from sales and services rendered

Revenue from the sale of goods and the rendering of services is measured at the fair value of the consideration received or receivable. Discounts, as well as the interest added to the nominal amount of the consideration, are recognised as a reduction in the consideration.

Revenues associated with the rendering of services are recognised in the income statement by reference to the stage of completion at the reporting date when revenues, the stage of completion, the costs incurred and the costs to complete the transaction can be estimated reliably and it is probable that the economic benefits derived from the transaction will flow to the Company.

h) Income tax

The income tax expense or tax income for the year comprises current tax and deferred tax.

Current tax assets or liabilities are measured at the amount expected to be paid to or recovered from the taxation authorities, using the tax rates and tax laws that have been enacted or substantially enacted at the reporting date.

Current and deferred tax are recognised as income or an expense and included in profit or loss for the year, except to the extent that the tax arises from a transaction or event which is recognised, in the same or a different year, directly in equity, or from a business combination.

The Company files consolidated tax returns as part of the 385/08 group headed by EDP Energías de Portugal, S.A. Sucursal en España.

In addition to the factors to be considered for individual taxation, set out previously, the following factors are taken into account when determining the accrued income tax expense for the companies forming the consolidated tax group:

• Temporary and permanent differences arising from the elimination of profits and losses on transactions between Group companies, derived from the process of determining consolidated taxable income.

• Deductions and credits corresponding to each company forming the consolidated tax group. For these purposes, deductions and credits are allocated to the company that carried out the activity or obtained the profit necessary to obtain the right to the deduction or tax credit.

Temporary differences arising from the elimination of profits and losses on transactions between tax group companies are allocated to the company which recognised the profit/loss and are valued using the tax rate of that company.

A reciprocal credit and debit arises between the companies that contribute tax losses to the consolidated Group and the rest of the companies that offset those losses. Where a tax loss cannot be offset by the other consolidated Group companies, these tax credits for loss carryforwards are recognised as deferred tax assets using the applicable recognition criteria, considering the tax group as a taxable entity.

The Parent of the Group records the total consolidated income tax payable (recoverable) with a debit (credit) to receivables (payables) from/to Group companies and associates.

The amount of the debt (credit) relating to the subsidiaries is recognised with a credit (debit) to payables (receivables) to/from Group companies and associates (see notes 10 and 17 (c)).

Taxable temporary differences

Taxable temporary differences are recognised in all cases except where they arise from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither accounting profit nor taxable income.

Deductible temporary differences

Deductible temporary differences are recognised provided that it is probable that sufficient taxable income will be available against which the deductible temporary difference can be utilised, or when tax legislation envisages the possibility of converting deferred tax assets into a receivable from public entities in the future.

The Company recognises the conversion of a deferred tax asset into a receivable from public entities when it becomes enforceable in accordance with prevailing tax legislation. For this purpose, the deferred tax asset is derecognised with a charge to the deferred tax expense and the receivable is recognised with a credit to current tax. Likewise, the Company recognises the exchange of a deferred tax asset for government debt securities when it acquires ownership thereof.

The Company recognises the payment obligation deriving from financial contributions as an operating expense with a credit to payables to public entities when it is accrued in accordance with the Spanish Income Tax Law.

Nonetheless, assets arising from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither accounting profit nor taxable income, are not recognised.

In the absence of evidence to the contrary, it is not considered probable that the Company will have future taxable profit when the deferred tax assets are expected to be recovered in a period of more than ten years from the end of the reporting period, irrespective of the nature of the deferred tax asset; or, in the case of tax credits for deductions and other tax relief that are unused due to an insufficient amount of total tax, when there is reasonable doubt after the activity or the income giving rise to entitlement to the deduction or tax credit has been rendered or received, respectively - as to whether the requirements for their offset will be met.

The Company only recognises deferred tax assets arising from tax loss carryforwards when it is probable that future taxable profit will be generated against which they may be offset within the period stipulated in applicable tax legislation, up to a maximum period of ten years, unless there is evidence that their recovery in a longer period of time is probable and tax legislation provides for their utilisation in a longer period or stipulates no time limit for their utilisation.

Conversely, it is considered probable that the Company will generate sufficient taxable profit to recover deferred tax assets when there are sufficient taxable temporary differences relating to the same taxation authority and the same taxable entity, which are expected to reverse in the same tax period as the expected reversal of the deductible temporary differences or in periods into which a tax loss arising from a deductible temporary difference can be carried back or forward.

The Company recognises deferred tax assets not previously recognised because they were not expected to be utilised within the ten-year recovery period, inasmuch as the future reversal period does not exceed ten years from the end of the reporting period or when there are sufficient taxable temporary differences.

Tax planning opportunities are only considered when assessing the recoverability of deferred tax assets and if the Company intends to use these opportunities or it is probable that they will be utilised.

Measurement

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the years when the asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantially enacted. The tax consequences that would follow from the manner in which the Company expects to recover or settle the carrying amount of its assets or liabilities are also reflected in the measurement of deferred tax assets and liabilities. For these purposes, the Company has considered the deduction for reversal of the temporary measures provided in transitional provision thirtyseven of Income Tax Law 27/2014 of 27 November 2014 as an adjustment to the tax rate applicable to the deductible temporary difference associated with the non-deductibility of amortisation and depreciation charges in 2013 and 2014.

Classification

Deferred tax assets and liabilities are recognised in the statement of financial position under non-current assets or liabilities, irrespective of the expected date of recovery or settlement.

i) Classification of assets and liabilities as current and non-current

The Company classifies assets and liabilities in the statement of financial position as current and non-current. Current assets and liabilities are determined as follows:

  • Assets are classified as current when they are expected to be realised or are intended for sale or consumption in the Company's normal operating cycle, they are held primarily for the purpose of trading, they are expected to be realised within 12 months after the reporting date or are cash or a cash equivalent, unless the assets may not be exchanged or used to settle a liability for at least 12 months after the reporting date.
  • Liabilities are classified as current when they are expected to be settled in the Company's normal operating cycle, they are held primarily for the purpose of trading, they are due to be settled within 12 months after the reporting date or the Company does not have an unconditional right to defer settlement of the liability for at least 12 months after the reporting date.
  • Financial liabilities are classified as current when they are due to be settled within 12 months after the reporting date, even if the original term was for a period longer than 12 months, and an agreement to refinance or to reschedule payments on a long-term basis is completed after the reporting date and before the annual accounts are authorised for issue.

j) Environmental issues

Environmental assets

Non-current assets acquired by the Company to minimise the environmental impact of its activity and to protect and improve the environment, including the reduction and elimination of future pollution from the Company's activities, are recognised as property, plant and equipment in the balance sheet at purchase price or cost of production and depreciated over their estimated useful lives.

Environmental expenses

Environmental expenses are the costs derived from managing the environmental effects of the Company's operations and existing environmental commitments. These include expenses relating to the prevention of pollution caused by ordinary activities, waste treatment and disposal, decontamination, restoration, environmental management or environmental audit.

Expenses derived from environmental activities are recognised as operating expenses in the period in which they are incurred.

Environmental provisions

The Company makes an environmental provision when expenses are probable or certain to arise but the amount or timing is unknown. Where necessary, provision is also made for environmental actions arising from any legal or contractual commitments and for those commitments acquired for the prevention and repair of environmental damage.

k) Related party transactions

Transactions between Group companies are recognised at the fair value of the consideration given or received. The difference between this value and the amount agreed is recognised in line with the underlying economic substance of the transaction.

l) Hedge accounting

Derivative financial instruments which qualify for hedge accounting are initially measured at fair value, plus any transaction costs that are directly attributable to the acquisition, or less any transaction costs directly attributable to the issue of the financial instruments.

The Company undertakes fair value hedges and hedges of net investments in foreign operations.

At the inception of the hedge the Company formally designates and documents the hedging relationships and the objective and strategy for undertaking the hedges. Hedge accounting is only applicable when the hedge is expected to be highly effective at the inception of the hedge and in subsequent years in achieving offsetting changes in fair value or cash flows attributable to the hedged risk, throughout the period for which the hedge was designated (prospective analysis), and the actual effectiveness is within a range of 80%-125% (retrospective analysis) and can be reliably measured.

The Company hedges net investments in foreign operations in relation to its investment in the Group companies EDP Renewables North America, LLC., EDP Renováveis Brasil S.A. and EDP Renewables Canada, Ltd.

m) Hedges of a net investment in a foreign operation

The Company hedges the foreign currency risk arising from investments in Group companies denominated in foreign currency. The portion of gains or losses on the hedging instrument or on the exchange rate of the monetary item used as the hedging instrument is recognised as exchange gains or losses in the income statement. Gains or losses on investments related to the underlying foreign currency amount in the annual accounts are recognised as exchange gains or losses in profit and loss with a valuation adjustment for the effective part of the hedge.

n) Grants, donations and bequests

Grants, donations and bequests are recorded in recognised income and expense when, where applicable, they have been officially awarded, the conditions attached to them have been met or there is reasonable assurance that they will be received.

Monetary grants, donations and bequests are measured at the fair value of the sum received, whilst non-monetary grants, donations and bequests received are accounted for at fair value.

In subsequent years, grants, donations and bequests are recognised as income as they are applied.

o) Long- and short-term employee benefits

The Company recognises the expected cost of profit-sharing and bonus plans when it has a present legal or constructive obligation to make such payments as a result of past events and a reliable estimate of the obligation can be made.

p) Non-current assets held for sale

Non-current assets or disposal groups whose carrying amount will be largely recovered through a sale transaction instead of recognised at the value in use are recognised under this heading. In order for non-current assets or disposal groups to be classified as held for sale, they must be available for disposal in their current condition, exclusively subject to the usual terms and conditions of sale transactions, and the disposal must also be deemed to be highly probable.

Non-current assets and disposal groups classified as held for sale are not amortised or depreciated and are recorded at their carrying amount or fair value, whichever is lower, less costs to sell.

The Company recognises initial and subsequent impairment losses on assets classified in this category in the income statement under results of continuing operations.

05. INTANGIBLE ASSETS

Details of intangible assets and movement are as follows:

THOUSAND EUROS BALANCE AT
31/12/2017
ADDITIONS BALANCE AT
31/12/2018
ADDITIONS TRANSFERS BALANCE AT
31/12/2019
COST:
Computer software 5,185 1,543 6,728 - 4,320 11,048
Computer software under development 994 369 1,363 5,078 -4,320 2,121
6,174 1,912 8,091 5,078 - 13,169
AMORTISATION:
Computer software -5,009 -429 -5,438 -474 - -5,912
-5,009 -429 -5,438 -474 - -5,912
CARRYING AMOUNT 1,170 1,483 2,653 4,604 - 7,257

Additions in 2019 and 2018 reflect information management applications purchased or developed during the year.

At the 2019 reporting date, the Company had fully amortised intangible assets in use amounting to Euros 5,197 thousand (Euros 4,967 thousand in 2018)

At 31 December 2019 and 2018 the Company has no commitments to purchase intangible assets.

06. PROPERTY, PLANT AND EQUIPMENT

Details of property, plant and equipment and movement are as follows:

THOUSAND EUROS BALANCE AT
31/12/2017
ADDITIONS BALANCE AT
31/12/2018
ADDITIONS DISPOSALS BALANCE AT
31/12/2019
COST:
Other fixtures 1,681 1,188 2,869 180 - 3,049
Furniture 116 623 739 115 - 854
Information technology equipment 596 50 646 44 - 690
Vehicles 21 - 21 - -21 -
2,414 1,861 4,275 339 -21 4,593
DEPRECIATION:
Other fixtures -1,242 -179 -1,421 -280 - -1,701
Furniture -47 -17 -64 -82 - -146
Information technology equipment -596 -2 -598 -23 - -621
Vehicles -4 -2 -6 -1 7 -
-1,889 -200 -2,089 -386 -2,468
CARRYING AMOUNT 525 1,661 2,186 -47 -14 2,125

Additions in 2019 and 2018 mainly reflect the work to improve and modernise the Company's headquarters carried out during the year.

The Company has taken out insurance policies to cover the risk of damage to its property, plant and equipment. The coverage of these policies is considered sufficient.

Fully depreciated property, plant and equipment amount to Euros 852 thousand at the 2019 reporting date (Euros 596 thousand in 2018) and comprise information technology equipment.

At 31 December 2019 and 2018 the Company has no commitments to purchase property, plant and equipment.

07. RISK MANAGEMENT POLICY

a) Financial risk factors

The Company's activities are exposed to various financial risks: market risk (including currency risk and fair value interest rate risk), credit risk, liquidity risk, and cash flow interest rate risk. The Company's global risk management programme focuses on uncertainty in the financial markets and aims to minimise potential adverse effects on the Company's profits. The Company uses derivatives to mitigate certain risks.

The directors of the Company are responsible for defining general risk management principles and establishing exposure limits. The Company's financial risk management is subcontracted to the Finance Department of EDP - Energías de Portugal, S.A. in accordance with the policies approved by the Board of Directors. The subcontracted service includes the identification and evaluation of hedging instruments.

All operations involving derivative financial instruments are subject to prior approval from the board of directors, which sets the parameters of each operation and approves the formal documents describing the objectives of the operation.

Currency risk

The Company operates internationally and is therefore exposed to currency risk when operating with foreign currencies, especially with regard to the US Dollar, the Brazilian Real, the Canadian Dollar and the Polish Zloty. Currency risk is associated with recognised assets and liabilities, and net investments in foreign operations.

The Company holds investments in Group companies denominated in a foreign currency, which are exposed to currency risk. Currency risk affecting these investments is mitigated primarily through derivative financial instruments and borrowings in the corresponding foreign currencies.

Details of hedged financial assets and the derivative financial instruments obtained to hedge them are provided in notes 8 and 11.

Details of financial assets and liabilities in foreign currencies and transactions in foreign currencies are provided in notes 8, 10, 17 and 22.

Credit Risk

The Company is not significantly exposed to credit risk as the majority of its balances and transactions are with Group companies. As the counterparties of derivative financial instruments are Group companies, and the counterparties of their derivative financial instruments are highly solvent banks, the Company is not subject to significant counterparty default risk. Guarantees or other derivatives are therefore not requested in this type of operation.

The Company has documented its financial operations in accordance with international standards. The majority of its operations with derivative financial instruments are therefore contracted under "ISDA Master Agreements", which facilitate the transfer of instruments in the market.

The total amount of financial assets subject to credit risk is shown in note 10.

Liquidity Risk

Liquidity risk is the risk that the Company will be unable to comply with its financial commitments on maturity. The Company's approach in managing liquidity risk is to guarantee as far as possible that liquidity will always be available to pay its debts before they mature, in normal conditions and during financial difficulties, without incurring unacceptable losses or compromising the Company's reputation.

The directors have estimated cash flows which show that the Company will meet existing commitments at 2019 year end and those expected for 2020.

Compliance with the liquidity policy ensures that contracted commitments are paid, maintaining sufficient credit facilities. The EDP Renováveis Group manages liquidity risk by arranging and maintaining credit facilities with its majority shareholder, or directly with domestic and international entities in the market, under optimal conditions, to ensure access to the financing required to continue its activities.

Details of financial assets and financial liabilities by contractual maturity date are provided in notes 10 and 17.

Cash flow and fair value interest rate risks

In 2019 and 2018 the Company does not have a considerable amount of interest-bearing assets and as a result, income and cash flows from operating activities are not significantly affected by fluctuations in market interest rates.

Interest rate risk arises from non-current borrowings, which are extended by Group companies. The loans have fixed interest rates, exposing the Company to fair value risks.

Details of hedged financial assets and the derivative financial instruments obtained to hedge them are provided in notes 8 and 11.

08. INVESTMENTS IN EQUITY INSTRUMENTS OF GROUP COMPANIES AND ASSOCIATES

Details of direct investments in equity instruments of Group companies and associates are as follows:

THOUSAND EUROS 2019 2018
GROUP COMPANIES
EDP Renováveis Brasil S.A. 233,113 218,553
EDP Renewables Europe, S.L.U. 3,079,340 3,079,340
EDP Renewables North America, LLC 3,875,792 3,538,271
EDP Renewables Canada, Ltd. 46,597 33,476
EDP Renováveis Servicios Financieros S.A. 274,892 274,892
EDP Renowables Offshore France S.A.S. - 500
EDPR PRO V S.L.R. 25 25
EDPR Offshore España S.L. - 725
Eolos Energias S.A.S E.S.P 27,256 -
Vientos del Norte S.A.S E.S.P 9,281 -
Other (See Appendix I) 10 7
Total 7,546,306 7,145,789
ASSOCIATES
Solar Works BV 2,227 2,227
Total 2,227 2,227
Total 7,548,533 7,148,016
(Note 10A) (Note 10A)

Movement in Group and associate equity instruments during 2019 and 2018 was as follows:

THOUSAND EUROS 2019
31/12/2018 ADDITIONS DISPOSALS CHANGES IN
EXCHANGE RATES
31/12/2019
GROUP COMPANIES
EDP Renováveis Brasil S.A. 218,553 15,002 - -442 233,113
EDP Renewables Europe, S.L 3,079,340 - - - 3,079,340
EDP Renewables North America, LLC 3,538,271 969,212 -701,917 70,226 3,875,792
EDP Renewables Canada, Ltd 33,476 31,529 -20,327 1,919 46,597
EDP Renowables Offshore France S.A.S 500 2,160 -2,660 - -
EDP Renováveis Servicios Financieros S.A 274,892 - - - 274,892
EDPR PRO V S.L.R 25 - - - 25
EDPR Offshore España S.L 725 14,800 -15,525 - -
Eolos Energía, S,A,S E.S.P - 27,256 - - 27,256
Vientos del Norte S.A.S E.S.P - 9,281 - - 9,281
Other (See Appendix I) 7 10 -7 - 10
Total 7,145,789 1,069,250 -740,436 71,703 7,546,306
ASSOCIATES
Solar Works BV 2,227 - - - 2,227
Total 2,227 - - - 2,227
TOTAL 7,148,016 1,069,250 -740,436 71,703 7,548,533
THOUSAND EUROS 2018
31/12/2017 ADDITIONS DISPOSALS CHANGES IN
EXCHANGE RATES
31/12/2018
GROUP COMPANIES
EDP Renováveis Brasil S.A. 167,315 55,941 - -4,703 218,553
EDP Renewables Europe, S.L 3,079,340 - - - 3,079,340
EDP Renewables North America, LLC 3,461,782 441,734 -542,400 177,155 3,538,271
EDP Renewables Canada, Ltd 23,745 10,621 - -890 33,476
EDP Renowables Offshore France S.A.S - 500 - - 500
EDP Renováveis Servicios Financieros S.A 274,892 - - - 274,892
EDPR PRO V S.L.R 25 - - - 25
EDPR Offshore España S.L 725 - - - 725
Other (See Appendix I) 7 - - - 7
Total 7,007,831 508,796 -542,400 171,562 7,145,789
ASSOCIATES
Solar Works BV - 2,227 - - 2,227
Total - 2,227 - - -
TOTAL EQUITY INSTRUMENTS 7,007,831 511,023 -542,400 171,562 7,148,016

a) Investments in Group companies and associates

Details of direct and indirect investments in Group companies are provided in Appendix I.

In 2019 and 2018 the Company financed its subsidiary EDP Renewables North America, LLC (EDPR NA) by subscribing successive capital increases/reductions for a net amount of Euros 267,295 thousand and Euros 100,666 thousand (US Dollars 303,895 thousand and US Dollars 98,900 thousand) representing increases in both years.

In 2019 and 2018, the Company has signed capital increases in EDP Renováveis Brasil S.A. for Euros 15,002 and Euros 55,941 thousand (Brazilian Reals 65,036 and Brazilian Reals 246,361 thousand), respectively.

In 2019 and 2018, the Company signed capital increases in EDP Renewables Canada for Euros 31,529 and Euros 10,621 thousand (Canadian Dollars 46,797 and 16,400 thousand), respectively. In addition, a capital reduction was signed in January 2019 for Euros 20,327 thousand (Canadian Dollars 30.950).

In 2019 and 2018 the Company made capital increases in EDPR Offshore France, S.A.S. for Euros 2,160 thousand and Euros 500 thousand. At 31 December 2019, the Company has recognised this investment non-current assets held for sale (see note 12).

In 2019 the Company signed a capital increase in EDPR Offshore España, S.L. for Euros 14,800 thousand. At 31 December 2019, the Company has recognised this investment in non-current assets held for sale (see note 12).

During 2019 the Company entered into the purchase of the Colombian companies Eolos Energía, S.A.S E.S.P. and Vientos de Norte, S.A.S E.S.P. for Euros 27,256 thousand and Euros 9,281 thousand. This acquisition entails a success fee of Euros 18,342 thousand and Euros 6,227 thousand, respectively, which the Company has recognised in other non-current financial liabilities (see note 17a).

In 2019, the Company entered into the purchase of 0.1% of the Greek company Aeoliko Parko Fthiotidos Erimia, E.P.E. for Euros 9 thousand. This acquisition entails a success fee of Euros 7 thousand, which the Company has recognised in other non-current financial liabilities (see note 17a).

In 2018, the Company entered into the purchase of 20.19% of the share capital of the Dutch company Solar Works, B.V. for Euros 2,227 thousand.

Testing for impairment in investments in equity instruments

Testing for impairment in investments in equity instruments is carried out annually. For operational wind farms, the recoverable amount is determined using the value in use.

Shareholder discounted cash flows were used to carry out this analysis. This method is based on the principle that the estimated value of an entity or business is defined by its capacity to generate future financial resources, assuming that these resources can be withdrawn from the business and distributed among the Company's shareholders, without compromising the continuation of the activity. The amount was therefore based on free cash flows generated by each company's business, less appropriate discount rates and net debt.

The projection period for future cash flows is the useful life of the assets (30 years), which is in line with the current amortisation method. Cash flows also include long-term operating contracts and long-term estimates of energy prices, provided that the asset carries market prices risk.

The following main assumptions are used for testing impairment:

  • Energy produced: the wind studies carried out are used to determine the net capacity factors used for each farm, which take into account the longterm predictability of wind production and that wind energy production is supported in almost all countries by regulations that allow priority production and supply whenever weather conditions allow.
  • Electricity remuneration: approved or contracted remuneration has been applied when available with regards the companies that benefit from regulated remuneration or that have signed agreements to sell their predetermined production over the entire useful life of the asset or a part of it; when this option was not available, prices were calculated using price curves projected by the company using its experience, internal models and external information sources.
  • New capacity: tests were based on the best information available about the wind farms expected to be built in the coming years, adjusted by the likelihood that the planned projects will be completed successfully and by the company's growth prospects based on the objectives in the business plan, historical growth and projections of market size. Tests took into account the contracted and expected prices for acquiring turbines from several suppliers.
  • Operating costs: contracts entered into for land leases and maintenance agreements were used; other operating costs were projected in a manner consistent with the company's internal models and experience.
  • Residual value: residual value is taken as 15% of the initial investment in each wind farm, taking inflation into consideration.
  • Discount rate: the following discount rates used are after taxes and they reflect the EDPR Group's best estimate of the specific risks:
2019 2018
Europe (EUR) 3.1%-5.8% 3.3%-6.4%
North America (USD) 4.9%-6.3% 5.12%-6.37%
Brazil (USD) 8.8%-10.4% 9.9%-11.7%

EDPR has performed the following sensitivity analyses on the results of the affected impairment tests.

  • 5% reduction in the market prices used in the reference scenario. This sensitivity analysis performed independently for such an assumption does not assume any impairment.
  • Increase in the discount rate used in the reference scenario of 100 base points. This sensitivity analysis performed independently for such an assumption does not assume any impairment.

No impairment has been recognised as a result of the tests performed during 2019 and 2018.

Foreign currency

The functional currencies of foreign operations are the currencies of the countries in which they are domiciled. These are primarily the US Dollar, the Canadian Dollar and the Brazilian Real.

Hedged investments

Details of investments, the fair value of which is hedged against currency risk, at 31 December 2019 and 2018 are as follows:

THOUSAND EUROS INTEREST COVERED INTEREST NOT
COVERED
TOTAL
2019
EDP Renováveis Brasil S.A. 26,468 206,645 233,113
EDP Renewables North America, LLC. (EDPR NA) 3,822,555 53,237 3,875,792
EDP Renewables Canada, Ltd 46,597 - 46,597
3,895,620 259,882 4,155,502
THOUSAND EUROS INTEREST COVERED INTEREST NOT
COVERED
TOTAL
2018
EDP Renováveis Brasil S.A. 27,845 190,708 218,553
EDP Renewables North America, LLC. (EDPR NA) 3,485,034 53,237 3,538,271
EDP Renewables Canada, Ltd 33,476 - 33,476
3,546,355 243,945 3,790,300

Management hedges foreign currency risk arising from the Company's investments in EDP Renewables North America, LLC., denominated in foreign currency.

The changes in value due to exchange rate fluctuations of equity instruments and the changes in fair value of hedging instruments are recognised in exchange gains/losses in the income statement. Details for 2019 and 2018 are as follows:

THOUSAND EUROS GAINS/(LOSSES)
2019
EDPR NA EDPR BR EDPR CA TOTAL
Investments in Group companies (note 11) 70,226 -442 1,919 71,703
Hedging instruments
Foreign currency derivatives (note 11) -60,874 474 -2,563 -62,963
Current account in foreign currency (note 11) -53 - - -53
Fixed rate debt in foreign currency (note 11) -13,365 - - -13,365
-4,066 32 -644 -4,678
THOUSAND EUROS GAINS/(LOSSES)
2018
EDPR NA EDPR BR EDPR CA TOTAL
Investments in Group companies (note 11) 177,155 -4,703 -890 171,562
Hedging instruments
Foreign currency derivatives (note 11) -140,463 4,374 828 -135,261
Current account in foreign currency (note 11) -13,514 - - -13,514
Fixed rate debt in foreign currency (note 11) -19,575 - - -19,575
3,603 -329 -62 3,212

The hedging instruments used by the Company to hedge foreign currency risk arising from the investments in EDP Renewables North America, LLC. comprise:

  • Hedging instrument consisting of three EUR/USD swaps with EDP Finance, B.V. with a notional amount of US Dollars 2,398 thousand. The fair value of the hedging instrument at 31 December 2019 totals Euros 129,001 thousand (Euros 88,731 thousand at 31 December 2018), which has been recognised in non-current and current debt under non-current and current liabilities, respectively (see note 11). At 31 December 2019 the net finance cost incurred on hedging instruments on net investments totalled Euros 67,003 thousand (net cost of Euros 43,662 thousand in 2018) and has been recognised in finance costs on debts with Group companies in the accompanying income statement.
  • A hedging instrument comprising a EUR/USD cross interest rate swap arranged with EDPR Servicios Financieros, S.A. for a notional amount of US Dollars 1,025,380 thousand. The fair value of the hedging instrument at 31 December 2019 is Euros 20,604 thousand (fair value of zero at 31 December 2018 as it was arranged on this date, replacing another instrument with the same notional amount) and it is recognised in non-current debt under non-current liabilities (see note 11). At 31 December 2019 the net finance cost incurred on hedging instruments on net investments totalled Euros 26,996 thousand (net cost of Euros 26,320 thousand in 2018) and has been recognised in finance costs on debt with Group companies in the accompanying income statement (see note 21).
  • Current account with EDPR Servicios Financieros, S.A. for an amount of US Dollars 197,450 thousand at 31 December 2019 (US Dollars 210,069 thousand at 31 December 2018). On 31 December 2019, the fair value of the current account amounts to Euros 175,761 thousand (Euros 183,467 thousand at 31 December 2018) and is recorded in the caption cash and cash equivalents of the attached balance sheet (see note 13). At 31 December 2018 the net finance cost associated with the current account totalled Euros 2,750 thousand (net cost of Euros 5,855 thousand in 2018) and has been recognised in finance costs on debt with Group companies in the accompanying income statement. Furthermore, the current account has generated losses on exchange differences of Euros 53 thousand.
  • Loans received from EDP Finance BV in US Dollars with a notional amount of US Dollars 668,588 thousand. These loans have generated losses on exchange differences in 2019 of Euros 11,227 thousand (losses of Euros 17,692 thousand in 2018).
  • Loans received from EDP Renovaveis Servicios Financieros, S.A. in US Dollars with a notional amount of US Dollars 450,000 thousand (US Dollars 150,000 in 2018). These loans have generated net losses on exchange differences in 2019 of Euros 2,138 thousand (losses of Euros 1,883 thousand in 2018).

To hedge the currency risk arising from the exposure of the investment in EDP Renováveis Brasil S.A., denominated in Brazilian Reals, the Company has arranged a hedging instrument comprising two swaps for a total notional amount of Brazilian Reals 120,500 thousand in 2019 and 2018. The net fair value of the hedging instrument amounts to Euros 2,191 thousand at 31 December 2019 (Euros 5,095 thousand at 31 December 2018) and has been recognised in non-current investments in Group companies and associates in non-current assets (Euros 2,385 thousand) and in non-current debt in liabilities (Euros 194 thousand) (see note 11). During 2019 an agreement of this kind has been settled generating revenue of Euros 3,378 thousand, which is recognised in the exchange differences account. This hedging instrument incurred a net finance cost of Euros 1,660 thousand (cost of Euros 2,061 thousand in 2018), which has been recognised in finance costs on debt with Group companies in the income statement.

To hedge the currency risk arising from the exposure of the investment in EDP Renewables Canada, Ltd, denominated in Canadian Dollars, the Company has arranged a hedging instrument comprising six swaps for a total notional amount of Canadian Dollars 67,247 thousand (five swaps for a total notional amount of Canadian Dollars 51,450 thousand in 2018). At 31 December 2019 the fair value of the hedging instrument amounts to Euros 2,054 thousand (debit balance of Euros 462 thousand at 31 December 2018) and has been recognised in Investments in Group companies and associates in non-current assets (Euros 63 thousand) and in non-current debt in non-current liabilities (Euros 1,482 thousand) and current debt in current liabilities (Euros 635 thousand) (see note 11). During 2019 an agreement of this kind has been settled generating expenses of Euros 47 thousand, which is recognised in the exchange differences account. This hedging instrument incurred a net finance cost of Euros 1,001 thousand (cost of Euros 669 thousand in 2018), which has been recognised under finance costs on debt with Group companies in the accompanying income statement.

09. FINANCIAL ASSETS BY CATEGORY

The classification of financial assets by category and class, as well as a comparison of the fair value and the carrying amount is as follows:

THOUSAND EUROS 2019
NON-CURRENT CURRENT
AT AMORTISED COST OR COST AT AMORTISED COST OR COST
CARRYING
AMOUNT
FAIR VALUE AT FAIR
VALUE
TOTAL CARRYING
AMOUNT
FAIR VALUE AT FAIR
VALUE
TOTAL
Loans and receivables
Loans - - - - 486 486 - 486
Other financial assets 10,253 10,253 - 10,253 5 5 - 5
Trade and other receivables - - - - 74,689 74,689 - 74,689
Total 10,253 10,253 - 10,253 75,180 75,180 - 75,180
Available for sale assets
Equity instruments 7,628 7,628 - 7,628 - - - -
Total 7,628 7,628 - 7,628 - - - -
Hedging derivatives - -
Traded on OTC markets - - 3,352 3,352 - - - -
Total - - 3,352 3,352 - - - -
TOTAL FINANCIAL ASSETS 17,881 17,881 3,352 21,233 75,180 75,180 - 75,180
THOUSAND EUROS 2018
NON-CURRENT CURRENT
AT AMORTISED COST OR COST AT AMORTISED COST OR COST
CARRYING
AMOUNT
FAIR VALUE AT FAIR
VALUE
TOTAL CARRYING
AMOUNT
FAIR VALUE AT FAIR
VALUE
TOTAL
Loans and receivables
Other financial assets 684 684 - 684 9,595 9,595 - 9,595
Trade and other receivables - - - - 55,589 55,589 - 55,589
Total 684 684 - 684 65,184 65,184 - 65,184
Hedging derivatives
Traded on OTC markets - - 2,481 2,481 - - 3,085 3,085
Total 684 684 2,481 2,481 - - 3,085 3,085
TOTAL FINANCIAL ASSETS 684 684 2,481 3,165 65,184 65,184 3,085 68,269

During 2019 the Company has purchased 10.69% and 7.47% of the share capital of the US companies Principal Power, Inc. and Rensource Holding, Inc for US Dollars 5,619 and US Dollars 2,950 thousand, respectively (equal to Euros 5,008 thousand and Euros 2,654 thousand), which it has recognised as available for sale assets in non-current investments.

Net losses and gains by category of financial asset are as follows:

THOUSAND EUROS 2019
LOANS AND RECEIVABLES,
GROUP COMPANIES
LOANS AND RECEIVABLES,
OTHER
ASSETS HELD FOR TRADING TOTAL
Finance income - 1 - 1
Dividends (note 21b) 111,736 - - 111,736
Change in fair value of financial instruments - - 904 904
Impairment and gains/(losses) on disposal of
financial instruments
- - 171 171
NET GAINS/(LOSSES) IN PROFIT AND
LOSS
111,736 1 1,075 112,812
THOUSAND EUROS 2018
LOANS AND RECEIVABLES,
GROUP COMPANIES
LOANS AND RECEIVABLES,
OTHER
ASSETS HELD FOR TRADING TOTAL
Finance income - 12 - 12
Dividends 128,675 - - 128,675
NET GAINS/(LOSSES) IN PROFIT AND
LOSS
128,675 12 - 128,687

10. INVESTMENTS AND TRADE RECEIVABLES

a) Investments in Group companies

Details of investments in Group companies are as follows:

THOUSAND EUROS 2019 2018
NON-CURRENT CURRENT NON-CURRENT CURRENT
GROUP
Equity instruments (note 8) 7,548,533 - 7,148,016 -
Derivative financial instruments (note 11) 3,352 - 2,481 3,085
Other financial assets 9,724 - 371 9,580
Trade and other receivables - 74,676 - 56,027
7,561,609 74,676 7,150,868 68,692

The non-current financial assets balance at 31 December 2019 includes the Company's collection right over the Group company EDPR, UK, which, together with non-controlling interests, is undertaking an offshore project through its subsidiary Moray West Holding Limited. This amount relates to the difference in return received by the offshore project partners who chose to finance the project via loans (5.5% return) and those, such as the EDPR Group, who chose a bridge loan (EBL) through banks, where the return is 1%.

The other current financial assets balance at 31 December 2018 mainly comprises the current account balance in Canadian Dollars with EDPR Canada L.L.C. for Euros 9,580 thousand.

b) Classification by maturity

The classification of financial assets by maturity is as follows:

THOUSAND EUROS 2019
2020 2021 2022 2023 SUBSEQUENT
YEARS
LESS CURRENT
PORTION
TOTAL
NON-CURRENT
Loans to companies 486 - - - - -486 -
Derivative financial instruments - 967 2,385 - - - 3,352
Other financial assets 5 - 9,724 - 529 -5 10,253
Trade and other receivables 74,689 - - - - -74,689 -
TOTAL 75,180 967 12,109 - 529 -75,180 13,605
THOUSAND EUROS 2018
2019 2020 2021 2022 SUBSEQUENT
YEARS
LESS CURRENT
PORTION
TOTAL
NON-CURRENT
Loans to companies 9,595 - - 371 - -9,595 371
Derivative financial instruments 3,085 107 323 2,051 - -3,085 2,481
Trade and other receivables 56,085 - - - - -56,085 -
TOTAL 68,765 107 323 2,422 - -68,765 2,852

c) Trade and other receivables

Details of trade and other receivables are as follows:

THOUSAND EUROS CURRENT
2019 2018
Group (See note 21) 74,676 56,027
Customers 21,325 27,927
Other receivables 53,351 28,100
Unrelated parties: 14 59
Other receivables 13 58
Public entities, other 1 1
TOTAL 74,690 56,086

Customers, Group companies in 2019 and 2018 essentially reflects the balance receivable under management support contracts arranged with EDP Renewables Europe, S.L.U and EDP Renewables North America, LLC in 2013. (See note 21 b.).

Other receivables from Group companies mainly include the income tax balance receivable for Euros 42,619 thousand (Euros 27,377 thousand in 2018) and, also in 2019, the dividend receivable from EDP Renovaveis Brasil, S.A. for Euros 10,732 thousand (in 2018, the additional VAT receivable for Euros 496 thousand with the Parent, EDP Energias de Portugal, S.A., Sucursal en España, as the Company files consolidated tax returns) (see not 19).

d) Exchange differences recognised in profit or loss in relation to financial assets

Details of exchange differences recognised in profit or loss in relation to financial instruments, distinguishing between settled and outstanding transactions, are as follows:

THOUSAND EUROS 2019 2018
SETTLED OUTSTANDING SETTLED OUTSTANDING
Hedged investments in Group companies (note 8) - 71,703 - 171,562
Hedging derivatives of net investments in foreign operations 3,331 -2,904 2,797 2,414
Other financial assets 564 237 165 -302
Trade and other receivables 35 - 37 -
Cash and cash equivalents - -53 - -13,514
TOTAL FINANCIAL ASSETS 3,930 68,983 2,999 160,160

11. DERIVATIVE FINANCIAL INSTRUMENTS

Details of derivative financial instruments are as follows:

THOUSAND EUROS NON-CURRENT ASSETS
CURRENT
NON-CURRENT 2019
LIABILITIES
CURRENT
HEDGING DERIVATIVES
a) Fair value hedges
Net investment hedging swaps (note 8) 2,448 - 120,920 30,996
TOTAL 2,448 - 120,920 30,996
DERIVATIVES HELD FOR TRADING AND AT FAIR VALUE THROUGH
CHANGES IN PROFIT AND LOSS
b) Foreign currency derivatives
FX forward 904 - - -
TOTAL
TOTAL DERIVATIVES 3,352 - 120,920 30,996
THOUSAND EUROS NON-CURRENT ASSETS
CURRENT
NON-CURRENT 2018
LIABILITIES
CURRENT
HEDGING DERIVATIVES
a) Fair value hedges
Net investment hedging swaps (note 8) 2,481 3,085 88,740 -
TOTAL
TOTAL DERIVATIVES 2,481 3,085 88,740 -

a) Fair value hedges

The total amount of gains and losses on hedging instruments and on items hedged under fair value hedges of net investments in Group companies is as follows:

THOUSAND EUROS GAINS/(LOSSES)
2019 2018
FORWARD EXCHANGE CONTRACTS:
Net investment hedging swaps (note 8) -62,963 -135,261
Fixed rate debt (note 8) -13,365 -19,575
Investments in Group companies (note 8) 71,703 171,562
Current account in foreign currency (note 8) -53 -13,514
-4,678 3,212

B) FOREIGN CURRENCY DERIVATIVES

In order to eliminate the exchange rate risk on the success fee recognised as a result of the acquisition of two Colombian companies (see note 8), in 2019 the Company has arranged several futures contracts on the US Dollar exchange rate for a notional amount of Euros 22,887 thousand (US Dollars 27,601 thousand). The fair value of these instruments is recognised in non-current investments in Group companies and associates for Euros 904 thousand. During 2019 contracts of this type have been settled and a profit generated, which is recognised in the income statement under impairment and proceeds on disposals of equity instruments for Euros 171 thousand.

12. NON-CURRENT ASSETS HELD FOR SALE

At 31 December 2019, the Company has recognised its investments in EDPR Offshore España, S.L. and EDP Renewables Offshore France, S.A.S in non-current assets held for sale for an amount of Euros 15,525 thousand and Euros 2,660 thousand, respectively, as a result of the agreement reached in May 2019 between the EDPR Group and Engie to create a fixed and floating marine energy joint venture. This agreement was signed on 23 January 2020 and is subject to certain terms (see note 26). The joint venture is expected to be operational in the first quarter of 2020.

13. CASH AND CASH EQUIVALENTS

Details of cash and cash equivalents are as follows:

THOUSAND EUROS 2019 2018
Cash in hand and at banks 91 61
Other cash equivalents 175,761 183,468
175,852 183,528

In accordance with the terms of the contract signed by the parties on 1 June 2015, cash and cash equivalents at 31 December 2019 and 2018 include the balance of the US Dollar current account with EDPR Servicios Financieros S.A. of Euros 175,761 thousand and Euros 183,468 thousand, respectively.

14. CAPITAL AND RESERVES

Details of equity and movement during 2019 and 2018 are shown in the statement of changes in equity.

a) Subscribed capital

At 31 December 2019 and 2018, the share capital of the Company is represented by 872,308,162 ordinary bearer shares of Euros 5 par value each, all fully paid. These shares have the same voting and profit-sharing rights. These shares are freely transferable.

Companies that hold a direct or indirect interest of at least 10% in the share capital of the Company at 31 December 2019 and 2018 are as follows:

2019
COMPANY NUMBER OF SHARES PERCENTAGE OF OWNERSHIP
EDP - Energías de Portugal, S.A. Sucursal en España 720,177,619 82.56%
Others (shares quoted on the Lisbon stock exchange) 152,130,543 17.44%
872,308,162 100.00%
2018
COMPANY NUMBER OF SHARES PERCENTAGE OF OWNERSHIP
EDP - Energías de Portugal, S.A. Sucursal en España 720,177,619 82.56%
Others (shares quoted on the Lisbon stock exchange) 152,130,543 17.44%
872,308,162 100.00%

In 2015 Hidroeléctrica del Cantábrico S.A. sold its shares in the Company (135,256,700 ordinary shares amounting to 15.51% of total shares), to EDP - Energías de Portugal S.A., Sucursal en España.

During 2017, EDP - Energías de Portugal, S.A. carried out a buyback process to buy back quoted shares. After this process was completed, only 17.44% of the Company's shares remain quoted on the Lisbon Stock Exchange.

b) Share premium

This reserve is freely distributable

c) Reserves

Details of reserves and movement during the year reflect the proposed distribution of profit approved by the shareholders at their annual general meeting (see note 3).

Legal reserve

Pursuant to the Revised Spanish Companies Act, in force since 1 September 2010, companies are required to transfer 10% of profits for the year to a legal reserve until this reserve reaches an amount equal to 20% of share capital. The legal reserve may be used to increase capital. Except for this purpose, until the reserve exceeds 20% of share capital it may only be used to offset losses if no other reserves are available. At 31 December 2019 the amount of this reserve is Euros 75,971 thousand (Euros 73,045 thousand in 2018). This reserve has still not been appropriated with the minimum amount required by the Spanish Companies Act.

Voluntary reserve

These reserves are freely distributable.

Negative reserve for costs of the public share offering

As a result of the public share offering, the Company incurred a number of expenses associated with the capital increase, which have been recognised in this item net of the tax effect.

15. PROVISIONS

Movement in provisions during 2019 and 2018 is as follows:

THOUSAND
EUROS
BALANCE AT
31/12/2017
ADDITIONS APPLICATIONS BALANCE
AT 31/12/18
ADDITIONS APPLICATIONS BALANCE AT
31/12/2019
Personnel expense 1,202 300 -896 606 536 -306 836
TOTAL 1,202 30 -896 606 536 -306 836

Additions are recorded under the personnel expense as multi-year remuneration obligations. Provisions applied mainly reflect the reclassification of salaries payable to current liabilities.

In 2019 and 2018, the amount recognised as a provision is the directors' best estimate at the reporting date of the expenditure required to settle the present obligation.

16. FINANCIAL LIABILITIES BY CATEGORY

The classification of financial liabilities by category and class and a comparison of the fair value with the carrying amount are as follows:

NON-CURRENT 2019
CURRENT
THOUSAND EUROS AT AMORTISED COST OR COST AT AMORTISED COST OR COST
CARRYING
AMOUNT
FAIR VALUE AT FAIR
VALUE
TOTAL CARRYING
AMOUNT
FAIR VALUE AT FAIR
VALUE
TOTAL
DEBTS AND
PAYABLES:
Group
companies:
Fixed rate 1,241,257 1,293,989 - 1,241,257 132,877 132,877 - 132,877
Variable rate - - - - 233,331 233,331 - 233,331
Other financial 24,576 24,576 - 24,576 24,231 24,231 - 24,231
liabilities (note 8)
Trade and other payables - - - - 12,665 12,665 - 12,665
TOTAL 1,265,833 1,318,565 1,265,833 403,104 403,104 - 403,104
Hedging derivatives:
Traded on OTC markets - - 120,920 120,920 - - 30,996 30,996
TOTAL - - 120,920 120,920 - - 30,996 30,996
TOTAL FINANCIAL LIABILITIES 1,265,833 1,318,565 120,920 1,386,753 403,104 403,104 30,996 434,100
THOUSAND EUROS NON-CURRENT
AT AMORTISED COST OR COST
AT AMORTISED COST OR COST
2018
CURRENT
CARRYING
AMOUNT
FAIR VALUE AT FAIR
VALUE
TOTAL CARRYING
AMOUNT
FAIR VALUE AT FAIR
VALUE
TOTAL
DEBTS AND
PAYABLES:
Debts with Group
companies:
Fixed rate 1,093,341 1,177,699 - 1,093,341 116,883 116,883 - 116,883
Variable rate - - - - - - - -
Other financial
liabilities
- - - - 12,658 12,658 - 12,658
Trade and other payables - - - - 14,188 14,188 - 14,188
TOTAL 1,093,341 1,177,699 1,093,341 143,729 143,729 - 143,729
Hedging derivatives:
Traded on OTC markets - - 88,740 88,740 - - - -
TOTAL - - 88,740 88,740 - - - -
TOTAL FINANCIAL LIABILITIES 1,093,341 1,177,699 88,740 1,182,081 143,729 143,729 - 143,729

Net losses and gains by financial liability category are as follows:

THOUSAND EUROS 2019
DEBTS AND PAYABLES,
GROUP COMPANIES
DEBTS AND PAYABLES,
THIRD PARTIES
LIABILITIES HELD
FOR TRADING
TOTAL
Finance cost 156,809 38 - 156,847
TOTAL 156,809 38 - 156,847
THOUSAND EUROS 2018
DEBTS AND PAYABLES,
GROUP COMPANIES
DEBTS AND PAYABLES,
THIRD PARTIES
LIABILITIES HELD
FOR TRADING
TOTAL
Finance cost 128,925 12 - 128,937
TOTAL 128,925 12 - 128,937

17. DEBT AND TRADE PAYABLES

a) Debt with Group companies

Details of debt with Group companies are as follows:

THOUSAND EUROS 2019 2018
NON-CURRENT CURRENT NON-CURRENT CURRENT
GROUP (NOTE 20)
Debt with Group Companies (note 17b) 1,241,257 252,205 1,093,341 116,883
Interest - 22,253 - 11,213
Derivative financial instruments (note 11) 120,920 30,996 88,740 -
Suppliers of fixed assets - 1,978 - 1,052
Other financial liabilities 24,576 114,003 - -
TOTAL 1,386,753 421,435 1,182,081 129,148

At 31 December 2019, other financial liabilities relates mainly to the success fee arising from the acquisition of the Colombian companies Eolos Energias SAS and Vientos del Norte SAS, which amounts to US Dollars 27,601 thousand, equal to Euros 24,569 thousand at 31 December 2019. Furthermore, the company has recognised the success fee linked to the acquisition of the Greek company Aeoliko Parko Fthiotidos Erimia, E.P.E. for Euros 7 thousand (see note 8).

Other current financial liabilities at 31 December 2019 comprise current accounts with the Group, which accrue daily interest that is settled on a monthly basis. The rate applicable to interest receivable is one-month Euribor plus a spread of between 0% and 0.1%, whilst the rate applicable to interest payable is one-month Euribor, plus a spread of between 0.9% and 1%.

b) Main characteristics of debt

The terms and conditions of loans and debt are as follows:

THOUSAND EUROS
2019
CARRYING AMOUNT
TYPE CURRENCY EFFECTIVE
RATE
NOMINAL RATE MATURITY NOMINAL
AMOUNT
CURRENT NON-CURRENT
EDP Finance USD 4.99% 4.42% 2023 395,176 132,877 262,299
EDP Finance USD 4.75% 4.75% 2024 196,888 - 196,888
EDPR Servicios Financieros USD 5.18% 5.18% 2023 133,523 - 133,523
EDPR Servicios Financieros USD 4.41% 4.41% 2024 267,047 - 267,047
EDPR Servicios Financieros EUR 2.02% 2.02% 2023 170,000 - 170,000
EDPR Servicios Financieros EUR 1.74% 1.74% 2022 115,000 - 115,000
EDPR Servicios Financieros EUR 1.74% 1.74% 2022 96,500 - 96,500
EDPR Servicios Financieros EUR 0.46% 0.46% 2020 119,328 119,328 -
TOTAL 1,493,462 252,205 1,241,257
THOUSAND EUROS 2018
TYPE CURRENCY EFFECTIVE
RATE
NOMINAL RATE MATURITY NOMINAL
AMOUNT
CURRENT CARRYING AMOUNT
NON-CURRENT
EDP Finance USD 4.99% 4.42% 2023 390,745 -2,445 387,663
EDP Finance USD 4.75% 4.75% 2024 193,174 - 193,174
EDPR Servicios Financieros USD 5.18% 5.18% 2023 131,004 - 131,004
EDPR Servicios Financieros EUR 2.02% 2.02% 2023 170,000 - 170,000
EDPR Servicios Financieros EUR 1.74% 1.74% 2022 115,000 - 115,000
EDPR Servicios Financieros EUR 1.74% 1.74% 2022 96,500 - 96,500
EDPR Servicios Financieros EUR 0.53% 0.53% 2019 119,328 119,328 -
TOTAL 1,215,751 116,883 1,093,341

During 2017, the Company and EDP Finance BV agreed to modify certain clauses of the debt contract they had arranged for US Dollars 447,403 thousand. From an accounting perspective, these modifications did not give rise to significant changes in the existing terms and conditions. At 31 December 2019 an amount of Euros 3,083 thousand (Euros 5,528 thousand at 31 December 2018) is recognised in debt with Group companies and associates on account of commissions for the aforementioned modification, of which Euros 1,730 thousand is recorded as current and will be taken to the income statement in 2020. During 2018, new fixed rate loans in US Dollars were arranged with EDP Finance, B.V. and EDPR Renovaveis Servicios Financieros, S.A. for US Dollars 221,184 and 150,000, respectively, equal to Euros 196,888 and Euros 133,523 thousand at 31 December 2019 (Euros 193,174 and 131,004 thousand, respectively at 31 December 2018) and fixed and variable rate loans in Euro with EDP Renovaveis Servicios Financieros, S.A. for a total amount of Euros 500,828 thousand.

During 2019, a new fixed rate loan in US Dollars has been arranged with EDPR Renovaveis Servicios Financieros, S.A. for US Dollars 300,000 thousand (Euros 267,047 thousand at 31 December 2019).

c) Trade and other payables

Details of trade and other payables are as follows:

THOUSAND EUROS CURRENT
GROUP 2019 2018
Payables 5,849 6,141
TOTAL 5,849 6,141
UNRELATED PARTIES
Trade payables 2,041 4,004
Salaries payable 4,775 4,043
Public entities, other (note 18) 679 507
TOTAL 7,495 8,554
TOTAL 13,344 14,695

The payables, Group companies balance in 2019 and 2018 mainly comprises expenses invoiced by EDP - Energías de Portugal, S.A. and EDP - Energías de Portugal, S.A. (Sucursal en España) for management services.

d) Classification by maturity

The classification of financial liabilities by maturity is as follows:

THOUSAND EUROS
2019
2020 2021 2022 2023 SUBSEQUENT
YEARS
LESS CURRENT
PORTION
TOTAL NON
CURRENT
Derivative financial instruments 30,996 14,805 84,723 21,043 349 -30,996 120,920
Debt with Group Companies and
associates
390,439 127,518 311,261 338,543 463,935 -390,439 1,241,257
Other financial liabilities 232 24,576 - - - -232 24,576
Trade and other payables 12,665 - - - - -12,665 -
TOTAL FINANCIAL
LIABILITIES
434,332 166,899 395,984 359,586 464,284 -434,332 1,386,753
THOUSAND EUROS
2018
2019 2020 2021 2022 SUBSEQUENT
YEARS
LESS CURRENT
PORTION
TOTAL NON
CURRENT
Derivative financial instruments - 19,962 838 67,931 9 - 88,740
Debt with Group Companies and
associates
129,148 -1,729 -927 211,208 884,789 -129,148 1,093,341
Other financial liabilities 393 - - - - -393 -
Trade and other payables 14,188 - - - - -14,188 -
TOTAL FINANCIAL
LIABILITIES
143,729 18,233 -89 279,139 884,798 -143,729 1,182,081

e) Exchange differences recognised in profit or loss in relation to financial liabilities

Details of exchange differences recognised in profit or loss in relation to financial instruments, distinguishing between settled and outstanding transactions, are as follows:

THOUSAND EUROS 2019 2018
SETTLED OUTSTANDING SETTLED OUTSTANDING
Non-current debt with Group companies and associates - -13,365 - -19,575
Hedging derivatives of net investments in foreign operations - -63,390 -405,787 266,893
Other financial liabilities -162 -508 - -
Trade and other payables 13 - 35 -
TOTAL FINANCIAL LIABILITIES -149 -77,263 -405,752 247,318

18. LATE PAYMENTS TO SUPPLIERS

Final provision two of Law 31/2014 of 3 December 2014, amending the Spanish Companies Act to introduce improvements to corporate governance, amends additional provision three of Law 15/2010 of 5 July 2010, amending Law 3/2004 of 29 December 2004 establishing measures to combat late payment, to require that all commercial companies expressly disclose average supplier payment periods in the notes to the annual accounts. The following table shows the average supplier payment period, transactions paid ratio, transactions payable ratio, total payments made and total payments outstanding at the reporting date:

2019 2018
DAYS DAYS
Average supplier payment period 38 30
Transactions paid ratio 41 34
Transactions payable ratio 18 3
TOTAL PAYMENTS MADE 34,639 26,943
TOTAL PAYMENTS OUTSTANDING 4,331 4,480

19. TAXATION

Details of balances with public entities are as follows:

THOUSAND EUROS 2019 2018
NON-CURRENT CURRENT NON-CURRENT CURRENT
ASSETS
Deferred tax assets 33,317 - 40,439 -
Public entities, other - 1 - 1
TOTAL 33,317 1 40,439 1
LIABILITIES
Deferred tax liabilities 58,426 - 51,135 -
Social Security - 267 - 286
Withholdings - 412 - 221
TOTAL 58,426 679 51,135 507

The Company files consolidated income tax and value added tax returns. The parent of this consolidated tax group is EDP-Energías de Portugal, S.A. Sucursal en España and at 31 December 2019 the Company has recognised income tax receivable of Euros 42,619 thousand (Euros 27,377 thousand in 2018) and VAT payable of Euros 2,221 thousand (Euros 496 thousand receivable in 2018). These balances have been included in receivables, Group companies and associates and payables, Group companies and associates in the balance sheet (see notes 10d and 17d).

On the date on which these annual accounts were prepared, corporate tax for the 2013 to 2016 period relating to this consolidated tax group is being inspected by the taxation authorities. The Company also has open to inspection returns for the period from July 2014 to December 2014 and October 2015 to December 2016 relating to VAT, capital gains tax, personal income tax and non-resident income tax. Based on the information available, the Company's Directors do not believe that there are any tax contingencies that could have a significant impact on the prepared annual accounts as a result of the periods open to inspection.

In accordance with prevailing legislation, taxes cannot be considered definitive until they have been inspected by the taxation authorities or the inspection period has elapsed. Taking into account the aforementioned inspection period, at 31 December 2019 the Company has the following main applicable taxes open to inspection:

TAX YEARS OPEN TO INSPECTION
Corporate income tax 2013-2018
Value added tax 2014-2019
Personal income tax 2014-2019
Capital gains tax 2014-2019
Tax on economic activities 2015-2019
Social Security 2015-2019
Non-residents 2014-2019

Due to the treatment permitted by fiscal legislation of certain transactions, additional tax liabilities could arise in the event of an inspection. In any case, the Company's Directors do not consider that any such liabilities that could arise would have a significant effect on the annual accounts.

a) Income tax

The Company files consolidated tax returns as part of the Group headed by EDP Energías de Portugal, S.A. Sucursal en España.

A reconciliation of net income and expenses for the year with taxable income is as follows:

THOUSAND EUROS 2019
INCOME STATEMENT INCOME AND EXPENSE RECOGNISED IN EQUITY TOTAL
INCREASES DECREASES NET INCREASES DECREASES NET
Profit/(loss) for the year -8,789 -8,789
Corporate income tax -33,417 -33,417
Profit
before tax
-42,206 -42,206
Permanent differences
Company
individual
73 - - - - - 73
Adjustments
for consolidation
- -99,111 -99,111 - - - -99,111
Temporary differences:
arising
in the current year
arising
in prior years
-29,232 -29,232 - - - -29,232
TAXABLE INCOME -170,686 -170,476
THOUSAND EUROS 2018
INCOME STATEMENT INCOME AND EXPENSE RECOGNISED IN EQUITY TOTAL
INCREASES DECREASES NET INCREASES DECREASES NET
Profit/(loss) for the year 29,258 29,258
Corporate income tax -34,097 -34,097
Profit
before tax
-4,839 -4,839
Permanent differences
Company
individual
61 - 61 - - - 61
Adjustments
for consolidation
- -128,675 -128,675 - - - -128,675
Temporary differences:
arising
in the current year
arising
in prior years
-29,233 -29,233 - - - -29,233
TAXABLE INCOME -162,686 -162,686

Decreases due to permanent differences in 2019 mainly reflect dividends of Euros 94,154 thousand (Euros 123,841 thousand in 2018) received from EDP Renewables Europe S.L.U., and Euros 4,957 thousand from EDP Renováveis Servicios Financieros S.A. (Euros 4,834 thousand in 2018).

Decreases due to temporary differences in 2019 and 2018 mainly reflect the tax amortisation of the financial goodwill of EDPR NA (Euros 29,163 thousand) and the reversal of the amortisation limit (Euros 69 thousand).

The relationship between tax income and accounting profit for the year is as follows:

THOUSAND EUROS 2019
GAINS AND LOSSES EQUITY NET TOTAL
Profit/(loss) for the year before tax -42,206 - -42,206
Tax at 25% -10,551 - -10,551
Non-deductible expenses
Provisions 18 - 18
Non-taxable income
Dividends -24,778 - -24,778
Withholdings at source (dividends in Brazil) 1,894 - 1,894
Income tax expense/(income) -33,417 -33,417
THOUSAND EUROS 2018
GAINS AND LOSSES EQUITY NET TOTAL
Profit/(loss) for the year before tax -4,839 - -4,839
Tax at 25% -1,210 - -1,210
Non-deductible expenses
Provisions 15 - 15
Non-taxable income
Dividends -32,168 - -32,168
Prior years' adjustments -734 - -734
Income tax expense/(income) -34,097 -34,097

Details of income tax income are as follows:

THOUSAND EUROS 2019 2018
CURRENT TAX
Present year -42,619 -27,377
Withholdings at source (dividends in Brazil) 1,892 -
Prior years' adjustments - 3,219
TOTAL -40,727 -24,158
DEFERRED TAX
Previously unrecognised tax credits - -22,613
Expense for reduction in deferred tax assets - 5,365
Tax amortisation of EDPR NA goodwill 7,291 7,291
Non-deductible amortisation 19 18
TOTAL 7,310 -9,939
TOTAL -33,417 -34,097

In 2019 the Company has contributed tax credits to the tax group amounting to Euros 28,412 thousand (Euros 7,103 thousand tax paid) during the 2018 tax settlement.

During 2018 the Company capitalised tax credits relating to tax losses for Euros 2,936 thousand originating in prior years (Euros 734 thousand tax paid). Furthermore, the Company has reclassified Euros 8,585 thousand relating to tax losses unused by the tax group in prior years which were recognised in current assets.

During 2018 ,the Company capitalised tax credits amounting to Euros 53,177 thousand (Euros 13,294 thousand tax paid) reflecting the best estimate of the Company's tax losses generated in prior years.

Expense for reduction in deferred tax assets in 2018 comprises the tax credit adjustment relating to non-deductible finance costs originating in prior years.

Details of deferred tax assets and liabilities by type of asset and liability are as follows:

THOUSAND EUROS ASSETS LIABILITIES NET
2019 2018 2019 2018 2019 2018
Tax loss carryforwards 21,765 28,868 - - 21,765 28,868
Tax amortisation of EDPR NA goodwill - - -58,426 -51,135 -58,426 -51,135
Non-deductible amortisation 118 137 - - 118 137
Limited deductibility of finance costs under RD 12/2012 11,434 11,434 - - 11,434 11,434
TOTAL ASSETS/LIABILITIES 33,317 40,439 -58,426 -51,135 -25,109 -10,696

Movement in deferred tax assets and liabilities in 2019 and 2018 is as follows:

THOUSAND EUROS BALANCE AT
31/12/2017
ADDITIONS DISPOSALS BALANCE
AT
31/12/2018
ADDITIONS DISPOSALS BALANCE AT
31/12/2019
ASSETS
Tax loss carryforwards 6,256 22,612 - 28,868 - -7,103 21,765
Limited deductibility of finance costs under RD 12/2012 16,799 - -5,365 11,434 - - 11,434
Non-deductible amortisation 155 - -18 137 - -19 118
TOTAL 23,210 22,612 -5,383 40,439 -7,122 33,317
LIABILITIES
Tax amortisation of goodwill -43,845 -7,291 - -51,135 -
7,291
- -58,426
TOTAL -43,845 -7,291 - -51,135 -7,291 - -58,426

Details of deferred tax assets and liabilities that are expected to be realised or reversed in periods exceeding 12 months are as follows:

THOUSAND EUROS 2019 2018
Tax loss carryforwards 21,765 28,868
Non-deductible amortisation 118 137
Tax amortisation of EDPR NA goodwill -58,426 -51,135
Limited deductibility of finance costs under RD 12/2012 11,434 11,434
NET -25,109 -10,696

20. ENVIRONMENTAL INFORMATION

Given that the Company's activities to develop, construct and operate energy production facilities are carried out through Group companies rather than directly, the Company does not consider it necessary to make investments to prevent or correct any impact on the environment or make any environmental provisions.

These annual accounts do not include any environmental costs.

The directors consider that no significant environmental contingencies exist.

21. RELATED PARTY BALANCES AND TRANSACTIONS

a) Related party balances

Balances receivable from and payable to Group companies and related parties, including key management personnel and directors, and the main details of these balances, are disclosed in notes 10 and 17 (a).

Details of balances by category are as follows:

THOUSAND EUROS 2019
PARENT GROUP COMPANIES TOTAL
Non-current investments in Group companies - 7,548,533 7,548,533
Other financial assets - 9,724 9,724
Derivatives 3,352 - 3,352
TOTAL NON-CURRENT ASSETS 3,352 7,558,257 7,561,609
Trade and other receivables 43,478 31,198 74,676
Cash - 175,761 175,761
TOTAL CURRENT ASSETS 43,478 206,959 250,437
TOTAL ASSETS 46,830 7,765,216 7,812,046
Non-current debt (derivatives) 1,676 119,244 120,920
Non-current debt with Group companies - 1,241,257 1,241,257
TOTAL NON-CURRENT LIABILITIES 1,676 1,360,501 1,362,177
Current debt with Group companies 50 387,746 387,796
Trade and other payables 4,718 1,131 5,849
TOTAL CURRENT LIABILITIES 4,768 388,877 393,645
TOTAL LIABILITIES 6,444 1,749,378 1,755,822
THOUSAND EUROS 2018
PARENT GROUP COMPANIES TOTAL
Non-current investments in Group companies - 7,148,016 7,148,016
Company loans - 371 371
Derivatives 2,481 - 2,481
TOTAL NON-CURRENT ASSETS 2,481 7,148,387 7,150,868
Trade and other receivables 691 55,336 56,027
Current account with Group companies - 9,580 9,580
Derivatives 3,085 - 3,085
Cash - 183,467 183,467
TOTAL CURRENT ASSETS 3,776 248,383 252,159
TOTAL ASSETS 6,257 7,396,770 7,403,027
Non-current debt (derivatives) 9 88,731 88,740
Non-current debt with Group companies - 1,093,341 1,093,341
TOTAL NON-CURRENT LIABILITIES 9 1,182,072 1,182,081
Current debt with Group companies 850 128,298 129,148
Trade and other payables 1,426 4,715 6,141
TOTAL CURRENT LIABILITIES 2,276 133,013 135,289
TOTAL LIABILITIES 2,285 1,315,085 1,317,370

At 31 December 2019 and 2018 all derivative financial instruments held by the Company have been arranged with Group companies.

b) Related party transactions

The Company's transactions with related parties, at market value, are as follows:

THOUSAND EUROS
2019
PARENT GROUP COMPANIES DIRECTORS TOTAL
INCOME
Other services rendered - 49,298 - 49,298
Other income 470 490 - 960
Dividends (notes 9 and 22a) - 111,736 - 111,736
Finance income (note 9) - 241 - 241
Change in fair value of financial instruments (note 11) 904 - - 904
Impairment and proceeds on disposal of financial instruments (note 11) 171 - - 171
TOTAL 1,545 161,765 - 163,310
EXPENSES
Operating lease expenses
and royalties
-716 - - -716
Other services received -9,202 -1,739 - -10,941
Salaries - - -606 -606
Finance cost (note 15) -4,325 -150,848 - -155,174
TOTAL -14,243 -152,587 -606 -167,437
THOUSAND EUROS 2018
PARENT GROUP COMPANIES DIRECTORS TOTAL
INCOME
Other services rendered (note 22 a) - 27,019 - 27,019
Other income 529 4,009 - 4,538
Dividends (notes 9 and 22a) - 128,675 - 128,675
TOTAL 529 159,703 - 160,232
EXPENSES
Operating lease expenses
and royalties
-615 -27 - -642
Other services received -7,349 - - -7,349
Salaries - - -691 -691
Finance cost (note 16) -25,254 -103,683 - -128,937
TOTAL -33,218 -103,710 -691 -137,619

Other services rendered basically derive from two management support service contracts arranged with EDP Renewables Europe S.L.U and EDP Renewables North America, LLC in 2013.

Dividends reflect dividends received from EDP Renewables Europe S.L.U., and EDP Renováveis Servicios Financieros, S.A. and also from EDP Renováveis Brasil S.A. in 2019.

Operating lease expenses and royalties essentially reflect the lease payments for the Company's offices.

Other services received comprise various management services, specifically for loan of personnel and other items.

c) Information on the company's directors and executive committee

In 2019 the Directors of the Company have accrued remuneration of Euros 606 thousand (Euros 691 thousand in 2018) in respect of their position as Directors.

On 4 May 2011 an executive management services contract was entered into between EDP Energías de Portugal, S.A. and the Company, effective from 18 March 2011. This contract stipulates the conditions under which EDP Energías de Portugal, S.A. renders executive management services to the Company, including matters relating to its day-to-day administration. By virtue of this contract, EDP Energías de Portugal, S.A. appoints three members of the Company's executive committee, for which the Company pays an amount determined by the remuneration committee.

Pursuant to this contract, the Company has recognised payments for management services provided totalling Euros 854 thousand in 2019 and Euros 986 thousand in 2018 (fixed and variable remuneration) as other services, under external services in the accompanying income statement.

In the case of Executive Committee members who are also Directors (Duarte Melo de Castro Bello, Head of Operations in Europe and Brazil, Miguel Ángel Prado Balboa, Head of Operations in North America, João Paulo Costeira, Head of Offshore Operations and Head of Digital Strategy up until February 2019 and Spyridon Martinis, Head of Offshore and Development since March 2019), some employment contracts were signed with EDP Renewables North America, LLC (Miguel Ángel Prado Balboa) and with EDP Energías de Portugal SA Sucursal en España (Duarte Melo de Castro Bello, João Paulo Costeira, up until February 2019 and Spyridon Martinis since March 2019), being the monetary remuneration of the first for the amount to Dollar 581 thousands (Dollar 397 thousands in 2018) and the monetary remuneration received for latter for the amount to Euros 534 thousand in 2019 (Euros 734 thousand in 2018), which has been invoiced to the Company by EDP Energías de Portugal, S.A. Sucursal en España for the executive functions they perform in the Company. No significant non-monetary remuneration was paid in 2019 or 2018. Pension plan contributions made on behalf of members of the executive committee (except for the managing director) range from 3% to 6% of their annual salary.

The directors and executive committee have not received any loans or advances nor has the Company extended any guarantees on their behalf. The Company has no pension or life insurance obligations with its former or current directors in 2019 or 2018.

The Company has a civil liability insurance policy that covers its directors. In 2019, an expense of Euros 27 thousand (Euros 29 thousand in 2018) has been recorded.

d) Transactions other than ordinary business or under terms differing from market conditions carried out by the directors of the Company.

In 2019 and 2018 the directors of the Company have not carried out any transactions other than ordinary business with the Company or applied terms that differ from market conditions.

e) Investments and positions held by directors

The directors of the Company and their related parties have had no conflicts of interest requiring disclosure in accordance with article 229 of the Revised Spanish Companies Act.

22. INCOME AND EXPENSE

a) Revenues

Details of revenues by category of activity and geographical market are as follows:

THOUSAND
EUROS
DOMESTIC REST OF EUROPE NORTH AMERICA SOUTH AMERICA TOTAL
2019 2018 2019 2018 2019 2018 2019 2018 2019 2018
Other services 28,808 18,270 12,384 865 7,722 7,883 697 1 49,611 27,019
Finance income 99,111 128,675 - - - - 12,625 - 111,736 128,675
TOTAL 127,919 146,945 12,384 865 7,722 7,883 13,322 1 161,347 155,694

b) Foreign currency transactions

Details of income and expenses denominated in foreign currencies are as follows:

THOUSAND EUROS 2019 2018
EXPENSES
Finance cost -45,397 -20,029
TOTAL -45,397 -20,029

The Company's main foreign currency transactions are carried out in US Dollars.

c) Employee benefits expense

Details of the employee benefits expense are as follows:

THOUSAND EUROS 2019 2018
EMPLOYEE BENEFITS EXPENSE
Social Security payable by the company 3,316 2,470
Other employee benefits expense 1,574 939
TOTAL 4,890 3,409

d) External services

Details of external services are as follows:

THOUSAND EUROS 2019 2018
Leases 891 743
Independent professional services 3,369 6,505
Advertising and publicity 805 1,014
Other services 15,676 13,364
TOTAL 20,741 21,626

Leases mainly reflect the rental of the Company's offices. There are no non-cancellable payments at 31 December 2019 and 2018.

Other services primarily comprise management support, communications and maintenance expenses, as well as travel costs.

At 31 December 2019 the Company has commitments to purchase external services amounting to Euros 5,091 thousand within one year (Euros 4,648 thousand in 2018). Furthermore, the Company has commitments to purchase external services from one to five years, which at 31 December 2019 amount to Euros 589 thousand (Euros 1,121 thousand in 2018).

23. EMPLOYEE INFORMATION

The average headcount of the Company in 2019 and 2018, distributed by category, is as follows:

NUMBER 2019 2018
Executives 50 27
Managers 152 138
Specialists 22 16
Technicians 5 8
TOTAL 229 189
2019 2018
NUMBER MEN WOMEN MEN WOMEN
Executives 31 20 28 20
Managers 19 7 11 1
Specialists 89 88 69 58
Technicians 1 3 1 3
TOTAL 140 118 109 82

In 2019 the Board of Directors had twelve male members and three female members (twelve men and two women in 2018).

The Company does not have employees with disabilities equal to or greater than 33% during 2019 and 2018. However, the Company outsources certain services to companies that hold exemption certificates.

24. AUDIT FEES

PricewaterhouseCoopers Auditores, S.L. (PwC) was appointed as external auditor of the EDPR Group for 2018, 2019 and 2020 by shareholders at the annual general meeting held on 3 April 2018. Details of the fees for professional services accrued by this company for the year ended 31 December 2019 and 2018 are as follows:

THOUSAND EUROS 2019 2018
Audit services, individual and consolidated annual accounts 194 194
Audit-related services 24 24
Review services for internal control over financial reporting 40 40
Other services 35 35
Total services invoiced by PricewaterhouseCoopers Auditores, S.L. 293 293
TOTAL 293 293

Audit-related services include six-monthly limited reviews.

25. COMMITMENTS

At 31 December 2019 the Company has deposited guarantees on behalf of Group companies amounting to Euros 1,982 million (Euros 1,866 million in 2018), including guarantees of US Dollars 1,473 million (US Dollars 1,074 million in 2018).

The Company's directors do not expect any significant liabilities to arise from these guarantees.

26. EVENTS AFTER THE REPORTING PERIOD

EDPR has announced the signing of an agreement with ENGIE to create a 50/50 co-controlled joint venture in the fixed and floating marine wind energy field. The agreement signed on 23 January 2020 follows the announcement made on 21 May 2019 of a strategic memorandum of understanding (MoU) to create a new entity as an exclusive investment vehicle for EDPR and ENGIE relating to global offshore wind opportunities, which brings together the industrial experience and development capacity of both companies. As agreed, EDPR and ENGIE are combining their marine wind assets and gas pipeline project in this new entity.

The agreement is subject to certain condition precedents, such as the approval process of the European Commission's regulations.

APPENDIX I

EDP Renovaveis, S.A.

Details of investments in Group companies as at 31 December 2019

THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
EDP RENEWABLES
EUROPE, S.L.U.*
Spain 100% - PWC Holding 249,499 2,113,263 - 336,704 336,704 2,699,466
EDP Renovables
España, S.L.U.*
Spain - 100% PWC Holding, construction
and wind energy prod.
46,128 613,366 256 67,033 67,033 726,783
EDPR Polska,
Sp.z.o.o.
Poland - 100% PWC Holding and Wind
energy prod.
121,284 104,139 - -278 -278 225,146
EDPR International
Investmets, B.V.
Netherlands - 100% PWC Holding 20 9,332 - 2,995 2,995 12,346
EDPR France
Holding SAS
France - 100% PWC Holding 19,900 45,624 - -7,698 -7,698 57,826
EDP Renewables
SGPS,SA
Portugal - 100% PWC Holding 50 120,916 - 9,849 9,849 130,815
EDP Renewables
Belgium,S.A
Belgium 0.17% 99.83% PWC Holding 287 699 - -297 -297 689
EDPR Portugal , S.A. Portugal - 51% PWC Holding and Wind
energy prod.
50 50,875 - 2,800 2,800 53,725
EDPR PT-Promocao
e Operacao,S.A
Portugal - 100% PWC Wind: Wind farm
development
58 7,403 1 -501 -501 6,960
EDPR Ro Pv,S.r.l Romania 0.05% 99.95% Unaudited Wind energy prod. 55,935 -2,922 - -242 -242 52,771
Cernavoda Romania 0.01% 99.99% PWC Wind energy prod. 83,454 -29,509 - 1,291 1,291 55,236
Power,S.A
VS Wind Farm S.A.
Romania 0.01% 99.99% PWC Wind energy prod. 53,740 -8,048 - 1,782 1,782 47,474
Pestera Wind Farm,
S.A.
Romania 0.01% 99.99% PWC Wind energy prod. 67,111 -29,288 - 2,636 2,636 40,459
EDPR Romania,
S.R.L.
Romania 0.01% 99.99% PWC Wind energy prod. 208,827 -14,069 - 9,392 9,392 204,150
Sibioara Wind
Farm,S.r.L
Romania 0.01% 99.99% PWC Wind energy prod. 20,361 -13,838 - 7 7 6,530
Vanju Mare
Solar,S.A
Romania 0.05% 99.95% PWC Photovoltaic energy
production
9,611 3,266 - 1,551 1,551 14,428
Studina Solar,S.A Romania 0.05% 99.95% PWC Photovoltaic energy
production
7,988 5,023 - 1,791 1,791 14,802
Cujmir Solar, S.A Romania 0.05% 99.95% PWC Photovoltaic energy
production
10,393 6,013 - 2,188 2,188 18,594
Potelu Solar,S.A Romania 0.05% 99.95% PWC Photovoltaic energy
production
7,574 3,882 - 1,269 1,269 12,725
Foton Delta,S.A Romania 0.05% 99.95% PWC Photovoltaic energy
production
3,556 1,951 - 316 316 5,823
Foton Epsilon,S.A Romania 0.05% 99.95% PWC Photovoltaic energy 4,302 4,838 - 1,169 1,169 10,309
EDP Renowables Italy - 51% PWC production
Holding and Wind
34,439 14,546 - 11,203 11,203 60,188
Italia,S.r.l
EDPR Uk Limited
United Kingdom - 100% PWC energy prod.
Holding
10,785 -7,376 - -2,902 -2,902 507
EDP Renovaveis
Servicios
Financieros.S.A*
Spain 70.01% 29.99% PWC Other economic
activities
84,691 320,088 - 16,617 16,617 421,396
Parque Eólico Santa
Quiteria, S.L.
Spain - 84% PWC Wind energy prod. 63 14,019 - 944 944 15,026
Eólica La Janda,
S.l.U*
Spain - 100% PWC Wind energy prod. 4,525 10,802 - 9,880 9,880 25,207
Eólica Fontesilva,
S.L.U*
Spain - 100% PWC Wind energy prod 6,860 7,080 - 1,584 1,584 15,524
EDPR Yield S.A.U* Spain - 100% PWC Wind energy prod 99,405 53,362 - 116,752 116,752 269,519
Parque Eólico Altos
del Voltoya S.A.*
Spain - 93% PWC Wind energy prod 6,434 11,041 - 1,166 1,166 18,641
Eólica La Brújula, Spain - 100% PWC Wind energy prod 3,294 16,095 - 2,306 2,306 21,695
S.A.U
Eólica Arlanzón S.A.
Spain - 85% PWC Wind energy prod 4,509 8,365 - 354 354 13,228
Eolica Campollano
S.A.
Spain - 75% PWC Wind energy prod 6,560 18,131 -35 2,829 2,829 27,485
Parque Eólico La
Sotonera S.L.
Spain - 70% PWC Wind energy prod 2,000 4,897 - 1,061 1,061 7,958
Korsze Wind
Farm,SP.z.o.o
Poland - 51% PWC Wind energy prod 10,832 12,369 - 6,300 6,300 29,501
Eólica Sierra de
Avila, S.L.U.
Spain - 100% PWC Wind energy prod 12,977 25,462 -1,077 3,407 3,407 40,769
THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
Radzeijów wind
farm SP.z.o.o
Poland - 51% PWC Wind energy prod 7,696 -5,344 - 81 81 2,433
Energiaki Arvanikou
E.P.E
Greece 0.01% 99.99% Unaudited Wind energy prod 772 -275 - -213 -213 284
Wind Park
Aerorrachi M.A.E
Greece - 100% Unaudited Wind energy prod 210 -45 - -119 -119 46
MFW Neptun
Sp.zo.o
Poland - 100% Unaudited Wind energy prod 61 -52 - -11 -11 -2
Edpr Hellas 1 M.A.E Greece - 100% Unaudited Wind energy prod 1,150 - - -107 -107 1,043
Edpr Hellas 2 M.A.E Greece - 100% Unaudited Wind energy prod 240 - - -101 -101 139
Aioliko Parko
Fthiotidos Erimia
E.P.E
Greece 0.67 99.33% Unaudited Wind energy prod 5 -9 - - - -4
Wincap S.R.L Italy - 100% PWC Wind energy prod 2,550 4,837 - 154 154 7,541
Renovables Castilla
La Mancha, S.A.
Spain - 90% PWC Wind energy prod 60 2,842 - 1,820 1,820 4,722
Monts de la
Madeleine
Energie,SA.S
France - 100% PWC Wind energy prod 37 -10 - -12 -12 15
Monts du Forez
Energie,SAS
France - 100% PWC Wind energy prod 37 -36 - -33 -33 -32
Sarve,S.R.L Italy - 51% Unaudited Wind energy prod 10 -2 - -14 -14 -6
Bourbriac II SAS France - 100% PWC Wind energy prod 1 -18 - -11 -11 -28
Molen Wind II
sp.Z.o.o
Poland - 51% PWC Wind energy prod 4 8,825 799 2,513 2,513 12,141
Breva Wind S.R.L Italy - 100% PWC Wind energy prod 7,100 -796 - -28 -28 6,276
Acampo Arias, SL*
Relax Wind Park III,
Spain
Poland
-
-
95%
51%
PWC
PWC
Wind energy prod
Wind energy prod
3,314
16,616
550
-78
-
-
2,650
-750
2,650
-750
6,514
15,788
Sp.z.o.o.
Relax Wind Park I,
Sp.z.o.o.
Poland - 51% PWC Wind energy prod 12,975 -825 3,564 6,706 6,706 22,420
Relax Wind Park IV,
Sp.z.o.o.
Poland - 100% PWC Wind energy prod 1,252 -1,147 - -12 -12 93
Parque Eólico Los
Cantales, S.L.U.*
Spain - 100% PWC Wind energy prod 1,963 1,363 - 1,703 1,703 5,029
Gudziki Wind
Farm,sp.z.o.o
Poland - 51% Unaudited Wind energy prod 1 - - -3 -3 -2
EW Dobrzyca, sp
z.o.o
Poland - 100% Unaudited Wind energy prod 158 7,415 - -7 -7 7,566
Ujazd, So.z.o.o Poland - 100% Unaudited Wind energy prod 1,092 -895 - - - 197
Winfan,Sp.z.o.o Poland - 100% Unaudited Wind energy prod 5 176 - - - 181
Kowalewo Wind.Sp
z.o.o
Poland - 100% Unaudited Wind energy prod 21 526 - - - 547
EWP European
Wind Power
Krasin,Sp.z.o.o
Poland - 100% Unaudited Wind energy prod 1,689 -113 - - - 1576
Nowa Energia 1
Sp,z.o.o
Poland - 100% Unaudited Wind energy prod 20 362 - - - 382
Farma Wiatrowa
Bogoria,Sp z.o.o
Poland - 100% Unaudited Wind energy prod 563 2,053 - - - 2,616
Lichnowy
Windfarm,Sp z.o.o
Poland - 100% Unaudited Wind energy prod 241 1,231 - -516 -516 956
Edpr Polska
Solar,Sp.z.o.o.
Poland - 100% Unaudited Wind energy prod 1 -1 - -94 -94 -94
La Plaine De
Nouaille,S.A.S
France - 100% PWC Wind energy prod 8 -21 - -4 -4 -17
Le Chemin de Saint
Druon,S.A.S
France - 100% PWC Wind energy prod 92 -12 - -3 -3 77
Parc Eolien des
Longs Champs,
S.A.R.L
France - 100% PWC Wind energy prod 1,201 149 - -2 -2 1,348
Parc Eolien de
Mancheville, S.A.R.L
France - 100% PWC Wind energy prod 1 313 - -94 -94 220
Parc Eolien de La
Hetroye, SAS
France - 100% PWC Wind energy prod 37 -52 - -4 -4 -19
Parc Eolien
Louvieres,S.A.R.L
France - 100% Unaudited Wind energy prod 1 -62 - -5 -5 -66
Parc Eolien de
Dionay,S.A.A
France - 100% PWC Wind energy prod 37 -50 - -28 -28 -41
Parc Éolien
d´Entrains-sur
Nohain,S.A.S
France - 100% PWC Wind energy prod 451 -8 - -9 -9 434
Parc Éolien de
Marchéville,S.A.S
France - 100% PWC Wind energy prod 1 -7 - -119 -119 -125
Le Chemin deLa
Corvée,S.A.S
France - 100% PWC Wind energy prod 123 -59 - -2 -2 62
THOUSAND EUROS
GROUP REGISTERED %
DIRECT
%
INDIRECT
OTHER
EQUITY
NET PROFIT
CONTINUING
COMPANIES ADDRESS INTEREST INTEREST AUDITOR ACTIVITY CAPITAL RESERVES ITEMS OPERATIONS TOTAL TOTAL EQUITY
Eólica de Serra das
Alturas,S.A
Portugal - 25.55% PWC Wind energy prod 50 5,881 - 1,428 1,428 7,359
Malhadizes- Energia
Eólica, SA
Portugal - 51% PWC Wind energy prod 50 7,031 - 2,376 2,376 9,457
Eólica de Portugal - 25.55% PWC Wind energy prod 50 8,754 - 2,756 2,756 11,560
Montenegrelo, LDA
Eólica da Alagoa,SA
Portugal - 30.60% PWC Wind energy prod 50 3,586 605 1,911 1,911 6,152
Fotovoltaica Lott Portugal - 100% PWC Wind energy prod 50 - - -22 -22 28
A,S.A
Aplica.Indust de
Spain - 62% Unaudited Wind energy prod 131 435 - 847 847 1,413
Energias limpias S.L
Aprofitament
D´Energies
Renovables de la
Tierra Alta S.A
Spain - 28.35% Unaudited Wind energy prod 1,994 -1,981 - 16 16 29
Parc Eólic Serra
Voltorera S.l.U
Spain - 100% PWC Wind energy prod 3,458 6,716 - 899 899 11,073
Elektrownia
Wiatrowa Kresy I
sp zoo
Poland - 51% PWC Wind energy prod 20 73,695 750 5,840 5,840 80,305
Edpr Villla
Galla,S.R.L
Italy - 51% PWC Wind energy prod 9,000 50,702 - 8,364 8,364 68,066
Desarrollos Eólicos Spain - 51% Unaudited Wind energy prod 60 - - - - 60
de Teruel SL
Custolito,S.r.l
Italy - 100% Unaudited Wind energy prod 10 - - -15 -15 -5
Edpr Sicilia PV,S.r.l Italy - 100% Unaudited Wind energy prod 10 - - -3 -3 7
Edpr Sicilia
Wind,S.r.l
Italy - 100% Unaudited Wind energy prod 10 - - -3 -3 7
Tebar Eólica,
S.A.U.*
Spain - 100% PWC Wind energy prod 4,720 2,561 - 2,339 2,339 9,620
Edpr Terral S.L.U Spain - 100% Unaudited Wind energy prod 3 - - -1 -1 2
Edpr Amaris S.L.U Spain - 100% Unaudited Wind energy prod 3 - - -1 -1 2
Edpr Suvan, S.L.U Spain - 100% Unaudited Wind energy prod 3 - - -1 -1 2
Par Eólic de Coll de
Moro S.L.U.*
Spain - 100% PWC Wind energy prod 7,809 3,838 -3,063 2,570 2,570 11,154
Par Eólic de Torre
Madrina S.L.U.*
Spain - 100% PWC Wind energy prod 7,755 7,576 -2,888 3,736 3,736 16,179
Parc Eolic de Vilalba
dels Arcs S.L.U*
Spain - 100% PWC Wind energy prod 3,066 5,351 -1,367 2,264 2,264 9,314
Bon Vent de
Corbera,S.L.U.*
Spain - 100% PWC Wind energy prod 7,255 12,905 - 3,568 3,568 23,728
Masovia Wind Farm
I s.p. zo.o.
Poland - 100% PWC Wind energy prod 351 10,435 - -9,917 -9,917 869
Farma
wiaStarozbery
Sp.z.o.o
Poland - 100% Unaudited Wind energy prod 130 231 - -21 -21 340
Karpacka Mala
Energetyka,Sp.z.o.o
Poland - 85% Unaudited Wind energy prod 12 -367 - -33 -33 -388
Edpr Italia
holding,S.r.l
Italy - 100% PWC Wind energy prod 347 56,551 - -3,330 -3,330 53,568
Re plus – Societa ´a
Responsabilita
´limitada
Italy - 100% Unaudited Wind energy prod 100 - - -45 -45 55
Iberia
Aprovechamientos
Eólicos, S.A.U.*
Spain - 94% PWC Wind energy prod 1,919 2,037 - 1,191 1,191 5,147
Parc Éolien de
boqueho-Pouagat
SAS
France - 100% PWC Wind energy prod 1 1,105 - 299 299 1,405
Parc éolien des 7
Domaines,S.A.S
France - 100% PWC Wind energy prod 5 -10 - -5 -5 -10
EDPR PT - Parques Portugal - 51% PWC Wind energy prod 7,500 76,407 4,365 60,673 60,673 148,945
Eólicos, S.A.
Eólica do Alto da
Lagoa, S.A.
Eólica das Serras das
Portugal - 51% PWC Wind energy prod 50 9,250 -447 2,189 2,189 11,042
Beiras, S.A. Portugal - 51% PWC Wind energy prod 50 26,537 -2,858 6,710 6,710 30,440
Eólica da Coutada,
S.A.
Portugal - 51% PWC Wind energy prod 50 35,033 -2,967 10,779 10,779 42,895
Eólica do Espigão,
S.A.
Portugal - 51% PWC Wind energy prod 50 10,717 -455 2,705 2,705 13,016
Eólica do Sincelo,
S.A.
Portugal - 100% PWC Wind energy prod 150 3,805 - -171 -171 3,784
Eólica da Linha, S.A. Portugal - 100% PWC Wind energy prod 100 -2,293 - 5,937 5,937 3,743
THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
Eólica do Alto do
Mourisco, S.A.
Portugal - 51% PWC Wind energy prod 50 5,758 -398 1,960 1,960 7,370
Eólica dos Altos dos
Salgueiros-Guilhado,
Portugal - 51% PWC Wind energy prod 50 2,379 -156 949 949 3,222
S.A.
Eólica do Alto da
Teixosa, S.A.
Portugal - 51% PWC Wind energy prod 50 6,963 -681 1,990 1,990 8,322
Eólica da Terra do Portugal - 51% PWC Wind energy prod 50 7,595 -882 2,639 2,639 9,403
Mato, S.A.
TACA Wind, S.r.l.
Italy - 100% PWC Wind energy prod 1,160 5,203 - 435 435 6,799
Vientos de Coahuila,
S.A. de C.V.
Mexico 0.01% 99.99% Unaudited Wind energy prod 2 -101 - -105 -105 -204
Eólica de Coahuila,
S.A. de C.V.
Mexico - 51% PWC Wind energy prod 5,191 16,531 -122 4,190 4,190 25,791
Parc Éolien de
Flavin,S.A.S
France - 100% PWC Wind energy prod 2,501 507 - 759 759 3,767
Parc Éolien de
Prouville,S.A.S
France - 100% PWC Wind energy prod 1 -7 - -14 -14 -20
Parc Éolien de la
Champagne
Berrichonne,S.A.R.L
France - 100% PWC Wind energy prod 4 2,026 - 255 255 2,285
Parc Éolien de
Paudy, S.A.S.
France - 100% PWC Wind energy prod 3,537 532 - 368 368 4,437
Parc Éolien de la
Cote du
Cerisat,S.A.S
France - 100% Ernest&Young Wind energy prod 27 -14 - -94 -94 -81
Tivano,S.R.L Italy - 75% PWC Wind energy prod 100 1,043 - 899 899 2,042
San Mauro, S.R.L Italy - 75% PWC Wind energy prod 70 3,188 - 102 102 3,360
Conza Energia,S.R.L Italy - 100% PWC Wind energy prod 456 3,151 - 441 441 4,048
AW 2,S.r.l Italy - 75% PWC Wind energy prod 100 3,797 - -98 -98 3,799
Lucus Power,S.r.l Italy - 100% PWC Wind energy prod 10 3,961 - 496 496 4,467
T Power,S.p.A Italy - 100% Baker.T.R Wind energy prod 1,000 1,885 - -20 -20 2,865
Miramit
Investments,Sp.z.o.o
Poland - 100% Unaudited Wind energy prod 15 180 - -1 -1 194
Edp Renewables
Polska
Poland - 51% PWC Holding 28 230,326 - -16,318 -16,318 214,036
HOLDCO,S.A
Rampton,Sp z.o.o
Poland - 100% Unaudited Wind energy prod 280 -46 - -40 -40 195
Moray Offshore
Renewable Power
limited
UK - 100% PWC. Wind energy prod 25,929 26,795 - 611 611 53,335
EDP RENEWABLES
NORTH AMERICA,
LLC
USA - 100% PWC Wind energy prod 3,859,595 -78,490 - -42,641 -42,641 3,738,464
EDPR Servicios de
México, S. de R.L.
de C.V.
Mexico - 100% Unaudited Wind energy prod 3,826 -1,977 - -154 -154 1,695
Paulding Wind Farm
IV LLC
USA - 100% Unaudited Wind energy prod 23,125 -15 - 342 342 23,452
EDPR Solar
Ventures II LLC
USA - 100% Unaudited 39,293 382 - 956 956 40,631
EDPR Solar
Ventures IV LLC
USA - 100% Unaudited 94,189 - - -42 -42 94,147
Rush County Wind
Farm LLC
USA - 100% Unaudited Wind energy prod 2,413 - - - - 2,413
North Slope Wind
Farm LLC
USA - 100% Unaudited - - - - - - -
Number Nine Wind
Farm LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Pacific Southwest
Wind Farm LLC
USA - 100% Unaudited - - - - - - -
Horizon Wyoming
Transmissin LLC
USA - 100% Unaudited - - - - - - -
Buffalo Bluff Wind
Farm LLC
USA - 100% Unaudited - - - - - - -
Sardinia Wind
power LLC
USA - 100% Unaudited - - - - - - -
Cameron Solar LLC USA - 100% PWC Wind energy prod 30,305 -779 - 1,018 1,018 30,544
2017 Sol II LLC USA - 100% PWC Wind energy prod 94,654 -16 - -69 -69 94,569
2017 Vento XVII
LLC
USA - 100% PWC Wind energy prod 505,344 -125 - -123 -123 505,096
THOUSAND EUROS
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
NET PROFIT
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
EDPR Wind
Ventures XVII,
L.L.C.
USA - 100% Unaudited - 116,976 25,005 - 18,823 18,823 160,804
Estill Solar I LLC USA - 100% PWC Wind energy prod 33,165 -964 - 1,033 1,033 33,234
Horizaon Wind
energy Southwest III
LLC
USA - 100% Unaudited - - - - - - -
Peterson Power
Partners LLC
USA - 100% Unaudited - - - - - - -
Big River Wind
Power Project LLC
USA - 100% Unaudited - - - - - - -
Tug Hill Windpower
LLC
USA - 100% Unaudited - - - - - - -
Whiskey Ridge
Power Partners LLC
USA - 100% Unaudited - - - - - - -
Wilson Creek
Power Project LLC
USA - 100% Unaudited - - - - - - -
Black Prairie Wind
Farm II LLC
USA - 100% Unaudited - - - - - - -
Black Prairie Wind
Farm III LLC
USA - 100% Unaudited - - - - - - -
Simpson Ridge
Wind Farm II LLC
USA - 100% Unaudited - - - - - - -
Simpson Ridge
Wind Farm III LLC
USA - 100% Unaudited - - - - - - -
Simpson Ridge
Wind Farm IV LLC
USA - 100% Unaudited - - - - - - -
Simpson Ridge
Wind Farm V LLC
USA - 100% Unaudited - - - - - - -
Athena-Weston
Wind Power Project
II LLC
USA - 100% Unaudited - - - - - - -
17th Star Wind Farm
LLC
USA - 100% Unaudited - - - - - - -
Green Country
Wind Farm LLC
USA - 100% Unaudited - - - - - - -
Rolling Upland
Wind Farm LLC
USA - 100% Unaudited - - - - - - -
Horizaon Wind
energy Southwest IV
LLC
USA - 100% Unaudited - - - - - - -
Horizon Wind
energy Valley I LLC
USA - 100% Unaudited - - - - - - -
Headwaters Wind
Farm II LLC
USA - 100% Unaudited - - - - - - -
Horizon Wind
MREC Iowa
Partners LLC
USA - 75% Unaudited - - - - - - -
Horizon Wind
Freeport
USA - 100% Unaudited - - - - - - -
Windpower I LLC
2019 Sol V LLC
USA - 100% Unaudited - - - - - - -
Edpr Solar Ventures
V LLC
USA - 100% Unaudited - - - - - - -
Goldfinger Ventures
III LLC
USA - 100% Unaudited - - - - - - -
Juniper Wind Power
Partners LLC
USA - 100% Unaudited - - - - - - -
Wildcat Creek
Wind Farm LLC
USA - 100% Unaudited 223 - - - -55 -55 168
Machias Wind Farm
LLC
USA - 100% Unaudited - - - - - - -
Blue Canyon
Windpower VII LLC
USA - 100% Unaudited - - - - - - -
New Trail Wind
Farm LLC
USA - 100% Unaudited - - - - - - -
Western Trail Wind
Project I LLC
USA - 100% Unaudited - - - - - - -
Whistling Wind WI
Energy Center LLC
USA - 100% Unaudited - - - - - - -
Simpson Ridge
Wind Farm LLC
USA - 100% Unaudited - - - - - - -
Reloj del Sol Wind
Farm LLC
USA - 100% Unaudited Wind energy prod 5,326 - - -11 -11 5,315
THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
Coos Curry Wind
Power Project
LLCC
USA - 100% Unaudited - - - - - - -
Renville County
Wind Farm LLC
USA - 100% Unaudited - - - - - - -
Ford Wind Farm
LLC
USA - 100% Unaudited - - - - - - -
Gulf Coast
Windpower
Management
Company LLC
USA - 75% Unaudited - - - - - - -
Horizaon Wind
energy Northwest
IV LLC
USA - 100% Unaudited - - - - - - -
Horizaon Wind
energy Northwest
VII LLC
USA - 100% Unaudited - - - - - - -
Horizaon Wind
energy Northwest
X LLC
USA - 100% Unaudited - - - - - - -
Horizaon Wind
energy Panhandle I
LLC
USA - 100% Unaudited - - - - - - -
Horizaon Wind
energy Southwest I
LLC
USA - 100% Unaudited - - - - - - -
Horizaon Wind
energy Southwest II
LLC
USA - 100% Unaudited - - - - - - -
Hog Creek Wind
Project LLC
USA - 100% Unaudited Wind energy prod 89,618 2,330 - 2,001 2,001 93,949
Horizon Wind
Energy Midwest IX
LLC
USA - 100% Unaudited - - - - - - -
Horizon Wind
energy Northwest I
LLC
USA - 100% Unaudited - - - - - - -
Redbed Plains Wind
Farm LLC
USA - 100% PWC Wind energy prod 140,878 175 - -1,660 -1,660 139,393
Az Solar LLC USA - 100% Unaudited - - - - - - -
Windhub Solar A
LLC
USA - 50% Unaudited Wind energy prod 33,739 - - -3 -3 33,735
Sunshine Valley
Solar LLC
USA - 50% Unaudited Wind energy prod 185,615 - - -47 -47 185,542
Sun Strems LLC USA - 50% Unaudited Wind energy prod 296,965 - - -24 -24 296,941
2016 Vento XV LLC USA - 100% PWC 436,265 -216 - -137 -137 435,912
Solar Ventures
Purchasing LLC
USA - 50% Unaudited Wind energy prod - -62,943 - 23,329 23,329 -39,614
2016 Vento XVI
LLC
USA - 100% PWC Wind energy prod 163,946 -203 - -124 -124 163,619
EDPR Wind
Ventures XV LLC
USA - 100% Unaudited Wind energy prod 133,480 25,954 - 14,361 14,361 173,795
EDPR Wind
Ventures XVI LLC
USA - 100% Unaudited Wind energy prod 63,793 2,702 - 2,386 2,386 68,881
2019 Sol III LLC USA - 50% Unaudited Wind energy prod 219,355 - - -1 -1 219,354
2019 Sol IV LLC USA - 50% Unaudited Wind energy prod 296,965 - - - - 296,965
Riverstart Solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Edpr Offshore
North America LLC
USA - 100% Unaudited Wind energy prod 65,182 - - -374 -374 64,808
Edpr Wind Ventures
XIX LLC
USA - 100% Unaudited Wind energy prod - 98,365 - -78,310 -78,310 20,055
Edpr Wind Ventures
XX LLC
USA - 100% Unaudited Wind energy prod - -154,273 - 128 128 -154,145
Edpr Wind Ventures
XXI LLC
USA - 100% Unaudited Wind energy prod 32 - - - - 32
Edpr Solar Ventures
III LLC
USA - 100% Unaudited Wind energy prod 73,242 - - -62 -62 73,180
Athena-Weston
Wind Power Project
LLC
USA - 100% Unaudited - - - - - - -
Lexington Chenoa
Wind Farm III LLC
USA - 100% Unaudited - - - - - - -
Blackstone Wind
farm IV LLC
USA - 100% Unaudited - - - - - - -
WTP Management
comapny LLC
USA - 100% Unaudited - - - - - - -
THOUSAND EUROS
GROUP
COMPANIES
NET PROFIT
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
Blackstone Wind USA - 100% Unaudited Wind energy prod - - - - - -
Farm V LLC
Blue Canyon
USA - 100% Unaudited Wind energy prod - - - - - -
Windpower III LLC
Blue Canyon
Windpower IV LLC USA - 100% Unaudited Wind energy prod - - - - - -
Broadlands Wind
Farm II LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Broadlands Wind
Farm III LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Chateaugay River
Wind Farm LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Cropsey Ridge
Wind Farm LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Dairy Hills Wind
Farm LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Diamond Power USA - 100% Unaudited Wind energy prod - - - - - -
Partners LLC
East Klickitat Wind
USA - 100% Unaudited Wind energy prod - - - - - -
Power Project LLC
Hidalgo Wind Farm
II LLC USA - 100% Unaudited Wind energy prod - - - -3 -3 -3
Wind Turbine
Prometheus LP
USA - 99la% Unaudited Wind energy prod 5 -5 - - - -
Quilt Block Wind
Farm LLC
USA - 100% PWC Wind energy prod 131,741 6,611 - 4,414 4,414 142,766
Whitestone Wind
Purchasing LLC
USA - 100% Unaudited Wind energy prod 3,544 -1,057 - -263 -263 2,224
Blue Canyon
Windpower V LLC
USA - 51% PWC Wind energy prod 37,293 63,571 - 9,286 9,286 110,150
Sagebrush Power
Partners LLC
USA - 100% PWC Wind energy prod 129,524 -18,977 - 1,157 1,157 111,704
Marble River LLC USA - 100% Unaudited Wind energy prod 197,882 28,450 - 3,354 3,354 229,686
Blackstone Wind
Farm LLC
USA - 100% Unaudited Wind energy prod 860455 -52 - 908 908 87,311
Aroostook Wind
Energy LLC
USA - 100% Unaudited Wind energy prod 40,699 -4,809 - -31 -31 35,859
Jericho Rise Wind USA - 100% PWC Wind energy prod 123,459 10,805 - -1,102 -1,102 133,162
Farm LLC
Martinsdale Wind
USA - 100% Unaudited Wind energy prod 4,203 -25 - - - 4,178
Farm LLC
Signal Hill Wind
Power Project LLC USA - 100% Unaudited Wind energy prod 4 -4 - - - -
Tumbleweed Wind
Power Project LLC
USA - 100% Unaudited Wind energy prod 4 -4 - - - -
Stinson Mills Wind
Farm LLC
USA - 100% Unaudited Wind energy prod 3,971 -88 - - - 3,883
OPQ Property LLC USA - 100% Unaudited Wind energy prod -26 181 - - - 155
Meadow Lake Wind
Farm LLC
USA - 100% Unaudited Wind energy prod 176,946 -17,277 - 387 387 160,056
Wheat Field Wind
Power Project LLC
USA - 51% PWC Wind energy prod 2,582 55,846 - 5,513 5,513 63,941
High Trail Wind
Farm LLC
USA - 100% PWC Wind energy prod 141,695 76,532 - -3,170 -3,170 215,057
Madison
Windpower LLC
USA - 100% PWC Wind energy prod 14,906 -10,169 - -773 -773 3,964
Mesquite Wind LLC USA - 100% PWC Wind energy prod 111,911 59,883 - 2,463 2,463 174,257
BC2 Maple Ridge
Wind LLC
USA - 100% PWC Wind energy prod 250,859 -27,510 - -9,353 -9,353 213,996
Blue Canyon
Windpower II LLC
USA - 100% PWC Wind energy prod 101,335 7,311 - -2,265 -2,265 106,381
Telocaset Wind
Power Partners LLC
USA - 51% PWC Wind energy prod 25,714 61,633 - 7,704 7,704 95,051
Post Oak Wind LLC USA - 51% PWC Wind energy prod 128,573 68,865 - 1,843 1,843 199,281
High Prairie Wind
Farm II LLC
USA - 51% PWC Wind energy prod 62,086 19,794 - 4,296 4,296 86,176
Old Trail Wind
Farm LLC
USA - 51% PWC Wind energy prod 147,990 64,713 - 13,679 13,679 226,382
Cloud County Wind
Farm LLC
USA - 51% PWC Wind energy prod 154,071 27,029 - 5,505 5,505 186,605
Pioneer Prairie USA - 51% PWC Wind energy prod 221,504 94,560 - 14,122 14,122 330,186
Wind Farm I LLC
Arlington Wind
Power Project LLC
Rail Splitter Wind
USA - 51% PWC Wind energy prod 77,316 19,923 - 2,845 2,845 100,084
Farm LLC USA - 100% PWC Wind energy prod 180,454 -46,959 - -4,203 -4,203 129,292
THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
Hampton Solar II
LLC
USA - 100% PWC Wind energy prod 31,636 -534 - 1,769 1,769 32,871
Meadow Lake Wind
Farm II LLC
USA - 100% PWC Wind energy prod 132,398 -12,388 - -1,167 -1,167 118,843
Black Prairie Wind
Farm LLC
USA - 100% Unaudited Wind energy prod 1,048 -2 - - - 1,046
Meadow Lake Wind
Farm IV LLC
USA - 100% Unaudited Wind energy prod 80,069 -5,046 - 129 129 75,152
Blackstone Wind
Farm II LLC
USA - 100% Unaudited Wind energy prod 188,968 -199 - 1,133 1,133 189,902
Saddleback Wind
Power Project LLC
USA - 100% Unaudited Wind energy prod 1,202 -1,202 - - - -
Meadow Lake Wind
Farm III LLC
USA - 100% Unaudited Wind energy prod 87,232 4,604 - 1,417 1,417 93,253
2007 Vento I LLC USA - 100% PWC Wind energy prod 527,924 41,993 - 3,574 3,574 573,491
2007 Vento II LLC USA - 51% PWC Wind energy prod 370,429 -4,588 - -155 -155 365,686
2008 Vento III LLC USA - 51% PWC Wind energy prod 458,829 -5,590 - -537 -537 452,702
2009 Vento IV LLC USA - 100% PWC Wind energy prod 181,568 -1,145 - -125 -125 180,298
2009 Vento V LLC USA - 51% PWC Wind energy prod 38,420 -1,121 - -31 -31 37,268
2009 Vento VI LLC USA - 100% N/A Wind energy prod 112,549 -958 - -117 -117 111,474
2019 Vento XX LLC USA - 100% N/A Wind energy prod 33,268 - - - - 33,268
2019 Vento XXI
LLC
USA - 100% N/A Wind energy prod - - - - - -
Horizon Wind
Ventures I LLC
USA - 100% Unaudited Wind energy prod 153,769 430,129 - -3,344 -3,344 580,554
Horizon Wind
Ventures II LLC
USA - 100% Unaudited Wind energy prod 125,154 13,391 - 2,447 2,447 140,992
Horizon Wind
Ventures III LLC
USA - 51% Unaudited Wind energy prod - 23,652 - 4,376 4,376 28,028
Horizon Wind
Ventures VI LLC
USA - 100% Unaudited Wind energy prod 63,658 9,992 - 1,864 1,864 75,514
Clinton County
Wind Farm LLC
USA - 100% Unaudited Wind energy prod 197,889 -7 - - - 197,882
Antelope Ridge
Wind Power Project
LLC
USA - 100% Unaudited Wind energy prod 11,420 -11,420 - 1 1 -
Lexington Chenoa
Wind Farm II LLC
USA - 100% Unaudited Wind energy prod 711 -535 - - - 176
Blackstone Wind
Farm III LLC
USA - 100% Unaudited Wind energy prod 5,586 -5,586 - 8 8 8
Lexington Chenoa
Wind Farm LLC
USA - 100% Unaudited Wind energy prod 140,872 -73 - 365 365 141,164
Paulding Wind Farm
LLC
USA - 100% Unaudited Wind energy prod 26 -26 - - - -
Paulding Wind Farm
II LLC
USA - 51% PWC Wind energy prod 80,729 39,403 - 5,939 5,939 126,071
Meadow Lake Wind
Farm V LLC
USA - 100% PWC Wind energy prod 141,165 3,049 - 3,215 3,215 147,429
Waverly Wind Farm
LLC
USA - 51% Unaudited Wind energy prod 239,024 16,017 - 4,016 4,016 259,057
Blue Canyon
Windpower VI LLC
USA - 100% PWC Wind energy prod 85,327 14,409 - 1,944 1,944 101,680
Paulding Wind Farm
III LLC
USA - 100% PWC Wind energy prod 163,076 7,440 - 1,534 1,534 172,050
2010 Vento VII LLC USA - 100% PWC Wind energy prod 133,385 -890 - -124 -124 132,371
2010 Vento VIII LLC USA - 100% PWC Wind energy prod 130,633 -1,033 - -123 -123 129,477
2011 Vento IX LLC USA - 51% PWC Wind energy prod 81,527 -801 - -122 -122 80,604
Horizon Wind
Ventures VII LLC
USA - 100% Unaudited Wind energy prod 82,368 10,523 - 1,848 1,848 94,739
Horizon Wind USA - 100% Unaudited Wind energy prod 87,242 5,689 - 1,723 1,723 94,654
Ventures VIII LLC
Horizon Wind
USA - 51% Unaudited Wind energy prod 44,742 -4,225 - 1,591 1,591 42,108
Ventures IX LLC
EDPR Vento IV
USA - 100% PWC Wind energy prod 61,416 - - - - 61,416
Holding LLC
Headwaters Wind
USA - 51% Unaudited Wind energy prod 234,620 34,930 - 7,414 7,414 276,964
Farm LLC
Lone Valley Solar
USA - 51% Unaudited Wind energy prod 22,551 922 - 248 248 23,721
Park I LLC
Lone Valley Solar
USA - 51% Unaudited Wind energy prod 39,260 3,869 - 820 820 43,949
Park II LLC
Rising Tree Wind
USA - 51% PWC Wind energy prod 105,860 18,438 - 7,641 7,641 131,989
Farm LLC
Arbuckle Mountain
Wind Farm LLC
USA - 51% PWC Wind energy prod 135,698 -2,726 - -1,757 -1,757 131,215
THOUSAND EUROS
GROUP
COMPANIES
NET PROFIT
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
Hidalgo Wind Farm USA - 100% PWC Wind energy prod 312,233 10,817 - -2,031 -2,031 321,019
LLC
Rising Tree Wind
USA - 51% PWC Wind energy prod 137,761 19,138 - 5,422 5,422 162,321
Farm III LLC
Rising Tree Wind
USA - 51% PWC Wind energy prod 24,869 3,442 - 863 863 29,174
Farm II LLC
Wheat Field Holding
USA - 51% PWC Wind energy prod 2,664 -70 - -26 -26 2,568
LLC
EDPR WF LLC
USA - 100% Unaudited Wind energy prod 43,900 - - - - 43,900
Sustaining Power
Solutions LLC
USA - 100% Unaudited Wind energy prod 74,883 -59,847 - -10,797 -10,797 4,239
Green Power
Offsets LLC
USA - 100% Unaudited Wind energy prod 9 -9 - - - -
Arkwright Summit
Wind Farm LLC
USA - 100% Unaudited Wind energy prod 170,942 -2,148 - 5,965 5,965 174,759
EDPR Vento I
Holding LLC
USA - 100% Unaudited Wind energy prod 265,302 - - - - 265,302
Turtle Creek Wind
Farm LLC
USA - 100% Unaudited Wind energy prod 256,181 272 - 4,629 4,629 261,082
Rio Blanco Wind
Farm LLC
USA - 100% Unaudited Wind energy prod 2,704 - - -1 -1 2,703
Plum Nellie Wind USA - 100% Unaudited Wind energy prod - - - - - -
Farm LLC
Five-Spot LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Horizon Wind
Chocolate Bayou I
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Alabama Ledge
Wind Farm LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Ashford Wind Farm
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Alabama Solar Park
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Blackford Country
Solar Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Esker Solar Park
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Greenbow Solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Holly Hill Solar Park
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Pleasantville Solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Mineral Springs
Solar Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Black Prairie Solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Duff Solar Park LLC USA - 100% Unaudited Wind energy prod - - - - - -
Broadlands Wind
Farm LLC
USA - 100% Unaudited Wind energy prod 38,275 - - -17 -17 38,258
Eastmill Solar Park
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Lowloand Solar Park
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
EDPR Wind
Ventures X LLC
USA - 100% Unaudited Wind energy prod 24,820 43,639 - 8,980 8,980 77,439
EDPR Wind
Ventures XI LLC
USA - 51% Unaudited Wind energy prod 64,547 26,562 - 10,237 10,237 101,346
EDPR Wind
Ventures XII LLC
USA - 51% Unaudited Wind energy prod 34,997 2,473 - 2,108 2,108 39,578
EDPR Wind USA - 51% Unaudited Wind energy prod 70,574 14,901 - 6,858 6,858 92,333
Ventures XIII LLC
EDPR Wind
USA - 51% Unaudited Wind energy prod 30,091 14.3911 - 7,302 7,302 52,304
Ventures XIV LLC
Crossing Trails
Wind Power Project
LLC
Moonshine Solar
USA - 100% Unaudited Wind energy prod - - - - - -
Park LLC USA - 100% Unaudited Wind energy prod - - - - - -
Sedge Meadow
Solar Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Helena Harbor
Solar Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Headwaters Wind
Farm III LLC
USA - 100% Unaudited Wind energy prod - - - - - -
THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
Loki Solar Park LLC USA - 100% Unaudited Wind energy prod - - - - - -
Leprechaun solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Little brook Solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Bright Stalk Solar USA - 100% Unaudited Wind energy prod - - - - - -
Park LLC
Crossing trails Wind
Power Project II
USA - 100% Unaudited Wind energy prod - - - - - -
LLC
Headwaters Wind
USA - 100% Unaudited Wind energy prod - - - - - -
Farm IV LLC
Blackford country
USA - 100% Unaudited Wind energy prod - - - - - -
Wind farm LLC
Prospector Solar
Park LLC
Rye Patch Solar
USA - 100% Unaudited Wind energy prod - - - - - -
Park LLC USA - 100% Unaudited Wind energy prod - - - - - -
Loblolly Hill solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Meadow lake Wind
farm VIII LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Loyal Wind Farm
LLC
USA - 10% Unaudited Wind energy prod - - - - - -
Marathon wind USA - 100% Unaudited Wind energy prod - - - - - -
Farm LLC
Cielo Solar Park
USA - 100% Unaudited Wind energy prod - - - - - -
LLC
Quilt block Wind
Farm II LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Shullsburg Wind USA - 100% Unaudited Wind energy prod - - - - - -
Farm LLC
Loma de la Gloria
USA - 100% Unaudited Wind energy prod - - - - - -
Solar Park LLC
Wrangler Solar Park
LLC
San clemente Solar
USA - 100% Unaudited Wind energy prod - - - - - -
Park LLC
Indiana Crossroads
USA - 100% Unaudited Wind energy prod - - - - - -
Wind Farm LLC USA - 100% Unaudited Wind energy prod - - - - - -
Indiana Crossroads
Wind Farm II LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Bayou bend Solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Poplar Camp Wind
Farm LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Avondale Solar Park
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Crittenden Wind
Farm LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Coldwater Solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Meadow Lake Solar USA - 100% Unaudited Wind energy prod - - - - - -
Park LLC
Nine Kings Wind
USA - 50% Unaudited Wind energy prod - - - - - -
Farm LLC
Nine kings Transco
USA - 100% Unaudited Wind energy prod - - - - - -
LLC
Sweet Stream Wind
Farm LLC
Blue Harvest Solar
USA - 100% Unaudited Wind energy prod - - - - - -
Park LLC
Franklin Wind Farm
USA - 100% Unaudited Wind energy prod - - - - - -
LLC USA - 100% Unaudited Wind energy prod - - - - - -
Edpr South Table
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Casa Grande
Carmel Solar LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Paulding Wind Farm
V LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Waverly wind Farm
II LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Spruce Ridge Wind
farm LLC
USA - 100% Unaudited Wind energy prod - - - - - -
2015 Vento XIV
LLC
USA - 51% PWC Wind energy prod 238,896 -301 - -119 -119 238,476
THOUSAND EUROS
GROUP
COMPANIES
NET PROFIT
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
2011 Vento X LLC USA - 100% PWC Wind energy prod 87,658 -755 - -121 -121 86,782
Blue Marmot I LLC USA - 100% Unaudited Wind energy prod - - - - - -
Blue Marmot II LLC USA - 100% Unaudited Wind energy prod - - - - - -
Drake Peak Solar USA - 100% Unaudited Wind energy prod - - - - - -
ParK LLC
Blue Marmot IV LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Blue Marmot V LLC USA - 100% Unaudited Wind energy prod - - - - - -
Blue Marmot VI LLC USA - 100% Unaudited Wind energy prod - - - - - -
Blue Marmot VII LLc USA - 100% Unaudited Wind energy prod - - - - - -
2014 Vento XI LLC USA - 51% PWC Wind energy prod 234,499 -43 - -25 -25 234,431
EDPR Solar
Ventures I LLC
USA - 100% Unaudited Wind energy prod 37,285 3,301 - 903 903 41,489
2014 Sol I LLC USA - 51% PWC Wind energy prod 62,379 -324 - -83 -83 61,972
2014 Vento XII LLC USA - 51% PWC Wind energy prod 131,226 -63 - -13 -13 131,150
Blue Marmot VIIII USA - 100% Unaudited Wind energy prod - - - - - -
LLC
2015 Vento XIII
LLC
USA - 51% PWC Wind energy prod 274,270 -535 - -106 -106 273,629
2018 Vento XVIII
LLC
USA - 100% Unaudited Wind energy prod 450,429 -26 - -188 -188 450,215
Blue Marmot IX
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Blue Marmot Solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Blue Marmot XI
LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Horse Mountain
Wind Farm LLC
USA - 100% Unaudited Wind energy prod - - - - - -
EDPR Wind
Ventures XVIII LLC
USA - 100% Unaudited Wind energy prod 212,214 1,653 - 7,057 7,057 220,924
Riverstart Solar
Park II LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Long Hollow Wind
Farm LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Horizon Wind
Ventures IB LLC
Horizon Wind
USA - 51% Unaudited Wind energy prod - 166,108 - -24,700 -24,700 141,408
Ventures IC LLC
Castle Valley Wind
USA - 51% Unaudited Wind energy prod 245,764 163,616 - 2,212 2,212 411,592
Farm LLC
White Stone Solar
USA - 100% Unaudited Wind energy prod - - - - - -
Park LLC USA - 100% Unaudited Wind energy prod - - - - - -
Riverstart Solar
Park III LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Dry Creek Solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Lost Lakes Wind
Farm LLC
USA - 100% Unaudited Wind energy prod 111,524 -1,642 - 2,527 2,527 112,409
Riverstart Solar
Park IV LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Riverstart Solar
Park V LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Timber Road Solar
Park LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Paulding Wind Farm
VI LLC
USA - 100% Unaudited Wind energy prod - - - - - -
Edpr Ca Solar Park
LLC
Edpr CA Solar Park
USA - 100% Unaudited Wind energy prod - - - - - -
II LLC
Edpr CA Solar Park
USA - 100% Unaudited Wind energy prod - - - - - -
III LLC
Edpr CA Solar Park
USA - 100% Unaudited Wind energy prod - - - - - -
IV LLC
Edpr CA Solar Park
USA - 100% Unaudited Wind energy prod - - - - - -
V LLC
Edpr CA Solar Park
USA - 100% Unaudited Wind energy prod - - - - - -
VI LLC
BC2 Maple Ridge
USA - 100% Unaudited Wind energy prod - - - - - -
Holdings LLC
North river Wind
USA
USA
-
-
100%
100%
Unaudited
Unaudited
Wind energy prod
Wind energy prod
-
-
-
-
-
-
-
-
-
-
-
-
LLC
EDP RENEWABLES
CANADA LTD.
Canada 100% - Unaudited Holding 46,066 23,310 - 4,411 4,411 73,787
THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
EDP Renewables
Sharp Hills Project
LP
Canada - 100% Unaudited Wind energy prod 35 -183 - -191 -191 -339
SBWF GP Inc. Canada - 51% Unaudited Wind energy prod 1 1 - - - 2
South Dundas Wind
Farm LP
Canada - 51% PWC Wind energy prod 14,669 13,116 - 3,437 3,437 31,222
Nation Rise Wind
Farm GP Inc.
Canada - 25% Unaudited Wind energy prod 1 - - - - 1
South Branch Wind
Farm II GP Inc.
Canada - 100% Unaudited Wind energy prod - - - - - -
South Branch Wind
Farm II LP
Canada - 100% Unaudited Wind energy prod 187 -211 - -189 -189 -213
EDP Renewables
Sharp Hills Project
GP Ltd.
Canada - 100% Unaudited Wind energy prod - - - - - -
Edp Renewables
Canada Management
Services LTD
Canada - 100% Unaudited Wind energy prod - -2,607 - - - -2,607
Edp Renewables
Sask Se GP Ltd
Canada - 100% Unaudited Wind energy prod - - - - - -
Edp Renewables
Sask SE Limited
Partnership
Canada - 100% Unaudited Wind energy prod - -135 - -236 -236 -371
Kennedy Wind farm
GP Ltd
Canada - 100% Unaudited Wind energy prod - - - - - -
Keneedy Wind farm
Limited Partnership
Canada - 100% Unaudited Wind energy prod - -135 - -64 -64 -199
Bromhead Solar
Park Gp Ltd
Canada - 100% Unaudited Wind energy prod - - - - - -
Bromhead Solar
Park Limited
Partnership
Canada - 100% Unaudited Wind energy prod - -135 - -64 -64 -199
Halbrite Solar Park
Gp Ltd
Canada - 100% Unaudited Wind energy prod - - - - - -
Halbrite Solar Park
Limited Partnership
Canada - 100% Unaudited Wind energy prod - -135 - -64 -64 -199
Blue Bridge Solar
Park Gp Ltd
Canada - 100% Unaudited Wind energy prod - - - - - -
Blue bridge Solar
Park Limited
Partnership
Canada - 100% Unaudited Wind energy prod - -135 - -64 -64 -199
Edp Renewables Sh
II Project GP Ltd
Canada - 100% Unaudited Wind energy prod - - - - - -
Edp Renewables Sh
II Project GP Ltd
Canada - 100% Unaudited Wind energy prod - - - - - -
Nation Rise Wind
farm GP II inc
Canada - 100% Unaudited Wind energy prod 3 -1 - -2 -2 -
Quatro Limited
Partnership
Canada - 100% Unaudited Wind energy prod 33,633 -10,492 - -23,141 - -
EDP RENOVÁVEIS
BRASIL, S.A.
Brazil 100% - PWC Holding 190,846 4,916 - 72,781 72,781 268,543
Central Nacional de
Energia Eólica, S.A.
Brazil - 51% PWC Wind energy prod 2,745 368 - 1,234 1,234 4,347
Elebrás Projetos,
S.A.
Brazil - 51% PWC Wind energy prod 22,982 2,001 - 7,191 7,191 32,174
Central Eólica Baixa
do Feijão I, S.A.
Brazil - 51% PWC Wind energy prod 8,685 2,683 - -187 -187 11,181
Central Eólica Baixa
do Feijão II, S.A.
Brazil - 51% PWC Wind energy prod 8,980 2,899 - -240 -240 11,639
Central Eólica Baixa
do Feijão III, S.A.
Brazil - 51% PWC Wind energy prod 14,929 1,720 - -905 -905 15,744
Central Eólica Baixa
do Feijão IV, S.A.
Brazil - 51% PWC Wind energy prod 9,840 2,324 - -527 -527 11,637
Central Eólica JAU,
S.A.
Brazil - 51% PWC Wind energy prod 38,544 9,903 - 500 500 48,947
Central Eólica
Aventura I, S.A.
Brazil - 50.99% PWC Wind energy prod 18,088 493 - -176 -176 18,405
Central Eólica
Aventura II, S.A.
Brazil - 100% Unaudited Wind energy prod 82 -104 - -24 -24 -46
Central Eólica
Boqueirao I,S.A.
Brazil - 100% Unaudited Wind energy prod - - - - - -
Central Eólica Brazil - 100% Unaudited Wind energy prod - - - - - -
Boqueirao II, S.A.
Central Eólica
Brazil - 100% Unaudited Wind energy prod - - - - - -
Catanduba I, S.A.
Central Eólica
Catadunba II, S.A.
Jerusalém
Brazil
Brazil
-
-
100%
100%
Unaudited
Unaudited
Wind energy prod
Wind energy prod
-
-
-
-
-
-
-
-11
-
-11
-
-11
Holding,S.A
THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL EQUITY
Central Eólica
Monte Verde VI,S.A
Brazil - 100% Unaudited Wind energy prod 2 - - -2 -2 -
Monte Verde
holding,S.A
Brazil - 100% Unaudited Wind energy prod - - - -11 -11 -11
Central Eóílica
Aventura III,S.A
Brazil - 100% Unaudited Wind energy prod - -98 - -16 -16 -114
Central Eólica
Aventura IV,S.A
Brazil - 100% Unaudited Wind energy prod 2 -114 - -18 -18 -130
Central Eólica
Aventura V,S.A
Brazil - 100% Unaudited Wind energy prod 2 --14 - -18 -18 -130
Srmn Holding S,A Brazil - 100% Unaudited Wind energy prod - - - -104 -104 -104
Central Eólica Srmn
I,S.A
Brazil - 100% Unaudited Wind energy prod - -130 - -27 -27 -157
Central Eólica Srmn
II,S.A
Brazil - 100% Unaudited Wind energy prod - -114 - -18 -18 -132
Central Eólica Srmn
III,S.A
Brazil - 100% Unaudited Wind energy prod - -130 - -19 -19 -149
Central Eólica Srmn
IV,S.A
Brazil - 100% Unaudited Wind energy prod - -131 - -19 -19 -150
Central Eólica Srmn
V,S.A
Brazil - 100% Unaudited Wind energy prod - -98 - -17 -17 -115
Aventura
Holding,S.A
Brazil - 100% Unaudited Wind energy prod - -19 - -79 -79 -98
Central Eólica
Monte Verde I,S.A
Brazil - 100% Unaudited Wind energy prod 2 -547 - -2 -2 -547
Central Eólica
Monte Verde II,S.A
Brazil - 100% Unaudited Wind energy prod 2 -547 - -2 -2 -547
Central Eólica
Monte Verde III,S.A
Brazil - 100% Unaudited Wind energy prod 2 -479 - -2 -2 -479
Central Eólica
Monte Verde IV,S.A
Brazil - 100% Unaudited Wind energy prod 2 -377 - -1 -1 -376
Central Eólica
Monte Verde V,S.A
Brazil - 100% Unaudited Wind energy prod 2 -274 - -1 -1 -376
Central Solar
Pereira Barreto
I,LTDA.
Brazil - 100% Unaudited Wind energy prod 221 - - -10 -10 211
Central Solar
Pereira Barreto
II,LTDA.
Brazil - 100% Unaudited Wind energy prod 224 -1 - -10 -10 213
Central Solar
Pereira Barreto
III,LTDA.
Brazil - 100% Unaudited Wind energy prod 224 - - -11 -11 213
Central Solar
Pereira Barreto
IV,LTDA.
Brazil - 100% Unaudited Wind energy prod 224 -1 - -10 -10 213
Central Solar
Pereira Barreto
V,LTDA.
Brazil - 100% Unaudited Wind energy prod 224 - - -9 -9 215
Central Eólica
Jerusalém I,S.A
Brazil - 100% Unaudited Wind energy prod - -239 - -2 -2 -241
Central Eólica
Jerusalém II,S.A
Brazil - 100% Unaudited Wind energy prod - -239 - -2 -2 -241
Central Eólica
Jerusalém III,S.A
Brazil - 100% Unaudited Wind energy prod - -239 - -2 -2 -241
Central Eólica
Jerusalém IV,S.A
Brazil - 100% Unaudited Wind energy prod - -239 - -2 -2 -241
Central Eólica
Jerusalém V,S.A
Brazil - 100% Unaudited Wind energy prod - -239 - -2 -2 -241
Central Eólica
Jerusalém VI,S.A
Brazil - 100% Unaudited Wind energy prod - -274 - -2 -2 -276
THOUSAND EUROS
JOINTLY
CONTROLLED
% % OTHER NET PROFIT
ENTITIES AND
ASSOCIATES
REGISTERED
ADDRESS
DIRECT
INTEREST
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES EQUITY
ITEMS
CONTINUING
OPERATIONS TOTAL
TOTAL
EQUITY
Aprofitament D´Energies
Renovables de l´Ebre S.l
Spain - 13,% JG.Valls Infrastructure
management
14,933 -7,100 - -85 -85 7,748
Biomasas del Pirineo, S.A. Huesca, Spain - 30% Unaudited Biomass:
electricity
production
455 -217 - - - 238
Sistemas Eólicos tres
Cruces,S.L
Soria, Spain - 25% Unaudited Wind energy
prod.
50 -19 - - - 31
THOUSAND EUROS
JOINTLY NET PROFIT
CONTROLLED
ENTITIES AND
ASSOCIATES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST
AUDITOR ACTIVITY CAPITAL RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS TOTAL
TOTAL
EQUITY
Desarrollos Energéticos
del Val,S.l
Soria, Spain - 25% Unaudited Wind energy
prod.
137 153 - - - 290
Parque Eólico Sierra del
Madero, S.A.
Soria, Spain - 42% Kpmg Wind energy
prod.
7,194 23,563 - 3,662 3,662 34,419
Desarrollos Eólicos de
Canarios, S.A.
Las Palmas de
Gran Canaria,
Spain
- 45% PWC Wind: Wind
farm
development
1,817 638 - 1,610 1,610 4,065
Solar Siglo XXI, S.A. Ciudad Real,
Spain
- 25% Unaudited Wind energy
prod.
80 -18 - - - 62
Parque Eólico Belmonte,
S.A.
Madrid, Spain - 30% Kpmg Wind energy
prod.
120 5,542 - 1,384 1,384 7,047
Eoliennes en Mer Dieppe -
Le Tréport, S.A.S.
France - 29.5% Ernst&Young Wind energy
prod.
31,436 -3,258 - -694 -694 27,484
Eoliennes en Mer iles
d´Yeu et de Noirmoutier,
S.A.S
France - 29.5% Ernst&Young Wind energy
prod.
36,376 -3,316 - -712 -712 32,348
Les Eoliennes Flottantes
du Golfe du Lion, S.A.S
France - 35% Ernst&Young Wind energy
prod.
40 -5,144 - 1,371 1,371 -3,733
Les Eoliennes en Mer
Services,S.A.S.
France - 29.5% Ernst&Young Wind energy
prod.
40 1,144 - 360 360 1,544
Dunkerque Éoliennes en
Mer,S.A.S
France - 32% Unaudited Wind energy
prod.
10 - - - - 10
Ceprastur, A.I.E. Spain - 57% Unaudited Mini
hydroelectric:
electricity
production
361 13 - -5 -5 369
Windplus,S.A Portugal - 54.4% PWC Wind energy
prod.
1,250 1,312 - -3,609 -3,609 -1,047
Evolución 2000,S.L Spain - 49,% PWC Wind energy
prod.
118 19,566 - 2,521 2,521 22,205
Desarrollos energéticos
Canarias, S.A
Spain - 50% Unaudited Wind: Wind
farm
development
60 -25 -25 - - 10
Compañía Eólica
Aragonesa, S.A
Spain - 50% PWC Wind energy
prod.
6,701 83,941 - 1,018 1,018 91,660
Frontier Beheer
nederland,B.V
Netherlands - 30% Unaudited Wind energy
prod.
1 - - - - 1
Frontier,C.V Netherlands - 30% Unaudited Wind energy
prod.
1 - - - - 1
Solar Works!B.V Netherlands - 20% RSM Global Wind energy
prod.
0 3,161 - -345 -345 2,816
Goldfinger Ventures LLC USA - 50% Unaudited Wind energy
prod.
137,955 - - -47 -47 137,908
Goldfinger Ventures II
LLC
USA - 50% Unaudited Wind energy
prod.
208,332 - - -67 -67 208,265
Nine Kings Wind Farm
LLC
USA - 50% Unaudited Wind energy
prod.
- - - - - -
Solar Ventiures
Acquisition LLC
USA - 50% Unaudited Wind energy
prod.
-49,626 - - 52,356 52,356 2,730
Nation Rise Wind Farm
GP inc
Canada - 25% Unaudited Wind energy
prod.
1 - - - - 1
Flat Rock Windpower II
LLC
USA - 50% PWC Wind energy
prod.
210,934 -98,991 - -8,425 -8,425 103,518
Flat Rock Windpower
LLC
USA - 50% PWC Wind energy
prod.
535,824 -261,989 - -20,992 -20,992 252,844
Blue Canyon Windpower
LLC
USA - 25% PWC Wind energy
prod.
56,837 -41,401 - 1,653 1,653 17,089
Mayflower Wind Energy
LLC
USA - 50% Unaudited Wind energy
prod.
158,822 - - 1,958 1,958 160,780
2018 Vento XIX LLC USA - 20% Unaudited Wind energy
prod.
482,580 - - -126 -126 482,454
Korean Floating Wind
Power Co,Ltd
KOREA -* 61% Unaudited Wind energy
prod.
8 -17 - -819 -819 -828
Moray West Holdings
limited
United Kingdom - 67% Unaudited Wind energy
prod.
1 -14 - -20 -20 -33
Moray East Holdings
Limited
United Kingdom - 33.3% PWC Wind energy
prod.
11,754 -14 - 9 9 11,749

*Companies included in the tax group that the Company belongs to (note 19)

APPENDIX II

EDP Renovaveis, S.A.

Details of investments in Group companies as at 31 December 2018

NET PROFIT THOUSAND EUROS
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST AUDITOR ACTIVITY SHARE
CAPITAL
RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL
EQUITY
EDP RENEWABLES
EUROPE, S.L.U.*
Spain 100% - PwC Holding 249,499 2,120,623 - 94,155 94,155 2,464,277
EDP Renovables España,
S.L.U.*
Spain - 100% PwC Holding, construction and
wind energy production
46,128 613,366 685 86,607 86,607 746,786
EDPR Polska, Sp.z.o.o. Poland - 100% PwC Holding and wind energy
production
121,284 109,671 - -12,647 -12,647 218,308
EDPR International
Investmets, B.V.
Netherlands - 100% PwC Holding 20 7,121 - 5,211 5,211 12,352
Greenwind, S.A. Belgium 0.02% 50.98% PwC Wind energy production 24,924 23,785 -206 4,901 4,901 53,405
EDPR France Holding SAS France - 100% PwC Holding 8,500 5,385 - -5,437 -5,437 8,448
EDP Renewables SGPS,SA
EDP Renewables Belgium,S.A
Portugal
Belgium
-
0.16%
100%
99.84%
PwC
PwC
Holding
Holding
50
287
122,254
870
-
-
8,147
-171
8,147
-171
130,451
986
EDPR Portugal , S.A. Portugal - 51% PwC Holding and wind energy
production
7,500 60,799 4,656 60,621 60,621 133,576
EDPR PT-Promocao e
Operacao,S.A
Portugal - 100% PwC Wind: Wind farm
development
50 8,145 2 -661 -661 7,536
EDP Renowables France, SAS France - 51% PwC Holding 151,704 -22,860 - 7,730 7,730 136,574
EDPR Ro Pv,S.r.l Romania 0.05% 99.95% Unaudited Wind energy production 55,935 -2,863 - -152 -152 52,920
Cernavoda Power,S.A Romania - 85% PwC Wind energy production 83,454 -24,620 - -3,496 -3,496 55,338
VS Wind Farm S.A. Romania - 85% PwC Wind energy production 53,740 -8,260 - 1,397 1,397 46,877
Pestera Wind Farm, S.A. Romania - 85% PwC Wind energy production 67,111 -26,971 - -1,326 -1,326 38,814
EDPR Romania, S.R.L. Romania - 99.99% PwC Wind energy production 208,827 -8,068 - -934 -934 199,825
Sibioara Wind Farm,S.r.L Romania - 85% PwC Wind energy production 20,361 -12,177 - -1,495 -1,495 6,689
Vanju Mare Solar,S.A Romania 0.05% 99.95% PwC Photovoltaic energy
production
9,611 2,221 - 1,387 1,387 13,219
Studina Solar,S.A Romania 0.05% 99.95% PwC Photovoltaic energy
production
Photovoltaic energy
7,988 3,656 - 1,715 1,715 13,359
Cujmir Solar, S.A Romania 0.05% 99.95% PwC production
Photovoltaic energy
10,393 4,311 - 2,140 2,140 16,844
Potelu Solar,S.A Romania 0.05% 99.95% PwC production
Photovoltaic energy
7,574 2,950 - 1,236 1,236 11,760
Foton Delta,S.A Romania 0.05% 99.95% PwC production
Photovoltaic energy
3,556 1,390 - 705 705 5,651
Foton Epsilon,S.A Romania 0.05% 99.95% PwC production
Holding and wind energy
4,302 3,950 - 1,132 1,132 9,384
EDP Renowables Italia,S.r.l Italy - 51% PwC production 34,439 13,981 - 4,476 4,476 52,896
EDPR Uk Limited
EDP Renovaveis Servicios
United Kingdom
Spain
-
70.01%
100%
29.99%
PwC
PwC
Holding
Other economic activities
10,785
84,691
-5,834
319,302
-
-
-353
7,865
-353
7,865
4,598
411,858
Financieros.S.A*
Parque Eólico Santa Quiteria,
Spain - 84% PwC Wind energy production 63 15,019 - 1,034 1,034 16,116
S.L.
Eólica La Janda, S.l.U*
Spain - 100% PwC Wind energy production 4,525 10,802 - 12,294 12,294 27,621
Eólica Fontesilva, S.L.U* Spain - 100% PwC Wind energy production 6,860 6,911 - 1,689 1,689 15,460
EDPR Yield S.A.U* Spain - 100% PwC Wind energy production 99,405 275,615 - 37,473 37,473 412,493
Parque Eólico Altos del
Voltoya S.A.*
Spain - 92.50% PwC Wind energy production 6,434 12,040 33 953 953 19,660
Eólica La Brújula, S.A Spain - 100% PwC Wind energy production 3,294 16,095 - 2,310 2,310 21,699
Eólica Arlanzón S.A. Spain - 85% PwC Wind energy production 4,509 8,365 -5 671 671 13,540
Eolica Campollano S.A. Spain - 75% PwC Wind energy production 6,560 18,130 -65 2,592 2,592 27,217
Parque Eólico La Sotonera
S.L.
Spain - 69.84% PwC Wind energy production 2,000 5,997 - 827 827 8,824
Korsze Wind Farm,SP.z.o.o Poland - 51% PwC Wind energy production 10,832 15,301 - 761 761 26,894
Eólica Don Quijote, S.L.U Spain - 51% PwC Wind energy production 3
-1,841
- 2,706 2,706 868
Eólica Dulcinea, S.L.U Spain - 51% PwC Wind energy production 10 -829 - 1,607 1,607 788
Eólica Sierra de Avila, S.L*.
Eólica de Radona, S.L.U
Spain
Spain
-
-
100%
51%
PwC
PwC
Wind energy production
Wind energy production
12,977
22,088
22,706
-479
-
-
1,679
1,783
1,679
1,783
37,362
23,392
Eolica Alfoz, S.L.U Spain - 51% PwC Wind energy production 8,480 14,032 - 10,161 10,161 32,673
Eólica La Navica, S.L.U Spain - 51% PwC Wind energy production 10 -381 - 2,176 2,176 1,805
Radzeijów wind farm SP.z.o.o Poland - 51% PwC Wind energy production 7,696 -4,265 - -1,104 -1,104 2,327
Energiaki Arvanikou Greece 0.01% 99.99% KPMG Wind energy production 772 -240 - -35 -35 498
Wind Park Aerorrachi Greece - 100% Unaudited Wind energy production 60 -26 - -19 -19 15
MFW Neptun Sp.zo.o Poland - 100% Unaudited Wind energy production 61 -50 - -2 -2 9
Wincap S.R.L Italy - 100% PwC Wind energy production 2,550 1,041 - -392 -392 3,199
Renovables
Castilla
La
Mancha, S.A.
Spain - 90% PwC Wind energy production 60 995 - 1,847 1,847 2,902
Monts
de
la
Madeleine
Energie,SA.S
France - 100% PwC Wind energy production 37 -4 - -5 -5 28
Monts du Forez Energie,SAS France - 100% PwC Wind energy production 37 -33 - -3 -3 1
Sarve,S.R.L Italy - 51% Unaudited Wind energy production 10 3 - -4 -4 10
OTHER
GROUP
REGISTERED
DIRECT
INDIRECT
SHARE
EQUITY
CONTINUING
COMPANIES
ADDRESS
INTEREST
INTEREST AUDITOR
ACTIVITY
CAPITAL
RESERVES
ITEMS
OPERATIONS
TOTAL
EQUITY
Bourbriac II SAS
France
-
100%
PwC
Wind energy production
1
-12
-
-6
-6
-17
Parc Eolien de Montagne Fayel
France
-
51%
PwC
Wind energy production
37
1,555
-
745
745
2,337
S.A.S
Molen Wind II sp.Z.o.o
Poland
-
51%
PwC
Wind energy production
4
9,467
1,031
-782
-782
9,720
Breva Wind S.R.L
Italy
-
100%
PwC
Wind energy production
7,100
-785
-
-11
-11
6,304
Acampo Arias, SL
Spain
-
95%
PwC
Wind energy production
3,314
331
-
2,186
2,186
5,831
SOCPE Sauvageons, SARL
France
-
75.99%
PwC
Wind energy production
1
652
-
-52
-52
601
SOCPE Le Mee, SARL
France
-
75.99%
PwC
Wind energy production
1
991
-
-191
-191
801
SOCPE Petite Piece, SARL
France
-
75.99%
PwC
Wind energy production
1
262
-
-118
-118
145
NEO Plouvien,.S.A.S
France
-
51%
PwC
Wind energy production
5,040
-2,566
-
333
333
2,807
CE Patay, SAS
France
-
26.01%
PwC
Wind energy production
131
6,092
-
1,044
1,044
7,267
Relax Wind Park III, Sp.z.o.o.
Poland
-
51%
PwC
Wind energy production
16,616
6,956
-
-7,198
-7,198
16,374
Relax Wind Park I, Sp.z.o.o.
Poland
-
51%
PwC
Wind energy production
12,975
1,222
3,686
2,714
2,714
20,597
Relax Wind Park IV, Sp.z.o.o.
Poland
-
100%
Unaudited
Wind energy production
1,252
-1,146
-
-2
-2
104
Parque Eólico Los Cantales,
Spain
-
100%
PwC
Wind energy production
1,963
1,363
-
1,861
1,861
5,187
S.L.U.

La Plaine De Nouaille,S.A.S
France
-
100%
PwC
Wind energy production
8
-19
-
-2
-2
-13
Le
Chemin
de
Saint
France
-
100%
PwC
Wind energy production
92
-10
-
-2
-2
80
Druon,S.A.S
CE Saint Barnabé, SAS
France
-
26.01%
PwC
Wind energy production
96
5,395
-
919
919
6,410
E Segur, SAS
France
-
26.01%
PwC
Wind energy production
113
5,326
-
888
888
6,327
Eolienne D´Etalondes, SARl
France
-
100%
Unaudited
Wind energy production
1
-52
-
-11
-11
-62
Eolienne de Saugueuse, SARL
France
-
26.01%
PwC
Wind energy production
1
2,134
-
666
666
2,801
Parc Eolien Dammarie, SARL
France
-
51%
PwC
Wind energy production
1
361
-
848
848
1,210
Parc Éoline de Tarzy, S.A.R.L
France
-
51%
PwC
Wind energy production
1,505
-206
-
334
334
1,633
Parc
Eolien
des
Longs
France
-
100%
Unaudited
Wind energy production
1
-86
-
-15
-15
-100
Champs, SARL
Parc Eolien de Mancheville,
France
-
100%
Unaudited
Wind energy production
1
-112
-
243
243
132
SARL
Parc Eolien de Roman, SARL
France
-
51%
PwC
Wind energy production
1
3,375
-
605
605
3,981
Parc Eolien des Vatines, SAS
France
-
26.01%
PwC
Wind energy production
841
483
-
100
100
1,424
Parc Eolien de La Hetroye,
France
-
100%
PwC
Wind energy production
37
-47
-
-5
-5
-15
SAS
Eolienne de Callengeville, SAS
France
-
100%
PwC
Wind energy production
37
-45
-
-5
-5
-13
Parc Eolien de Varimpre, SAS
France
-
26.01%
PwC
Wind energy production
37
2,095
-
848
848
2,980
Parc Eolien du Clos Bataille,
France
-
26.01%
PwC
Wind energy production
410
574
-
130
130
1,114
SAS
Eólica de Serra das Alturas,S.A
Portugal
-
25.55%
PwC
Wind energy production
50
5,117
-
1,464
1,464
6,631
Malhadizes- Energia Eólica, SA
Portugal
-
51%
PwC
Wind energy production
50
5,290
-
2,240
2,240
7,580
Eólica de Montenegrelo, LDA
Portugal
-
25.55%
PwC
Wind energy production
50
7,625
-
2,729
2,729
10,404
Eólica da Alagoa,SA
Portugal
-
30.60%
PwC
Wind energy production
50
3,116
645
2,170
2,170
5,981
Aplica.Indust
de
Energias
Spain
-
61.50%
Unaudited
Wind energy production
131
-165
-
1,683
1,683
1,649
limpias S.L
Aprofitament
D´Energies
Renovables de la Tierra Alta
Spain
-
60.09%
Unaudited
Wind energy production
1,994
-1,979
-
-3
-3
12
S.A
Bon Vent de L´Ebre S.L.U
Spain
-
51%
PwC
Wind energy production
12,600
-38
-
4,207
4,207
16,769
Parc Eólic Serra Voltorera
Spain
-
100%
PwC
Wind energy production
3,458
6,660
-
564
564
10,682
S.l.U
Elektrownia Wiatrowa Kresy I
Poland
-
51%
PwC
Wind energy production
20
71,192
771
1,724
1,724
73,707
sp zoo
Centrale Eolienne Canet –
France
-
25.96%
PwC
Wind energy production
125
4,329
-
911
911
5,365
Pont de Salaras S.A.S
Centrale Eolienne de Gueltas
France
-
26.01%
PwC
Wind energy production
761
3,755
-
574
574
5,090
Noyal – Pontiv y S.A.S
Edpr Villla Galla,S.R.L
Italy
-
51%
PwC
Wind energy production
9,000
50,234
-
8,740
8,740
67,973
Centrale Eolienne Neo Truc
de
France
-
51%
PwC
Wind energy production
3,831
-661
-
324
324
3,494
L´Homme ,S.A.S
THOUSAND EUROS
NET PROFIT
% % TOTAL
% % OTHER NET PROFIT THOUSAND EUROS
GROUP
COMPANIES
REGISTERED
ADDRESS
DIRECT
INTEREST
INDIRECT INTEREST AUDITOR ACTIVITY SHARE
CAPITAL
RESERVES EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL
EQUITY
Vallee de Moulin SARL France - 51% PwC Wind energy production 8,001 1,917 - 313 313 10,231
Mardelle SARL
Quinze Mines SARL
France
France
-
-
51%
75.99%
PwC
PwC
Wind energy production
Wind energy production
3,001
1
615
-2,082
-
-
-2,391
-389
-2,391
-389
1,225
-2,470
Desarrollos Eólicos de Teruel
SL
Spain - 51% Unaudited Wind energy production 60 - - - - 60
Tebar Eólica, S.A.U.* Spain - 100% PwC Wind energy production 4,720 1,847 - 2,404 2,404 8,971
Par Eólic de Coll de Moro
S.L.U.*
Spain - 100% PwC Wind energy production 7,809 3,575 -3,259 2,635 2,635 10,760
Par Eólic de Torre Madrina
S.L.U.*
Spain - 100% PwC Wind energy production 7,755 7,226 -3,049 3,498 3,498 15,430
Parc Eolic de Vilalba dels Arcs
S.L.U*
Spain - 100% PwC Wind energy production 3,066 5,351 -1,432 2,454 2,454 9,439
Bon Vent de Vilalba, S.L.U Spain - 51% PwC Wind energy production 3,600 -1,580 - 2,889 2,889 4,909
Bon Vent de Corbera,S.L.U.* Spain - 100% PwC Wind energy production 7,255 12,579 - 3,261 3,261 23,095
Masovia Wind Farm I s.p. zo.o. Poland - 100% PwC Wind energy production 351 13,932 - -3,461 -3,461 10,822
Farma wiaStarozbery Sp.z.o.o Poland - 100% Unaudited Wind energy production 130 244 - -16 -16 358
Karpacka
mala
Energetyka,sp,z.o.o
Poland - 85% Unaudited Wind energy production -297 -28 - -26 -26 -351
Edpr Italia holding,S.r.l Italy - 100% PwC Wind energy production 347 59,696 - -3,146 -3,146 56,897
Re
plus

Societa
´a
Responsabilita ´limitada
Italy - 100% Unaudited Wind energy production 100 -400 - 300 300 -
Parc Eolien de Preuseville
S.A.R.L
France - 51% PwC Wind energy production 1 1,052 - 320 320 1,373
Iberia
Aprovechamientos
Eólicos, S.A.U.*
Spain - 94% PwC Wind energy production 1,919 535 - 1,503 1,503 3,957
Parc Éolien de boqueho
Pouagat SAS
France - 100% PwC Wind energy production 1 212 - 548 548 761
Parc Éolien de Francourville
SAS
France - 51% PwC Wind energy production 1 772 - 944 944 1,717
Parc Eolien d´Escardes SAS France - 51% PwC Wind energy production 1 1,140 - 933 933 2,074
Parc
éolien
des
Domaines,S.A.S
7
France
- 100% PwC Photovoltaic energy production 5 -9 - -2 -2 -5
EDPR PT - Parques Eólicos,
S.A.
Portugal - 51% PwC Wind energy production 50 66,836 - 2,638 2,638 69,524
Eólica do Alto da Lagoa, S.A. Portugal - 51% PwC Wind energy production 50 7,272 -617 1,978 1,978 8,683
Eólica das Serras das Beiras,
S.A.
Portugal - 51% PwC Wind energy production 50 20,969 -3,795 5,568 5,568 22,792
Eólica do Cachopo, S.A. Portugal - 51% PwC Wind energy production 50 6,003 - 3,872 3,872 9,925
Eólica do Castelo, S.A. Portugal - 51% PwC Wind energy production 50 1,491 - 1,818 1,818 3,359
Eólica da Coutada, S.A. Portugal - 51% PwC Wind energy production 50 26,234 -3,923 8,799 8,799 31,160
Eólica do Espigão, S.A. Portugal - 51% PwC Wind energy production 50 10,252 -725 2,334 2,334 11,911
Eólica do Sincelo, S.A. Portugal - 100% PwC Wind energy production 150 3,945 - -140 -140 3,955
Eólica da Linha, S.A. Portugal - 100% PwC Wind energy production 100 3,763 - 968 968 4,831
Eólica da Lajeira, S.A. Portugal - 51% PwC Wind energy production 50 3,745 - 3,553 3,553 7,348
Eólica do Alto do Mourisco,
S.A.
Portugal - 51% PwC Wind energy production 50 4,055 -549 1,702 1,702 5,258
Eólica
dos
Altos
dos
Salgueiros-Guilhado, S.A.
Portugal - 51% PwC Wind energy production 50 1,606 -224 773 773 2,205
Eólica do Alto da Teixosa, S.A. Portugal - 51% PwC Wind energy production 50 5,312 -914 1,651 1,651 6,099
Eólica da Terra do Mato, S.A. Portugal - 51% PwC Wind energy production 50 5,425 -1,212 2,170 2,170 6,433
Eólica do Velão, S.A. Portugal - 51% PwC Wind energy production 50 720 - 1,983 1,983 2,753
TACA Wind, S.r.l.
Le Chemin de la Corve
Italy
France
-
-
100%
100%
PwC
PwC
Wind energy production
Rendering of services
1,160
123
1,563
-56
-
-
180
-3
180
-3
2,903
64
Vientos de Coahuila, S.A. de
C.V.
Mexico 0.01% 99.99% Unaudited Wind energy production 2 -29 - -71 -71 -98
Eólica de Coahuila, S.A. de
C.V.
Mexico - 51% PwC Wind energy production 5,191 6,601 2,036 9,989 9,989 23,817
Parc Éolien de Flavin,S.A.S France - 100% PwC Wind energy production 1 -3 - 15 15 13
Parc Éolien de Citernes,S.A.S
Parc Éolien de Prouville,S.A.S
France
France
-
-
100%
100%
PwC
PwC
Wind energy production
Wind energy production
1
1
-2
-2
-
-
-6
-6
-6
-6
-7
-7
Parc Éolien de Louviéres,S.A.S France - 100% Kpmg Wind energy production 1 -2 - -6 -6 -6
Parc Éolien de la Champagne
Berrichonne,S.A.R.L
France - 100% PwC Wind energy production 4 478 - 959 959 1,441
THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST AUDITOR ACTIVITY SHARE OTHER
EQUITY
CONTINUING TOTAL
Parc Éolien de Paudy, S.A.S. France - 100% PwC Wind energy production CAPITAL
37
RESERVES
-49
ITEMS OPERATIONS
-
-128
TOTAL
-128
EQUITY
-140
P.e Cote Cerisat France - 100% Ernst&Young Wind energy production 27 -11 -
-3
-3 13
Tivano,S.R.L Italy - 75% PwC Wind energy production 100 577 -
466
466 1,143
San Mauro, S.R.L Italy - 75% PwC Wind energy production 70 4,084 -
282
282 4,436
Conza Energia,S.R.L Italy - 100% PwC Wind energy production 456 3,505 -
-354
-354 3,607
AW 2,S.r.l Italy - 75% PwC Wind energy production 100 1,749 -
-152
-152 1,697
Lucus Power,S.r.l Italy - 100% PwC Wind energy production 10 2,243 -
-289
-289 1,964
T Power,S.p.A Italy - 100% Baker.T.R Wind energy production 1,000 2,020 -
-135
-135 2,885
Miramit Investments,Sp.z.o.o. Poland - 100% Unaudited Wind energy production 15 180 -
-2
-2 193
EDP Renowables Polska
Opco,S.A.
Poland - 100% VGD Audyt Wind energy production 28 -17 -
-6
-6 5
Edp Renewables Polska Poland - 51% PwC Holding 28 218,544 -
12,531
12,531 231,103
HOLDCO,S.A
P.E Valdelugo Spain - 100% N/A Wind energy production 3 - -
-1
-1 2
Rampton Poland - 100% N/A Wind energy production 1 - -
-1
-1 -
EDPR Participaciones,S.L.U
Moray Offshore Renewable
Spain - 51% PwC Holding 7,969 314,729 -
31,270
31,270 353,968
Power limited UK - 100% Unaudited Wind energy production 25,929 -349 -
25,095
25,095 25,982
EDP RENEWABLES NORTH
AMERICA, LLC
USA - 100% PwC Wind energy production 3,521,374 -8,375 -
-83,015
-83.15 3,429,984
EDPR Servicios de México, S. Mexico - 100% Unaudited Wind energy production 2,942 -1,287 -
-578
-578 1,077
de R.L. de C.V.
Franklin Wind Farm, L.L.C.
USA - 100% Unaudited Wind energy production - - -
-
- -
Paulding Wind Farm IV LLC USA - 100% Unaudited Wind energy production 4,469 -12 -
-4
-4 4,453
EDPR Solar Ventures II LLC USA - 100% Unaudited 54,472 -82 -
457
457 54,847
Rush County Wind Farm LLC USA - 100% Unaudited Wind energy production 2,181 - -
-
- 2,181
Crittenden Wind Farm LLC USA - 100% Unaudited -
-
- -
-
- -
EDPR South Table LLC USA - 100% Unaudited Wind energy production - - -
-
- -
Meadow Lake Solar Park LLC USA - 100% Unaudited -
-
- -
-
- -
Nine Kings Transco LLC USA - 100% Unaudited -
-
- -
-
- -
Sweet Stream Wind Farm
LLC USA - 100% Unaudited -
-
- -
-
- -
Coldwater Solar Park LLC USA - 100% Unaudited -
-
- -
-
- -
Cameron Solar LLC USA - 100% PwC Wind energy production 32,008 -18 -
-746
-746 31,244
2017 Sol II LLC USA - 100% PwC Wind energy production 110,551 5 -
-21
-21 110,535
2017 Vento XVII LLC USA - 100% PwC Wind energy production 482,072 -17 -
-107
-107 481,948
EDPR Wind Ventures XVII, USA - 100% Unaudited -
100,686
8,401 -
16,133
16,133 125,220
L.L.C.
Estill Solar I LLC USA - 100% PwC Wind energy production 34,984 43 -
-988
-988 34,039
Blue Harvest Solar Park LLC USA - 100% Unaudited -
-
- -
-
- -
Paulding Wind Farm V LLC
EDPR Offshore North
USA - 100% Unaudited -
-
- -
-
- -
America LLC USA - 100% Unaudited -
-
- -
-
- -
Headwaters Wind Farm II
LLC
USA - 100% Unaudited -
-
- -
-
- -
Poplar Camp Wind Farm LLC USA - 100% Unaudited -
-
- -
-
- -
Drake Peak Solar Park LLC USA - 100% Unaudited -
-
- -
-
- -
Avondale Solar Park LLC USA - 100% Unaudited -
-
- -
-
- -
Wildcat Creek Wind Farm USA - 100% Unaudited -
-
- -
-
- -
LLC
Indiana Crossroads Wind
USA - 100% Unaudited -
-
- -
-
- -
Farm LLC
Indiana Crossroads Wind
Farm LLC II
USA - 100% Unaudited -
-
- -
-
- -
Waverly Wind Farm II LLC USA - 100% Kpmg -
-
- -
-
- -
Long Holow Wind Farm LLC USA - 100% Unaudited -
-
- -
-
- -
Castle Valley Wind Farm LLC USA - 100% Unaudited -
-
- -
-
- -
Spruce Ridge Wind Farm LLC USA - 100% Unaudited -
-
- -
-
- -
Reloj del Sol Wind Farm LLC USA - 100% Unaudited Wind energy production 1,620 - -
-
- 1,620
Riverstart Solar park III LLC USA - 100% Unaudited -
-
- -
-
- -
Renville County Wind Farm USA - 100% Unaudited -
-
- -
-
- -
LLC
Dry Creek Solar park LLC
USA - 100% Unaudited -
-
- -
-
- -
EDPR CA Solar Park LLC USA - 100% Unaudited -
-
- -
-
- -
EDPR CA Solar Park II LLC USA - 100% Unaudited -
-
- -
-
- -
Riversart Solar Park IV LLC USA - 100% Unaudited -
-
- -
-
- -
EDPR CA Solar Park III LLP USA - 100% Unaudited -
-
- -
-
- -
EDPR CA Solar Park IV LLC USA - 100% Unaudited -
-
- -
-
- -
EDPR CA Solar Park V LLC USA - 100% Unaudited -
-
- -
-
- -
EDPR CA Solar Park VI LLC USA - 100% Unaudited -
-
- -
-
- -
Hog Creek Wind Project
LLC USA - 100% Unaudited Wind energy production 64,556 98 -
2,189
2,189 66,843
Paulding Wind Farm VI LLC USA - 100% Unaudited -
-
- -
-
- -
White Stone Solar Park LLC USA - 100% Unaudited -
-
- -
-
- -
Redbed Plains Wind Farm USA - 100% PwC Wind energy production 129,312 814 -
-643
-643 129,483
LLC
Timber Road Solar Park LLC USA - 100% Unaudited Wind energy production - - -
-
- -
2016 Vento XV LLC USA - 100% PwC 445,180 -101 -
-111
-111 444,968
Riverstart Solar Park V LLC USA - 100% Unaudited -
-
- -
-
- -
2016 Vento XVI LLC
EDPR Wind Ventures XV
USA - 100% PwC Wind energy production 168,303 -102 -
-97
-97 168,104
LLC USA - 100% Unaudited Wind energy production 148,107 12,278 -
13,187
13,187 173,572
THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST AUDITOR ACTIVITY SHARE
CAPITAL
RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL
EQUITY
EDPR Wind Ventures XVI
LLC
USA - 100% Unaudited Wind energy production 70,039 1,007 - 1,645 1,645 72,691
Meadow Lake Wind Farm VIII USA - 100% Unaudited - - - - - - -
LLC
Blue Marmot I LLC
USA - 100% Unaudited - - - - - - -
Blue Marmot II LLC USA - 100% Unaudited - - - - - - -
Blue Marmot IV LLC USA - 100% Unaudited - - - - - - -
Blue Marmot V LLC USA - 100% Unaudited Wind energy production - - - - - -
Blue Marmot VI LLC USA - 100% Unaudited Wind energy production - - - - - -
Blue Marmot VII LLC USA - 100% Unaudited Wind energy production - - - - - -
Blue Marmot VIII LLC USA - 100% Unaudited Wind energy production - - - - - -
Blue Marmot IX LLC
Blue Marmot XI LLC
USA
USA
-
-
100%
100%
Unaudited
Unaudited
Wind energy production
Wind energy production
-
-
-
-
-
-
-
-
-
-
-
-
Horse Mountain Wind Farm USA - 100% Unaudited Wind energy production - - - - - -
LLC
Riverstart Solar Park II LLC
USA - 100% Unaudited Wind energy production - - - - - -
Riverstart Solar Park III LLC USA - 100% Unaudited Wind energy production - - - - - -
Riverstart Solar Park IV LLC USA - 100% Unaudited Wind energy production - - - - - -
Hidalgo Wind Farm II LLC USA - 100% Unaudited Wind energy production - - - - - -
Wind Turbine Prometheus LP USA - 100% Unaudited Wind energy production 5 -5 - - - -
Quilt Block Wind Farm LLC USA - 100% PwC Wind energy production 137,241 2,673 - 3,814 3,814 143,728
Whitestone Wind Purchasing
LLC
Blue Canyon Windpower V
USA - 100% Unaudited Wind energy production 3,086 -1,043 - 5 5 2,048
LLC USA - 51% PwC Wind energy production 51,071 55,566 - 6,806 6,806 113,443
Sagebrush Power Partners
LLC
USA - 100% PwC Wind energy production 134,325 -22,271 - 3,652 3,652 115,706
Marble River LLC USA - 100% Unaudited Wind energy production 200,712 25,812 - 2,101 2,101 228,625
Blackstone Wind Farm LLC USA - 100% Unaudited Wind energy production 91,087 -1,183 - 1,133 1,133 91,037
Aroostook Wind Energy LLC USA - 100% Unaudited Wind energy production 54,577 -4,713 - -5 -5 49,859
Jericho Rise Wind Farm LLC USA - 100% PwC Wind energy production 133,141 5,938 - 4,663 4,663 143,742
Martinsdale Wind Farm LLC
Signal Hill Wind Power
USA - 100% Unaudited Wind energy production 3,953 -28 - 3 3 3,928
Project LLC
Tumbleweed Wind Power
USA - 100% Unaudited Wind energy production 4 -4 - - - -
Project LLC USA - 100% Unaudited Wind energy production 3 -3 - - - -
Stinson Mills Wind Farm LLC USA - 100% Unaudited Wind energy production 3,605 -86 - - - 3,519
OPQ Property LLC USA - 100% Unaudited Wind energy production - 152 - - - 152
Meadow Lake Wind Farm
LLC
USA - 100% Unaudited Wind energy production 182,814 -14,978 - -1,972 -1,972 165,864
Wheat Field Wind Power
Project LLC
USA - 51% PwC Wind energy production 11,630 47,173 - 7,619 7,619 66,422
High Trail Wind Farm LLC USA - 100% PwC Wind energy production 148,913 56,696 - 18,393 18,393 224,002
Madison Windpower LLC USA - 100% PwC Wind energy production 13,925 -9,376 - -601 -601 3,948
Mesquite Wind LLC USA - 100% PwC Wind energy production 117,993 59,413 - -660 -660 176,746
BC2 Maple Ridge Wind LLC USA - 100% PwC Wind energy production 249,647 -19,568 - -7,422 -7,422 222,657
Blue Canyon Windpower II
LLC
USA - 100% PwC Wind energy production 102,944 16,343 - -9,170 -9,170 110,117
Telocaset Wind Power
Partners LLC USA - 51% PwC Wind energy production 37,529 53,300 - 7,184 7,184 98,013
Post Oak Wind LLC USA - 51% PwC Wind energy production 137,632 64,166 - 3,399 3,399 205,197
High Prairie Wind Farm II
LLC
USA - 51% PwC Wind energy production 68,649 17,542 - 1,895 1,895 88,086
Old Trail Wind Farm LLC USA - 51% PwC Wind energy production 169,870 51,716 - 11,886 11,886 233,472
Cloud County Wind Farm
LLC
USA - 51% PwC Wind energy production 166,101 22,126 - 4,393 4,393 192,620
Pioneer Prairie Wind Farm I
LLC
USA - 51% PwC Wind energy production 248,788 80,451 - 12,653 12,653 341,892
Arlington Wind Power
Project LLC
USA - 51% PwC Wind energy production 83,207 14,575 - 4,972 4,972 102,754
Rail Splitter Wind Farm LLC USA - 100% PwC Wind energy production 179,490 -41,450 - -4,623 -4,623 133,417
Hampton Solar II LLC USA - 100% PwC Wind energy production 34,132 17 - -541 -541 33,608
Meadow Lake Wind Farm II USA - 100% PwC Wind energy production 134,555 -12,546 - 393 393 122,402
LLC
Black Prairie Wind Farm LLC
USA - 100% Unaudited Wind energy production 1,014 -2 - - - 1,012
Meadow Lake Wind Farm IV USA - 100% Unaudited Wind energy production 82,577 -5,751 - 800 800 77,626
LLC
Blackstone Wind Farm II LLC
USA - 100% Unaudited Wind energy production 196,645 -850 - 655 655 196,450
Saddleback Wind Power
Project LLC
Meadow Lake Wind Farm III
USA - 100% Unaudited Wind energy production 1,176 -374 - -804 -804 -2
LLC USA - 100% Unaudited Wind energy production 92,269 802 - 3,716 3,716 96,787
2007 Vento I LLC USA - 100% PwC Wind energy production 544,697 37,399 - 3,802 3,802 585,898
2007 Vento II LLC USA - 51% PwC Wind energy production 417,742 -4,395 - -106 -106 413,241
2008 Vento III LLC USA - 51% PwC Wind energy production 503,387 -5,681 - 196 196 497,902
2009 Vento IV LLC USA - 100% PwC Wind energy production 180,312 -997 - -127 -127 179,188
2009 Vento V LLC USA - 51% PwC Wind energy production 51,325 -990 - -111 -111 50,224
2009 Vento VI LLC
Horizon Wind Ventures I
USA - 100% N/A Wind energy production 116,515 -826 - -113 -113 115,576
LLC
Horizon Wind Ventures II
USA - 100% Unaudited Wind energy production 168,583 425,966 - -3,951 -3,951 590,598
LLC
Horizon Wind Ventures III
USA - 100% Unaudited Wind energy production 121,527 12,419 - 1,739 1,739 135,685
LLC USA - 51% Unaudited Wind energy production - 31,372 - 3,888 3,888 35,260
Horizon Wind Ventures VI
LLC
USA - 100% Unaudited Wind energy production 68,547 7,974 - 1,829 1,829 78,350

<-- PDF CHUNK SEPARATOR -->

NET PROFIT THOUSAND EUROS
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST AUDITOR ACTIVITY SHARE OTHER
EQUITY
CONTINUING TOTAL
Clinton County Wind Farm CAPITAL RESERVES ITEMS OPERATIONS TOTAL EQUITY
LLC
Antelope Ridge Wind Power
USA - 100% Unaudited Wind energy production 200,719 -7 - - - 200,712
Project LLC USA - 100% Unaudited Wind energy production 11,205 -11,205 - - - -
Lexington Chenoa Wind
Farm II LLC
USA - 100% Unaudited Wind energy production 525 -524 - -1 -1 -
Blackstone Wind Farm III USA - 100% Unaudited Wind energy production 5,481 -5,481 - -7 -7 -7
LLC
Lexington Chenoa Wind
Farm LLC USA - 100% Unaudited Wind energy production 23,188 -50 - -22 -22 23,116
Paulding Wind Farm LLC USA - 100% Unaudited Wind energy production 25 -17 - -8 -8 -
Paulding Wind Farm II LLC
Meadow Lake Wind Farm V
USA - 51% PwC Wind energy production 91,215 33,447 - 5,212 5,212 129,874
LLC USA - 100% PwC Wind energy production 145,521 1,969 - 1,022 1,022 148,512
Waverly Wind Farm LLC
Blue Canyon Windpower VI
USA - 51% Unaudited Wind energy production 248,067 12,101 - 3,613 3,613 263,781
LLC USA - 100% PwC Wind energy production 92,285 9,844 - 4,293 4,293 106,422
Paulding Wind Farm III LLC USA - 100% PwC Wind energy production 168,019 4,270 - 3,029 3,029 175,318
2010 Vento VII LLC
2010 Vento VIII LLC
USA
USA
-
-
100%
100%
PwC
PwC
Wind energy production
Wind energy production
135,546
135,283
-758
-909
-
-
-115
-104
-115
-104
134,673
134,270
2011 Vento IX LLC USA - 51% PwC Wind energy production 91,868 -675 - -112 -112 91,081
Horizon Wind Ventures VII USA - 100% Unaudited Wind energy production 85,491 8,450 - 1,875 1,875 95,816
LLC
Horizon Wind Ventures VIII
LLC USA - 100% Unaudited Wind energy production 92,710 3,928 - 1,654 1,654 98,292
Horizon Wind Ventures IX
LLC
USA - 51% Unaudited Wind energy production 45,807 -4,966 - 821 821 41,662
EDPR Vento IV Holding LLC USA - 100% PwC Wind energy production 60,258 - - - - 60,258
Headwaters Wind Farm LLC USA - 51% Unaudited Wind energy production 247,805 27,289 - 6,982 6,982 282,076
Lone Valley Solar Park I LLC
Lone Valley Solar Park II LLC
USA
USA
-
-
51%
51%
Unaudited
Unaudited
Wind energy production
Wind energy production
23,186
40,811
562
2,636
-
-
343
1,159
343
1,159
24,091
44,606
Rising Tree Wind Farm LLC USA - 51% PwC Wind energy production 120,119 11,858 - 6,232 6,232 138,209
Arbuckle Mountain Wind USA - 51% PwC Wind energy production 136,538 -455 - -2,220 -2,220 133,863
Farm LLC
Hidalgo Wind Farm LLC
USA - 100% PwC Wind energy production 312,057 5,081 - 5,532 5,532 322,670
Rising Tree Wind Farm III USA - 51% PwC Wind energy production 149,382 13,765 - 5,012 5,012 168,159
LLC
Rising Tree Wind Farm II LLC
USA - 51% PwC Wind energy production 26,395 2,393 - 984 984 29,772
Wheat Field Holding LLC USA - 51% PwC Wind energy production 11,685 -53 - -15 -15 11,617
EDPR WF LLC USA - 100% Unaudited Wind energy production 43,072 - - - - 43,072
Sustaining Power Solutions
LLC
USA - 100% Unaudited Wind energy production 61,330 -47,013 - -11,706 -11,706 2,611
Green Power Offsets LLC USA - 100% Unaudited Wind energy production 9 -9 - - - -
Arkwright Summit Wind USA - 100% Unaudited Wind energy production 109,781 -19 - -2,088 -2,088 107,674
Farm LLC
EDPR Vento I Holding LLC
USA - 100% Unaudited Wind energy production 273,141 - - - - 273,141
Turtle Creek Wind Farm LLC USA - 100% Unaudited Wind energy production 83,185 -14 - 281 281 83,452
Rio Blanco Wind Farm LLC USA - 100% Unaudited Wind energy production 2,699 - - - - 2,699
BC2 Maple Ridge Holdings
LLC
USA - 100% Unaudited Wind energy production - - - - - -
Five-Spot LLC USA - 100% Unaudited Wind energy production - - - - - -
Horizon Wind Chocolate
Bayou I LLC
USA - 100% Unaudited Wind energy production - - - - - -
Alabama Ledge Wind Farm USA - 100% Unaudited Wind energy production - - - - - -
LLC
Ashford Wind Farm LLC
Athena-Weston Wind Power
USA - 100% Unaudited Wind energy production - - - - - -
Project LLC USA - 100% Unaudited Wind energy production - - - - - -
Lexington Chenoa Wind
Farm III LLC
USA - 100% Unaudited Wind energy production - - - - - -
Blackstone Wind Farm IV USA - 100% Unaudited Wind energy production - - - - - -
LLC
WTP Management Company
LLC USA - 100% Unaudited Wind energy production - - - - - -
Blackstone Wind Farm V LLC
Blue Canyon Windpower III
USA - 100% Unaudited Wind energy production - - - - - -
LLC USA - 100% Unaudited Wind energy production - - - - - -
Blue Canyon Windpower IV
LLC
USA - 100% Unaudited Wind energy production - - - - - -
Broadlands Wind Farm II LLC USA - 100% Unaudited Wind energy production - - - - - -
Broadlands Wind Farm III USA - 100% Unaudited Wind energy production - - - - - -
LLC
Broadlands Wind Farm LLC
USA - 100% Unaudited Wind energy production - - - - - -
Chateaugay River Wind Farm USA - 100% Unaudited Wind energy production - - - - - -
LLC
Cropsey Ridge Wind Farm
LLC USA - 100% Unaudited Wind energy production - - - - - -
EDPR Wind Ventures X LLC USA - 100% Unaudited Wind energy production 39,006 34,417 - 8,398 8,398 81,821
EDPR Wind Ventures XI LLC
EDPR Wind Ventures XII
USA - 51% Unaudited Wind energy production 80,956 17,861 - 8,200 8,200 107,017
LLC USA - 51% Unaudited Wind energy production 52,480 158 - 2,269 2,269 54,907
EDPR Wind Ventures XIII
LLC
USA - 51% Unaudited Wind energy production 85,693 7,675 - 6,945 6,945 100,313
EDPR Wind Ventures XIV USA - 51% Unaudited Wind energy production 43,437 8,230 - 6,400 6,400 58,067
LLC
Crossing Trails Wind Power
Project LLC USA - 100% Unaudited Wind energy production - - - - - -
Dairy Hills Wind Farm LLC
Diamond Power Partners
USA - 100% Unaudited Wind energy production - - - - - -
LLC USA - 100% Unaudited Wind energy production - - - - - -
% % OTHER NET PROFIT THOUSAND EUROS
GROUP
COMPANIES
REGISTERED
ADDRESS
DIRECT
INTEREST
INDIRECT INTEREST AUDITOR ACTIVITY SHARE
CAPITAL
RESERVES EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL
EQUITY
East Klickitat Wind Power USA - 100% Unaudited Wind energy production -
-
- -
-
-
Project LLC
Ford Wind Farm LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Gulf Coast Windpower USA - 75% Unaudited Wind energy production -
-
- -
-
-
Management Company LLC
Horizon Wind Energy
Northwest IV LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind Energy
Northwest VII LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind Energy
Northwest X LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind Energy USA - 100% Unaudited Wind energy production -
-
- -
-
-
Northwest XI LLC
Horizon Wind Energy
Panhandle I LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind Energy
Southwest I LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind Energy
Southwest II LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind Energy USA - 100% Unaudited Wind energy production -
-
- -
-
-
Southwest III LLC
Horizon Wind Energy
Southwest IV LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind Energy Valley I
LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind MREC Iowa
Partners LLC
USA - 75% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind Freeport USA - 100% Unaudited Wind energy production -
-
- -
-
-
Windpower I LLC
Juniper Wind Power Partners
LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Machias Wind Farm LLC
Blue Canyon Windpower VII
USA - 100% Unaudited Wind energy production -
-
- -
-
-
LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
New Trail Wind Farm LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
North Slope Wind Farm LLC
Number Nine Wind Farm
USA - 100% Unaudited Wind energy production -
-
- -
-
-
LLC
Pacific Southwest Wind Farm
USA - 100% Unaudited Wind energy production -
-
- -
-
-
LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wyoming
Transmission LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Buffalo Bluff Wind Farm LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Sardinia Windpower LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Western Trail Wind Project I
LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Whistling Wind WI Energy
Center LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Simpson Ridge Wind Farm USA - 100% Unaudited Wind energy production -
-
- -
-
-
LLC
Coos Curry Wind Power
Project LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind Energy
Midwest IX LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Horizon Wind Energy
Northwest I LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
AZ Solar LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Peterson Power Partners LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Big River Wind Power
Project LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Tug Hill Windpower LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Whiskey Ridge Power
Partners LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Wilson Creek Power USA - 100% Unaudited Wind energy production -
-
- -
-
-
Partners LLC
Black Prairie Wind Farm II
LLC
Black Prairie Wind Farm III
USA - 100% Unaudited Wind energy production -
-
- -
-
-
LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
2015 Vento XIV LLC USA - 51% PwC Wind energy production 248,304 -200 -
-95
-95 248,009
2011 Vento X LLC
Simpson Ridge Wind Farm II
USA - 100% PwC Wind energy production 92,627 -636 -
-105
-105 91,886
LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
Simpson Ridge Wind Farm III
LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
Simpson Ridge Wind Farm IV USA - 100% Unaudited Wind energy production -
-
- -
-
-
LLC
Simpson Ridge Wind Farm V
USA - 100% Unaudited Wind energy production -
-
- -
-
-
LLC
Athena-Weston Wind Power
Project II LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
17th Star Wind Farm LLC
Green Country Wind Farm
USA - 100% Unaudited Wind energy production -
-
- -
-
-
LLC USA - 100% Unaudited Wind energy production -
-
- -
-
-
2014 Vento XI LLC USA - 51% PwC Wind energy production 247,702 -40 -
-2
-2 247,660
EDPR Solar Ventures I LLC
2014 Sol I LLC
USA
USA
-
-
100%
51%
Unaudited
PwC
Wind energy production
Wind energy production
39,297
64,482
2,387
-241
-
851
-
-77
851
-77
42,535
61,164
2014 Vento XII LLC USA - 51% PwC Wind energy production 146,895 -45 -
-18
-18 146,832
Rolling Upland Wind Farm
LLC
USA - 100% Unaudited Wind energy production -
-
- -
-
-
2015 Vento XIII LLC USA - 51% PwC Wind energy production 285,547 -421 -
-104
-104 285,022
NET PROFIT THOUSAND EUROS
GROUP REGISTERED %
DIRECT
%
INDIRECT
SHARE OTHER
EQUITY
CONTINUING TOTAL
COMPANIES ADDRESS INTEREST INTEREST AUDITOR ACTIVITY CAPITAL RESERVES ITEMS OPERATIONS TOTAL EQUITY
2018 Vento XVIII LLC
Bayou Bend Solar Park LLC
USA
USA
-
-
100%
100%
Unaudited
Unaudited
Wind energy production
Wind energy production
254,839
-
1
-
-
-26
-
-
-26
-
254,814
-
Blue Marmot Solar Park LLC USA - 100% Unaudited Wind energy production - - -
-
- -
Casa Grande Carmel Solar USA - 100% Unaudited Wind energy production - - -
-
- -
LLC
Cielo Solar Park LLC
USA - 100% Unaudited Wind energy production - - -
-
- -
EDPR Wind Ventures XVIII USA - 100% Unaudited Wind energy production 20,303 - -
1,622
1,622 21,925
LLC
Headwaters Wind Farm III
LLC USA - 100% Unaudited Wind energy production - - -
-
- -
Helena Harbor Solar Park
LLC
USA - 100% Unaudited Wind energy production - - -
-
- -
Horizon Wind Ventures IB USA - 51% Unaudited Wind energy production 31,123 222,176 -
-33,426
-33,426 219,873
LLC
Horizon Wind Ventures IC
LLC USA - 51% Unaudited Wind energy production 294,384 129,128 -
31,401
31,401 454,913
Leprechaun Solar Park LLC USA - 100% Unaudited Wind energy production - - -
-
- -
Loblolly Hill Solar Park LLC
Loki Solar Park LLC
USA
USA
-
-
100%
100%
Unaudited
Unaudited
Wind energy production
Wind energy production
-
-
-
-
-
-
-
-
-
-
-
-
Loma de la Gloria Solar Park
LLC USA - 100% Unaudited Wind energy production - - -
-
- -
Lost Lakes Wind Farm LLC USA - 100% Unaudited Wind energy production 115,601 -4,559 -
2,948
2,948 113,990
Loyal Wind Farm LLC
Marathon Wind Farm LLC
USA
USA
-
-
100%
100%
Unaudited
Unaudited
Wind energy production
Wind energy production
-
-
-
-
-
-
-
-
-
-
-
-
Plum Nellie Wind Farm LLC USA - 100% Unaudited Wind energy production - - -
-
- -
Prospector Solar Park LLC USA - 100% Unaudited Wind energy production - - -
-
- -
Quilt Block Wind Farm II USA - 100% Unaudited Wind energy production - - -
-
- -
LLC
Rosewater Wind Farm LLC
USA - 100% Unaudited Wind energy production - - -
-
- -
Rye Patch Solar Park LLC USA - 100% Unaudited Wind energy production - - -
-
- -
San Clemente Solar Park LLC USA - 100% Unaudited Wind energy production - - -
-
- -
Shullsburg Wind Farm LLC USA - 100% Unaudited Wind energy production - - -
-
- -
Wrangler Solar Park LLC USA - 100% Unaudited Wind energy production - - -
-
- -
EDP RENEWABLES
CANADA LTD.
Canada 100% - Unaudited Holding 32,938 7,094 -
14,716
14,716 54,748
EDP Renewables Sharp Hills Canada - 100% Unaudited Wind energy production - -55 -
-226
-226 -281
Project LP
SBWF GP Inc.
Canada - 51% Unaudited Wind energy production 1 1 -
-
- 2
South Dundas Wind Farm LP Canada - 51% PwC Wind energy production 15,839 9,594 -
2,644
2,644 28,077
Nation Rise Wind Farm GP Canada - 25% Unaudited Wind energy production - - -
-
- -
Inc.
South Branch Wind Farm II
GP Inc. Canada - 100% Unaudited Wind energy production - - -
-
- -
South Branch Wind Farm II
LP
Canada - 100% Unaudited Wind energy production 112 -21 -
-177
-177 -86
EDP Renewables Sharp Hills Canada - 100% Unaudited Wind energy production - - -
-
- -
Project GP Ltd.
Edp Renewables Canada
Management Services LTD Canada - 100% Unaudited Wind energy production - -1,053 -
-
- -1,053
Edp Renewables Sask Se GP Canada - 100% Unaudited Wind energy production - - -
-
- -
Ltd
Edp Renewables Sask SE
Limited Partnership Canada - 100% Unaudited Wind energy production - - -
-127
-127 -127
Kennedy Wind farm GP Ltd
Keneedy Wind farm Limited
Canada - 100% Unaudited Wind energy production - - -
-
- -
Partnership Canada - 100% Unaudited Wind energy production - - -
-127
-127 -127
Bromhead Solar Park Gp Ltd Canada - 100% Unaudited Wind energy production - - -
-
- -
Bromhead Solar Park Limited
Partnership
Canada - 100% Unaudited Wind energy production - - -
-127
-127 -127
Halbrite Solar Park Gp Ltd Canada - 100% Unaudited Wind energy production - - -
-
- -
Halbrite Solar Park Limited Canada - 100% Unaudited Wind energy production - - -
-127
-127 -127
Partnership
Blue Bridge Solar Park Gp Ltd
Canada - 100% Unaudited Wind energy production - - -
-
- -
Blue bridge Solar Park Canada - 100% Unaudited Wind energy production - - -
-127
-127 -127
Limited Partnership
Edp Renewables Sh II Project
GP Ltd Canada - 100% Unaudited Wind energy production - - -
-
- -
Edp Renewables Sh II Project
GP Ltd
Canada - 100% Unaudited Wind energy production - - -
-
- -
Nation Rise Wind farm GP II Canada - 100% Unaudited Wind energy production - - -
-
- -
inc
Quatro Limited Partnership
EDP RENOVÁVEIS BRASIL,
Canada - 100% Unaudited Wind energy production - - -
-
- -
S.A. Brazil 100% - PwC Holding 179,291 17,869 -
10
10 197,170
Central Nacional de Energia
Eólica, S.A.
Brazil - 51% PwC Wind energy production 2,789 716 -
789
789 4,294
Elebrás Projetos, S.A. Brazil - 51% PwC Wind energy production 23,353 -141 -
7,145
7,145 30,357
Central Eólica Baixa do Feijão Brazil - 51% PwC Wind energy production 8,825 2,582 -
145
145 11,552
I, S.A.
Central Eólica Baixa do Feijão
II, S.A. Brazil - 51% PwC Wind energy production 9,125 2,751 -
194
194 12,070
Central Eólica Baixa do Feijão Brazil - 51% PwC Wind energy production 15,170 2,101 -
-353
-353 16,918
III, S.A.
Central Eólica Baixa do Feijão
IV, S.A. Brazil - 51% PwC Wind energy production 9,998 2,427 -
-64
-64 12,361
Central Eólica JAU, S.A.
Central Eólica Aventura I,
Brazil - 51% PwC Wind energy production 12,451 8,819 -
6,603
6,603 27,873
S.A. Brazil - 51% PwC Wind energy production 3,151 2,408 -
651
651 6,210
Central Eólica Aventura II,
S.A.
Brazil - 100% Unaudited Wind energy production 80 -24 -
-1
-1 59
66
THOUSAND EUROS
NET PROFIT
GROUP
COMPANIES
REGISTERED
ADDRESS
%
DIRECT
INTEREST
%
INDIRECT
INTEREST AUDITOR
ACTIVITY SHARE
CAPITAL
RESERVES OTHER
EQUITY
ITEMS
CONTINUING
OPERATIONS
TOTAL TOTAL
EQUITY
Central Eólica Babilônia I, S.A. Brazil - 100% PwC Wind energy production 8,378 -49 - -84 -84 8,245
Central Eólica Babilônia II,
S.A. Brazil - 100% PwC Wind energy production 8,176 -41 - -64 -64 8,071
Central Eólica Babilônia III,
S.A.
Brazil - 100% PwC Wind energy production 8,312 -48 - -84 -84 8,180
Central Eólica Babilônia IV,
S.A.
Brazil - 100% PwC Wind energy production 8,007 -36 - -118 -118 7,853
Central Eólica Babilônia V,
S.A.
Brazil - 100% PwC Wind energy production 8,006 -32 - 25 25 7,999
Babilônia Holding, S.A Brazil - 100% PwC Wind energy production 33,062 7,768 - -339 -339 40,491
Central Eóílica Aventura
III,S.A
Brazil - 100% Unaudited Wind energy production - -2 - - - -2
Central Eólica Aventura
IV,S.A
Brazil - 100% Unaudited Wind energy production 2 -2 - - - -
Central Eólica Aventura V,S.A Brazil - 100% Unaudited Wind energy production 2 -2 - - - -
Srmn Holding S,A Brazil - 100% Unaudited Wind energy production - - - - - -
Central Eólica Srmn I,S.A Brazil - 100% Unaudited Wind energy production - -2 - - - -2
Central Eólica Srmn II,S.A Brazil - 100% Unaudited Wind energy production - -2 - - - -2
Central Eólica Srmn III,S.A Brazil - 100% Unaudited Wind energy production - -2 - - - -2
Central Eólica Srmn IV,S.A Brazil - 100% Unaudited Wind energy production - -2 - - - -2
Central Eólica Srmn V,S.A Brazil - 100% Unaudited Wind energy production - -2 - - - -2
Aventura Holding,S.A Brazil - 100% Unaudited Wind energy production - - - - - -
Central Eólica Monte Verde
I,S.A
Brazil - 100% Unaudited Wind energy production 2 389 - - - 391
Central Eólica Monte Verde
II,S.A
Brazil - 100% Unaudited Wind energy production 2 389 - - - 391
Central Eólica Monte Verde
III,S.A
Brazil - 100% Unaudited Wind energy production 2 340 - - - 342
Central Eólica Monte Verde
IV,S.A
Brazil - 100% Unaudited Wind energy production 2 267 - - - 269
Central Eólica Monte Verde
V,S.A
Brazil - 100% Unaudited Wind energy production 2 195 - - - 197
Central Solar Pereira Barreto
I,LTDA.
Brazil - 100% Unaudited Wind energy production 2 - - - - 2
Central Solar Pereira Barreto
II,LTDA.
Brazil - 100% Unaudited Wind energy production 2 - - - - 2
Central Solar Pereira Barreto
III,LTDA.
Brazil - 100% Unaudited Wind energy production 2 - - - - 2
Central Solar Pereira Barreto
IV,LTDA.
Brazil - 100% Unaudited Wind energy production 2 - - - - 2
Central Solar Pereira Barreto
V,LTDA.
Brazil - 100% Unaudited Wind energy production 2 - - - - 2
Central Eólica Jerusalém I,S.A Brazil - 100% Unaudited Wind energy production - 170 - - - 170
Central Eólica Jerusalém II,S.A Brazil - 100% Unaudited Wind energy production - 170 - - - 170
Central Eólica Jerusalém
III,S.A
Brazil - 100% Unaudited Wind energy production - 170 - - - 170
Central Eólica Jerusalém
IV,S.A
Brazil - 100% Unaudited Wind energy production - 170 - - - 170
Central Eólica Jerusalém
V,S.A
Brazil - 100% Unaudited Wind energy production - 170 - - - 170
Central Eólica Jerusalém
VI,S.A
Brazil - 100% Unaudited Wind energy production - - - - - -
EDPR Offshore España,
S.L.U.*
Spain 100% - Unaudited Other economic activities 386 1,318 - 383 383 2,087
JOINTLY CONTROLLED REGISTERED
OFFICE
% % THOUSAND EUROS
ENTITIES AND
ASSOCIATES
DIRECT
INTEREST
INDIRECT
INTEREST
AUDITOR ACTIVITY SHARE
CAPITAL
RESERVES CONTINUING NET PROFIT
TOTAL
TOTAL
EQUITY
Aprofitament D´Energies Spain - 13.29% JG.Valls Infrastructure management 3,870 -6,108 - -991 -991 -3,230
Renovables de l´Ebre S.l
Biomasas del Pirineo, S.A.
Huesca, Spain - 30% Unaudited Biomass: electricity production 455 -217 - - - 238
Parque Eólico Sierra del
Madero, S.A.
Soria, Spain - 42% Ernst&Young Wind energy production 7,194 20,036 - 3,527 3,527 30,757
Desarrollos Eólicos de
Canarios, S.A.
Las Palmas de
Gran Canaria,
Spain
- 44.75% PwC Win: Wind farm development 1,817 638 - 1,610 1,610 4,065
Solar Siglo XXI, S.A. Ciudad Real,
Spain
- 25% Unaudited Photovoltaic energy production 80 -18 - - - 62
Parque Eólico Belmonte,
S.A.
Madrid, Spain - 29.90% Ernst&Young Wind energy production 120 5,753 - 925 925 6,798
Eoliennes en Mer Dieppe -
Le Tréport, S.A.S.
France - 29.5% Ernst&Young Wind energy production 31,436 -2,507 - -751 -751 28,178
Eoliennes en Mer iles
d´Yeu et de Noirmoutier,
S.A.S
France - 29.5% Ernst&Young Wind energy production 36,376 -2,553 - -762 -762 33,060
Les Eoliennes Flottantes du
Golfe du Lion, S.A.S
France - 35% Ernst&Young Wind energy production 40 -5,063 - -81 -81 -5,104
Les Eoliennes en Mer
Services,S.A.S.
France - 29.5 Ernst&Young Wind energy production 40 804 - 340 340 1,184
Ceprastur, A.I.E. Spain - 56.76% Unaudited Mini-hydroelectric energy
production
361 20 - -7 -7 374
Windplus,S.A Portugal - 54% PwC Wind energy production 1,250 1,051 - -177 -177 2,125
Evolución 2000,S.L Spain - 49.15% PwC Wind energy production 118 20,261 - 2,186 2,186 22,565
Desarrollos energéticos
Canarias, S.A
Spain - 49.90% Unaudited Wind: Wind farm development 60 -25 -25 - - 10
Compañía Eólica
Aragonesa, S.A
Spain - 50% PwC Wind energy production 6,701 90,892 - 1,922 1,922 99,515
Nine Kings Wind Farm
LLC
USA - 50% Unaudited Wind energy production - - - - - -
Flat Rock Windpower II
LLC
USA - 50% PwC Wind energy production 183,377 -80,757 - -5,795 -5,795 96,826
Flat Rock Windpower LLC USA - 50% PwC Wind energy production 468,495 -214,227 - -14,841 -14,841 239,426
Blue Canyon Windpower
LLC
USA - 25% PwC Wind energy production 30,838 -12,563 - -1,260 -1,260 17,015
Mayflower Wind Energy
LLC
USA - 50% Unaudited Wind energy production - - - - - -
2018 Vento XIX LLC USA - 20% Unaudited Wind energy production 159,002 - - - - 159,002
Moray East Holdings
Limited
United Kingdom - 33% PwC Wind energy production 11,179 - - -14 -14 11,165

*Companies included in the tax group to which the Company belongs (note 19)

INDIVIDUAL MANAGEMENT REPORT 70 ANNEXES ANNEX I: CORPORATE GOVERNANCE 80 ANNEX II: STATEMENT OF COMPLIANCE ON SCIRF 155 ANNEX III: AUDITOR´S REPORT ON SCIRF 156

INDIVIDUAL ANNUAL ACCOUNTS 5 STATEMENT OF FINANCIAL POSITION 6 INCOME STATEMENT 7 STATEMENT OF CHANGES IN EQUITY 8 STATEMENT OF CASH FLOWS 9 NOTES TO THE ANNUAL ACCOUNTS 10

EDPR 2019 INDIVIDUAL MANAGEMENT REPORT

INDIVIDUAL MANAGEMENT REPORT

EDP RENOVÁVEIS, S.A.

MANAGEMENT REPORT OF DECEMBER 2019

The Annual Corporate Governance Report for the year 2019 is included as an Annex to this Management Report, forming an integral part thereof. The non-financial information required by the regulations has been included in the Consolidated Management Report of the EDP Renováveis group.

1. THE COMPANY

EDP Renováveis, S.A. (hereinafter referred to as "EDP Renováveis", "EDPR" or "Company") was incorporated on 4 December 2007. Its main corporate objective is to engage in activities related to the electricity sector, namely the planning, construction, operation and maintenance of electricity generating power stations, using renewable energy sources, mainly wind. The registered offices of the company are located in Oviedo, Spain.

Registered at: Plaza del Fresno, Nº 2, Oviedo, Spain Headquarters: Serrano Galvache 56, Centro Empresarial Parque Norte, Edificio Olmo, 7ª Floor. 28033 Madrid, Spain C.I.F.: Nº A-74219304

EDPR total share capital is, since its initial public offering (IPO) in June 2008, EUR 4,361,540,810 consisting of issued and fully paid 872,308,162 shares with nominal value of EUR 5.00 each. All the shares are part of a single class and series and are admitted to trading on the Euronext Lisbon regulated market.

  • ISIN: ES0127797019
  • LEI: 529900MUFAH07Q1renfeTAX06

EDP Group – Major Shareholder

EDPR main shareholder is EDP – Energias de Portugal, S.A., through EDP – Energias de Portugal, S.A. Sucursal en España (hereinafter referred as "EDP"), with 82.6% of share capital and voting rights.

Other qualified Shareholders

In October 2019, MFS notified EDPR that, in accordance with article 23 of the Royal Decree 1362/2007 and as a result of transactions hold on October 3rd, it crossed the 3% minimum threshold for qualified shareholding positions. MFS decreased its shareholding to 25,674,035 ordinary shares of EDPR, which corresponds to 2.943% of EDPR's share capital and 2.943% of the respective voting rights, therefore leaving its qualified shareholding position in EDPR.

For more information on EDPR's capital structure, see chapter 1.3. Organization of the Consolidated Management Report.

2. COMPANY BUSINESS

According to the Company's articles of association, the statutory activity of EDP Renováveis, S.A. comprises activities related to the electricity sector, specifically the planning, construction, maintenance and management of electricity production facilities, in particular renewable electricity generation assets. The Company promotes and develops projects relating to renewable energy resources and electricity production activities as well as managing and administering other companies' equity securities.

The Company can engage in its statutory activities directly or indirectly through ownership of shares or investments in companies or entities with identical or similar statutory activities. EDP Renováveis S.A. holds investments in subsidiaries, and consequently, the Company is the parent of a group of companies.

The operating activity of the Group headed by the Company is carried out in Europe, the USA and Brazil through three subgroups headed by EDP Renewables Europe, S.L.U. (EDPR EU) in Europe, EDP Renewables North America, LLC (EDPR NA) in the USA and EDP Renováveis Brasil in Brazil. In addition, in 2010 the Group incorporated the subsidiary EDP Renewables Canada, Ltd. to provide a base for carrying out projects in Canada.

BUSINESS ENVIRONMENT

THE NEED TO STRENGTHENING CLIMATE PLEDGES

According to the World Meteorological Organization (WMO)1, the year 2019 concludes a decade of exceptional heat, retreating ice, record sea levels and continued ocean acidification, driven by rising greenhouse gases from human activities. Average temperatures during the 2010-2019 period are almost certain to be the highest on record, while 2019 has become the second warmest year since we have data according to the National Oceanic and Atmospheric Administration (NOAA) and NASA. In fact, average temperature in 20192 was around 1.1°C above the pre-industrial period.

In December 2015, virtually all Parties to the United Nations Framework Convention on Climate Change (UNFCCC) signed the so-called "Paris Agreement" to limit the rise in average temperature to "well below 2°C" and ideally 1.5°C by the end of the century. However, we are far from achieving the target. In fact, since the Paris Agreement, global carbon emissions have risen 4%3. In the absence of strengthen policies, latest projections from the UNEP Emissions Gap report conclude that global warming is expected to reach around 3.2°C at the end of the century, highlighting the substantial gap between the Paris Agreement's target and current pledges from the Governments. According to the report, we need to reduce emissions by 7.6% every year from 2020 to 2030 if we want to keep global warming below 2°C. The urgency of the challenge was also highlighted by the United Nations' IPCC4 in a landmark report5 published in 2018 in which the Panel warned that global warming could exceed the 1.5°C limit as soon as 2030, a threshold expected be catastrophic for people and ecosystems if crossed.

2020 is expected to be a crucial year for climate. Under the Paris Agreement all parties committed to, not only submitting Nationally Determined Contributions6 (NDCs) for cutting emissions, but also to enhance their pledges every 5-year period (starting in 2020) to reflect progress toward their highest possible ambition. Therefore, since the first round of NDCs pledged under the Paris Agreement proved to be insufficient to meet the targets, the 2020 NDC round will be crucial to address the climate threat, decarbonize our economies and achieve multiple Sustainable Development Goals7.

1 Provisional statement on the State of the Global Climate, released in December 2019

2 January to October 2019. Source: WMO

3 According to the Global Carbon Project

4 Intergovernmental Panel on Climate Change, which is UN's body for assessing the science related to climate change

5 Special report: Global Warming of 1.5°C, released in October 2018

6 NDC are pledges made by the countries in the Paris Agreement to contribute to the achievement of the long-term temperature goal

7 Among others: affordable and clean energy, climate actions, sustainable cities and communities, no poverty and good health and well-being

THE EVOLUTION OF RENEWABLES AROUND THE WORLD IN 2019

WIND

Global wind additions are likely to witness considerable growth in 20191, with analysts forecasting around 58-71 GW2 of new capacity, vs 51.3 GW in 2018. These figures, if confirmed, could represent the highest level of wind energy ever commissioned in a single year. This sharp increase is mainly explained by a positive year in China, North America and Europe, and, an outstanding growth in the offshore field.

China remained the undisputed world's wind power leader, adding around 26 GW of wind energy, according to the China Electricity Council, surpassing the 200 GW landmark of total installed capacity.

The US crossed in 2019 the 100 GW milestone, enough to power around 32 million American homes, according to AWEA3. Although no final data is available yet1, 2019 is expected to become the second-best year in history, with around 10 -11 GW of new wind capacity (vs 7.6 GW in 2018).

Europe added 4.9 GW of new wind energy capacity in the first half of 2019, according to figures released by Wind Europe. This data is particularly encouraging considering that wind installations are typically higher in the second half of the year, mainly due to the strongest activity in summer months, suggesting that total 2019 additions could surpass the 10 GW threshold. Although Germany is expected to deliver weak results in the onshore wind field, other markets, including the UK, Spain, Norway and Sweden, are expected to deliver outstanding results. Specifically, in Spain, the latest data4 of Red Eléctrica reveal that 1,634 MW of onshore wind farms had been connected in the first 11 months of 2019 (vs. only 392 MW in 2018 or 96 MW in 2017).

2019 was also the best year ever for offshore wind, with around 7.7 GW5 of new installations connected all around the world, surpassing the previous record (4.7 GW) achieved in 2017. However, 2019 growth remained highly concentrated in China (around 2.6 GW), the UK (around 2.3 GW) and Germany (around 1.6 GW).

SOLAR PV

2019 is expected to become a record year for solar PV, with analysts6 forecasting between 98 and 124 GW of new facilities connected, compared to the 97 GW installed in 20187.

China remains the largest market, despite a sharp slowdown of its yearly installations which are expected to decrease to 20-28 GW in 2019, from 44 GW in 2018. However, other countries in the region are expected to deliver good results, namely in India (around 9-10 GW), Vietnam (around 5 GW) or Australia (around 4-4.5 GW).

The US is expected to witness its best year on record in terms of solar PV additions, with around 13 GW installed in 2019 according to the Solar Energy Industries Association (SEIA). California clearly dominated the US solar market with around 26 GW of solar PV capacity installed, followed by North Carolina (5.6 GW), Arizona (3.9 GW), Texas and Florida (both 3.4 GW) according to latest SEIA's estimates.

In Latin America, Mexico remained the largest market for solar PV, with analysts forecasting between 2.6 and 3.3 GW, followed by Brazil with additions ranging 1.3-2.6 GW.

In Europe, 2019 was also the best year ever for solar PV. According to data provided by Solar Europe, 16.7 GW were connected, a 104% increase over the 8.2 GW installed in 2018. Spain was the most dynamic market with 4.7 GW installed, followed by Germany (4 GW), the Netherlands (2.5 GW), France (1.1 GW) and Poland, which nearly quadrupled its installed capacity reaching 784 MW.

  • 2 Experts consulted include: GWEC, IHS Markit, Bloomberg New Energy Finance, International Energy Agency and Wood MacKenzie
  • 3 "US Wind Industry Third Quarter 2019 Market Report" published by the American Wind Energy Association (AWEA)
  • 4 November 2019
  • 5 According to Bloomberg New Energy Finance

7 According to IRENA

1 At the time of preparation of this report data from The Global Wind Energy Council (GWEC), the American Wind Energy Association (AWEA) or Wind Europe, have not been released.

6 Experts consulted include: IHS Markit, Bloomberg New Energy Finance, International Energy Agency and Wood MacKenzie

STRATEGY

EDPR'S STRATEGY IS SUPPORTED BY ITS THREE MAIN PILLARS:

Since its inception, EDPR has been performing a strategy focused on selective growth, by investing in quality projects with predictable future cash-flows, and seamless execution, supported by core competences that yield superior profitability, all embedded within a distinctive and self-funding model designed to accelerate value creation. As a result of undertaking such strategy, at the same time flexible enough to accommodate changing business and economic environments, EDPR remains today a leading company in the renewable energy industry.

For more information on EDPR, see chapter 2.2 Strategy of the Consolidated Management Report.

OPERATIONAL PERFORMANCE

Through its subsidiaries, as of December 2019, EDPR managed a global portfolio of 11.4 GW, of which Europe accounted for 40%, including 2.1 GW in Spain, 1.2 GW in Portugal and 1.3 GW in RoE, North America for 56%, including 6.1 GW in the US, 0.2 GW in Mexico and 30 MW in Canada and the remaining 0.5 GW in Brazil representing 4% of the portfolio.

From the 11,362 MW of global portfolio, 11,078 MW are related to wind onshore technology, while the remaining 284 MW comprised solar PV power plants in US (229 MW), Romania (50 MW) and Portugal (5 MW).

In 2019 EDPR built 888 MW, of which 719 MW were in North America and 169 MW in Europe. Namely 53 MW in Spain, 50 MW in Italy, 47 MW in Portugal, 19 MW in France, and all the capacity built in North America came from the 719 MW added in the US (Bright Stalk 205 MW, Prairie Queen 199 MW, Timber Road IV 126 MW, Los Mirasoles III 50 MW and Golden Eye 139 MW net).

Pursuing its Sell-Down strategy, in 2019, EDPR had already announced €1.3 billion out of the >€4.0 billion of sell down proceeds for 2022, representing 33% of such target, of which ~€1 billion were concluded in 2019.

As of December 2019, EDPR installed capacity was:

INSTALLED CAPACITY (MW)1 VS. 2018
Dec-19 Built Sold Decom. Var. YoY
Spain 1,974 +53 (348) (42) (337)
Portugal 1,164 +47 (191) - (144)
Rest of Europe 1,263 +69 (458) - (389)
France 53 +19 (388) - (368)
Belgium - - (71) - (71)
Italy 271 +50 - - +50
Poland 418 - - - -
Romania 521 - - - -
Europe 4,401 +169 (997) (42) (871)
US 5,714 +581 (199) - +382
Canada 30 - - - -
Mexico 200 - - - -
North America 5,944 +581 (199) - +382
Brazil 467 - - - -
TOTAL 10,812 +749 (1,196) (42) (489)
Equity Consolidated 550 +139 +40 - +179
Wind Onshore (Spain) 152 - - - -
Wind/ Solar Onshore (US) 398 +139 +40 - +179
Wind Offshore - - - - -
EBITDA MW + EQUITY CONSOL. 11,362 +888 (1,156) (42) (310)

(1) Includes 137 MW from Babilonia wind farm in Brazil, corresponding to the sell‐down announced in July 2019 and which financial closing occurred in February 2020.

EDPR global portfolio produced 30.0 TWh of clean energy in 2019, +6% year on year. The increase in production benefits from the capacity additions over the last 12 months and the increase in load factor (32% vs 30% in 2018).

In 2019, operations in Europe, North America and Brazil generated 39%, 55% and 6% of the total output, respectively. In Europe, EDPR generation increased 3% year on year despite the Sell-down in Europe. In North America, EDPR output in the period increased 5% year on year to 16.5 TWh, reflecting the growth in installed capacity and the higher load factor of such projects. In Brazil, production increased to 1.8 TWh (+42% year on year), driven by capacity additions, with higher load factor.

In 2019, EDPR achieved a 32% load factor (vs 30% in 2018) reflecting 97% of P50 (long term average for 12M). In the 4Q19, EDPR reached a 35% load factor (vs 31% in 2018), with QoQ comparison benefitting from higher wind resource.

NCF GWH
Dec-19 Dec-18 Var. Dec-19 Dec-18 Var.
Spain 28% 26% +2.2pp 5,298 5,164 +3%
Portugal 29% 27% +2.1pp 3,160 2,995 +5%
Rest of Europe 26% 24% +2.4pp 3,333 3,321 +0%
France 22% 23% -1.0pp 465 829 (44%)
Belgium 22% 21% +1.3pp 68 129 (47%)
Italy 27% 27% +0.2pp 551 385 +43%
Poland 30% 25% +4.9pp 1,098 919 +19%
Romania 25% 23% +2.0pp 1,151 1,059 +9%
Europe 28% 26% +2.3pp 11,791 11,480 +3%
US 34% 34% +0.0pp 15,696 14,873 +6%
Canada 27% 27% -0.5pp 70 71 (2%)
Mexico 42% 40% +1.5pp 726 700 +4%
North America 34% 34% +0.1pp 16,492 15,644 +5%
Brazil 43% 40% +2.2pp 1,757 1,235 +42%
TOTAL 32% 30% +1.5pp 30,041 28,359 +6%

FINANCIAL PERFORMANCE

EDP Renováveis S.A. net profit in 2019 was € -8,789 thousand, which has decreased compared to € 29,258 thousand in 2018.

The revenues for the 2019 fiscal year totalled € 161,347 thousand, which represents a 4% increase with respect to 2018, mainly due to the increase in dividends received from subsidiaries in Brazil and Europe.

The negative financial result during the financial year 2019 was € 160,270 thousand, which represents an increase of 27% with respect to 2018, mainly due to the increase in the financial interests of the derivative financial instruments contracted with Group companies.

NON-FINANCIAL INFORMATION

The non-financial information required by the Spanish regulation has been included in the Consolidated Management report of the EDP Renováveis group.

On average during 2019, there were 229 employees at EDP Renováveis, S.A., +21% versusthe 189 average employees in December 2018.

For information on EDPR Human Capital approach, please see chapter 3.2. Human Capital of the Consolidated Management Report.

INFORMATION ON AVERAGE PAYMENT TERMS TO SUPPLIERS

In 2019 total payments made to suppliers, amounted to €34,639 thousand with an average payment period of 38 days, below the payment period stipulated by law of 60 days.

3. FORESEEABLE EVOLUTION

The Company will continue to control its current holdings in different subsidiaries, not having foreseen any activity different from those currently carried out.

4. RESEARCH, DEVELOPMENT AND TECHNOLOGICAL INNOVATION

Innovation is one of EDPR values, which allows the company to create value in its areas of operation.

During 2019 EDPR continue to develop innovative projects focused on adding value to existing areas of the business, such as Offshore floating wind farm, battery storage system, blade lifter transport or blockchain. These are tangible examples of combined effort with partners and suppliers with the goal of bringing the renewable industry forward.

In addition, the company also believes that digital transformation is crucial to keep-up with all future growth. In EDPR, Digital Transformation is the combination of three indissoluble perspectives: The strategic adoption of digital technologies, the definition, improvement and optimization of Business processes and the impact on how people work and add value in their day to day activities. These three dimensions foster new ways of working and impact directly on the results of the Organization.

At the same time EDPR's high-skilled teams kept implementing new solutions in day-to-day business operations, boosting value creation through the application of innovative and lean initiatives, such as improvements on O&M related activities, big-data usage or innovative PPAs structures.

For more information on EDPR innovation and digitalization, see chapters 3.6 Digital Capital and 3.7 Innovation Capital of the Consolidated Management Report.

5. RELEVANT & SUBSEQUENT EVENTS

RELEVANT EVENTS OF THE PERIOD:

  • 01-Feb EDPR signs a Build & Transfer agreement for a 102 MW in the US 12-Feb EDPR secures a 104 MW PPA for a new wind farm in the US 12-Mar EDPR announces 2019-22 Strategic Update 11-Apr EDPR Annual Shareholders Meeting 23-Apr EDPR announces €0.8bn Asset Rotation for EU wind farms & announces 1Q19 Operational data 08-May EDPR announces 1Q 2019 Results Report (EDPR ex-dividend date (€0.07 per share)) 21-May EDPR announces a MoU with ENGIE, to create a 50:50 joint-venture for offshore wind 20-Jun EDPR reaches a PPA agreement for its first renewable project with storage system in the U.S. 03-Jul EDPR is awarded long-term CfD for 30 MW of wind at Greek auction 08-Jul EDPR secures PPA for 126 MW in Brazil 29-Jul EDPR announces R\$ 1.2bn Asset Rotation transaction for Brazilian wind farms 30-Jul EDPR concludes €808m asset rotation deal for wind farms in Europe 07-Aug EDPR secures a new PPA for Sonrisa solar project with storage system in the U.S. 30-Aug EDPR awarded with 142 MW of solar energy in Portugal 30-Sep EDPR secures a new PPA for 100 MW in MX & establishes new TE structure for 405 MW in the US 23-Oct EDPR enters the Colombian market with two 15-year PPA wind contracts 24-Oct EDPR signs a Build & Transfer agreement for a 302 MW wind farm project in the U.S. 25-Oct EDPR secures a 200 MW PPA for a new solar project in the U.S. 29-Oct EDPR expands its US solar base securing 50% stake in a portfolio of 278 MW 30-Oct EDPR JV proposal wins Massachusetts offshore wind contract 28-Nov EDPR secures a PPA for a new wind farm in Brazil
  • 18-Dec EDPR is awarded long-term CfD for 33 MW of wind at Greek energy auction
  • 19-Dec EDPR is awarded long-term CfD for 307 MW of wind at Polish energy auction

SUBSEQUENT EVENTS:

The following are the most relevant events from 2019 that have an impact in 2020 and subsequent events from the first months of 2020 until the publication of this report.

EDPR reached an agreement with ENGIE to create a 50:50 joint venture for offshore wind

EDPR has announced the signing of an agreement with ENGIE to create a co-controlled 50/50 joint-venture (JV) in fixed and floating offshore wind. The agreement signed on January 23rd, 2020 follows the announcement, on May 21st 2019, of a strategic Memorandum of Understanding (MoU) to form a new entity as exclusive vehicle of investment of EDPR and ENGIE for offshore wind opportunities worldwide, bringing together the industrial expertise and development capacity of both companies. As agreed, EDPR and ENGIE are combining their offshore business in this new entity.

The agreement announced today is subject to certain conditions precedent such as European Commission regulatory approval process.

6. OWN SHARES

As of December 2019, EDPR did not hold own shares and no transactions were made during the year.

7. RISK MANAGEMENT

The Company's activities are exposed to various financial risks: market risk (including currency risk and fair value interest rate risk), credit risk, liquidity risk, and cash flow interest rate risk. The Company's global risk management programme focuses on uncertainty in the financial markets and aims to minimise potential adverse effects on the Company's profits. The Company uses derivatives to mitigate certain risks.

The directors of the Company are responsible for defining general risk management principles and establishing exposure limits. The Company's financial risk management is subcontracted to the Finance Department of EDP - Energías de Portugal, S.A. in accordance with the policies approved by the Board of Directors. The subcontracted service includes the identification and evaluation of hedging instruments.

All operations involving derivative financial instruments are subject to prior approval from the board of directors, which sets the parameters of each operation and approves the formal documents describing the objectives of the operation.

CURRENCY RISK

The Company operates internationally and is therefore exposed to currency risk when operating with foreign currencies, especially with regard to the US Dollar, the Brazilian Real, the Canadian Dollar and the Polish Zloty. Currency risk is associated with recognised assets and liabilities, and net investments in foreign operations.

The Company holds investments in Group companies denominated in a foreign currency, which are exposed to currency risk. Currency risk affecting these investments is mitigated primarily through derivative financial instruments and borrowings in the corresponding foreign currencies.

CREDIT RISK

The Company is not significantly exposed to credit risk as the majority of its balances and transactions are with Group companies. As the counterparties of derivative financial instruments are Group companies, and the counterparties of their derivative financial instruments are highly solvent banks, the Company is not subject to significant counterparty default risk. Guarantees or other derivatives are therefore not requested in this type of operation.

The Company has documented its financial operations in accordance with international standards. Most of its operations with derivative financial instruments are therefore contracted under "ISDA Master Agreements", which facilitate the transfer of instruments in the market.

LIQUIDITY RISK

Liquidity risk is the risk that the Company will be unable to comply with its financial commitments on maturity. The Company's approach in managing liquidity risk is to guarantee as far as possible that liquidity will always be available to pay its debts before they mature, in normal conditions and during financial difficulties, without incurring unacceptable losses or compromising the Company's reputation.

Compliance with the liquidity policy ensures that contracted commitments are paid, maintaining sufficient credit facilities. The EDP Renováveis Group manages liquidity risk by arranging and maintaining credit facilities with its majority shareholder, or directly with domestic and international entities in the market, under optimal conditions, to ensure access to the financing required to continue its activities.

The Directors have estimated cash flows that show that the Group will meet the commitments existing at the close of the 2019 financial year and those foreseen for 2020.

CASH FLOW AND FAIR VALUE INTEREST RATE RISKS

In 2019 and 2018, The Company does not have a considerable amount of interest-bearing assets and as a result, income and cash flows from operating activities are not significantly affected by fluctuations in market interest rates.

Interest rate risk arises from non-current borrowings, which are extended by Group companies. The loans have fixed interest rates, exposing the Company to fair value risks.

EDPR SUSTAINABILITY RISKS

EDPR's commitment with its stakeholders means that the Company cares about assuring best practices in corporate social responsibility. EDPR has identified five risk factors key to the sustainability of the Company. The highest standards have been put in place to mitigate these risks:

  • Corruption and Fraud Risk: EDPR has implemented a Code of Ethics and an Anti-Corruption Policy. The Code of Ethics has its own regulation that defines a process and channel, open to all stakeholders, to report any potential claim or doubt on the application of the code. The Ethics Ombudsperson is behind this communication channel, and is responsible for analysing and presenting to the Ethics Committee any potential ethical problem. The anti-corruption mailbox is also available to report any questionable practice and wrongdoing.
  • Environmental Risk: EDPR has implemented an Environmental Management System, certified with the ISO 14001:2015, in order to follow best practices in the sector.
  • Human Resource Risk: EDPR forbids any kind of discrimination, violence or behaviour against human dignity, as stated in its Code of Ethics. Strict compliance is enforced, not only making the Ethics Channel available to all stakeholders but also through constant awareness from all employees of the Company.
  • Health and Safety Risk: EDPR has deployed a H&S management system, complying with OHSAS 18001:2007, pursuing the "zero accidents" target.
  • Human Rights Risk: EDPR has committed, through its Code of Ethics, to respect international human rights treaties and best work practices. All suppliers which sign a contract with EDPR are committed to be aligned with EDPR's Code of Ethics principles.

In addition, quantification of the financial impact on the Company's performance of these five sustainability risk factors is included within the Operational Risk analysis. Every year, EDPR evaluates the economic impact of its Operational Risk, following the guidelines of Basel III. The analysis includes the identification, estimation and mitigation of individual operational risks belonging to the short, medium and long term in all its geographies. For this purpose, EDPR takes into account present and future relevance of these risks, as well as historical data of their impact, with the help of department heads. The final results of the Operational Risk analysis are then communicated to the Executive Committee and shared with every department involved. In 2019, the Operational Risk analysis was performed at the end of the year, and its results approved by the Executive Committee.

In 2019, none of the five sustainability risk factors had a material financial impact on the Company's performance, even though EDPR was not able to reach its "zero accidents" target. Nonetheless, health & safety frequency rate was lower than last year and during 2020, EDPR will continue to work towards achieving the "zero accidents" goal.

For more information on EDPR risk management, see chapter 2.3. Risk Management of the Consolidated Management Report.

ANNEX I: CORPORATE GOVERNANCE

PART I – INFORMATION ON SHAREHOLDER STRUCTURE, ORGANISATION AND CORPORATE GOVERNANCE

SHAREHOLDER STRUCTURE

I. CAPITAL STRUCTURE

1. CAPITAL STRUCTURE

EDP Renováveis, S.A. (hereinafter referred to as "EDP Renováveis", "EDPR" or the "Company") total share capital is, since its initial public offering (IPO) in June 2008, EUR 4,361,540,810 consisting of issued and fully paid 872,308,162 shares with nominal value of EUR 5.00 each. All the shares are part of a single class and series and are admitted to trading on the Euronext Lisbon regulated market.

Codes and tickers of EDP Renováveis SA share: ISIN: ES0127797019

LEI: 529900MUFAH07Q1TAX06

Bloomberg Ticker (Euronext Lisbon): EDPR PL

Reuters RIC: EDPR.LS

EDPR main shareholder is EDP – Energias de Portugal, S.A., through EDP – Energias de Portugal, S.A. Sucursal en España (hereinafter referred as "EDP"), with 82.6% of share capital and voting rights. Excluding EDP, EDPR shareholders comprise more than 30,000 institutional and private investors spread across 21 countries with main focus in the United States and United Kingdom.

Institutional Investors represent about 94% of Company shareholders (ex-EDP Group), mainly investment funds and socially responsible investors ("SRI"), while Private Investors, mostly Portuguese, stand for the remaining.

For further information about EDPR shareholder structure please see chapter 1.3 of the Annual Report ("Organisation").

2. RESTRICTIONS TO THE TRANSFERABILITY OF SHARES

EDPR's Articles of Association have no restrictions on the transferability of shares.

3. OWN SHARES

EDPR does not hold own shares.

4. CHANGE OF CONTROL

EDPR has not adopted any measures designed to prevent successful takeover bids.

The Company has taken no defensive measures for cases of a change in control in its shareholder structure. EDPR has not entered into any agreements subject to the condition of a change in control of the Company, other than in accordance with normal prac tice and which do not harm the transferability of the shares, as:

  • in the case of financing of certain wind farm projects, lenders have the right to approve change in control at the borrower if the later ceased to be controlled, directly or indirectly, by EDPR.
  • in the case of guarantees provided by EDP Group companies, if EDP directly or indirectly ceases to have the majority of EDPR then EDP is no longer obliged to provide such services or guarantees. The relevant subsidiaries will be obliged to provide for the cancellation or replacement of all outstanding guarantees within approximately sixty (60) days of the change of control event.
  • in the cases of intra-group services agreements and according to the Framework Agreement signed between EDP Renováveis S.A. and EDP Energias de Portugal S.A., the contracts will maintain their full force as long as (i) EDP maintains its share capital above 50% or the right to exercise directly or indirectly more than 50% of voting rights on EDPR's share capital, or (ii) even if the share capital of EDP or its voting rights are below 50%, but more than half of the Members of the Board or of EDPR's Executive Committee are elected through an EDP proposal.

5. SPECIAL AGREEMENTS REGIME

EDPR does not have a special system for the renewal or withdrawal of counter measures for the restriction on the number of votes capable of being held or exercised by only one shareholder individually or together with other shareholders.

6. SHAREHOLDERS AGREEMENTS

The Company is not aware of any shareholders' agreement that may result in restrictions on the transfer of securities or voting rights.

II. SHAREHOLDINGS AND BONDS HELD

7. QUALIFIED HOLDINGS

Qualifying holdings in EDPR are subject to the Spanish Law, which regulates the criteria and thresholds of the shareholder's ownerships. The table below includes the information about the qualifying holdings of EDPR and their voting rights as of December 31st , 2019:

SHAREHOLDER SHARES %CAPITAL %VOTING RIGHTS
EDP – Energias de Portugal, S.A. – Sucursal en España 720,191,372 82.6% 82.6%
EDP detains 82.6% of EDPR capital and voting rights, through EDP – Energias de Portugal, S.A. – Sucursal en España.
TOTAL QUALIFIED HOLDINGS 720,191,372 82.6% 82.6%

As of December 31st, 2019, EDPR's shareholder structure consisted in a total qualified shareholding of 82.6%, corresponding to EDP Group.

8. SHARES HELD BY THE MEMBERS OF THE MANAGEMENT AND SUPERVISORY BOARDS

The table below reflects the Members of the Board of Directors/Delegated Committees of the Company that, as of December 31st of 2019, directly or indirectly own EDPR shares:

BOARD MEMBER NUMBER OF SHARES
DIRECT INDIRECT
Spyridon Martinis 10,413* -

* These shares were bought before the appointment as Director of the Company (being the first acquisition in 2011 and the last one in 2018).

9. POWERS OF THE BOARD OF DIRECTORS

The Board of Directors is vested with the broad-ranging powers of administration, management, and governance of the Company, with no other limitations besides the powers expressly assigned to the General Shareholders' Meetings in the Company's Articles of Association (specifically in article 13) or in the applicable law. In this regard, the Board is specifically empowered to:

  • Acquire on lucrative or onerous title basis personal and real property, rights, shares and interests that may suit the Company;
  • Sell and mortgage or charge personal and real property, rights, shares and interests of the Company and cancel mortgages and other rights in rem;
  • Negotiate and conclude as many loans and credit operations that it may deem appropriate;
  • Enter and formalize all sort of acts and contracts with public entities or private persons;
  • Exercise any civil and criminal actions and all further actions to be undertaken by the Company, representing it before governmental officers, authorities, corporations, governing, administrative, administrative-economic, administrative-litigation and judicial courts, labor courts and the labor sections of the Supreme Courts and of the High Courts of the Autonomous Communities, with no limitations whatsoever, including before the European Court of Justice, and in general, before the Government, in all its levels and hierarchies, to intervene or promote, follow or terminate through all procedures and instances, the processes, court sections or proceedings; to accept decisions, to file any kind of appeal, including the cassation one and other extraordinary appeals, to discontinue or confess, to agree an early termination of a proceeding, to submit litigious questions to arbitration judges, and to carry out all sort of notices and requirements and to grant power of attorney to Court Representatives and other representatives with case-related powers and the powers which are usually granted to litigation cases and all the special powers applicable, and to revoke such powers;
  • Agree the allotment of interim dividends;
  • Call and convene the General Meetings and submit to them the proposals that it deem appropriate;
  • Direct the Company and the organize its operations and exploitations by acknowledging the course of the Company businesses and operations, managing the investment of funds, making extraordinary depreciations of bonds in circulation and realizing anything that it is considered appropriate to obtain maximum gains towards the object of the Company;
  • Freely appoint and dismiss Directors and all the Company's technical and administrative personnel, defining their office and retribution;
  • Agree any changes of the registered office's address within the same borough;
  • Incorporate under the law all sorts of legal persons; contribute and assign all sorts of assets and rights, as well as entering merger and cooperation agreements, association, grouping and temporary union agreements between companies or business and joint property agreements, and agreeing their alteration, transformation and termination;
  • All further powers expressly granted to the Board in the Articles or in the applicable law. This list is without limitations and has a merely indicative nature.

Likewise, the General Shareholders' Meeting held in April 9th 2015, approved the delegation to the Board of Directors of the power to issue in one or more occasions both:

  • Fixed income securities or other debt instruments of analogous nature;
  • Fixed income securities or other type of securities (warrants included) convertible or exchangeable into EDP Renováveis, S.A. shares, or that recognize at the Board of Directors' discretion the right of subscription or acquisition of shares of EDP Renováveis, S.A. or of other companies, up to a maximum amount of three hundred million Euros (EUR 300,000,000) or its equivalent in other currency.

As part of such delegation, the General Shareholder's Meeting delegated into the Board of Directors the power to increase the share capital up to the necessary amount to execute the related tasks above. Additionally, it was also approved to authorize the Board of Directors for the acquisition of own shares by the Company and/or the affiliate companies. These delegations may be exercised by the Board of Directors within a period of five (5) years since the proposal was approved, and within the limits provided under the law and the By-Laws.

The General Shareholders' Meeting may also delegate to the Board of Directorsthe powerto implement an adopted decision to increase the share capital, indicating the date or dates of its implementation and establishing any other conditions that were not specified by the General Shareholders' Meeting. The Board of Directors may use this delegation wholly or partially, and may also decide not to perform it in accordance with the situation and conditions of the Company, the market, or any particularly relevant events or circumstances that justify such decision - of which the General Shareholders' Meeting must be informed at the end of the time limit or limits for adopting and performing the decision.

Additionally, in compliance with its personal law, some functions of the Board of Directors are non- delegable and, as such, have to be performed at this level, which are the following:

  • Election of the Chairperson of the Board of Directors;
  • Appointment of Directors by co-option;
  • Request to convene or convening of General Shareholders' Meetings and the preparation of the agenda and proposals of resolutions;
  • Preparation of the Annual Reports and Management Reports and their presentation to the General Shareholders' Meeting;
  • Change of Headquarters;
  • Preparation and approval of mergers, spin-off, or transformation projects of the Company;
  • Monitoring the effective functioning of the Board of Directors committees and the performance of delegated bodies and appointed directors;
  • Definition of the Company's general policies and strategies. In any case, the following transactions individually considered, shall be subject to the prior approval of the Board of Directors, or its ratification in cases of justified urgency:
    • Acquisition or sale of assets, rights or participations with an economic value higher than seventy-five million Euros (EUR 75,000,000) and not included in the budget approved by the Board of Directors;
    • Opening or closing of establishments/branches or relevant parts of establishments /branches, as well as the extension or reduction of its activity;
    • Other business activity or transactions, including expansion investments, with a significant strategic relevance or with an economic value higher than seventy-five million Euros (EUR 75,000,000) and not included in the budget approved by the Board of Directors; or
    • Creation or termination of strategic alliances or partnerships or other forms of long-term cooperation;
  • Authorization or waiver of the obligations arising from duty of loyalty;
  • Its own organisation and functioning;
  • Preparation of any report required by the law to the management body, provided that the operation referred in the report cannot be delegated;
  • Appointment and dismissal of Chief Executive Officer, top management directly depending from the Board of Directors or any of its members, and their general contractual conditions including remuneration;
  • Decisions concerning director's remuneration within the Articles of Association's frame and, if any, the remuneration policy approved by the General Meeting;
  • Policy concerning own shares;
  • The faculties that the General Meeting may have delegated on the Board of Directors, except for the cases expressly authorized by the first to sub delegate them

Should be noted that all the members of the Board of Directors, which are listed in topic 17 of this Chapter 5 of the Annual Report (including the non-executive) are necessarily involved in the definition of the strategy and policies of the Company as per the nondelegable basis of these functions under its personal law, and that the corresponding monitorization of the accomplishment of these actions, as detailed in topic 29 this Chapter 5 of the Annual Report, is performed by the Audit, Control and Related Party Transactions Committee and the Nominations and Remunerations Committee, both of which are integrally formed by non-executive and independent directors.

10. SIGNIFICANT BUSINESS RELATIONSHIPS BETWEEN THE HOLDERS OF QUALIFYING HOLDINGS AND THECOMPANY

Information on any significant business relationships between the holders of qualifying holdings and the Company is described on topic 90 of this Report.

CORPORATE BOARDS AND COMMITTEES

I. GENERAL SHAREHOLDERS' MEETING

a) COMPOSITION OF THE BOARD OF THE GENERAL MEETING

11. BOARD OF THE GENERAL SHAREHOLDERS' MEETING

The Members of the Board of the General Shareholders' Meeting are its Chairman, the Chairman of the Board of Directors (or his substitute), the other Directors and the Secretary of the Board of Directors. In accordance with article 180 of the Spanish Companies' Law, all the Board Members are obliged to attend the General Meetings.

The Chairman of the General Shareholders' Meeting is José António de Melo Pinto Ribeiro, who was elected on the General Meeting of April 8th, 2014, for a three-year (3) term; and re-elected on the General Shareholders' Meeting held on April 6th,2017 for an additional three-year (3) term.

The Chairman of the Board of Directors is António Mexia, who was re-elected as member of the Board for a three-year (3) term by the General Shareholders' Meeting held in June 27th, 2018, and for the position of Chairman of the Board of Directors on its meeting subsequently held on the same date.

The Secretary of the Board of Directors is Emilio García-Conde Noriega who is also the Secretary of the General Shareholders' Meeting, and was appointed as Secretary of the Board of Directors on December 4th 2007. The Secretary of the Board of Directors' mandate does not have an end of term date according to the Spanish Companies Law since is not a Member of the Board.

The Chairman of the General Shareholders' Meeting of EDPR has at his disposal, the necessary human and logistical resources required for the performance of his duties. Therefore, in addition to the resources provided by the Company's General Secretary, the Company hires a specialized entity to give support to the meeting and to collect, process and count the votes submitted by the shareholders on each General Shareholders' Meeting.

b) EXERCISING THE RIGHT TO VOTE

12. VOTING RIGHTS RESTRICTIONS

Each EDPR share entitles its holder to one vote. EDPR's Articles of Association have no restrictions regarding voting rights.

13. VOTING RIGHTS

EDPR's Articles of Association have no reference to a maximum percentage of voting rights that may be exercised by a single shareholder or by shareholders that are in any relationship. All shareholders, regardless the number of shares owned, may attend to the General Shareholders' Meeting and request the information or explanations that they consider relevant regarding the matters included in the Agenda of the convened meeting, and are entitled as shareholders of the Company, to take part in its deliberations and to participate in its voting process.

The Board of Directors approves a Shareholder's Guide for each General Shareholders' Meeting, detailing among other matters, the procedure and requirements for the submission through mail and electronic communication of voting forms. This Guide is available at the Company's website (www.edpr.com). As informed in the related Notice and in the corresponding Shareholders' Guide, in order to exercise their right to attend, the shareholders must have the ownership of their shares duly registered in the Book Entry Account at least five (5) days prior to the date of the General Shareholders' Meeting.

Any shareholder may be represented at the General Shareholders' Meeting by a third party by means of a revocable Power of Attorney (even if such representative is not a shareholder). The Board of Directors may require shareholders' Power of Attorney to be in the Company's possession at least two (2) days in advance, indicating the name of the representative.

These Powers of Attorney shall be granted specifically for each General Shareholders' Meeting and can be evidenced in writing or by remote means of communication such as mail or post.

According to the applicable law and the Company's Articles of Association, the notice of EDPR's General Shareholders' Meeting s is published in the Official Gazette of the Commercial Registry and on the Company's website at least thirty (30) days prior to the meeting date. Likewise, the Notice of the General Shareholder's Meeting is published in the website of the management entity of the regulated market (NYSE Euronext, Lisbon) and on the website of the Comissão do Mercado de Valores Mobiliários ("CMVM") - at www.cmvm.pt - and of the Comisión Nacional del Mercado de Valores ("CNMV") - at www.cnmv.es - as the case may be. Simultaneously with the publication of the meeting Notice, the supporting documentation in relation to the General Shareholders' Meeting is published

on the CMVM website. Likewise, as soon as the notice of the meeting is formally published, the following information and documentation related to the General Shareholders' Meeting is made available at the Company's website (www.edpr.com):

  • the notice of the General Shareholders' Meeting;
  • the total number of shares and voting rights at the date of the Meeting notice;
  • the template letter expressing the intention to attend the Meeting, the template of the letter of representation and the template of the ballot to be sent by mail, and also, the links to the electronic platforms that the Company provides for the telematic submission of the intention to attend and the voting on the topics included in the Agenda;
  • the full texts of the proposed resolutions (included when received if such were the case, those proposed by shareholders) and related supporting documentation, that will be submitted to the General Shareholders' Meeting for approval;
  • The Shareholders' Guide;
  • The consolidated texts in force (Articles of Association and the other applicable regulations).

The Company included the English and Portuguese versions of the information and documents related to the General Shareholders´ Meeting on its website (www.edpr.com) after the notice of the meeting, being the Spanish version of the documents the one that prevailed.

Shareholders may vote on the topics included on the Shareholders' Meeting Agenda, in person (including by means of the corresponding representative) at the meeting, by ordinary mail, or by electronic communication (in this latest case, through a telematic vote platform made available at the Company's website), and in any case providing the documentation indicated in the Shareholder's Guide. Pursuant to the terms of article 15 of the Articles of Association, both electronic and mail-in votes must be received by the Company before midnight (24.00 hours) of the day before the scheduled meeting date of first call. Remote votes can be revoked subsequently by the same means used to cast them, always within the deadlines established for that purpose, or by personal attendance to the General Shareholders' Meeting of the shareholder who casted the vote to his/her representative.

14. DECISIONS THAT CAN ONLY BE ADOPTED BY A QUALIFIED QUORUM

According to EDPR's Articles of Association and as established in the law, both ordinary and extraordinary General Shareholders' Meetings are validly constituted when first called if the shareholders, either present or represented, jointly reach at least twenty-five percent (25%) of the subscribed voting capital. On second call, the General Shareholders' Meeting will be validly constituted regardless of the amount of the capital present or represented.

Notwithstanding the above percentages, to validly approve the issuance of bonds, the increase or reduction of capital, the transformation, global assignment of assets and liabilities, merger or spin-off of the Company, the transfer of the Registered Office abroad, the elimination or limitation of pre-emptive rights of new shares and in general, any necessary amendment to the Articles of Association, in the Ordinary or Extraordinary Shareholders' Meeting, it is required that on first call, the Shareholders, either present or represented, reach at least fifty percent (50%) of the subscribed voting capital and, on second call, at least twenty-five percent (25%) of the subscribed voting capital.

In relation to the quorum required to validly approve these matters, in accordance with the Law and the Articles of Association, when the shareholders attending represent more than fifty percent (50%) of the subscribed voting capital, the above mentioned resolutions will be validly adopted by absolute majority, and in the case the shareholders attending represent between the twenty-five percent (25%) and the fifty percent (50%) - but without reaching it - the favorable vote of the two-thirds (2/3) of the present or represented capital in the General Shareholders' Meeting will be required to approve these resolutions.

EDPR has not established any mechanism that may intend to cause mismatching between the rights to receive dividends or the subscription of new securities and the voting right of each common share, and has not adopted mechanisms that hinder the passing of resolutions by shareholders, including fixing a quorum for resolutions greater than that provided by the law.

II. MANAGEMENT AND SUPERVISION

a) COMPOSITION

15. CORPORATE GOVERNANCE MODEL

EDPR is a Spanish Company listed in a regulated stock exchange in Portugal. The corporate organisation of EDPR is subject to its personal law and to the extent possible, to the recommendations contained in the Corporate Governance Code of the Instituto Português de Corporate Governance ("IPCG"), resulted as of the Protocol signed on October 13th , 2017 between the Comissão do Mercado de Valores Mobiliários ("CMVM" - Portuguese Securities Market Commission) and the IPCG. This governance code is available at the IPCG website (https://cam.cgov.pt/). As such, the Company intends to comply with both legal systems but always taking into account that its personal law is the Spanish one, and that in case of discrepancy, the aim is to adopt the law that entails more protectionism for its shareholders.

The governance structure of EDPR is the one applicable under its personal law, that comprises a General Shareholders' Meeting and a Board of Directors that represents and manages the Company. Additionally, with the purpose of adapting this structure to the Portuguese legislation to the extent possible, parallelly seeks to correspond it to the so-called "Anglo-Saxon" model set forth in the Portuguese Commercial Companies Code, in which the management body is a Board of Directors, and the supervision and control duties are of the responsibility of an Audit and Control Committee.

The organisation and functioning of EDPR corporate governance model aims to achieve the highest standards of corporate governance, business conduct and ethics referenced on the best national and international practices.

In line with its governance model above referred, and as detailed along topics 15 - 29 of this Chapter 5 of the Annual Report and contemplated in the law and Articles of Association of the Company, EDPR does not have a Supervisory Board, but its Board of Directors has set up three delegated Committees entirely composed by Members of the Board of Directors: the Executive Committee, the Audit, Control and Related-Party Transactions Committee and the Nominations and Remunerations Committee. This structure and its functioning, enables a fluent workflow between all levels of the governance model, as: i) each of the delegated Committees shall report the decisions taken to the Board of Directors (drafting the minutes of each of the meetings and also providing whatever further clarification is required by the Board), and ii) as the Committees Members are also members of the Board, all of them will also receive the complete information at Board of Directors level (as convening of the meetings, supporting documents and related minutes) in order to take the corresponding decisions, and all in all, thus ensuring in time and manner the access to all the information to the whole Board of Directors in order to appraise the performance, current situation and perspectives for the further development of the Company.

The General Secretary constitute the focal point in charge of the centralization of the reception and management of all the information and documents to be provided to the different Governing Bodies. This information is prepared by the different departments of EDPR, with the support when necessary of external experts, and always managed in a strictly confidential basis. Additionally, the corresponding duties and functioning procedures for the Governing Bodies have been defined at the Articles of Association and Board of Directors and Delegated Committees Regulations (which are published at the website of the Company www.edpr.com), with the aim of ensuring the adequacy in terms of time and manner of the elaboration, management and access to the information, in order to procced at each level with the corresponding acknowledgements and decisions. In line with the above, the General Secretary sends the notices and supporting documents of the topics to be discussed in each meeting of the Board and of each of its Committees to their proper discussion during the meeting. Additionally the minutes of all meetings are drawn and also circulated.

The governance model of EDPR was designed to ensure the transparent and meticulous separation of duties, management and the specialization of supervision, through the following governing bodies:

  • General Shareholders' Meeting
  • Board of Directors
  • Executive Committee
  • Audit, Control and Related Party Transactions Committee

The experience gained operating the Company through this structure indicates that the governance model approved by EDPR shareholders, and adopted in EDPR, is the most appropriate in line with the corporate organisation of its activity, especially because it affords transparency and a healthy balance between the management and the supervisory functions.

The institutional and functional relationship between the Executive Committee, the Audit, Control and Related Party Transactions Committee and the other Non-Executive members of the Board of Directors has been of internal harmony conductive to the development of the Company's business.

The links of the Company Website that refers to the information of the Governing Bodies and its regulations a re indicated in topics 59-65 of this Chapter 5 of the Annual Report.

16. RULES FOR THE NOMINATION AND REPLACEMENT OF DIRECTORS

According to Article 29.5 of the Company's Articles of Association, the Nominations and Remunerations Committee is empowered by the Board of Directors to propose, advise and inform the Board regarding the appointments (including by co-option), re-elections, removals and remuneration and duties of the Board Members, as well as the composition of the Committees of the Board. This Committee also advises on the appointment, remuneration and dismissal of top management officers.

As also referred in the Company Articles of Association (Article 21) the term of office of the Board Members shall be of thre e (3) years, and may be re- elected once or more times for equal periods.

Following the best Corporate Governance practices, EDPR has analyzed and discussed about the possible criteria applicable in the selection of the new members of its Governing Bodies. As a conclusion, the Nominations and Remunerations Committee and the Board of Directors resolved at their meetings held on November 2nd, 2016, and December 14th, 2016 respectively, to take into account among others the following: the education, experience in the energy sector, integrity and independence, having a proven expertise and the diversity that such candidate may provide to the related body. Based on this, after the previous advice of the Nominations and Remunerations Committee, the Board of Directors would submit a proposal to the General Shareholders' Meeting (including for sake of clarity, the curriculum vitae of the candidates, which will be publicly disclosed with the other supporting documents of the meeting in the terms referred in topic 13 above). The appointment proposals should be approved by majority. For more information about the composition of the Board of Directors please check the Sustainability Chapter of the Annual Report at its topic GRI 405-1, and the Annex I of this Chapter 5 of the Annual Report, which includes the curricular details of its Members.

Additionally, in case of a vacancy, pursuant to the Articles of Association and the Spanish Companies Law, the Board of Directors may co-opt a new Board Member, who will occupy the position until the next General Shareholders' Meeting, to which a proposal will be submitted for the ratification of such appointment by co-option. Pursuant to the Spanish Companies Law, the co-option of Directors must be approved by absolute majority of the Directors at the Board meeting.

Finally, pursuant to Article 23 of the Articles of Association and 243 of the Spanish Companies Law, shareholders may group their shares until constituting an amount of capital equal or higher than the result of dividing the company's capital by the number of Members of the Board, to be entitled to appoint a number of Directors equal to the result of the fraction using only whole amounts. Those shareholders making use of this power, cannot intervene in the nomination of the other members of the Board of Directors.

17. COMPOSITION OF THE BOARD OF DIRECTORS

Pursuant to Article 20 of the Company's Articles of Association, the Board of Directors shall consist of no less than five (5) and no more than seventeen (17) Directors. Considering the size of EDPR and the complexity of the risks intrinsic to its activity, it has been concluded that the most adequate composition for its Board of Directors is a total of fifteen (15) members, being eleven (11) of them non-executive.

The Secretary of the Board of Directors is Emilio García-Conde Noriega. Likewise, according to the proposal submitted by the Nominations and Remunerations Committee, the Board of Directors approved on its meeting held on May 7th, 2019 the appointment of María Gonzalez Rodríguez as Vice-Secretary of the Board of Directors of EDPR.

By the end of 2018 and during 2019, Maria Teresa Costa, João Paulo Costeira and Gilles August presented their resignations to the positions as Board Members. In order to fill the vacancies left by these resignations, and in accordance with the proposals submitted by the Nominations and Remunerations Committee, the Board of Directors approved on its meetings held on February 26, 2019 and October 29th, 2019 the following resolutions:

  • The appointment by cooption of Vera Pinto for the position left by Maria teresa Costa, based on her wide understanding of the electric business developed as of her position in EDP, and also considering the diversity criteria adopted by the Company.
  • The appointment by cooption of Spyridon Martinis for the position left by João Paulo Costeira, based on his deep knowledge about the offshore and development businesses, and considering also his material track-record as high level manager developed in EDPR.

• The appointment by cooption of Rui Teixeira for the position left by Gilles August, based on his extensive professional career as executive member of the managing bodies of EDP and EDPR, and the material know-how about renewable energy acquired during his nearly seven (7) years as executive director of EDPR few years ago.

The appointments of Spyridon Martinis and Vera Pinto were duly ratified by the Shareholders' Meeting held on April 11, 2019; and the designation by cooption of Rui Teixeira will be submitted for ratification to the next Shareholders' Meeting to be celebrated in 2020.

As of 31st December 2019, the Board of Directors is composed by the following fifteen (15) Directors:

BOARD MEMBER POSITION DATE OF FIRST
APPOINTMENT
DATE OF
RE-ELECTION
END OF TERM
António Mexia Chairman 18/03/2008 27/06/2018 27/06/2021
João Manso Neto Vice-Chairman CEO 18/03/2008 27/06/2018 27/06/2021
Duarte Bello Director 26/09/2017 27/06/2018 27/06/2021
Miguel Ángel Prado Director 26/09/2017 27/06/2018 27/06/2021
Spyridon Martinis Director 26/02/2019 - 27/06/2021
Vera Pinto Director 26/02/2019 - 27/06/2021
Rui Teixeira Director 29/10/2019 - Until the next General
Shareholders' Meeting
Manuel Menéndez Menéndez Director 04/06/2008 27/06/2018 27/06/2021
António Nogueira Leite Director 26/02/2013 27/06/2018 27/06/2021
Acácio Piloto Director 26/02/2013 27/06/2018 27/06/2021
Allan J. Katz Director 09/04/2015 27/06/2018 27/06/2021
Francisca Guedes De Oliveira Director 09/04/2015 27/06/2018 27/06/2021
Francisco Seixas da Costa Director 14/04/2016 27/06/2018 27/06/2021
Conceição Lucas Director 27/06/2018 - 27/06/2021
Alejandro Fernandez de Araoz Director 27/06/2018 - 27/06/2021

18. EXECUTIVE, NON-EXECUTIVE AND INDEPENDENT MEMBERS OF THE BOARD OF DIRECTORS

The independence of the Directors is evaluated according to the Company's personal law, and annually confirmed by each of the corresponding Directors through an independence declaration. Likewise, EDPR Board of Directors Regulations, and Article 20.2 its Articles of Association, defines independent Directors as those who are able to perform their duties without being limited by relations with the Company, its significant Shareholders, or its management officers and comply with the other legal requirements.

Corporate Governance recommendations of the IPCG Code state that the number of non-executive directors should be higher than the number of executive directors, and that at least one third over the total members shall be non-executive members that also comply with the independence criteria. To this extent, and provided that the independence criteria applicable to EDPR Directors are the ones established under its personal law, from a total of fifteen (15) members of EDPR's Board of Directors as of 31st 2019, eleven (11) are non-executive, from which six (6) are also independent. Also in line with the recommendations above indicated, the Audit, Control and Related Party Transactions Committee is composed by three (3) members, all of them non- executive and independent. The composition of the Board of Directors and of its Delegated Committees, has been deeply analyzed, finally identifying the exposed structure as the most suitable considering among others, criteria as the size of the company and the complexity of the risks intrinsic to its activity, in a way that ensures the efficiency of the development of duties.

Spanish law, Regulations of the Board of Directors and Company Articles of Association regulate the criteria for the incompatibilities with the position of Director. Specifically, Article 23 of the Articles of Association, establish that the following can not be Directors:

• Those who are directors of or are associated with any competitor of EDPR, or have family relations with them. In this respect a Company shall be considered as a competitor of EDPR, whenever it is engaged, if it is directly or indirectly involved in the production, storage, transport, distribution, marketing or supply of electricity or fuel gas; or also if has interests opposed to those of EDPR, or to the ones of any competitor or any of the companies in its group, and the Board members, employees, lawyers, consultants, or representatives of any of them. Under no circumstances shall companies belonging to the same group as EDPR, including abroad, be considered competitors;

• Those who are in any other situation of incompatibility or prohibition under the law or EDPR's Articles of Association.Under Spanish law, among others, are not allowed to be Directors those who are underage - under eighteen (18) years - and were not emancipated, disqualified, competitors, convicted of certain offences, or that hold certain management positions.

The prevention and avoidance of the conflict of interest in the performance of the duties of the Directors of EDPR is regulated in line with the terms contained in article 229 of the Spanish Companies Law and implemented in article 28.3 of the Board of Directors Regulations, which is also applicable to the Committees under article 12 of their respective regulations. This article states that in case any direct or indirect conflict of interest arose, it shall be communicated to the Board of Directors, being the Director involved obliged to abstain from intervening in the corresponding operation. Additionally, all the Board Members (and hence those of its delegated Committees, as they are entirely composed by Members of the Board) shall annually sign an statement declaring their compliance with the terms of the requirements under article 229 of the Spanish Companies Law, and their commitment to notify any variation in the information declared under the statement as soon as it may occur, in order to fully comply with the loyalty duty and avoid any interference or irregularity in any decision-making process.

In accordance with the law and pursuant the last amendment of Articles of Association, it has been established that Non- Executive Directors can only be represented in the Board meetings by other Non-Executive Director.

The following table includes the executive, non-executive (including its Chairman, that does not have executive duties) and independent members of the Board of Directors as of 31st December, 2019:

BOARD MEMBER POSITION
António Mexia Chairman and Non-Executive Director
João Manso Neto Vice-Chairman and Executive Director
Duarte Bello Executive Director
Miguel Ángel Prado Executive Director
Spyridon Martinis Executive Director
Vera Pinto Non- Executive Director
Rui Teixeira Non- Executive Director
Manuel Menéndez Menéndez Non-Executive Director
António Nogueira Leite Non-Executive and independent Director
Acácio Piloto Non-Executive and independent Director
Allan J. Katz Non-Executive and independent Director
Francisca Guedes De Oliveira Non-Executive and independent Director
Francisco Seixas da Costa Non-Executive and independent Director
Conceição Lucas Non- Executive and independent Director
Alejandro Fernandez de Araoz Non-Executive Director

Following the best corporate governance recommendations, considering that the Chairperson of the Board of Directors of EDPR, Antonio Mexia, is a non-independent Director, the Nominations and Remunerations Committee approved on its meeting held on February 18th, 2019 to propose to the independent Members of Board the appointment Antonio Nogueira Leite as Lead Independent Director whose functions would namely be: i) act, when necessary, as an interlocutor between the Chairperson of the Board of Directors and the other Directors, (ii) ensure the necessary conditions and means so the Directors may carry out their functions; and (iii) coordinate the independent Directors in the assessment of the performance of the managing body. This proposal was unanimously approved by all the independent Directors (with the abstention of the candidate proposed) on the Board meeting held February 26th, 2019.

19. PROFESSIONAL QUALIFICATIONS AND BIOGRAPHIES OF THE MEMBERS OF THE BOARD OF DIRECTORS

The main positions held by the members of the Board of Directors in the last five (5) years, those that they currently hold, positions in Group and non-Group companies and other relevant curricular information details are available in the Annex I of this Chapter 5 of the Annual Report.

20. FAMILY, PROFESSIONAL AND BUSINESS RELATIONSHIPS OF THE MEMBERS OF THE BOARD OF DIRECTORS WITH QUALIFYING SHAREHOLDERS

Qualifying Shareholdersin EDPR are subject to the Spanish Law, which regulatesthe criteria and thresholds of the shareholders' holdings. As of December 31st 2019, and as far as the Company was informed, there are no family or business relationships of Members of the Board of Directors with qualifying shareholders but only professional relationships due to the fact that some of the Members of EDPR's Board of Directors are currently Members of the Board of Directors in other companies belonging to the same group as EDP Energias de Portugal S.A., which are the following:

  • António Mexia;
  • João Manso Neto;
  • Manuel Menéndez Menéndez;
  • Vera Pinto;
  • Rui Teixeira.

Or employees in other companies belonging to EDP's Group, which are the following:

  • Duarte Bello;
  • Miguel Ángel Prado;
  • Spyridon Martinis.

21. MANAGEMENT STRUCTURE

As exposed in topic 15 above, the governance model of EDPR was designed to ensure the transparent and meticulous separation of duties and the specialization of supervision through the following structure of its governing bodies:

  • General Shareholders' Meeting: which is the body in which the shareholders participate. Represents the Company with the full authority corresponding to its legal personality and has the power to deliberate, vote and adopt decisions, particularly on matters that the law and Articles of Association reserve for its decision and that must be submitted for its approval.
  • Board of Directors: that represents and administrates the Company under the broadest powers of management, supervision and governance with no limitations other than the responsibilities expressly and exclusively granted to the jurisdiction of the General Shareholders Meeting in the Company's Articles of Association or in the applicable law.
  • Executive Committee: which is the delegated body of the Board of Directors entrusted to perform the daily management of the business. EDPR's Executive Committee is composed by the following members that are also Joint Directors:

  • Other Delegated Committees: as regulated by the applicable Law and pursuant to the best corporate governance recommendations, EDPR has set up two additional specialized internal committees:
    • The Audit, Control and Related Party Transactions Committee, whose main duties are the appointment of the company's auditors, the monitorization of internal risk management and control systems, the supervision of internal audits and compliance, and also the ratification of transactions between EDPR and EDP and between its related parties, qualified shareholders, directors, key employees or their relatives.
    • The Nominations and Remunerations Committee, whose main duties are the assistance and report to the Board of Directors in the appointments, re-elections, dismissals, evaluation and remunerations of the members of the Board of Directors.

b) FUNCTIONING

22. BOARD OF DIRECTORS REGULATIONS

EDPR's Board of Directors Regulations are available at Company's website (www.edpr.com), and at Company's headquarters at Plaza del Fresno, 2, Oviedo, Spain.

23. NUMBER OF MEETINGS HELD BY THE BOARD OF DIRECTORS

According to the Law and its Articles of Association, EDPR's Board of Directors meetings take place at least once every quarter. During the year ended on December 31st, 2019, the Board of Directors held six (6) meetings. The notices and supporting documents of the topics to be discussed in each meeting are sent to the Board members in advance to their proper discussion during the meeting. Additionally the minutes of all meetings are drawn and also circulated. The table below expresses the attendance percentage of the participation of the Directors to the meetings held during 2019:

BOARD MEMBER POSITION ATTENDANCE*
António Mexia Chairman and Non-Executive Director 33.33%
João Manso Neto Vice-Chairman and Executive Director 100%
Duarte Bello Executive Director 100%
Miguel Ángel Prado Executive Director 100%
Spyridon Martinis Executive Director 100%
Vera Pinto Non- Executive Director 100%
Rui Teixeira Non- Executive Director 100%
Manuel Menéndez Menéndez Non-Executive Director 100%
António Nogueira Leite Non-Executive Director 83.33%
Acacio Piloto Non-Executive Director 100%
Gilles August Non-Executive Director 83.33%
Allan J. Katz Non-Executive Director 66.66%
Francisca Guedes De Oliveira Non-Executive Director 100%
Francisco Seixas da Costa Non-Executive Director 66.66%
Conceição Lucas Non- Executive Director 100%
Alejandro Fernandez de Araoz Non-Executive Director 100%

* The percentage reflects the meetings attended by the Members of the Board, provided that Spyridon Martinis and Vera Pinto joined the Board in February 26th , 2019, and Rui Teixeira in October 29th, 2019, and therefore, the respective percentages expressed have been calculated over the meetings celebrated since then. With regards of the percentage assistance reflected for Gilles August, should be taken into account that he presented his resignation with effects October 17th ,2019, and thus the percentage shown in the table reflects the attendance calculated over the meetings celebrated until such date.

24. COMPETENT BODY FOR THE PERFORMANCE APPRAISAL OF EXECUTIVE DIRECTORS

The key performance indicators for the appraisal of the Executive Directors are set in advance by the approval of the General Shareholder's Meeting.

Once the corresponding fiscal year is completed, the Nominations and Remunerations Committee performs the first assessment about the compliance with such key performance indicators, and submits its recommendation to the Board of Directors, which evaluates the proposal of this Committee and makes the final decision. Should be noted that according to the personal law of EDPR, the definitive assessment of this performance is a non-delegable competence of the Board of Directors.

25. PERFORMANCE EVALUATION CRITERIA

The criteria for assessing the Executive Directors' performance are described on topics 70, 71 and 72 of this Chapter 5 of the Annual Report.

26. AVAILABILITY OF THE MEMBERS OF THE BOARD OF DIRECTORS

The members of Board of Directors of EDPR are fully available for the performance of their duties having no constraints for the execution of this function simultaneously with other positions. Additionally, Executive Directors of EDPR, do not perform any other executive duties outside the Group. The positions held at the same time in other companies within and outside the Group, and other relevant activities undertaken by members of the Board of Directors throughout the financial year are listed in the Annex I of this Chapter 5 of the Annual Report.

c) COMMITTEES WITHIN THE BOARD OF DIRECTORS OR SUPERVISORY BOARD AND MANAGING DIRECTORS

27. BOARD OF DIRECTORS' COMMITTEES

As previously exposed, and as specifically foreseen in Article 10 of the Company's Articles of Association, the Board of Directors may have delegated bodies. The Board of Directors of EDPR has set up three Committees:

  • Executive Committee
  • Audit, Control and Related-Party Transactions Committee
  • Nominations and Remunerations Committee

With the exception of the Executive Committee, the other Committees are composed exclusively by independent members.

28. EXECUTIVE COMMITTEE COMPOSITION

Pursuant to Article 27 of the Company's Articles of Association, the Executive Committee shall consist of no less than four (4) and no more than seven (7) Directors.

Its constitution, the nomination of its members and the extension of the powers delegated must be approved by two- thirds (2/3) of the members of the Board of Directors.

As of December 31st , 2019, EDPR Executive Committee is composed by the following members, who are also Joint Directors:

  • João Manso Neto, who is the Chairman and CEO
  • Duarte Bello
  • Miguel Ángel Prado
  • Spyridon Martinis

Additionally, Emilio García-Conde Noriega is the Secretary of the Executive Committee.

29. COMMITTEES COMPETENCES

EXECUTIVE COMMITTEE COMPOSITION

The composition of the Executive Committee is described on the previous topic.

Competences

The Executive Committee is a permanent body in charge of the daily management of the Company, to which all the competences of the Board of Directors that are delegable under the law and the Articles of Association can be assigned.

Functioning

In addition to the Articles of Association, this Committee is also governed by its regulations approved on June 4th 2008 and last amended on November 2nd, 2016. The Committee regulations are available at the Company's website (www.edpr.com).

The Executive Committee shall meet at least once a month and whenever is deemed appropriate by its Chairperson, who may also suspend or postpone meetings when he sees fit. The Executive Committee shall also meet when requested by at least two (2) of its members.

The notices and supporting documents of the topics to be discussed in each meeting of this Committee are sent to its members in advance to their proper discussion during the meeting, being the minutes of all meetings drawn and also circulated. Additionally, the Chairman of the Executive Committee, who is currently also the Vice-Chairman of the Board of Directors, submits to the Chairman of the Audit, Control and related Party Transactions Committee and to the rest of the members of the Board, the convening notices and inform about of its decisions at the first Board held after each committee meeting.

Meetings of the Executive Committee are valid if half of its members plus one are present or represented. Decisions shall be adopted by majority. In the event of a tie, the Chairman shall have the casting vote.

Executive Directors shall provide any clarifications needed by the other Directors or corporate bodies whenever requested to do so.

2019 activity

The Executive Committee's main activity is the daily management of the Company, and in the execution of such duties, during 2019 held a total of fifty (50) meetings.

AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE

Composition

Pursuant to Article 28 of the Company's Articles of Association and Article 9 of its Regulations, the Audit, Control and Related Party Transactions Committee consists of no less than three (3) and no more than five (5) members.

According to Article 28.5 of the Articles of Association the term of office of the Chairman of the Audit, Control and Related Part Transactions Committee is a maximum of six (6) years. Following the proposal submitted by the Nominations and Remuneration Committee, its Chairman, Acacio Piloto, was first elected for this position on June 27th, 2018.

The Audit, Control and Related Party Transactions Committee consists of three (3) non-executive and independent members, plus the Secretary who as of December 31st 2019, are the following:

  • Acacio Piloto, who is the Chairman
  • Antonio Nogueira Leite
  • Francisca Guedes de Oliveira

Additionally, Mr. Emilio García-Conde Noriega is the Secretary of the Audit, Control and Related Party Transactions Committee.

The Committee members shall maintain their positions for as long as they are Company Directors. Nevertheless, the Board may decide to discharge members of the Committee at any time, also the members may resign of these positions but still maintaining their seat as Members of the Board of Directors.

Competences

Notwithstanding the other duties that the Board may assign to this Committee, it shall perform supervisory functions of Audit and Control independently from the Board of Directors, as well as, supervisory functions of the transactions between Related Parties, as follows:

A) Audit and Control functions:

  • Reporting through the Chairperson on questions falling under its jurisdiction to the General Shareholders' Meetings;
  • Proposing the appointment of the Company's auditors to the Board of Directors for subsequent approval by the General Shareholders' Meeting, as well as the contractual conditions, scope of the work – specially concerning audit services, "audit related" and "non-audit" – annual activity evaluation and revocation or renovation of the auditor appointments;
  • Supervising the finance reporting and the functioning of the internal risk management and control systems, as well as evaluating those systems and proposing the adequate adjustments according to the Company necessities (including without limitation, the monitorization of the development of the strategic lines and risk policies defined);
  • Supervising internal audits and compliance;
  • Establishing a permanent contact with the external auditors to assure the conditions, including independence, that may be adequate for provision of services performed by them acting as the Company speaker for the subjects related to the auditing process, and receiving and maintaining information on any other questions regarding accounting subjects;
  • Preparing an annual report on its activities, including eventual constraints, and expressing an opinion on the Management Report, the accounts and the proposals presented by the Board of Directors;
  • Receiving notices of financial and accounting irregularities presented by the Company's employees, shareholders, or entities that have a direct interest and judicially protected, related with the Company's social activity;
  • Engaging the services of experts to collaborate with Committee members in the performance of their functions (when engaging the services of such experts and determining their remuneration, it must be taken into account the importance of the matters entrusted to them and the economic situation of the Company);
  • Drafting reports at the request of the Board and its Committees;

B) Related Party Transactions functions:

  • Periodically reporting to the Board of Directors on the commercial and legal relations between EDP or related entities and EDP Renováveis or related entities;
  • In connection with the approval of the Company's annual results, reporting on the commercial and legal relations between the EDP Group and the EDP Renováveis Group, and the transactions between related entities during the fiscal year in question;
  • Ratifying transactions between EDP and/or related entities with EDP Renováveis and/or related entities by the stipulated deadline in each case, provided that the value of the transaction exceeds €5.000,000 or represents 0.3% of the consolidated annual income of the EDP Renováveis Group for the fiscal year before;
  • Ratifying any modification of the Framework Agreement signed by EDP and EDP Renováveis on 7 May 2008;
  • Making recommendations to the Board of Directors of the Company or its Executive Committee regarding the transactions between EDP Renováveis and related entities with EDP and related entities;
  • Asking EDP for access to the information needed to perform its duties;
  • Ratifying, in the correspondent term according to the necessities of each specific case, the transactions between Qualifying Holdings other than EDP with entities from the EDP Renováveis Group whose annual value is superior to 1.000.000€;
  • Ratifying, in the correspondent terms according to the necessities of each specific case, the transactions between Board Members, "Key Employess" and/or Family Members with entities from EDP Renováveis Group whose annual value is superior to 75.000€.

Functioning

In addition to the Articles of Association and the law, this Committee is governed by its regulations approved on June 27th 2018, which are available at the Company's website (www.edpr.com).

The committee shall meet at least once a quarter and additionally whenever its Chairperson sees fit. The notices and supporting documents of the topics to be discussed in each meeting of this Committee are sent to its members in advance to their proper discussion during the meeting. Additionally, this Committee shall draft minutes of every meeting held and inform the Board of Directors of its decisions at the first Board held after each Committee meeting.

Decisions shall be adopted by majority and the Chairperson shall have the casting vote in the event of a tie.

2019 activity

In 2019 the Audit, Control and Related Party Transactions Committee's activities included the following:

A) Audit and Control Activities:

  • Monitor the closure of quarterly accounts, first half-year and year-end accounts;
  • Information about the independence of the External Auditor;
  • Assessment of the external auditor's work, especially concerning the scope of work in 2019, approval of all "audit related" and "nonaudit" services and analysis of external auditor's remuneration;
  • Supervision of the quality and integrity in the preparation and disclosure of the financial information in accordance with the applicable accounting policies, estimates and judgments;
  • Drafting of an opinion about the individual and consolidated reports (including the Corporate Governance report) and accounts, in a quarterly, half year and yearly basis;
  • Monitoring of the 2019 Internal Audit Action Plan and pre-approval of draft prepared for the 2020 Internal Audit Action Plan;
  • Monitoring of the recommendations issued by Internal Audit;
  • Follow-up and supervision of the quality, integrity and efficiency of the treasury management (finance and debt), the internal control system, risk management and internal auditing;
  • Evaluating the strategies and risk policies adopted, and elaborating a report including its assessment about the risk management during 2019;
  • Information about Whistle-Blowing;
  • Information about the contingencies affecting to the Group;
  • Information about the proposal of application of results for the fiscal year ended on December 31st 2018 and the distribution of dividends;
  • Quarterly and annual report of its activities during 2019 and self-assessment about its performance.

B) Related Party Transactions Activities:

In 2019, the Audit, Control and Related Party Transactions Committee revised, approved and proposed to the Board of Directors the approval of all agreements and contracts between related parties submitted to its consideration.

Section E – I, topic 90 of Chapter 5 this Annual Report includes a description of the fundamental aspects of the agreements and contracts between related parties.

The Audit, Control and Related Party Transactions Committee found no constraints during its control and supervision activities.

The information regarding the meetings celebrated by this Committee and the attendance of its related members during the year 2019 is described at topic 35.

98

NOMINATIONS AND REMUNERATIONS COMMITTEE

Composition

Pursuant to Article 29 of the Company's Articles of Association and Article 9 the Nominations and Remunerations Committee Regulations, this Committee shall consist of no less than three (3) and no more than six (6) members. At least one of its members must be independent and shall be its Chairman.

In accordance with Recommendation 52 of the Spanish Unified Code of Good Governance ("Código Unificado de Buen Gobierno") approved by the Board of CNMV on February 18th 2015, the Nominations and Remunerations Committee must be entirely constituted by Non-Executive Directors and being the majority of them independent. In compliance with this Recommendation, and to the extent possible, also with the recommendation V.2.1. of the Corporate Governance Code of IPCG (as considering that in Spain this committee shall be entirely comprised by members of its Board of Directors), EDPR's Nominations and Remunerations Committee is entirely constituted by non- executive and independent members of its Board of Directors.

As of December 31st 2019, the Nominations and Remunerations Committee consists of three (3) independent members, who are the following:

  • Antonio Nogueira Leite, who is the Chairman
  • Francisco Seixas da Costa
  • Conceição Lucas

Additionally, Emilio García-Conde Noriega is the Secretary of the Nominations and Remunerations Committee.

None of the Committee members are spouses or up to third degree relatives in direct line of the other members of the Board of Directors.

The Committee members shall maintain their positions for as long as they are Company Directors. Nonetheless, the Board may decide to discharge members of the Committee at any time and the members may resign said positions while remaining Company Directors.

Competences

The Nominations and Remunerations Committee is a permanent body belonging to the Board of Directors with an informative and consultative nature and its recommendations and reports are not binding.

The Nominations and Remunerations Committee has no executive functions. The main functions of the Nominations and Remunerations Committee are to assist and report to the Board of Directors about appointments (including by co-option), re-elections, removals and remuneration of the Board Members and its Officers, the composition of the Board delegated Committees, as well as the appointment, remuneration, and removal of executive staff.

The Nominations and Remunerations Committee shall also inform the Board of Directors on general remuneration and incentive policy and incentives for Board members and executive staff. These functions include the following:

  • Defining the standards and principles governing the composition of the Board of Directors and the selection and appointment of its members;
  • Proposing the appointment and re-election of Directors in cases of appointment (including nominations by co-option) for the submission to the General Shareholders' Meeting by the Board of Directors;
  • Proposing to the Board of Directors the candidates for the different Committees;
  • Proposing to the Board, within the limits established in the Articles of Association, the remuneration system, distribution method, and amounts payable to the Directors;
  • Making proposals to the Board of Directors on the conditions of the contracts signed with Directors;
  • Informing and making proposals to the Board of Directors regarding the appointment and/or removal of executives and the conditions of their contracts and generally defining the hiring and remuneration policies of executive staff;
  • Reviewing and reporting on incentive plans, pension plans, and compensation packages;
  • Any other functions assigned in the Articles of Association or by the Board of Directors1.

In accordance with the personal law of EDPR, all the Board Members shall attend to the General Shareholder's Meeting, and as exposed in topic 15 of this Chapter 5 of the Annual Report, all the Delegated Committees are composed Directors. As such, the Chairperson of the Nominations and Remunerations Committee shall attend the Shareholder's Meetings, and in case its agenda includes any topic related to remuneration of the company's governing bodies, this Director will be most adequate to answer. During 2019 only one Shareholders' Meeting was held on April 11, and the Chairperson of the Remuneration Committee, Antonio Nogueira Leite, attended.

Functioning

In addition to the Articles of Association, the Nominations and Remunerations Committee is governed by its Regulations approved on June 4th 2008.

This committee shall meet at least once every quarter and also whenever its Chairman sees fit. The notices and supporting documents of the topics to be discussed in each meeting of this Committee are sent to its members in advance to their proper discussion during the meeting. Additionally, this Committee shall draft minutes of every meeting held and inform the Board of Directors of its decisions at the first Board held after each Committee meeting. Decisions shall be adopted by majority and the Chairperson shall have the deciding vote in the event of a tie.

2019 activity

In 2019 the Nominations and Remunerations Committee held four (4) meetings, and the main activities performed were:

  • In view of the vacancies left by João Paulo Costeira and Maria Teresa Costa Campi after the resignations to their positions as members of the Board, analyzing the profile, background and expertise of the potential candidates perform these roles;
  • Proposing to the Board of Directors the appointment by cooption of Spyridon Martinis and Vera Pinto as new members of the Board of Directors;
  • Proposing to the Board of Directors the appointment and remuneration conditions of Spyridon Martinis as new member of the Executive Committee;
  • Performance evaluation of the Board of Directors and its Executive Committee;
  • Drafting of the Declaration of the Board of Directors Remuneration Policy for 2019 as well as the proposal to approve a Complementary Long Term Program for the COO NA, the COO Europe&Brasil and the COO Offshore&CDO to be proposed to the Board of Directors;
  • Development of an analysis regarding the independence of the members of the Board of Directors;
  • Proposing to the independent Members of Board the appointment Antonio Nogueira Leite as a Lead Independent Director, as well as the functions to be performed under this position;
  • Drafting the report of its activities performed during the year 2018;
  • Analysis and issuance of a reflection on the Corporate Governance system adopted by EDPR;

1 On its meeting held on December 14th, 2016, the Board of Directors approved to delegate the functions related to the reflection on the Corporate Governance structure and on its efficiency, in the Nominations and Remunerations Committee.

  • Proposing to the Board of Directors the appointment of María Gonzalez Rodríguez as Vice-Secretary of the Board of Directors of the Company;
  • In view of the vacancy left by Gilles August after his resignation to the position as member of the Board, analyzing the profile, background and expertise of potential candidates to assume this role, and proposing to the Board of Directors the appointment by co-option of Rui Teixeira as new member of the Board of Directors;
  • In view of the new appointments, proposing to the Board of Directors to jointly analyze with the Audit, Control and Related Party Transactions Committee, the potential amendments of the Executive Management Services Agreement signed with EDP.

III. SUPERVISION

a) COMPOSITION

30. SUPERVISORY BOARD MODEL ADOPTED

EDPR's governance model, as long as it is compatible with its personal law (Spanish law), corresponds to the so -called "Anglo-Saxon" model set forth in the Portuguese Commercial Companies Code, in which the management body is a Board of Directors, and the supervision and control duties are of the responsibility of an Audit, Control and Related Party Transactions Committee.

31. COMPOSITION OF THE AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE

The Audit, Control and Related Party Transactions Committee is comprised only by non-executive and independent members who as of December 31st, 2019, are the following:

BOARD MEMBER POSITION DATE OF FIRST APPOINTMENT
Acacio Piloto Chairman 27/06/2018
Antonio Nogueira Leite Vocal 6/11/2018
Francisca Guedes de Oliveira Vocal 27/06/2018

32. INDEPENDENCE OF THE MEMBERS OF THE AUDIT, CONTROL AND RELATED PARTY TRANSACTIONSCOMMITTEE

Information concerning the independence of the members of the Audit, Control and Transactions Party Committee is available on the chart of topic 18 of this Chapter 5 of the Annual Report. As mentioned on the first paragraph of topic 18, the independence of the members of the Board and of its Committees is evaluated according to the Company's personal law, the Spanish law.

33. PROFESSIONAL QUALIFICATIONS AND BIOGRAPHIES OF THE MEMBERS OF THE AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE

Professional qualifications of each member of the Audit, Control and Related Party Transactions Committee and other important curricular information, are available in the Annex I of this Chapter 5 of the Annual Report.

b) FUNCTIONING

34. AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE REGULATIONS

The Audit, Control and Related Party Transactions Committee regulations are available at the Company's website (www.edpr.com) and at the Company's Headquarters at Plaza del Fresno, 2, Oviedo, Spain.

35. NUMBER OF MEETINGS HELD BY THE AUDIT, CONTROLAND RELATED PARTY TRANSACTIONS COMMITTEE

The Audit, Control and Related Party Transactions Committee regularly meets representatives of the internal specialized departments involved in the areas under Committee's competences in order to discuss the information periodically reported about, among others, work plans and resources of the internal auditing service (including Compliance), Company accounts, detection of potential irregularities (whistleblowing), global risk management and audit and non-audit services provided by the External Auditor (including the appraisal about its independence). This relationship provides a wider information to the Committee that would be taken into account for the development of its functions and in particular, for the assessments issued under the elaboration of the Internal Control Report, the SCIRF Report and the Risk Management Report, that this Committee delivers for every fiscal year.

During 2019, the Audit, Control and Related Party transactions Committee held a total of nine (9) meetings, of which, Internal Audit participated in eight (8), SCIRF in four (4) and Global Risk in five (5). Likewise, the Committee invited the External Auditors to four (4) of these meetings.

The following tables reflect the attendance of the members of the Audit, Control and Related Party Transactions Committee to its meetings held during 2019:

BOARD MEMBER POSITION ATTENDANCE
Acacio Piloto Chairman 100%
Francisca Guedes de Oliveira Vocal 88.88%
Antonio Nogueira Leite Vocal 88.88%

36. AVAILABILITY OF THE MEMBERS OF THE AUDIT, CONTROL AND RELATED PARTY TRANSACTIONS COMMITTEE

The members of the Audit, Control and Related Party Transactions Committee are fully available for the performance of their duties having no constraints for the execution of this function simultaneously with positions in other companies. The positions held simultaneously in other companies inside and outside the Group and other relevant activities undertaken by members of this Committee throughout the financial year are listed in Annex I of this Chapter 5 of the Annual Report.

c) POWERS AND DUTIES

37. PROCEDURES FOR HIRING ADDITIONAL SERVICES TO THE EXTERNAL AUDITOR

In accordance to the Recommendation VII.2 of the IPCG Corporate Governance Code, in EDPR there is a policy of pre- approval by the Audit, Control and Related Party Transactions Committee of the the provision of non-audit services to be provided by the External Auditor and any related entity. This policy was strictly followed during 2019.

The non–audit services provided by the External Auditor and entities in a holding relationship with or incorporated in the same network as the External Auditor were previously approved by the Audit, Control and Related Party Transactions Committee according to Article 8.A), b) of its Regulations and upon review of each specific service, which considered the following aspects: (i) such services having no effect on the independence of the External Auditor and any safeguards used; and (ii) the position of the External Auditor in the provision of such services, notably the External Auditor's experience and knowledge of the Company.

Furthermore, although hiring services other than auditing services to the External Auditor is admissible, it is envisaged as an exception. In 2019 such services reached only around 7.8% of the total amount of services provided to the Company.

38. OTHER DUTIES OF THE AUDIT, CONTROL RELATED PARTY TRANSACTIONS COMMITTEE

Apart from the competences expressly delegated on the Audit, Control and Related Party Transactions Committee according to Article 8 of its Regulations, and in order to safeguard the independence of the External Auditor, the following competences of this Committee were exercised during the 2019 financial year and should be highlighted:

  • Pre-approval of any services to be hired from the External Auditor and perform its direct and exclusive supervision;
  • Assessment of the qualifications, independence, and performance of the External Auditors, and obtaining, yearly and directly from the External Auditors, written information on all relations existing between the Company and the Auditors or associated persons, including all services rendered and all services in progress. In order to evaluate independence, the Audit Committee, obtained the information regarding External Auditors' independence in light of the Spanish Law no. 22/2015 of July 20th, 2015 ("Ley de Auditoría de Cuentas");
  • Review of the transparency report, signed by the Auditor and disclosed at its website. This report covers the matters provided for under Law no. 22/2015 of July 20th, 2015 ("Ley de Auditoría de Cuentas"); including those regarding the quality control internal system of the audit firm and the quality control procedures carried out by the competent authorities;
  • Review with the External Auditors their scope, planning, and resources to be used in their provision ofservices;

IV-V. STATUTORY AND EXTERNAL AUDITORS

39-41.

According to the Spanish law, the External Auditor ("Auditor de Cuentas") is appointed by the General Shareholders' Meeting and corresponds to the statutory auditor body ("Revisor Oficial de Contas") described on the Portuguese Law.

The information about the External Auditor is available in topics 42 to 47 of Section V of this Chapter 5 of the Annual Report.

42. EXTERNAL AUDITOR IDENTIFICATION

The main criteria considered in the selection of the most suitable and competitive firm to be appointed as External Auditor are the following:

  • Recognized technical and professional track record as External Auditor;
  • Consolidated Know-How about the business developed by the whole Group;
  • Tailored and highly prepared working team;
  • Competitive contractual conditions and working methodology (including but without limitation, the total estimation of hours required for the development of the services- both as a total for the complete provision of services, and per each professional category of the proposed team);
  • Competitive Fee proposal, including the final cap and a breakdown referring the price average per hour, and the remuneration per hour for each professional category of the proposed team.

As a result of a competitive process launched in 2017, during which the above criteria were exhaustively analyzed, PricewaterhouseCoopers Auditores, S.L., was appointed as EDPR SA External Auditor by the Shareholder's Meeting held on April 3rd, 2018. PricewaterhouseCoopers Auditores, S.L., is a Spanish Company registered at the Spanish Official Register of Auditors under number S0242 with Tax Identification Number B-79031290 and whose audit partner in charge of EDPR is Iñaki Goiriena.

43. NUMBER OF YEARS OF THE EXTERNAL AUDITOR

PricewaterhouseCoopers Auditores, S.L. is in charge of the audit of EDPR SA accounts for the years 2018, 2019 and 2020, being 2018 the first year performing these duties.

44. ROTATION POLICY

According to the personal Law of EDPR -the Spanish Law- the maximum term for an audit firm as the External Auditor of a company is established in a 10-year term from the date the company is declared as a "Public Interest Entity". In the case of EDPR, this date is when the IPO was launched in 2008.

Following the proposal of the Audit, Control and Related Party Transactions Committee presented to the Board of Directors to its submission to the General Shareholders' Meeting, on its meeting held on 3rd April 2018, it was approved to appoint PricewaterhouseCoopers Auditores, S.L as EDPR's External Auditor for the years 2018, 2019 and 2020.

45. EXTERNAL AUDITOR EVALUATION

The Audit, Control and Related Party Transactions Committee is responsible for the monitorization and annual evaluation of the services provided by the External Auditor according to the competences granted by its Regulations. In order to perform this assessment, this Committee periodically includes in the agenda of its meetings a topic regarding the review of the services provided by the External Auditor (both audit an non-audit) and the fees already incurred and those estimated until year end. Likewise, and as exposed in topic 35 of this Chapter 5 of the Annual Report, the External Auditor attends and participates in some of the meetings held by this Committee, mainly in order to analyze the results of their audit reports. As such, the Audit, Control and related Party Transactions Committee acts as the company speaker with the External Auditor, with whom establishes a permanent contact throughout the year to assure the proper conditions for the provision of both the statutory audit services and non-audit services, and being also the body in charge of monitoring its independence along the year. Likewise, the External Auditor shall sign an annual statement declaring its independence.

During 2019, according to the Audit, Control and Related Party Transactions Committee's competences and in line with Recommendation VII.2.2, the Committee was the first and direct recipient and the corporate body in charge of the permanent contact with the External Auditor on matters that may pose a risk to their independence as well as any other matters related to the auditing

of accounts. Additionally, in compliance with the auditing standards in effect, it also receives and maintains the record of information about other matters as provided in the applicable auditing and accounting legislation. The External Auditor, within the scope of its duties, verified the implementation of the remuneration policies and systems of the corporate bodies as well as the efficiency and effectiveness of the internal control mechanisms and report any shortcomings to the Audit, Control and Related Party Transactions Committee of the Company.

46. NON-AUDIT SERVICES CARRIED OUT BY THE EXTERNAL AUDITOR

On 3 March 2016, it was approved the regulation on the provision of services by the Statutory Auditor or Statutory Audit Firm, which defines and promotes criteria and methodologies to safeguard the independence of the audit and non-audit services (SDA). In accordance with such regulation, the Audit, Control and Related Party Transactions Committee closely follows the requests of nonaudit services, each of which necessarily require the preapproval of this Committee before its provision as per exposed in topic 29 of this Chapter 5 of the Annual Report and Article 8.A),b) of its Regulations.

The identification of such non- audit services that will eventually be provided by the External Auditors, in particular, tax consultancy services and services other than "audit and audit related" services, is performed under the rules issued by the European Union on this matter, in particular under Regulation 537/2014 and the Spanish Auditing Law nº 22/2015, of 20th July, as well as when applicable, in line with the particularities of the local regulations where the service is to be provided.

During 2019 the non-audit services provided by PricewaterhouseCoopers Auditores, S.L the External Auditor for EDP Renováveis S.A. consisted mostly on i) limited review as of June 30, 2019 of the EDPR Consolidated Financial Statements; ii) review of the internal control system on financial reporting for the EDPR Group; and iii) review of the non-financial information related to sustainability included in the EDPR Group's annual report. Other non-audit services provided by the External Auditor or its network to EDPR's subsidiaries mainly refer to i) quarterly reviews as of March 31, 2019 and September 30, 2019 for EDP Group's consolidation purposes; and ii) agreed-upon procedures, mainly related to the review of covenants in the context of bank financing agreements and external auditor's certifications for share capital transactions as required by local Laws.

PricewaterhouseCoopers Auditores, was engaged to provide the above-mentioned services due to its in-depth knowledge of the Group's activities and processes. These engagements did not risk their independence as External Auditors and were pre-approved by the Audit, Control and Related Party Transactions Committee prior to rendering the services.

TYPE OF SERVICES PORTUGAL SPAIN BRAZIL US OTHER TOTAL %
Statutory Audit 161,802 493,930 174,842 1,238,251 607,073 2,675,898 91.3%
Other audit related services - - 26,460* - - 26,460 0.9%
Total audit related services 161,802 493,930 201,302 1,238,251 607,073 2,702,358 92.2%
Tax consultancy services
Other services un related to statutory
auditing
- 163,882 4,265 30,924 28,179 227,250 7.8%
Total non-audit related services - 163,882** 4,265 30,924 28,179 227,250 7.8%
TOTAL 161,802 657,812*** 205,567 1,269,175 635,252 2,929,608 100,00%

47. EXTERNAL AUDITOR REMUNERATION IN 2019 FOR EDP RENOVÁVEIS S.A. AND SUBSIDIARIES

* This amount includes the interim audit of the financial statements for a portfolio of Brazilian companies, as of June 30, 2019.

** This amount includes, among others, services that refer to the entire Group such as the review of the internal control system on financial reporting and review of the non-financial information related to sustainability included in the EDPR Group's annual report, which are invoiced to a European company. This amount also includes the limited review as of June 30, 2019 of the EDPR Consolidated Financial Statements and other reviews for Group consolidation purposes which are considered non-audit services according to the respective local regulation. *** This amount includes 644 thousand Euros of services provided by PricewaterhouseCoopers Auditores S.L. from which 494 thousand Euros refer to audit services and 150 thousand Euros refer to non-audit services.

INTERNAL ORGANISATION

I. ARTICLES OF ASSOCIATION

48. AMENDMENTS TO THE ARTICLES OF ASSOCIATION

The amendments of the Articles of Association of the Company are of the responsibility of the General Shareholders' Meeting. According to Article 17 of the Company's Articles of Association ("Constitution of the General Shareholders' Meeting, Adoption of resolutions"), to validly approve any amendment to the Articles of Association, the Ordinary or Extraordinary Shareholders' Meeting will need:

  • On first call, that the Shareholders either present or represented by proxy, represent at least fifty percent (50%) of the subscribed voting capital.
  • On second call, that the Shareholders either present or represented by proxy, represent at least twenty-five percent (25%) of the subscribed voting capital.

In the event that the shareholders attending represent more than fifty percent (50%) of the subscribed voting capital, the re solutions referred to in the present paragraph will be validly adopted when reached absolute majority. If the shareholders attending represent between twenty-five percent (25%) and fifty percent (50%) – but without reaching it – the favorable vote of two-thirds (2/3) of the present or represented capital in the General Shareholders' Meeting will be required in order to validly approve these resolutions.

II. REPORTING OF IRREGULARITIES

49. IRREGULARITIES COMMUNICATION CHANNELS

WHISTLEBLOWING

EDPR has always carried out its activity by consistently implementing measures to ensure the good governance of its companies, including the prevention of incorrect practices, particularly in the areas of accounting and finance.

On this basis, and in compliance with the provisions of IPCG Corporate Governance Code, EDPR provides the Group workers with a channel enabling them to report directly and confidentially to the Audit, Control and Related Party transactions Committee any practice presumed illicit or any alleged accounting and/or financial irregularity in their Company.

With this channel for reporting irregular accounting and financial practices, EDPR aims to:

  • Guarantee conditions that allow workers to freely report any concerns they may have in these areas to the Audit, Control, and Related Party Transactions Committee;
  • Facilitate the early detection of irregular situations, which, if practiced, might cause serious damage to the EDPR Group, its workers, customers and shareholders.

Contact with the Company's Audit, Control and Related Party Transactions Committee to this extent is only possible by email and post, and access to information received is restricted.

Any complaint addressed to the Audit, Control and Related Party Transactions Committee will be kept strictly confidential and the whistle-blower will remain anonymous, provided that this does not prevent the investigation of the complaint. He/she will be assured that the Company will not take any retaliatory or disciplinary action as a result of exercising his/her right to blow the whistle on irregularities, provide information, or assist in an investigation. The process and functioning rules of this channel are explained in the Welcome Presentation organized every year for the new hires of EDPR and also published on the intranet and website of the Company. The bylaws of this channel are available at the intranet of the Company, which includes, among other issues, the regulation of the suitable means and procedure of communication and treatment of irregularities, and the terms of safeguarding the confidentiality of the information transmitted and the identity of its provider.

The Secretary of the Audit, Control and Related Party Transactions Committee receives all the communications and presents a quarterly report to the members of the Committee.

In 2019 there were no communications through this channel regarding any irregularity at EDPR.

CODE OF ETHICS AND ETHICS CHANNEL

EDPR has a strong commitment in relation to the dissemination and promotion of compliance with ethic guidelines and principles like transparency, honesty, integrity, non-discrimination, equal opportunity, and sustainability, which is encouraged to all employees through its Ethics Code and its regulations. This Code lays down principles of action that are either the result of legal obliga tions incumbent on the EDPR or every member of the organisation or an assertion of values of ethics and citizenship reflected by management options that, in the organisational and market setting in which EDPR operates, are believed to be those that most foster long-term sustainability of its business and the achievement of excellence.

Both the Code and its regulations are published on its intranet and website and attached to the labour agreements of the new hires to their written acknowledgement when they join the Company. Likewise, this Code has been widely circulated to the employees of the Group through internal communications and introduced in Welcome Presentation organized every year for the new hires of EDPR. Additionally, with the objective that every employee of the Company receive an specific training on Ethics at least once, the Company periodically, , provides an online course ("Ética EDP") to all the new employees who joined the Company that year and to the ones that having joined EDPR prior to such, were outstanding to receive it.

In order to support and achieve its Ethics Code and Ethics commitments and initiatives, and with the aim of minimizing the risk of unethical practices, generating transparency and trust in relationships, EDPR has also approved and implemented the following:

• Ethics Committee: is a standing non - executive committee of the Board of Directors, whose objective is to ensure the Code of Ethics compliance within the Company, processing all information received to this extent and establishing, if appropriate, corrective actions.

The main functions of the Ethics Committee are the receipt, registration, processing and reporting to the Board of Directors of information and reports received by the employees regarding infractions of the Code in matters of legislation and ethics, conduct in the work environment, human rights and equal opportunities, integrity, relations with customers and suppliers, the environment and sustainability. These functions include the following:

  • Proposing corporate ethics instruments, policies, goals and targets;
  • Monitoring application of the Code of Ethics, laying down guidelines for its regulation and overseeing its proper application by the Company and its subsidiaries;
  • Analysing reported infractions of the Code of Ethics, deciding on their relevance and admissibility;
  • Deciding if there is any need for a more in-depth investigation to ascertain the implications and persons involved. The Ethics Committee may, for this purpose, use internal auditors or hire external auditors or other resources to assist in the investigation;
  • Appointing the Ethics Ombudsperson;
  • Any other functions assigned to it in the Articles of Association or by the Board of Directors.

The Ethics Committee shall be composed by three members: the Chairman of the Audit, Control and Related Party Transactions Committee, the Chairman of the Appointments and Remuneration Committee, and the Compliance Officer. As of December 31st , 2019, the members of the Ethics Committee are as follows:

  • Acacio Piloto, Chairman of the Ethics Committee as Chairman of the Audit, Control and Related Party Transactions Committee;
  • Antonio Nogueira Leite, vocal of the Ethics Committee as Chairman of the Nominations and Remunerations Committee;
  • Emilio Garcia- Conde Noriega, vocal of the Ethics Committee as Compliance Officer of EDPR;

The Ethics Committee shall meet at least once a year and whenever the Chairman deems it is necessary, and its meetings shall be validly convened when one-half plus one of its members are present or represented at the meeting. The resolutions of the Ethics Committee shall be approved by majority vote with the Chairman casting deciding vote in the event of a tie. This Committee shall also inform the Board of Directors of the resolutions it approves at the first meeting of the Board following the Committee meeting in which the resolution was agreed.

  • Ethics Ombudsperson: is an external person from the Company that receives complaints and doubts submitted through the Ethics Channel and investigates and documents the procedure for each of them, with guaranteed confidentiality in relation to the identity of the claimant. The appointment for this position is made by the Ethics Committee. Its main functions are therefore as follows:
    • Receiving the doubts and claims submitted through the Ethics channel and preparing and documenting the cases;
    • Submitting the related reports of the claims received to the Ethics Committee;
    • Monitoring each case analyzed until its conclusion, liaising with the complainant whenever necessary.

Since January 2019, the Ombudsperson of EDPR is Maria Manuela Casimiro da Silva.

• Ethics Channel: is an internal and external channel made available for the submission of claims and doubts about the infringements of the Ethics Code in matters of legislation and ethics, conduct in the work environment, human rights and equal opportunities, integrity, relations with customers and suppliers, environment and sustainability. This channel is available on the intranet and Website of the Company and its existence and functioning is also introduced in Welcome Presentation organized every year for the new hires of EDPR.

The procedure and workflow of the claims and queries submitted through this channel is regulated under the Regulations of the Code of Ethics and the regulations of the Ethics Committee, and is as follows:

    1. The claimant (internal or external) submits its communication through the Ethics Channel (by email or letter through the template available at the Website an intranet), which is received by the Ethics Ombudsperson.
    1. The Ethics Ombudsperson starts the investigation and drafts the related report.
    1. The Ethics Ombudsperson submits the summary of the investigation to the Ethics Committee (omitting the identity of the complainant) for its deliberation about the effective infringement of the Ethics Code or not and, to analyse if additional information is needed. If the latest were the case, an investigation will be carried out with the support of internal or external means as appropriate.
    1. The final decision about the query or claim is communicated to the claimant. The Ethics Ombudsperson will make further contact with the complainant to report the opinion of the Ethics Committee.

In 2019, there were three (3) claims submitted through the Ethics Channel. These claims were analyzed by the Ethics Ombudsman and determined there were not an unethical behavior within the Ethics scope. The nature of the claims was commercial; these claims were forwarded to the pertinent teams for its resolution.

ANTI-CORRUPTION POLICY

In order to ensure compliance with the standards of Anti-Corruption Regulation in every geography where EDPR operates, the Company developed in 2014 an Anti-Bribery Policy of application to all EDPR Group, which was approved by its Board of Directors on December 19th 2014, and last updated in 2017. A new revision of the Anti-Corruption Policy was performed in July 2019, the revised version was approved by EDPR Executive Committee on July 2019 and communicated to all EDPR Employees.

This Anti-Corruption Policy implies a series of procedures regarding the relationships of EDPR employees with external parties, namely the approval of certain actions regarding hospitality to and from external parties, donations, and sponsorships. This Policy was implemented in the Group in 2015, through the introduction of several approval systems in the corporate's employee channels in order to ensure transparency and prevent any corrupt business practice, and since then, has been periodically communicated EDPR employees. Once this implementation was finished, the corresponding training sessions were organized for part of our employees, and made available the Policy in the intranet and Website, in order to ensure appropriate knowledge and understanding of the Poli cy. It is also attached to the labor agreements of the new hires to their written acknowledgement when they join the Company, and besides that, in the Welcome Presentation organized every year for the new hires of EDPR, they are also explained the main contents of this documents and its functioning.

III. INTERNAL CONTROL AND RISK MANAGEMENT

50. INTERNAL AUDIT

EDPR's Internal Audit Department is composed by eight (8) members. The function of EDPR's Internal Audit is to carry out an objective and independent assessment of the Group's activities and of its internal control situation, in order to make recommendations to improve the internal control mechanisms over systems and management processes in accordance with the Group's objectives.

Additionally, EDPR has a Responsibilities Model and a SCIRF Manual (Internal Control System over Financial Reporting), in which individuals, governing bodies and committees responsible for implementing and managing the internal control system are indicated.

The Responsibilities Model includes the functions and main activities in the management and maintenance of the system at all levels of the organisation including monitoring activities related to the annual cycle, the implementation of controls and documentation of evidence and supervision activities.

The SCIRF Manual incorporates the general principles of the Internal Control System over Financial Reporting as well as the methodology used, the procedures for ensuring the effectiveness of internal control and design of models, documentation, evaluation and reporting.

In line with the general principles of the model adopted by EDPR for the management of the SCIRF, the COSO Internal Control integrated Framework 2013 (Committee of Sponsoring Organisations of the Treadway Commission), the responsibility for supervising the Internal Control System lies in the Board of Directors and the Audit, Control and Related Party Transactions Committee. The CEO is accountable before the Board and must ensure the proper functioning and effectiveness the SCIRF, promoting its design, implementation and maintenance. The Executive Committee must support the CEO in this task, guiding the development of the Entity Level Controls of the Company and the controls in their areas of responsibility, relying when necessary on other levels of the organisation. Also, the Senior Managers are responsible for evaluating any deficiencies and implementing appropriate improvement opportunities.

To fulfil these responsibilities, EDPR's Internal Audit offers support and advice for the management and development of the SCIRF.

51. ORGANISATIONAL STRUCTURE OF INTERNAL AUDIT

The Internal Audit function in EDPR Group is a corporate function carried out by the Internal Audit Department, which reports both to the Chairman of EDPR's Executive Committee and to EDPR's Audit, Control and Related Party Transactions Committee.

52. RISK MANAGEMENT

EDPR's Enterprise Risk Management Process is an integrated and transversal management model that ensures the minimization of the effects of risk on EDPR's capital and earnings, as well as the implementation of best practices of Corporate Governance and transparency. The process aligns EDPR's risk exposure with the company's desired risk profile.

The Enterprise Risk Management Framework was approved in 2016, in accordance with the guidelines agreed at its Board of Directors level. Based on this risk framework, the Company develops a Risk Management System through individual risk policies and procedures for most relevant risks, where it is defined the methodology to calculate probability of occurrence and impacts, as well as mitigation measures and additional thresholds. In addition, these risk policies and procedures establish the process for control, periodic evaluation and eventual adjustments. The approvals necessary to proceed with this system are normally submitted and reported to the Executive Committee, which will inform the Board of Directors of these progresses. Likewise, the Risk Management System is closely followed and supervised by the Audit, Control and Related Party Transactions Committee, an independent supervisory body composed of nonexecutive members that reports to the Board of Directors, in charge among others, of the monitorization of the compliance and progresses of the Risk Management Plan, and of the status and possible improvements to the measures and controls for the mitigation/hedge of the potential risks identified for EDPR.

Market, counterparty, operational, business and strategic risks are identified and assessed and, following the result of the assessment, Risk Policies are defined and implemented across the company. These policies are aimed to mitigate risks without compromising potential opportunities, thus, optimizing return versus risk exposure.

In 2019, EDPR updated the Enterprise Risk Management Framework and Counterparty Risk Policy, following Risk Committees discussions:

  • Enterprise Risk Management Framework: Update of risk limits that set the risk appetite, following the recent growth of the company.
  • Counterparty Risk Policy: Update of global limits and included specific limits to Community Choice Aggregators in the US.

During 2019, EDPR reassessed the Operational Risk for the company executing a bottom-up analysis across all departments, as stated in EDPR's Operational Risk Policy. In addition, a review of existing Business Continuity Management System was performed, with the main purpose of aligning it to the recently published ISO 22301.

Also in 2019, EDPR back-tested the risk limits of 2016's Enterprise Risk Management Framework, which concluded that an adjustment in some of the limits was needed, due to the increased size of the company.

53. RISK MAP

Risk Management at EDPR is focused on covering all risks of the company. In order to have a holistic view of risks, they are grouped in Risk Categories, which are Market, Counterparty, Operational, Business and Strategic. The definition of Risk Categories at EDPR is as follows:

    1. Market Risk It refers to the risk to EDPR resulting from movements in market prices. Due to the relationship between wind production and electricity price, production risk is considered within market risk. In particular, market risk are changes in electricity prices, production risk, interest rates, foreign exchange rates and other commodity prices;
    1. Counterparty Risk (credit and operational) Risk that counterparty to a transaction could default before final settlement of the transaction's cash flows. A direct economic loss would occur if transactions with the counterparty had positive economic value at the time of default. Even in the case of not defaulting, it may not comply with its contract obligations (timing, quality, etc.), implying additional higher costs due to its replacement or to delays in fulfilling the contract;
    1. Operational Risk (other than counterparty) Defined as the risk of loss resulting from inadequate or failed internal processes, people and systems or from external events (such as an increase in equipment default rates, increasing O&M, or natural disasters);
    1. Business Risk Potential loss in the company's earnings due to adverse changes in business margins. Such losses can result above all from a serious increase in equipment prices or changes in the regulatory environment. Changes in electricity prices and production are considered market risks;
  • Strategic Risk – It refers to risks coming from macroeconomic, political, social or environmental situation in countries where EDPR is present, as well as those coming from a change in competitive landscape, from technology disruptions, from changes in energy markets or from governance decisions (investment decisions criteria, Corporate Governance and Reputational issues).

Within each Risk Category, risks are classified in Risk Groups.

1. Market Risk

1. i) Energy price risk

EDPR faces limited electricity price risk as it pursues a strategy of being present in countries or regions with long -term visibility on revenues. In most countries where EDPR is present, prices are determined through regulated framework mechanisms. In those countries with no regulated tariffs, power purchase agreements are negotiated with different off- takers to eliminate electricity and Green Certificate or Renewable Energy Credit (REC) price risks.

Despite EDPR's strategy of eliminating market price risk, EDPR still has some plants with merchant exposure.

In Europe, EDPR operates in countries where the selling price is defined by a feed-in-tariff (Portugal, France and Italy) or in markets where, on top of the electricity price, EDPR receives either a pre-defined regulated premium or a green certificate, whose price is achieved on a regulated market (Spain, Belgium, Poland and Romania). EDPR is also developing projects in the UK and in Greece, under contract for differences remuneration schemes.

In countries with a predefined regulated premium or a green certificate scheme, EDPR is exposed to electricity price fluctuations. Considering current Power Purchase Agreements (PPAs) in place, EDPR is exposed to electricity price risk in Romania, in Poland, in Belgium and partially in Spain. Additionally, in European countries with a green certificate scheme (Romania, Belgium and Poland), EDPR is exposed to fluctuation on the price of green certificates.

The US market does not provide a regulated framework system for the electricity price. Nevertheless, renewable generation is incentivized through PTCs (Production Tax Credits) and regional Renewable Portfolio Standard (RPS) programs that allow receiv ing RECs for each MWh of renewable generation. REC prices are very volatile and depend on the regional supply/demand equilibrium in the relevant market.

Most of EDPR's capacity in the US has predefined prices determined by bundled (electricity + REC) long-term contracts with local utilities in line with the Company's policy of avoiding electricity price risk. Despite existing long term contracts, some EDPR's plants in the US do not have PPA and are selling merchant with exposure to electricity and REC prices. Additionally, some plants with existing PPAs do not sell their energy where it is produced and are therefore exposed to basis risk (difference in price between the location where energy is produced and that where energy is sold).

In Ontario (Canada), the selling price is defined by a long-term feed-in-tariff, thus, there is no electricity price exposure.

In Brazilian and Colombian operations, the selling price is defined through a public auction which is later translated into a long -term contract. Electricity price exposure is almost null, with little exposure for the production above or below the contracted production.

Under EDPR's global approach to minimize the exposure to market electricity prices, the Company evaluates on a permanent basis, if there are any deviations to the pre-defined limits (measured through EBITDA at risk, Net Income at risk and total merchant exposure).

EDPR intends to eliminate Green Certificates and REC price risk with the signing of bundled PPAs with private off-takers, which include the sale of the electricity and the Green Certificate or REC. In some cases, the off-taker may be interested in contracting only the Green Certificate or the REC, thus a GCPA (Green Certificate Purchase Agreement) or a RECPA (REC Purchase Agreement) is signed.

In those geographies with remaining merchant exposure, EDPR uses various commodity-hedging instruments in order to minimize the exposure to fluctuating market prices. In some cases, due to the lack of liquidity of financial derivatives, it may not be possible to successfully hedge all existing merchant exposure, after considering PPAs in place.

In 2019 EDPR had financially hedged most of its remaining merchant exposure in Poland, Romania, Spain, Brazil and the US.

As aforementioned, some US plants have exposure to REC price risk and/or basis risk (difference in electricity price between locations). EDPR hedges REC prices through forward sales and basis exposures through financial swaps or FTR (Financial Transmission Rights).

1. ii) Energy Production Risk

The amount of electricity generated by EDPR's renewable plants is dependent on weather conditions, which vary across locations, from season to season and from year to year. Variation on the amount of electricity that is generated affects EDPR's operating results and efficiency.

Not only the total wind or solar production in a specific location is relevant, but also the profile of production. Wind usually blows more at night than at daytime, when energy prices are lower and the opposite for solar. Generation profile will affect the discount or add-on in price of a plant versus a baseload generation.

Finally, curtailment of a plant will also affect its production. Curtailment occurs when the production of a plant is stopped by the TSO (Transmission System Operators) for external reasons to the Company. Examples of cases of curtailment are upgrades in transmission lines or exceptional congestion (high level of electricity generation for available transmission capacity).

EDPR mitigates wind and solar resource volatility and seasonality through geographical diversification of its asset base in different countries and regions.

EDPR acknowledges the correlation between different plants in its portfolio that allows for this geographical diversification, which enables EDPR to partially offset production variations in each region and to keep the total energy generation relatively steady. Currently, EDPR is present in 14 countries: Spain, Portugal, France, Belgium, Poland, Romania, Italy, UK (no generation), Gre ece (no generation), Colombia (no generation), US, Canada, Brazil and Mexico.

Nevertheless, 2019 was a year with slightly below the expected average generation for EDPR, although European assets almost compensated the lower production of North American plants.

EDPR has analyzed the potential use of financial products to hedge wind risk and might use this product to mitigate risk in specific cases.

Profile risk and curtailment risk are managed ex-ante. For every new investment, EDPR factors the effect that expected generation profile and curtailment will have on the output of the plant. Generation profile and curtailment of EDPR's plants are constantly monitored by EPDR's Risk department to detect potential future changes.

1. iii) Risks related to financial markets

EDPR finances its plants through project finance or corporate debt. In both cases, a variable interest rate might imply significant fluctuations in interest payments.

On the other hand, due to EDPR's presence in several countries, revenues are denominated in different currencies. Consequently, exchange rate fluctuations may have a material adverse effect on financial results or on the value of the foreign investment.

1. iii) a) Interest rate risk

Given the policies adopted by EDPR Group, current exposure to variable interest rate is not significant and financial cash flows are substantially independent from the fluctuation of interest rates.

The purpose of interest rate risk management policies is to reduce the exposure of long-term debt cash flows to market fluctuations, mainly by contracting long term debt with a fixed rate.

  • When long-term debt is issued with floating rates, EDPR settles derivative financial instruments to swap from floating to fixed rate.
  • EDPR has a portfolio of interest-rate derivatives with maturities of up to 14 years. Sensitivity analyses of the fair value of financial instruments to interest-rate fluctuations are periodically performed.

With most of interest rate being fixed, main exposure to interest rates arises at refinancing. To protect against this risk, EDPR intends to maintain a balanced maturity profile for its corporate fixed debt, thus, diversifying the risk of bad timing when refinancing occurs.

Repricing calendar of debt is continuously monitored together with interest rates in order to detect good timing for restructuring debt.

Taking into account risk management policy and approved exposure limits, Global Risk Area supports the Finance team in interest rate hedging decisions and the Finance team submits the financial strategy appropriate to each project/location for Executive Committee's approval.

1. iii) b) Exchange rate risk

EDPR has international operations and is exposed to the exchange-rate risk resulting from investments in foreign subsidiaries. Currency exposure in operating plants is to U.S. dollar, Romanian leu, Polish zloty, Brazilian real, British pound, Canadian dollar and Colombian pesos.

EDPR hedges risk against currency fluctuations by financing in the same currency as the revenues of the project. When local financing is not available, EDPR hedges debt cash flows though cross currency interest rate swaps.

EDPR also hedges net investment (investment after deducting local debt) in foreign currency through cross currency interest rate swaps.

Finally, EDPR contracts foreign exchange forwards to hedge the risk in specific transactions, mainly in payments to suppliers which may be denominated in different currencies.

EDPR's hedging efforts minimize exchange rate volatility, but do not eliminate completely this risk due to high costs associated to hedging FX in certain situations.

1. iii) c) Inflation risk

In specific projects, regulated remuneration is linked to inflation. Additionally, O&M costs are considered to be linked to inflation in most cases.

Exposure to inflation in revenues may be naturally hedged with exposure to interest rates and EDPR regularly analyses inflation exposure and its relationship with interest rates to adjust level of interest rate coverage in project finance structures.

Exposure to inflation in O&M costs is managed at the moment of the investment decisions, by executing sensitivity analyses.

1. iii) d) Liquidity risk

Liquidity risk is the risk of EDPR not meeting its financial obligations. Liquidity risk is mainly related to extreme market movements in electricity prices, interest or exchange rates, which may change the expected cash flow generation.

EDPR tracks liquidity risk in the short term (margin calls, etc.) and in the long term (financing sources) in order to meet strategic targets previously set (EBITDA, debt ratio and others).

EDPR's strategy to manage liquidity risk is to ensure that its liquidity is sufficient to meet financial liabilities when due, under both normal and stressed conditions, and without incurring unacceptable losses or risking damage to EDPR's reputation.

Different funding sources are used such as Tax Equity investors, multilateral organisations, project finance, corporate debt and asset rotation in order to ensure long-term liquidity to finance planned projects and working capital.

The Directors have estimated cash flows that show that the Group will meet the commitments existing at the close of the 2019 financial year and those foreseen for 2020.

1.iv) Commodity price risk (other than electricity)

In projects in which there is a significant number of years between investment decision and start of construction, EDPR may be exposed to the price of the materials used in turbine manufacturing, foundations and interconnection through escalation formulae included in the contracts with suppliers.

In order to manage this risk, EDPR may hedge the market exposure in OTC/future commodity markets, considering the risks (potential losses) and the cost of the hedge.

2. Counterparty Risk

Counterparty credit risk is the risk that the counterparty to a transaction could default before the final settlement of the transaction's cash flows. An economic loss could occur, either a direct economic loss if the transaction has a positive value at the moment of default (counterparty credit risk) or a replacement cost due to change of the counterparty (counterparty operational risk).

2. i) Counterparty Credit Risk

If the transactions or portfolio of transactions with the counterparty has a positive economic value at the time of default, an economic loss would occur.

To control credit risk at EDPR, thresholds of Expected Loss and Unexpected Loss are established at company level as defined under Basel Standards and re-evaluated monthly. If the threshold is surpassed by the company as a whole, mitigation measures are implemented in order to remain within the pre-established limit.

Additionally, Expected Loss limits are established for each individual counterparty or Group of counterparties (parent and subsidiaries).

2.ii) Counterparty Operational Risk

If the transactions or portfolio of transactions with the counterparty do not have a positive economic value at the time of default, it will impact operations. Despite no direct loss at the time of default, the replacement of the counterparty could imply a cost to EDPR due to potential delays, higher contract value with a new counterparty (replacement costs), etc.

Construction and O&M subcontractors are counterparties to which EDPR is exposed from an operational point of view.

To minimize the probability of incurring in potential replacement costs with counterparties, EDPR´s policy concerning counterparty operational risk is managed by an analysis of the technical capacity, competitiveness, credit quality and replacement cost of the counterparty.

3. Operational Risk

3. i) Development Risk

Renewable plants are subject to strict regulations at different authority levels (international, national, state, regional and local) relating to the development, construction, grid interconnection and operation of power plants. Among other things, these laws regulate landscape and environmental aspects, building licenses, land use and land securing and access to the grid issues.

While level of exigency might be different depending on the geographies, EDPR acknowledges a trend for legislations to align towards concentrating the most restrictive rules and development risks on the consenting (environmental and urban permissions) and interconnection (electricity connection of the plant to the national grid).

In this context, EDPR's experience gathered in different countries is useful to anticipate and deal with similar situations in other countries.

During the development and design phase, EDPR focuses on the optimization of its projects. By mastering the variables, such as choice of locations, layout, etc., the objective is to make our projects more resilient to permitting risks.

Additionally, EDPR mitigates development risk by generating optionality, with development activities in 14 different countries (Spain, Portugal, France, Belgium, Poland, Romania, UK, Italy, Greece, US, Canada, Colombia, Brazil and Mexico) and a portfolio of projects in several stages of maturity. EDPR has a large pipeline of projects that provide a "buffer" to overcome potential delays in the development of prioritized projects, ensuring growth targets and being able to compensate permitting delays in some geographies.

3. ii) Execution Risk

During the construction of the foundations, interconnection and substation of a plant, and the installation of the equipment, different events (bad weather, accidents, etc.) might occur that could imply an over cost or a delay in the commercial operation date of the plant:

  • The delay implies a postponement of cash flows, affecting profitability of the investment.
  • When a plant has a PPA, a delay of the commercial operation date might imply the payment of LDs, with the consequent loss of revenues and the impact on annual financial results.

During the design phase, EDPR engineering teams supervise the engineering and the installation method. Construction is subcontracted to technically capable construction companies.

In both cases, a critical path analysis is performed to assess the reliability of construction and installation plan. Also, collaterals may be required to the counterparty following EDPR's Counterparty Risk Policy.

3.iii) Operation Risk

Damage to Physical Assets Risk

Renewable plants in construction and in operation are exposed to weather hazards, natural disasters, etc. These risks depend on the location.

All plants are insured the physical damage during construction and operation. During operation, any natural disaster, weather hazard or accident will be partially insured to revenue losses due to the event.

Equipment Performance Risk (O&M costs)

Output from renewable plants depends upon the operating availability of the equipment.

EDPR mitigates this risk by using a mix of suppliers which minimizes technological risk, avoiding exposure to a unique manufacturer.

EDPR also engages suppliers through medium-term full-scope maintenance agreements during the first years of operation to ensure alignment with supplier in minimizing technology risk.

Finally, for older plants, EDPR has created an Operation and Maintenance (O&M) program with an adequate preventive and scheduled maintenance program. EDPR externalizes non-core technical O&M activities of its renewable plants, while primary and value added activities continue to be controlled by EDPR.

3. iv) Information Technology Risk

IT (Information Technologies) risk may occur in the technical network (information network for plants operation) or in the office network (information network of corporate services: ERP, accounting…)

EDPR mitigates this risk creating redundancy of servers and control centers of renewable plants. Redundancy is created in a different location to anticipate potential natural disasters, etc.

3. v) Legal claims Risk (compliance, corruption, fraud)

EDPR faces potential claims of third parties, corruption and fraud of its employees.

EDPR has implemented an internal "Code of Ethics" and an Anticorruption Policy where the company commits to comply with legal obligations in every community where EDPR is established.

Additionally, the company Ombudsperson receives all the complaints sent through the "Code of Ethics" channel and decides the appropriate procedure for each one of them. An anticorruption mailbox is also available to report any questionable practice.

1.3. vi) Personnel Risk

EDPR identifies four main risk factors regarding personnel: turnover, health and safety, human rights, and discrimination, violence or behavior against human dignity.

  • Turnover: A high turnover implies direct costs of replacement and indirect costs of knowledge loss. EDPR mitigates turnover through constant reassessment and benchmarking of remuneration schemes in different geographies. Additionally, EDPR offers flexibility to its employees to improve work life balance. In 2018, EDPR was elected as "Top Employer" in Spain by the Top Employers Institute.
  • Health and safety: EDPR has deployed an H&S management system, complying with OHSAS 18001, pursuing the "zero accidents" target,
  • Human rights: EDPR has committed, through its "Code of Ethics", to respect international human rights treaties and best work practices. All counterparties which sign a contract with EDPR are committed to respect EDPR's "Code of Ethics".

• Discrimination, violence or behavior against human dignity: EDPR forbids any kind of discrimination, violence or behavior against human dignity, as stated in its "Code of Ethics". Strict compliance is enforced, not only through the reporting channel of the Ombudsperson, but also through constant awareness from all employees of the company.

3.vii) Processes Risk

Internal processes are subject to potential human errors that may negatively affect the outcome.

Internal Audit Department regularly reviews internal processes and recommends the establishment of new controls or the improvement in the implementation of existing procedures.

4. Business Risk

4. i) Regulatory Risk (renewables)

The development and profitability of renewable energy projects are subject to policies and regulatory frameworks. The jurisdictions in which EDPR operates provide different types of incentives supporting energy generated from renewable sources.

Remuneration schemes have become less competitive in some countries due to the financial crisis and it cannot be guaranteed that current support will be maintained in all EDPR's geographies or that future renewable energy projects will benefit from current support measures. Regulation promoting green energy has been revised or is under revision in some of the countries where EDPR is present.

In the US, renewable generation from wind will be incentivized through Production Tax Credits (PTC) at a Federal level for all projects beginning of construction up to 2019. Level of incentives will be progressively fading out. Additionally, wind and solar production is also incentivized through State RPS Programs that allow receiving RECs (Renewable Energy Credit) for each MWh of renewable generation.

EDPR is managing its exposure to regulatory risks through diversification, by being present in several countries and through participation as an active member in several wind and solar associations.

Regulatory Risk in each of EDPR's countries is monitored continuously, considering current regulation, potential drafts of new laws, feedback from associations, evolution of installed renewable generation capacity and other inputs. EDPR has developed an internal quantitative assessment of Regulatory Risk that serves as an indicator for changes in supporting schemes. This measure is updated annually in all EDPR´s geographies.

Regulatory Risk is also considered ex-ante, at the moment of the investment, through sensitivity analyses that are performed to evaluate its impact in project profitability under different scenarios.

4.ii) Equipment Market Risk Equipment Price Risk

Price of equipment is affected, not only by market fluctuations of the materials used, but also by the demand of this equipment or a possible increase in trade tariffs and levies

For every new project, EDPR secures the demand risk by engaging in advance with manufacturers, elected through a competitive process.

Equipment Supply Risk

The demand for new plants may offset the offer of equipment. Currently, the local component requirement in some geographies (Ex: Brazil) may create thisshortfallsituation. In the event of a trade war,supply chain of equipmentsuppliers may be affected, creating further imbalances in local component requirements.

EDPR currently faces limited risk to the availability and price increase of equipment due to existing framework agreements with major global suppliers. The Company uses a large mix of suppliers in order to diversify equipment supply risk. For geographies with specific requirements of local component, EDPR does not engage in a project before securing the supply of the equipment. This risk is further explained on EDPR's annual report due to its current relevance in the business.

5. Strategic Risk

5. i) Country Risk

Country Risk is defined as the probability of occurrence of a financial loss in a given country due to macroeconomics, political or natural disasters. EDPR has defined a Country Risk Policy that assesses country risk through an internal scoring based on publicly available data. This internal scoring is compared with external assessments from renowned organisations. Each risk factor affecting country risk is evaluated independently to decide on potential mitigating actions:

  • Macroeconomic Risk: risks from the country's economic evolution, affecting revenue or cost time of the investments
  • Political Risk: all possible damaging actions or factors for the business of foreign companies that emanate from any political authority, governmental body or social group in the host country
  • Natural disaster risk: natural phenomena (seismicity, weather) that may impact negatively in the business conditions

Before approving a project in a new geography, EDPR analyses the risk of the new country and compares it to our existing portfolio. Mitigation measures may be decided when this risk is above a certain threshold.

5. ii) Competitive landscape

In the renewable business, size can be an advantage or disadvantage in specific situations. For example, in development of renewable plants, small and dynamic companies are usually more competitive than larger companies.

On the other hand, when participating in tender processes for offshore wind farms, the size of the investment benefits larger companies.

Additionally, the consequences of a change in the competitive landscape due to mergers and acquisitions may also be a risk.

To mitigate the risks, EDPR has a clear knowledge of its competitive advantages and tries to leverage on them. When EDPR has no advantage versus its competitors, alternatives are considered in order to become competitive. For example, for offshore wind farms, EDPR has partnered with large companies with previous experience in large electricity generation projects, in order to become a more competitive consortium.

5. iii) Technology disruptions

Most renewables are relatively recent technologies, which are continuously evolving and improving efficiency. As such, some initially expensive technologies can become competitive in a relatively short time.

EDPR growth focuses in the most competitive renewable technologies at the moment, which are onshore wind, offshore wind and PV solar, but also participates in other innovative projects such as floating offshore wind.

5. iv) Meteorological changes

Future estimations of wind and solar production are based on analysis of historical measurements for more than 20 years, and they are considered to be representative of the future. Relevant unexpected meteorological changes could lead to a lower production than the one expected from historical data.

When evaluating a new investment, EDPR considers potential changes in the production forecasted, however, the size of the potential deviation in the case of relevant meteorological changes is uncertain.

5. v) Investment decisions criteria

Not all projects have the same risk profile. This will depend on merchant exposure of remuneration, construction risk, etc.

In order to take proper business decisions, EDPR uses Risk Adjusted Metrics for investment decisions, which take into conside ration the different risks inherent of each project.

5. vi) Energy Planning

Assumptions in future evolution of energy markets affect the profitability of the investments for the period after the fixed remuneration (regulated tariff or PPAs). Structure of electricity markets in most of EDPR geographies (marginal setting price) were not designed to consider a great share of generation from renewable sources with zero marginal price. Thus, the increase in renewable generation could lead to lower pool prices in medium term if reforms of electricity markets are not properly undertaken.

When investing, EDPR performs sensitivity analyses to stress pool price scenarios for the period without fixed remuneration to understand the robustness of the profitability of the investment.

5. vii) Corporate Organisation and Governance

Corporate governance systems should ensure that a company is managed in the interests of its shareholders and other relevant stakeholders.

In particular, EDPR has an organisation in place with a special focus on transparency, where the management body (Board of Directors) is separated from the supervision and control duties (Audit and Control Committee). Members of the Audit Committee are invited to the General Risk Committee of EDPR.

5. viii) Reputational risk

Companies are exposed to public opinion and today's social networks are a rapid mean to express particular opinions.

A bad reputation could eventually harm financial results of a company in the short and in the long term.

Sustainability makes part of the essence of EDPR. EDPR is not only committed in building a better future, but also in doing it well, in an ethical and sustainable manner, consequently limiting reputational risk.

54. RISK FUNCTIONS AND FRAMEWORK

A corporation can manage risks in two different ways, one risk at a time on a largely and compartmentalized basis, or all risks together within a coordinated and strategic framework. The latter approach is called "Enterprise Risk Management" and is the approach used at EDPR.

Risk Management at EDPR is supported by three distinct organisational functions, each one with a different role: Strategy (Risk Profiler), Management (Risk Manager) and Controlling (Risk Controller).

RISK FUNCTIONS DESCRIPTION

Strategy – General risk strategy & policy
Global Risk Department provides analytically supported proposals to general strategic issues
Responsible for proposing guidelines and policies for risk management within the company

Management – Risk management & risk business
decisions
Implement defined policies by Global Risk
Responsible for day-to-day operational decisions and for related risk taking and risk

Controlling – Risk monitoring
Responsible for follow-up of the results of risk taking decisions and for contrasting alignment of
operations with general risk policy approved by the board

The Risk Committee is the forum where the different Risk Functions discuss the policies to be implemented and control the risk exposure of the company. EDPR's Risk Committee integrates and coordinates all Risk Functions and assures the link between corporate's risk appetite and defined strategy and the operations of the company.

EDPR created three distinct meetings of the Risk Committee in order to separate discussions on execution of mitigation strate gies from those on the definition of new policies:

  • Restricted Risk Committee: Held every month, it is mainly focused on development risk and market risk from electricity price (market, basis, profile, GCs and RECs). It is the forum to discuss the evolution of projects under development and construction and the execution of mitigation strategies to reduce merchant exposure. It also monitors the limits of defined risk policies, with regards to counterparty risk, operational risk and country risk.
  • Financial Risk Committee: Held every quarter, its objective is the review of the main financial risks and to discuss the execution of mitigation strategies. Exchange rate risk, interest rate risk and credit risk from financial counterparties are most relevant risks reviewed by this committee.
  • Risk Committee: Held every quarter, it is the forum where new strategic analyses are discussed and new policies are proposed for approval to the Executive Committee. Additionally, EDPR's overall risk position is reviewed, together with EBITDA@Risk and Net Income@Risk.

55. DETAILS ON THE INTERNAL CONTROL AND RISK MANAGEMENT SYSTEMS IMPLEMENTED IN THE COMPANY REGARDING THE PROCEDURE FOR REPORTING FINANCIAL INFORMATION

With the purpose of not only controlling risks, but also managing them ex-ante, EDPR has created Global Risk policies that are enforceable at a Global Level. These policies are proposed and discussed in the Risk Committee and approved by the Executive Committee.

EDPR's Enterprise Risk Management Process is inspired on Basel Committee on Banking Supervision's principles, guidelines and recommendations and is similar to other risk management frameworks. In this respect, performance of risk metrics at EDPR and their compliance with established internal risk limits are assessed on a monthly basis. Additionally, a formal review and update of each Risk Policy, and the adequacy of its limits, is performed every two years.

INTERNAL CONTROL SYSTEM OVER FINANCIAL REPORTING

EDPR has an Internal Control System over Financial Reporting (SCIRF) updated and monitored in line with international standards of Internal Control.

This system covers the main aspects of the COSO framework: maintaining a control environment for the preparation of qualified financial information, assessment of the risks of financial reporting, existence of control activities to mitigate risks of error, information and communication and evaluation mechanisms.

SCOPE REVISION AND UPDATE

The SCIRF Manual includes the annual update of the scope that aims to identify companies, areas and processes that must be included in the scope of SCIRF, according to criteria of materiality and risk, including the risk of error or fraud.

The risk analysis included in the scoping process for SCIRF, includes both the different types of risk (operational, economic , financial, technological or legal) and the control objectives of financial reporting (existence and occurrence, completeness, measurement, presentation, disclosure and comparability, and rights and obligations in terms of their potential impact on the financial st atements).

The results of the updated scope with the methodology outlined are communicated at all levels of the organisation involved in the SCIRF and supervised by the Audit, Control and Related Party Transactions Committee.

CONTROL ACTIVITIES

In documented SCIRF processes and controls, information capture mechanisms are established (including identification of the scope of consolidation) and are specified the steps and checks that are carried out for the preparation of the financial information that will be part of consolidated financial statements.

The procedures for the review and approval of financial information are provided by the areas of Planning and Control, and Administration, Consolidation and Tax. Financial information is supervised in the scope of its competences by the Audit, Control and Related Party Transactions Committee, prior to the formulation of the accounts by the Board of Directors.

The SCIRF includes control activities related to these processes, embodied in Entity Level Controls, Process Controls and General Computer Controls. These processes include review and approval activities of the financial information which are described in the processes of elaboration of individual accounts, preparation of consolidated accounts and processing of consolidated financia l statements.

EDPR has descriptions of Competency Profiles for the Positions to be carried out in the exercise of the main features of each position that includes a description of the main responsibilities. These include the descriptions of the key positions of those involved in the preparation of financial information. These descriptions include responsibilities in the preparation of financial information a nd compliance with internal control procedures.

The documentation of processes and associated controls designed include among others, the completion of closure activities by completing monthly closing checklists by entity, setting time limits for the closures, the identification of the relevance of the operations in order to be reviewed at the appropriate level, conducting analytical reviews of financial information, the existence of limitations in systems to prevent erroneous records or access by unauthorized persons, analysis of deviations from the budget, the analysis in Executive Committees of relevant and significant facts that could cause a significant impact on the accounts, or the allocation of responsibilities for calculating amounts to be provisioned for them to be carried out by authorized personnel with the right skills.

In addition to the mentioned processes, major transactional processes resulting from the scope are documented. The description of the activities and controls are designed with the aim of ensuring the registration, evaluation, appropriate presentation and disclosure of transactions in financial reporting.

Control activities of EDPR's SCIRF also include those relating to systems and information technology (Computer General Controls) following an international reference, the COBIT framework (Control Objectives for Information and related Technologies). The importance of this area is that information systems are the tools with which financial information is prepared, and is therefore relevant for transactions conducted with them.

These control activities include those related to access control to applications and systems, segregation of duties, management of corrective and preventive maintenance, new projects implementation, administration and management of the systems, facilities and operations (back-ups, security incidents) and their proper monitoring and planning. These activities are developed taking into account the requirements of control and supervision.

Among the activities of SCIRF's scope update, there is a periodic analysis of the existence of service suppliers that perform relevant activities in relation to the processes of preparing financial information.

SCIRF SUPERVISION

The Audit, Control and Related Party Transactions Committee supervises the SCIRF in the scope of the exercise of their activities through the monitoring and supervision of the developed mechanisms for SCIRF's implementation, evolution and evaluation, and the results of the scope analysis and the extent of the situation in terms of coverage. To this extent, the Internal Audit Department assists the Audit, Control and Related Party Transactions Committee.

EDPR has an Internal Audit Department under the Chairman of the Executive Committee. The Audit, Control and Related Party Transactions Committee supervises the Internal Audit Department as establishes the Basic Internal Audit Act.

The main functions of the Internal Audit Department are set out in the Basic Internal Audit Act, which includes, among others, the evaluation of the activities of internal control systems, including the internal control system over financial reporting.

The annual work plans of the Internal Audit Department obtain the opinion of the Audit, Control and Related Party Transactions Committee. The Internal Audit Department reports to the Audit, Control and Related Party Transactions Committee about the sta tus and the performance of the audit works.

Among these activities, Internal Audit supports the Audit, Control and Related Party Transactions Committee in supervising the implementation and maintenance of SCIRF and reports the results of the evaluation, improvement actions identified and their evolution.

The entity has action plans for improvement actions identified in SCIRF's assessment processes, which are accompanied and supervised by the Internal Audit Department, considering their impact on the financial information.

Also in the year 2019, as in previous years, a process of self-certification was made by the heads of the various process and Entity Level Control owners regarding proper documentation update on SCIRF controls and processes in their area of responsibility and the implementation of controls with corresponding evidence.

SCIRF EVALUATION

Besides the monitoring and evaluation activities described in the preceding paragraph, in case the auditors identified internal control weaknesses in the scope of their financial audit work, they are expected to communicate these circumstances to the Audit, Control and Related Party Transactions Committee, which regularly monitors the results of the audit work.

Additionally, in 2019 the EDPR Group decided to have its SCIRF audited by the external auditor. As a result of its evaluation, the external auditor issued a report with a favorable opinion on the SCIRF of the EDPR Group, according to ISAE 3000 (International Standard on Assurance Engagements 3000), included in Annex II of this Chapter 5 of the Annual Report.

CORPORATE COMPLIANCE

The implementation of a solid corporate culture of integrity and transparency has always been a priority for EDPR, structuring its supervision and monitoring, through a regulatory compliance conduct basis and through the adoption of ethical values and principles; both consolidated as central elements of its business model. In order to lead and manage the necessary measures and initiatives required to this implementation and its functioning, on the Board of Directors held on April 14th, 2016, it was agreed to appoint Emilio García-Conde Noriega as Compliance Officer of EDPR.

Since then, EDPR has been working with the support of specialized advisors in the evaluation of the potential corporate criminal liability risks of the Company in all its geographies and in the assessment of the compliance structure to be adopted in order to comply with the requirements of the applicable criminal regulations.

In this context, the Board of Directors of EDPR approved the Criminal and Legal Risk Prevention Model (Compliance Model) on December 2017 with the goal of promoting, establishing, developing and maintaining an adequate ethical business culture. The Compliance Model is constantly updated according to the most demanding national and international standards.

During 2018, the Company completed the first update of the Compliance Model and started working on the definition of a criminal risk matrix at an international level including an inventory of the potential risks and its controls in each of the geographies where EDPR operates.

In June 2019, the Compliance Area was created to support and provide assistance to the Compliance Officer. The Compliance Area main responsibilities are promoting a culture of prevention based on the principle of "absolute rejection" towards the commission of illegal acts and fraud situations, guaranteeing the dissemination of the principles of the Compliance Model and managing the cases of complaints from employees or collaborators.

Among the activities performed during 2019, main were 1) the review and update of the Spanish Compliance matrix, as a result of a change of the Spanish Criminal Code, 2) the creation of the Compliance Channel and 3) the training of EDPR Spain-based employees.

The Compliance Channel allows any employee, supplier, contractor, client or any person or entity outside the Company, who has indications or doubts of behavior contrary to the law and / or that may imply the materialization of a criminal risk, must immediately inform it, through [email protected]. The bylaws of this Channel are available at the intranet and website of the Company and only have access to it the Compliance Officer and the Compliance Area. In 2019, no claims were submitted through the Compliance Channel.

In regard to Compliance training, an online training course was launched to introduce employees to the fundamentals of Compli ance, highlighting the importance of Compliance at EDPR and identifying the main criminal risks that EDPR could be potentially exposed in the exercise of its activity. As of December 31st, 2019, the Compliance training was completed by 363 employees, which represent the 73% of all staff based in Spain.

IV. INVESTOR ASSISTANCE

56. INVESTOR RELATIONS DEPARTMENT

EDPR seeks to provide to shareholders, investors, financial analysts and other stakeholders and the market in general, all the relevant information about the Company and its business environment, on a regular basis and whenever a relevant fact takes place. The promotion of transparent, consistent, rigorous, easily accessible, and high‑quality information is essential to an accurate perception of the Company's strategy, financial situation, accounts, assets, prospects, risks, and significant events.

EDPR, therefore, looks to provide the market with accurate information that can support them in making informed, clear and concrete investment decisions.

The Investor Relations Department was created to ensure a direct and permanent contact with all market related agents and stakeholders, to guarantee effective communication, equality between shareholders and to prevent imbalances in the information access.

The EDPR Investor Relations Department (IR) is the intermediary between EDPR and its actual and potential shareholders, the financial analysts that follow Company's activity, all investors and other members of the financial community. The main purpose of the department is to guarantee the principle of equality among shareholders, by preventing asymmetries in the access of the information and reducing the gap between market perception and Company's strategy and intrinsic value. The Investor Relations department centralizes all relevant and material information that could impact EDPR share price. This information is prepared by the different departments of EDPR, with the support when necessary of external experts, and always managed in a strictly confidential basis. The department responsibility also comprises developing and implementing EDPR's communication strategy and preserving an appropriate institutional and informative relationship with the financial market, the stock exchange at which EDPR shares trade and the regulatory and supervisory entities (CMVM – Comissão de Mercado de Valores Mobiliários – in Portugal and CNMV – Comisión Nacional del Mercado de Valores – in Spain).

EDPR is clearly aware of the importance of detailed and transparent information, delivered on-time to the market. Consequently, EDPR publishes Company's price sensitive information before the opening or following the closing of the Euronext Lisbon stock exchange through CMVM's information system and, simultaneously, make that same information available on the website investors' section and through the IR department's mailing list. In 2019, EDPR made 31 market notifications, in addition to quarterly, semi-annual and annual results presentations, handouts and operating data statement elaborated by the IR Department. In addition, the IR Department also elaborates key data files and interim presentations which are available on the website investors' section.

On each earnings announcement, EDPR promotes a conference call and webcast, opened to the market in general, at which the Company's management updates the market on EDPR's activities. On each of these events, shareholders, investors and analysts had the opportunity to directly submit their questions and to discuss EDPR's results as well as the Company's outlook and strateg y.

EDPR IR Department is coordinated by Rui Antunes and is located at the Company's head offices in Madrid, Spain. The department structure and contacts are as follows:

IR Contacts:

  • Rui Antunes, Head of Planning & Control, Investor Relations and Sustainability
  • Calle Serrano Galvache, 56; Centro Empresarial Parque Norte; Edificio Olmo 7th floor; 28033 Madrid España
  • Website: www.edpr.com/en/investors-1
  • E-Mail: [email protected]
  • Phone: +34 902 830 700 / +34 914 238 429

EDPR IR Department was in continuous contact with capital markets agents, namely shareholder and investors, along with financ ial analysts who evaluate the Company. In 2019, as far as the Company is aware, sell‑side analysts issued more than 60 reports evaluating EDPR's business and performance.

At the end of the 2019, as far as the Company is aware of, there were 21 institutions elaborating research reports and following actively EDPR activity. As of December 31st 2019, the average price target of those analysts was of Euro 10.24 per share with 8 "Neutral" and 11 "Buy" recommendations.

COMPANY ANALYST PRICE TARGET DATE RECOMENDATION
Bank of America Merrill Lynch Mikel Zabala € 11.60 04-Sep-19 Buy
Barclays Jose Ruiz € 10.00 26-Sep-19 Equal Weight
BBVA Daniel Ortea € 10.00 28-May-19 Outperform
Berenberg Lawson Steele € 10.00 18-Sep-19 Hold
Bernstein Meike Becker € 11.00 04-Sep-19 Outperform
BPI Gonzalo Sanchez € 11.35 25-Nov-19 Neutral
Commerzbank Tanja Markloff € 11.00 11-Dec-19 Hold
Caixa BI Helena Barbosa € 8.35 27-Feb-19 Neutral
Exane BNP Manuel Palomo € 11.60 13-Nov-19 Outperform
Fidentiis Daniel Rodríguez € 8.20 06-Dec-18 Hold
Goldman Sachs Alberto Gandolfi € 10.60 09-May-19 Buy
JB Capital Jorge Guimarães € 10.00 24-Jan-19 Buy
JP Morgan Javier Garrido € 10.50 21-Oct-19 Overweight
Kepler Cheuvreux Jose Porta € 10.30 03-Jun-19 Buy
Macquarie Jose Ruiz € 9.16 10-May-19 Neutral
MedioBanca Sara Piccinini € 11.00 06-Sep-19 Outperform
RBC Fernando Garcia € 11.00 07-Oct-19 Outperform
Santander Bosco Muguiro € 9.75 22-May-19 Buy
Société Générale Jorge Alonso € 11.00 11-Dec-19 Hold

57. MARKET RELATIONS REPRESENTATIVE

EDPR representative for relations with the market is Rui Antunes, Head of Planning & Control, Investor Relations and Sustainability Department.

58. INFORMATION REQUESTS

During the year, IR Department received more than 2000 information requests and interacted more than 80 times with institutional investors. On average, information requests were replied in less than 24 hours, with complex requests being replied within one-week time. As of December 31st 2019 there was no pending information request.

V. WEBSITE – ONLINE INFORMATION

59-65.

EDPR considers online information a powerful tool in the dissemination of material information, updating its website with all the relevant documents. Apart from all the required information by CMVM and CNMV regulations, EDPR website also carries financial and operational updates of Company's activities ensuring an easy access to the information.

EDPR website: www.edpr.com

INFORMATION LINK
Company information www.edpr.com/en/edpr/our-company/who-we-are
Corporate by-laws and bodies/committees' regulations www.edpr.com/en/investors/corporate-governance/company-data
Members of the corporate bodies www.edpr.com/en/investors/corporate-governance/governing-bodies
Market relations representative, IR department www.edpr.com/en/investors
Information channels www.edpr.com/en/edpr
Financial statements documents www.edpr.com/en/investors/investors-information/reports-and-results
Corporate events Agenda www.edpr.com/en/investors-1
General Shareholders' Meeting information www.edpr.com/en/investors/corporate-governance/general-meetings

REMUNERATION

I. POWER TO ESTABLISH

66. COMPETENCES TO DETERMINE THE REMUNERATION OF THE CORPORATE BODIES

The Nominations and Remunerations Committee is a permanent body belonging to the Board of Directors with an informative and advisory nature. Its recommendations and reports are non-binding.

The Nominations and Remunerations Committee has no executive functions. The main functions of the Nominations and Remunerations Committee are to assist and inform the Board of Directors regarding the nominations (including by co-option), reelections, dismissals, and the remuneration of the Board Members and its position about the composition of the Board of Direc tors, as well as the nominations, remuneration, and removal of senior management personnel.

The Nominations and Remunerations Committee is the body responsible for proposing to the Board of Directors the determination of the remuneration of the Executive management of the Company; the Declaration on Remuneration Policy; the evaluation and compliance of the KPI's (Key Performance Indicators); the annual and multi annual variable remuneration, if applicable, and a lso proposes the remuneration of the Non-Executive Directors and members of the Board Committees.

The Board of Directors is responsible for the approval of the above-mentioned proposals except to the extent it concerns the Declaration on the Remuneration Policy which is approved by the General Shareholders' Meeting. The Board of Directors also evaluates with an annual periodicity its own performance and the performance of its delegated Committees. The evaluation of the performance of the Board of Directors and its Executive Committee, is then additionally submitted for the approval of the General Shareholder Meeting.

The Declaration on the Remuneration Policy is submitted by the Board of Directors to the approval of the General Shareholders' Meeting as an independent proposal. According to the Company's Articles of Association the Board of Directors remuneration is subject to a maximum value that can only be modified by a Shareholders agreement.

II. NOMINATIONS AND REMUNERATION COMMITTEE

67. NOMINATIONS AND REMUNERATIONS COMMITTEE

The Composition of the Nominations and Remunerations Committee is reflected on topic 29 of the report.

The Company has not stablished any restrictions within its Articles of Association, Regulations or internal policies limiting the competence of the Nominations and Remunerations Committee of hiring any consulting services that may find necessary to carry out its duties; additionally in case such services would be hired, it should be noted that they should be rendered independently, ensuring that the service provider do not provide any other services to EDPR or to any company in controlling or group relationship.

68. KNOWLEDGE AND EXPERIENCE REGARDING REMUNERATION POLICY

The Chairman of the Nominations and Remunerations Committee has knowledge and experience regarding Remuneration Policy.

III. REMUNERATION STRUCTURE

69. REMUNERATION POLICY

Pursuant to Article 26.1 of the Company's Articles of Association the Directors shall be entitled to a remuneration which consists of (i) a fixed amount to be determined annually by the General Shareholders' Meeting for the whole Board of Directors and of (ii) attendance fees regarding the Board Meetings.

The above-mentioned article also establishes the possibility of the Directors being remunerated with Company shares, share options, or other securities granting the right to obtain shares or by means of share-indexed remuneration systems. In any case, the system chosen must be approved by the General Shareholders' Meeting and comply with current legal provisions.

The total amount of the remunerations that the Company will pay to its Directors under the terms provided in the previous paragraphs shall not exceed the amount determined by the General Shareholders' Meeting. The maximum remuneration approved by the General Shareholders' Meeting for all the members of the Board of Directors was EUR 2,500,000 per year.

Pursuant to Article 26.4 of the Company's Articles of Association, the rights and duties of any kind derived from the condition of Board Member shall be compatible with any other rights and obligations either fixed or variable that could correspond to the Board Members as a consequence of other employment or professional engagements, if any, carried out in the Company. Variable

remuneration resulting from said contracts or from any other relationship, including being a Board Member, will be limited to a maximum annual amount to be established by the General Shareholders' Meeting.

The maximum annual amount approved by the General Shareholders' Meeting for the variable remuneration for all the executive members of the Board of Directors was EUR 1,000,000 per year.

EDPR, in line with EDP Group corporate governance practices, has signed an Executive Management Services Agreement with EDP, under which the Company bears the cost for such services to some of the members of the Board of Directors to the extent their services are devoted to EDPR.

The Non-Executive Directors only receive a fixed remuneration, which is calculated on the basis of their work exclusively as Directors or with their membership on the Nominations and Remunerations Committee and to the Audit, Control and Related Party Transactions Committee. Those members who are seated in two different Committees do not accumulate two remunerations. In these cases, the remuneration to be received is the one that corresponds to the highest value.

EDPR has not incorporated any share remuneration or share purchase options plans as components of the remuneration of its Directors.

No Director has entered into any contract with the Company or third parties that have the effect of mitigating the risk inherent in the variability of the remuneration established by the Company.

In EDPR there are not any payments for the dismissal or termination of Director's duties.

The remuneration policy for the Directors of the Company is submitted each year to the General Shareholders' Meeting for approval.

70. REMUNERATION STRUCTURE

The remuneration policy applicable for 2017-2019, proposed by the Nominations and Remuneration Committee and approved by the General Shareholders' Meeting held on April 6th, 2017 (the "Remuneration Policy"), defines a structure with a fixed remuneration for all members of the Board of Directors, whereas for the members of the Executive Committee defines a fixed and a variable remuneration, with an annual component and a multi-annual component.

Additionally, on its meeting dated October 16, 2019 the Appointments and Remunerations Committee agreed to propose to the Board of Directors a Complementary Long Term Program homogeneous for the three COOs and for the 2019-2022 term. Such Complementary Long Term Program was approved at the Board of Directors' meeting dated October 29, 2019. Such plan substituted the Complementary Long Term Program approved on 2017.

On the topic below can be found the KPIs ("Key Performance Indicators") stated in the Remuneration Policy for variable annual and multi-annual variable components.

71. VARIABLE REMUNERATION

Variable annual and multi-annual remuneration applies to the members of the Executive Committee.

The variable annual remuneration may range from 0 to 68% of the annual fixed remuneration and the multi-annual remuneration from 0 to 120% of the annual fixed remuneration.

There is also a qualitative evaluation of the CEO about the annual performance of the members of the Executive Committee. This evaluation will have a weight of 20% for the final calculation in the annual variable remuneration and of 32% in the multi-annual variable remuneration. The other 80% will be calculated based on the weights indicated in the next paragraph for the annual variable remuneration and 68% for the multi-annual variable.

The key performance indicators (KPIs) used to determine the amounts of the annual and multi -annual variable remuneration regarding to each year of the term are aligned with the strategic grounds of the Company: growth, risk control and efficiency. These are the same for all members of the Executive Committee, although with specific targets for the platforms in the case of COOs NA and EU/BR. For the year 2019 the KPIs were:

KEY PERFORMANCE INDICATOR CEO/CFO/CDO/COO OFFSHORE COOS NA EU/BR*
Percentages
2019
Group Platform Percentages
2019
Group Platform
TSR vs. Wind peers & Psi 20 15% 100% 0% 15% 100% 0%
Growth Incremental MW (EBITDA+ENEOP) 10% 30% 70% 10% 30% 70%
Self-Funding
Strategy
Asset Rotation+ Tax Equity 10.0% 100% 0% 7,5% 100% 0%
Risk - Return ROIC Cash %
EBITDA + Sell down Gains (in €)
Net Profit (excl. Minorities)
8%
15%
12,5%
50%
50%
100%
50%
50%
0%
8%
12%
12%
50%
50%
100%
50%
50%
0%
Efficiency Technical Availabity
Opex /Av. EBITDA MW (in €k)
Capex /MW (in €k)
6%
0%
6%
40%
0%
50%
60%
0%
50%
6%
6%
6%
40%
0%
50%
60%
100%
50%
Additional KPIs Sustainability
Employee Satisfaction
Apreciation of the Remuneration
Committee
7.5%
5%
5%
100%
100%
100%
0%
0%
0%
7.5%
5%
5%
100%
100%
100%
0%
0%
0%
TOTAL 100,0% 100,0%

*In respect of COO's annual and multiannual KPIs, both are calculated using the Group achievement, that weights 100%.

According to the Remuneration Policy approved by the General Shareholders' Meeting, the maximum variable remuneration (annual and multi-annual) is applicable if all the above mentioned KPI's were achieved and the performance evaluation is equal or above 110%.

As mentioned above a Complementary Long Term Program homogeneous for the three COOs (COO NA, COO EU & BR and COO Offshore) and for the 2019-2022 term was approved in 2019.

The conditions of such Complementary Long Term Program are: (i) four year period (2019-2022); (ii) Target Award will be 4 x 50% of base annual remuneration of each COO; (iii) KPIs are consistent through the whole term and specific for each COO; and (iv) payments will be done in accordance with the percentage of the achieved fulfilment with a limit of 120% of the Target Award.

72. MULTI-ANNUAL REMUNERATION

In line with corporate governance practices, the Remuneration Policy incorporates the deferral for a period of three years of the multi-annual variable remuneration, being the relevant payment conditioned to the lack of any willful illicit action, known after the appraisal and which endangers the sustainable performance of the company.

In application of such deferral policy, during 2019 an amount of €131,000 (gross amount) to Miguel Dias Amaro (former EDPR CFO) corresponding to the performance achieved during the year 2016.

73. VARIABLE REMUNERATION BASED ON SHARES

EDPR has not allocated variable remuneration on shares and does not maintain Company shares that the Executive Directors have had access to.

74. VARIABLE REMUNERATION BASED ON OPTIONS

EDPR has not allocated variable remuneration on options.

75. ANNUAL BONUS AND NON-MONETARY BENEFITS

The key factors and grounds for any annual bonus scheme are described on topics 71 and 72. Additionally, the Officers, with the exception of the CEO, received the following non-monetary benefits: retirement savings plan (as described in the following topic), company car and Health Insurance. In 2019, the non-monetary benefits amounted to EUR 96,538.

The Non-Executive Directors do not receive any relevant non-monetary benefits as remuneration.

76. RETIREMENT SAVINGS PLAN

The retirement savings plan for the members of the Executive Committee that are also Officers, acts as an effective retirement supplement with a range between 3% to 6% of their annual salary. The percentage is defined according with the retirement savings plan applicable in their home country. The retirement savings plan applicable to 2019, which is included within the Remuneration Policy applicable for the term office 2017-2019, was defined and proposed by the Nominations and Remunerations Committee to the Board of Directors for its submission to the General Shareholder's Meeting, which approved it on its meeting held on April 6th 2017.

IV. REMUNERATION DISCLOSURE

77. BOARD OF DIRECTORS REMUNERATION

The remuneration paid by EDPR to the members of its Board of Directors for the year ended on December 31st 2019 was as follows:

REMUNERATION TOTAL FIXED(€)
EXECUTIVE DIRECTORS
João Manso Neto* 0
João Paulo Costeira** 10,301
Duarte Bello** 61,804
Miguel Ángel Prado** 0
Spyridon Martinis** 51,503
NON-EXECUTIVE DIRECTORS
Antonio Mexia* 0
Vera Pinto* 0
Rui Teixeira* 0
Manuel Menéndez Menéndez 45,000
António Nogueira Leite 60,000
Acácio Jaime Liberado Mota Piloto 80,000
Gilles August 37,500
Allan J.Katz 45,000
Francisca Guedes de Oliveira 60,000
Francisco Seixas da Costa 55,000
Conceiçao Lucas 55,000
Alejandro Fernández de Araoz Gómez-Acebo 22,500
TOTAL 606,108

* António Mexia, João Manso Neto, Vera Pinto and Rui Teixeira do not receive any remuneration from EDPR. EDPR and EDP signed an Executive Management Services Agreement according to which EDPR pays to EDP a fee for the services rendered by these Board Members.

** Duarte Bello, Miguel Ángel Prado, João Paulo Costeira, and Spyridon Martinis ,as Officers and members of the Executive Committee, and for the relevant period of 2019 corresponding to each of them, received their remuneration as Directors as described on the table above and as other Group companies' employees, as described on the table below.

According to the Executive Management Services Agreement signed with EDP, EDPR is due to pay an amount to EDP, for the services rendered by the Executive Managers and the Non-Executive Managers. The amount due under said Agreement for the management services rendered by in 2019 is EUR 853,794, of which EUR 763,794 refers to the management services rendered by the Executive Members and EUR 90,000 to the management services rendered by the Non-Executive Members. The retirement savings plan for the members of the Executive Committee, excluding the Officers, acts as an effective retirement supplement and corresponds to 5% of their annual salary.

The Non-Executive Directors may opt between a fixed remuneration or attendance fees per meeting, in a value equivalent to the fixed remuneration proposed for a Director, taking into consideration the duties carried out.

78. REMUNERATION FROM OTHER GROUP COMPANIES

The total remuneration of the Officers during the relevant 2019 period corresponding to each of them, ex-CEO, was the following:

REMUNERATION* PAYER FIXED VARIABLE ANNUAL VARIABLE MULTI-ANUAL TOTAL
João Paulo Costeira EDP Energías de Portugal,
S.A. Sucursal en España
31,044 31,044
Duarte Bello EDP Energías de Portugal,
S.A. Sucursal en España
228,196 85,000 313,196
Miguel Ángel Prado EDPR North America LLC US\$447,666 US\$132,800 US\$580,466
Spyridon Martinis EDP Energías de Portugal S.A.
Sucursal en España
190,303 190,303

* All the amounts are in EUR, except Miguel Ángel Prado ones, which are in USD.

79. REMUNERATION PAID IN FORM OF PROFIT SHARING AND/OR BONUS PAYMENTS

In EDPR there is no payment of remuneration in the form of profit sharing and/or bonus payments and the reasons for said bonuses or profit sharing being awarded.

80. COMPENSATION FOR RESIGNED BOARD MEMBERS

In EDPR there is no compensation paid or owed to former executive Directors concerning contract termination during the financial year.

81. AUDIT, CONTROL AND RELATED PART TRANSACTIONS COMMITTEE REMUNERATION

COMMITEE MEMBER POSITION REMUNERATION
Acacio Piloto Chairman 80,000
António Nogueira Leite Vocal 60,000
Francisca Guedes de Oliveira Vocal 60,000

* The Non-Executive Directors receive only a fixed remuneration, which is calculated based on their work exclusively as Directors or with their membership on the Nominations and Remunerations Committee, or the Audit, Control and Related Party Transactions Control Committee.

82. REMUNERATION OF THE CHAIRPERSON OF THE GENERAL SHAREHOLDERS' MEETING

In 2019, the remuneration of the Chairman of the General Shareholders' Meeting of EDPR was EUR 15,000.

V. AGREEMENTS WITH REMUNERATION IMPLICATION

83-84.

EDPR has no agreements with remuneration implication.

For avoidance of doubt, the Company has not adopted any mechanism that imply payments or assumption of fees in the case of change in the composition of the managing body (Board of Directors), and which could be likely to harm the free transferability of shares and a shareholder assessment of the performance of the members of this managing body.

VI. SHARE-ALLOCATION AND/OR STOCK OPTION PLANS

85-88.

EDPR does not have any Share-Allocation and/or Stock Option Plans.

RELATED-PARTY TRANSACTIONS

I. CONTROL MECHANISMS AND PROCEDURES

89. RELATED-PARTY TRANSACTIONS CONTROLLING MECHANISMS

A Framework Agreement was signed in 2008 in order to regulate the Related Party Transactions (understanding as such those relationships performed between companies of EDP Group and those of EDPR Group), stating that in compliance with the transparency purposes for future investors, such shall continue to be developed in line with the market prices, in an arm's length basis, and following certain predefined principles and rules (considering criteria as parties involved, scope and amount). In order to supervise the transactions between the Group Companies and its qualified shareholders, the Board of Directors has created the Audit, Control and Related Party Transactions Committee, a permanent body with delegated functions. Without prejudice to other duties that the Board may assign to this Committee, it shall perform supervisory functions of Audit and Control independently from the Board of Directors, as well as, supervisory functions of the transactions between Related Parties including their compliance with the principles of the Framework Agreement. The detail of the duties of this Committee is included in topic 29 of the Report. Under its Audit and Control competences, it also supervises the transactions with qualified shareholders when requested by the Board of Directors according to Article 8.A), i) of its Regulations. This information is included on the annual report of the Audit, Control and Related Party Transactions Committee.

In light of all the above, and in accordance to the Governance Model detailed in topic 15 of this Chapter 5 of the Annual Report, EDPR has implemented an structure for the evaluation of Related Party Transactions, that involves its Executive Committee (which as the body in charge of the daily activity of Company, will first discuss the commercial and legal viability of the operations) and the Audit Control and Related Party Transactions Committee which, as referred above, analyzes the compliance of each Related Part Transaction with the Framework Agreement and reports them to the Board of Directors, which finally approves the Related Party Transaction s.

It should be noted that in accordance with article 13.3 of the Regulations of the Audit, Control and Related Party Transactions Committee, the resolutions adopted by this Committee are reported to the Board of Directors at the first Board meeting held following the meeting of the Committee in which such proposals were discussed. That means that in case there are Related Party Transactions, they are reported to the Board of Directors every quarter (maximum period elapsed between Board of Directors Meeting in accordance with Article 22 of its Regulations).

90. TRANSACTIONS SUBJECT TO CONTROL DURING 2019

During 2019, EDPR has not signed any contracts with the members of its corporate bodies or with holders of qualifying holdings, excluding EDP, as mentioned below.

The contracts signed between EDPR and its related parties have been analyzed by the Related Party Transactions Committee according to its competences, as mentioned on the previous topic, and have been concluded according to the market conditions.

The total amount of supplies and services in 2019 incurred with or charged by the EDP Group was EUR 18,680,969, corresponding to 6.0% of the total value of Supplies & Services for the year (EUR 310,951,533).

The most significant contracts in force during 2019 are the following:

FRAMEWORK AGREEMENT

The framework agreement was signed by EDP and EDPR on May 7th 2008 and came into effect when the latter was admitted to trading. The purpose of the framework agreement is to set out the principles and rules governing the legal and business relations existing when it came into effect and those entered into subsequently.

The framework agreement establishes that neither EDP nor the EDP Group companies other than EDPR and its subsidiaries can engage in activities in the field of renewable energies without the consent of EDPR. EDPR shall have worldwide exclusivity, with the exception of Brazil, where it shall engage its activities through a joint venture with EDP Energias do Brasil S.A., for the development, construction, operation, and maintenance of facilities or activities related to wind, solar, wave and/or tidal power, and other renewable energy generation technologies that may be developed in the future. Nonetheless, the agreement excludes technologies being developed in hydroelectric power, biomass, cogeneration, and waste in Portugal and Spain.

It lays down the obligation to provide EDP with any information that it may request from EDPR to fulfil its legal obligations and prepare the EDP Group's consolidated accounts. The framework agreement shall remain in effect for as long as EDP directly or indirectly owns more than 50% of the share capital of EDPR or appoints more than 50% of its Directors.

EXECUTIVE MANAGEMENT SERVICES AGREEMENT

On November 4th 2008 EDP and EDPR signed an Executive Management Services Agreement that has been amended during the last years in accordance of the variations in the services rendered by EDP to the Company.

Through this contract, EDP provides management services to EDP Renováveis, including matters related to the day-to- day running of the Company. Under this agreement EDP appoints four people from EDP to be part of EDPR's Management: (i) one Executive Manager which is member of the EDPR Executive Committee and CEO, and (ii) three Non-Executive Managers, for which EDP Renováveis pays EDP an amount defined by the Related Party Committee, and approved by the Board of Directors and the Shareholders Meeting. Under this contract, EDPR incurred an amount of EUR 853,794 for the management services rendered in 2019.

FINANCE AGREEMENTS AND GUARANTEES

The most significant finance agreements between EDP Group companies and EDPR Group companies were established under the above-described Framework Agreement and currently include the following:

LOAN AGREEMENTS

EDPR and EDPR Servicios Financieros SA (as the borrower) have loan agreements with EDP Finance BV and EDP Servicios Financieros España (as the lender), companies 100% owned by EDP Energias de Portugal S.A. Such loan agreements can be established both in EUR and USD, up to 10-year tenor and are remunerated at rates set at an arm's length basis. As of December 31st 2019, such loan agreements totalled USD 2,143,967,282 and EUR 705,935,000.

CURRENT ACCOUNT AGREEMENT

EDPR Servicios Financieros (EDPR SF) and EDP Servicios Financieros España (EDP SFE) signed an agreement through which EDP SFE manages EDPR SF's cash accounts. The agreement also regulates the current account (cc) scheme on arm's length basis. As of December 31st 2019, there are two different current accounts with the following balance and counterparties:

  • in USD, for a total amount of USD 250,117,181.35 in favour of EDPR SFE;
  • in EUR, for a total amount of 153,334,755.64 in favour of EDP SFE.

The agreements in place are valid for one year as of date of signing and are automatically renewed for equal periods.

COUNTER-GUARANTEE AGREEMENT

A counter-guarantee agreement was signed, under which EDP or EDP Energias de Portugal S.A., Sucursal en España (hereinafter guarantor or EDP Sucursal) undertakes on behalf of EDPR, EDP Renewables Europe SLU (hereinafter EDPR EU), and EDP Renewables North America LLC (hereinafter EDPR NA) to provide corporate guarantees or request the issue of any guarantees, on the terms and conditions requested by the subsidiaries, which have been approved on a case by case basis by the EDP's Executive Board.

EDPR will be jointly liable for compliance by EDPR EU and EDPR NA. The subsidiaries of EDPR undertake to indemnify the guarantor for any losses or liabilities resulting from the guarantees provided under the agreement and to pay a fee established in arm's length basis. Nonetheless, certain guarantees issued prior to the date of approval of these agreements may have different conditions. As of December 31st 2019, such counter-guarantee agreements totalled EUR 256,687,641 and USD 352,565,000.

A counter-guarantee agreement was signed between EDPR Group and EDP España, under which, EDPR group can request the issue of any guarantee, on the terms and conditions requested by the subsidiaries of EDPR. EDPR group undertake to indemnify the guarantor for any losses or liabilities resulting from the guarantees provided under this agreement and to pay a fee established in arm's length basis. As of December 31st 2019, the amount of guarantees issued under this agreement totalled EUR 68,905,977.

CROSS CURRENCY INTEREST RATE SWAPS

Due to the net investments in EDPR NA, EDPR Canada, EDPR Brazil, EDPR UK, and Polish companies, EDPR's accounts were exposed to the foreign exchange risk. With the purpose of hedging this foreign exchange risk, EDPR Group companies settled the following Cross Currency Interest Rate Swap (CIRS). As of December 31st 2019, the total amount of CIRS by geography and currency are as following:

  • in USD/EUR, with EDP Finance B.V. for a total amount of USD 2,398,096,866
  • in CAD/EUR, with EDP Energias de Portugal SA for a total amount of CAD 67,250,000
  • in BRL/EUR, with EDP Energias de Portugal SA for a total amount of BRL 122,500,000
  • in GBP/EUR, with EDP Energias de Portugal SA for a total amount of GBP 21,700,000
  • in PLN/EUR, with EDP Energias de Portugal SA for a total amount of PLN 849,635,447

HEDGE AGREEMENTS – EXCHANGE RATE

EDPR Group companies entered into several hedge agreements with EDP Energias de Portugal S.A., with the purpose of managing the transactional exposure related to the short term or transitory positions, in Colombian, Polish and United Kingdom subsidiaries, fixing the exchange rate for USD/EUR, EUR/PLN and GBP/EUR in accordance to the prices in the forward market in each contract date. As of December 31st 2019, the total amount of Forwards and Non Delivery Forwards by geography and currency are as following:

  • Colombian operations, for USD/EUR a total amount of EUR 22,887,013 (FWDs)
  • Polish operations, for EUR/PLN, a total amount of PLN 218,467,872 (FWDs)
  • United Kingdom operations, for GBP/EUR a total amount of EUR 32,300,000 (FWDs)

HEDGE AGREEMENTS – COMMODITIES

EDP and EDPR EU entered into hedge agreements for 2019 for a total volume of 2,595,725 MWh (sell position) at the forward market price at the time of execution related with the expected sales of energy in the Spanish market.

CONSULTANCY SERVICE AGREEMENT

On June 4th 2008, EDP and EDPR signed a consultancy service agreement. Through this agreement, and upon request by EDPR, EDP (or through EDP Sucursal) shall provide consultancy services in the areas of legal services, internal control systems, financial reporting, taxation, sustainability, regulation and competition, risk management, human resources, information technology, brand and communication, energy planning, accounting and consolidation, corporate marketing, and organisational development.

The price of the agreement is calculated as the cost incurred by EDP plus a margin. For the first year, it was fixed at 8% ba sed on an independent expert on the basis of market research. For 2019 the estimated cost of these services is EUR 5,065,919. This was the total cost of services provided for EDPR, EDPR EU, and EDPR NA.

The duration of the agreement is one (1) year tacitly renewable for equal periods.

RESEARCH AND DEVELOPMENT AGREEMENT

On May 13th 2008, EDP Inovação S.A. (hereinafter EDP Inovação), an EDP Group Company, and EDPR signed an agreement regulating relations between the two companies regarding projects in the field of renewable energies (hereinafter the R&D Agreement).

The object of the R&D Agreement is to prevent conflicts of interest and foster the exchange of knowledge between companies and the establishment of legal and business relationships. The agreement forbids EDP Group companies other than EDP Inovação to undertake or invest in companies that undertake the renewable energy projects described in the agreement.

The R&D Agreement establishes an exclusive right on the part of EDP Inovação to project and develop new renewable energy technologies that are already in the pilot or economic and/or commercial feasibility study phase, whenever EDPR exercises its option to undertake them.

The fee corresponding to this agreement in 2019 is EUR 378,255.

The agreement shall remain in effect for as long as EDP directly or indirectly maintains control of more than 50% of both companies or appoint the majority of the members of the Board and Executive Committee of the parties to the agreement.

MANAGEMENT SUPPORT SERVICES AGREEMENT BETWEEN EDP RENOVÁVEIS PORTUGAL S.A., AND EDP VALOR – GESTÃO INTEGRADA DE RECURSOS S.A.

On January 1st 2003, EDPR – Promoção e Operação S.A., and EDP Valor – Gestão Integrada de Recursos S.A. (hereinafter EDP Valor), an EDP Group Company, signed a management support service agreement.

The object of the agreement is the provision to EDPR – Promoção e Operação S.A. by EDP Valor of services in the areas of procurement, economic and financial management, fleet management, property management and maintenance, insurance, occupationa l health and safety, and human resource management and training.

The remuneration accrued by EDP Valor by EDPR Promoção e Operação S.A. and its subsidiaries for the services provided in 2019 totalled EUR 1,675,158. The initial duration of the agreement was five (5) years from date of signing on January 1st 2008, and tacitly renewable for equal periods of one (1) year. Either party may renounce the contract with one (1) year's notice.

INFORMATION TECHONOLOGY MANAGEMENT SERVICES AGREEMENT BETWEEN EDP RENOVÁVEIS S.A. AND EDP ENERGIAS DE PORTUGAL S.A.

On January 1st 2010 EDPR and EDP signed an IT management services agreement.

The object of the agreement is to provide to EDPR the information technology services described on the contract and its attachments by EDP.

The amount incurred for the services provided in 2019 totalled EUR 1,067,812.

The initial duration of the agreement is one (1) year from date of signing and it is tacitly renewed for a new period of one (1) year.

Either party may renounce the contract with one (1) month notice.

CONSULTANCY AGREEMENT BETWEEN EDP RENOVÁVEIS BRASIL S.A., AND EDP ENERGIAS DO BRASIL S.A.

The object of the agreement is to provide to EDP Renováveis Brasil S.A. (hereinafter EDPR Brasil) the consultancy services de scribed on the contract and its attachments by EDP – Energias do Brasil S.A. (hereinafter EDP Brasil). Through this agreement, and upon request by EDPR Brasil, EDP Brasil shall provide consultancy services in the areas of legal services, internal control systems, financial reporting, taxation, sustainability, regulation and competition, risk management, human resources, information technology, brand and communication, energy planning, accounting and consolidation, corporate marketing, and organisational development.

The amount incurred by EDP Brasil for the services provided in 2019 totalled BRL 234,620.

The initial duration of the agreement is one (1) year from the date of signing and it is tacitly renewed for a new period of one (1) year.

91. DESCRIPTION OF THE PROCEDURES APPLICABLE TO THE SUPERVISORY BODY FOR THE ASSESSMENT OF THE BUSINESS DEALS

The most significant contracts signed between EDPR and its Qualified Shareholders are analyzed by the Audit, Control and Rela ted-Party Transactions Committee according to its competences, as mentioned on topic 89 of the Chapter 5 of this Annual Report.

II. DATA ON BUSINESS DEALS

92. DETAILS OF THE PLACE WHERE THE FINANCIAL STATEMENTS INCLUDING INFORMATION ON BUSINESS DEALINGS WITH RELATED PARTIES ARE AVAILABLE, IN ACCORDANCE WITH IAS 24, OR ALTERNATIVELY A COPY OF SAID DATA.

The information on business dealings with related parties is available on Note 38 of the Financial Statements.

PART II – CORPORATE GOVERNANCE ASSESSMENT

1. DETAILS OF THE CORPORATE GOVERNANCE CODE IMPLEMENTED

Following the protocol signed between the CMVM and the Portuguese Institute of Corporate Governance (IPCG) on October 13, 2017, the CMVM revoked its Corporate Governance Code (2013), which was replaced by a single applicable code, the new Corpora te Governance Code of the IPCG, which entered into force on January 1st 2018.

For the purposes of the proper preparation of corporate governance reports for the year beginning in 2019, and to be reported in 2020, they should continue to be prepared in accordance with the structure of contents referred the annex to CMVM Regulation No. 4/2013 available at the CMVM website ( www.cmvm.pt). The report template is divided into two parts:

  • Part I mandatory information on shareholder structure, organisation and governance of the company. This information shall be referred within points 1 to 92 of this Corporate Governance Report in accordance with the structure included in that Annex.
  • Part II Corporate governance assessment: should include a declaration in which they must: (i) identify the applicable code, (ii) state whether or not they adhere to each of the recommendations of this code and, (iii) with respect to recommendations that do not follow, explain reasonably why.

The agreement between CMVM and IPCG on the new Corporate Governance Code may be found on the Protocol signed on 13 October 2017, presented and available on the website of CMVM (http://www.cmvm.pt/) and the Corporate Governance Code of the IPCG is published on the websites of IPCG and of the Monitoring Committees (https://cam.cgov.pt/)

2. ANALYSIS OF COMPLIANCE WITH THE CORPORATE GOVERNANCE CODE IMPLEMENTED

The following table shows the recommendations set forth in the Corporate Governance Code of the IPCG and indicates EDPR's compliance with it and the place in this report in which they are described in more detail.

Also in order to comply with the best Corporate Governance recommendations, and according to the results of the reflection ma de by the Nominations and Remunerations Committee, the governance model that was adopted has been ensuring an effective performance and articulation of EDPR Governing Bodies and proved to be adequate to the Company's governance structure without any constraints to the performance of its checks and balances system adopted to justify the changes made in the governance practices of EDPR.

The explanation of the Corporate Governance Code of the IPCG recommendations that EDPR does not adopt or that the Company deems not applicable, reasoning and other relevant comments as well as reference to the part of the report where the description may be found, are in the table below.

In this context, EDPR states that it has adopted the Corporate Governance recommendations on the governance of listed companies provided in the Corporate Governance Code of the IPCG, with the exceptions indicated below.

ANNEX I: CURRICULUM VITAE OF THE MEMBERS OF THE BOARD OF DIRECTORS

ANTÓNIO MEXIA Born: 1957

Current positions in EDPR or EDP group of companies:

  • Chairman of the Board of Directors of EDP Renováveis, S.A.
  • Chairman and CEO of the Executive Board of Directors of EDP Energias de Portugal, S.A.
  • Permanent Representative of EDP Energias de Portugal, Sociedade Anónima, Sucursal en España, and Representative of EDP Finance BV
  • Chairman of the Board of Directors of EDP Energias do Brasil, S.A.
  • Chairman of the Board of Directors of Fundação EDP

Current positions in companies outside EDPR and EDP group of companies:

• Sustainable Energy for All-Chairman

Other previous positions:

  • Minister of PublicWorks, Transport and Communication for Portugal's 16th Constitutional Government
  • Chairman of the Portuguese Energy Association (APE)
  • Executive Chairman of Galp Energia
  • Chairman of the Board of Directors of Petrogal, Gás de Portugal, Transgás andTransgás-Atlântico
  • Vice-Chairman of the Board of Directors of Galp Energia
  • Director of Banco Espírito Santo de Investimentos
  • Vice-Chairman of the Board of Directors of ICEP (Portuguese Institute for ForeignTrade)
  • Assistant to the Secretary of State for Foreign Trade
  • Assistant Lecturer in the Department of Economics at Université de Genève (Switzerland)

  • BSc in Economics from Université de Genève (Switzerland)

  • Postgraduate lecturer in European Studies at Universidade Católica

JOÃO MANSO NETO Born: 1958

Current positions in EDPR or EDP group of companies:

  • Executive Vice-Chairman of the Board of Directors and Chairman of the Executive Committee (CEO) of EDP Renováveis, S.A.
  • Chairman of the Board of Directors of EDP Renewables Europe, S.L.U., EDP Renováveis Brasil S.A., EDP Renováveis Servicios Financieros, S.A. and EDPR FS Offshore, S.A.
  • Executive Director of EDP Energias de Portugal, S.A.
  • Member of the Board of Directors of EDP España, S.A.U.
  • Permanent Representative of EDP Energias de Portugal, S.A. Sucursal en España, and Representative of EDP Finance BV
  • Chairman of the Board of Directors of EDP Gás.com Comércio de Gás Natural, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Member of the Board of the Operador del Mercado Ibérico de Energía, Polo Español(OMEL)
  • Member of the Board of OMIP Operador do Mercado Ibérico (Portugal), SGPS, S.A.
  • Member of the Board of MIBGAS

Main positions in the last five years:

  • Member of the Executive Board of Directors of EDP Energias de Portugal, S.A.
  • Chairman of EDP Gestão da Produção de Energia, S.A.
  • CEO andVice-Chairman of EDP España, S.A.U.
  • Vice-Chairman of Naturgás Energia Grupo, S.A.
  • Member of the Board of the Operador del Mercado Ibérico de Energía, Polo Español(OMEL)
  • Member of the Board of OMIP Operador do Mercado Ibérico (Portugal) SGPS, S.A.

Other previous positions:

  • Head of the International Credit Division, and General Manager responsible for Financial and South Retail areas at Banco Português do Atlântico
  • General Manager of Financial Management, General Manager of Large Corporate and Institutional Businesses, General Manager of the Treasury, Member of the Board of Directors of BCP Banco de Investimento and
    • Vice-Chairman of BIG Bank Gdansk in Poland at Banco Comercial Português
  • Member of the Board of Banco Português de Negócios
  • General Manager and Member of the Board of EDP Produção

  • Degree in Economics from Instituto Superior de Economia

  • Post-graduate degree in European Economics from Universidade Católica Portuguesa
  • Program in Economics at the Faculty of Economics, Universidade Nova de Lisboa
  • Advanced Management Program for Overseas Bankers at the Wharton School inPhiladelphia

DUARTE BELLO
Born: 1979
  • Chief Operating Officer of EDP Renováveis, S.A. for Europe and Brazil
  • Member of the Board of Directors of EDP Renováveis,S.A.
  • Member the Executive Committee of EDP Renováveis,S.A.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • Head of EDP Group M&A and Corporate Development
  • Member of EDP Group Investment Committee

Other previous positions:

  • Chief of Staff for EDP's CEO
  • Project Manager in EDP Group M&A and Corporate Development
  • Financial Analyst at Schroder Salomon Smith Barney in London and Lisbon
  • Financial analyst in Citigroup's Investment Banking division in London

  • Business and Administration from Faculdade de Economia da Universidade Nova de Lisboa

  • MBA from INSEAD (Singapore and France)

MIGUEL ÁNGEL PRADO

Born: 1975

Current positions in EDPR or EDP group of companies:

  • Chief Operating Officer of EDP Renováveis, S.A. for North America and CEO EDP Renewables North America LLC
  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Member of the Executive Committee of EDP Renováveis, S.A.
  • Responsible for Corporate Procurement at EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • Head of Investments, Mergers and Acquisitions at EDP Renováveis, S.A.
  • Leadership of the asset rotation strategy of EDP Renováveis, S.A.
  • Member of EDPR Group Investment Committee

Other previous positions:

  • He has worked in EDP and EDPR for nearly 17 years, investing more than 18 Billion by executing a significant number of relevant acquisitions in 12 different countries
  • Manager atArthur Andersen/Deloitte Corporate Finance department

  • PhD in Business and Management by the University of Oviedo and Bradford (UK)

  • Executive MBA by the IE (Instituto de Empresa,Madrid)

SPYRIDON MARTINIS SPETTEL
Born: 1979
  • Chief Operating Officer of EDP Renováveis, S.A. for Offshore
  • CDO of EDP Renováveis, S.A.
  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Member of the Executive Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • Executive Business Initiatives Director, EDP Renováveis,S.A.
  • Executive Operating Director Europe, EDP Renováveis,S.A.
  • Asset Management & Business Development Director Europe, EDP Renováveis,S.A.
  • Director of EDPR Polska, France and Belgium
  • Business Development Director & Coordinator Europe, EDP Renováveis,S.A.

Other previous positions:

  • Head of Business Development, Eastern & Northern Europe,EDPR
  • Project Finance specialist, Corporate Finance, Energy Division, BANKIA
  • Business Development Coordinator, Gamesa
  • EMEA Planning and Budgeting Financial Analyst, AVON, Madrid
  • Financial Analyst, CEMEX Group, Madrid
  • Junior Financial Manager,Alpha Bank,Thessalonica, Greece

  • Executive Global Leadership Vanguard Program,Xynteo

  • International Executive MBA, IE Business School
  • Full time MBA, IEDE-Laureate University Researcher, Cambridge MA, Harvard Law School
  • Postgraduate degree in Finance, CESMA
  • University Degree in Economic & Business Sciences,Aristotle University

VERA PINTO PEREIRA Born: 1974

Current positions in EDPR or EDP group of companies:

  • Executive Board Member at EDP Energias de Portugal SA
  • President of the Board at EDP Comercial
  • President of the Board at EDP Soluções Comerciais
  • Board Member at EDP España, S.A.U.
  • Board Member at EDP Renováveis, S.A.
  • Board Member at Fundação EDP

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • ExecutiveVice President Managing Director for Spain and Portugal at Fox Network Group
  • Non-executive Board Member at Pulsa Media

Other previous positions:

  • MEO TV Business Director at PortugalTelecom (Altice)
  • TV Service Director at TV Cabo Portugal PT Multimedia (NOS)
  • Founding Partner of Innovagency Consulting
  • Associate in Mercer Management Consulting

  • Master in BusinessAdministration (M.B.A.), Fontainebleau INSEAD

  • Graduate & Post-Graduate Degrees in Economics Universidade NOVA de Lisboa NOVA School of Business and Economics

RUI MANUEL RODRIGUES LOPES TEIXEIRA Born: 1972

Current positions in EDPR or EDP group of companies:

  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Member of the Board of Directors of EDP Energias de Portugal, S.A.
  • CEO of EDP Gestão da Produção de Energia, S.A.
  • CEO of EDP España, S.L.U.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Member of the Executive Committee of EDP Renováveis, S.A.
  • Chief Financial Officer of EDP Renováveis, S.A.
  • Member of the Board of Directors of several subsidiaries of EDP Renováveis' Group
  • Member of the Board of Directors of EDP Energias de Portugal, S.A.
  • CEO of EDP Gestão da Produção de Energia, S.A.
  • CEO of EDP España, S.L.U.

Other previous positions:

  • Assistant director of the commercial naval department of Gellweiler Sociedade Equipamentos Maritimos e Industriais, Lda
  • Project manager and ship surveyor for Det NorskeVeritas
  • Consultant at McKinsey & Company, focusing on energy,shipping, and retail banking

  • Graduate of Harvard Business School's Advanced Management Program

  • Master in Business and Administration from the Universidade Nova de Lisboa
  • Master degree in Naval Architecture and Marine Engineering from the Instituto SuperiorTécnico de Lisboa

MANUEL MENÉNDEZ MENÉNDEZ Born: 1959

Current positions in EDPR or EDP group of companies:

  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Chairman of the Board of Directors of EDP España, S.A.U.

Current positions in companies outside EDPR and EDP group of companies:

• CEO of Liberbank, S.A.

Main positions in the last five years:

  • Chairman and CEO of Liberbank, S.A.
  • Chairman of Cajastur
  • Chairman of EDP España, S.A.U.
  • Chairman of Naturgás Energía Grupo, S.A.
  • Member of the Board of Confederación Española de Cajas de Ahorro (CECA)
  • Member of the Board of AELÉC

Other previous positions:

  • Member of the Board of Directors of EDP Renewables Europe, S.L.U.
  • University Professor in the Department of Business Administration and Accounting at the University of Oviedo

  • BSc in Economics and Business Administration from the University of Oviedo

  • PhD in Economic Sciences from the University of Oviedo

ANTÓNIO NOGUEIRA LEITE
Born: 1962
  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Chairman of the Nominations and Remunerations Committee of EDP Renováveis, S.A.
  • Member of the Audit, Control and Related Party transactions Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Member of the Board at HipogesIberia Advisory,S.A.
  • Chairman of the Board, Embopar, SGPS, S.A.
  • Chairman of the Board, Sociedade PontoVerde, S.A.
  • Vice-Chairman of "Fórum para a Competitividade"
  • Chairman of the Board at Forum Oceano

Main positions in the last five years:

  • Director of Sagasta, STC,S.A.
  • Member of the Advisory Committee at Incus CapitalAdvisors

Other previous positions:

  • Vice-Chairman of the Executive Committee of Caixa Geral de Depósitos, S.A.
  • Chairman of the Board at Caixa Banco de Investimento, S.A., Caixa Capital SCRSGPS, S.A., Caixa Leasing e Factoring, S.A. Partang, SGPS, S.A.
  • Director, Group José de Mello (one of Portugal'sleading private groups)
  • Director of Soporcel, S.A. (1997-1999)
  • Director of Papercel SGPS, S.A. (1998-1999)
  • Director of MC Corretagem, S.A. (1998-1999)
  • Chairman of the Board, Lisbon Stock Exchange (1998-1999)
  • Secretary of State for Treasury and Finance and Alternate Governor (IMF, EBRD, EIB, WB)
  • Member of the Economic and Financial Committee of the European Union
  • Advisor GE Capital (2001-2002)
  • Director of Brisal, S.A.(2002-2011)
  • Director of CUF, SGPS, S.A. (2002-2011)
  • Director of CUF Quimicos, S.A.(2005-2011)
  • Director of Efacec Capital, S.A.(2005-2011)
  • Director of Jose de Mello Saúde, SGPS, S.A. (2005-2011)
  • Director of Jose de Mello Investimentos, SGPS, S.A. (2010-2011)
  • Chairman of the Board of Directors, OPEX, S.A. (2002-2011)

  • Degree, Universidade Católica Portuguesa, 1983

  • Master of Science in Economics, University of Illinois at Urbana-Champaign
  • PhD in Economics, University of Illinois at Urbana-Champaign

ACÁCIO PILOTO
Born: 1957
  • Member of the Board of Directors of EDP Renováveis, S.A.
  • Chairman of the Audit, Control and Related-Party Transactions Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • Member of the Supervisory Board and Chairman of the Risk Committee of Caixa Económica Montepio Geral
  • Member of the Nominations and Remunerations Committee of EDP Renováveis, S.A.
  • Member of the Related-PartyTransactions Committee of EDP Renováveis, S.A.

Other previous positions:

  • International Division of Banco Pinto e Sotto Mayor
  • International and Treasury Division of Banco Comercial Português
  • Head of BCP International Corporate Banking
  • Member of the Executive Committee of AF Investimentos SGPS and Chairman of the following group companies: AF Investimentos, Fundos Mobiliários; AF Investimentos, Fundos Imobiliários; BPA Gestão de Patrimónios; BCP Investimentos International; AF Investimentos International and Prime International
  • Member of BCP Investment Committee
  • Executive Board Member of BCP Banco de Investimento, in charge of Investment Banking
  • Millennium BCP Group Treasurer and Head of Capital Markets
  • Millennium BCP Chair of Group ALCO
  • CEO of Millennium Gestão de Ativos SGFIM
  • Chairman of Millennium SICAV
  • Chairman of BII International
  • Member of the Board of Directors and Member of the Audit Committee of INAPA IPG, S.A.

  • Law degree by the Law Faculty of Lisbon University

  • During 1984 and 1985 he was a scholar from the Hanns Seidel Foundation, Munich where he obtained a Post-Graduation in Economic Law by Ludwig Maximilian University
  • Post- Graduation in European Community Competition Law by Max Planck Institut
  • Trainee at the International Division of Bayerische Hypoteken und WechselBank
  • Professional education courses, mostly in banking, financial and asset management, namely the International Banking School (Dublin, 1989), the Asset and Liability Management Seminar (Merrill Lynch International) and the INSEAD Executive Program (Fontainebleau)
  • Nova SBE Executive Program on Corporate Governance and Leadership of Boards

FRANCISCA GUEDES DE OLIVEIRA
Born: 1973
  • Member of the Board of EDP Renováveis, S.A.
  • Member of the Audit, Control and Related-Party Transactions Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Associate Dean at Católica Porto Business School (responsibility of Faculty Management)
  • Associate Dean for the Master Programmes at Católica Porto Business School
  • Member of the Social and Economic Council
  • President of the Tax Comitee of Unilabs Portugal

Main positions in the last five years:

  • Coordinator of the MSc programme in Business Economics at Católica Porto Business School
  • Coordinator of the seminars in economics at the Master of Public Administration at Católica Porto Business School
  • Coordinator of the PhD in Economics at the Universidade Católica de Moçambique
  • Coordinator of the work group appointed by the Finance Minister dedicated to evaluateTax Expenditures

Other previous positions:

  • Assistant Professor at Católica Porto Business School
  • Researcher at the National Statistics Institute

  • Executive programme at London School of Economics

  • PhD in Economics at Nova School of Business and Economics
  • Master in Economics at Faculdade de Economia da Universidade do Porto
  • Undergraduate degree in Economics at Faculdade de Economia da Universidade do Porto
  • PhD scholarship from Fundação para a Ciência eTecnologia

ALLAN J. KATZ Born: 1947

• Member of the Board of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Founder of the American Public Square
  • Executive Committee Chair of theAcademic and Corporate Board to ISCTE Business School in Lisbon Portugal
  • Board Member of the International Relation Council of Kansas City
  • Board Member of theWW1 Commission Diplomatic Advisory Board
  • Creator of Katz, Jacobs andAssociates LLC (KJA)
  • Frequent speaker and moderator on developments in Europe and on American Politics

Main positions in the last five years:

  • Ambassador of the United States of America to the Republic of Portugal
  • Distinguished Professor at University of Missouri Kansas City

Other previous positions:

  • National Director of the Public Policy practice group at the firm of AkermanSenterfitt
  • Assistant Insurance Commissioner and Assistant StateTreasurer for the State of Florida
  • Legislative Counsel to Congressman Bill Gunter and David Obey
  • General Counsel to the Commission on Administrative Review of the US House ofRepresentatives
  • Member of the Board of the Florida Municipal Energy Association
  • President of the Brogan Museum of Art & Science in Tallahassee, Florida
  • Board member of the Junior Museum of Natural History inTallahassee, Florida
  • First Chair of the State Neurological Injury Compensation Association
  • Member of the State Taxation and Budget Commission
  • City of Tallahassee Commissioner

  • BA from UMKC in 1969

  • JD fromWashington College of Law at American University inWashington DC in 1974

FRANCISCO SEIXAS DA COSTA
Born: 1948
  • Member of the Board of EDP Renováveis, S.A.
  • Member of the Nominations and Remunerations Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Member of the Board of Directors of Mota Engil SGPS, S.A.
  • Member of the Board of Directors of Mota Engil Africa,S.A.
  • Member of the Strategic Council of Mota Engil SGPS, S.A.
  • Chairman of the Nominations and Remuneration Committee of Mota Engil Africa,S.A.
  • Member of the Audit Committee of Mota Engil Africa, S.A.
  • Chairman of the Fiscal Council of PMM SGPS, S.A.
  • Chairman of the Advisory Council of A.T. KearneyPortugal

Main positions in the last five years:

  • Chairman of the Consultative Council of Calouste Gulbenkian Foundation, ParisDelegation
  • Member of the Independent General Council Radio e Televisão de Portugal, S.A.
  • University professor, Universidade Autónoma, Lisbon, Portugal

Other previous positions:

  • Portuguese ambassador to the United Nations to OSCE, to UNESCO, to Brazil and to France
  • Secretary of State for European Affairs (1995/2001), Portuguese government, Lisbon

Education:

• Degree in Political and Social Sciences, LisbonUniversity

CONCEIÇÃO LUCAS Born: 1956

Current positions in EDPR or EDP group of companies:

  • Member of the Board of EDP Renováveis, S.A.
  • Member of the Nominations and Remunerations Committee of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Chairwoman of Banco Atlantico Europa, S.A.
  • Member of the Nominations and Remunerations Committee of Banco Atlantico Europa,S.A.
  • Chairwoman of Atlantico Europa, SGPS, S.A

Main positions in the last five years:

  • Executive Board Member of Millennium BCP, for Corporate and Investment Banking
  • Member of the Board of BCP Capital
  • Manager of BCP Africa SGPS
  • Vice-Chairman of the Board of Directors and Chairman of the Audit Board of Medis
  • Vice-Chairman of the Board of Directors and Chairman of the Audit Board of Ocidental
  • Vice-Chairman of the Board of Directors and Chairman of the Audit Board of Millennium BCP Ageas insurance group
  • Vice-Chairman of the Board of Directors and Chairman of the Audit Board of OcidentalVida
  • Member of the Supervisory Board of Bank Millennium S.A. (Poland)(2012-2015)
  • Member of the Board of Banco Millennium Angola (BMA), in Angola
  • Member of the Board and Member of the Remunerations Commission of BIM Banco Internacional de Moçambique
  • Member of the Remuneration Commission of SIM Seguradora Internacional de Moçambique
  • Board member andVice-Chairman of Banque Privée, Geneve, Switzerland

Other previous positions:

  • Chairman of the Board of Directors of Millennium BCP Gestão de Ativos(MGA)
  • Member of the Board of Fundação Millennium BCP
  • Executive Board Member of Banco Privado Atlantico Europa
  • Co-head of Société Générale, Rep. Office, in Portugal
  • Senior Manager, Banco Espirito Santo,Portugal
  • Manager of Petrogal, S.A.
  • Générale Bank, branch in Portugal

  • Degree in Management and Business Administration, Portuguese Catholic University (UCP), Lisbon

  • Post-graduate degree in Hautes Etudes Européennes, major in Economics, College of Europe, Bruges
  • MSc, London School of Economics,London University

ALEJANDRO FERNÁNDEZ DE ARAOZ GÓMEZ-ACEBO Born: 1962

Current positions in EDPR or EDP group of companies:

• Member of the Board of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

  • Partner of Araoz & Rueda,Abogados
  • Member of the Board of Inversiones Doalca Socimi, S.A.
  • Member of the Board of Bodegas Benjamin de Rothschild &Vega-Sicilia, S.A
  • "Patrono" and Secretary of Fundación Arlene deRothschild
  • Representative in Spain of Fundación Daniel y Nina Carasso

Main positions in the last five years:

• (none)

Other previous positions:

  • Secretary and legal advisor of Fundación José Ortega y Gasset-Gregorio Marañón
  • Associate Professor of Commercial Law in Instituto de Estudios Bursátiles
  • Associate-Professor of Commercial Law in Facultad de Derecho Universidad Complutense de Madrid
  • Professor in Instituto de Empresa

  • Law Degree from the Complutense University, Madrid

  • Master in Law, London School of Economics and Political Science, University of London
  • Master in Law, NewYork University School of Law
  • Researcher, Cambridge MA, Harvard Law School
  • Researcher, Ludwig-Maximilian Universitat,Munich
  • PhD in Law, Complutense University,Madrid

EMILIO GARCÍA-CONDE NORIEGA Born: 1955

Current positions in EDPR or EDP group of companies:

  • General Secretary and General Counsel of EDP Renováveis, S.A.
  • Member/Chairman and/or Secretary of several Boards of Directors of EDPR's subsidiaries in Europe
  • Compliance Officer of EDP Renováveis, S.A.

Current positions in companies outside EDPR and EDP group of companies:

• (none)

Main positions in the last five years:

  • General Counsel of Hidrocantábrico and member of the management committee
  • General Secretary and General Counsel of EDP Renováveis, S.A.
  • Member and/or Secretary of several Board of Directors of EDPR's subsidiaries in Europe

Other previous positions:

  • Legal Counsel of Soto de Ribera Power Plant (consortium comprising Electra deViesgo, Iberdrola and Hidrocantábrico)
  • General Counsel of Soto de Ribera Power Plant
  • Chief of administration and human resources of the consortium
  • Legal Counsel of Hidrocantábrico

Education:

• Law Degree from the University of Oviedo

Lisbon, February 19th, 2020.
António Luís Guerra Nunes Mexia João Manuel Manso Neto
Duarte Melo de Castro Belo Miguel Angel Prado Balboa/
Spyridon Martinis Vera de Morais Pinto Pereira Carneiro
Rui Manuel Rodrigues Lopes Teixeira Manuel Menéndez Menéndez
C
1
António do Pranto Nogueira Leite Acácio Jaime Liberado Mota Piloto
Francisca Guedes de Oliveira Allan J. Katz
1
Francisco Seixas da Costa Maria da Conceição Mota Soares de Oliveira Callé
Lucas
Alejandro Fernández de Araoz/Gómez Acebo

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