Annual / Quarterly Financial Statement • Feb 28, 2014
Annual / Quarterly Financial Statement
Open in ViewerOpens in native device viewer

Don Emilio García-Conde Noriega, Secretario del Consejo de Administración de EDP Renováveis, S.A.
Que excepto los cuatro miembros del Consejo que se indican en la presente, todos los Miembros del Consejo de Administración firmaron las Cuentas Anuales, el Informe de Gestión y la propuesta de aplicación de resultado de EDP Renováveis, S.A. de 2013, así como las Cuentas Anuales y el Informe de Gestión de EDP Renováveis, S.A. consolidadas con sus sociedades dependientes, formuladas por el Consejo de Administración el 25 de febrero de 2014 (las Cuentas Anuales Individuales y Consolidadas).
Los Sres. Don Rafael Caldeira de Castel-Branco Valverde, Don João Manuel Veríssimo Marques da Cruz, Don Gabriel Alonso Imaz y Don Gilles August no firmaron las Cuentas Anuales Individuales y Consolidadas, por no haber podido asistir a la reunión del Consejo de Administración de 25 de febrero de 2014. De acuerdo a mi conocimiento, no hay razón para dudar que las habrían firmado de haber asistido a la mencionada reunión.
La presente certifieación se expide en Madrid, a 26 de febrero de 2014.
Emilio García-Conde Noriega Secretario del Consejo de Administración

Mr. Emilio García-Conde Noriega, Secretary of the Board of Directors of EDP Renováveis, S.A.
That, except for the four Board Members indicated herein below, all Board Members have signed the Annual Financial Statements, Management Report, and Proposed Allocation of EDP Renováveis, S.A. 2013 Net Profit as well as the Annual Financial Statements and Management Report of EDP Renováveis, S.A. and its subsidiaries, formulated by the Board of Directors on February 25th, 2014 (the "Individual and Consolidated Annual Accounts").
Mr. Rafael Caldeira de Castel-Branco Valverde, Mr. João Manuel Veríssimo Marques da Cruz, Mr. Gabriel Alonso Imaz and Mr. Gilles August could not sign the Individual and Consolidated Annual Accounts since they were not able to attend the Board of Directors meeting on February 25th, 2014. To the best of my knowledge, there is no reason to doubt they would have signed them, if they had attended the hereby mentioned Board of Directors meeting.
The present certification is issued in Madrid, on February 26, 2014.
Emilio García-Conde Noriega Seeretary of the Board of Directors

Directors' Report
Year 2013
(With Auditors' Report Thereon)

KPMG Auditores S.L. Ventura Rodríguez, 2 33004 Oviedo
To the Shareholders of EDP Renováveis, S.A.
We have audited the annual accounts of EDP Renováveis, S.A. (the "Company") which comprise the balance sheet at 31 December 2013, the income statement, the statement of changes in equity, the statement of cash flows for the year then ended and the notes thereto. In accordance with legislation governing financial information applicable to the entity specified in note 2 to the accompanying annual accounts and, in particular, with the accounting principles and criteria set forth therein, preparation of the annual accounts is the responsibility of the Company's directors. Our responsibility is to express an opinion on the annual accounts taken as a whole, based on our audit, which was conducted in accordance with prevailing legislation regulating the audit of accounts in Spain, which requires examining, on a test basis, evidence supporting the amounts and disclosures in the annual accounts and evaluating whether their overall presentation, the accounting principles and criteria used and the accounting estimates made comply with the applicable legislation governing financial information.
In our opinion, the accompanying annual accounts for 2013 present fairly, in all material respects, the equity and financial position of the Company at 31 December 2013, and the results of its operations and its cash flows for the year then ended, in accordance with applicable legislation governing financial information and, in particular, with the accounting principles and criteria set forth therein.
The accompanying directors' report for 2013 contains such explanations as the directors the Company consider relevant to the situation of the Company, the evolution of its business and other matters, but is not an integral part of the annual accounts. We have verified that the accounting information contained therein is consistent with that disclosed in the annual accounts for 2013. Our work as auditors is limited to the verification of the directors' report within the scope described in this paragraph and does not include a review of information other than that obtained from the accounting records of the Company.
uditores, S.
Ana Fernández Poderós 26 February 2014
KPMG Auditores S.L., a limited liability Spanish company, is a subsidiary of KPMG Europe LLP and a member firm of the KPMG International Cooperative ("KPMG International"), a Swiss entity
Reg. Mer Madnd, T 11.961, F. 90. Reg: Meir Medild, F 11:36 P, F. 30
Sec. B, H M -188,007, Inscrip, 9
N.I.F. B-78510153
| Assets | Note | 2013 | 2012 |
|---|---|---|---|
| Intangible assets | 5 | 2,158 | 2,374 |
| Property, plant and equipment | 6 | 1,341 | 1,628 |
| Non-current investments in Group companies and associates | 6,525,122 | 8,367,504 | |
| Equity instruments Loans to Group companies Derivatives |
8 10.a 11 |
6,470,377 54,745 |
4,090,612 4,272,201 4,691 |
| Non-current investments | 180 | 224 | |
| Deferred tax assets | 18 | 20,559 | 17,248 |
| Total non-current assets | 6,549,360 | 8,388,978 | |
| Trade and other receivables Trade receivables from Group companies and associates - current Other receivables Personnel |
ರಿ 9 9 |
22,458 11,846 10,611 1 |
2,842 2,784 રેરે 3 |
| Current investments in Group companies and associates Debt securities Derivatives Other investments |
10.a 11 |
5,469 5,122 347 |
807,291 325,082 8,711 473,498 |
| Current prepayments | 73 | 138 | |
| Cash and cash equivalents Cash |
12 | నల్గొ રેરિટ |
રવા રવા |
| Total current assets | 28,562 | 810,812 | |
| Total assets | 6,577,922 | 9,199,790 |
| Equity and Liabilities | Note | 2013 | 2012 |
|---|---|---|---|
| Capital and reserves | |||
| Capital | 13.a | 4,361,541 | 4,361,541 |
| Share premium | 1,228,451 | 1,228,451 | |
| Reserves | 227,335 | 211,389 | |
| Profit for the year | 56,999 | 20,838 | |
| Total equity | 5,874,326 | 5,852,219 | |
| Non-current provisions | 876 | ||
| Long-term employee benefits | 14 | 876 | |
| Non-current payables | 62,874 | 129,960 | |
| Derivatives | 11 | 62,874 | 129,960 |
| Group companies and associates, non-current | 16.a | 324,417 | 2,843,115 |
| Deferred tax liabilities | 18 | 31,616 | 29,866 |
| Total non-current liabilities | 418,907 | 3,003,817 | |
| Current payables | 27,468 | 039 | |
| Derivatives | 11 | 25,384 | |
| Other financial liabilities | 16.b | 2,084 | 039 |
| Group companies and associates, current | 16.a | 245,563 | 326,683 |
| Trade and other payables | 11,658 | 16,132 | |
| Current payables to suppliers | 16.d | 1,212 | 1,395 |
| Suppliers, Group companies and associates, current | 16.d | 7,059 | 12,622 |
| Personnel (salaries payable) | 16.d | 3,128 | 1,839 |
| Public entities, other | 18 | ਣ ਤੇਰੇ | 276 |
| Total current liabilities | 284,689 | 343,754 | |
| Total equity and liabilities | 6,577,922 | 9,199,790 |
| Note | 2013 | 2012 | |
|---|---|---|---|
| CONTINUING OPERATIONS | |||
| Revenues | 9 and 21.a | 104,172 | 272,737 |
| Self-constructed assets | 111 | 198 | |
| Other operating income | 63 | 32 | |
| Non-trading and other operating income | 63 | 32 | |
| Personnel expenses | (10,251) | (8,445) | |
| Salaries and wages | (8,535) | (6,751) | |
| Employee benefits expense | 21.c | (1,716) | (1,694) |
| Other operating expenses | (13,886) | (19,855) | |
| External services | 21.d | (13,680) | (17,116) |
| Taxes | (78) | (2,733) | |
| Other administrative expenses | (128) | (6) | |
| Amortisation and depreciation | 5 and 6 | (1,212) | (1,118) |
| Results from operating activities | 78,997 | 243,549 | |
| Finance income | 9 | 182 | ાં તેર |
| Other investment income | 182 | ાતેર | |
| Other | 182 | ાતેર | |
| Finance costs | ા ર | (39,037) | (182,693) |
| Group companies and associates | (39,037) | (181,384) | |
| Other | (1,309) | ||
| Change in fair value of financial instruments | 9 and 15 | (7,919) | (5,295) |
| 10.e and | |||
| Exchange gains | 16 € | 10,848 | 16,920 |
| Net finance cost | (35,926) | (170,873) | |
| Profit before income tax | 43,071 | 72,676 | |
| Income tax | 18 | 13,928 | (21,838) |
| Profit from continuing operations | 56,999 | 50,838 | |
| DISCONTINUED OPERATIONS | |||
| Profit for the year | 56,999 | 50,838 |
the status and the submit of the subject of the subject of the status and the subject of the status and the status and the subject of the status and the status and the submit
| Note | 2013 | 2012 | |
|---|---|---|---|
| Profit for the year | 56,999 | 50,838 | |
| Total income and expense recognised directly in equity | |||
| Total amounts transferred to the income statement | |||
| Total adjustments to non-financial assets and non-financial liabilities |
|||
| Total recognised income and expense | 56.999 | 50,838 |
| Entity | Capital | Share premium |
Reserves | Share capital increase costs |
Profit for the year |
Total |
|---|---|---|---|---|---|---|
| Balance at 31 December 2012 | 4,361,541 | 1,228,451 | 245,959 | (34,570) | 20.838 | 5,852,219 |
| Recognised income and expense Distribution of profit |
56,999 | 56,999 | ||||
| Reserves | - | 15,946 | - | (15,946) | ||
| Dividends | (34,892) | (34,892) | ||||
| Balance at 31 December 2013 | 4,361,541 | 1,228,451 | 261,904 | (34,570) | રુર્ભ તેતત્ત | 5,874,326 |
| Entity | Capital | Share premium |
Reserves | Share capital increase costs |
Profit for the year |
Total |
|---|---|---|---|---|---|---|
| Balance at 31 December 2011 | 4,361,541 | 1,228,451 | 186,941 | (34,570) | 29,018 | 5,801,381 |
| Recognised income and expense Distribution of profit |
59,018 | 50.838 (59,018) |
201838 | |||
| Balance at 31 December 2012 | 4,361,541 | 1,228,451 | 245,959 | (34,570) | 20,838 | 5,852,219 |
| Note | 2013 | 2012 | |
|---|---|---|---|
| Cash flows from operating activities | |||
| Profit for the year before tax | 43,071 | 72,676 | |
| Adjustments for: | (54,166) | (100,607) | |
| Amortisation and depreciation (+) | 5 and 6 | 1,212 | 1,118 |
| Change in provisions (+/-) | 14 | 450 | । ਤੇਰੇ |
| Finance income (-) | ರಿ | (91,936) | (272,932) |
| Finance costs (+) | ા ર | 39,037 | 182,693 |
| Exchange gains (+/-) | 10.d and 16.f | (10,848) | (16,920) |
| Change in fair value of financial instruments (+/-) | ો રે | 7.919 | 5,295 |
| Changes in operating assets and liabilities | (12,233) | 10,086 | |
| Trade and other receivables (+/-) | (9.886) | 12,328 | |
| Other current assets | 65 | (38) | |
| Trade and other payables (+/-) | (4,458) | (2,826) | |
| Other current liabilities (+/-) | 2,046 | 622 | |
| Other cash flows from (used in) operating activities | 294,702 | (56,945) | |
| Interest paid (-) | (35,263) | (197,525) | |
| Dividends received (+) | 89,602 | ||
| Interest received (+) | 1,639 | 278,172 | |
| Payments for (collections of) loans extended to subsidiaries (+/-) | 272,221 | (119,437) | |
| Income tax paid (received) (+/-) | 18 | (33,497) | (18,155) |
| Cash flows from (used in) operating activities | 271,374 | (74,790) | |
| Cash flows from investing activities | |||
| Payments for investments (-) | (2,512,674) | (31,243) | |
| Group companies and associates | (2,512,056) | (30,220) | |
| Intangible assets | (રકુત) | (1,019) | |
| Property, plant and equipment | (19) | (4) | |
| Proceeds from sale of investments (+) | 2.321.417 | 65,622 | |
| Group companies and associates | 2.321.417 | 64,545 | |
| Property, plant and equipment | 6 | 1,077 | |
| Cash flows from (used in) investing activities | (191,257) | 34,379 | |
| Cash flows from financing activities | |||
| Proceeds from and payments for financial liability instruments | (80,140) | 39,036 | |
| Issue Group companies and associates |
(80,140) | 39,036 | |
| Cash flows from (used in) financing activities | (80,140) | 39,036 | |
| Effect of exchange rate fluctuations | 44 | 1,128 | |
| Net increase/decrease in cash and cash equivalents | 21 | (247) | |
| Cash and cash equivalents at beginning of year | 12 | રવા ન | 788 |
| Cash and cash equivalents at year end | 12 | 262 | રવા I |
The figures disclosed in the annual accounts are expressed in thousands of Euros, the Company's functional and presentation currency.
According to the balance sheet at 31 December 2013, the Company has negative working capital in an amount of Euros 256.1 million. However, Euros 270.9 million of total current liabilities comprise balances with Group companies, of which Euros 245.5 million reflect current account contracts which are automatically renewable for one-year periods and Euros 25.3 million reflect the fair value of one of the derivatives arranged with EDP Energías de Portugal Sucursal en España SA to apply hedge accounting to the interest held in EDP Renewables North America, LLC. Furthermore, the Company is the parent of a Group of companies that generates positive operating cash flows and as such, the directors consider that the Group will generate sufficient cash flows to meet its commitments in the short term.
Consequently, the directors have prepared these annual accounts on a going concern basis.
The proposed distribution of 2013 profit to be submitted to the shareholders for approval at their annual general meeting is as follows:
| Euros | |
|---|---|
| Basis of allocation Profit for the year |
56,998,823.86 |
| Distribution | |
| Legal reserve | 5,699,882.39 |
| Dividends | 34,892,326.48 |
| Voluntary reserve | 16,406,614.99 |
| Total | 56,998,823.86 |
The distribution of profit and reserves of the Company for the year ended 31 December 2012, approved by the shareholders at their annual general meeting held on 23 April 2013, is as follows:
| Euros | |
|---|---|
| Basis of allocation Profit for the year |
50,838,439.82 |
| Distribution | |
| Legal reserve | 5,083,843.98 |
| Dividends | 34.892.326.48 |
| Voluntary reserve | 10,862,269.36 |
| Total | 50,838,439.82 |
At 31 December non-distributable reserves are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2013 | 2012 | |||
| Non-distributable reserves Legal reserve |
29,675 | 24,592 | ||
| 29,675 | 24,592 |
Profit recognised directly in equity cannot be distributed, either directly or indirectly.
Foreign currency transactions have been translated into Euros using the exchange rate prevailing at the transaction date.
Notes to the Annual Accounts
Computer software maintenance costs are charged as expenses when incurred.
(c) Property, plant and equipment
Property, plant and equipment are measured at purchase price and carried at cost less any accumulated depreciation and impairment.
Property, plant and equipment are depreciated by allocating the depreciable amount of the 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 installations | Straight-line | 10 |
| Furniture | Straight-line | 10 |
| Information technology equipment | Straight-line | 4 |
Financial instruments are classified on initial recognition as a financial asset, a financial liability or an equity instrument in accordance with the economic substance of the contractual arrangement and the definitions of a financial asset, a financial liability and an equity instrument.
The Company classifies financial instruments into different categories based on the nature of the instruments and management's intentions on initial recognition.
A financial asset and a financial liability are offset only when the Company currently has the legally enforceable right to offset the recognised amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.
This category also includes the derivative financial instruments described in note 11.
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 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.
Interest is recognised using the effective interest method.
Impairment losses are recognised and reversed 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, 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.
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.
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.
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.
Deferred tax assets and liabilities are recognised in the balance sheet under non-current assets or liabilities, irrespective of the expected date of recovery or settlement.
The Company classifies assets and liabilities in the balance sheet as current and noncurrent. 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 twelve 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 twelve months after the reporting date.
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 work arising from any legal or contractual commitments and for those commitments acquired for the prevention and repair of environmental damage.
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.
The Company hedges the foreign currency risk arising from investments in Group companies denominated in foreign currency. The hedges are classified as fair value hedges. The portion of gains or losses on the hedging instrument or on the changes in the exchange of the monetary item used as the hedging instrument is recognised as exchange gains or losses. Gains or losses on investments related to the foreign currency amount of the underlying 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.
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.
Details of intangible assets and movement are as follows:
| Thousands of Euros | |||||
|---|---|---|---|---|---|
| Balance at | Balance at | ||||
| 31.12.12 | Additions | Transfers | 31.12.13 | ||
| Cost | |||||
| Computer software Computer software |
under | 3,886 | ਦੇ ਤੋਂ ਤੇ | 4,419 | |
| development | રડતે | 690 | (233) | 686 | |
| 4,415 | 690 | 5,105 | |||
| Amortisation | |||||
| Computer software | (2,041) | (906) | (2,947) | ||
| (2,041) | (906) | (2,947) | |||
| Carrying amount | 2,374 | (216) | 2,158 | ||
| ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |
| 1 11 2 19 2017 11 11 11 11 11 11 11 11 11 11 11 11 | ||||
|---|---|---|---|---|
| Balance at 31.12.11 |
Additions | Transfers | Balance at 31.12.12 |
|
| Cost Computer software |
2,708 | 1,178 | 3,886 | |
| software Computer under development |
1.088 | 619 | (1,178) | 529 |
| Amortisation | 3,796 | 6 g | 4,415 | |
| Computer software | (1,241) (1,241) |
(800) (800) |
(2,041) (2,041) |
|
| Carrying amount | 2,555 | (181) | 2,374 |
Details of property, plant and equipment and movement are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| Balance at | Balance at | |||
| 31.12.12 | Additions | Transfers | 31.12.13 | |
| Cost | ||||
| Other installations | 1,639 | 9 | 1,648 | |
| Furniture | 49 | 10 | રતે | |
| Information technology equipment |
રેતેરિ | રેતેરિ | ||
| Under construction | ||||
| 2,284 | 19 | 2,303 | ||
| Depreciation | ||||
| Other installations | (415) | (165) | (580) | |
| Furniture | (5) | (6) | (11) | |
| Information technology equipment |
(236) | (135) | (371) | |
| (656) | (306) | - | (962) | |
| Carrying amount | 1,628 | (287) | 1,341 |
| Thousands of Euros | ||||
|---|---|---|---|---|
| Balance at 31.12.11 |
Additions | Transfers | Balance at 31.12.12 |
|
| Cost | ||||
| Other installations | 1,639 | 1,639 | ||
| Furniture | 49 | 49 | ||
| Information technology | ||||
| equipment | 162 | 4 | 430 | રતેર |
| Under construction | 479 | - | (479) | |
| 2,280 | 4 | - | 2,284 | |
| Depreciation | ||||
| Other installations | (251) | (164) | (415) | |
| Furniture | (5) | (5) | ||
| Information technology equipment |
(87) | (149) | (236) | |
| (338) | (318) | - | (656) | |
| Carrying amount | 1,942 | (314) | 1,628 |
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.
| Thousands of Euros | ||
|---|---|---|
| 2013 | 2012 | |
| EUR/USD exchange rate strengthened by 10% | 21,761 | 22,695 |
| EUR/USD exchange rate weakened by 10% | (26.597) | (27,738) |
This effect essentially derives from the translation of debt in foreign currencies.
Details of financial assets exposed to credit risk are provided in note 10.
Details of direct investments in equity instruments of Group companies are as follows:
| Thousands of Euros | |||
|---|---|---|---|
| 2013 | 2012 | ||
| EDP Renováveis Brasil S.A. | 36,690 | 43,972 | |
| EDP Renewables Europe, S.L.U. | 3,079,340 | 884.352 | |
| EDP Renewables North America, LLC | 3,048,360 | 3,160,098 | |
| EDP Renewables Canada, Ltd | 28.799 | 2,190 | |
| EDP Renovaveis Servicios Financieros S.L | 274,892 | ||
| EDPR PRO V S.L.R | 11 | ||
| South Africa Wind & Solar Power S.L. | 2.278 | ||
| Greenwind S.A | 7 | ||
| 6,470,377 | 4,090,612 | ||
| (note 10a) | (note 10a) |
No impairment losses have been recognised as a result of the tests performed.
Details of direct and indirect investments in Group companies are provided in Appendix I.
Details of the financial assets and financial liabilities contributed in these operations are as follows:
| Assets | Thousands of Euros |
|---|---|
| Non-current investments in Group companies and associates Loans to Group companies |
2,157,247 |
| Current investments in Group companies and associates | |
| Debt securities | 118,618 |
| Other investments | 241,012 |
| 2,516,877 | |
| Liabilities | |
| Group companies and associates, non-current | (2,504,018) |
| Group companies and associates, current | (371) |
| (2,504,389) | |
| Net | 12.488 |
· The Company subscribed another share capital increase by EDP Renováveis Servicios Financieros S.L. for Euros 579,853 thousand.
Details of investments, the fair value of which is hedged against currency risk at 31 December 2013 and 2012, are as follows:
| Thousands of Euros | |||
|---|---|---|---|
| 2013 | 2012 | ||
| EDP Renováveis Brasil S.A. | 36.690 | 43,972 | |
| EDP Renewables North America, LLC. (EDPR NA) | 3,048,360 | 3,160,098 | |
| EDP Renewables Canada, Ltd | 28,799 | ||
| 3,113,849 | 3,204,070 |
In 2012 Company management arranged a hedging instrument to cover the currency risk associated with its Brazilian Reais-denominated investment in EDP Renováveis Brasil S.A. This hedging instrument comprises two swaps arranged for a notional amount of Brazilian Reais 118,000 thousand, equivalent to Euros 45,403 thousand applying the exchange rate at that date. In 2013 the change in fair value of the investment in EDP Renováveis Brasil S.A. totals Euros 7,282 thousand and the change in fair value of the hedging instrument amounts to Euros 8,289 thousand (Euros 1,809 thousand and Euros 1,300 thousand, respectively, in 2012). These amounts have been recognised in exchange gains in the accompanying income statement (see note 11).
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:
| 2013 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Thousands of Euros | ||||||||
| 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 | |
| Assets held for trading Derivative financial |
||||||||
| instruments | 2,762 | 2,762 | ||||||
| Total | 2,762 | 2,762 | ||||||
| Loans and receivables | ||||||||
| Deposits and guarantees | 4 | 4 | 4 | |||||
| Other financial assets | 176 | 176 | 176 | 347 | 347 | 347 | ||
| Trade and other receivables | - | 22,458 | 22,458 | 22,458 | ||||
| Total | 180 | 180 | 180 | 22,805 | 22,805 | 22,805 | ||
| Hedging derivatives | ||||||||
| Traded on OTC markets | - | 54,745 | 54,745 | 2,360 | 2,360 | |||
| Total | 54,745 | 54,745 | 2,360 | 2,360 | ||||
| Total financial assets | 180 | 180 | 54,745 | 54,925 | 22,805 | 22,805 | 5,122 | 27,927 |
| 2012 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Thousands of Euros | ||||||||
| 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 | |
| Assets held for trading Derivative financial instruments |
8,711 | 8,711 | ||||||
| Total | 8,711 | 8,711 | ||||||
| Loans and receivables Loans, fixed rate |
4,272,201 | 4,095,370 | 4,272,201 | 325,082 | 325,082 | 325,082 | ||
| Deposits and guarantees | 16 | 16 | 16 | |||||
| Other financial assets | 208 | 208 | 208 | 473,498 | 473,498 | 473,498 | ||
| Trade and other receivables | - | 2,842 | 2,842 | 2,842 | ||||
| Total | 4,272,425 | 4,095,594 | 4,272,425 | 801,422 | 801,422 | 801,422 | ||
| Hedging derivatives | ||||||||
| Traded on OTC markets | - | 4,691 | 4,691 | |||||
| Total | 4,691 | 4,691 | ||||||
| Total financial assets | 4,272,425 | 4,095,594 | 4,691 | 4,277,116 | 801,422 | 801,422 | 8,711 | 810,133 |
As described in note 8.a, during 2013 the Company contributed financial assets amounting to Euros 2,516,877 thousand to EDP Renováveis Servicios Financieros S.L.
Moreover, EDP Renewables Europe S.L.U repaid in advance the loans of Euros 2,321,418 thousand extended by the Company.
Details of the financial assets derecognised in the operations above during 2013, by category, are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| Contribution to EDPR SF |
Repayment by EDPR EU |
Total | ||
| Non-current investments in Group companies | ||||
| Loans to Group companies | 2,157,247 | 2,114,954 | 4,272,201 | |
| Current investments in Group companies | ||||
| Debt securities | 118.618 | 206,464 | 325.082 | |
| Other financial assets | 241,012 | 241,012 | ||
| 2.516.877 | 2.321.418 | 4,838,295 |
Net losses and gains by category of financial asset are as follows:
| 2013 Thousands of Euros |
||||||
|---|---|---|---|---|---|---|
| Loans and receivables, Group companies |
Loans and receivables, third parties |
Assets held for trading |
Total | |||
| Finance income at amortised cost | 2,152 | 182 | 2,334 | |||
| Dividends | 89,602 | - | 89,602 | |||
| Change in fair value | 4,334 | 4,334 | ||||
| Net gains in profit and loss | 91,754 | 182 | 4,334 | 96,270 |
| 2012 | |||||||
|---|---|---|---|---|---|---|---|
| Thousands of Euros | |||||||
| Loans and receivables, Group companies |
Loans and receivables, third parties |
Assets held for trading |
Total | ||||
| Finance income at amortised cost | 272,737 | । તેર | 272,932 | ||||
| Change in fair value | 1,039 | 1,039 | |||||
| Net gains in profit and loss | 272,737 | ી તેર | 1,039 | 273,971 |
Details of investments in Group companies are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2013 | 2012 | |||
| Non- | Non- | |||
| current | Current | current | Current | |
| Group | ||||
| Equity instruments (note 8) | 6,470,377 | 4,090,612 | ||
| Loans | - | 4,272,201 | 283,369 | |
| Interest | 41,713 | |||
| Derivative financial instruments | ||||
| (note 11) | 54,745 | 5,122 | 4,691 | 8,711 |
| Other financial assets | 347 | 473,498 | ||
| 6,525,122 | 5-469 | 8,367,504 | 807,291 |
Other financial assets comprise current accounts with the Group, which earn daily interest that is settled on a monthly basis. The rate applicable to interest receivable ranges between one-month Euribor plus 1% and one-year Euribor plus 1% whilst the rate applicable to interest payable ranges between one-month Euribor and one-year Euribor.
As a result of the non-monetary contribution and early loan repayment described in note 9, the Company has no loans extended to Group companies at 31 December 2013.
| Thousands of Euros Carrying amount Non- Effective Nominal Nominal Type Currency Current Maturity current amount rate rate Group EUR 6.29% 6.29% 2020 50,159 20,159 Group EUR 5.11% 5.11% 2018 886,691 886,691 Group EUR 5.00% 5.00% 2022 19,989 189,898 169,909 Group 4.81% EUR 4.81% 2022 147,593 15,536 132,057 5.14% Group EUR 5.14% 2023 422,796 40,266 382,530 Group 2023 EUR 5.56% 5.56% 251,742 23,975 227,767 Group EUR 4.80% 2016 4.80% 12,397 16,530 4,133 Group EUR 6.98% 2019 6.98% 69,178 69,178 2019 Group EUR 6.93% 6.93% 297,663 297,663 Group 2019 EUR 6.80% 6.80% 184,332 184,332 Group EUR 5.04% 2020 5.04% 136,093 136,093 Group 4.63% EUR 4.63% 2020 158,481 158,481 Group EUR 5.56% 5.56% 2020 76,771 76,771 Group EUR 6.33% 6.33% 2023 185,684 204,253 18,569 Group EUR 5.78% 5.78% 2023 121,400 121,400 Group EOR 4.78% 4.78% 2021 33,670 303,032 269,362 Group EUR 5.67% 2023 34,200 5.67% 37,620 3,420 Group EUR 5.45% 5.45% 2027 320,063 21,338 298,725 Group 6.54% 6.54% 2016 EUR 241,000 241,000 Group 2016 EUR 7.27% 7.27% 68,205 68,205 Group 2013 56.147 EUR 3.67% 3.67% 56,147 Group 2012 EUR 4.08% 4.08% 26,000 26,000 EUR 5.64% 5.64% 2014 270 Group 270 Group BOR 6.72% 6.72% 2014 408 408 2014 Group BOR 5.30% 5.30% 107 107 EUR 7.26% 7.26% 2013 10,354 Group 10,354 Group EUR 7.26% 2013 7.26% 4,377 4,377 5,595 5.65% 2013 Group EUR 5.65% ર,595 2016 Group EUR 7.08% 21,032 21,032 7.08% Group 8.39% EUR 8.39% 2027 45,000 45,000 Group EUR 6.37% 6.37% 2017 14,400 14,400 Group 6.37% 2017 EUR 6.37% 43,200 43,200 Group 5.74% 5.74% 2024 PLN 26,385 26,385 Group PLN 2015 6.91% 6.91% 17,012 17,012 Group PLN 2014 8.41% 8.41% 75 75 Group 26,216 PLN 8.44% 8.44% 2014 26,216 Group PLN 2014 7.21% 7.21% 281 281 Group PLN 2014 3,442 8.79% 8.79% 3,442 Group 2014 PLN 10.09% 9.76% 3,719 3,719 Group 9.93% PLN 9.93% 2014 1,154 1,154 Group 10.23% 2014 466 PLN 10.23% 466 1.325 PLN 10.26% 2014 Group 10.26% 1,325 PLN 10.58% 2014 Group 10.58% 220 220 PLN 2014 11,888 11,888 Group 10.65% 10.65% 9.47% 2014 13,588 Group PLN 9.47% 13,588 |
2012 | ||||
|---|---|---|---|---|---|
| 2012 | |||||||
|---|---|---|---|---|---|---|---|
| Thousands of Euros | |||||||
| Carrying amount | |||||||
| Type | Currency | Effective rate |
Nominal rate |
Maturity | Nominal amount |
Current | Non- current |
| Group | PLN | 10.09% | 10.09% | 2014 | 28,364 | 28,364 | |
| Group | PLN | 10.37% | 10.37% | 2021 | 10,599 | - | 10,599 |
| Group | PLN | 10.72% | 10.72% | 2021 | 146 | 146 | |
| Total Group | 4,555,570 | 283,369 | 4,272,201 | ||||
| Total | 4,555,570 | 283,369 | 4,272,201 | ||||
All these loans had been extended to EDP Renewables Europe, S.L.U. and its subsidiaries at fixed interest rates.
The classification of financial assets by maturity is as follows:
| 2013 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Thousands of Euros | ||||||||
| 2014 | 2015 | 2016 | 2017 | 2018 | Subsequent years |
Less current portion |
Total non- current |
|
| Deposits and guarantees | ব | ব | ||||||
| Other financial assets | 347 | 176 | (347) | 176 | ||||
| Derivative financial instruments |
5,122 | 4,626 | 4,549 | 33,630 | 11,940 | (5,122) | 54,745 | |
| Trade receivables from Group companies and |
||||||||
| associates | 11,846 | - | (11,846) | |||||
| Other receivables | 10,612 | (10,612) | - | |||||
| Total | 27,927 | 4,626 | 4,549 | 33,630 | 12.120 | (27,927) | 54,925 |
| 2012 Thousands of Euros |
||||||||
|---|---|---|---|---|---|---|---|---|
| 2013 | 2014 | 2015 | 2016 | 2017 | Subsequent years |
Less current portion |
Total non- current |
|
| Loans and receivables Loans |
||||||||
| Fixed rate | 325,082 | 272,719 | 197,908 | 511,131 | 176,763 | 3,113,680 | (325,082) | 4,272,201 |
| Deposits and guarantees | 16 | 16 | ||||||
| Other financial assets | 473,498 | - | 208 | (473,498) | 208 | |||
| Derivative financial | ||||||||
| instruments | 8,711 | - | 4,691 | - | (8,711) | 4,691 | ||
| Trade receivables from Group companies and |
||||||||
| associates | 2,784 | - | (2,784) | |||||
| Other receivables | રેક | (28) | ||||||
| Total | 810,133 | 272,719 | 202,599 | 511,131 | 176,763 | 3,113,904 | (810,133) | 4,277,116 |
Details of trade and other receivables are as follows:
| Thousands of Euros | |||
|---|---|---|---|
| 2013 | 2012 | ||
| Current | Current | ||
| Group | |||
| Trade receivables | 11,846 | 2,784 | |
| Other receivables | 10,556 | ||
| 22,402 | 2,784 | ||
| Unrelated parties | |||
| Other receivables | રે રે | રેરે | |
| Personnel | l | 4 | |
| Total | 22,458 | 2,824 |
Trade receivables from Group companies in 2013 essentially reflect the balance receivable under management support service contracts arranged with EDP Renewables Europe S.L.U and EDP Renewables North America, LLC during 2013 (see note 20 b.).
Other receivables from Group companies comprise balances receivable from the Parent EDP Energías de Portugal S.A., Sucursal en España for the income tax and value added tax amounting to Euros 9,730 thousand and Euros 826 thousand, respectively, as the Company files consolidated tax returns (see note 18).
Details of exchange differences recognised in profit or loss in relation to financial instruments, distinguishing between settled and outstanding transactions, are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2013 | 2012 | |||
| Settled | Outstanding | Settled | Outstanding | |
| Non-current investments Group 10 companies and associates |
1,461 | (54,380) | ||
| investments Hedged in Group companies Loans to companies |
(145,724) | 1,419 42 |
(65,835) 11,455 |
|
| Hedges of net investments in foreign operations Trade and other receivables |
(75) | 54.552 રે તે |
(86) | |
| Cash and cash equivalents | (326) | (159) | (1,129) | |
| Total financial assets | (401) | (91,274) | 1,461 | (55,595) |
Details of derivative financial instruments are as follows:
| 2013 Thousands of Euros |
||||
|---|---|---|---|---|
| Assets | Liabilities | |||
| Non- | Non- | |||
| current | Current | current | Current | |
| Hedging derivatives | ||||
| a) Fair value hedges | ||||
| Net investment hedging swaps (note 8) | 54,745 | 2,360 | 62,874 | 19,898 |
| Total | 54,745 | 2,360 | 62,874 | 19,898 |
| Derivatives held for trading and at fair value through profit or loss |
||||
| b) Foreign currency derivatives Forward exchange contracts |
2,762 | 5,486 | ||
| Total | 2,762 | 5,486 | ||
| Total hedging derivatives | 54,745 | 5,122 | 68,874 | 25,384 |
| 2012 | ||||
|---|---|---|---|---|
| Thousands of Euros | ||||
| Assets | Liabilities | |||
| Non- current |
Current | Non- current |
Current | |
| Hedging derivatives | ||||
| a) Fair value hedges Net investment hedging swaps (note 8) |
1,507 | 128,915 | 41,381 | |
| Total | 1,507 | 128,915 | 41,381 | |
| Derivatives held for trading and at fair value through profit or loss |
||||
| b) Foreign currency derivatives Forward exchange contracts |
3,184 | 8,711 | 1,045 | 12,956 |
| Total | 3,184 | 8,711 | 1,045 | 12,956 |
| Total hedging derivatives | 4,691 | 8,711 | 129,960 | 54,337 |
| (note 10a) | (note 10a) | (note 15) | (note 15) |
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:
| Thousands of Euros | |||
|---|---|---|---|
| Gains/(losses) | |||
| 2013 | 2012 | ||
| Forward exchange contracts | |||
| Net investment hedging swaps (note 8) | 140,927 | 40,623 | |
| Investments in Group companies (note 8) | (141,023) | (41,132) | |
| (તેણ) | (209) |
Details of cash and cash equivalents are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2013 | 2012 | |||
| Cash in hand and at banks | 562 | 541 | ||
| 562 | 541 |
Details of equity and movement during 2013 and 2012 are shown in the statement of changes in equity.
At 31 December 2013 and 2012, 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 which hold a direct or indirect interest of at least 10% in the share capital of the Company at 31 December 2013 and 2012 are as follows:
| 2013 and 2012 | |||
|---|---|---|---|
| Company | Number of shares |
Percentage ownership |
|
| EDP - Energías de Portugal, S.A. Sucursal en España | 541,027,156 | 62.02% | |
| Hidroeléctrica del Cantábrico, S.A. | 135,256,700 | 15.51% | |
| Other (*) | 196,024,306 | 22.47% | |
| 872,308,162 | 100.00% |
(*) Shares quoted on the Lisbon stock exchange
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 (see note 3).
These reserves are freely distributable.
Movement in provisions in 2013 and 2012 is as follows:
| Thousands of Euros | ||||||||
|---|---|---|---|---|---|---|---|---|
| Balance at | Balance at | |||||||
| 31.12.12 | Charges | Transfers | Reversals | 31.12.13 | ||||
| Non-current provisions Long-term employee |
||||||||
| benefits | 876 | 450 | (1,326) | |||||
| Thousands of Euros | ||||||||
| Balance at | Balance at | |||||||
| 31.12.11 | Charges | Applications | Reversals | 31.12.12 | ||||
| Non-current provisions Long-term employee |
||||||||
| benefits | 1,015 | 456 | (રેતેર) | 876 |
(Continued)
In 2013 and 2012, provisions were recognised with a charge to personnel expenses.
The obligations for which these provisions were made must be settled in 2014 and as such, the total amount of the provision has been transferred to current and included under Personnel (salaries payable).
The amount recognised as a provision is the best estimate at the reporting date of the expenditure required to settle the present obligation.
The classification of financial liabilities by category and class and a comparison of the fair value with the carrying amount are as follows:
| 2013 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Thousands of Euros | |||||||||
| 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 | ||
| Liabilities held for trading | |||||||||
| Derivative financial instruments |
5,486 | 5,486 | |||||||
| Total | |||||||||
| Debts and payables | |||||||||
| Group companies | |||||||||
| Fixed rate Variable rate |
324,417 | 302,785 | 324,417 | ||||||
| Other financial | 245,563 | 245,563 | 245,563 | ||||||
| liabilities | 2,084 | 2,084 | 2,084 | ||||||
| Trade and other payables |
11,399 | 11,399 | 11,399 | ||||||
| Total | 324,417 | 302,785 | 324,417 | 259,046 | 259,046 | 259,046 | |||
| Hedging derivatives Traded on OTC markets |
62,874 | 19,898 | 19,898 | ||||||
| 62,874 | |||||||||
| Total | 62,874 | 62,874 | 19,898 | 19,898 | |||||
| Total financial liabilities | 324,417 | 302,785 | 62,874 | 387,291 | 259,046 | 259,046 | 25,384 | 284,430 |
| 2012 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Thousands of Euros | |||||||||
| 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 | ||
| Liabilities held for trading | |||||||||
| Derivative financial instruments |
1,045 | 1,045 | 12,956 | 12,956 | |||||
| Total | 1,045 | 1,045 | 12,956 | 12,956 | |||||
| Debts and payables | |||||||||
| Group companies Fixed rate Variable rate |
2,843,115 | 2,654,426 | 2,843,115 | 120,051 152,295 |
120,051 152,295 |
1 20,051 152,295 |
|||
| Trade and other payables |
15,856 | 15,856 | 15,856 | ||||||
| Total | 2,843,115 | 2,654,426 | - | 2,843,115 | 288,202 | 288,202 | 288,202 | ||
| Hedging derivatives Traded on OTC markets |
128,915 | 128,915 | 41,381 | 41,381 | |||||
| Total | 128,915 | 128,915 | 41,381 | 41,381 | |||||
| Total financial liabilities | 2,843,115 | 2,654,426 | 129,960 | 2,973,075 | 288,202 | 288,202 | 54,337 | 342,539 |
As explained in note 8, during 2013 the Company made a non-monetary contribution of Euros 12,488 thousand to EDP Renováveis Servicios Financieros S.L. as part of the financial restructuring of the EDPR Group. The Company also contributed financial liabilities totalling Euros 2,504,389 thousand which had been classified as non-current in 2012. Furthermore, the Company repaid in advance several loans, with corresponding interests and cancelation fees, amounting to Euros 120,051 thousand which had been classified as current in 2012.
Net losses and gains by financial liability category are as follows:
| 2013 | |||||||
|---|---|---|---|---|---|---|---|
| Thousands of Euros | |||||||
| Debts and payables, Group companies |
Debts and payables, third parties |
Liabilities held for trading |
Total | ||||
| Finance costs at amortised cost Change in fair value |
39.037 | 12,253 | 39,037 12,253 |
||||
| Total | 39,037 | 12,253 | 51,290 |
(Continued)
| 2012 | ||||||
|---|---|---|---|---|---|---|
| Thousands of Euros | ||||||
| Debts and payables, Group companies |
Debts and payables, third parties |
Liabilities held for trading |
Total | |||
| Finance costs at amortised cost Change in fair value |
181,384 | 1.309 | 6,334 | 182,693 6,334 |
||
| Total | 181,384 | 1,309 | 6,334 | 189,027 |
Details of payables to Group companies are as follows:
| Thousands of Euros | |||||||
|---|---|---|---|---|---|---|---|
| 2013 | 2012 | ||||||
| Non- current |
Current | Non- current |
Current | ||||
| Group | |||||||
| Group companies | 324,417 | 2,843,115 | 119,607 | ||||
| Interest | 82 | 444 | |||||
| Suppliers of fixed assets, Group | |||||||
| companies | 80 | 40 | |||||
| Derivative financial instruments | |||||||
| (note 11) | 62,874 | 25,384 | 129,960 | 54,337 | |||
| Current account with Group |
|||||||
| companies | 245,481 | 152,255 | |||||
| Total | 387,291 | 271,027 2,973,075 | 326,683 |
Details of payables are as follows:
| Thousands of Euros | |||
|---|---|---|---|
| 2013 | 2012 | ||
| Current | Current | ||
| Related parties | |||
| Other | 80 | ||
| Unrelated parties | |||
| Interest | 11 | ||
| Guarantees | 2,000 | ||
| Other | 4 | 928 | |
| Total | 2,084 | ਰੇਤੇ ਰੇ |
The terms and conditions of loans and payables are as follows:
| 2013 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Thousands of Euros | ||||||||
| Carrying amount | ||||||||
| Effective | Nominal | Nominal | Non- | |||||
| Type | Currency | rate | rate | Maturity | amount | Current | current | |
| Group | USD | 4.57% | 4.57% | 2018 | 324,417 | 324,417 | ||
| Total | 324,417 | I | 324.417 |
| 2012 Thousands of Euros |
||||||||
|---|---|---|---|---|---|---|---|---|
| Carrying amount | ||||||||
| Type | Currency | Effectiv e rate |
Nominal rate |
Maturity | Nominal amount |
Current | Non- current |
|
| Group | EUR | 4.66% | 4.66% | 2018 | 890,275 | 890,275 | ||
| EUR | 6.93% | 6.93% | 2019 | 186,644 | 186.644 | |||
| EUR | 5.04% | 5.04% | 2020 | 133,124 | 133,124 | |||
| EUR | 6.54% | 6.54% | 2016 | 241,000 | 241,000 | |||
| USD | 4.57% | 4.57% | 2018 | 1,116,252 | - | 1,116,252 | ||
| USD | 7.86% | 7.86% | 2019 | 172,923 | 172,923 | |||
| USD | 7.30% | 7.30% | 2019 | 102,897 | 102,897 | |||
| USD | 7.40% | 7.40% | 2013 | 38,002 | 38,002 | |||
| USD | 8.35% | 8.35% | 2013 | 36,215 | 36,215 | |||
| USD | 7.50% | 7.50% | 2013 | 39,427 | 39,427 | |||
| Total | 2,956,759 | 113,644 | 2,843,115 |
During 2013, the Company contributed financial liabilities amounting to Euros 2,504,389 thousand to EDP Renovàveis Servicios Financieros S.L. as part of the restructuring operation mentioned in note 8.
Furthermore, in 2013, three of the US Dollar-denominated loans amounting to Euros 113,644 thousand extended by EDP Finance BV were repaid in advance. The early repayment of this loan was agreed on 26 December 2012 and entailed costs totalling Euros 5,963 thousand. These were recognised as finance costs on payables to Group companies in the income statement for 2012 and presented as an increase in the balance payable to EDP Finance BV under current payables to Group companies and associates in 2012.
Details of trade and other payables are as follows:
| Thousands of Euros | |||
|---|---|---|---|
| 2013 | 2012 | ||
| Current | Current | ||
| Group | |||
| Suppliers | 7,059 | 12,622 | |
| Unrelated parties | |||
| Trade payables | 1,212 | ાં ,395 | |
| Salaries payable | 3,128 | 1,839 | |
| Public entities, other (note 18) | 259 | 276 | |
| Total | 11,658 | 11,658 |
Payables to Group companies and associates mainly comprise expenses invoiced by EDP Energías de Portugal, S.A. and EDP Energías de Portugal, S.A. (Sucursal en España), primarily for management and IT services and use of the trademark.
The classification of financial liabilities by maturity is as follows:
| 2013 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Thousands of Euros Less |
|||||||||
| 2014 | 2015 | 2016 | 2017 | 2018 | Subsequent years |
current portion |
non- current |
||
| Derivative financial instruments |
25,384 | 31,437 | 31,437 | - | (25,384) | 62,874 | |||
| Group companies and associates |
245,563 | l | 324,417 | i | (245,563) | 324,417 | |||
| Trade and other payables | 11,399 | (11,399) | |||||||
| Total financial liabilities | 282,346 | 31,437 | 355,854 | (282,346) | 387,291 |
| 2012 Thousands of Euros |
||||||||
|---|---|---|---|---|---|---|---|---|
| 2013 | 2014 | 2015 | 2016 | 2017 | Subsequent years |
Less current portion |
Total non- current |
|
| Derivative financial instruments |
54,337 | 129,960 | (54,337) | 129,960 | ||||
| Group companies and associates |
272,346 | 1 | 1 | 241,000 | 2,602,115 | (272,346) | 2,843,115 | |
| Trade and other payables | 15,856 | (15,856) | ||||||
| Total financial liabilities | 342,539 | 241.000 129,960 | 2,602,115 (342,539) 2,973,075 |
Details of exchange differences recognised in profit or loss in relation to financial instruments, distinguishing between settled and outstanding transactions, are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2013 | 2012 | |||
| Settled | Outstanding Settled | Outstanding | ||
| Group companies and associates, non- current |
1,110 | 14,679 | ರಿ | 30,357 |
| Hedges of net investments in foreign operations Trade and other payables |
86,734 | (35) | 40,623 100 |
|
| Total financial liabilities | 1,110 | 101,413 | (26) | 71,080 |
Pursuant to the third additional provision of Law 15/2010 of 5 July 2010, which amends Law 3/2004 and contains measures to combat late payments in commercial transactions, companies are required to expressly disclose information on payment periods with suppliers in the notes to the annual accounts. Details of payments to suppliers in 2013 and 2012 (highlighting the amounts that exceeded the maximum legal period), the weighted average late payment days and the outstanding amount payable that exceeds the maximum legal period at year end are as follows:
| Payments made and outstanding at the reporting date | ||||
|---|---|---|---|---|
| 2013 | 2012 | |||
| Amount | 0/0 | Amount | 0/0 | |
| Within maximum legal period | 7,595 | 40% | 5,765 | 39% |
| Other | 11,399 | 60% | 9,040 | 61% |
| Total payments for the year | 18.994 | 100% | 14,805 | 100% |
| Weighted average late payment days | 239 | 129 | ||
| Late payments exceeding the maximum | ||||
| legal period at the reporting date | 1.357 | 3,999 | I |
Euros 1,178 thousand of the past-due suppliers balance at the 2013 year end are payable to Group companies (Euros 3,924 thousand in 2012).
This law stipulates a maximum legal period of 60 days in 2013 and 75 days in 2012. The Company has applied this criterion when preparing the information required by the Spanish Accounting and Auditing Institute (ICAC) resolution of 29 December 2010 on disclosures in notes to financial statements of late payments to suppliers in commercial transactions, and as such the information for 2013 and 2012 is not directly comparable.
Details of balances with public entities are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2013 | 2012 | |||
| Non- | Non- | |||
| current | Current | current | Current | |
| Assets | ||||
| Deferred tax assets | 20,559 | 17,248 | ||
| 20,559 | 17,248 | |||
| Liabilities | ||||
| Deferred tax liabilities | 31,616 | 29,866 | ||
| Value added tax and similar taxes | રેને જેવી સવલતો પ્રાપ્ય થયેલી છે. આ ગામના લોકોનો મુખ્ય વ્યવસાય ખેતી, ખેતમજૂરી તેમ જ પશુપા | 276 | ||
| 31,616 | રેને જિલ્લાના એક ગામના લોકોનો મુખ્ય વ્યવસાય ખેતી, ખેતમજૂરી તેમ જ પશુપાલન છે. આ ગામનાં લોકોનો મુખ્ય વ્યવસાય ખેતી, ખેતમજૂરી તેમ જ પશુપાલન છે. આ ગામનાં મુખ્યત્વે ખેત | 29,866 | 276 |
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. At 31 December 2013 the Company has recognised income tax receivable of Euros 9,730 thousand (Euros 35,220 thousand payable in 2012) and VAT recoverable of Euros 826 thousand (Euros 797 thousand in 2012). These amounts have been recognised under other receivables in the balance sheet (see note 10 d.).
The Company has the following main applicable taxes open to inspection by the Spanish taxation authorities:
| lax | Years open to inspection |
||
|---|---|---|---|
| Income tax | 2009 to 2012 | ||
| Value added tax | 2010 to 2013 | ||
| Personal income tax | 2010 to 2013 | ||
| Capital gains tax | 2010 to 2013 | ||
| Business activities tax | 2010 to 2013 | ||
| Social Security | 2010 to 2013 | ||
| Non-residents | 2010 to 2013 |
The Company's income tax and value added tax for 2007 and 2008 were subject to an inspection in 2010, which was concluded in 2011.
Due to the treatment permitted by fiscal legislation of certain transactions, additional tax liabilities could arise in the event of inspection. In any case, the Parent's directors do not consider that any such liabilities that could arise would have a significant effect on the annual accounts.
The Company files consolidated tax returns as part of the tax group headed by EDP Energías de Portugal, S.A. Sucursal en España which includes Hidroeléctrica del Cantábrico, S.A., Hidrocantábrico Distribución Eléctrica, S.A., Hidrocantábrico Energía, S.A., Hidrocantábrico Soluciones Comerciales, S.A.,, EDP Servicios Financieros España, S.L., Hidrocantábrico Cogeneración, S.L., Energía e Industria de Toledo, S.A., Cerámica Técnica de Illescas Cogeneración, S.A., Tratamientos Ambientales Sierra de la Tercia, S.A., Sinova Medioambiental, S.A., Iniciativas Tecnológicas de Valoración Energética de Residuos, S.A., HC Energia Gas, S.L., EDP Renewables Europe, S.L.U., EDP Renovables España S.L., EDPR Servicios Financieros S.L., NEO Energía Aragón, S.L., P.E., P.E., P.E., P.E. Los Cantales, S.L., Iberia Aprovechamientos Eólicos, S.A., Acampo Arias, S.L., Bont Vent de Corbera, S.L., Bont Vent de Vilalba, S.L., Desarrollos Eólicos de Galicia, S.A., Desarrollos Eólicos de Tarifa, SAU, Desarrollos Eólicos de Corme, S.A., Desarrollos Eólicos Buenavista, SAU, Desarrollos Eólicos de Lugo, SAU, Desarrollos Eólicos Rabosera, S.A., Desarrollos Eólicos Almarchal, SAU, Desarrollos Eólicos Dumbría, SAU, Eólica Muxia S.L., Eólica La Janda, S.L., Eólica Guadalteba S.L., Eólica Fontesilva S.L., EDP Renovaveis Cantabria S.L., Eólica Curiscao Pumar, S.A., Parques Eólicos del Cantábrico, S.A., Energías Eolicas de la Manchuela, S.A., Parque Eólico Belchite, S.L., Eólica Don Quijote S.L., Eólica Dulcinea S.L, Eólica Sierra de Avila S.L., Eólica de Radona, S.L., Eólica La Navica, S.L., Eólica Garcimuñoz, S.L., Parc Eólic Serra Voltorera, S.L., Parc Eólic Coll de la Garganta, S.L., Bont Vent de L'Ébre, S.L., Iberenergia, S.A, South África Solar Wind Power S.L, Energías de Portugal Investment and Servicies S.L. and EDPR España Promoción y Operación SL.
A reconciliation of net income and expenses for the year with the taxable income/tax loss is as follows:
| 2013 | ||||
|---|---|---|---|---|
| Thousands of Euros Income statement |
||||
| Increases | Decreases | Net | ||
| Profit for the year | 56,999 | |||
| Income tax | (13,928) | |||
| Profit before income tax | 43,071 | |||
| Permanent differences: | ||||
| Individual company | 94 | 94 | ||
| Consolidation adjustments | (89,602) | (89,602) | ||
| Temporary differences: | ||||
| originating in current year | 22,657 | 22,657 | ||
| originating in prior years | (8,653) | (8,653) | ||
| Tax Ince | (37 433) |
| 2012 | ||||
|---|---|---|---|---|
| Thousands of Euros | ||||
| Income statement | ||||
| Increases | Decreases | Net | ||
| Profit for the year | 50,838 | |||
| Income tax | 21,838 | 21,838 | ||
| Profit before income tax | 72,676 | |||
| Permanent differences | 104 | 104 | ||
| Temporary differences: | 58,024 | (13,393) | 44,631 | |
| originating in current year | 58,024 | 58,024 | ||
| originating in prior years | (13,393) | (13,393) | ||
| Taxable income | 117,411 |
Decreases due to permanent differences in 2013 essentially reflect the dividend distributed by EDP Renewables Europe S.L.U.
| 2013 Thousands of Euros |
||||
|---|---|---|---|---|
| Profit and loss |
Equity | Total | ||
| Profit for the period before tax | 43,071 | 43,071 | ||
| Tax at 30% | 12,921 | 12,921 | ||
| Non-deductible expenses Provisions |
28 | 28 | ||
| Non-taxable income Dividends |
(26,880) | (26,880) | ||
| Prior year adjustments | 3 | 3 | ||
| Income tax expense/(income) | (13,928) | (13,928) |
| 2012 Thousands of Euros |
||||
|---|---|---|---|---|
| Profit and loss |
Equity | Total | ||
| Profit for the period before tax | 72,676 | 72,676 | ||
| Tax at 30% | 21,803 | 21,803 | ||
| Non-deductible expenses Provisions |
31 | 31 | ||
| Prior year adjustments | 4 | 4 | ||
| Deductions and credits for the current year | ||||
| Income tax expense/(income) | 21,838 | 21,838 |
Details of the income tax expense/(income) are as follows:
| Thousands of Euros | ||
|---|---|---|
| 2013 | 2012 | |
| Current tax | ||
| Present year | (9,730) | 35,223 |
| Other | 3 | |
| (9,727) | 35,227 | |
| Deferred tax | ||
| Source and reversal of temporary differences | ||
| Provisions | 2,268 | |
| Tax amortisation of EDPR NA goodwill | 1,750 | 1,750 |
| Limited deductibility of finance costs under RD 12/2012 |
(5,777) | (16,230) |
| Salaries payable and other items | (174) | (1,177) |
| (4,201) | (13,389) | |
| (13,928) | 21,838 |
Details of deferred tax assets and liabilities by type of asset and liability are as follows:
| Thousands of Euros | ||||||
|---|---|---|---|---|---|---|
| Assets | Liabilities | Net | ||||
| 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | |
| Tax amortisation of EDPR NA goodwill |
(31,616) | (29,866) | (31,616) | (29,866) | ||
| Salaries payable and other items | 1,192 | 1,018 | 1.192 | 1.018 | ||
| Limited deductibility of finance costs under RD 12/2012 |
19,367 | 16,230 | 19,367 | 16,230 | ||
| Total assets/liabilities | 20,559 | 17,248 | (31,616) | (29,866) | (11,057) | (12,618) |
The variation of Euros 3,137 thousand in deferred tax assets for non-deductible finance costs reflects an increase of Euros 5,777 thousand in 2013 and a decrease of Euros 2,640 thousand for the adjustment made following the definitive calculation for 2012.
Details of deferred tax assets and liabilities that are expected to be realised or reversed in periods exceeding 12 months are as follows:
| Thousands of Euros | ||
|---|---|---|
| 2013 | 2012 | |
| Tax amortisation of EDPR NA goodwill Limited deductibility of finance costs under RD 12/2012 |
(31,616) 19,367 |
(29,866) 16,230 |
| Net | (12,249) | (13,636) |
Given that the Company's activities to develop, construct and operate energy production facilities are carried out through Group subsidiaries 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.
However, on behalf of Group companies, the Company has invested in a number of environmental studies required by prevailing legislation during the development of new facilities and taken the appropriate preventative, corrective and supplementary measures, which have been recognised as an increase in property, plant and equipment under construction.
These annual accounts do not include any environmental costs.
The directors consider that no significant environmental contingencies exist.
(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 16.
Details of balances by category are as follows:
| 2013 Thousands of Euros |
||||
|---|---|---|---|---|
| Group | ||||
| Parent | companies | Directors | Total | |
| Non-current investments with Group Companies |
6,470,377 | 6,470,377 | ||
| Total non-current assets | - | 6,470,377 | 6,470,377 | |
| Trade and other receivables Current investments Cash and cash equivalents |
10,556 | 11,846 347 |
22,402 347 |
|
| Total current assets | 10,556 | 12,193 | 22,749 | |
| Total assets | 10,556 | 6,482,570 | 6,493,126 | |
| Group companies, non-current | 324,417 | 324,317 | ||
| Total non-current liabilities | 324,417 | 324,417 | ||
| Current accounts with Group companies Current payables |
245,563 80 |
245,563 80 |
||
| Trade and other payables | 5,446 | 1,613 | 7,059 | |
| Total current liabilities | 5,446 | 247,256 | 252,702 | |
| Total liabilities | 5,446 | 571,673 | 577,119 |
| 2012 | |||||
|---|---|---|---|---|---|
| Thousands of Euros | |||||
| Group | |||||
| Parent | companies | Directors | Total | ||
| Non-current investments in Group |
|||||
| companies | 4,090,612 | 4,090,612 | |||
| Non-current investments | 4,272,201 | 4,272,201 | |||
| Total non-current assets | 8,362,813 | 8,362,813 | |||
| Trade and other receivables | 2,784 | 2,784 | |||
| Current investments | 154,691 | 643,889 | 798,580 | ||
| Cash and cash equivalents | |||||
| Total current assets | 154,691 | 646,673 | 801,364 | ||
| Total assets | 154,691 | 9,009,486 | 9,164,177 | ||
| Group companies, non-current | 2,843,115 | 2,843,115 | |||
| Total non-current liabilities | 2,843,115 | 2,843,115 | |||
| Current accounts with Group companies | 152,295 | 152,295 | |||
| Current payables | 120,051 | 120,051 | |||
| Trade and other payables | 7,801 | 4,821 | 12,622 | ||
| Total current liabilities | 7,801 | 277,167 | 284,968 | ||
| Total liabilities | 7,801 | 3,120,282 | 3,128,083 |
At 31 December 2013 and 2012 all derivative financial instruments held by the Company have been arranged with Group companies.
The Company's transactions with related parties are as follows:
| 2013 | ||||
|---|---|---|---|---|
| Thousands of Euros | ||||
| Group companies |
Directors | Total | ||
| Income | ||||
| Other services rendered | 12,418 | 12,418 | ||
| Finance income (notes 9 and 21.a) | 2,152 | 2,152 | ||
| Dividends (notes 9 and 21.a) | 89,602 | 89,602 | ||
| 104,172 | 104,172 | |||
| Expenses | ||||
| Operating lease expenses and royalties | (609) | (609) | ||
| Other services received | (5,269) | (5,269) | ||
| Personnel expenses | ||||
| Salaries | (1,204) | (1,204) | ||
| Finance costs (note 15) | (39,037) | (39,037) | ||
| (44,915) | (1,204) | (46,119) |
| 2012 | ||||
|---|---|---|---|---|
| Thousands of Euros | ||||
| Group | ||||
| companies | Directors | Total | ||
| Income | ||||
| Other services rendered | 32 | 32 | ||
| Finance income (notes 9 and 21.a) | 272,737 | 272,737 | ||
| 272,769 | 272,769 | |||
| Expenses | ||||
| Operating lease expenses and royalties | (2,232) | (2,232) | ||
| Other services received | (7,560) | (7,560) | ||
| Personnel expenses | ||||
| Salaries | (1,851) | (1,851) | ||
| Finance costs (note 15) | (181,384) | (181,384) | ||
| (191,176) | (1,851) | (193,027) | ||
| 81-293 | (1.851) | 79.742 |
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 the dividend distributed by EDP Renewables Europe S.L.U.
Details of investments held by the directors and their related parties in companies with identical, similar or complementary statutory activities to that of the Company, as well as positions held and functions and activities performed in these companies, are shown in Appendix II, which forms an integral part of this note to the annual accounts.
Details of revenues by category of activity and geographical market are as follows:
| Thousands of Euros | ||||||||
|---|---|---|---|---|---|---|---|---|
| Domestic | Rest of Europe | United States | Total | |||||
| 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | |
| Other services | 8,984 | 3.434 | 12,418 | |||||
| Finance income | 89,936 | 258,457 | 1,818 | 14,280 | 91,754 | 272,737 | ||
| 98,920 | 258,457 | 1,818 | 14,280 | 3,434 | 104,172 | 272,737 |
Details of income and expenses denominated in foreign currencies are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2013 | 2012 | |||
| Income | ||||
| Financial instruments | 12,495 | |||
| Finance income | 12,495 | |||
| Expenses | ||||
| Financial instruments | (16,082) | (84,049) | ||
| Finance costs | (16,082) | (84,049) | ||
| Net | (16,082) | (71,554) |
The Company's main foreign currency transactions are carried out in US Dollars (US Dollars and Polish Zlotys in 2012)
Details of employee benefits expense are as follows:
| Thousands of Euros | |||
|---|---|---|---|
| 2013 | 2012 | ||
| Employee benefits expense | |||
| Social Security payable by the Company | 1,119 | 1,116 | |
| Other employee benefits expenses | રેત્રે ર | 578 | |
| 1,716 | 1.694 |
Details of external services are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2013 | 2012 | |||
| Leases | 803 | 918 | ||
| Fees | 1,501 | |||
| Independent professional services | 2,525 | 2,275 | ||
| Advertising and publicity | રી તે | 726 | ||
| Other services | 9,833 | 11,696 | ||
| 13,680 | 17,116 |
Leases mainly include the rental of the Company's offices. There are no noncancellable payments at 31 December 2013 and 2012.
Other services primarily include management support, communications and maintenance expenses, as well as travel costs.
At 31 December 2013 the Company has commitments to purchase external services amounting to Euros 2,919 thousand within one year (Euros 1,784 thousand in 2012), Euros 308 thousand within two years (Euros 24 thousand in 2012) and no commitments to purchase external services within three years (Euros 6 thousand in 2012).
The average headcount of the Company in 2013 and 2012, distributed by category, is as follows.
| Number | ||
|---|---|---|
| 2013 | 2012 | |
| Management | 14 | 18 |
| Senior technicians | 86 | 70 |
| Technicians | 5 | 4 |
| Administrative staff | 4 | 4 |
| 109 | તે ઉર્ |
At year end the distribution by gender of Company personnel is as follows:
| Number | Number | |||||
|---|---|---|---|---|---|---|
| 2013 | 2012 | |||||
| Male | Female | Male | Female | |||
| Management | 7 | 3 | 13 | 4 | ||
| Senior technicians | ਦੇਤੋ | 28 | 52 | ર્ટ | ||
| Technicians | 4 | 4 | ||||
| Administrative staff | 3 | 3 | ||||
| 67 | 33 | 72 | 31 |
In 2013, the 17 members of the board of directors are male (all 14 members in 2012 were male).
KPMG Auditores, S.L., the auditors of the individual and consolidated annual accounts of the Company, and other individuals and companies related to the auditors as defined by Audit Law 19/1988 of 12 July 1988, have invoiced the Company the following net fees for professional services during the years ended 31 December 2013 and 2012:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2013 | 2012 | |||
| Audit services, individual and consolidated annual | ||||
| accounts | 146 | 130 | ||
| Assurance services | 3 | 5 | ||
| Review services for internal control over financial | ||||
| reporting | 180 | 180 | ||
| 329 | 31 ਦ |
The amounts detailed in the above table include the total fees for services rendered in 2013 and 2012.
Other companies related to KPMG International have invoiced the Company as follows:
| Thousands of Euros | ||
|---|---|---|
| 2013 | 2012 | |
| Audit-related services | ||
| Audit services, consolidated annual accounts | તે ઉર્ | છેર |
| Other services | 33 | 33 |
| 129 | 129 |
No economic or financial events have taken place since the reporting date that have had an effect on the financial statements or position of the Company.
31 December 2013
Appendix I
Page I of 23
| Thousands of Euros | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Registered offices |
0/0 Auditor |
Activity | Net profit | ||||||||
| Group companies | 0/0 direct interest |
indirect interest |
Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
|||
| RENEWABLES EUROPE, S.L.U | Oviedo, Spain | 100 | KPMG | Holding company Other economic |
249,499 | 2,076,723 | 277,569 | 277,569 | 2,603,791 | ||
| n Africa Wind &Solar Power,S.L.U | Oviedo, Spain | 100 | Unaudited | activities | 231 | 2,047 | (353) | (353) | 1,925 | ||
| Ro Pv,SRL | Romania | 0.1 | ਰੇਰੇ | Unaudited | Holding company Wind farm installation |
17,384 | 2,165 | (1,736) | (1,736) | 17,813 | |
| España, SL. | Spain | 100 | KPMG | and assembly | 8,061 | 470,816 | 47,659 | 47,659 | 526,536 | ||
| Polska, Sp.z.o.o. | Poland | 100 | KPMG | Wind energy production Other economic |
121,228 | 9,186 | (9,212) | (9,212) | 121,202 | ||
| an, B.V | Netherlands | 100 | KPMG | activities | 20 | 7,479 | 4,700 | 4,700 | 12,199 | ||
| nwind, S.A. | Belgium | 0.02 | 99.98 | KPMG | Wind energy production Other economic |
24,924 | 6,918 | 4,325 | 4,325 | 36,167 | |
| Serv Finan .S.L. | Spain | 70.01 | 29.99 | KPMG | activities | 84,691 | 307,768 | 41,656 | 41,656 | 434,115 | |
| Energía Aragón, S.L. | Spain | 100 | Unaudited | Wind energy production | 10 | (3) | 7 | ||||
| Neptun SP.ZO.O | Poland | 100 | Unaudited | Wind energy production | 1 | (14) | (12) | (15) | (28) | ||
| Gryf SP.Z0.0 | Poland | 100 | Unaudited | Wind energy production | 1 | (14) | (12) | (15) | (28) | ||
| Renovaveis Portugal, S.A. | Portugal | રો | KPMG | Wind energy production | 7,500 | 50,964 | 7,511 | 51,524 | 51,524 | 117,499 | |
| Pomorze SP.ZO.O | Poland | 100 | Unaudited | Wind energy production | I | (14) | (15) | (15) | (28) | ||
| Renewables France, S.A.S. | France | 100 | KPMG | Holding company | 151,704 | (24,832) | (27,829) | (27,829) | 99,043 | ||
| Renewables Romania, S.R.L. | Romania | ૪૨ | KPMG | Wind energy production | 497 | 7,849 | (3,277) | (3,277) | 5,069 | ||
| avoda Power, S.R.L. | Romania | 85 | KPMG | Wind energy production | 10,023 | (10,301) | 1,611 | 1,611 | 1,333 | ||
| Renewables Italia, S.R.L. | Italy United |
100 | KPMG | Wind energy production | 34,439 | 5,031 | (3,765) | (3,765) | 35,705 | ||
| R Uk Ltd | Kingdom | 100 | KPMG | Wind energy production | 113 | (4,824) | (3,867) | (3,867) | (8,578) | ||
| rrollos Eólicos de Galicia, S.A. | Coruña, Spain | 100 | KPMG | Wind energy production | 6.130 | 6,888 | 542 | 582 | 582 | 14,142 | |
| rrollos Eólicos de Tarifa, S.A.U | Cadiz, Spain | 100 | KPMG | Wind energy production | 5,800 | 6,340 | 1,124 | 1,124 | 13,264 | ||
| rrollos Eólicos de Corme, S.A. | Coruña, Spain | 100 | KPMG | Wind energy production | 3,666 | 6,101 | 789 | 789 | 10,556 | ||
| rrollos Eólicos Buenavista, S.A.U | Cadiz, Spain | 100 | KPMG | Wind energy production | 1,712 | 3,261 | રરતે | રા ર | રોર | 6,047 | |
| rrollos Eólicos de Lugo, S.A.U. | Lugo, Spain Zaragoza, |
100 | KPMG | Wind energy production | 7,761 | 14,360 | 5,225 | 5,225 | 27,346 | ||
| rrollos Eólicos de Rabosera, S.A. | Spain Almarchal. |
વેરે | KPMG | Wind energy production | 7,561 | 6,439 | 2,186 | 2,186 | 16,186 | ||
| rrollos Eólicos Almarchal S.A.U. | Spain | 100 | KPMG | Wind energy production | 2,061 | 3.473 | રરુર | રેરે | 6,089 | ||
| rrollos Eólicos Dumbría S.A.U. | Coruña, Spain Zaragoza, |
100 | KPMG | Wind energy production | QI | 14,205 | 4,752 | 4,752 | 19,018 | ||
| ue Eólico Santa Quiteria, S.L. | Spain | 58.33 | KPMG | Wind energy production | 63 | 17,077 | 1,814 | 1,814 | 18,954 | ||
| ca La Janda, SL | Madrid, Spain | 100 | KPMG | Wind energy production | 4,525 | 10,316 | 4,488 | 4,488 | 19,329 |
This appendix forms an integral part of note 18 (e).
and the same of the same of the same of the same of the same of the same of
| EDP RENOVAVEIS, S.A. | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Information on Investments in Group Companies | Appendix 1 | ||||||||||
| 31 December 2013 | Page 2 of 23 | ||||||||||
| Thousands of Euros | |||||||||||
| % | % | Net profit | |||||||||
| Group companies | Registered offices |
direct interest |
indirect interest |
Auditor | Activity | Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
| a Guadalteba, S.L. | Sevilla, Spain | 100 | KPMG | Wind energy production | 1,460 | 6,091 | 3,919 | 3,919 | 11,470 | ||
| a Muxia, S.L.U. | Coruña, Spain | 100 | Unaudited | Wind energy production | 23,480 | (19) | 27 | 27 | 23,488 | ||
| a Fontesilva, S.L.U. España Promoción y Operación SLU |
Coruña, Spain Sevilla, Spain |
100 100 |
KPMG Unaudited |
Wind energy production | 6,860 307 |
3,932 44 |
ર્સ્વ (7) |
659 (7) |
11,451 344 |
||
| a Curiscao Pumar, S.A.U. | Madrid, Spain | 100 | KPMG | Wind energy production Wind energy production |
60 | 113 | 2,564 | 2,564 | 2,737 | ||
| ie Eólico Altos del Voltoya S.A. | Madrid, Spain | 61 | KPMG | Wind energy production | 6,434 | 14,067 | 117 | 2,192 | 2,192 | 22,810 | |
| a la Brujula, S.A. | Madrid, Spain | 84.9 | KPMG | Wind energy production | 3,294 | 9,891 | 2,633 | 2,633 | 15,818 | ||
| a Arlanzón S.A. | Madrid, Spain | 77.5 | KPMG | Wind energy production | 4,509 | 7,146 | 1,356 | 1,356 | 13,011 | ||
| a Campollano S.A. | Madrid, Spain | 75 | KPMG | Wind energy production | 6,560 | 18,906 | 5,562 | 5,562 | 31,028 | ||
| le Folico Belchite S.L.U. | Zaragoza, Spain |
100 | KPMG | Wind energy production | 3,600 | 4,190 | 2,657 | 2,657 | 10,447 | ||
| e Eólico La Sotonera S.L. | Laragoza, | ||||||||||
| Wind Farms SP.ZO.O | Spain Poland |
64.84 60 |
KPMG KPMG |
Wind energy production | 2,000 | 4,239 3,709 |
1,362 (868) |
1,362 (868) |
7,601 6,888 |
||
| ta Don Quijote, S.L. | Madrid, Spain | 100 | KPMG | Wind energy production Wind energy production |
4,047 3 |
259 | 2,607 | 2,607 | 2,869 | ||
| a Dulcinea, S.L. | Madrid, Spain | 100 | KPMG | Wind energy production | 10 | 171 | 1,668 | 1,668 | 1,849 | ||
| a Sierra de Avila, S.L. | Madrid, Spain | 100 | KPMG | Wind energy production | 12,977 | 20,533 | (221) | (221) | 33,289 | ||
| a de Radona, S.L.U. | Madrid, Spain | 100 | KPMG | Wind energy production | 22,088 | (1,792) | 1,163 | 1,163 | 21,459 | ||
| a Alfoz, S.L. | Madrid, Spain | 83.73 | KPMG | Wind energy production | 8,480 | 5,272 | 3,546 | 3,546 | 17,298 | ||
| a La Navica, SL | Madrid, Spain | 100 | KPMG | Wind energy production | 10 | 1,419 | 1,938 | 1,938 | 3,367 | ||
| tigación y desarrollo de Energías novables (Ider), S.L. |
León, Spain | 59.59 | KPMG | Wind energy production | 29,451 | (7,735) | 1,605 | 1,605 | 23,321 | ||
| cal Cogeneración, S.A. | Madrid, Spain | 60 | Unaudited | Cogeneration: Electricity production |
60 | (476) | (416) | ||||
| ze Wind Farm SP.ZO.O | Poland | 100 | KPMG | Wind energy production | 15 | 165 | 2,375 | 2,375 | 2,555 | ||
| ts de la Madeleine Energie,SAS | France | 100 | KPMG | Wind energy production | 37 | (3) | (3) | 34 | |||
| ts du Forez Energie, SAS | France | 100 | KPMG | Wind energy production | 37 | (3) | (3) | 34 | |||
| za Wind, SRL | ltaly | 100 | Unaudited | Wind energy production | 10 | (3) | (5) | (5) | 2 | ||
| ues Eólicos del Cantábrico, S.A. strias Medioambientales Río Carrión, |
Oviedo, Spain | 100 | KPMG Unaudited |
Wind energy production Waste: Livestock waste |
9,080 | 30,005 | 1,541 | 1,541 | 40,626 | ||
| Madrid, Spain | 90 | Unaudited | treatment Waste: Livestock waste |
60 | (610) | (550) | |||||
| amientos Mediamb Norte, S.A. | Madrid, Spain | 80 | Unaudited | treatment Waste treatment and |
୧୦ | (20) | 10 | ||||
| bmal, S.A. | Soria, Spain | 90 | recycling | 451 | (281) | 170 | |||||
| ovables Castilla La Mancha, S.A. | Madrid, Spain | 90 | KPMG | Wind energy production | 60 | વેત્તર | 1,640 | 1,640 | 2,695 |
This appendix forms an integral part of note 18 (e).
Appendix l
Page 3 of 23
| 0/0 indirect interest |
Activity | 1 HUUSARUS UI 12011 US | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | Registered offices |
Auditor | Net profit | ||||||||
| 0/0 direct interest |
Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
|||||
| a La Manchuela, S.A. | Albacete, Spain | 100 | KPMG | Wind energy production | 1,142 | 1,545 | 1,143 | 1,143 | 3,830 | ||
| Ilaneta Wind,SRL | Italy | 100 | Unaudited | Wind energy production | 10 | (3) | (4) | (4) | ਤੇ | ||
| agalla Eolica,S.R.L | Italy | 100 | KPMG | Wind energy production Mini-hydroelectric |
ો રે | 57 | 1,684 | 1,684 | 1,756 | ||
| astur, A.I.E. | Oviedo, Spain | 56.76 | Unaudited | energy prod. | 361 | 44 | (4) | (4) | 401 | ||
| npo Arias, SL | Spain | 98.19 | KPMG | Wind energy production | 3,314 | રુજ | 457 | 457 | 3,829 | ||
| PE Sauvageons, SARL | France | 49 | KPMG | Wind energy production | 46 | (261) | (261) | (214) | |||
| PE Le Mee, SARL | France | 49 | KPMG | Wind energy production | 316 | (192) | (192) | 125 | |||
| PE Petite Piece, SARL | France | 49 | KPMG | Wind energy production | 62 | (49) | (49) | 14 | |||
| ien. S.A.S | France | 100 | KPMG | Wind energy production | 5,040 | (2,019) | 64 | 64 | 3,085 | ||
| atay, SAS | France | 100 | KPMG | Wind energy production | 1,640 | 4,273 | (268) | (268) | 5.645 | ||
| k Wind Park III, Sp.z.o.o. | Poland | 100 | KPMG | Wind energy production | 16,616 | (3,278) | (1,978) | (1,978) | 11,360 | ||
| Wind Park I, Sp.z.o.o. | Poland | 100 | KPMG | Wind energy production | રેત્રે રેતે રેતા રહેરાં રહે તે રહે તે રેતા રેતા રાજ્યના સાથે સાથે સાથે સાથે સાથે સાથે છે. આ ગામના લોકોનો મુખ્ય વ્યવસાય ખેતી ખેતી કરવામાં આવેલું છે. આ ગામનાં મુખ્યત્વે આવેલું | 1,724 | 4,779 | (1,795) | (1,795) | 5,305 | |
| Wind Park IV, Sp.z.o.o. | Poland | 100 | Unaudited | Wind energy production | 109 | (831) | (75) | (75) | (797) | ||
| K Wind Park II, Sp.z.o.o. | Poland | 100 | Unaudited | Wind energy production | 123 | (131) | (484) | (484) | (492) | ||
| Renewables Belgium,S.A | Belgium | 100 | KPMG | Holding company | 62 | (12) | (150) | (150) | (100) | ||
| ara Wind Farm, S.R.L. | Romania | કર | Unaudited | Wind energy production | 77 | (886) | (886) | (809) | |||
| a. Garcimuñoz SL | Spain | 100 | Unaudited | Wind energy production | 4,060 | 12,149 | (774) | (774) | 15,435 | ||
| pañía Eólica Campo de Borja, SA | Spain | 75.83 | KPMG | Wind energy production | 858 | 850 | 62 | 62 | 1,770 | ||
| rrollos Catalanes del Viento, SL | Spain | 60 | KPMG | Wind energy production | 10,993 | 19,502 | 227 | 227 | 30,722 | ||
| a Aprovechamientos Eólicos, SAU | Spain | 100 | KPMG | Wind energy production | 1,919 | 461 | 529 | 529 | 2,909 | ||
| no de Caragüelles, S.L. | Spain | 80 | KPMG | Wind energy production | 180 | 268 | રેરે | રેર | 203 | ||
| Renewables SGPS,SA | Portugal | 100 | KPMG | Holding company | રેી | 40,812 | (1,451) | (1,451) | 39,411 | ||
| ue Eólico Los Cantales, SLU | Spain | 100 | KPMG | Wind energy production | 1,963 | 1,352 | 1,632 | 1,632 | 4,947 | ||
| Pt-Promocao e Operacao, S.A | Portugal | 100 | KPMG | Wind farm development | રુ | 9,880 | (153) | (153) | 9,777 | ||
| ues de Generación Eólica, SL | Spain | 60 | KPMG | Wind energy production | 1,924 | 3.887 | 962 | 962 | 6,773 | ||
| aint Bernabé, SAS | France | 100 | KPMG | Wind energy production | 1,600 | 2,199 | 82 | 82 | 3.881 | ||
| egur, SAS | France | 100 | KPMG | Wind energy production | 1.615 | 2,860 | (287) | (287) | 4,188 | ||
| enne D'Etalondes, SARI | France | 100 | Unaudited | Wind energy production | - | (37) | (2) | (2) | (38) | ||
| enne de Saugueuse, SARL | France | 100 | KPMG | Wind energy production | 110 | 139 | 139 | 250 | |||
| Eolien D'Ardennes | France | 100 | Unaudited | Wind energy production | (158) | (157) | |||||
| enne des Bocages, SARL | France | 100 | Unaudited | Wind energy production | 1 | (37) | (a) | (a) | (45) | ||
| Eolien des Longs Champs, SARL | France | 100 | Unaudited | Wind energy production | (86) | 6 | 6 | (79) | |||
| Eolien de Mancheville, SARL | France | 100 | Unaudited | Wind energy production | (46) | (2) | (2) | (47) | |||
| Eolien de Roman, SARL | France | 1 00 | Unaudited | Wind energy production | - | 1,356 | (193) | (193) | 1,164 | ||
| Eolien des Vatines, SAS | France | 100 | KPMG | Wind energy production | 841 | (742) | (36) | (36) | 63 |
This appendix forms an integral part of note 18 (e).
Appendix I
Page 4 of 23
| Thousands of Euros | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Registered offices |
0/0 indirect interest |
Auditor | Activity | Net profit | |||||||
| Group companies | 0/0 direct interest |
Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
||||
| Eolien de La Hetroye, SAS | France | 100 | KPMG | Wind energy production | 37 | (40) | (4) | (4) | (7) | ||
| nne de Callengeville, SAS | France | 100 | EXCO | Wind energy production | 37 | (34) | (5) | (5) | (2) | ||
| Eolien de Varimpre, SAS | France | 100 | KPMG | Wind energy production | 37 | 88 | 28 | 28 | 153 | ||
| Eolien du Clos Bataille, SAS | France | 100 | KPMG | Wind energy production | 410 | (432) | (1) | (1) | (23) | ||
| a de Serra das Alturas,S.A | Portugal | 25.55 | KPMG | Wind energy production | 50 | 3,140 | 1,290 | 1,290 | 4,480 | ||
| adizes- Energia Eólica, SA | Portugal | રો | KPMG | Wind energy production | ર૦ | 100 | 1,833 | 1,833 | 1.983 | ||
| a de Montenegrelo, LDA | Portugal | 25.55 | KPMG | Wind energy production | રે | 6,978 | 2,458 | 2,458 | 9,486 | ||
| a da Alagoa,SA | Portugal | 30.6 | KPMG | Wind energy production | રે0 | 1,733 | 893 | 2,100 | 2,100 | 4,776 | |
| a Indust de Energias limpias S.L. | Spain | 85.8 | Unaudited | Wind energy production | 131 | (92) | 1,345 | 1,345 | 1,384 | ||
| fitament D'Energies Renovables de la | Spain | Infrastructure | |||||||||
| rra Alta S.A | 48.7 | Unaudited | management | 1,994 | (698) | (430) | (430) | 866 | |||
| Vent de L'Ebre S.L.U | Spain | 100 | KPMG | Wind energy production | 12,600 | 1,798 | 3,187 | 3,187 | 17,585 | ||
| Eólic Coll de la Garganta S.L. | Spain | 100 | KPMG | Wind energy production | 6,018 | 11,499 | (343) | (343) | 17,174 | ||
| Eólic Serra Voltorera S.1 | Spain | 100 | KPMG | Wind energy production | 3,458 | 5,799 | રા ર | ર્ટ I રે | 9,772 | ||
| rownia Wiatrowa Kresy I sp zoo | Poland | 100 | Unaudited | Wind energy production | 20 | (532) | (167) | (167) | (679) | ||
| y Offshore renewables limited | United Kingdom | 66.64 | KPMG | Wind energy production | 9,931 | 672 | 1,374 | (562) | (562) | 11,415 | |
| rale Eolienne Canet -Pont de Salaras | |||||||||||
| 12 | France | 100 | KPMG | Wind energy production | 125 | 933 | 33 | 33 | 1,091 | ||
| rale Eolienne de Gueltas Noyal - | |||||||||||
| tiv y S.A.S | France | 100 | KPMG | Wind energy production | 2,261 | 2,969 | (334) | (334) | 4,896 | ||
| rale Eolienne Nco Truc de L'Homme, | |||||||||||
| 15 | France | 100 | KPMG | Wind energy production | 38 | (22) | (77) | (77) | (୧1) | ||
| e de Moulin SARL | France | 100 | KPMG | Wind energy production | 8,001 | (170) | (463) | (463) | 7,368 | ||
| elle SARL | France | 100 | KPMG | Wind energy production | 3,001 | (161) | (257) | (257) | 2,583 | ||
| ze Mines SARL | France | 49 | KPMG | Wind energy production | 80 | (289) | (289) | (508) | |||
| rrollos Eólicos de Teruel SL | Spain | રો | Unaudited | Wind energy production | 60 | 60 | |||||
| ólic de Coll de Moro S.L. | Spain | 60 | KPMG | Wind energy production | 7,809 | 2.173 | 906 | 906 | 10,888 | ||
| olic de Torre Madrina S.L. | Spain | 60 | KPMG | Wind energy production | 7,755 | 4.041 | 1,892 | 1,892 | 13,688 | ||
| Eolic de Vilalba dels Arcs S.L. | Spain | 60 | KPMG | Wind energy production | 3,066 | 3,225 | 713 | 713 | 7,004 | ||
| Vent de Vilalba, SL | Spain | 100 | KPMG | Wind energy production | 3,600 | 152 | 1,225 | 1,225 | 4,977 | ||
| Vent de Corbera, SL | Spain | 100 | KPMG | Wind energy production | 7.255 | 9,589 | 1,625 | 1,625 | 18,469 | ||
| via Wind Farm I s.p. zo.o. | Poland | 100 | KPMG | Wind energy production | 351 | 4,808 | (36) | (36) | 5.123 | ||
| a wiatrowa Starozbery Sp.z.o.o | Poland | 100 | Unaudited | Wind energy production | 130 | (99) | (45) | (45) | (14) | ||
| y-Karpacka mala Energetyka, sp,z.o.o | Poland | કર | Unaudited | Wind energy production | 14 | (77) | (161) | (161) | (224) | ||
| no wind CDI | 140 11 | 100 | I La a ridita . | 18/ | 11 | 117 | 191 | 121 | 195 |
This appendix forms an integral part of note 18 (e).
the submit of the state of the submit of the submit of the submit of the subscription of the subscription of the subscription of the subscription of the submittee of
Appendix I
Page 5 of 23
| Registered offices |
Thousands of Euros | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | Auditor | Activity | Net profit | ||||||||
| 0/0 direct interest |
0/0 indirect interest |
Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
||||
| us - Societa 'a Responsabilita | Unaudited | ||||||||||
| mitada | Italy | 80 | Wind energy production | I 00 | 291 | (501) | (501) | (1 10) | |||
| ord Offsore Windfarm limited | United Kingdom | 66.64 | Unaudited | Wind energy production | |||||||
| oll offshore windfarm limited | United Kingdom | 66.64 | Unaudited | Wind encrgy production | |||||||
| nson offshore windfarma limited | United Kingdom | 66.64 | Unaudited | Wind energy production | |||||||
| Eolien des Bocages Sarl | France | 100 | Unaudited | Wind energy production | 1 | (161) | (160 | ||||
| na Solar,SRL | Romania | 100 | KPMG | Wind cnergy production | 5,158 | (434) | 1,554 | 1,554 | 6,278 | ||
| ir Solar, SRL | Romania | 100 | Unaudited | Wind energy production | 5,896 | (491) | 1,505 | 1,505 | 6.910 | ||
| u Solar, SRL | Romania | 100 | KPMG | Wind energy production | 7.295 | (697) | 1,431 | 1,431 | 8,029 | ||
| u Mare Solar, SRL | Romania | 100 | KPMG | Wind energy production | 4,671 | (393) | 1,159 | 1,159 | 5.437 | ||
| Delta,SRL | Romania | 100 | KPMG | Wind energy production | 110 | (8) | (249) | (249) | (147) | ||
| Epsilon,SRL | Romania | 100 | KPMG | Wind energy production | 110 | (8) | (276) | (276) | (174) | ||
| R Renovaveis Cantabria, SL | Madrid, Spain | 100 | Unaudited | Wind energy production | 300 | (30) | (23) | (23) | 247 | ||
| Castelli Wind srl | Verbania, Italy | 100 | KPMG | Wind energy production | 100 | 6,456 | 2,236 | 2,236 | 8,792 | ||
| ra Wind Farm, S.A. | Bucharest | ૪૨ | KPMG | Wind energy production | 7,149 | (16,802) | 2,886 | 2,886 | (6,767) | ||
| Wind Farm S.A. | Bucharest | કર | KPMG | Wind energy production | 26 | ਰੇ | (266) | (266) | (231) | ||
| Ialomita Power SRL | Bucharest | કર્ | Unaudited | Wind energy production | (73) | (1,800) | (1,800) | (1,873) | |||
| France Holding SAS | France | 100 | KPMG | Wind energy production | 8,500 | (1,336) | (1,336) | 7,164 | |||
| briac II SAS | France | 100 | KPMG | Wind energy production | 1 | ||||||
| Eolien de Montagne Fayel SAS | France | 100 | KPMG | Wind energy production | 37 | (97) | (97) | (60) | |||
| n Wind II sp Z.o.o | Poland | ર્ણ્ટ | Unaudited | Wind energy production | 4 | 10 | (243) | (243) | (229) | ||
| itangle-Fotovoltaica Unipessoal,Lda | Portugal | 100 | KPMG | Wind energy production | 5 | (28) | (28) | (23) | |||
| Renewables North America, LLC | Texas | 100.00% | KPMG | Holding | 3,035,642 | (187,822) | 715 | (74,500) | (74,500) | 2,774,035 | |
| Turbine Prometheus, LP | California | 100.00% | Unaudited | Wind energy production | 4 | (4) | |||||
| Lakes Wind Farm LLC | Minnesota | 100.00% | KPMG | Wind energy production | 139,187 | (13,246) | 2,017 | 2,017 | 127,958 | ||
| Block Wind Farm, LLC | Minnesota | 100.00% | Unaudited | Wind energy production | 4,098 | (14) | 4.084 | ||||
| d County Wind Farm, LLC | Kansas | 100.00% | KPMG | Wind energy production | 197,954 | 3,792 | 1,947 | 1,947 | 203,693 | ||
| estone Wind Purchasing, LLC | Texas | 100.00% | Unaudited | Wind energy production | 1,485 | (811) | 24 | 24 | ୧୯୪ | ||
| Canyon Windpower II LLC | Oklahoma | 100.00% | KPMG | Wind energy production | 101,350 | 13,345 | 1,613 | 1,613 | 116,308 | ||
| Canyon Windpower V, LLC | Oklahoma | 100.00% | KPMG | Wind energy production | 95,853 | 18,145 | 6,602 | 6,602 | 120,600 | ||
| eer Prairie Wind Farm I, LLC | lowa | 100.00% | KPMG | Wind energy production | 353,459 | (2,348) | 7,048 | 12,054 | 12,054 | 370.213 | |
| brush Power Partners, LLC | Washington | 100.00% | KPMG | Wind energy production | 144,461 | (23,273) | (2,343) | (2,343) | 118,845 | ||
| caset Wind Power Partners, LLC | Orcgon | 51.00% | KPMG | Wind energy production | 73,663 | 22,949 | 288 | 3,810 | 3,810 | 100,710 | |
| Trail Wind Farm, LLC | Illionois | 100.00% | KPMG | Wind energy production | 225,676 | 13,077 | 6,252 | 6,252 | 245,005 | ||
| ple River, LLC | New York | 100.00% | Unaudited | Wind energy production | 231.609 | 725 | (1.851) | 3.509 | 3.509 | 233.992 |
This appendix forms an integral part of note 18 (e).
Appendix I
Page 6 of 23
| Thousands of Euros | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | Net profit | ||||||||||
| Registered offices |
0/0 direct interest |
0/0 indirect interest |
Auditor | Activity | Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
|
| Splitter | llionois | 100.00% | KPMG | Wind energy production | 163,617 | (17,075) | (3,798) | (3,798) | 142,744 | ||
| stone Wind Farm, LLC | llionois | 100.00% | Unaudited | Wind energy production | 100,653 | (7,131) | 451 | 451 | 93,973 | ||
| stook Wind Energy LLC | Maine | 100.00% | Unaudited | Wind energy production | 5,824 | (81) | (5) | (5) | 5,732 | ||
| no Rise Wind Farm LLC | New York | 100.00% | Unaudited | Wind energy production | 4,185 | (33) | 4,152 | ||||
| son Windpower LLC | New York | 100.00% | KPMG | Wind energy production | 9,571 | (4,034) | (821) | (851) | 4,686 | ||
| uite Wind, LLC | Texas | 100.00% | KPMG | Wind energy production | 142,283 | 24,024 | 15,498 | 15,498 | 181,802 | ||
| Insdale Wind Farm LLC | Colorado | 100.00% | Unaudited | Wind energy production | 2,503 | (23) | 2,480 | ||||
| Oak Wind, LLC | Texas | 51.00% | KPMG | Wind energy production | 172,370 | 34,245 | 5,293 | 5,293 | 211,908 | ||
| Maple Ridge Wind LLC | Texas | 100.00% | KPMG | Wind energy production | 236,677 | 4,692 | (2,247) | (2,247) | 239,122 | ||
| Prairie Wind Farm II, LLC | Minnesota | 51.00% | KPMG | Wind energy production | 90,980 | 496 | 379 | 2,337 | 2,337 | 94,192 | |
| gton Wind Power Project LLC | Oregon | 100.00% | KPMG | Wind energy production | 104,500 | 5,278 | 1,573 | 1,573 | 11,351 | ||
| al Hill Wind Power Project LLC | Colorado | 100.00% | Unaudited | Wind energy production | 3 | (3) | |||||
| pleweed Wind Power Project LLC | Colorado | 100.00% | Unaudited | Wind energy production | 3 | (3) | |||||
| frail Wind Farm, LLC | llionois | 51.00% | KPMG | Wind energy production | 243,782 | 702 | 2,272 | 6,559 | ર્ રેઝિકે | 253,315 | |
| on Mills Wind Farm, LLC | Colorado | 100.00% | Unaudited | Wind energy production | 2,717 | (71) | (1) | (1) | 2,645 | ||
| Property LLC | Illionois | 100.00% | Unaudited | Wind energy production | 100 | 13 | 13 | 119 | |||
| low Lake Wind Farm, LLC | Indiana | 100.00% | Unaudited | Wind energy production | 197,019 | (10,990) | (2,069) | (2,069) | 183,960 | ||
| atfield Wind Power Project, LLC | Oregon | 100.00% | Unaudited | Wind energy production | 50,209 | 16,616 | 4,712 | 4,712 | 71,537 | ||
| Vento 1, LLC | Texas | 100.00% | KPMG | Wind energy production | 667,198 | 4,878 | 1,584 | 1,584 | 673,660 | ||
| Vento II, LLC | Texas | 51.00% | KPMG | Wind energy production | 592,361 | (2,836) | (246) | (246) | 589,279 | ||
| Vento III, LLC | Texas | 100.00% | KPMG | Wind energy production | 665,838 | (2,447) | (201) | (201) | 662,890 | ||
| zon Wind Ventures LLC | Texas | 100.00% | Unaudited | Wind energy production | 485,503 | 251,422 | 21,047 | 21,047 | 757,972 | ||
| zon Wind Ventures II, LLC | Texas | 100.00% | Unaudited | Wind energy production | 100,940 | 2,956 | 1,033 | 1,033 | 104,929 | ||
| zon Wind Ventures III, LLC | Texas | 100.00% | Unaudited | Wind energy production | 40,151 | 3,238 | 3,358 | 3,358 | 46,747 | ||
| on County Wind Farm, LLC | New York | 100.00% | Unaudited | Wind energy production | 231,615 | (6) | 231,609 | ||||
| Maple Ridge Holdings LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| d West Wind Project, LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Spot, LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| zon Wind Chocolate Bayou I LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| ama Ledge Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| lope Ridge Wind Power Project LLC | Texas | 100.00% | Unaudited | Wind energy production | 9,203 | (121) | 11 | II | 9.093 | ||
| right Summit Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| ord Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| na-Weston Wind Power Project LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| k Prairie Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | 4,592 | (2) | 4,590 | ||||
| kstone Wind Farm II LLC | Texas | 100.00% | Unaudited | Wind energy production | 213,750 | (10,803) | (460) | (460) | 202,487 | ||
This appendix forms an integral part of note 18 (e).
and the complete the large the state of the state of the first of the first and
Appendix I
Page 7 of 23
| 0/0 indirect interest |
Auditor Activity |
I HOUSSEGOS OF EULOS | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | Registered offices |
Net profit | |||||||||
| 0/0 direct interest |
Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
|||||
| stone Wind Farm III LLC | Texas | 100.00% | Unaudited | Wind energy production | 4,618 | (10) | (78) | (78) | 4,530 | ||
| stone Wind Farm IV LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| stone Wind Farm V LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Canyon Windpower III LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Canyon Windpower IV LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Canyon Windpower VI LLC | Texas | 100.00% | KPMG | Wind energy production | 110,241 | 1,644 | 971 | 971 | 112,856 | ||
| dlands Wind Farm II LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| dlands Wind Farm III LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| dlands Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| eaugay River Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| sey Ridge Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| ing Trails Wind, Power Project LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Hills Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| ond Power Partners LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Coast Windpower Management | |||||||||||
| mpany, LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| g Tree Wind Farm II, L.L.C. | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| zon Wind Energy Northwest VII LLC | lexas | 100.00% | Unaudited | Wind energy production | |||||||
| zon Wind Energy Northwest X LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| zon Wind Energy Northwest XI LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| zon Wind Energy Panhandle I LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| zon Wind Energy Southwest I LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| zon Wind Energy Southwest II LLC | lexas | 100.00% | Unaudited | Wind energy production | |||||||
| con Wind Energy Southwest III LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| zon Wind Energy Southwest IV LLC | Icxas | 100.00% | Unaudited | Wind energy production | |||||||
| con Wind Energy Valley I LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| zon Wind MREC Iowa Partners LLC | Texas | 100.00% | Unaudited | Wind cnergy production | |||||||
| zon Wind, Freeport Windpower I LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| er Wind Power Partners, LLC | Texas | 100.00% | Unaudited | Wind encrgy production | |||||||
| ngton Chenoa Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | 8,389 | (a) | (21) | (21) | 8,359 | ||
| hias Wind Farm LLC | llexas | 100.00% | Unaudited | Wind energy production | |||||||
| How Lake Wind Farm II LLC | lexas | 100.00% | KPMG | Wind encrgy production | 135,560 | (3,847) | (1,892) | (1,892) | I29,821 | ||
| Trail Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| h Slope Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| ber Nine Wind Farm LLC | exas | 100 00% | I Inaudited | Wind enerov production |
This appendix forms an integral part of note 18 (e).
and the state of the state of the state of the state of the states of the states of the states of the states of the states
| EDP RENOVAVEIS, S.A. | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Information on Investments in Group Companies 31 December 2013 |
Appendix 1 Page 8 of 23 |
||||||||||
| Thousands of Euros | |||||||||||
| 0/0 | % | Net profit | |||||||||
| Group companies | Registered offices |
direct interest |
indirect interest |
Auditor | Activity | Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
| ic Southwest Wind Farm LLC er Prairie Wind Farm II LLC |
Texas Texas |
100.00% | Unaudited | Wind energy production | |||||||
| lo Bluff Wind Farm LLC | Texas | 100.00% 100.00% |
Unaudited Unaudited |
Wind energy production Wind energy production |
|||||||
| eback Wind Power Project LLC | Texas | 100.00% | Unaudited | Wind energy production | 1,663 | (286) | 1,377 | ||||
| nia Windpower LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| e Creek Wind Farm LLC ern Trail Wind Project I LLC |
Texas Texas |
100.00% 100.00% |
Unaudited Unaudited |
Wind energy production Wind energy production |
|||||||
| tling Wind W1 Energy Center, LLC | Wisconsin | 100.00% | Unaudited | Wind energy production | |||||||
| son Ridge Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Curry Wind Power Project LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| on Wind Energy Midwest IX LLC on Wind Energy Northwest 1 LLC |
Texas Texas |
100.00% 100.00% |
Unaudited Unaudited |
Wind energy production Wind energy production |
|||||||
| son Power Partners LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| er Prairie Interconnection LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Nook Wind Power Project LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Hill Windpower LLC key Ridge Power Partners LLC |
Texas Washington |
100.00% 100.00% |
Unaudited Unaudited |
Wind energy production Wind energy production |
|||||||
| on Creek Power Partners LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Management Company LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| dow Lake Wind Farm IV LLC dow Lake Windfarm 111 LLC |
Indiana Indiana |
100.00% | Unaudited | Wind energy production | 86,504 101,576 |
(559) | (1,380) (13) |
(1,380) (13) |
84,565 99,198 |
||
| Vento IV, LLC | Texas | 100.00% 100.00% |
KPMG KPMG |
Wind energy production Wind energy production |
164,037 | (2,365) (321) |
(99) | (99) | 163,617 | ||
| Vento V, LLC | Texas | 100.00% | KPMG | Wind energy production | 96,269 | (317) | (99) | (99) | 95,853 | ||
| Vento VI, LLC | Texas | 100.00% | KPMG | Wind energy production | 139,510 | (236) | (88) | (88) | 139,186 | ||
| zon Wind Ventures VI, LLC | Texas | 100.00% | Unaudited Unaudited |
Wind energy production | 81,785 | (1,291) | 336 2 |
336 2 |
80,830 | ||
| ngton Chenoa Wind Farm II LLC ngton Chenoa Wind Farm III LLC |
Illinois lllinois |
100.00% 100.00% |
Unaudited | Wind energy production Wind energy production |
435 | (437) | |||||
| Klickitat Wind Power Project LLC | Washington | 100.00% | Unaudited | Wind energy production | |||||||
| zon Wind Energy Northwest IV LLC | Oregon | 100.00% | Unaudited | Wind energy production | |||||||
| Canyon Wind Power VII LLC | Oklahoma | 100.00% | Unaudited | Wind energy production | |||||||
| on Wyoming Transmission LLC olar LLC |
Wyoming Anzona |
100.00% 100.00% |
Unaudited Unaudited |
Wind energy production | |||||||
| k Prairie Wind Farm II LLC | llinois | 100.00% | Unaudited | Wind energy production Wind energy production |
|||||||
| Prairie Wind Farm III LLC | Illinois | 100.00% | Unaudited | Wind energy production | |||||||
| ling Wind Farm LLC | Ohio | 100.00% | Unaudited | Wind energy production | 4,191 | (3) | (1) | (1) | 4,187 | ||
| ding Wind Farm II LLC | Ohio | 100.00% | KPMG | Wind energy production | 128.653 | 6.362 | 5,648 | 5,648 | 140,663 |
This appendix forms an integral part of note 18 (e).
Appendix I
Page 9 of 23
| 0/0 0/0 indirect interest |
Auditor Activity |
Thousands of Euros | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Registered offices |
Reserves | Net profit | ||||||||||
| Group companies | direct interest |
Capital | Other equity |
Continuing operations |
Total | Total equity |
||||||
| ling Wind Farm III LLC | Ohio | 100.00% | Unaudited | Wind energy production | 3,338 | (82) | (47) | (47) | 3,209 | |||
| son Ridge Wind Farm Il LLC | Wyoming | 100.00% | Unaudited | Wind energy production | ||||||||
| son Ridge Wind Farm III LLC | Wyoming | 100.00% | Unaudited | Wind energy production | ||||||||
| son Ridge Wind Farm IV LLC | Wyoming | 100.00% | Unaudited | Wind energy production | ||||||||
| son Ridge Wind Farm V LLC | Wyoming | 100.00% | Unaudited | Wind energy production | ||||||||
| ha-Weston Wind Power Project II, LLC | Oregon | 100.00% | Unaudited | Wind energy production | ||||||||
| ow Lake Wind Farm V, LLC | Indiana | 100.00% | Unaudited | Wind energy production | 2,347 | (8) | 2,339 | |||||
| ton Wind Ventures IB, LLC | Texas | 51.00% | Unaudited | Wind energy production | 169,099 | 68,469 | 19,440 | 19,440 | 257,008 | |||
| ton Wind Ventures IC, LLC | Texas | 100.00% | Unaudited | Wind energy production | 5,763 | 20,455 | 11,560 | 11,560 | 37,778 | |||
| waters Wind Farm LLC | Indiana | 100.00% | Unaudited | Wind energy production | ||||||||
| Star Wind Farm LLC | Ohio | 100.00% | Unaudited | Wind energy production | ||||||||
| Blanco Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | ||||||||
| go Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | ||||||||
| Wind Power LLC | New York | 100.00% | Unaudited | Wind energy production | ||||||||
| din Wind Farm LLC | New York | 100.00% | Unaudited | Wind energy production | ||||||||
| erly Wind Farm LLC | Kansas | 100.00% | Unaudited | Wind energy production | 3,270 | (6) | (13) | (13) | 3,251 | |||
| Vento VII, LLC | lexas | 100.00% | KPMG | Wind energy production | 135,826 | (178) | (87) | (87) | 135,561 | |||
| Vento VIII, LLC | Texas | 100.00% | KPMG | Wind energy production | 144,748 | (200) | (198) | (196) | 144,352 | |||
| zon Wind Ventures VII, LLC | Texas | 100.00% | Unaudited | Wind energy production | 78,321 | 624 | રતેર | રતેર | 79,640 | |||
| zon Wind Ventures VIII, LLC | Texas | 100.00% | Unaudited | Wind energy production | 81,877 | (298) | 189 | 189 | 81,768 | |||
| zon Wind Ventures IX, LLC | Texas | 100.00% | Unaudited | Wind energy production | 45,575 | (3,385) | (998) | (998) | 41,192 | |||
| Vento IX, LLC | Texas | 100.00% | KPMG | Wind energy production | 128,857 | (118) | (86) | (86) | 128,653 | |||
| Vento X, LLC | Texas | 100.00% | KPMG | Wind energy production | 110,414 | (87) | (86) | (86) | 110,241 | |||
| R Wind Ventures X | Texas | 100.00% | Unaudited | Wind energy production | 47,859 | 2,872 | 3,746 | 3,746 | 54,477 | |||
| ling Wind Farm IV, LLC | Ohio | 100.00% | Unaudited | Wind energy production | ||||||||
| County Wind Farm, LLC | Kansas | 100.00% | Unaudited | Wind energy production | ||||||||
| rn Nebraska Wind Farm, LLC | Nebraska | 100.00% | Unaudited | Wind energy production | ||||||||
| e Wind Power LLC | Texas | 100.00% | Unaudited | Wind energy production | ||||||||
| Vento XI, LLC | Texas | 100.00% | Unaudited | Wind energy production | ||||||||
| R Wind Ventures XI | Texas | 100.00% | Unaudited | Wind energy production | ||||||||
| ckle Mountain, L.L.C. | Oklahoma | 100.00% | Unaudited | Wind energy production | ||||||||
| n Power Offsets, L.L.C. | Texas | 100.00% | Unaudited | Wind energy production | 1 | 1 | ||||||
| Valley Sollar Park I, L.L.C. | California | 100.00% | Unaudited | Wind energy production | 7,633 | (1) | (1) | 7,632 | ||||
| Valley Sollar Park II, L.L.C. | California | 100.00% | Unaudited | Wind energy production | 14,839 | (1) | (1) | 14,838 | ||||
| g Tree Wind Farm III, L.L.C. | California | 100.00% | Unaudited | Wind energy production | ||||||||
| g Tree Wind Farm, L.L.C. | California | 100.00% | Unaudited | Wind energy production |
This appendix forms an integral part of note 18 (e).
the submit of the same of the same of the same of the same of the same of the same of
31 December 2013
Appendix I
Page 10 of 23
| Thousands of Euros | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | Registered offices |
Net profit | ||||||||||||
| 0/0 direct interest |
0/0 indirect interest |
Auditor | Activity | Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
|||||
| ining Power Solutions, L.L.C. | lexas | 100.00% | Unaudited | Wind energy production | 338 | (304) | (304) | 34 | ||||||
| RENEWABLES CANADA, LTD | Canada | 100.00% | Unaudited | Holding | (2,214) | 124 | (204) | (204) | (2,294) | |||||
| Renewables Canada LP Ltd. | Canada | 100.00% | Unaudited | Wind energy production | ||||||||||
| Renewables Canada GP Ltd. | Canada | 100.00% | Unaudited | Wind energy production | ||||||||||
| Renewable Energy Canada Ltd. | Canada | 100.00% | Unaudited | Wind energy production | 3,074 | 3.074 | ||||||||
| 242 BC Ltd. | Canada | 100.00% | Unaudited | Wind energy production | 6,149 | 6.149 | ||||||||
| Branch Wind Farm Inc. | Canada | 100.00% | Unaudited | Wind energy production | 6,149 | 6,149 | ||||||||
| FI GP Inc | Canada | 100.00% | Unaudited | Wind energy production | ||||||||||
| Dundas Wind Farm LP | Canada | 100.00% | Unaudited | Wind energy production | 6.149 | (4) | (234) | (234) | 5,911 | |||||
| tfield Holding, L.L.C. | Oregon | 51.00% | Unaudited | Wind energy production | ||||||||||
| RENOVAVEIS BRASIL, S.A. | Sao Paulo | 55.00% | KPMG | Wind energy production | 66,717 | (5,883) | 542 | 542 | 61.376 | |||||
| al Nacional de Energia Eólica, S.A. | ||||||||||||||
| enaeel) | Sao Paulo | 55.00% | KPMG | Wind energy production | ||||||||||
| ás Projectos, Ltda | Sao Paulo | 55.00% | KPMG | Wind energy production | 31,858 | ર ,956 | 4,956 | 4,956 | 42,770 | |||||
| al Eólica Feijao I, S.A. | Sao Paulo | 55.00% | Unaudited | Wind energy production | (133) | (133) | (133) | |||||||
| al Eólica Feijao II, S.A. | Sao Paulo | 55.00% | Unaudited | Wind energy production | (116) | (116) | (116) | |||||||
| al Eólica Feijao III, S.A. | Sao Paulo | 55.00% | Unaudited | Wind energy production | (126) | (126) | (126) | |||||||
| al Eólica Feijao IV, S.A. | Sao Paulo | 55.00% | Unaudited | Wind energy production | (127) | (127) | (127) | |||||||
| al Eólica Aventura, S. A. | Sao Paulo | 55.00% | Unaudited | Wind energy production | ||||||||||
| Renewables South Africa, | Mazars | |||||||||||||
| oprietary, Ltd | Cape Town | 100.00% | Inc. | Wind energy production | 231 | (353) | (353) | (122) | ||||||
| in Trading and Investments | Mazars | |||||||||||||
| prietary, Ltd | Cape Town | 100.00% | Inc. | Wind energy production | (32) | (721) | (721) | (753) | ||||||
| Mazars | ||||||||||||||
| In Trading and Investments Pty, Ltd | Cape Town | 100.00% | Inc. | Wind energy production | (1,271) | (1,271) | (1,271) |
This appendix forms an integral part of note 18 (e).
the state of the state of the state of the status and the states of the states of the states of the states of the states of the states of the states of the states of the stat
Thousands of Euros Net profit Continuin % % direct indirect Other Total g operations Associates Registered offices interest interest Auditor Activity Capital Reserves equity Total equity tament D'Energies Renovables España 18,97 No auditada Infrastructure management 3.869 (821) (65) (65) 2.983 Ebre S.1 sas del Pirineo, S.A. Huesca, España 30 No auditada 455 217 672 Biomass: Electricity production os Energéticos de Castilla, S.A. Burgos, España 300 252 30 No auditada Biomass: Electricity production (48) e Eólico Sierra del Madero, S.A. Soria, España 42 Ernst&Young 7.194 9.576 4.749 4.749 21.519 Prod de encrgía eólica Las Palmas de Gran rollos Eólicos de Canarios, S.A. 44,75 KPMG Wind energy production 5.200 3.192 858 1.150 1.150 Canaria, España Ciudad Real. Siglo XXI, S.A. 25 No auditada Solar energy 80 (18) 62 . España s de Portugal,SA Portugal 35,96 Mazars Wind energy production 25.248 (28.347) 37.220 37,220 34.121 e Eólico Belmonte, S.A. Madrid, España 29,90 KPMG Wind energy production 120 2793 1.334 1.334 4 247 . Cape Offshore Limited
oliennes en Mer de Dieppe-Le (745) (1.854) Edimburg 49 Deloitte Wind energy production -(1.109) (745) . Wind energy production 40 Francia 50 Ernest& Young 40 t, SAS oliennes en Mer de Vendee,SAS Francia 50 Ernest& Young 40 40 Wind energy production Thousands of Euros
| Net profit | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 0/0 | Continuin | ||||||||||
| % direct | indirect | Other | Total | ||||||||
| Jointly controlled entities | Registered offices | interest | interest | Auditor | Activity | Capital | Reserves | equity | operations | Total | equity |
| Tébar/Cuenca, | |||||||||||
| Eolica, S.A. | España | ನು | No auditada | Wind energy production | 4.720 | 1.670 | 1.240 | 1.240 | 7.630 | ||
| ción 2000, S.L. | Madrid, España | 49.15 | KPMG | Wind energy production | 118 | 10.020 | 4.252 | 4.252 | 14.390 | ||
| Las Palmas, | Wind power: Project | ||||||||||
| rollos Energéticos Canarias, S.A. | España | 49.90 | No auditada | development | 60 | (24) | 36 | ||||
| añia Eólica Aragonesa S.A. | España | 50 | Deloitte | Wind energy production | 6.702 | 94.802 | 9.246 | 9.246 | 110.750 | ||
| ock Windpower LLC | Nueva York | 50 | E&Y | Wind energy production | 198.551 | (52.720) | (1.164) | (1.164) | 135.667 | ||
| ock Windpower II LLC | Nueva York | 50 | E&Y | Wind energy production | 75.211 | (19.422) | (1.806) | (1.806) | 53.983 | ||
This appendix forms an integral part of note 18 (e).
Appendix I Page 11 of 23
Appendix I
Page 12 of 23
| Thousands of Euros | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | Registered offices | Activity | Net profit | ||||||||
| % direct interest |
0/0 indirect interest |
Auditor | Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
|||
| RENEWABLES EUROPE, S.L. | Oviedo, Spain | 100 | KPMG | Holding company | 30,000 | 93,240 | 95,602 | 95,602 | 218,842 | ||
| Ro Pv,SRL | Romania | 0.1 | 99 9 | Unaudited | Holding company Wind farm installation |
2 | 1,951 | 84 | 84 | 2037 | |
| España, SL. | Spain | 100 | KPMG | and assembly | 8,061 | 469,314 | 47,535 | 47,535 | 524,910 | ||
| Polska, Sp.z.o.o. | Poland | 100 | KPMG | Wind energy production Other economic |
121,228 | 2,355 | 10 | 5,799 | 5,799 | 129,392 | |
| n, B.V | Netherlands | 100 | KPMG | activities | 20 | 8.904 | 3,075 | 3,075 | 11,999 | ||
| wind, S.A. | Belgium | 70 | KPMG | Wind energy production Other cconomic |
24,924 | 3,747 | (489) | 3,172 | 3,172 | 31,354 | |
| Serv Finan .S.L. | Spain | 100 | Unaudited | activities | 3 | (1) | (1) | 2 | |||
| Energia Aragón, S.L. | Spain | 100 | Unaudited | Wind energy production | 10 | (2) | (1) | (1) | 7 | ||
| Neptun SP.ZO.O | Poland | 100 | Unaudited | Wind energy production | 1 | (1) | (13) | (13) | (13) | ||
| Gryf SP.ZO.O | Poland | 100 | Unaudited | Wind energy production | 1 | (1) | (13) | (13) | (13) | ||
| Renovaveis Portugal, S.A. | Portugal | 100 | KPMG | Wind cnergy production | 7,500 | 28,177 | 8,212 | 45,560 | 45,560 | 89,449 | |
| omorze SP.ZO.O | Poland | 100 | Unaudited | Wind energy production | (1) | (13) | (13) | (13) | |||
| Renewables France, S.A.S. | France | 100 | KPMG | Holding company | 48,527 | (15,529) | (9,303) | (9,303) | 23,695 | ||
| Renewables Romania, S.R.L. | Romania | કરે | KPMG | Wind energy production | 5,443 | (1,585) | (1,585) | 3,858 | |||
| voda Power, S.R.L. | Romania | કર | KPMG | Wind energy production | 10,023 | (11,250) | (6,933) | 1,214 | 1,214 | (6,946) | |
| Renewables Italia, S.R.L. | ltaly | 93.52 | KPMG | Wind energy production | 21,335 | 6,743 | (1,712) | (1,712) | 26,366 | ||
| Uk Ltd | United Kingdom | 100 | KPMG | Wind energy production | 113 | (2,091) | (3,202) | (3,202) | (5,180) | ||
| rollos Eólicos de Galicia, S.A. | Coruña, Spain | 100 | KPMG | Wind energy production | 6,130 | 3777 | 597 | 1,126 | 1,126 | 11,630 | |
| rollos Eólicos de Tarifa, S.A.U | Seville, Spain | 100 | KPMG | Wind energy production | 5,800 | 2,524 | 1,651 | 1,651 | 9,975 | ||
| rollos Eólicos de Corme, S.A. | Seville, Spain | 100 | KPMG | Wind energy production | 3,666 | 3,784 | 1,011 | 1,011 | 8,461 | ||
| rollos Eólicos Buenavista, S.A.U | Seville, Spain | 100 | KPMG | Wind energy production | 1,712 | 1,527 | 602 | 1,271 | 1,271 | 5,112 | |
| rollos Eólicos de Lugo, S.A.U. | Coruña, Spain | 100 | KPMG | Wind energy production | 7,761 | 7,775 | (982) | 7.763 | 7,763 | 22,317 | |
| rollos Eólicos de Raboscra, S.A. | Zaragoza, Spain | તેર | KPMG | Wind energy production | 7,561 | 2,587 | (297) | 3,600 | 3,600 | 13,451 | |
| rollos Eólicos Almarchal S.A.U. | Seville, Spain | 100 | KPMG | Wind energy production | 2,061 | 2,485 | (580) | 615 | ર્ભાર | 4,581 | |
| rollos Eólieos Dumbría S.A.U. | Coruña, Spain | 100 | KPMG | Wind energy production | 61 | 13.131 | 4,284 | 4,284 | 17,476 | ||
| e Eólico Santa Quiteria, S.L. | Zaragoza, Spain | 58.33 | KPMG | Wind energy production | 63 | 13,709 | (129) | 3,187 | 3,187 | 16,830 | |
| a La Janda, SL | Madrid, Spain | 100 | KPMG | Wind energy production | 4,525 | 10,129 | 91 | 91 | 14,745 | ||
| Guadalteba, S.L. | Seville, Spain | 100 | KPMG | Wind energy production | 1,460 | 5,952 | ર્ભાર | ર્ભાર | 8,027 |
This appendix forms an integral part of note 8.
31 December 2012
Thousands of Euros Net profit % % direct Other Total indirect Continuing Group companies Registered offices interest interest Auditor Activity Capital Reserves operations Total equity equity Muxia, S.L.U. Seville, Spain 100 Unaudited Wind energy production 23.480 (85) રહ્ ૯૯ 23.461 Fontesilva, S.L.U. Seville, Spain 100 KPMG Wind energy production 6.860 3.583 349 349 10.792 iva S.A.II Seville, Spain 100 I Inaudited Wind energy production 308 179 (137) (137) 350 Curiscao Pumar, S.A.U. Madrid, Spain 100 KPMG Wind energy production 60 13 1.518 1.518 1.591 e Eólico Altos del Voltoya S.A. Madrid, Spain રા KPMG Wind energy production 7,813 10,113 (105) 3,954 3,954 21,775 de la Peña. S.A. Madrid, Spain 84.9 KPMG Wind energy production 3,294 6,834 (636) 3.570 3,570 13,062 Arlanzón S.A. Madrid, Spain 77.5 KPMG 4,509 3,197 (168) 2,623 2,623 10,161 Wind energy production Campollano S.A. KPMG 6,560 15,115 8,409 8,409 30,084 Madrid, Spain 75 Wind energy production Eólieo Belchite S.L.U. 3,206 3,206 Zaragoza, Spain 100 KPMG Wind energy production 3,600 3,220 10,026 Eólico La Sotonera S.L. 2,045 Zaragoza, Spain 64.84 KPMG Wind energy production 2,000 2,764 (399) 2,045 6,410 Vind Farms SP.ZO.O Poland Wind energy production 4,047 3,724 120 120 7,891 60 Unaudited Don Quijote, S.L. Madrid, Spain 100 KPMG 2,985 2,985 2,989 3 Wind energy production 1 Dulcinea, S.L. 1.692 Madrid, Spain 100 KPMG Wind energy production 10 171 1.692 1.873 Sierra de Avila, S.L. 33,361 Madrid. Spain 100 12.978 21-683 (1.300) KPMG Wind energy production (1,300) de Radona, S.L.U. Madrid, Spain 100 KPMG Wind energy production 22.088 (2.643) 686 686 20.131 Alfoz, S.L. Madrid, Spain 83.73 KPMG Wind energy production 8.480 1.286 3.987 3.987 13.753 La Navica SL Madrid, Spain 100 KPMG Wind energy production 10 1311 1,755 1.755 3 076 igación y desarrollo de Energías ables (Ider), S.L. રુજે. રતુ KPMG 29,451 (9,519) 1,784 1,784 21,716 León, Spain Wind energy production Cogeneration: Electricity al Cogeneración, S.A. Madrid, Spain 60 Unaudited 60 (476) (416) production e Wind Farm SP.ZO.O Poland 100 Unaudited (1) (1) Wind energy production de la Madeleine Energie,SAS France 100 KPMG Wind energy production 37 37 du Forez Energie,SAS France 100 KPMG Wind energy production 37 37 a Wind, SRL Italy 93.52 Unaudited Wind energy production 10 (3) (3) 7 es Eólicos del Cantábrico, S.A. 31,510 Oviedo, Spain 100 KPMG Wind energy production 9,080 19,371 (257) 3,316 3,316 trias Medioambientales Río Waste: Livestock waste ón. S.A. Madrid, Spain 90 Unaudited treatment 60 (610) (550) mientos Mediambientasles del Waste. Livestock waste Madrid, Spain (6) 10 rte. S.A. 60 (6) 80 Unaudited treatment (44) Waste treatment and nal, S.A. Soria, Spain 90 Unaudited recycling 451 (289) 8 170 Wind energy production vables Castilla La Mancha, S.A. 1,501 1,501 2,450 Madrid, Spain 90 KPMG 60 889
This appendix forms an integral part of note 8.
Appendix l Page 13 of 23
31 December 2012
Appendix I
Page 14 of 23
| Thousands of Euros | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | 0/0 indirect interest |
Auditor | Activity | Net profit | |||||||
| Registered offices | % direct interest |
Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
||||
| La Manchuela, S.A. | Albacete, Spain | 100 | KPMG | Wind energy production | 1,142 | 1,161 | 1,505 | 1,505 | 3,808 | ||
| aneta Wind,SRL | Italy | 93.52 | Unaudited | Wind energy production | 10 | (3) | (3) | 7 | |||
| galla Eolica,S.R.L | ltaly | 100 | Unaudited | Wind energy production Mini-hydroelectric |
ાર | 177 | (120) | (120) | 72 | ||
| stur, A.1.E. | Oviedo, Spain | 56.76 | Unaudited | energy prod. | 361 | 48 | (4) | (4) | 405 | ||
| po Arias, SL | Spain | 98.19 | KPMG | Wind energy production | 3,314 | (340) | રેક I | 281 | 3,555 | ||
| E Sauvageons, SARL | France | 49 | KPMG | Wind energy production | - | (106) | 152 | 152 | 47 | ||
| E Le Mee, SARL | France | 49 | KPMG | Wind energy production | 1 | (76) | 393 | 393 | 318 | ||
| E Petite Piece, SARL | France | 49 | KPMG | Wind energy production | 1 | (63) | 125 | 125 | 63 | ||
| ien, S.A.S | France | 100 | KPMG | Wind energy production | 40 | (1,930) | (90) | (90) | (1,980) | ||
| tay, SAS | France | 100 | KPMG | Wind energy production | 1,640 | 2,895 | (675) | 1,378 | 1,378 | 5,238 | |
| Wind Park III, Sp.z.o.o. | Poland | 100 | KPMG | Wind energy production | 16,616 | (2,270) | (724) | (724) | 13,622 | ||
| Wind Park I, Sp.z.o.o. | Poland | 96.4 | KPMG | Wind energy production | 297 | 7,338 | (3,409) | (561) | (562) | 3,964 | |
| Wind Park IV, Sp.z.o.o. | Poland | 100 | Unaudited | Wind energy production | I 09 | (259) | (585) | (585) | (735) | ||
| Wind Park II, Sp.z.o.o. | Poland | 100 | Unaudited | Wind energy production | 123 | (104) | (22) | (22) | (3) | ||
| enewables Belgium,S.A | Belgium | 100 | Unaudited | Holding company | 62 | (12) | (12) | રે0 | |||
| ara Wind Farm, S.R.L. | Romania | ૪૨ | Unaudited | Wind energy production | (188) | 255 | 255 | 67 | |||
| . Garcimuñoz SL | Spain | 100 | Unaudited | Wind energy production | 4,060 | 12,146 | 3 | 3 | 16,209 | ||
| añía Eólica Campo de Borja, SA | Spain | 75.83 | KPMG | Wind energy production | 858 | 725 | 262 | 262 | 1,845 | ||
| rollos Catalanes del Viento, SL | Spain | 60 | KPMG | Wind energy production | 5,993 | 16,338 | 267 | 267 | 22,598 | ||
| Aprovechamientos Eólicos, SAU | Spain | 100 | KPMG | Wind energy production | 1,919 | 221 | 883 | 883 | 3,023 | ||
| o de Caragüelles, S.L. | Spain | 80 | KPMG | Wind energy production | 180 | 247 | 84 | 84 | 511 | ||
| enewables SGPS,SA | Portugal | 100 | KPMG | Holding company | રેપ | (69) | (19) | ||||
| e Eólico Los Cantales, SLU | Spain | 100 | KPMG | Wind energy produetion | 1,963 | 1,130 | 2,475 | 2,475 | 5,568 | ||
| Pt-Promocao e Operacao,S.A | Portugal | 100 | KPMG | Wind farm development | 50 | (609) | (609) | (રંતુ) | |||
| es de Generación Eólica, SL | Spain | 60 | KPMG | Wind energy production | 1,924 | 3,589 | (2,712) | 1,055 | 1,055 | 3,856 | |
| int Bernabé, SAS | France | 100 | KPMG | Wind energy production | 1,600 | 1,464 | (766) | 735 | 735 | 3,033 | |
| egur, SAS | France | 100 | KPMG | Wind energy production | 1,615 | 2,076 | (776) | 784 | 784 | 3,699 | |
| nne D'Etalondes, SARI | France | 100 | Unaudited | Wind energy production | 1 | (34) | (4) | (4) | (37) | ||
| nne de Saugueuse, SARL | France | 100 | Unaudited | Wind energy production | 1 | (35) | 146 | 146 | 112 | ||
| Eolien D'Ardennes | France | 100 | Unaudited | Wind energy production | 1 | (158) | (157) | ||||
| nne des Bocages, SARL | France | 100 | Unaudited | Wind energy production | 1 | (28) | (9) | (a) | (36) | ||
| Eolien des Longs Champs. SARL | France | 100 | Unaudited | Wind energy production | (76) | (10) | (10) | (85) |
This appendix forms an integral part of note 8.
The first of the control of the control of the control of the country of the country of the country of
Appendix I
Page 15 of 23
| Thousands of Euros | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | % direct interest |
Auditor | Activity | Net profit | ||||||||
| Registered offices | 0/0 indirect interest |
Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
|||||
| folien de Mancheville, SARL | France | 100 | Unaudited | Wind energy production | 1 | (44) | (3) | (3) | (46) | |||
| colien de Roman, SARL | France | 100 | Unaudited | Wind energy production | 1 | 686 | 670 | 670 | 1,357 | |||
| Eolien des Vatines, SAS | France | 100 | KPMG | Wind energy production | 37 | (905) | (957) | 163 | 163 | (1,662) | ||
| Eolien de La Hetroye, SAS | France | 100 | KPMG | Wind energy production | 37 | (36) | (4) | (4) | (3) | |||
| ne de Callengeville, SAS | France | 100 | KPMG | Wind energy production | 37 | (29) | (5) | (5) | 3 | |||
| Eolien de Varimpre, SAS | France | 100 | KPMG | Wind energy production | 37 | (378) | (1,080) | 466 | 466 | (955) | ||
| Eolien du Clos Bataille, SAS | France | 100 | KPMG | Wind energy production | 37 | (604) | (839) | 172 | 172 | (1,234) | ||
| i de Serra das Alturas, S.A | Portugal | 50.10 | KPMG | Wind energy production | 50 | 3,140 | 036 | 936 | 4.126 | |||
| dizes- Energia Eólica, SA | Portugal | 100 | KPMG | Wind energy production | 50 | 100 | 906 | 606 | 1.056 | |||
| de Montenegrelo, LDA | Portugal | 50.10 | KPMG | Wind energy production | રે0 | 5,045 | 1,933 | 1,933 | 7,028 | |||
| da Alagoa, SA | Portugal | 60 | KPMG | Wind energy production | રેી | 1,729 | 949 | 1,529 | 1,529 | 4,257 | ||
| a. Indust de Energias limpias S.L. itament D'Energies Renovables de |
Spain | 61.50 | Unaudited | Wind energy production Infrastructure |
131 | 694 | રેકે જેવા છે. આ ગામનાં તેમ જ દૂધની ડેરી જેવી સવલતો પ્રાપ્ય થયેલી છે. આ ગામનાં પ્રાથમિક શાળા, પંચાયતઘર, આંગણવાડી તેમ જ દૂધની ડેરી જેવી સવલતો પ્રાપ્ય થયેલી છે. આ ગામનાં પ્રાથમિ | રેકેક | 1,383 | |||
| ierra Alta S.A | Spain | 48.70 | Unaudited | management | 1,994 | (799) | 100 | 100 | 1,295 | |||
| Vent de L'Ebre S.L.U | Spain | 100 | KPMG | Wind energy production | 12,600 | 1,167 | 5,292 | 5,292 | 19,059 | |||
| Eólic Coll de la Garganta S.L. | Spain | 100 | KPMG | Wind energy production | 1,693 | (704) | (772) | (772) | 217 | |||
| Eólic Serra Voltorera S.1 | Spain | 100 | KPMG | Wind energy production | 3,458 | 5,581 | 218 | 218 | 9,257 | |||
| ownia Wiatrowa Kresy I sp zoo | Poland | 100 | Unaudited | Wind energy production | 20 | (293) | (247) | (247) | (520) | |||
| y Offshore renewables limited ale Eolienne Canet -Pont |
United Kingdom | 66.64 | KPMG | Wind energy production | 9,931 | 1,068 | 1,129 | (157) | (157) | 11,971 | ||
| Salaras S.A.S ale Eolienne de Gueltas Noyal |
France | 100 | KPMG | Wind energy production | 125 | 456 | (906) | 477 | 477 | 152 | ||
| ntiv y S.A.S ale Eolienne Neo Truc de |
France | 100 | KPMG | Wind energy production | 2,261 | 2,332 | 637 | 637 | 5,230 | |||
| Homme ,S.A.S | France | 100 | KPMG | Wind energy production | 38 | (12) | (10) | (IO) | 16 | |||
| e de Moulin SARL | France | 100 | Unaudited | Wind energy production | 1 | (428) | 258 | 258 | (169) | |||
| elle SARL | France | 100 | Unaudited | Wind energy production | 1 | (295) | 134 | 134 | (160) | |||
| e Mines SARL | France | 49 | Unaudited | Wind energy production | 1 | (641) | 721 | 721 | 8 I | |||
| rollos Eólicos de Teruel SL | Spain | 21 | Unaudited | Wind energy production | 60 | 60 | ||||||
| ólic de Coll de Moro S.L. | Spain | 60 | KPMG | Wind energy production | 4,173 | 5 | (3,646) | તેમજૂરી તેમ જ દૂધની ડેરી જેવી સવલતો પ્રતિષ્ઠા છે. આ ગામના લોકોનો મુખ્ય વ્યવસાય ખેતી, ખેતમજૂરી તેમ જ પશુપાલન છે. આ ગામનાં લોકોનો મુખ્ય વ્યવસાય ખેતી, ખેતમજૂરી તેમ જ પશુપાલન છે | છેરે | 628 | ||
| olic de Torre Madrina S.L. | Spain | 60 | KPMG | Wind energy production | 4,173 | (666) | (3,285) | 2,666 | 2,666 | 2,888 | ||
| Colic de Vilalba dels Arcs S.L. | Spain | 60 | KPMG | Wind energy production | 1,432 | 1,020 | (1,498) | 1,274 | 1,274 | 2,228 | ||
| Colic Molinars S.L. | Spain | 54 | Unaudited | Wind energy production | 3 | 3 |
This appendix forms an integral part of note 8.
and the state of the state of the state of the state of the state of the states of the states of the states of the states of the states of the states of the states of the sta
Appendix I
Page 16 of 23
| Activity | 1 Housands of Duris | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | Registered offices interest | % direct | Net profit | ||||||||
| 0/0 indirect interest |
Auditor | Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
||||
| ent de Vilalba, SL | Spain | 100 | KPMG | Wind energy production | 3,600 | (1,066) | 1,515 | 1,515 | 4.049 | ||
| ent de Corbera, SL | Spain | 100 | KPMG | Wind energy production | 7,255 | 8,677 | 912 | 912 | 16,844 | ||
| via Wind Farm I s.p. zo.o. | Poland | 100 | KPMG | Energy production | 351 | 4,877 | (୧୨) | (69) | 5,159 | ||
| wiatrowa Starozbery Sp.z.o.o -Karpacka mala |
Poland | 100 | Unaudited | Energy production | 130 | (71) | (27) | (27) | 32 | ||
| etyka,sp,z.o.o | Poland | 85 | Unaudited | Energy production | 14 | (42) | (35) | (35) | (63) | ||
| o wind S.R.L. us - Societa 'a Responsabilita |
Italy | 93.52 | Unaudited | Energy production | 11 | 124 | (7) | (7) | 128 | ||
| da | Italy | 74.82 | Unaudited | Energy production | 100 | 411 | (120) | (120) | 391 | ||
| d Offhsore Windfarm limited | United Kingdom | 66.64 | Unaudited | Energy production | |||||||
| nson Offshore Windfarm Limited | United Kingdom | 66.64 | Unaudited | Energy production | |||||||
| nson Offshore Windfarm Limited | United Kingdom | 66.64 | Unaudited | Energy production | |||||||
| Colien des Bocages Sarl | France | 100 | Unaudited | Energy production | 1. | (163) | 2 | 2 | (160) | ||
| a Solar,SRL | Romania | 100 | Unaudited | Energy production | ব | 100 | 100 | 105 | |||
| r Solar,SRL | Romania | 100 | Unaudited | Energy production | 3 | 117 | 117 | 121 | |||
| Solar SRL | Romania | 100 | Unaudited | Energy production | રો | 21 | 52 | ||||
| Mare Solar, SRL | Romania | 100 | Unaudited | Energy production | 3 | 88 | 88 | 92 | |||
| Delta,SRL | Romania | 100 | Unaudited | Energy production | |||||||
| Epsilon,SRL | Romania | 100 | Unaudited | Energy production | |||||||
| Renovaveis Cantabria, SL | Madrid | 100 | Unaudited | Wind energy production | 300 | (15) | (15) | (15) | 270 | ||
| Castelli Wind srl | Verbania | 93.52 | Unaudited | Wind energy production | 100 | 6,597 | (141) | (141) | 6,556 | ||
| a Wind Farm, S.A. | Bucharest | કરે | KPMG | Wind energy production | 7,149 | (16,998) | (4,629) | 330 | 330 | (14,148) | |
| dia Wind Farm S.A. | Bucharest | 85 | KPMG | Wind energy production | 26 | (5) | (11) | (11) | 10 | ||
| lalomita Power SRL | Bucharest | 85 | Unaudited | Wind energy production | (4) | (90) | (90) | (94) |
This appendix forms an integral part of note 8.
Appendix 1
Page 17 of 23
| T DOUSSIIOS OF EALO2 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net profit | ||||||||||||
| Group companies | Registered offices | % direct interest |
0/0 indirect interest |
Auditor | Activity | Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
|
| Renewables North America, LLC | Texas | 100.00% | KPMG | Holding company | 3,147,380 | (170,316) | 278 | (62,007) | (62,007) | 2,915,335 | ||
| Turbine Prometheus, LP | California | 100.00% | Unaudited | Wind energy production | 5 | (2) | ||||||
| akes Wind Farm LLC | Minnesota | 100.00% | KPMG | Wind energy production | 150,130 | (13,687) | (158) | (158) | 136,285 | |||
| Block Wind Farm, LLC | Minnesota | 100.00% | Unaudited | Wind energy production | 4,115 | (12) | (0) | (0) | 4,100 | |||
| County Wind Farm, LLC | Kansas | 100.00% | KPMG | Wind energy production | 221,693 | 2,128 | 1,835 | 1,835 | 225,656 | |||
| stone Wind Purchasing, LLC | Texas | 100.00% | Unaudited | Wind energy production | 1,641 | (841) | (7) | (7) | 793 | |||
| Canyon Windpower II LLC | Oklahoma | 100.00% | KPMG | Wind energy production | 110,777 | 12,172 | 1,776 | 1,776 | 124,725 | |||
| Canyon Windpower V, LLC | Oklahoma | 100.00% | KPMG | Wind energy production | 113,438 | 11,189 | 7,776 | 7,776 | 132.403 | |||
| er Prairie Wind Farm 1, LLC | lowa | 100.00% | KPMG | Wind energy production | 401,492 | (14,252) | 7,737 | 11,798 | 11,798 | 406,775 | ||
| rush Power Partners, LLC | Washington | 100.00% | KPMG | Wind energy production | 153,513 | (8,538) | (15,789) | (15,789) | 129,186 | |||
| aset Wind Power Partners, LLC | Oregon | 51.00% | KPMG | Wind energy production | 85,542 | 18,684 | 317 | 5,303 | 5,303 | 109,846 | ||
| Trail Wind Farm, LLC | Illinois | 100.00% | KPMG | Wind energy production | 256,692 | 7,625 | 6,044 | 6,044 | 270,361 | |||
| e River, LLC | New York | 100.00% | Unaudited | Wind energy production | 227,970 | (156) | (2,099) | 913 | 913 | 226,628 | ||
| plitter | Illinois | 100.00% | KPMG | Wind energy production | 174,869 | (12,703) | (5,144) | (5,144) | 157,022 | |||
| stone Wind Farm, LLC | Illinois | 100.00% | Unaudited | Wind energy production | 110,561 | (6,477) | (977) | (977) | 103,107 | |||
| took Wind Energy LLC | Maine | 100.00% | Unaudited | Wind energy production | 9,944 | (90) | (1) | (1) | 9,853 | |||
| o Rise Wind Farm LLC | New York | 100.00% | Unaudited | Wind energy production | 4,211 | (34) | 0 | 0 | 4.177 | |||
| on Windpower LLC | New York | 100.00% | KPMG | Wind energy production | 9.447 | (3,186) | (1,031) | (1,031) | 5,230 | |||
| uite Wind, LLC | Texas | 100.00% | KPMG | Wind energy production | 170,378 | 21,603 | 3,507 | 3,507 | 195,488 | |||
| nsdale Wind Farm LLC | Colorado | 100.00% | Unaudited | Wind energy production | 2,742 | (17) | (7) | (7) | 2,718 | |||
| Dak Wind, LLC | Texas | 51.00% | KPMG | Wind energy production | 197,189 | 31,085 | 4,710 | 4,710 | 232,984 | |||
| Maple Ridge Wind LLC | Texas | 100.00% | KPMG | Wind energy production | 258,905 | 2,791 | 133 | 2,114 | 2,114 | 263,943 | ||
| Prairie Wind Farm 11, LLC | Minnesota | 51.00% | KPMG | Wind energy production | 102,814 | (906) | 426 | 1,424 | 1,424 | 103,758 | ||
| gton Wind Power Project LLC | Oregon | 100.00% | KPMG | Wind energy production | 117,584 | 3,926 | 1,591 | 1.591 | 123,101 | |||
| I Hill Wind Power Project LLC | Colorado | 100.00% | Unaudited | Wind energy production | 3 | (3) | ||||||
| leweed Wind Power Project LLC | Colorado | 100.00% | Unaudited | Wind energy production | 3 | (3) | ||||||
| rail Wind Farm, LLC | Illinois | 51.00% | KPMG | Wind energy production | 275,452 | (5,611) | 2,499 | 6,345 | 6,345 | 278,685 | ||
| on Mills Wind Farm, LLC | Colorado | 100.00% | Unaudited | Wind energy production | 2,595 | (74) | 2,521 | |||||
| Property LLC | Illinois | 100.00% | Unaudited | Wind energy production | 111 | 111 | ||||||
| ow Lake Wind Farm, LLC | Indiana | 100.00% | Unaudited | Wind energy production | 211,816 | (7,666) | (3,822) | (3,822) | 200,328 | |||
| tfield Wind Power Project, LLC | Oregon | 100.00% | Unaudited | Wind energy production | 60,335 | 12,877 | 4,491 | 4,491 | 77,703 | |||
| Vento I, LLC | Texas | 100.00% | KPMG | Wind energy production | 757,769 | 3,736 | 1,363 | 1,363 | 762,868 | |||
| Vento II, LLC | Texas | 51.00% | KPMG | Wind energy production | 670,403 | (2,646) | (318) | (318) | 667,439 | |||
| Vento 111, LLC | Texas | 100.00% | KPMG | Wind energy production | 748,470 | (1,940) | (617) | (617) | 745,913 |
This appendix forms an integral part of note 8.
and the state of the state of the state of the state of the states of the states of the states of the states of the states of the states of the states of the states of the st
Appendix I
Page 18 of 23
Thousands of Euros
| Net profit | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | Registered offices | % direct interest |
0/0 indirect interest |
Auditor | Activity | Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
| 898,149 | |||||||||||
| on Wind Ventures I LLC | lexas | 100.00% | Unaudited | Wind energy production | 635,351 | 241,473 | 21,325 | 21,325 | 110,397 | ||
| on Wind Ventures II, LLC | Texas | 100.00% | Unaudited | Wind energy production | 107,307 | 2,021 | 1,069 | 1,069 | |||
| on Wind Venturcs III, LLC | Texas | 100.00% | Unaudited | Wind energy production | 47,252 | 810 | 2,575 | 2,575 | 50.637 | ||
| n County Wind Farm, LLC | New York | 100.00% | Unaudited | Wind energy production | 227,976 | (6) | 227,970 | ||||
| Maple Ridge Holdings LLC | l'exas | 100.00% | Unaudited | Wind energy production | |||||||
| West Wind Project, LLC | lexas | 100.00% | Unaudited | Wind energy production | |||||||
| Spot, LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| on Wind Chocolate Bayou I LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| ma Ledgc Wind Farm LLC | Texas | 100.00% | Unaudited | Wind cnergy production | |||||||
| ppe Ridge Wind Power Project LLC | Texas | 100.00% | Unandited | Wind energy production | 11,124 | (II) | (116) | (116) | 10,997 | ||
| ight Summit Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| rd Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| a-Weston Wind Power Project LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Prairie Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | 4.811 | (1) | (1) | (1) | 4,809 | ||
| stone Wind Farm II LLC | Texas | 100.00% | Unaudited | Wind energy production | 231,440 | (6,425) | (4,867) | (4,867) | 220,148 | ||
| stone Wind Farm III LLC | Texas | 100.00% | Unandited | Wind energy production | 4,524 | (10) | (1) | (1) | 4,513 | ||
| stone Wind Farm IV LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| stone Wind Farm V LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Canyon Windpower III LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Canyon Windpower IV LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Canyon Windpower VI LLC | Texas | 100.00% | KPMG | Wind energy production | 116,748 | II | 1,707 | 1,707 | 118,466 | ||
| lands Wind Farm II LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| lands Wind Farm III LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| lands Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| augay River Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| ey Ridge Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| ing Trails Wind, Power Project LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Hills Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| ond Power Partners LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Coast Windpower Management | |||||||||||
| any, LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Tree Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| on Wind Energy Northwest VII LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| on Wind Energy Northwest X LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
This appendix forms an integral part of note 8.
the state of the state of the state of the state of the state of the states of the states of the states of the states of the states of the states of the states of the states
Thousands of Euros Net profit 0/2 % direct Continuing indirect Other Total Group companies Registered offices interest interest Auditor Activity Capital Reserves equity operations Total equity on Wind Energy Northwest XI LLC 100.00% Texas Unaudited Wind energy production on Wind Energy Panhandle I LLC Texas 100.00% Unaudited Wind energy production on Wind Energy Southwest I LLC Texas 100.00% Unaudited Wind energy production on Wind Energy Southwest 11 LLC Texas 100 በሰ% Unaudited Wind energy production on Wind Energy Southwest III LLC Texas 100.00% Unaudited Wind energy production on Wind Energy Southwcst IV LLC 100.00% Texas Unaudited Wind energy production on Wind Energy Valley I LLC Texas 100.00% Unaudited Wind encrgy production on Wind MREC Iowa Partners LLC Texas 100.00% Unaudited Wind energy production on Wind, Freeport Windpower I Texas 100.00% Unaudited Wind energy production or Wind Power Partners, LLC 100.00% Texas Unaudited Wind energy production gton Chenoa Wind Farm LLC Texas 100.00% Unaudited Wind energy production 8,604 (9) 8,595 100.00% as Wind Farm LLC Texas Unaudited Wind energy production ow Lake Wind Farm II LLC Texas 100.00% KPMG Wind energy production 144.891 (1,860) (2,162) (2,162) 140.869 Trail Wind Farm LLC Texas 100 00% I Inaudited Wind energy production Slope Wind Farm LLC Texas 100.00% Unaudited Wind energy production er Nine Wind Farm LLC Texas 100.00% Unaudited Wind energy production c Southwest Wind Farm LLC Texas 100.00% Unaudited Wind energy production er Prairie Wind Farm II LLC Texas ነበር ስርዓት በመሬት የሚገኝ ነው። የጥንተ፡ንጥር ጥናት (ኬሚስትሪ) ነው። የጥንተ፡ንጥር ጥናት (ኬሚስትሪ) ነው። የጥንተ፡ንጥር ጥናት (ኬሚስትሪ) ነው። የጥንተ፡ንጥር ጥናት (ኬሚስትሪ) የጥንተ፡ንጥር ጥናት (ኬሚስትሪ) የጥንተ፡ንጥር ጥናት (ኬሚስትሪ) I Inaudited Wind energy production lo Bluff Wind Farm LLC Texas 100.00% Unaudited Wind energy production eback Wind Power Project LLC (295) 1,477 Texas 100.00% Unaudited Wind energy production 1.776 (4) (295) ia Windpower LLC Texas 100.00% Unaudited Wind energy production 100.00% Creek Wind Farm LLC Texas Unaudited Wind energy production rn Trail Wind Project I LLC Texas 100 00% Unaudited Wind energy production ling Wind WI Energy Center, LLC Texas 100.00% Unaudited Wind energy production on Ridge Wind Farm LLC 100.00% Unaudited Wind energy production Texas Curry Wind Power Project LLC Texas 100.00% Unaudited Wind energy production on Wind Energy Midwest IX LLC Texas 100.00% Unaudited Wind energy production on Wind Energy Northwest I LLC Texas በሰብ በሰዓራ Unaudited Wind energy production on Power Partners LLC Texas 100 00% I Inaudited Wind energy production er Prairie Interconnection LLC 100.00% Wind energy production Texas Unaudited ook Wind Power Project LLC 100.00% Wind energy production Texas Unaudited 100.00% Ill Windpower LLC Texas Unaudited Wind energy production tey Ridge Power Partners LLC Texas 100.00% Unaudited Wind energy production
This appendix forms an integral part of note 8.
Texas
100.00%
Unaudited
Wind energy production
n Creek Power Partners LLC
Appendix I
Page 20 of 23
Thousands of Euros
| Net profit | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Group companies | Registered offices | % direct interest |
0/0 indirect interest |
Auditor | Activity | Capital | Reserves | Other equity |
Continuing operations |
Total | Total equity |
| Management Company LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| bw Lake Wind Farm IV LLC | Indiana | 100.00% | Unaudited | Wind energy production | 92,432 | 123 | (707) | (707) | 91,848 | ||
| bw Lake Windfarm III LLC | Indiana | 100.00% | KPMG | Wind energy production | 110,053 | (1,148) | (1,323) | (1,323) | 107,582 | ||
| Vento IV, LLC | Texas | 100.00% | KPMG | Wind energy production | 175,205 | (234) | (102) | (102) | 174.869 | ||
| Vento V, LLC | Texas | 100.00% | KPMG | Wind energy production | 113,770 | (230) | (102) | (102) | 113,438 | ||
| Vento VI, LLC | Texas | 100.00% | KPMG | Wind energy production | 150,377 | (156) | (90) | (90) | 150,131 | ||
| on Wind Ventures V1, LLC | Texas | 100.00% | Unaudited | Wind energy production | 85,447 | (1,713) | 363 | 363 | 84,097 | ||
| gton Chenoa Wind Farm II LLC | Illinois | 100.00% | Unaudited | Wind energy production | 454 | (2) | (456) | (456) | (4) | ||
| gton Chenoa Wind Farm III LLC | Illinois | 100.00% | Unaudited | Wind energy production | |||||||
| lickitat Wind Power Project LLC | Washington | 100.00% | Unaudited | Wind energy production | |||||||
| on Wind Energy Northwest IV LLC | Oregon | 100.00% | Unaudited | Wind energy production | |||||||
| Canyon Wind Power VII LLC | Oklahoma | 100.00% | Unaudited | Wind energy production | |||||||
| on Wyoming Transmission LLC | Wyoming | 100.00% | Unaudited | Wind energy production | |||||||
| olar LLC | Arizona | 100.00% | Unaudited | Wind energy production | |||||||
| Prairie Wind Farm II LLC | Illinois | 100.00% | Unaudited | Wind energy production | |||||||
| Prairie Wind Farm 111 LLC | Illinois | 100.00% | Unaudited | Wind energy production | |||||||
| ng Wind Farm LLC | Ohio | 100.00% | Unaudited | Wind energy production | 4,369 | (1) | (2) | (2) | 4,366 | ||
| ng Wind Farm II LLC | Ohio | 100.00% | KPMG | Wind energy production | 144,299 | 2,213 | 4,437 | 4,437 | 150,949 | ||
| ng Wind Farm III LLC | Ohio | 100.00% | Unaudited | Wind energy production | 3,265 | (29) | (57) | (57) | 3,179 | ||
| on Ridge Wind Farm II LLC | Wyoming | 100.00% | Unaudited | Wind energy production | |||||||
| on Ridge Wind Farm III LLC | Wyoming | 100.00% | Unaudited | Wind energy production | |||||||
| on Ridge Wind Farm IV LLC | Wyoming | 100.00% | Unaudited | Wind energy production | |||||||
| on Ridge Wind Farm V LLC | Wyoming | 100.00% | Unaudited | Wind energy production | |||||||
| a-Weston Wind Power Project II, | |||||||||||
| Oregon | 100.00% | Unaudited | Wind energy production | ||||||||
| ow Lake Wind Farm V, LLC | Indiana | 100.00% | Unaudited | Wind energy production | 2.401 | (5) | (3) | (3) | 2,393 | ||
| on Wind Ventures IB, LLC | Texas | 51.00% | Unaudited | Wind energy production | 227,989 | 52,629 | 18,938 | 18,938 | 299,556 | ||
| on Wind Ventures IC, LLC | Texas | 100.00% | Unaudited | Wind energy production | 6,023 | 13,190 | 8,190 | 8,190 | 27,403 | ||
| waters Wind Farm LLC | Indiana | 100.00% | Unaudited | Wind energy production | |||||||
| tar Wind Farm LLC | Ohio | 100.00% | Unaudited | Wind energy production | |||||||
| lanco Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| go Wind Farm LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Wind Power LLC | New York | 100.00% | Unaudited | Wind energy production | |||||||
| lin Wind Farm LLC | New York | 100.00% | Unaudited | Wind energy production | |||||||
| rly Wind Farm LLC | Kansas | 100.00% | Unaudited | Wind energy production | 2.615 | (5) | (5) | 2,610 |
This appendix forms an integral part of note 8.
the state of the state of the state of the state of the states of the states of the states of the states of the states of the states of the states of the states of the states
Appendix I
Page 21 of 23
Thousands of Euros
| Group companies | Net profit | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Registered offices | % direct interest |
0/0 indirect interest |
Auditor | Activity | Capital | Reserves | Other equity |
Continuing operations |
Total | ||
| Vento VII, LLC | Texas | 100.00% | KPMG | Wind energy production | 145,078 | (97) | (90) | (90) | 144,891 | ||
| Vento VIII, LLC | Texas | 100.00% | KPMG | Wind energy production | 153,684 | (81) | (128) | (128) | 153,475 | ||
| on Wind Ventures VII, LLC | Texas | 100.00% | Unaudited | Wind energy production | 83,046 | (34) | 687 | 687 | 83,699 | ||
| on Wind Ventures VIII, LLC | Texas | 100.00% | Unaudited | Wind cnergy production | 82,907 | (478) | 167 | 167 | 82,596 | ||
| on Wind Ventures IX, LLC | Texas | 100.00% | Unaudited | Wind energy production | 57,377 | (2,684) | (853) | (853) | 53,840 | ||
| Vento IX, LLC | Texas | 100.00% | KPMG | Wind energy production | 144,422 | (34) | (89) | (89) | 144,299 | ||
| Vento X, LLC | Texas | 100.00% | KPMG | Wind energy production | 116,838 | (19) | (72) | (72) | 116.747 | ||
| Wind Ventures X | Texas | 100.00% | Unaudited | Wind energy produetion | 45,493 | (43) | 3,045 | 3,045 | 48,495 | ||
| ng Wind Farm IV, LLC | Ohio | 100.00% | Unaudited | Wind energy production | |||||||
| County Wind Farm, LLC | Kansas | 100.00% | Unaudited | Wind energy production | |||||||
| n Nebraska Wind Farm, LLC | Nebraska | 100.00% | Unaudited | Wind energy production | |||||||
| Wind Power LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Vento XI, LLC | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| Wind Ventures XI | Texas | 100.00% | Unaudited | Wind energy production | |||||||
| RENEWABLES CANADA, LTD | Canada | 100.00% | Unaudited | Holding company | 2,284 | (1,127) | (1,345) | (1,345) | (188) | ||
| Renewables Canada LP Ltd. | Canada | 100.00% | Unaudited | Wind energy production | 3,370 | 3,370 | |||||
| Renewables Canada GP Ltd. | Canada | 100.00% | Unaudited | Wind energy production | |||||||
| Renewable Energy Canada Ltd. | Canada | 100.00% | Unaudited | Wind energy production | 3 | 3 | |||||
| 42 BC Ltd. | Canada | 100.00% | Unaudited | Wind energy production | 3 | 3 | |||||
| Braneh Wind Farm Inc | Canada | 100.00% | Unaudited | Wind energy produetion | |||||||
| Fl GP Inc | Canada | 100.00% | Unaudited | Wind energy production | |||||||
| Dundas Wind Farm LP | Canada | 100.00% | Unaudited | Wind energy production | (4) | (4) | (4) | ||||
| RENOVAVEIS BRASIL, S.A. al Nacional de Energia Eólica, S.A. |
Sao Paulo | 55.00% | KPMG | Wind energy production | 80,388 | (4,706) | (2,382) | (2,382) | 73,300 | ||
| eel) | Sao Paulo | 55.00% | KPMG | Wind energy production | 4,585 | 868 | (900) | 900 | 900 | 5,453 | |
| is Projectos, Ltda | Sao Paulo | 55.00% | KPMG | Wind energy production | 38,386 | 7,176 | (4,721) | 4,721 | 4,721 | 45,562 | |
| al Eólica Feijao I, S.A. | Sao Paulo | 55.00% | Unaudited | Wind energy production | |||||||
| al Eólica Feijao II, S.A. | Sao Paulo | 55.00% | Unaudited | Wind energy production | |||||||
| al Eólica Feijao II, S.A. | Sao Paulo | 55.00% | Unaudited | Wind energy production | |||||||
| al Eólica Feijao IV, S.A. | Sao Paulo | 55.00% | Unaudited | Wind energy production | |||||||
| al Eólica Aventura, S. A. | Sao Paulo | 55.00% | Unaudited | Wind energy production | |||||||
| Wind energy production |
This appendix forms an integral part of note 8.
Appendix I
Page 22 of 23
| Thousands of Euros | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Associates | Registered offices | % direct interest |
0/0 indirect interest |
Auditor | Activity | Capital | Reserves | Other equity |
Net profit Continuin operations |
Total | Total equity |
|
| tament D'Energies Renovables ore S.I |
Spain | 18.97% | Unaudited | Infrastructure management | 3,870 | (721) | 102) | (102) | 3.047 | |||
| sas del Pirineo, S.A. | Huesca, Spain | 30.00% | Unaudited | Biomass: Electricity production | 455 | (217) | 238 | |||||
| os Energéticos de Castilla, S.A. | Burgos, Spain | 30.00% | Unaudited | Biomass: Electricity production | 300 | (48) | 252 | |||||
| e Eólico Sierra del Madero, S.A. | Soria, Spain | 42.00% | Ernst & Young | Wind energy production | 7,194 | 4,806 | 809 | 4,770 | 4,770 | 17,579 | ||
| rollos Eólicos de Canarios, S.A. | Las Palmas de Gran | 44.75% | KPMG | Wind power: Project | ||||||||
| Canaria (Spain) | development | 4,291 | 1.306 | 30 | 2,123 | 2,123 | 7,750 | |||||
| Siglo XXI, S.A. | Ciudad Real, Spain | 25.00% | Unaudited | Solar energy | 80 | (18) | 62 | |||||
| s de Portugal,SA | Portugal | 35.96% | Mazars | Wind energy production | 25,248 | 30,781 | (39,861) | 11,385 | 11,385 | 27,553 | ||
| e Eolico Belmonte, S.A. | Madrid, Spain | 29.90% | KPMG | Wind energy production | 120 | 2,793 | 1,040 | 1,040 | 3,953 | |||
| Cape Offshore Limited | Edinburgh | 49.00% | Deloitte | Wind energy production | 1,826 | (1,041) | (1,128) | (1,128) | (343) | |||
This appendix forms an integral part of note 8.
1000
Appendix I
Page 23 of 23
| Thousands of Euros | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Registered offices | 0/0 | Auditor | Activity | Net profit | ||||||||
| % direct indirect interest interest |
Reserves | Other equity |
Continuin operations |
Total | Total equity |
|||||||
| Jointly controlled entities | ||||||||||||
| Capital | ||||||||||||
| Tébar/Cuenca. | ||||||||||||
| Eolica, S.A. | Spain | 50.00% | Unaudited | Wind energy production | 4.720 | 4,890 | (278) | 1.832 | 1.832 | 11.164 | ||
| ción 2000, S.L. | Madrid, Spain | 49.15% | KPMG | Wind energy production | 118 | 10,019 | (1.786) | 4,065 | 4,065 | 12,416 | ||
| Wind power: Project | ||||||||||||
| rollos Energéticos Canarias, S.A. | Las Palmas. Spain | 49.90% | Unaudited | development | 67 | (28) | 39 | |||||
| añia Eólica Aragonesa S.A. | Spain | 50.00% | Deloitte | Wind energy production | 6.701 | 48,830 | (355) | 15,752 | 15.752 | 70,928 | ||
| ock Windpower LLC | New York | 50.00% | E&Y | Wind energy production | 198.128 | (46,545) | (2.816) | (2.816) | 148,767 | |||
| ock Windpower II LLC | New York | 50.00% | E&Y | Wind energy production | 78.614 | (16,726) | (2,510) | (2,510) | 59,378 | |||
This appendix forms an integral part of note 8.
Appendix II Pagel of 4
| Name or registered name of board | ||
|---|---|---|
| member | Name of the entity | Position |
| Antonio Luís Guerra Nunes Mexía | EDP Energías de Portugal, S.A. | Chairman of the board |
| Energías do Brasil, S.A. | Chairman of the board | |
| EDP Energías de Portugal, S.A., Sucursal en | ||
| Permanent representative | ||
| España EDP Finance BV |
Representative | |
| Rui Manuel Rodrigues Lopes Teixeira | EDP Renewables Europe, S.L. | Board member |
| EDP Renováveis Portugal, S.A. | Board member | |
| Malhadizes - Energía Eólica, S.A. | Board member | |
| EDP Renewables Canada, Ltd. | Board member | |
| Relax Wind Park III SP. Z O.O. | Board member | |
| Relax Wind Park I SP. Z O.O. | Board member | |
| EDP Renewables Polska SP. Z O.O. | Board member | |
| Elektrownia Wiatrowa Kresy I SP. Z O.O. | Board member | |
| Masovia Wind Farm I SP. Z O.O. | Board member | |
| Farma Wiatrowa Starozreby SP. Z O.O. | Board member | |
| Karpacka Mala Energetyka SP. Z O.O. | Board member | |
| Relax Wind Park IV SP. Z O.O. | Board member | |
| Relax Wind Park II SP. Z O.O. | Board member | |
| EDP Renováveis Brasil, S.A. | Board member | |
| EDP Renewables SGPS S.A. | Board member | |
| EDPR PT - Promoçao e Operação S.A. | Board member | |
| EDP Renewables Canada LP, Ltd. | Board member | |
| EDP Renewables Canada GP, Ltd. | Board member | |
| SBWF GB Inc. | Board member | |
| South Branch Wind Farm Inc. | Board member | |
| Eolia Renewable Energy Canada Inc. | Board member | |
| 0867242 B.C. | Board member | |
| EDPR UK, Ltd. | Board member | |
| Moray Offshore Renewables, Ltd. | Board member | |
| Maccoll Offshore Windfarm, Ltd. | Board member | |
| Stevenson Offshore Windfarm, Ltd. | Board member | |
| Telford Offshore Windfarm, Ltd. | Board member | |
| EDP Renováveis Servicios Financieros S.L.U. | Board member | |
| Nuno María Pestana de Almeida Alves | EDP - Energias de Portugal, S.A. | Board member and Finance controller |
| EDP Energias do Brasil, S.A. | Board member | |
| Hidroeléctrica del Cantábrico, S.A. | Board member | |
| EDP- Estudos e Consultoria S.A. | Chairman and CEO | |
| EDP-Inmobiliaria e Participaçoes S.A. | Chairman and CEO | |
| Savida - Medicina Apoiada S.A. | Chairman and CEO | |
| SCS - Seviços complementares de Saude S.A. | Chairman and CEO | |
| Energia RE S.A. | Chairman and CEO | |
| Balwerk - Consultadoria Economica e | ||
| Participaçoes, sociedade unipessoal, LDA. | Manager | |
| EDP Energias de Portugal Sociedade Anónima | ||
| Sucursal en España | Permanent representative | |
| EDP Finance BV | Representative | |
| João Paulo Nogueira de Sousa Costeira | EDP Renewables Europa, S.L.U. | Board member |
| EDP Renováveis Portugal, S.A. | Chairman | |
| Malhadizes - Energía Eólica, S.A. | Chairman | |
Appendix II Page2 of 4
| Name or registered name of board | ||||
|---|---|---|---|---|
| member | Name of the entity | Position | ||
| ENEOP 2 S.A | Chairman of the board | |||
| ENEOP 2 - Exploração de Parques Eolicos, S.A. Chairman of the board | ||||
| EDP Renewables France, S.A. | Chairman of the board | |||
| Centrale Eolienne Neo Truc de l'Homme, SAS | Chairman of the board | |||
| Eolienne de Callengeville, SAS | Chairman of the board | |||
| Parc Eolien de la Hetroye, SAS | Chairman of the board | |||
| Eolienne de Saugueuse, SARL | Manager | |||
| Parc Eolien des Bocages | Manager | |||
| Eolienne d'Etalondes, SARL | Manager | |||
| Parc Eolien d'Ardennes. SARL | Manager | |||
| Parc Eolien de Mancheville, SARL | Manager | |||
| Parc Eolien de Roman, SARL | Manager | |||
| Relax Wind Park III SP. Z O.O. | Board member | |||
| Relax Wind Park I SP. Z O.O. | Board member | |||
| EDP Renewables Polska SP. Z O.O | Board member | |||
| Elektrownia Wiatrowa Kresy I SP. Z O.O. | Board member | |||
| Masovia Wind Farm I SP. Z O.O. | Board member | |||
| Farma Wiatrowa Starozreby SP. Z O.O. | Board member | |||
| Karpacka Mala Energetyka SP. Z O.O. | Board member | |||
| EDPR UK, Ltd | Board member | |||
| Moray Offshore Renewables, Ltd | Board member | |||
| Maccoll Offshore Windfarm, Ltd | Board member | |||
| Stevenson Offshore Windfarm, Ltd | Board member | |||
| Telford Offshore Windfarm, Ltd | Board member | |||
| EDP Renewables Italia, Srl | Chairman | |||
| Operação e Manuntenção Industrial, S.A. | Board member | |||
| EDP Renováveis Servicios Financieros S.L.U. | Board member | |||
| EDP Renewables SGPS S.A. | Chairman | |||
| EDPR PT - Promoçao e Operação S.A. | Chairman | |||
| Parc Eolien des Vatines | Chairman | |||
| Parc Eolien du Clos Bataille | Chairman | |||
| Parc Eolien de Varinpre | Chairman | |||
| Parc Eolien Longs Champs | Manager | |||
| Socpe de la Mardelle | Manager | |||
| Socpe de la Vallée du Moulin | Manager | |||
| Socpe de Sauvageons | Manager | |||
| Socpe des Quinze Mines | Manager | |||
| Socpe Le Mée | Manager | |||
| Socpe Petite Pièce | Manager | |||
| CE Canet Pont de Salars SAS | Chairman | |||
| CE Gueltas Noyal Pontivy | Chairman | |||
| CE Patay SAS | Chairman | |||
| CE Saint Barnabé SAS | Chairman | |||
| CE Segur SAS | Chairman | |||
| Monts de la Madeleine Energie SAS | Chairman | |||
| Monts du Forez Energie SAS | Chairman | |||
| Eolienne des Bocages,SARL | Manager | |||
| EDP Renváveis Brasil | Board member | |||
| EDP Renewables Romania, S.R.L. | Board member | |||
| Cernavoda Power S.A. | Board member | |||
| Greenwind S.A. | Board member | |||
| Neo Plouvien SAS | Chairman |
Appendix II Page3 of 4
| Name or registered name of board | ||
|---|---|---|
| member | Name of the entity | Position |
| João Manuel Manso Neto | EDP Energías de Portugal, S.A. | Board member |
| EDP Energías de Portugal S.A Sucursal en | ||
| España | Permanent representative | |
| EDP Energía Iberica, S.A. | Board member | |
| EDP Gás.Com Comércio de Gás Natural, S.A. | Chairman of the board | |
| Hidroeléctrica del Cantábrico, S.A. | Vice-chairman of the board | |
| Naturgás Energía Grupo, S.A. | Vice-chairman of the board | |
| HidroCantábrico Energía, S.A.U. | Chairman of the board | |
| Eléctrica de la Ribera del Ebro. S.A. | Chairman of the board | |
| EDP Finance BV | Representative | |
| EDP Renewables Europa S.L. | Chairman of the board | |
| EDP Renovaveis Brasil, S.A. | Chairman of the board | |
| ENEOP - Eólicas de Portugal S.A. | Chairman of the board | |
| Manuel Menéndez Menéndez | Naturgas Energía Grupo, S.A. | Chairman of the board |
| EDP Renewables Europe, S.L. | Board member | |
| Hidroeléctrica del Cantábrico, S.A. | Chairman of the board | |
| Gabriel Alonso Imaz | EDP Renewables Canada, Ltd. | Chairman of the board |
| EDP Renewables North America, LLC and | ||
| subsidiaries (see details of the companies in | ||
| Appendix I) | Chairman of the board | |
| American Wind Energy Association | Member of the executive committee | |
| Joao Manuel Verissimo Marques da | ||
| Cruzo | EDP Energías de Portugal, S.A. | Member of the executive committee |
| Companhia de Electricidad de Macau - CEM, | ||
| S.A. | Board member | |
| EDP Ásia - Investimentos e Consultoria Lda. | Board member | |
| EDP Asia Soluçoes Energéticas Lda. | Board member | |
| EDP Finance BV | Representative | |
| EDP Renováveis, S.A. | Board member | |
| EDD Valor Costos Interrado do Saringon SA | Doged mambar |
| Name or registered name of director or board member |
Registered name of entity | Number of shares |
|---|---|---|
| Antonio Luís Guerra Nunes Mexía | EDP Energías de Portugal, S.A. EDP Energias do Brasil, S.A. |
41,000 |
| EDP Renováveis, S.A. | 4,200 | |
| João Manuel Manso Neto | EDP Energías de Portugal, S.A. | 1,268 |
| Nuno María Pestana de Almeida Alves | EDP Energías de Portugal, S.A. EDP Energias do Brasil, S.A. |
125,000 ﺍﻟﻤﺴﺘﻘﻠﺔ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘﺤﺪﺓ ﺍﻟﻤﺘ |
| Jorge Manuel Azevedo Henriques dos Santos | EDP Energías de Portugal, S.A. | 2,379 |
| João Manuel de Mello Franco | EDP Energías de Portugal, S.A. REN - Redes Energéticas Nacionais, SGPS, S.A. |
4,550 980 |
| Gabriel Alonso Imaz | Iberdrola, S.A. Gamesa Corp. Tec., S.A. |
28 12,881 |
| Joao Manuel Verissimo Marques da Cruzo | EDP Energías de Portugal, S.A. | 3,878 |
| Rui Manuel Rodrigues Lopes Teixeira | EDP Energías de Portugal, S.A. | 19,843 |
| João Paulo Costeira | EDP Energías de Portugal, S.A. | 8,375 |
| Acácio Jaime Liberado Mota Piloto | EDP Energías de Portugal, S.A. | 15,000 |

/

<-- PDF CHUNK SEPARATOR -->
2013 was a year marked with numerous challenges for EDP Renováveis. However, our vision remains intact and our ability to achieve our targets, yet again, is a testament to the strength and focus of our team. Strategic initiatives implemented in 2012 were successfully executed in 2013 and will serve as the foundation of our growth moving forward. Regulatory changes in Spain changed the investment landscape in one of our core markets and due to the extension of the PTCs, the US placed itself as the growth pillar of EDPR for the upcoming years. The development of the renewable energy sector is unsture sector is unstoppable, becoming increasingly cost-competitive, and we believe we are well positioned to capture value and deliver it to our shareholders
Marking the five year anniversary of becoming a publicly traded company, 2013 was a year of record performance. Our renewable energy portfolio reached 8.5 GW, produced 19.9 TWh of clean energy, delivered leading operational and financial metrics and all while maintaining the highest levels of sustainability principles.
EDPR shares the DNA of the EDP group, in what regards maintaining a low risk profile as a core priority. Our low risk profile was key to implement a successful self-funding business model – reducing exposure to the volatility of financial markets - which is based on the asset rotation program. Yielding EDPR 620 million euros of value crystallization through several transactions, the program success was determinant. CTG has also been instrumental in this success by recognizing the high quality of our assets and generating interest from our other partners. During the year, EDPR successfully closed its first transaction with CTG and signed a memorandum of understanding (MoU) for an investment in our ENEOP projects. This agreement provided further evidence of the successful implementation of the Strategic Partnership.
The wind energy sector is becoming increasingly competitive. Alongside with increased competitiveness, renewables have clear benefits in terms of reducing carbon emissions, creating local jobs, and securing national energy demands. Clearly there is a paradigm shift and in regions with solid renewable resources, wind is already the most competitive technology representing a significant portion of the production mix. For example, in the UK, the entrance price for new nuclear power stations can be 20%-30% above the cost for onshore wind. Also, the outcome of the energy auctions in Brazil showcased the strength of wind as it competed with conventional technologies and secured the bulk of the new long-term contracts. Towards the end of 2013, a record number of wind power MW were under construction in the United States and renewables was the overall leader for new installations in Europe. All this facts are testimonial to the significance of renewable energy, its increased competitiveness and sustainability. Now it is time to debate at a European level the importance of adopting a new Market Design, one that properly answers to the current challenges of the whole electric sector, where the cost of capital is a key factor of competitiveness and where fixed costs are increasingly dominant, as is the case with renewables.
As the sector continues to change and mature, it's important for us to maintain a flexible strategy. Given the inherent quality of our assets EDPR signed over 1,200 MW of long term power purchase agreements in the United States, providing visibility of our growth three years in advance. Because of its diversified portfolio, EDPR additionally secured long-term agreements in Italy and Brazil, an exceptional achievement in our growth markets. But we cannot afford to be careless and must maintain a prudent approach to the business. Inspired by our vision and confident of the long-term value of investing in renewables we continue to explore new markets and new technologies. On the solar side, 2013 was the first year of production of our newly installed plants and we will continue to search for opportunities and capture their costs continue to decline. In offshore wind, we partnered with GDF Suez and presented ourselves to the French Offshore Round II licenses program. The offshore market showed considerable growth in Europe during the year and looks to be an increasing source of growth in the long-term.
The Company's policy of investing in a diverse portfolio aims to generate consistent returns over the long term. We are pleased with our consistent performance despite the poor economic environment since 2008. We therefore view the next year with a mixture of caution and optimism as we continue to believe that good quality assets in which we invest can prosper even in the current tough environment.
The company continues to execute its strategy to develop and operate a worldwide fleet that generates clean and CO2-free electricity. Respect for biodiversity and supporting the society are decisive contributors to achieve a leadership position in the global arena of sustainability. We continued our commitment with the UN Global Compact to align our operations with the ten principles in the areas of human rights, labour, environment, and anti-corruption. This year, EDPR was distinguished with the number one worldwide position in the FTSE4Good Index and contributed to EDP's leading position in the Dow Jones Sustainability Index.
It takes the performance and dedication of our employees and their strong relationships with our stakeholders to achieve these humbling recognitions. I would like to openly praise their determination in overcoming challenges and capturing new growth opportunities. Based on their assessment, the company was selected as a Best Place to Work in several countries and I along with my colleagues of the Board, will make sure the Company keeps with the highest standards of health and safety, ethics and diversity, while providing challenging career opportunities for our employees.
I would also like to express my confidence in the work developed by the executive team and to give thanks to my fellow board directors for their support and supervisory role. The company has come a long way in five years as a public company. It is now a mature company facing increased challenges. We need to make sure we continue to operate our assets with premium metrics and continue to define our own growth path.
Sincerely.

IMN: My first comment when I analyse 2013 is that throughout the year we were able to confirm onshore wind technology as a competitive source of electricity. The question is no longer only about being green, but it is also about being competitive when comparing against other sources of generation. The tender for new nuclear power in the UK brought to public knowledge what is the price of a technology. Nuclear is commonly argued to have a lower cost versus renewables, yet the price awarded in this nuclear tender was 20% to 30% higher than the price of onshore wind energy in France or Portugal.
Based on this increased competitiveness, onshore wind continues to lead the number of annual installations worldwide. Excluding Europe, the development of new onshore wind projects increased in the relevant markets. Although installations in the US were drastically lower, once the PTC was extended in the year, activity ramped up so that 2014 is now set up to be a solid year of growth due to the record figure of projects already under construction or in a ready-to-build state.
Europe – which is the worldwide leader in the wind energy industry – is lagging in terms of growth due to the increased discussions about the sustainability of renewables. By incorrectly identifying renewables as the cause of the increase in electricity prices, the region's economic competitiveness has declined. This discussion was particularly exacerbated in Spain where the Government unilaterally intervened in the sector's financial stability by changing the regulatory framework for wind energy projects built in the past 20 years.
However, 2013 also confirmed the strong appetite from institutional investors in gaining direct exposure to the solid visible returns provided by wind energy assets that are well managed and remunerated under long-term schemes.
JMN: There are several persistent myths about renewable energy that have penetrated public opinion and are influencing the political landscape around the world. The idea that renewable energy is much more expensive than fossil fuel generation and will always rely on subsidies to be competitive is completely outdated.
When looking to the different investment costs, economic agents need to always analyse what are total costs of each technology and the truth is that onshore wind with quality load factors is already competitive with all the other electricity generation technologies.
Typically renewable energy is perceived as being expensive because its total cost is compared to wholesale prices, and this is not correct. No technology is profitable based on existing wholesale electricity prices and this demands a restructuring of the electricity market in Europe.
The price gap between the European and the US electricity market is not driven by renewable energies but from the boom in production of shale gas in North America.
JMN: We decided to implement a rapid shift in investments for the upcoming years. Leveraging on our highly competitive and diversified pipeline of projects, and also on the more favourable business environment in the US, we placed the US at the centre of the company's growth.
In Europe, the management of the regulatory agenda and actively participating in the public debate intensified. This was not only specific to renewable energy but also for other sources of electricity,
I'm always focused on making sure EDPR continues to deliver premium operating metrics, for example in availability and load factors, and that financial sustainability and cost continues to be a priority for all. With this mind-set we will continue to deliver premium returns.
We also continued our asset rotation strategy of selling minority stakes in operating projects. This allowed us to take advantage of the increased number of low-cost-of-capital financial investors looking to the fundamentals of the wind energy business and its solid low-risk profile.
JMN: No. Wind energy is economically competitive and contributes to the de-carbonization and energy independence of the European economy. Europe wants to reduce its CO- emissions by 40% and just reinforced its objective of having 27% of electricity production coming from renewable sources by 2030. Countries like the UK and Poland will need new power generation capacity as several coal plants are slated to retire in the upcoming years. But one does not need to go that far out in the future to justify the demand as several European markets still need to install new renewables to achieve the 20% renewable energy target by 2020.
EDPR has been operating wind energy assets in the region since the 90's and is currently present in 8 European markets, so we are long-term investors and will continue to look for new opportunities.
JMN: We really believe in the competitiveness of the projects originated by our teams, and the quality of our portfolio of assets is the most evident proof of it. Based on our knowledge in maximizing wind farms output, we will focus our growth in projects which can sell their production through long-term contracts, typically 15 to 20 years, with terms defined based on competitive systems.
We believe that investments in such a capital intensive business need to have long-term visibility on returns. In our opinion the best way to provide visibility and to deliver the most competitive price to end consumers, is to
introduce ex-ante competition to award contracts for new installations. This competition can exist through energy auctions, organized on a national/regional basis, or through private negotiations with off-takers.
This competition is already a reality in some markets, such as the United States, Portugal and Brazil. It's also gaining traction in several other markets, most recently in Italy, and others are planning to introduce this mechanism for their future capacity additions, like Poland.
JMN: In 2013, the company again delivered quality growth. We met our growth targets with the addition of 502 MW to our portfolio that now reaches 8.5 GW. The high quality assets produced 19.9 GWh of clean electricity and resulted in revenues of 1.4 billion euros.
The additional capacity was concentrated in our growth markets, mainly in Central Eastern Europe which contributed 70% of the new capacity. This included building our largest wind farm in Romania, adding to our leading presence in Poland, and installing our first project in Canada.
The financial results for the year were clearly impacted by the regulatory changes in Spain. What is encouraging is that despite these cumulative changes, which negatively impacted results by 71 million euros, EDPR was still able to deliver financial growth, the benefits of its diversified portfolio and resilient business model.
Our EBITDA was up 1% year over year, our Net Profit increased 5% and operational cash-flow increased by 5%. Based on these figures and in line with our commitment, the EDPR Board of Directors will propose to distribute 26% of the consolidated Net Profit as dividend.
JMN: No. When we first identified the potential of renewables, specifically onshore wind, we understood its competitiveness would quickly increase and become cost competitive with alternative options and thus represent an important share of the world's generation mix. This vision materialized and we continue to be strongly committed to it. We continue to see a crucial role of renewable's energy matrix and its increased competitiveness provides a bright future for the sector.
EDPR is a top worldwide player in renewables and is a long-term investor in the industry. We are experts in the development and operation of wind farms and we want to capitalize on our core capabilities and structural competitive advantages to deliver long-term value to our shareholders and stakeholders.
To obtain long-term value in this industry, EDPR has a strategy structured around three pillars: (i) delivering increased profitability supported by the performance of EDPR's premium wind farms; (ii) selective and profitable growth, and; (iii) a self-funded business model. My commitment to the company is to deliver this strategic agenda.
We need to continue to achieve premium operating figures and to maximize value from the assets already in operation. To achieve this excellence in operations we will continue to execute performance optimization initiatives to increase efficiency and maintain strong control over costs.
Looking for new investments, as I said previously, we introduced in 2013 a shift of the growth towards the United States and the company is committed to addinq new value accretive projects to its portfolio. It is also relevant to maintain our self-funded business model and to achieve this we will continue to execute asset rotation transactions and re-invest proceeds in visible projects.
I would like to stress that the company's growth will be focused in markets where the project's output is sold through long-term, low-risk-profile contracts that deliver predictable and recurrent cash-flows and guarantee the stability of the project's return. With this approach, EDPR will be able to define its own future to lead the renewable energy sector.
JMN: Since we started the asset rotation strategy we have executed 4 transactions and entered into a MoU for a fifth transaction.
Our first partner in the asset rotation strategy was Borealis for a portfolio of US wind farms. The second transaction in the US was with Fiera Axium involving a single wind farm. In Europe, we signed an agreement with Axpo for a portfolio of wind farms in France. And lastly, we signed two agreements with CTG for the assets in Portugal (the first concluded in June 2013 and the second - a MoU - regarding a future transaction including the ENEOP project which is on its way to conclusion).
But what is more important than the number of transactions or the names of the players involved, is the amount invested by our new partners. The first four transactions totalled 620 million euros. This is a remarkable success of the execution of this strategy as it is almost equivalent to a full year of investments for the company.
We will continue to execute new asset rotation transactions as it is a key source of funding for the company and allows it to maintain equilibrium between growth and financial discipline.
JMN: Onshore wind is our priority. It is the most competitive renewable technology and EDPR has continuously delivered premium operating metrics as a worldwide market leader.
Looking ahead, offshore wind is a natural extension of our strong competences in wind energy. We are actively participating in the UK offshore wind market and we partnered with GDF Suez for an offshore wind tender in France. The main challenge for the offshore projects is to increase its competitiveness and reduce costs.
We are also involved in the solar PV space but the growth and opportunities will always be more limited. We will base our strategy on having an opportunistic approach and implementing a dual strategy where solar is an extension of our developments in wind.
JMN: First and foremost are our people. It takes a dedicated team of experienced and driven individuals in order to continuously deliver on targets in this incredibly fast paced environment.
In 2014, I will continue to maintain a close relationship and direct contact with each of our employees, listening to their comments and suggestions, explaining the strategic decisions made by the management and continuing the activities developed in 2012 and 2013.
We have received several recognitions and this is a significant achievement for the company. We accept these recognitions with great pride and it is crucial that our employees are happy in their place of work, which in turn contributes to the strong performance of the company.
Beyond that, I believe we offer great training opportunities, competitive benefits, and simply have a group of people who are dedicated to realizing the vision of our company, which is to be a leading renewable energy company in terms of performance and sustainability.
JMN: I would like to say to our shareholders that we have a good company with high quality assets and a team which is grounded in solid principles and values. We are ambitious but not unrealistic, so we are going to base our growth in areas that fit our low risk investment profile and we are going to fund this growth by executing our strategic agenda. Renewable energy is one of the most competitive sources of energy and has an excellent and important future.
With that said, I would like to thank our employees for their hard work and dedication and our shareholders for their continuing trust and belief in our mission.

we develop, construct and operate ranewable energy focilities
with a d SO the Cat
more than 5,000 wind turbines
with superior partarmonoa controlled sacond-by-sacond
1
production under bing-marres
90% ot our wind to runs sall the ow risk prof

LISTED
Lisbon, Portugal
lated in
our green electricity avoided
selective growth strategy designed for promium returns
77.5%
EDP os the
principal s ho rehaldar

diversified culture 24 nationalities wind farms certified

EDPR is a leading renewable energy company, an expert in the development, construction and operation of wind farms and solar plants.
Incorporated in 2007 with the clear objective of supplying a growing number of countries with CO2 free and renewable energy, EDPR has quickly grown to become a global company and a front-runner in this market. With an installed capacity of 8.5 GW and 19.9 TWh generated in 2013, EDPR is the third largest producer of wind energy in the world.


countries. These platforms are complemented by a net of country and regional offices that provide "on the ground" expertise and proximity to local stakeholders. This provides a perfect balance between the global view necessary to further develop its leadership in global renewable energy, and the local approach that is critical for the successful development of our wind farms and solar plants. These relationships with landowners, municipalities, regulators and other key stakeholders are crucial and a cornerstone of EDPR's success.
| VISION, VALUES, AND COMMIT ITMENTS | |||||
|---|---|---|---|---|---|
| VISION | |||||
| A global renewable energy company, | |||||
| leader in value creation, innovation, | |||||
| and sustainability | |||||
| VALUES | |||||
| INITIATIVE Demonstrated through the behaviour and attitude of our people. |
|||||
| TRUST Of shareholders, customers, suppliers and other stakeholders. |
|||||
| EXCELLENCE In the way | |||||
| SUSTAINABILITY Aimed at improving the suality of life for present | and future generations. | ||||
| INNOVATION With the objective of creating value within the various areas in which we operate. |
VISION VALUES AND COMMITTMENTS
We assume the social and environmental responsibilities that result from our performance thus contributing toward the development of the regions in which we are operating.
We avoid specific greenhouse gas emissions with the energy we produce.
Ensure the participatory, competent and honest governance of our business.
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.
COMMITTMENTS
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.
We place ourselves in our Stakeholders' shoes whenever a decision has to be made.
We listen to our Stakeholders and answer in a simple and clear manner.
We surprise our Stakeholders by anticipating their needs.
EDPR secured 1,200 MW of new PPAs in the US, of which 250 MW for projects already in operation and 950 MW for new projects to be installed in 2014 and beyond. These agreements reflect EDPR's selective and profitable growth strategy based on long-term and low-risk profile contracts that deliver predictable and recurrent cashflows.
EDPR also secured long-term contracts for 60 MW of wind capacity at the new renewable energy auction in Italy and won PPAs for 116 MW at the energy A-5 auction in Brazil.
On May 23rd EDPR paid a gross dividend of 0.04 euros per share representing a pay-out ratio of 28% of the 2012 year end results, in line with its 25%-35% pay-out policy.
EDPR ranked as number one worldwide in the Utility sector in the FTSE4Good index.
Spanish Government published in the Official State Gazette the Royal Decree-Law 9/2013 ("RDL 9/2013") that changes the remuneration framework for the renewable energy sector.
The Production Tax Credits extension in January 2013 enabled a more favourable environment for the development of wind energy and for the establishment of new long-term PPA in the US. This created new growth opportunities for EDPR in the short-term.
EDPR joined other Spanish EDP Group companies in the creation of Fundación EDP. This organization aims to contribute to the cultural, educational, environmental and social development of local communities.
During 2013, EDPR continued executing its asset rotation strategy bringing the total value signed to 620 million euros. EDPR has now executed agreements with Borealis, China Three Gorges (CTG), Fiera Axium and Axpo.
Additionally, EDP, EDPR and CTG signed a MoU regarding the future minority stake transaction with CTG for EDPR's interest in the ENEOP Eólicas de Portugal consortium.
In 2013, EDPR closed two project finances in Poland, for a total capacity of 130 MW. EDPR has now completed six proiect finance deals in Eastern Europe for a total amount of 485 million euros. This project finance strategy provides strong evidence of the company's competences in the development of top quality projects and in the establishment of solid financial structures.
In June, EDPR concluded the asset rotation strategy for Portuguese assets - signed in 2012 - and in December, EDP and EDPR signed a MoU with CTG concerning a future sale of minorities in ENFOP assets. In addition, EDP Brazil signed with CTG, a MoU which establishes the key quidelines of a partnership aimed at future co-investment opportunities.
Great Place to Work® named FDPR as one of the best places to work in 2013 in Spain, Poland and Scotland.
EDPR secured a 20 year Feed-in Tariff awarded by the Ontario Power Authority, for its first project in Canada. The South Branch project located in Ontario has an installed capacity of 30 MW.
EDPR ranked number one in the "Water, Electricity and Gas" category at the Portuguese "500 Largest & Best" companies in 2013, by EXAME magazine.

REVENUES (€m)

EBITDA of c. 950 million euros, a 1% growth, even in the face of regulatory changes
Record Net Income of 135 million euros, of which 26% to be paid out in dividends
Continuous cash flow generation, showcasing the high quality of our assets
Successful execution of our strategy leads to a further reduction in Net Debt


(€m) _________________________________________________________________________________________________________________________________________________________________________ ୧୧୧ 643 567 392 2011 2012 2009 2010 -
OPERATING CASH FLOW



site identification
Search for sites with top-class wind conditions or irradiance resource and negotiate leasing agreement. onalyse grid connection feasibility.

landowner agreement Contact local landowners and

layout design and construction Optimise wind or solor form layout and select the best fit wind turbine or solar panel. Build access roads, prepare foundations, erect towers. assemble wind turbine generators/ solar ponels, and construct substation.
opening ceremony Share results and benefits of renewable energy with local inhabitants, business community, authorities and other stakeholders. wind and solar plant operation Complete grid connection and start to generate renewable electricity
To quarantee premium performance of its assets. EDPR carefully analyses the site in terms of the quality of renewable resources, topography, type of soil, and assesses the proximity to transmission lines in order to deliver electricity generated to the grid. The historical data of the renewable resource, such as wind direction, speed and density, and solar radiance, is critical to successfully develop a project.
To capture and record the most accurate data, EDPR installs sensors and meteorological masts and uses internal models and software tools to analyse the data collecting and analysing data varies from project to project but usually takes about 2 years. The data will then be used to design the most efficient wind farm layout and choose the most suitable generator model.
The wind farm layout is key to optimizing the energy that can be captured from the wind. To maximize the electricity that can be produced and maintain cost efficiency, EDPR's energy assessment team designs the layout considering meteorological fundamentals, thermal and topographic effects and variations in wind due to turbine height.
The construction of a wind farm typically last from six months to one year, depending on the size of the project and soil conditions. The civil infrastructure of a wind farm includes the turbine foundation, permanent and temporary access roads, temporary crane walk paths, erection crane pads and improvements to public roads. Along with the civil infrastructure, medium voltage collection systems and the main transformer substation are also built in order to transfer the electricity from the wind farm to the grid.

renewable resource analysis Install meteorological equipment to collect and study wind profile and solar irradiance.

data analysis Monitor real-time operational data. analyse performance and identify opportunities for improvement.
obtain consents and permits Engage with local and public nuthorities to secure environmental administrative, construction and
other licenses.

ongoing maintenance service Keep availability figures at the highest level possible and minimisefailure rotes.
project evaluation and funding Evaluate the project risks and the requirement for long-term PPAs to overcome them. Choose the appropriate funding strategy for the project.

delivery of secure, reliable and CO2free energy to the population A better energy, o better future, a better world.
EDPR evaluates several risks, of which the most crucial are the financial, commercial and funding. To guarantee a stable cash flow stream, long term agreements are preferred, such as Power Purchase Agreements (PPAs). EDPR implemented a self-funding strategy to minimize exposure to fluctuations in capital markets and to continuously deliver new higher quality and value accretive projects.
Once wind farms are in operation, EDPR follows an operation and maintenance strategy (O&M) to assure high levels of availability and minimal amounts of failures. There are two key warranty periods, the initial warranty period and the post warranty period. Within each period, EDPR employs specific strategies. During the initial warranty period, EDPR closely and proactively supervises its assets. During the post warranty period, EDPR opts between a competitive tender for full scope agreements with subcontractors or internalizes high value added activities through our Modular Maintenance Model (M3).
EDPR projects are built with a culture of sustainability. During the development phase several studies are carried out to assess potential impacts. While the project is under construction, our team seeks to minimize environmental impact and will restore the land to its initial use once construction is completed. Finally, an Environmental Management System is implemented during the operations phase, which guarantees that procedures are environmentally responsible and allows EDPR to produce CO2 free electricity.
EDPR's strategy is based in delivering higher profitability supported by the performance of its premium assets and selective and profitable growth through a self-funded business model.
To capture new growth opportunities and expand operations, it is important to successfully select the best projects and to minimize dependence on external sources of funding.
| INCREASED |
|---|
| PROFITABILITY |
Premium load factors Efficient operations
Cost control
Credibility on targets Successful growth shift Over 1,200 MW of new PPA Solid operating cash-flow Long-term fixed debt Asset rotation strategy
As of December 2013, EDPR managed a global portfolio of 8.5 GW spread over 10 countries, of which 8.0 GW fully consolidated (EBITDA MW) with additional 455 MW equity consolidated through its interest in the Editas de Portugal consortium. EDPR's portfolio has low exposure to electricity market volatility as 93% of the installed capacity has pre-defined remuneration schemes with a long-term profile and only 7% is exposed to US spot wholesale electricity markets.
Optimizing performance throughout a project's life-cycle is a key priority at EDPR. EDPR's superior know-how and expertise guided by internal models drives operational metrics above the market, resulting in premium net capacity factors and high levels of availability. EDPR's focus on high operational efficiency metrics, with a comprehensive O&M strategy, is crucial to keep costs under control and key to achieve quality financial metrics.

To grow profitably and create solid value, EDPR has a low risk strategy when it comes to energy prices. By entering markets with predictable prices through long-term power purchase agreements, EDPR is able to define its future in advance and achieve solid visibility of the projects' stable cash-flow stream.
| Since the extension of the PTCs in the United | ||||
|---|---|---|---|---|
| States in early 2013, EDPR secured 1,200 MW of | MW | Duration | State | |
| PPAs in the US market with 950 MW for new | PPAS | |||
| projects to be installed in 2014 and beyond. The | SIGNED In Operations |
250 MW | 20 Years | Oklahoma |
| successful outcome from securing long-term PPA | 2014 Projects | 300 MW | 20 Years | Indiana/California |
| agreements reinforces EDPR's shift to markets | 2015 Projects | 200 MW | 20 Years | Oklahoma/California |
| with a low risk profile | 2016 Projects | 450 MW | 15/20 Years | Maine/Kansas |
Besides United States, EDPR was also granted during 2013 with new 20-year contracts for projects to be installed in Italy (60 MW) and Brazil (116 MW). The new long-term contract in Brazil, adds to a total of 236 MW of capacity already awarded in Brazil, reinforcing the growth potential of this market. France remains a market where EDPR will continue to grow by taking advantage of its low risk remuneration system.
EDPR continues to pursue new long-term PPAs along with contracts awarded in energy auctions, as these provide predictable prices over the useful life of the projects, allowing the company to define its future in advance and to create value thought projects with solid and visible cash flows.
In 2012, EDPR implemented a financial policy that embraces being independent from external funding sources to pursue its growth strategy. In capital intensive businesses, such as renewable energy, it is crucial to have visibility on the company's ability to raise funds to add new value accretive projects when a project is still in the final stages of development. With this mind-set it is of the upmost importance to make sure the operating cashflow of the assets already installed is maximized as this will be the main source of funds for the company's growth.
In order to achieve this strategic pillar, while maximizing the execution of growth opportunities, EDPR implemented its Asset Rotation Strategy. The purpose is to sell minority stakes in operational assets with a low risk profile and reinvest the proceeds in new higher value accretive projects. With the successful execution, EDPR also crystallizes the value of the asset upfront and accelerates the value growth cycle.
Since the asset rotation strategy was implemented, EDPR has successfully executed four transactions totalling 620 million euros and signed a MoU envisaging an additional one. This remarkable track record in the Asset Rotation strategy, besides being crucial to continue adding news projects to the company's portfolio, also provides a good benchmark of the value of EDPR's assets to the capital markets.
In 2013, EDPR concluded the transactions structured in December 2012 with China Three Gorges (CTG) covering EDPR's wind farms in Portugal (613 MW) and executed deals with Fiera Axium for a 97 MW wind farm in the United States and with Axpo Power for a portfolio of 100 MW in France. Also in 2013 EDPR signed a MoU with CTG envisaging an asset rotation strategy in relation with EDPR's interest in the ENEOP consortium, which is to amount to 535 MW when the construction of the project is finalized.
EDPR's asset rotation strategy leverages on critical expertise in the project's initial stages, transforming high risk projects into low risk profile assets with a long useful life and stable and visible cash flows. This strategy allows EDPR to monetize the value of the project's future cash flows, while maintaining operating control of the wind farms, and re-investing the proceeds in the development of new higher quality and value accretive projects.
Counterparty credit risk is the risk that the counterparty of a transaction could default before the final settlement of the transaction's cash flows. An economic loss could occur if the transactions or portfolio of transactions with the counterparty has a positive economic value at the time of default.
From a credit risk perspective, EDPR classifies its counterparties in to three different groups: Energy off-takers, suppliers (developers, partners, WTG suppliers and O&M suppliers) and financial institutions.
During 2013, EDPR introduced a new Global Counterparty Credit Risk Policy. To control credit risk at EDPR, thresholds of Expected Loss and Unexpected Loss are established, as defined under Basel Standards, and reevaluated monthly. If threshold is surpassed by any counterparty or by the company as a whole, mitigation measures are implemented in order to remain within the pre-established limit.
Consistent with the maintaining a controlled and low risk profile, EDPR has a Risk Management Process that defines the mechanisms for evaluation and management of risks and opportunities impacting the business. This process increases the likelihood of EDPR achieving its operational and financial targets, by minimizing fluctuations of financial results without compromising returns.
EDPR's Risk Management Process is an integrated and transversal management model that ensures the implementation of best practices of Corporate Governance and transparency in the communication to the market and shareholders. This process is closely followed and supervised by the Audit and Control Committee, an independent supervisory body composed of non-executive members.
The purpose of the Risk Management process is to ensure the alignment of EDPR's risk exposure with the company's desired risk profile. It consists of the identification and prioritization of risks, the development of adequate risk management policies, and their implementation. Risk management policies are aimed to mitigate risks, without ignoring potential opportunities, thus, optimizing return versus risk exposure.
Risk management is endorsed by the Executive Committee, supported by the Risk Committee and implemented in dayto-day decisions by all managers of the company. It is supported by three distinct organizational functions, each one with a different role: Strategy (Risk Profiler), Management (Risk Manager) and Controlling (Risk Controller).
These three risk functions work together and meet in the Risk Committee, the forum to discuss global risk policies to be implemented and to control the risk exposure of the company.


Risk Management at EDPR is focused on covering the market, credit and operational risks of the company. In order to have a holistic view of risks, they were grouped into Risk Areas spanning the three phases of our business model. Within each Risk Area, risks are classified in Risk Groups and finally into Risk Factors. Risk factors are the source of the risk and the purpose of Risk Management at EDPR is to measure, control and eventually mitigate all risk factors that affect the company.
During 2013, EDPR defined or reviewed four new Global Risk Policies: Energy Price Hedging Policy, Counterparty Credit Risk Policy, Country Risk Policy. These policies are already implemented or will be implemented throughout 2014. They tackled those Risk Groups with highest impact in EDPR's financial results.
The following matrix summarizes the Risk Areas, Risk Groups and main Risk Factors of EDPR's business and the mitigation strategies, general and specific to the year 2013.

IN MAY 2013, EDPR PAID ITS FIRST DIVIDEND OF 0.04 EURO PER SHARE, EQUAL TO A 28% PAY-OUT RATIO.
EDPR has 872.3 million of shares listed and admitted to trading in NYSE Euronext Lisbon. In December 31st 2013 EDPR had a market capitalization of 3.4 billion euro, down 3% from the 3.5 billion euro at December 31st 2012, equivalent to 3.86 euro per share. In 2013 total shareholder return, considering the payment in May 23rd 2013 of EDPR first dividend of 0.04 euro per share, was -20/0.
In 2013, EDPR share price underperformed the NYSE Euronext Lisbon benchmark index - PSI20 (+16%) and the Dow Jones Eurostoxx Utilities - SX6E (+9%).

| MARKET INDICATORS | |||||
|---|---|---|---|---|---|
| 2013 | 2012 | 2011 | 2010 | 2009 | |
| EDPR Shares in NYSE Euronext Lisbon (EUR) | |||||
| Opening price | 3.99 | 4.73 | 4.34 | 6.63 | 5.00 |
| Closing price | 3.86 | 3.99 | 4.73 | 4.34 | 6.63 |
| Peak price | 4.36 | 4.86 | 5.25 | 7.01 | 7.75 |
| Minimum price | 3.58 | 2.31 | 3.89 | 3.72 | 5.00 |
| Variation in Share Price and Reference Indices | |||||
| EDPR | -3% | -16% | 9% | -35% | 33% |
| EDPR (total shareholder return) | -2% | -16% | 9% | -35% | 33% |
| PSI20 | 16% | 3% | -28% | -10% | 33% |
| Dow Jones Eurostoxx Utilities | 9% | -9% | -25% | -15% | -1% |
| Liquidity of EDPR Shares in the Market | |||||
| Volume in NYSE Euronext (EUR million) | 787.53 | 697.91 | 1,060.32 | 1,539.22 | 1,676.04 |
| Daily average volume (EUR million) | 3.09 | 2.73 | 4.13 | 5.99 | 6.40 |
| Number of shares traded (million) | 200.29 | 207.49 | 232.29 | 311.23 | 256.98 |
| Daily average traded shares (million) | 0.79 | 0.81 | 0.90 | 1.21 | 0.98 |
| Annual rotation of capital (% of total shares) | 23% | 24% | 27% | 36% | 29% |
| Annual rotation of capital (% shares ex-EDP Group) | 102% | 106% | 118% | 159% | 131% |
| EDPR Market Value (EUR million) Market capitalization at end of period |
3,368 | 3,484 | 4,124 | 3,783 | 5,783 |

PPA for new wind farm with 200 MW in the a US to be installed in 2014, 10/Jun
At the Annual Shareholders' meeting of 2010, the Board of Directors was authorized, during a term of five years from the date of the General Shareholders Meeting, for the derivative acquisition and sale of own shares by the Company and/or other affiliate companies, to the maximum limit established by the Law and in accordance with its terms. EDPR has not executed any acquisition and consequently any trade of its own shares.
RENEWABLE ENERGY PROVIDES SUBSTANTIAL BENEFITS FOR OUR ECONOMY, CLIMATE AND HEALTH.
Renewable energy brings benefits for our economy, mainly from three angles: enhanced security of supply, lower energy bills for end-consumers and job creation.
Enhanced security of supply: Access to cheap energy has become essential to the wealth of modern economies. However, the unbalanced distribution of fossil fuel supplies among countries has led to significant vulnerabilities. Threats to global energy security include political instability of energy producing countries, fluctuating energy supplies, competition over energy resources, among others. Energy dependence puts many countries in a very vulnerable position as it introduces a risk in the price of the imported fuels as well as a potential exposure on its future availability. For example, European's oil and gas import bills in 2012 was estimated at €470 billion which corresponded to 3.4% of the EU's GDP. In contrast, renewable sources use endogenous and unlimited resources such as wind, sun, plant residues, heat from the earth and fast-moving water, which enhance the security of supply, hence removing exposure to fluctuations of fuel prices and concerns about the availability of external supply.
Lower energy bills: Energy-consumers may benefit from lower energy bills as renewables reduce electricity prices. Renewable energy provides affordable electricity as these technologies have negligible variable costs which contributes to reduced wholesale prices. This is in stark conventional plants which have more expensive fuel costs. Although the cost of investment is high, on a unitary basis, future costs are expected to decline as technology becomes more efficient.
Job creation: Studies show that renewable energy is associated with significant job creation. Although countries that manufacture, install and export renewable energy technologies are likely to create the largest share of gross jobs, countries without this local industry will also benefit from new jobs related to development, construction and, once renewable plants are commissioned, operation and maintenance activities. Compared to conventional technologies, the renewable energy industry is more labour-intensive, meaning that, on average, more iobs are created for each unit of electricity generated from renewables than from conventional technologies.
According to the Political Economy Research Institute at the University of Massachusetts, investing in renewable energy is around 300 per cent more effective than investing in fossil fuel or nuclear jobs. This study concludes that for every million dollars invested in the wind sector it creates 13 jobs. In contrast, only 5 jobs would be created in the natural gas sector and 7 in the coal sector.
Renewable energy plants produce zero to few greenhouse gases (GHG) emissions. In contrast, conventional energy generation is responsible for most of the human-produced GHG emissions, which trap heat in the atmosphere, driving up our planet's temperature, raising the level of our oceans ("global warming") and provoking harmful consequences on our health, climate and environment.
Therefore, increasing the deployment of renewable energy is probably the most effective way to fight global warming as it allows the replacement of fuel-burning plants with cleaner energy facilities.
Renewable energy sources promote a cleaner air space since they avoid GHG emissions coming from thermal generation. Also, renewable energy sources reduce the amount of oil, gas and coal mining necessary, and therefore, reduce the likelihood of accidental spills and nuclear activities may cause. In addition, renewables technologies typically don't require water to operate and therefore neither pollute water resources, nor compete for them.
When one needs to decide which electricity generation technology to invest in, to support or to be used to cope with the incremental electricity demand, there is a divide between renewable energies and conventional technologies. This division is also very commonly discussed in daily conversations between people around the world.
Apart from the economic and environmental benefits of the different technologies, as well as the different characteristics of each option, it is of the upmost importance to analyse the total costs of each of the options through the entire lifetime of operation. The most accurate measure to analyse the total cost of each technology is by comparing the Levelized Cost of Energy ("LCOE").
Today, when comparing the LCOE of different technologies, there are renewable technologies which are less expensive than conventional technologies. This is clear in the case of onshore wind technology, which is benefiting from a sharp reduction in the investment costs per MWh and thus leading to stronger competitiveness. The evolution of the investment cost is driven by technological progress and increasing economies of scale.
Onshore wind projects with robust load factors are already competitive with new CCGT (combined cycle gas turbine) power options, even in the US which is benefiting from lower gas costs due to boom in shale gas production. In Brazil, as shown in the latest energy auctions, wind has proven to be the most competitive option (ex-hydro) ahead of biomass and CCGTs.
Evolution of Levelized Cost of Energy ("LCOE") for new investments (€/MWh)

Source: EDPR Internal analysis
It is also true that, in terms of LCOE, there are renewable technologies, such as wind offshore, solar CSP, ocean current, tidal, among others, that are not yet mature and must continue to increase their competitiveness if wide scale deployment is to be reached.
One of the main arguments used to characterize renewable energy as expensive is by comparing its costs with electricity wholesale prices. With this, renewable energy costs are being compared to the variable costs of the electricity system, namely the variable cost of conventional technologies. So is it accurate to make this analysis when wholesale prices only reflect the variable cost of production of conventional technologies and not its full cost?
From EDPR's perspective it is inaccurate to make this comparison as:
Wholesale price evolution in Spain in December 2013 is a good example of this. The first two weeks of December were unusually low in terms of wind resource, which led to a sharp increase of the wholesale price, up to it record value (93€/MWh on December, 8). However, meteorological conditions drastically changed at the end of the month and high wind generation made wholesale price plummet (5€/MWh on December, 25).
demand. It is also relevant to note that some conventional technologies are not covering their full costs with the wholesale price and therefore are not sustainable in the long run. There are conventional
technologies that receive additional revenue on top of the wholesale price, including capacity payments and payments for ancillary grid-support services.
The average life of the different assets in the energy mix distorts the analyses as comparisons are made between renewable assets with few years of operational facilities where the investment costs are already partially or fully amortised.
The problem of market prices not reflecting the cost structure of energy facilities is not specific to renewable energy. Electricity generation is generally a capital-intensive industry and the variable price obtained in wholesale energy markets is not sufficient to cover the full cost structure, as wholesale markets only create competition and pressure on the company's variable costs. To reduce the high risk attributed by investors to this type of investments - due to the volatility of wholesale markets and the low visibility on the recapture of fixed cost component -regulatory systems were established.
In order to improve competition and to provide investor visibility on returns, ex-ante competition should be introduced to attribute licenses for new generation facilities. With this process, only the best and most efficient projects would be installed.
EDPR believes that long-term contracting is the most efficient way to remunerate generators as it entails the lowest possible cost for consumers by reducing the investment risk for operators and providing long-term visibility on returns.
The rationale is that, as electricity generation investments are capital-intensive, they require stability and visibility. When the regulatory framework doesn't allow for this stability (for example, when participating in the wholesale spot market), investors will require a higher risk-premium. On the contrary, schemes providing higher visibility entail lower risk for the equity investor, lower financing costs for the financing entities that will allow lower cost of capital, and therefore lower the reguired profitability. Lower required profitability will translate into lower required remuneration, which will be passed to the final consumers that will benefit from lower electricity tariffs for the same level of renewable penetration.
In 2013, according to the Global Wind Energy Council ("GWEC") 35.5 GW of new wind capacity were installed. China remains the main driver of global growth by adding 16.5 GW, nearly half of the total global new wind capacity, and reached 91 GW of installed capacity. According to the European Wind Energy Association ("EWEA"), 11.7 GW were installed in Europe during 2013, bringing the total installed capacity in the region to 121 GW, while based on the American Wind Energy Association ("AWEA") only 1.1 GW were installed in the US reaching a total installed capacity of 61 GW.
In the European Union (EU-28) the total wind capacity by the end of 2013 amounted to 117.3 GW and the electricity produced covered 8% of electricity demand. The year was marked by an increase in offshore technologies.
An annual addition of 11.1 GW, according to EWEA, represents a year over year decrease of 8%. The lower growth rate is reflection of the regulatory and political uncertainty in some European markets. However, despite the slowdown in yearly additions, wind power was the technology which installed the most, accounting for 32% of the new additions.
The new installations were mainly concentrated in two countries, Germany (3.2 GW) and the UK (1.9 GW), with an increasing presence in offshore wind. Germany continues to lead the European market in terms of installed capacity. Rounding out the top 5 are Poland (894 MW), and Romania (695 MW). EDPR is well positioned in several of these top markets.
Traditional large markets of Spain, Italy, and France saw their rate of new wind projects decrease in 2013, by 84%, 65% and 24% respectively, where requlatory changes in Spain drove the significant decline.
The offshore market in Europe had a record year in terms of new installation by adding an additional 1.6 GW, representing a 34% increase from 2012. For the year, Europe reached 6.6 GW of offshore wind installed capacity spread across 11 countries with the UK alone adding 733 MW, strengthening its worldwide offshore leadership, followed by Denmark (350 MW), Germany (240 MW), Belgium (192 MW) and Sweden (48 MW).
Uncertainty regarding the extension of the Production Tax Credit ("PTC") and Investment Tax Credit ("ITC") led to a dramatic 92% decrease in installed capacity to 1.1 GW in the United States. However, once the extensions were received, a flurry of construction activity ensued resulting in a record 12 GW of new projects under construction by year end, according to AWEA. 2014 will be a solid year for growth as these projects come online. For the rest of the region, Canada installed 1.6 GW of wind additions, including EDPR's first project with 30 MW, while in Mexico 623 MW were added. Latin America was strongly represented by Brazil, another EDPR market, as it installed 948 MW, followed by Chile (130 MW), and Argentina (76 MW).
The renewable energy market is a growing and increasingly competitive arena which should continue to do well as investment costs decline and regulatory and general support is achieved.

With a top quality portfolio present in eleven countries, EDPR has a strong track record and proven capability to execute superior projects and deliver on targets. The installed asset base of 8.5 GW is not only young, on average 5 years; it is also certified in terms of sustainability and safety standards.
Since 2009. EDPR has increased its installed capacity by 2.913 MW, resulting in a total installed capacity of 8,489 MW. As of year-end 2013, EDPR had installed 4,738 MW in Europe, 3,667 MW in North America and 84 MW in Brazil.
During 2013 EDPR added 502 MW to its installed capacity, of which 472 MW were in Europe and 30 MW in North America.
The largest growth in MW occurred due to the 180 MW installed in Poland, maintaining the growth in the country and consolidating its leading position.
In Romania, 172 MW were installed, 160 MW of wind and 12 MW of solar PV. The installations of these new solar MW reinforces the objective of developing new technologies to further diversify EDPR's portfolio and provide additional growth avenues.
In Iberia, EDPR installed 70 MW (including 66 MW attributable to EDPR through the Eólicas de Portugal consortium). The interest in the Eólicas de Portugal consortium totalled 455 MW by year end. Spain's installed capacity of 2.3 GW remains unchanged vs. last year as significant changes were made in the remuneration framework for the renewable sector, including the removal of specific remunerations previously received and the standardization of returns on profitability.
EDPR added 8 MW to its installed capacity in France and completed the extension of the Chimay wind farm, adding 14 MW in Belgium.
2013 marked EDPR's first full year operating in Italy and 30 additional MW were installed, which originated from the existing pipeline.
In North America, EDPR reached a total installed capacity of 3,667 MW with the completion of its first project in Canada. The South Branch project located in Ontario has an installed capacity of 30 MW. With the successful execution of its first wind project in Canada, EDPR adds to its already diversified portfolio a low risk profile and an attractive wind resource.
EDPR's wind installed capacity in Brazil totalled 84 MW and is fully covered under the incentive programs for renewable energy development. Although no new capacity was added during the year, EDPR secured 116 MW of long term PPAs during the December auction, securing future growth.

MW CFRTIFIED ISO 14001
NEARLY 100% ISO14001 AND OHSAS 18001 CERTIFIED CAPACITY IN EUROPE
EDPR's capacity follows the highest standards to preserve the environment along with the health and safety of the employees. This commitment is recognized with the environmental certification ISO 14001 and Health & Safety certification OHSAS 18001. These certifications cover almost a 100% of our operations in Europe.
In North America, EDPR is currently pursuing ISO 14001 and OHSAS 18001 certifications for all of its wind farms.
South Branch will represent EDPR's first operating wind farm in Canada and is an important first step towards establishing a long-term presence in a market that is strongly committed to environmental leadership and clean energy supply.
Laterza (14 MW) and Castellaneta (16 MW) are part of the pipeline fully developed by EDPR. The projects were awarded long term contracts in the first auction on January 2013 and the construction was completed in less than 8 months. During the construction of the project, EDPR's team of experts had to create an innovative type of foundation to compensate for the poor and irregular quality of the soil.
Facaeni is one of the largest wind farms built in Romania. Due to a strong local presence and expertise, this project was built in record time for a project of this size and despite the challenging weather conditions.
Adding to the existing leadership in Poland, EDPR installed one of its largest wind farms in the area. This along with the additional 100 MW installed during the year solidified the market leading position.


EDPR generated 19.9 TWh during 2013, enough to cover an entire year of electricity demand for large metropolitan cities like Madrid, Lisbon, Bucharest, and Houston.

The 8% year over year increase in the electricity output benefited from the capacity additions over the last 12 months and the strong wind resource in Europe throughout 2013.
EDPR achieved a 30% load factor during 2013, which is +0.6pp higher over last year, maintaining its leading position within the wind sector and reflecting the intrinsic quality of the wind farms.
EDPR also achieved a stellar 98% availability. EDPR continues to leverage on its competitive advantages to maximize wind farm output and on its diversified portfolio to mitigate the wind volatility risk.
PREMIUM PERFORMANCE AND DIVERSIFIED PORTFOLIO DELIVERS BALANCED OUTPUT
EDPR's operations in Europe were the main driver for the electricity production growth in 2013, increasing by +15% YoY to 9.5 TWh and represented 48% of the total output (45% in 2012). This performance was driven by strong output growth across all European regions. EDPR achieved a 28% load factor in Europe, +2pp vs. 2012, further reflecting the strong wind resource.
| School School Clicker (The Production Collection Collection Collection Concession Compressional Concession Compressional Construction Compress of Children | factor (vs. 27% in 2012), primarily due to the outstanding performance in the first and fourth |
||||
|---|---|---|---|---|---|
| EDPR | GWh | YOY % | NCF | YOY% | |
| 19.903 | 8% | 30% | 1 pp | quarter of 2013. In Spain, EDPR delivered once | |
| EUROPE | 9.527 | 15% | 28% | 2 pp | again a solid premium over the Spanish market |
| Spain | 5.802 | 14% | 29% | 3 pp | average load factor (+2pp). |
| Portugal | 1.593 | 10% | 29% | 3 pp | |
| France | 689 | 0% | 25% | (1 pp) | The Rest of Europe operations delivered a 25% |
| Belgium | 116 | -5% | 23% | (1 pp) | load factor (24% in 2012) and posted higher ye |
| Poland | 541 | 24% | 24% | (2 pp) | |
| Romania | 702 | 47% | 24% | 3 pp | over year generation. Romania increased its |
| Italy | 83 | 25% | production by 226 GWh as new capacity and so | ||
| USA | 10.146 | 2% | 32% | (1 pp) | resource contributed to the strong performance |
| East | 4.385 | 11% | 28% | (2pp) | Higher producțion in Poland was mainly due to |
| Central | 4.744 | -1% | 37% | (0 pp) | full year of operations for capacity installed in |
| West | 1.018 | 3% | 29% | 3 pp | 2012. Italy generated 83 GWh in its first |
| BRAZIL | 230 | -1% | 31% | (0 pp) | operational year. |
Both Spain and Portugal delivered a 29% load
generation. Romania increased its by 226 GWh as new capacity and solid ontributed to the strong performance. duction in Poland was mainly due to a operations for capacity installed in generated 83 GWh in its first l year.
In North America, EDPR's electricity output increased to 10.1 TWh (+2% YoY), supported by a higher average MW in operation in light of the lower load factor. Events not related to the wind resource resulted in a slightly lower load factor of 32% (33% in 2012); however, excluding this impact the load factor would be in line with the previous year.
In 2013, EDPR's output in Brazil decreased 1% YoY to 230 GWh, as a result of a lower wind resource during the third quarter, and led to a stable load factor of 31%. The Tramandai wind farm continues to deliver above average load factors.
The 19.9 TWh of electricity produced has zero carbon emissions, thus contributing to the world's fight against climate change. Based on each countries thermal emission factors, an estimate of 16 million tons of CO2
CO2 EQ AVOIDED(kt)
equivalent emissions were avoided that would have otherwise been emitted by burning fossil fuels to generate the same amount of electricity in the geographies where EDPR is present.

As a part of maintaining a low risk profile, EDPR's coverage of installed capacity under regulated or long term remuneration schemes increased to 93%.
The average selling price decreased by 2% to €62.4/MWh (-€1.1/MWh YoY), driven mainly by regulatory changes in Spain (-9% YoY) partially offset by a higher production mix towards European output (48% vs. 45%) and a higher average selling price in the US (+3% YoY) and Brazil (+8% YoY).
The 2013 average selling price in Europe decreased 6% YoY to €88.7/MWh (€94.2/MWh in 2012) mainly due to lower selling prices throughout the countries, except for France (indexed to inflation) and Belgium (PPA with a fixed price). In Portugal, the lower price was driven by the above average wind resource, ultimately resulting in higher revenues.

In Spain, changes in the remuneration framework, that were previously announced, drove the new framework, defined in RDL 9/2013, includes the removal of remuneration received for reactive power (up to €3.5/MWh) and sets the profitability of all assets at the Spanish 10-year Bond yield plus 300 basis points. The net result is a steep decline in the remuneration received as the average selling price fell to €80.0/MWh or a 9% year over year decline. As the production of Spain contributes to nearly 30% of EDPR´s generation, the impact is significant.
Although the average selling price in Portugal decreased to €99.3/MWh (-3% YoY), it was more than compensated by the increase in electricity output. All the wind farms that contribute to Portugal´s EBITDA are under the old remuneration scheme. Under this scheme there is a negative correlation between the price and the annual working hours. Whenever, there is a stronger wind realized price will tend to be lower as a result of the tariff formula.
In Romania, the average selling price decreased to €110.9/MWh (-19% YoY). A key component of the remuneration scheme is the sale of Green Certificates (GCs). Renewable operators generate GCs based on the electricity output and have the option to sell them during monthly auctions. During the year, Romania approved Emergency Government Ordinance 57/2013, which caused uncertainty in the GC market leading to a decline in prices; however, there was a recovery during the fourth quarter. The new legislation does not change the number of GCs earned but rather delays the ability to sell 1GC for solar projects to 2017.
In Poland, the average selling price decreased to €95.6/MWh (-6% YoY). Similar to the remuneration scheme in Romania, renewable projects receive green certificates, which can be sold, and prices based on the spot market. During the year, several factors resulted in lower energy and green certificate market prices such as a decline in fuel and CO2 prices and decreased electricity demand.
In France, the selling price improved 1% YoY to €90.2/MWh, while in Belgium it remained stable at €112.0/MWh due to the long-term PPA contracts in place.
In Italy, the above average selling price achieved reached €137.6/MWh, benefiting from the favourable remuneration scheme.
In the United States, the electricity generated from EDPR´s projects are primarily sold under long term power purchase agreements with fixed escalators or sold merchant on the spot market with short-term hedges. The average selling price increased 3% YoY to \$48.6/MWh, driven mainly by a greater weight of output from projects with PPAs (which usually have annual price escalators) and an improvement of prices in the spot market.
Average selling prices for wind farms under PPA increased 2% YoY to \$52.6/MWh, resulting from the contracted price escalators and the contribution of new PPAs. Selling prices for the production exposed to wholesale electricity increased 2% YoY to \$31.9/MWh, benefiting from the recovery in wholesale gas prices from an average of \$2.8/MMBtu in 2012 to \$3.7/MMBtu in 2013.

From the beginning of 2013, EDPR has secured 1,200 MW of new wind energy PPAs. 250 MW for projects that were already in operation and 950MW will be installed over the next 3 years starting in 2014. The MW to be installed are backed by seven PPAs and are spread across the United States in five different states (California, Oklahoma, Kansas, Maine, and Indiana). In addition to the wind energy PPAs, EDPR has also secured two PPAs for 30 MW of solar plants to be installed in California. In line with EDPR´s growth strategy of expanding in to new technologies, the planned solar plant will be the first for EDPR in the North American market, capitalizing on both the attractiveness of the investment and the expertise gained from the installation of solar plants in Romania starting in 2012.
Risk management is critical when the price received from generating electricity is subject to the uncertainty in the wholesale market. In order to improve certainty and decrease exposure to volatile spot prices, EDPR entered into power futures contracts, partially hedging US merchant exposure. This allowed EDPR to secure a fixed price for a stated volume and provide price stability and effectively reduce the monthly cash flow volatility due to the variation in market-driven electricity prices.
In 2013, the average selling price in Brazil increased 8% to R\$309.2/MWh, reflecting the updated PPA price in accordance with the adjustment for inflation.
competitive tender (new regime).

| Spain: | -9% YoY | Portugal: | -3% YoY | France: | +1% YoY | |
|---|---|---|---|---|---|---|
| 2,310 MW/ €80.0/MWh | 619 MW / €99.3/MWh | 322 MW / €90.2/MWh | ||||
| New regime: In July 2013 the Government changed the remuneration framework for existing facilities. According to the current secondary legislation draft, wind farms built in 2004 or earlier are not eligible to receive any incentive while newer farms will receive a flat premium per installed MW until the end of their regulatory life. |
Feed in tariff "Old Regime" - Tariff is calculated according to a formula that takes into account the load factor, installed capacity, among other parameters. Feed in tariff "New regime" - Price was defined with a different formula but similar parameters. |
Feed-in tariff, stable for 15 years. First 10 years: receive approximately €82/MWh; inflation type indexation and with an "x" factor only until the start of operation. |
||||
| Romania: | -12% YoY | Poland: | -6% YoY | Belgium: | 0% YoY | |
| 521 MW / €121.1/MWh | 370 MW/ €95.6/MWh | 71 MW / €112.0/MWh | ||||
| Market price plus GC. Wind generators receive 2 GC for each MWh produced until 2017 (but one GC will be deferred from trading until March 2017). Solar receives 6 GC per MWh for 15 years (but 2 GC will be deferred from trading until March 2017). |
Market price plus GC. Option to choose a regulated electricity price (PLN201.4/MWh for 2013). DisCos have a substitution fee for non compliance with GC obligation, which in 2013 was PLN297.4/MWh. Option to negotiate long-term PPAs. |
Market price plus green certificate (GC) system. Separate GC prices with cap and tloor for Wallonia (€65/MWh- 100/MWh) and Flanders (€80/MWh-125/MWh). Option to negotiate long-term PPAs. |
||||
| Italy: | n.a.% YoY | United States: | +3% YoY | Brazil: | +8% YoY | |
| 70 MW / €137.6/MWh | 3,667 MW / \$48.6/MWh | 84 MW / R\$309.2/MWh | ||||
| Market price plus green certificates (old regime). Long term PPA system set in a |
Electricity price - market price or long-term PPA - plus renewable energy certificates (RECs). In |
Feed-in-tariff - PROINFA. Long-term PPA system set in a competitive tender. |
addition, a number of
tax/governmental incentive schemes may apply, such as Production Tax Credits (PTCs), Cash
Grants (CGs) and MACRs.
Given the nature of the renewable energy business where excellence in development, construction and operations are paramount to ensure project success, EDPR prides itself in having developed competencies in all of these areas that set it apart from other players in the industry.
These areas of expertise are not limited to the more technical aspects of the business, such as the design of the wind farms, but encompass every aspect from environmental issues to the work developed in partnership with local communities. Most importantly these areas are supported by the knowledge and know-how of EDPR's team of young, highly skilled employees.
It is their tireless effort in the design, construction and day-to-day operation of our renewable power plants that drives our industry leading efficiency metrics.
CONSTRUCTION
ENGINEERING AND
CONSTRUCTION
GUARANTEEING
VALUE OF OUR
PROJECTS
HEALTH & SAFETY
ENHANCING SOCIAL
HUMAN CAPITAL
EDPR vs. Spanish Market Average _ _ _
2009 2010 2011 2012 2013
– Spanish Market Average
EDPR in Spain
The development stage of the proiect is by far the most critical. The choice of location, wind farm layout or wind turbine generator will influence the top-line return of the project for the next 25 years of operations. Once the wind farm is up and running, certain adjustments can be made to maximize output and reduce costs, however the fundamental drivers of return were decided years before, during development.
Finding the prime locations to build our wind farms and defining the optimal placing of the turbines is critical for a project's success. Placing the turbine in a sub-optimal location could significantly reduce a wind turbine's net capacity factor. For this reason, EDPR has implemented a thorough process that ensures the quality of the new additions to the global portfolio and tries to anticipate during the early stages of the development if a project will meet the highest standards defined by the company.
However, not only technical factors are taken into consideration during this initial process. Social and environmental aspects of potential sites are evaluated
before initiating the permitting process, following our environmental and biodiversity policy commitments, in order to ensure that our development portfolio only considers projects that can meet our highest environmental standards.
EDPR uses a two stage process to determine the optimal layout for a wind farm to maximize the profitability of the project. This process is carried out by one of the most experienced teams in the industry, including experts with more than 10 years of experience.
One of the first steps of developing a project is to use complex mathematical models to produce a series of layout options. Information on wind speeds, wind direction, foundation costs and zone restrictions are among the many variables considered in the model. Once these options are developed it's also important to consider the potential losses in energy output due to the "wake effect".
This effect relates to the loss of energy and increased turbulence caused by rotating blades on downstream wind turbines. It is important to anticipate the potential impact and adjust the layout accordingly because once a wind farm is built no further changes can be made without a sizeable impact. The ultimate goal is to design a layout that will capture the maximum amount of the wind resource, minimize construction costs and avoid unsustainable areas.
Since a wind farm can become a part of the local community, their input is also critical to achieve our goals. Early engagement provides a valuable understanding of the social considerations of the sites and also ensures a good and smooth development. During this process, potential conditions that might be attached to the consent of the wind farm are discussed. These conditions can influence the layout, construction techniques, scheduling, post-consent monitoring, and studies. Public consultations are a standard practice to understand social considerations and are well attended by the locals and often receive coverage in the local media.
As well as optimizing the layout of the wind farm, great effort is taken into choosing the best fit wind turbine generator for each site. When developing a new project our technical and procurement teams work closely to choose the model that will provide the best all-round profitability for the project. This is a delicate balance between the technical specifications of each model and the price offered by the manufacturer. The model selected is based on maximizing return, which based on the economics, could come at the expense of maximizing production.
EDPR manages more than 70 wind turbine models from 9 different suppliers in its global portfolio. The experience gained in working with a diversified portfolio of models helps ensure low turbine supply risk, high productivity and competitive pricing among turbine manufacturers.
A main goal of EDPR's engineering and construction team is to build highly efficient wind farms, while closely monitoring the investment costs, and to design wind farms that will require minimal infrastructure maintenance costs during the useful life of the asset. This is done with strict adherence to local and internal construction standards, considering on-site conditions and minimizing the impact on local communities and the environment.
During the engineering phase EDPR's teams perform deep geological researches with the aim of avoiding uncertainties during construction as well as designing optimal foundations, roads and platforms. The proper design of roads and other structures minimizes the use of earthworks, which ultimately reduces the construction costs of each project.
The electrical infrastructure requires equal time and effort. In this stage the choice of cables takes into consideration the best economics as well as the technical characteristics of the wind turbines to ultimately design the best electrical grid crossing.
The infrastructure investments developed have an ultimate positive benefit for the surrounding communities. The reinforcement of the existing electricity networks and the rehabilitation of existing roads, or the construction of new roads, is a valuable asset for the surrounding communities who may be able to use the developed infrastructure to access remote locations. Moreover, an upgraded electricity distribution system can increase the quality of the electricity supply by increasing stability and reducing outages.
The presence of EDPR in the area encourages economic development of the region, which can see an influx of temporary construction workers that brings local spending and increased sales tax revenue. Closely collaborating with stakeholders is important to ensure they maximize the value generated.
In the construction phase, EDPR stands out through its contract strategy and procurement process, among others. EDPR has perfected its contract strategy to provide the best balance between price and risk. This is done through several turnkey contracts for the wind turbines, construction works and electrical infrastructure that quarantee internal leadership in the construction management, whilst reducing the prices and controlling the schedule and possible deviations.

1 - Construction of access roads.
2 - Foundations and Pads. Depending on the terrain construction of the wind farm foundation can be a difficult task. In EDPR's Facaeni wind farm, due to the soil conditions the foundation had to be built with 18 piles ner turbine.
3 - Collector system (cables that link the wind turbine to the substation).
4 - Wind turbine generator (WTG) transport. The size and weight of the wind turbines means that transport is a logistical challenge. Turbines are moved in sections with some weighing in excess of 70 tons.
With regards to the procurement process, EDPR has implemented a process that guarantees technical considerations and competitive pricing. This includes a bidding process for several contractors with several stages of negotiations. Commercial and technical assessments are carried out in parallel to get the best commercial offer (economics, guarantees, low risk, financing) to assure the whole scope is included and quality and technical specifications are fulfilled.
Environmental requirements and best practices are also included in the bidding documentation or in specific environmental management plans. The construction of our projects brings many external partners and we believe it is essential to involve the entire value chain in order to guarantee that they are aligned with our environmental strategy. EDPR performs monitoring plans to environmental requirements are met and in the unlikely event that an unexpected environmental impact is identified we are able to quickly implement the corrective measure


As the operator of a global fleet of 8.5 GW, EDPR places great attention on effectively managing its assets. Ensuring that operations and maintenance costs are kept to a minimum through the useful life of the wind farms, and maximizing their return is
In addition to its leading O&M strategy and remote operations infrastructure, EDPR continues to seek gains year after year in other areas such as improved warehouse logistics, better power forecasting and leaner operations. Minor improvements in any of these areas multiply into significant cost savings for the company and its shareholders.
During the day-to-day operation of a wind farm, forecasting plays a critical role as it allows EDPR to accurately predict the future energy generation. If wind farms are able to accurately forecast there energy production they can minimize imbalance costs and help improve the energy system as a whole. Energy imbalances happen when actual production or usage of energy is lower/higher that the scheduled amount. If a wind farm produces less energy that it forecasted it will have to pay the energy system authority for this deviation. To avoid such costs it is imperative that wind farm energy forecasts are as accurate as possible.
As with layout optimization, forecasting of energy production falls on EDPR's energy assessment team. In this case state-of-the art physical and statistical modelling is used to predict the wind resource for all our wind farms on an hourly basis. The availability of on-site wind data and advances in meteorological modelling has significantly helped improve the forecasting ability over the last years. However certain challenges remain such as accounting for thermal winds, complex terrain, very high winds and the impact from icing.
To deal with some of these problems EDPR has implemented a successful program to identify and correct periods of curtailment or unavailability. Our teams periodically analyse the millions of data points collected to identify problems and implement corrections. This program has resulted in a 10% improvement in the forecasting of production from some critical wind farms throughout 2013.
EDPR's top line revenues are the result of two key factors, energy generated and selling price. As a result, selling the energy generated at attractive prices whilst is as important as maximizing production.
EDPR's energy management team uses long-term power purchasing agreements signed with local off takers to stabilize the energy price received for as long as 20 years. Additionally, depending on the specificities of each contract, exposure to other market uncertainties is also reduced. 93% of EDPR's capacity is covered either by the
Guaranteeing a healthy and safe work environment for our employees and contractors is fundamental in all aspects of the business. EDPR's Health and Safety policy, available on our website, reflects the company's commitment to the prevention of occupational risks associated with our activities.
To support our strategy on health and safety, we have implemented proper management systems. These systems are adapted to each country, with specific standards and procedures based on the regulation and best practices.
The Management System is being certified OHSAS 18001:2007. At the end of 2013, the certification covered 3,387 MW, representing 42% of EDPR's installed capacity. The certification was additionally extended to Belgium and Romania.
During 2013, EDPR registered a substantial improvement in its health & safety ratios. The number of accidents registered for employees and contractor personnel reduced by 50%, an improvement towards our zero accidents goal stated in our Health & Safety policy.
cornerstone of this process.
regulatory stability of country specific frameworks or long-term PPAs and the remaining 7% is exposed to the changes in energy spot markets. To further reduce its exposure to spot markets, following our low risk strategy, EDPR uses short-term hedging instruments to sell energy at fixed prices.
During 2013 EDPR signed 1,200 MW of long-term PPA in the US and contracted short-term hedges in at least 4 geographies.
During the first years of a wind farm's life, operations and maintenance of the wind turbine generators is usually guaranteed by the turbine manufacturer. Once this period has finished, EDPR must decide on the optimal maintenance system that will reduce costs, whilst maintaining high levels of availability. To deal with this problem EDPR has implemented a successful O&M program called M3 (Modular Maintenance Model). Depending on the country, turbine type, historical performance and other technical aspects, our O&M teams will decide on the optimal balance between external contractors and in-house maintenance. Usually, EDPR keeps control of high value-added activities such as maintenance planning, logistics and remote operations while outsourcing, under direct supervision, people intensive tasks.
This strategy has resulted in high costs savings for the compared with other post-warranty wind farms under full scope O&M contracts, the costs savings achieve 15% and reaches 20% when compared with wind farms under their initial warranty.
Launched in 2011, EDPR's Lean program focuses on optimizing process across the company's business using the lean-six sigma methodology. The objective is to leverage front-line personnel ideas and experience to improve the company's revenues and costs, improve safety and reduce environmental impact.
Within this strategy EDPR has implemented two programs, "Daily Lean" and "Lean improvement". The first applies continuous improvement to the day-to-day activities at our wind farms, with the objective of reducing repetitive and non-value added tasks. Improving the tracking of repaired components and warehouse layout are two examples of the results of this program.
The second program "Lean Improvement", developed together between our performance engineers and our field personnel, identifies and solves issues that are common to a fleet of turbines or part of a fleet. This program implemented changes that help reduce the impact of lightning damage and reduce gearbox overheating among many others.

FOOTPR

No fly ash, gypsum or radioactive wastes generated 81% of waste recycled or recovered

EDPR is very conscious of the importance of proper management of environmental matters in the wind farms in operation, which is assured through the Environmental Management System (EMS). The system ensures compliance with legal requirements and focuses on relevant environmental aspects, while setting environmental objectives and targets to improve environmental performance at country and platform levels. In the US, EDPR has completed the implementation of an EMS for all of its operating wind farms and the platform is currently pursuing ISO 14001 certification.
To attract, develop and retain talent is a main qoal of EDPR's Human Resources strategy. At EDPR, our people are very important and we, as a responsible employer, want to retain them by offering quality employment that can be balanced with personal life.
Despite a difficult macroeconomic environment, our employee base increased by three percent over last year to reach 890. New employees have the opportunity to join a company with a strong work culture that emphasizes team work within a diverse environment represented by 24 nationalities.
We strive to offer our workforce with opportunities to develop professionally and to assume new roles to reach the company's goals. Our employees are distributed globally as 24% of our employees work at EDPR Holding, 44% within the European Platform, 29% within the North American Platform and 2% in Brazil. All are encouraged to take advantage of the functional and geographic mobility opportunities so they can assume more responsibilities.
As part of the employee recruiting strategy, EDPR is committed to hiring the brightest people and seeks potential employees attending top universities and business schools. We have carried out different initiatives to enhance employer branding by participating in different Employer forums and hosting visits from top-tier universities. EDPR offers an internship program aimed at giving young professionals work experience and potentially identifying future employees with growth potential who can contribute to the future development of the business.
EDPR hires talented individuals who are passionate about the industry and share our vision and purpose. When hiring, the company takes into account not only the specific job skills for a certain position but also the behavioural skills, which are at the base of the organisational culture. As a company devoted to sustainability, EDPR aims to combine career goals with company values.
At EDPR, we hire top talent ensuring a non-discriminatory selection processes. This is confirmed in the Code of Ethics which contains specific clauses of non-discrimination and equal opportunities in line with the company's culture of diversity.
In 2013, EDPR hired 91 employees, 32% of which are women. EDPR additionally offered 87 long term internships and 18 summer internships.
EDPR has a strong company culture, and wants new hires to be able to understand this culture and quickly adopt it in their day-to-day activities. To encourage this, new hires are involved in a number of workshops and team building activities aimed at improving integration and gaining a better understanding of the company.
Our Welcome Day, a three day event for new hires, allows new employees to obtain basic knowledge of the company, our business, and depending on the employee's profile, a visit to one of the wind farms or the remote control dispatch centre. During 2013, EDPR introduced a new integration tool called the Induction Plan. New hires spend a few days at the corporate headquarters and are guided by colleagues from different areas to learn key aspects of their job and gain a better understanding of their work and how it contributes to the mission of EDPR

EDPR is committed to offer a competitive compensation and benefits package to recognize the work and talent of our employees. The compensation policy addresses the needs of local markets and provides flexibility to adapt to the specifics of each region. In addition to a fixed base compensation, there is a variable component that depends on a performance evaluation measured against the company's performance, area and individual KPIs.
Our performance based compensation is an important tool to promote a greater focus from our employees on not only the company's objectives but personal and team objectives as well. In order to be competitive in the marketplace and recruit the best talent, EDPR reviews and benchmarks itself against local markets in order to offer the most attractive benefits packages. For example, in 2013, EDPR extended the coverage of its life and accident insurances to 100% of the employees.
At EDPR, we understand the importance of maintaining a balance between work and personal commitments. This understanding has led to an increase of employees' satisfaction, while boosting productivity, and morale.
EDPR has work-life balance programs and aims to constantly improve and provide the most suitable benefits to employees. Often specific benefits are only applicable to certain countries in which EDPR is present. As an example of normalizing key benefits across the countries, EDPR employees in the United States can now enjoy extended maternity leave, as it is a common practice in Europe.
Since 2011, EDPR's practices have been recognized with the Family Responsible Employer Certification (EFR-Empresa Familiarmente Responsable) by the MásFamilia Foundation, in Spain. This certification reflects EDPR's commitment to promote a healthy work-life balance for its employees. EDPR stood out for its effectiveness in terms of scheduling flexibility, family support, equal opportunities and its ambitious policy of continuous improvement.
EDPR does not limit itself to only providing benefits to the community through the construction of new wind farms and solar plants. Employees are also encouraged to actively participate in their communities and to be responsive and aware of emerging needs through many volunteering initiatives sponsored by EDPR's Volunteering Program. Employees can choose from several campaigns to donate financially or participate directly in volunteering opportunities held during working hours or weekends. For example, during the Christmas holidays, a campaign was started in partnership with a NGO to raise fund for a social initiative in South America.
Assessing the potential of our talented pool of employees is a fundamental tool in people management. The purpose of the annual Potential is to prepare employees to achieve his/her top potential development based on a set of strategic skills. All of EDPR's employees, regardless of their professional category, are evaluated yearly to determine their development potential by providing the most suitable training. EDPR creates tailored development plan to address specific needs. The potential assessment process is independent from performance appraisal and is based on a 360 decree evaluation model which considers feedback from oneself, peers, subordinates and the manager.
Each year a customized Training Plan is created based on the results of the potential performance assessment. The plan provides a framework for managing training within the company, in close alignment with the business strategy. When defining our strategy for the future, we strive to align current and future demands of the organization with our employees' capabilities while fulfilling their professional development expectations and supporting their continuous improvement. EDPR is committed to offer employees an attractive career plan, as well as advanced education and training opportunities.
| 2013 | 2012 | (%) | |
|---|---|---|---|
| Training Metrics | |||
| Number of Training Hours (# ) | 29,298 | 17,324 | ട് |
| Number of Participants (# ) | 2,563 | 2,436 | 5% |
| Trained employees | 838 | n.a. |
1 2012 figures do not include Portugal and Brazil in 2013 accounts for 1,556 hours and 121 participants and 796 hours and 38 participants, respectively.
2 Figures include Language training accounted for 6,754 hours, while in 2012 language training represented 2,713 hours.
In 2013, the number of training hours increased to 29,298, representing 33 hours of training per employee. Almost 95% of our employees received training during 2013. Internal training accounted for 10,993 hours.
Promoting talent from within is a strategic choice to ensure the long term advancement of EDPR. Recognizing that future leaders of EDPR could be present in the existing talent pool, a specific training program (HIPO) is essential to developing the skills of these high potential employees. In 2013, EDPR launched an innovative coaching program for those in the HIPO program. The objective is to enhance the professional development and soft skills through one on one coaching/mentoring session with a senior leader.
In 2013, the Renewable Energy School had gained relevance as a tool aimed at sharing internal knowledge and fostering networking opportunities. The School has now established itself as a platform for knowledge sharing and exchange of best practices across the company and has been tasked with delivering the core programme within the defined EDPR employees' Training Roadmap.
The objective of the EDP University training is to familiarize employees with the core business of the company and to broaden their horizons by providing them with an overview of the strategic challenges that the company faces.
During 2013, the Renewable Energy School delivered 34 training sessions across Europe and the US, representing 7.444 hours
and a total of 761 attendances. During this period, the School engaged 67 internal experts as trainers for these courses and has successfully implemented the strategy of reaching out to EDPR local offices by organizing courses in 8 different locations.
All our employees are covered by our performance evaluation system that collects information from several data sources to evaluate employee performance.
In the context of fostering workers' growth through diversity of experience, EDPR encourages professional mobility. To support the global growth strategy, mobility is of upmost importance as a powerful tool to share EDPR culture and best practices with new markets where we plan to enter.
During 2013, 41 employees had functional or geographical mobility and, including 10 new expats during the year, making a total of 25 expats.
At EDPR, it is important to have open lines of communications with employees. Different measures were implemented to gather and analyse opinions and suggestions. EDPR's CEO is keen on connecting with employees and will regularly hold organized meetings with a small group of employees to discuss in an open forum. Continuous feedback between areas, through various means, is important to eliminate silos and encourage greater and more efficient teamwork.
In addition to open communication channels established between employees, satisfaction surveys are conducted every two years to gather opinions and gain an understanding of the motivation and satisfaction level of employees. The participation rate in this year's survey reached 95% with a satisfaction score of 77%.
In addition, EDPR continued among the 50 best companies to work in the GPTW Rankings in Spain, UK and Poland, where we pursued this recognition.
Based on the feedback of our employees, we have organized during 2013 meetings sessions between our employees and the CEO.
During these meetings, employees are given the opportunity to share their point of view of the business from their positions and learn about the strategy of the company and how this relates to their day-to-day tasks. This is a great opportunity for employees to better understand their impact on the business.
In Spain, 53% of our employees already had the chance to meet the CEO. This initiative has already started in other EDPR geographies. The feedback received from our employees is very positive.

EDPR's ability to attract, develop, and retain talent is a testament to its commitment to excelling in all areas. It's no wonder that EDPR continues to be among the 50 best companies to work for as determined by the Great Place to Work rankings. A motivated workforce aligned with the company's strategy is one of the key drivers behind our ability to deliver on results during 2013.
EDP Renováveis S.A. individual accounts refer to the Holding of EDP Renováveis Group (EDPR), which includes (apart from EDPR Holding) its subsidiaries EDPR Europe (EDP Renewables Europe, S.L.), EDPR North America (EDP Renewables North America, LLC and EDP Renewables Canada, Ltd), EDPR Brazil (EDP Renováveis Brasil, S.A.). This management report focus on 2013 activity and financial results of "EDPR Holding" as well as its subsidiaries in each of the supra-mentioned platforms. Therefore, this report describes both the Holding and EDPR Group's business and activity during the year of 2013. Financial accounts for EDPR Holding are presented according to Spanish GAAP ("Plan General de Contabilidad", in all material aspects similar to IFRS), while EDPR Group consolidated financial info were prepared according to IFRS-EU. The current management report addresses both EDPR Holding and EDPR Group.
EDPR Holding closed the year of 2013 with €6.6bn in assets, mainly related to the investments in its subsidiaries of €6.5bn
Total equity reached €5.9bn providing evidence of the robust EDPR Holding capital structure with Equity over Total Assets surpassing 89.3%.
Total Liabilities amounted at year-end 2013 to €0.7bn, for the most part as a result from the €0.6bn in financial debt with EDP group companies.
Turnover including a financial income totaled +€104m, net of the operational expenses of -€10 million in personnel costs, -€14m in other expenses and -€1m in amortization resulted in an operational result of +€79m. Financial expenses of -€39m net of positive fx differences and derivatives of +€3m, resulted in a financial result of -€36m.
In 2013, EDPR registered another year of record performance, with Revenues increasing to 1,356 million euros, mainly driven by the 8% increase in electricity generation. EDPR's average selling price decreased 2% as the result of the lower average selling price in Europe; however, the decrease was partially offset by the higher average selling price in the US and Brazil
Europe. €m 2013 2012 4%/€ EBITDA OF 947 MILLION EUROS INCOME STATEMENT EBITDA improved 1% to 947 million euros, 1.356 1.285 Revenues +6% representing a 70% EBITDA margin. EBITDA grew despite the negative cumulative impact EBITDA 947 938 +1% of 71 million euros related to all 2013 Net Profit 1 135 126 +7% Spanish requlatory changes, including a 17 million euros adjustment on sales, related to CASH-FLOW the framework (RDL 9/2013) that was Operating Cash-flow 700 દર્દ +5% announced in July 2013 and pending Capex 627 612 approval. +2% BALANCE SHEET NET PROFIT INCREASED 7% TO 135 Assets 13,112 13.302 (190) MILLION EUROS 6,089 Equity 5,749 +341 The positive year over year growth in Net I iahilities 7.027 7.553 (531) Profit highlights EDPR's ability to transform strong operational metrics into quality LIABILITIES bottom-line metrics. Net Debt 3.283 3.305 (23) Institutional Partnerships 836 947 (106)
1 Attributable to EDPR equity holders
PORUST CASH-FI OW
along with a higher production mix towards
Operating Cash-Flow increased 5% to 700 million euros, which more than covered the Capex expenditure of the year.
In 2013, EDPR concluded the sale of a minority equity stake and shareholders' loans in wind farms in Portugal to CTG, and executed a sale of a minority equity stake in the US with Fiera Axium, for a combined total of 402 million euros. In October 2013, EDPR structured an additional asset rotation transaction with Axpo Group for a portfolio of wind farms in France. The financial close occurred during the first quarter of 2014.
Capital expenditures (Capex) totalled 627 million euros reflecting the capacity additions and the capacity under construction. Moreover a cash grant for 120 million dollars was collected in the US. As a result of the robust cash flow, execution of the asset rotation strategy, and close monitoring of expenditures, Net Debt decreased by 23 million euros.
Execution of the asset rotation strategy primarily helped increase EDPR's total equity by 340 million euros to reach 6.1 billion euros.
Total liabilities decreased 531 million euros. This decrease was mainly driven by lower financial debt and a decrease in accounts payables.
Total assets of 13.1 billion euros are 190 million euros lower versus last year, mainly due to the depreciation of the US Dollar.
EDPR continues to deliver solid operating performance results as Revenues increased 6% to 1.4 billion euros.
In addition to operating assets to generate maximum revenue, controlling costs and achieving high levels of efficiency is equally a strong focus for EDPR. Operational expenditures (Opex) - defined as Operating Costs excluding Other operating income - increased 10% to 451 million euros. The increase is mostly a result of the 7% tax on electricity sales introduced in Spain during the year, which negatively impacted results by 32 million
euros. On a per MW basis, the ratio is higher versus 2012; however, adjusting the ratio for this tax along with write-offs, EDPR's Opex per MW actually decreased 2% as a result of strict cost control.
Other operating income totalled 42 million euros in 2013. During the beginning of the year, EDPR re-designed the off taking volumes of a long term PPA in the US. which partially contributed to the amount. The decrease versus last vear is mainly due to the 32 million euros recorded, in the prior year, as a result of asset revaluation.
Despite the negative impacts from requlatory changes in Spain, EBITDA increased 1% to 947 million euros due to leading operational metrics and strict control over costs, leading to a 70% EBITDA margin.
EBIT (operating income) improved 5% to 473 million euros, reflecting the 2% lower depreciation and amortisation charges, including impairments. In 2013, EBIT was negatively impacted by 20 million euros of
| CONSOLIDATED |
|---|
| INCOME STATEMENT |
| Em | 2013 | 2012 | A %/C |
|---|---|---|---|
| Revenues | 1,356 | 1,285 | +6% |
| Other Operating Income | 42 | ਦੇਤੋ | (34%) |
| Supplies and Services | (263) | (262) | +0% |
| Personnel Costs | (67) | (63) | +6% |
| Other Operating costs | (121) | (86) | +41% |
| Operating Costs (net) | (409) | (348) | +18% |
| EBITDA | 947 | 938 | +1% |
| EBITDA/Revenues | 70% | 73% | (4%) |
| Provisions | (1) | O | |
| Depreciation and amortisation | (491) | (503) | (2%) |
| Amortization of deferred income (government grants) |
18 | 15 | +21% |
| EBTT | 473 | 450 | +5% |
| Capital gains/(losses) | (0) | 3 | |
| Financial Income/(expenses) | (263) | (278) | (5%) |
| Share of profits of associates | 16 | 7 | +133% |
| Pre-Tax Profit | 226 | 182 | +24% |
| Income taxes | (57) | (46) | +23% |
| Profit of the period | 169 | 136 | +24% |
| Net Profit (EDPR equity holders) |
135 | 126 | +7% |
| Non-controlling interests | 34 | 10 | +248% |
impairments, of which 9 million euros related to Spain and booked in the fourth quarter of 2013.
At the financial results level, net financial expenses decreased 5%, as net interest costs were lower, benefiting from a lower average debt and a stable 5.2% cost of debt. Institutional partnership costs were 9% lower, while the devaluation in the Zloty and Leu led to a negative forex impact. Share of profits of associates increased 9 million euros to 16 million euros mainly due to the stronger results of ENEOP.
Pre-Tax Profit increased 24% to 226 million euros resulting in Income Taxes of 57 million euros, equivalent to a 25% effective tax rate. Non-controlling interests totalled 34 million euros, a 24 million euros increase mainly as a result of the asset rotation strategy of selling minority stakes in operational assets.
All in all, Net Profit increased 7% to 135 million euros. When adjusting 2012 and 2013 for non-recurrent events on operating income, forex differences, capital gains, and tax asset base revaluation, the Adjusted Net Profit increases to 145 million euros, an 8% increase.

Total Equity of 6.1 billion euros increased by 340 million euros during year, with 93 million euros attributable to non-controlling interests. The increased equity attributable to the shareholders of EDPR of 247 million euros is a result of the 135 million euros of Net Profit, reduced by the 35 million euros in dividend payments, as well as the sale of non-controlling interests which contributed 147 million euros.
| BALANCE-SHEET Em |
2013 | 2012 | While equity increased, total liabilities reduced 7% to 531 million euros, mainly in financial debt (-182 million euros) and accounts payable (-185 million euros). |
|---|---|---|---|
| Assets (Cm) Property, plant and equipment, net Intangible assets and goodwill, net Financial investments, net Deferred tax assets Inventories Accounts receivable - trade, net Accounts receivable - other, net Financial assets at fair value through profit and loss |
10,359 1,346 72 111 15 207 ୧୧୧ O |
10,537 1,327 57 89 16 180 800 0 |
With total liabilities of 7.0 billion euros, the debt-to-equity ratio of EDPR stood at 1.2x by the end of 2013, which is a year over year decrease from the 1.3x in 2012. Liabilities were mainly composed of financial debt (53%), liabilities related to institutional partnerships in the US (12%), and accounts payable (20%). Liabilities to tax equity partnerships in the US stood at 836 |
| Collateral deposits Cash and cash equivalents Total Assets |
80 265 13,112 |
49 246 13,302 |
million euros (-106 million euros or -11% from prior year- end). Deferred revenues related to institutional partnerships primarily represent the non-economic liability |
| Equity (Cm) Share capital + share premium Reserves and retained earnings Net Profit (Equity holders of EDPR) Non-controlling interests Total Equity |
4,914 623 135 418 6,089 |
4,914 384 126 325 5,749 |
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. |
| Liabilities (Cm) Financial debt Institutional partnerships Provisions Deferred tax liabilities Deferred revenues from institutional partnerships Accounts payable - net |
3,692 836 ୧୫ 383 672 1,370 |
3,874 942 રવ 381 738 1,555 |
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. |
| Total Liabilities Total Equity and Liabilities |
7,022 13,112 |
7,553 13,302 |
As total assets totalled 13.1 billion euros in 2013, the equity ratio of EDPR reached 46%, versus 43% in 2012, highlighting the continued de-leveraging of the company. tored of tak book and and and and |



Assets were 79% composed of net PP&E - property, plant and
equipment, reflecting the cumulative net invested capital in renewable energy generation assets.
Total net PP&E of 10.4 billion euros changed in the year for the new additions during the year of 584 million euros, and reduced by 505 million euros for depreciation charges, impairment losses and write-offs plus an additional 260 million euros due to forex conversion, mainly as the result of a weaker US Dollar.
Net intangible assets mainly include 1.3 billion euros from goodwill registered in the books, for the most part related to acquisitions in the US and Spain, while accounts receivable are mainly related to loans to related parties, trade receivables, guarantees and tax receivables.
EDPR generated Operating Cash-Flow of 700 million euros, a 5% increase from the prior year. EDPR continues to benefit from the strong cash-flow generation capabilities of its assets in operation.
The key items that explain 2013 cash-flow evolution are the following:
All in all, Net Debt decreased versus last year and stood at 3,283 million euros by year end. In line with the selffunded business model and focus on operational excellence, EDPR will continue to benefit from the solid free cash-flow generation capabilities of its 2013 2012 A %/C CASH-FI OW assets.
Em +1% 938 EBITDA 947 +9% (85) Current income tax (93) (3%) Net interest costs (200) (205) Share of profit of associates 16 7 +121% FFO (Funds From Operations) 671 655 +2% 200 205 (3%) Net interest costs Income from associated companies (16) (7) +121% (120) (7%) Non-cash items adjustments (112) Changes in working capital (42) (66) (36%) Operating Cash-Flow 700 666 45% Capex (627) (612) +7% (22) +110% Financial (investments) divestments (47) Changes in working capital related to 2 (180) PP&E suppliers Cash grant 91 5 Net Operating Cash-Flow (63) 30 Sale of non-controlling interests and 176 +129% 402 shareholders' loans Proceeds (payments) related to (15) +135% (36) institutional partnerships (189) Net interest costs (post capitalisation) (184) (3%) (76) (5) Dividends and capital distributions Forex & others (20) 27 23 33 (30%) Decrease / (Increase) in Net Debt
OPERATING CASH-FLOW

CAPEX BREAKDOWN BY PLATFORM (%)

Brazil & Other
| NET DEBT (€m) €m |
2013 | 2012 | A € |
|---|---|---|---|
| Nominal Financial Debt + Accrued interests on Debt |
3,692 | 3,874 | (182) |
| Collateral deposits associated with Debt |
(80) | (49) | (31) |
| Total Financial Debt | 3,612 | 3,825 | (213) |
| Cash and cash equivalents | 265 | 246 | 19 |
| Loans to EDP Group related companies and cash pooling |
64 | 274 | (210) |
| Financial assets held for trading | 0 | 0 | (0) |
| Cash & Equivalents | 329 | 520 | (191) |
| Net Debt | 3,283 | 3,305 | (23) |
EDPR's total Financial Debt decreased 213 million euros to 3.6 billion euros. Loans with EDP group account for 76% of the debt, while loans with financial institutions, mainly in the form of project finances, represented the remaining 24%. To continue to diversify its funding sources EDPR keeps on executing top quality projects enabling the company to secure local project finance at competitive costs. In 2013, EDPR signed two project finance transactions for a total of 112 million euros related to 130 MW of installed capacity in Poland.
As of December 2013, 59% of EDPR's financial debt was Euro denominated, while 35% was funded in US Dollar due to the investment in the US and the remaining 6% is mostly related with debt in Polish Zloty and Brazilian Real.
EDPR's debt has a long-term profile as 82% of the financial debt has a 2018 and beyond maturity. EDPR continues to follow a long-term fixed rate funding strategy and mitigate its interest rate risk by matching the operating cash-flow profile with its financial costs.
In addition to the long-term profile, stability in the average interest rate is a priority for controlling costs. 88% of the debt is financed based on a fixed rate debt profile and the average interest rate was stable at 5.2%.
Liabilities referred to as Institutional Partnerships decreased 106 million euros to 836 million euros, mainly due to tax benefits allocated to tax equity partners during the period and US Dollar depreciation.


In Europe, EDPR delivered a 9% year-on-year growth in revenues, to 844 million euros. Increasing growth in Rest of Europe led to a higher contribution to Revenues, reaching 26% in 2013 versus 24% in the prior year. Consequently, the contribution from Spain and Portugal reduced to 55% and 19%, respectively.
The performance was driven by the higher electricity output which more than offset the effect of a lower average selling price. In detail, the increase in revenues was the result of higher revenues in Rest of Europe (+34 million euros), Spain (+18 million euros) and Portugal (+11 million euros). The stronger wind resource drove revenues higher by 123 million euros whereas the lower average selling price partially offset this by 57 million euros.
The average selling price in Europe decreased 6% to €89/MWh. In Spain the average selling price was impacted by changes in the remuneration framework for renewable assets and in Rest of Europe mainly by the lower realised price in Romania due to lower green certificate prices following some uncertainty created by the approval of Emergency Government Ordinance 57/2013.
Net Operating Costs amounted to 236 million euros due to the 30% growth in operating costs and lower other operating income. The increase is mostly explained by the 7% tax on electricity sales introduced in Spain during the year, which negatively impacted results by 32 million euros. Adjusted opex, excluding the 7% tax in Spain and write-offs, decreased 3% in MWh basis. Other operating income decreased by 34 million euros mainly due to the one-off 32 million euros recorded, in the prior year, related to asset revaluation.
EBITDA in Europe decreased 4% to 609 million euros, leading to an EBITDA margin of 72%, while EBIT reached 359 million euros.
| EUROPE INCOME STATEMENT | 2013 | 2012 | A % |
|---|---|---|---|
| Em | |||
| Revenues | 844 | 778 | +9% |
| Other operating income | 12 | 47 | (74%) |
| Supplies and services | (142) | (125) | +13% |
| Personnel costs | (26) | (25) | +4% |
| Other operating costs | (80) | (41) | +96% |
| Operating Costs (net) | (236) | (144) | +64% |
| EBITDA | 609 | 633 | (4%) |
| EBITDA/Revenues | 72% | 81% | (9 pp) |
| Provisions | (0) | 0 | |
| Depreciation and amortisation | (251) | (260) | (3%) |
| Amortisation of government grants | 1 | 1 | (2%) |
| EBIT | 359 | 374 | (4%) |

AVERAGE SELLING PRICE IN EUROPE (€/MWh)

REVENUES IN THE US (US\$m)
Revenues for the period increased 4% to 648 million US Dollars, supported by a 3% increase in the average selling price and a 2% increase in production.
620 577 506 398 2009 2010 2011 2012 2013
Average selling prices for wind farms under PPA/hedge contracts increased 2%, to \$53/MWh, as a result of the contracted price escalators and the contribution of new PPAs. Selling prices for the production exposed to wholesale electricity
prices also went up by 2%, benefiting from the effect driven by the recovery in wholesale gas prices.
Net Operating Costs decreased 7% to 198 million US Dollars, given the operating income in 2013 versus 2012. The increase in other operating income reflects the 18 million US Dollar restructuring impact of the off-taking volumes of a PPA for 200 MW. A strict control over costs and high efficiency levels resulted in 3% decrease in Opex per MW.

Income from institutional partnerships totalled 166 million US Dollars, in line with the output of projects generating PTCs. The projects that opted for the cash grant benefited from lower depreciation charges, booked in the income statement as amortisation of government grants, totalling 23 million US Dollars.
All in all, EBITDA went up 10% to 450 million US Dollars, leading to an EBITDA margin of 69%.
| 2013 | 2012 | A % |
|---|---|---|
| 482 | 457 | +6% |
| 166 | 164 | +2% |
| 648 | 620 | +4% |
| 41 | 25 | +62% |
| (149) | (150) | (0%) |
| (38) | (37) | +2% |
| (23) | (21) | +4% |
| (198) | (212) | (7%) |
| 450 | 408 | +10% |
| ed% | 66% | +4 pp |
| (2) | ||
| (303) | (300) | +1% |
| 23 | 18 | +27% |
| 169 | 126 | +34% |
In Brazil, EDPR reached revenues of 70 million reais, representing a 12% increase versus the prior year primarily based on the higher average selling price.
The average selling price in Brazil increased 8% to R\$309/MWh, basically reflecting the inflation indexed adjustments in the PPA.
EDPR installed capacity in Brazil is fully under incentive programs for renewable energy development. These programs provide long-term visibility, setting long-term contracts to sell the electricity produced for 20 years, which translates into a stable and visible cash-flow generation throughout the projects' life.
Net Operating Costs increased during the year mainly driven by several non-recurring events in Supplies and Services. All in all, EBITDA was stable at 41 million reais, leading to an EBITDA margin of 59%.
| BRAZIL INCOME STATEMENT | 2013 | 2012 | A % |
|---|---|---|---|
| \$Rm | |||
| Revenues | 70 | 62 | +12% |
| Other operating income | |||
| Supplies and services | (22) | (15) | +45% |
| Personnel costs | (3) | (3) | +7% |
| Other operating costs | (2) | (2) | +24% |
| Operating Costs (net) | (28) | (21) | +37% |
| EBITDA | 41 | 42 | (0%) |
| EBITDA/Revenues | 59% | 67% | (7 pp) |
| Provisions | (0) | ||
| Depreciation and amortisation | (18) | (16) | +16% |
| Amortisation of deferred income (government grants) |
|||
| EBIT | 23 | 26 | (11%) |

| 5. GRI REPORT | |
|---|---|
This sustainability report responds to the GRI G3.1 Guidelines indicators, 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.
EDPR is not a traditional utility company, as its core business is based on generating electricity from renewable sources and does not include power distribution or power commercialization. As a result exceptions may exist for GRI and Sector Supplement indicators. We also consider as our final product the electricity produced by our wind energy assets. EDPR is committed to the progressive improvement of the information provided.
According to GRI Guidelines, this chapter presents sustainability performance indicators to describe the company's performance in 2013 for each one of the applicable or material GRI indicators. This section also includes references to other chapters of this integrated report, so it can be used as an index to find the company's management approach and strategy regarding specific topics. A complete GRI index can be found at www.edpr.com.
Renewable energies have a strong influence in the local communities. Assets are usually constructed in remote locations, bringing positive economic benefits to the local communities, while contributing to the world fight against climate change.
For additional information on economic strategy and performance, please refer to the EDPR Integrated Operations Section.
EC1 - Direct economic value generated and distributed, including revenues, operating costs, employee compensation, donations and other community investments, retained earnings, and payments to capital providers and governments.
| 2013 | 2012 | |
|---|---|---|
| Economic value generated and distributed | ||
| Turnover | 1,249 | 1,182 |
| Other income | 167 | 190 |
| Gains/(losses) on the sale of financial assets | 0 | 3 |
| Share of profit in associates | 16 | 7 |
| Financial income | 108 | 74 |
| Economic Value Generated | 1,540 | 1,457 |
| Cost of raw material and consumables used | 18 | 24 |
| Supplies and services | 263 | 262 |
| Other costs | 121 | 86 |
| Personnel costs | 67 | 63 |
| Financial expenses | 372 | 352 |
| Current tax | ਰੇਤੋ | 85 |
| Dividends | 76 | 0 |
| Economic Value Distributed | 1,010 | 872 |
| Economic Value Accumulated | 530 | 584 |
The non-renewable power sector is responsible for producing more than 40% of all CO2 emissions by burning fossil fuels and about 25% of the total greenhouse gas emissions (GHG). Promoting a shift from conventional fossil fuels to renewable energy is one of the most effective and feasible near-term ways of mitigating climate change.
The company's growth plans of pure renewable energy represent a solid commitment to foster the use of green energy sources. Moreover, we are committed to support the use the best technologies available in order to preserve natural resources and reduce pollution.
For additional information on indirect economic impacts of our energy, please refer to the Why Invest in Renewables? Section.
Information on EDPR benefit plan obligations, can be found in Note 2, Benefits Section and Note 10 in our Financial Statements
Information on EDPR financial assistance received from government through Production Tax Credits, Cash Grants and other Tax savings in the US, can be found in Income from institutional partnerships in US wind farms and Amortisation of deferred income (government grants) in our Consolidated Income Statement and additional details on Note 7 and Note 12 in our Financial Statements
| 2013 | 2012 | |
|---|---|---|
| Standard entry level wage vs. local minimum wage | ||
| Europe | 218% | 163% |
| North America | 195% | 195% |
| Brazil | 430% | 469% |
The values presented in the table above shows the average standard entry level wage compared to the local minimum wage for each one of the countries where we have presence. To protect the privacy of employees' wages in those countries where our headcount is smaller, we do not disclose the information by country and gender.
Wind energy creates many direct jobs. During the construction of our projects, the local community can see an influx of temporary construction workers that provide a positive impact on the local economy through local spending and increased sales tax revenue.
However at EDPR, there is no specific policy or in-house procedure for preferring locally based suppliers.
Our 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 our procedures for hiring people via a non-discriminatory selection processes. 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 our employees are hired from the same location in which the company operates.
| All employees | Directors | |||
|---|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 | |
| % of local hires | ||||
| Europe | 100% | 93% | 50% | 100% |
| North America | 100% | 91% | 0% | 50% |
| Brazil | 100% | 100% | n/a | n/a |
| Corporate | 100% | 72% | n/a | n/a |
n/a: not applicable. No directors hired in that platform
For a complete description of our hiring and Human Resources strategy, please refer to the Attract And Commit Section.
Wind and solar energy require 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 our wind farms, these roads are maintained and further opportunities may be identified to increase the positive impact in the community.
The integration of our 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 minimizing electricity supply interruptions.
In 2013, EDPR invested 7.4 million Euros to developing these types of infrastructures.
EC9 - Understanding and describing significant indirect economic impacts, including the extent of impacts.
Wind and solar energies create a positive impact on the local economies in terms of turnover, Gross Value Added (GVA), employment created and also in terms of energy security.
For additional information on indirect economic impacts of our energy, please refer to the Why Invest in Renewables? Section.
In partnership with the different companies of the EDP Group, EDP Inovação is responsible for performing Research &Development (R&D) activity and its expenditure. A detailed disclosure of the total expenditure in R&D can be found at www.edp.pt.
For additional information on how EDPR innovates in its operations, please refer to the Excellence in Operations Section.
EDPR is strongly committed to protecting the environment and biodiversity through a proactive environmental management of its operational wind farms, as is stated in our Environmental and Biodiversity policies (detailed information available at www.edpr.com).
Our environmental strategy focuses on three core aspects: legal compliance, management of environmental risks and continuous improvement. Numerous environmental appraisal and monitoring procedures are incorporated in all phases of the business processes ensuring that these central pillars are enforçed.
This is sustained by a qualified team that is aligned with the environmental strategy of the company. Both, our environmental specialists and the network of external partners working with us, stand out for their extensive professional experience and knowledge of the environmental field.

For additional information about what sets EDPR apart in terms of environmental management, please refer to the Excellence in Operations Section.
Wind turbines require a small amount of electricity to operate. This energy consumption is generally selfconsumed. Given the intermittency of wind generation we sometimes need to consume electricity from the grid. The indirect CO2 emissions related to the consumed electricity is around 0.14% of the emissions avoided by the company.
| 2013 | 2012 |
|---|---|
| 54.4 | 51.2 |
| 23.2 | 21.7 |
Our activity is based on clean energy generation, and we produce about 350,500 times the electricity we consume. However, we are conscious about promoting a culture of resources and we promote many internal campaigns to promote sustainable behaviours as is explained in the following pages.
For additional information about our initiatives to promote sustainable behaviours, please refer to the EN18 Indicator.
Generation from wind energy does not consume water in its operational processes. The water is consumed only for human use. The consumption of water per GWh generated accounts for 0.46 litres/GWh. Even so, the company actively seeks to adopt more eco-efficient practices. An example of this is that in 2013 seven substations installed rain water collection and treatment systems to cover their own water supply needs.
| 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 |
|---|---|---|---|---|---|---|---|
| Belgium | Cerfontaine | Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 |
| Chimay | Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 | |
| Ségur | Wind farm | Inside | 1,3 | 100% | Terrestrial | National protected area |
|
| France | Ayssenes - Le Truel |
Wind farm | Inside | 1,3 | 100% | Terrestrial | National protected area |
| Marcellois | Wind farm | Inside | 1,1 | 100% | Terrestrial | Natura 2000 | |
| Massingy | Wind farm | Inside | 0,9 | 100% | Terrestrial | Natura 2000 | |
| Pena Suar | Wind farm | Inside | 10,0 | 100% | Terrestrial | Natura 2000 | |
| Fonte da Quelha Alto do Talefe |
Wind farm Wind farm |
Inside Inside |
6,3 | 100% 100% |
Terrestrial Terrestrial |
Natura 2000 Natura 2000 |
|
| Madrinha | Wind farm | Inside | 8,9 4,1 |
100% | Terrestrial | Natura 2000 | |
| Safra-Coentral | Wind farm | Inside | 19,9 | 100% | Terrestrial | Natura 2000 | |
| Negrelo e Guilhado |
Wind farm | Inside | 9,1 | 100% | Terrestrial | Natura 2000 | |
| Testos | Wind farm | Partially within | 3,5 | 31% | Terrestrial | Natura 2000 | |
| Portugal | Fonte da Mesa | Wind farm | Partially within | 7,2 | 85% | Terrestrial | Natura 2000 |
| Serra Alvoaça | Wind farm | Partially within | 7,6 | 63% | Terrestrial | Natura 2000 National Legislation |
|
| Tocha | Wind farm | Inside | 6,7 | 100% | Terrestrial | Natura 2000 | |
| Padrela/Soutelo | Wind farm | Partially within | 0,5 | 19% | Terrestrial | Natura 2000 | |
| Guerreiros | Wind farm | Partially within | 0,9 | 11% | Terrestrial | Natura 2000 | |
| Vila Nova | Wind farm | Partially within | 1,3 | 11% | Terrestrial | Natura 2000 | |
| Serra do Mú Pestera |
Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 | |
| Romania | Sarichioi | Wind farm Wind farm |
Adjacent | 0,0 | 0% 0% |
Terrestrial Terrestrial |
Natura 2000 Natura 2000 |
| Burila Mica | Solar plant | Partially within Inside |
0,2 22,7 |
100% | Terrestrial | Natura 2000 | |
| Avila | Wind farm | Adjacent | 0,0 | 0% | Terrestrial- Freshwater |
Natura 2000 | |
| Sierra de los lagos |
Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 | |
| Tahivilla | Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 National protected area |
|
| Buenavista | Wind farm | Adjacent | 0,0 | 0% | Terrestrial- Marine |
Natura 2000 | |
| Mostaza | Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 | |
| Los Almeriques | Wind farm | Adjacent | 0,0 | 0% | Terrestrial- Freshwater |
Natura 2000 | |
| Serra Voltorera Sierra de |
Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 | |
| Boqueron | Wind farm | Inside | 10,4 | 100% | Terrestrial Terrestrial- |
Natura 2000 | |
| Villoruebo | Wind farm | Partially within | 2,0 | 41% | Freshwater Terrestrial- |
Natura 2000 | |
| Villamiel | Wind farm | Partially within | 4,9 | 75% | Freshwater | Natura 2000 | |
| Spain | La Cabaña | Wind farm | Partially within | 8,2 | 53% | Terrestrial | Natura 2000 |
| Hoya Gonzalo | Wind farm | Partially within | 0,7 | 4% | Terrestrial Terrestrial- |
Natura 2000 | |
| La Mallada Corme |
Wind farm Wind farm |
Partially within | 1,4 | 8% | Freshwater Terrestnal- |
Natura 2000 | |
| La Celaya | Wind farm | Partially within Partially within |
2,6 9,1 |
17% 70% |
Marine Terrestrial- |
Natura 2000 Natura 2000 |
|
| Monseivane | Wind farm | Partially within | 17,3 | 98% | Freshwater Terrestrial- |
Natura 2000 | |
| Tejonero | Wind farm | Freshwater Terrestrial |
Natura 2000 | ||||
| Las Monjas | Wind farm | Partially within Partially within |
1,0 0,0 |
റ്റും 0% |
Terrestrial- Freshwater |
Natura 2000 | |
| Puntaza de Remolinos |
Wind farm | Partially within | 1,8 | 57% | Terrestrial | Natura 2000 | |
| Planas de Pola | Wind farm | Partially within | 6,2 | ട്ടില | Terrestrial | Natura 2000 | |
| Coll de la Garganta |
Wind farm | Partially within | 0,1 | 1% | Terrestrial- Freshwater |
Natura 2000 | |
| Loma del Suyal | Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 | |
| Cerro del Conilete |
Wind farm | Partially within Adjacent |
0,01 0,0 |
0% 0% |
Terrestrial Terrestrial |
Natura 2000 Natura 2000 |
|
| Poland | Zgorzelec | Wind farm | Adjacent | 0.0 | 0% | Terrestrial | Natura 2000 |
Please visit our environmental information on the sustainability section our website for updated information, www.edpr.com.
Potential environmental impacts are analysed in the environmental impact studies of the projects. Additionally feasible alternatives are assessed and preventive, corrective and compensation measures are determined.
The company has defined general procedures in its Environmental Management System to prevent, correct or compensate impacts in the environment. In addition, efforts are intensified with specific monitoring procedures in the small number of sites located inside or close to protected areas.
For additional information, visit our environmental information on the sustainability section our website, www.edpr.com.
In the small number of sites located inside or close to protected areas, we intensify our efforts with specific monitoring procedures, as defined in our Environmental Management System.
For additional information, visit our environmental information on the sustainability section our website, www.edpr.com.
After the construction period, it is our duty to return the site . Therefore, we perform morphological restoration and reseeding works. In 2013, 57 ha of affected land were restored.
EDPR has been collaborating for the past years with the Natural Heritage Foundation of Castilla y León (Spain). As part of the activities financed we highlight the environmental restoration of an area heavily impacted by a public motorway in the Burgos province of Spain. The restoration project created a wetland system that provides shelter and food for migratory birds crossing the Iberian Peninsula. Long fly routes without intermediate rest areas is one of the main causes of stress for migratory birds crossing the central dry regions of Spain.
The restored area also provides a habitat for numerous amphibians and has benefited surrounding populations by recovering the landscape, designing flood control systems, implementing noise insulation from the motorway, among other benefits.
The collaboration of EDPR with the Natural Heritage Foundation of Castilla y León has also included other projects, such as:
The increase in global temperature and other symptoms of climate change such as extreme weather events will greatly reduce the biodiversity in most parts of the world. Acting now to mitigate climate change can avoid the projected climatic range loss for biodiversity. EDPR is committed to promote biodiversity conservation and has an active role in reducing loss in biodiversity.
The management of the impact on biodiversity is part of our own environmental policy. We take precautionary measures to avoid locating wind farms in areas where they could pose risks to biodiversity. Through preventive, corrective and compensatory measures we seek an overall positive balance of our projects and activities.
In 2013, we focused our efforts to standardize our environmental impact assessment studies, by adopting best practices, reinforced mitigation and compensation measures and adopted more efficient post-construction monitoring practices.
Our indirect emissions represent 0.2% of the total amount of emissions avoided and approximately 74% of the emissions are from the necessary electricity consumption by the wind farms.
In addition, part of the equipment used for electricity generation purposes contains SF。gasses and during 2013 we registered emissions of 9.14 kg of this gas.

Our 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. We estimated that our activities avoided the emission of 16,296 thousand tons of CO2.
For additional information about our emissions avoidance, please refer to the Generation Section.
Even though our activity is based on the clean energy generation, we are conscious about promoting a culture of rational use of resources. During 2013, we continued promoting initiatives that foster environmental best practices in our offices.
Note: 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. We considered the emission factor of just fossil fuel energy, as we considered that by increasing the generation of renewable energy, we are displacing these technologies, while other renewable technologies and nuclear plants will continue with its quota of generation.
More than 95% of 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). The company has been actively working to improve the recycling rate of its hazardous wastes, through authorized waste haulers, reaching a 95% recycling rate in 2013 from a 75% in 2011.
The following table summarizes the amount of hazardous waste generated per GWh in our facilities and the rate of recycling.
| 2013 | 2012 | (%) | |
|---|---|---|---|
| Waste generated in wind farms 2 | |||
| Total waste (kg/GWh) | 45.7 | 47.9 | -4.2% |
| Total hazardous waste (kg/GWh) | 28.9 | 30.2 | -4.6% |
| % of hazardous waste recycled | 95.4% | 94.5% | 0.9% |
| 1 Brazil not included |
Annual fluctuations in hazardous waste generated are heavily dependent on the pluri-annual oil replacement programs above mentioned. Non-hazardous wastes generated by the company include metals, plastics, paper or domestic garbage which is recycled in their vast majority.
In 2013, we updated the non-hazardous waste reported criteria as previous values reported considered as nonhazardous waste the effluents resulting from human activity, either domestic wastewater or septic tank sludge. For the purposes of this report, we reviewed this criterion to stop considered in enclosed tanks as septic tank sludge considered. These effluents resulting of the human activity are sent to municipal treatment, either through direct connection to the sewage system or through enclosed tanks, and thus reported as wastewater. In any case, waste and effluents are monitored and managed.
Note 1: In Europe and Brazil, the method of disosal has been indicated by the waste hauler, while in the US the disposal method has been determined by the organizational defaults of the waste hauler.
Note 2: For the purposes of this report, all wastes have been classified as 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, and storage of wastes to ensure compliance. In cases, like in the United States, when our operations generate small quantities of substances which fall into additionally-requlated categoriessuch as used oils and universal wastes-we follow strict standards for handling and disposal of these waste we remain compliant with all applicable laws.
Given our activity and our 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 in case they happen, the system covers the identification and management of these, including the near-miss situations.
In 2013, we had 8 significant spills (above 0.16 m³ that reached the ground) with a total volume of 0.94 m³ of oil spilled, and 1 incipient fire with an area of 2 m² of dry scrub burned. All cases were properly managed: oil spills were confined early and contaminated soil was collected and managed; the incipient fire occurred in an agricultural area with some dry bushes without significant natural value, being promptly suffocated by the staff on site using the fire extinquishers.
EDPR performs regular environmental drills to quarantee that our employees are familiar with the risks and have received the appropriate training to prevent and act, if necessary. In 2013, we implemented self-protection plans to prevent and act in case of forest fires.
During 2013, the company was fined 1,020 euros for an incidence of non-compliance with environmental laws and regulations.
The main environmental impact was from employees traveling and commuting for business activities.
For additional information about our emissions registered due to employees' transportation, please refer to the EN17 Indicator.
In 2013, 2.17 million euros were invested and 2.81 million euros were expended in environmental related activities

For additional information about environmental protection expenditures and investments, please refer to Note 42 in our Financial Statements
To attract, develop and retain talent is a main goal of EDPR's Human Resources strategy. At EDPR, our people area a very important asset and we, as a responsible employer, want to retain by offering quality employment that can be balanced with personal life.
For additional information on our Human Resources strategy, please refer to the Human Capital Section.
In 2013, EDPR employed 890 people, 24% worked at EDPR holding, 44% in the European Platform, 29% in the North American Platform and 2% in Brazil.
| 2013 | 0/0 Female |
2012 | 0/0 Female |
|
|---|---|---|---|---|
| Workforce Breakdown | ||||
| Total | 890 | 31% | 861 | 32% |
| By Employment type | ||||
| Full time | 869 | 29% | 843 | 30% |
| Part time | 21 | 95% | 18 | 100% |
| By Employment Contract | ||||
| Permanent | 884 | 31% | 853 | 32% |
| Temporary | 6 | 33% | 8 | 25% |
| By Country | ||||
| Spain | 340 | 31% | 337 | 31% |
| Portugal | 64 | 13% | 63 | 13% |
| France | 34 | 26% | 35 | 26% |
| Belgium | 2 | 0% | 1 | 0% |
| Poland | ਤਰੇ | 31% | 37 | 30% |
| Romania | 34 | 41% | 29 | 38% |
| Italy | 22 | 41% | 19 | 37% |
| UK | 31 | 35% | 28 | 43% |
| USA | 296 | 34% | 291 | 36% |
| Canada | 4 | 0% | ||
| Brazil | 24 | 29% | 21 | 33% |
Throughout the year, EDPR hired 91 employees while 58 are no longer with the company, resulting in a turnover ratio of 8%, which is lower than the previous year.
| New Hires |
Departures | Turnover | |
|---|---|---|---|
| Employee Turnover | |||
| Total | 91 | 58 | 8% |
| By Age Group | |||
| Less than 30 years old | 49 | 22 | 17% |
| Between 30 and 39 years old | 27 | 21 | 6% |
| Over 40 years old | 15 | 15 | 6% |
| By Gender | |||
| Female | 29 | 26 | 10% |
| Male | 62 | 32 | 8% |
| By Country | |||
| Spain | 20 | 15 | 5% |
| Portugal | 3 | 1 | 3% |
| France | e | 5 | 16% |
| Belgium | 1 | 0 | 25% |
| Poland | 4 | 2 | 8% |
| Romania | ব | 1 | 7% |
| Italy | 5 | 1 | 14% |
| UK | 5 | 1 | 10% |
| USA | 37 | 29 | 11% |
| Canada | 2 | 0 | 25% |
| Brazil | 4 | 3 | 15% |
Excluding overtime, contractors involved in construction, operation and maintenance activities worked 277,495 days during 2013.
As an integral part of our health & safety strategy, we conduct several training courses and risk assesment activities according to the potential risks identified for each position within the company.
We are equally concerned with the health and safety standard of our employees and contractors. To this extent our contractors are subject to a health and safety screening when they bid to work for our company. Once the contractor is selected, they are required to present proof of having completed the required training.
As a responsible employer we offer quality employment that can be balanced with personal life. The package of benefits provided to full-time employees does not differ from that offered to part-time employees, and generally it goes beyond what is agreed in collective bargaining agreements.
| Maternal | Paternal | |
|---|---|---|
| Maternal and Paternal leave | ||
| Spain | 12 | 18 |
| Portugal | 1 | O |
| France | O | 1 |
| Belgium | O | 0 |
| Poland | 0 | 3 |
| Romania | 1 | 1 |
| Italy | 1 | 0 |
| UK | 3 | O |
| USA | e | 18 |
| Brazil | O | O |
| Total | 24 | 41 |
In 2013, of the 65 employees who left on parental leave, all returned and none extended their leave. In addition, in 2012 50 employees enjoyed a maternal leave and only two left the company during 2012 or 2013.
EDPR seeks talented individuals who are passionate about the industry and share our vision and purpose. We have carried out different initiatives to enhance employer branding by participating in different Employers forums and hosting visits from top-tier universities.
For a complete description of our hiring and Human Resources strategy, please refer to the Attract And Commit Section.
| in 10 years |
in 5 years |
|
|---|---|---|
| Employees eligible to retire | ||
| By employment category | ||
| Directors | 8 | 4 |
| Senior Managers | 7 | 4 |
| Managers | 19 | 11 |
| Professionals | б | 2 |
| Administrative | 8 | 6 |
| By Country | ||
| Spain | 11 | 5 |
| Portugal | 10 | 3 |
| Poland | 2 | 1 |
| USA | 24 | 17 |
| Brazil | 1 | 1 |
We are equally concerned with the health and safety standard of our contractors. To this extent our contractors are subject to a health and safety screening when they bid to work for our company. Once the contractor is selected, they are required to present proof of having provided the required training.
| 2013 | 0/0 | |
|---|---|---|
| Employees covered by collective bargaining agreements |
||
| Spain | 94 | 28% |
| Portugal | ୧3 | 100% |
| France | 35 | 100% |
| Belgium | 1 | 100% |
| Poland | 0 | 0% |
| Romania | 0 | 0% |
| Italy | 19 | 100% |
| UK | 1 | 4% |
| USA | 0 | 0% |
| Brazil | 20 | 95% |
From EDPR's 890 employees, 26% were covered by collective bargaining agreements.
Collective bargaining agreements apply to all employees working under an employment relationship with and for the account of the some companies of EDPR group, regardless of the professional group into which they are classified, their occupation or job. However, matters relating to the corporation 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.
Per country case law, EDPR may have a minimum period which it must comply with for giving formal notice of organizational 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. Employees who have worked more than six months and 20 hours a week are required to receive 60 days' notice in the event of closings and layoffs.
LA6 - Percentage of total workforce represented in formal joint management-worker health and safety committees that help monitor and advise on occupational health and safety programs.
A significant part of our organization plays a fundamental role in the implementation of our health and safety policy. The company created health and safety committees that collect information from different operational levels and involve employees in the definition and communication of a preventive plan.
During 2013, 3% of our employees attended health and safety committee meetings, representing 46% of our workforce. In addition, a new committee was created in Brazil to complement those already active in Spain, France, UK and in the US.
| 2013 | 2012 | (%) | |
|---|---|---|---|
| H&S Indicators (EDPR and contractors personnel)3 |
|||
| Number of industrial accidents | 11 | 22 | -50% |
| Number of industrial fatal accidents | 0 | 0 | 0% |
| Working days lost by accidents caused | 430 | 717 | -40% |
| Injury Rate (IR)¹ | 2.51 | 4.21 | -40% |
| Lost work day rate (LDR)2 | dd | 137 | -28% |
1 Injury Rate calculated as [# of accidents/Hours worked * 1,000,000]
2 Lost Work Day Rate calculated as [# of working days lost/Hours worked * 1,000,000]
3 Minor first aid injuries are not included and number of days is calculated as the number of calendar days
The average number of contracted personnel during the period has been 1,124 in North America and 38 in Brazil.
As an integral part of our health & safety strategy, we conduct several training courses and risk assesment activities according to the potential risks identified for each job within the company.
During 2013, 315 training activities were carried out, to address the hazards associated with their job responsibilities, representing over 6,762 hours of training.
Each one of our offices and wind farms in Europe and the US has its own emergency plan with contact details and instructions to follow in case of an emergency.
EDPR conducted 128 drills to be prepared for emergency situations in offices and wind farms.
The large majority of EDPR's collective bargaining agreements address employees' rights and duties of the company regarding health & safety.
| 2013 | 2012 | |
|---|---|---|
| Training Metrics | ||
| Number of Training Hours (# ) | 29,298 | 17,324 |
| Training Investment (k€) | 1,372 | ਰੇ 13 |
| Number of Participants (#) | 2,563 | 2,436 |
| Trained employees | 838 | n.a. |
1 2012 figures do not include Portugal and Brazil in 2013 accounts for 1,556 hours and 121 participants and 796 hours and 38 participants, respectively.
2 Figures include Language training. In 2013, language training accounted for 6,754 hours, while in 2012 language training represented 2,713 hours.
For a complete description of our Training and Human Resources strategy, please refer to the Development & Training Section.
We strive to offer our total workforce with 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.

For a complete description of our Training and Human Resources strategy, please refer to the Development & Training Section.
All of EDPR's employees, regardless of their professional category, are evaluated yearly to determine their development potential by providing the most suitable training. EDPR creates tailored development plan to address specific needs. The potential assessment process is independent from performance appraisal and is based on a 360 degree evaluation model which considers feedback from oneself, peers, subordinates and the manager.
A detailed description of the governance bodies can be found at the Corporate Governance Section of this report, Annex IV - Biographies.
| Headcount | Female | M/F Salary |
|
|---|---|---|---|
| M/F Salary Ratio | |||
| Board of Directors (non-executive) | 11 | 0 | n/a |
| Directors | 67 | 11 | 112% |
| Senior Managers | 88 | 21 | 102% |
| Managers | 457 | 125 | 105% |
| Professionals | 216 | 64 | ਰੇਟੇਅ |
| Administrative | 62 | 54 | 85% |
EDPR became a signatory to the UN Global Compact, an initiative of the United Nations launched in 2000 that defines guideline directives for businesses that opt to contribute to sustainable development.
EDPR also has a Code of Ethics that contains specific clauses for human rights. In compliance with the Code, EDPR expresses its total opposition to forced or compulsory labour and recognizes that human rights should be considered fundamental and universal, based on conventions, treaties and international initiatives like the United Nations Universal Declaration of Human Rights, the International Labour Organization and the UN Global Compact.
Our Procurement Manual also includes a chapter that guides each Purchasing Department to put these principles into practice, therefore when procuring and contracting goods and services EDPR appeals to all reasonable endeavours so that selected suppliers accept to comply with the UN Global Compact's ten principles in the areas of human rights, labour, the environment and anti-corruption.
Additional information on the Code of Ethics and the Ethics Channel can be found at the Corporate Governance Section of this report, II. Reporting Of Irregularities or visit our ethics information on the corporate governance section, in our website, www.edpr.com.
EDPR has a Code of Ethics that contains specific clauses for the respect for human rights. Our Procurement Manual also includes a chapter to put the UN Global Compact principles into practice.
As the business culture in the countries in which we operate is entirely respectful of human rights, the company has not undergone any human rights screening of suppliers or contractors and its investments do not include human rights clauses.
When procuring and contracting goods and services, EDPR appeals to all reasonable endeavours so that the selected suppliers accept to comply with the UN Global Compact's ten principles.
HR3 - Total hours of employee training on policies and procedures concerning aspects of human rights that are relevant to operations, including the percentage of employees trained.
In 2011, EDPR started an Ethics training program in Europe for all country managers, directors and senior managers with a team, holding a double objective:
Each manager was responsible for providing training to his/her team during the first quarter of 2012.
In 2013, EDPR did not record any incidents of discrimination.
HR5 - Operations identified in which the right to exercise freedom of association and collective bargaining may be at significant risk, and actions taken to support these rights.
EDPR's Code of Ethics has specific clauses concerning the right to exercise freedom of association. The company has no knowledge of any activity carried out that could jeopardize the right of freedom of association or the right to adhere to collective bargaining agreements.
HR6 - Operations identified as having significant risk for incidents of child labour, and measures taken to contribute to the elimination of child labour.
EDPR's Code of Ethics has specific clauses against child or forced labour. The company did not identify any operation that could have a significant risk for incidents of child labour, forced and compulsory labour or indigenous rights.
EDPR's Code of Ethics has specific clauses against child or forced labour. The company did not identify any operation that could have a significant risk for incidents of forced and compulsory labour or indigenous rights.
EDPR did not identify any operation that could have a significant risk for incidents with indigenous rights.
HR10 - Percentage and total number of operations that have been subject to human rights reviews and/or impact assessments.
EDPR has more than 200 renewable plants in operation and is present in 11 countries, all of which are within the scope of the Code of Ethics premises and regulation.
| 1 |
|---|
Additional information on the Whistleblowing Channel and the Ethics Channel can be found at the Corporate Governance Section of this report, II. Reporting Of Irregularities or visit our ethics information on the corporate governance section, in our website, www.edpr.com.
Wind and solar energies create a positive impact on the local economies in terms of turnover, Gross Value Added (GVA), employment created and also in terms of energy security.
Land leases and taxes are a large contribution to the yearly budget for the municipalities where it is present. In 2013, EDPR contributed with 65.6 million Euros in taxes and payments to the administrations and we devoted 1.4 million Euros in social projects to support education and community related activities.
EDPR has developed its own original and comprehensive education support strategy, with different programs related to the renewable energy that have been implemented in areas where we are developing or we have operational projects.
During 2013, EDPR has continued with the third edition of its Green Education program, providing education grants to 90 students from Spain, Romania, Poland and Portugal based on their academic merits and financial situation. This program creates strong ties with the communities. In June 2013, Tarifa city council awarded EDPR a recognition and gratitude in this regards.
EDPR also promoted the education of students on the fundamentals of renewable energy. The Kid Wind initiative in the US, committed more than 60 thousand US dollars in schols brings the science behind renewable energy into their classroom curricula.
Our education strategy is completed with our EDP University Challenge contest, where EDPR wants to promote excellence among university students and establish a collaboration framework between the company and the academic world. In this eighth edition 84 teams, with 245 students and 60 professors, coming from 41 different universities participated. The company devoted 68 thousand euros to this program, which can be followed through its own web site www.edpr-universitychallenge.es.
Becoming part of a community implies to host our stakeholders in our facilities, organizing visits and events, and participate and support our neighbouring communities' special occasions. During 2013, EDPR hosted visits from schools, such as the visit form MN's elementary school visited the Pioneer Prairie Star Wind Farms, were different activities were prepared by EDPR volunteers, so we transmitted how the wind farm was managed and operated. This educational visit represented the first in a series of forthcoming educationally based partnerships with local schools in the US.
In addition, EDPR hosted a "Global Wind Day" as part of a worldwide initiative, in order to promote awareness for wind energy. Wind farms Pioneer Prairie Star in North America and Rabosera in Europe held educational and recreational activities attended by students, general public, legislators and journalists.
EDPR also participated in a wide range of sponsorship and volunteering activities with the communities. As such, in 2013 we sponsored local fairs (Expofacic fair in Portugal), cultural events (Wiatrakalia music festival in Poland), sporting events (French National Track Cycling championships), and charitable events (Save the Children dinner in Romania). Some of these contributions also include social volunteering from our employees, like it was the volunteering at local food banks in Houston and Madrid.
In between our two social strategies, the support to education and our involvement in the community, we have a range of activities aiming to share our knowledge. This refers to our participation and/or sponsorship of several conferences and workshops. We have contributed by sharing our knowledge in order to improve biodiversity protection, the adoption of socially responsible practices and the promotion of renewable energy.
EDPR has joined Fundación EDP together with EDP and its subsidiary companies in Spain. Fundación EDP was created in November 2013 as an evolution of the former Fundación HC.
The Mission of Fundación EDP is to reinforce the commitment of EDP Group as regards to education, culture, social and environment in its geographical areas of activity.
Fundación EDP has planned for 2014 to directly develop activities in Spain for 2.7 million Euros, being EDPR an important contributor to these activities.
Wind farm energy is a long lasting economic development driver for the municipalities where it is present. EDPR has different programs in place to assess and manage the impact on communities, and to maximize the shared value of our projects.
For example, grievance mechanisms during operation are also available to ensure that suggestions or complaints are properly recorded and addressed. This allows us not only to solve the complaints but to introduce improvements in our processes. A good example is the way we handle the complaints related to possible interferences with TV signal in France. We have set a procedure involving the town halls to facilitate and speed up the collection of these complaints as soon as they arise, a proper analysis and communication with the plaintiff and a fast satisfactory resolution.

For additional the contributions to the society and stakeholder management, please refer to the - For additional the contributions to the society and stakenolder management, peace force to
l Excellence in Operations Section and the introduction to the SOCIETY section of
EDPR's Code of Ethics applies to all employees and business units. The code is published on the company's intranet and is included in the welcome pack given to all new hires, as it needs to be signed by all of them when entering the company. In the Code of Ethics, active and passive corruption is forbidden, either through acts and omissions or through the creation of situations of benefit or illicit influence.

Additional information on the Code of Ethics and the Ethics Channel can be found at the Corporate Governance Section of this report, II. Reporting Of Irregularities or visit our ethics information on the corporate governance section, in our website, www.edpr.com.
SO3 -Percentage of employees trained in organization's anti-corruption policies and procedures.
Additional information on the Code of Ethics and the Ethics Channel can be found at the Corporate Governance Section of this report, II. Reporting Of Irregularities or visit our ethics information on the corporate governance section, in our website, www.edpr.com.
EDPR has no knowledge of any corruption-related incidents recorded during 203.
Moreover, the company has internal procedures to monitor compliance with the Code of Ethics and defines actions to be taken in case of incidents.

and to of this about in the Code of Ethics and the Ethics Channel can be found at the Corporate
Governance Section of this report, II. Reporting Of Irregularities or visit our ethics information on the corporate governance section, in our website, www.edpr.com.
The renewable industry has been subject to public debate all over the world. EDPR is committed to contributing to public policy dialogue with key public institutions and local communities, generating effective initiatives and policy solutions that promote the development of renewable energy.
We are aware that only through legal and regulatory certainty, will we be able to provide a sustainable business in the long term, consistently adding value for all our stakeholders and providing a contribution in the challenge to provide clean and sustainable energy.
Please visit our stakeholders' information on the sustainability section our website, www.edpr.com, for additional information on our public policy.
EDPR made no contributions to political parties in 2013.
EDPR has no knowledge of any legal actions for anti-competitive behaviour, anti-trust or monopoly practices recorded during 2013.
SO8 -Monetary value of significant fines and total number of non-monetary sanctions for noncompliance with laws and regulations.
During 2013, the company received a total penalty of 261,666 euros mainly tax- related.
Our core business and health & safety initiatives are focused on the electricity generation and not in its final consumption.
EU25 - Number of injuries and fatalities to the public involving company assets, including legal judgments, settlements and pending legal cases of diseases.
During 2013, EDPR did not identify injuries or fatalities to the public involving company assets.
This Annual Report concerns the events and performance of 2013; however, the following subsequent events are relevant.
On 16 January 2014, EDP Renováveis, S.A. ("EDPR") executed a project finance structure agreement for its first wind farm in Canada. The South Branch project located in Ontario has an installed capacity of 30 MW remunerated based on a previously secured 20 year Feed in Tariff awarded by the Ontario Power Authority.
The long-term contracted debt facility amounts to 49 million Canadian Dollars and the funding is expected to occur during the first quarter of 2014. EDPR's financing strategy is to contract long-term debt in local currency at competitive prices in order to mitigate the refinancing risk and to reduce the foreign exchange risk by having a natural hedge between revenues and costs.
With the successful execution of its first wind project in Canada, EDPR adds to its portfolio a low risk profile and attractive wind resource and extends its geographical diversification to 11 markets around the world (US, Spain, Portugal, France, Belgium, Poland, Romania, UK, Italy, Brazil and Canada).
EDPR reached an agreement in October 2013 with Axpo Group, to sell a 49% non-controlling equity stake and outstanding shareholders loans in a wind farm portfolio of 100 MW located in France. These wind farms currently benefit from a feed-in tariff remuneration scheme. The asset rotation transaction signed with Axpo Group occurred during the first quarter of 2014.
In the US EDPR signed a 20-year Power Purchase Agreement ("PPA") with Kansas City Power & Light Company to sell the renewable energy produced from its 200 MW Waverly wind farm project to be installed in the state of Kansas and expected to start selling electricity under the PPA in 2016.
This is the fifth year EDPR publishes an integrated report describing the company's performance, with respect to the three pillars of sustainability: economic, environmental and social.
Information is presented according to G3.1 guidelines of the Global Reporting Initiative (GRI) for Sustainability Reporting and provides also 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 index for the report can be found in our website www.edpr.com.
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.
In addition, the company has a Code of Ethics that contains specific clauses on the respect for human rights. In compliance with the Code, EDPR expresses its total opposition to forced or compulsory labour and recognizes that human rights should be considered fundamental and universal, based on conventions, treaties and international initiatives like the Universal Declaration of Human Rights, the International Labour Organization and the Global Compact.
Our Procurement Manual also includes a chapter that guides each Purchasing Department to put these principles into practice, therefore when procuring and contracting goods and services EDPR appeals to all reasonable endeavours so that selected suppliers accept to comply with the UN Global Compact's ten principles in the areas of human rights, labour, the environment and anti-corruption.
To learn more about the UN Global Compact, please visit www.unglobalcompact.org.
The GRI directives define a set of indicators and recommendations to create a global standard for disclosing information concerning the three sustainability pillars: economic, environmental and social performance. A company's adherence to these directives means that it concept and practices of sustainability.
The GRI framework defines a list of principles to help organizations ensure that the content of the report is balanced and accurate. EDPR applied these principles as the basis for the 2013 Annual Report.
To learn more about the GRI guidelines, please visit www.globalreporting.org.
| Materiality | Stakeholder Inciusiveness | Sustainability Context | ||
|---|---|---|---|---|
| This report includes the relevant information for the company's stakeholders, as derived from the materiality studies |
The concerns and the feedback received from our stakeholders were taken into account during the report's creation. |
This report is placed in the context of the company strategy to contribute to the sustainable development of society, whenever |
||
| performed. | For additional information about who are our stakeholders, please visitwww.edpr.com. |
possible. | ||
| Completeness and Balance | Accuracy, Clarity, Comparability and | Timeliness | ||
| Reliability |
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 organization and its stakeholders. 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.


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 NYSE Euronext Lisbon regulated market.
| EDP Renováveis, S.A. | ||
|---|---|---|
| Share Capital | EUR 4,361,540,810 | |
| Nominal Share Value | EUR 5.00 | |
| Number of Shares | 872,308,162 | |
| NYSE Euronext Lisbon | ||
| İsin | ES0127797019 | |
| Bloomberg Ticker | EDPR.LS | |
| Reuters RIC | EDPR PL |
EDPR main shareholder is EDP Group, with 77.5% of share capital and voting rights. Excluding EDP Group holding, EDPR shareholders comprise about 92,000 institutional and private investors spread across more than 21 countries with main focus in United States, Portugal, United Kingdom and Norway. In Rest of Europe, Netherland and Spain were the most representative countries.
Institutional Investors represented 82% of Company shareholders (ex-EDP Group), mainly Investment and SRI funds, while Private Investors, mostly Portuguese, stand for the remaining 18%.

EDPR's Articles of Association have no restrictions on the transferability of shares.
EDPR does not hold own shares.
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 in case of financing of certain wind farm projects by some of its group companies and on the case of intra-group agreements.
EDPR does not have a system for the renewal or withdrawal of counter measures particularly to provide for the restriction on the number of votes capable of being held or exercised by only one shareholder individually or together with other shareholders.
The Company is not aware of any shareholders' agreement that may result in restrictions on the transfer of securities or voting rights.
Qualifying holdings in EDPR are subject to the Spanish Law, which regulates the criteria and thresholds of the shareholder's holdings.
As of December 31st 2013 the following qualified holdings were identified:
| # Shares | % Capital % Voting Rights | ||
|---|---|---|---|
| Shareholder | |||
| EDP – Energias de Portugal, S.A. – Sucursal en España |
541,027,156 | 62% | 62% |
| Hidroeléctrica del Cantábrico, S.A. | 135,256,700 | 15.5% | 15.5% |
| EDP - Energias de Portugal | 676,283,856 | 77.5% | 77.5% |
| MFS Investment Management | 27,149,038 | 3.1% | 3.1% |
| Total Qualified Holdings | 703,432,894 | 80.6% | 80.6% |
As of December 31*, 2013, EDPR's shareholder structure consisted of a total qualified shareholding of 80.6%, with EDPR Group and MSF Investment Management detaining 77.5% and 3.1% of EDPR total capital respectively, free-float represented 19.4% of the shares.
SHAREHOLDER STRUCTURE

78%
EDP Group ■MSF IM ■Free-Float
In September 2013, MFS Investment Management notified shareholding of 3.1% of share capital and the respective 3.1% of voting rights. MFS Investment is an American based active and global asset manager.
The table below reflects the number of EDPR shares owned, directly, by the Board Members, as of December 31st of 2013. The transactions of shares by EDPR Board Members are reported to the regulatory and supervisory entities (CMVM - Comissão de Mercado de Valores Mobiliários - in Portugal and CNMV - Comisíon Nacional del Mercado de Valores - in Spain).
As regards to bonds, EDPR has no marketable bonds outstanding.
| Transactions reported in 2013 Board Member |
Number of Shares (31st Dec 2013) |
|||||||
|---|---|---|---|---|---|---|---|---|
| Type | # Shares | Date | Price | Direct | Indirect | Total | ||
| António Mexia | 3,880 | 320 | 4,200 | |||||
| João Manuel Manso Neto |
||||||||
| Almeida Alves | Nuno Maria Pestana de | 5,000 | 5,000 | |||||
| João Marques da Cruz | 1,200 | 1,200 | ||||||
| Gabriel Alonso | 26,503 | 26,503 | ||||||
| João Paulo Costeira | 3,000 | 3,000 | ||||||
| Rui Teixeira | 12,000 | 370 | 12,370 | |||||
| Acácio Piloto | 300 | 300 | ||||||
| António Nogueira Leite | 400 | 400 | ||||||
| Gilles August | ||||||||
| João Lopes Raimundo | 170 | 670 | 840 | |||||
| Franco | João Manuel de Mello | 380 | 380 | |||||
| Jorge Santos | 200 | 200 | ||||||
| José Araújo e Silva | 80 | 80 | ||||||
| José Ferreira Machado | Acquisition | 600 | 11-04-13 | € 3.61 | 630 | 630 | ||
| Manuel Menéndez Menéndez |
||||||||
| Rafael Caldeira Valverde |
ਹ
The Board of Directors is vested with the broadest powers to manage, supervise and govern the Company, with no other limitations besides the powers expressly granted to the exclusive jurisdiction of General Meetings in Article 13 of the Company's Articles of Association or in the applicable law. Within this context, the Board is empowered to:
Regarding the decisions to increase the share capital, the Board of Directors does not have this power but, subject to prior delegation from the General Shareholders' Meeting, would be able to decide the increase of the share capital. This delegation must comply with the law and the By-Laws.
On the other hand, 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 its implementation and establishing any other conditions that have not been specified by the General Shareholders' Meeting. The Board of Directors may use this delegation wholly or in part and may also decide not to perform it in consideration of the conditions of the Company, the market, or any particularly relevant events or circumstances that justify said decision, of which the General Shareholders' Meeting must be informed at the time limit or limits for performing it.
As of today this power has never been delegated.
The Members of the Board of the General Shareholders' Meeting are the Chairperson of the General Shareholders' Meeting, the Chairperson of the Board of Directors, or his substitute, the other Directors, and the Secretary of the Board of Directors.
The Chairperson of the General Shareholders' meeting, Rui Chancerelle de Machete, was elected on June 4*) 2008 and re-elected on April 11th, 2011 for a three-year term. However, as a result of having been appointed Foreign Affairs Minister of Portugal, the Chairperson of the General Shareholders' meeting had to resign on July 2013
The Chairperson of the Board of Directors, António Mexia, was re-elected on June 21th, 2011 for a three-year term.
The Secretary of the General Shareholders' Meeting, Emilio García-Conde Noriega, was nominated as Secretary of the Board on December 40, 2007. The Secretary of the Board mandate does not have a date for the end of the term according to the Spanish Companies Law since he is a non-member of the Board.
Apart from the Board of the General Shareholders' Meeting, the Chairperson of the General Shareholders' Meeting of EDPR has the appropriate human and logistical resources for his needs. Therefore in addition to the resources from the Company Secretary and the legal support provided for that purpose, the Company hires a specialized entity to collect, process and count the votes on each General Shareholders' Meeting.
Each share entitles its holder to one vote. EDPR's Articles of Association have no restrictions regarding voting rights.
EDPR's Articles of Association has 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, irrespective of the number of shares that they own, may attend a General Shareholders' Meeting and take part in its deliberations with right to speak and vote.
In order to exercise their right to attend, the Company informs in its Summon and shareholders guide of the General Shareholders' Meeting that the shareholders must have their shares registered in their name in the Book Entry Account at least five (5) days in advance of the General Shareholders' Meeting.
Any shareholder with the right to attend may be represented at the General Shareholders' Meeting by a third party, even if this person is not a shareholder. Such Power of attorney is revocable. 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.
Said powers of attorney shall be specific to each General Shareholders' Meeting and can be evidenced, in writing or by remote means of communication, such as post.
Shareholders may vote on chapters on the agenda, relating to any matters of the Shareholder's competence, by mail or electronic communication.
Remote votes can be revoked subsequently by the same means used to cast them within the time limit established for the purpose or by personal attendance at the General Shareholders' Meeting by the shareholder who casted the vote to his/her representative.
The Board of Directors approves a Shareholder's Guide for the General Shareholders' Meeting, detailing mail and electronic communication voting forms among other matters. It is at the shareholder's disposal at www.edprenovaveis.com.
Votes by mail shall be sent in writing to the place indicated on the meeting, accompanied by the documentation indicated in the Shareholder's Guide. Pursuant to the terms of article of Association, mail-in votes must be received by the Company before midnight (24.00 hours) on the day before the scheduled meeting date on first call.
In order to vote by electronic communication, the shareholders will receive a password for voting by electronic communication within the time imit and in the form established in the General Shareholders' Meeting. Pursuant to the terms of articles of Association, electronic votes must be received by the Company before midnight of the day before the scheduled meeting date on first call.
According to EDPR's Articles of Association and as established on the law, both ordinary and extraordinary General Shareholders' Meetings are validly constituted when first called if the Shareholders, either present or represented by proxy, represent at least twenty five percent (25%) of the subscribed voting capital. On the second call, the General Shareholders' Meeting will be validly constituted regardless of the capital present in order to comply with the minimum established under the Spanish Companies Law.
6
Nonetheless, to validly approve the issuance of bonds, the increase or reduction of capital, the transformation, merger or spin-off of the Company, and in general any necessary amendment to the Articles of Association, the Ordinary or Extraordinary Shareholders' Meeting will need: on the first call, that the Shareholders, either present or represented by proxy, represent at least fifty percent (50%) subscribed voting capital and, on the second call, that the Shareholders, either presented by proxy, represent at least twenty five percent (25%) of the subscribed voting capital. In the event the shareholders attending represent less than fifty percent (50%) of the subscribed voting capital, the above mentioned resolutions will only be validly adopted with the favourable vote of two-thirds(2/3) of the present or represented capital in the General Shareholders' Meeting.
EDPR has not established any mechanism that may intended to cause mismatching between the right to receive dividends on 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 for by law.
EDPR has adopted the governance structure in effect in Spain. It comprises a General Shareholders' Meeting and a Board of Directors that represents and manages the Company.
As required by law and the Articles of Association, the Company's Board of Directors has set up four committees. These are the Executive Committee, the Audit and Control Committee, the Nominations and Remunerations Committee and the Related-Party Transactions Committee.
The governance model of EDPR is designed to ensure the transparent, meticulous separation of duties and the specialization of supervision. The most important bodies in the management and supervision model at EDPR are the following:
The purpose of the choice of this model by EDPR is to adapt, to the extent possible, the Company's corporate governance structure to the Portuguese legislation. The governance model adopted by EDPR therefore seeks, insofar as it is compatible with its personal law, to correspond 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 choice of this model is essentially an attempt to establish compatibility between two different systems of Company law, which can be considered applicable to this model.
The experience of institutional operating indicates that the governance model adopted by the shareholders is appropriate to the corporate organization of EDPR activity, especially because it affords transparency and a healthy balance between the management functions of the Executive Committee, the supervisory functions of the Audit and Control Committee and oversight by different Board of Directors special committees.
The institutional and functional relationship between the Executive Committee, the Audit and Control 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.
In order to ensure a better understanding of EDPR corporate governance by its shareholders, the Company posts its updated Articles of Association as well as its Committees Regulations at www.edprenovaveis.com
EDPR is a Spanish Company listed in a regulated stock exchange in Portugal. EDP Renováveis' corporate organization is subject to its personal law and to the extent applicable, to the recommendations contained in the Portuguese Corporate Governance Code, ("Código de Governo das Sociedades") approved by the Comissão do Mercado de Valores Mobiliários (CMVM) (Portuguese Securities Market Commission) in July 2013. This governance code is available to the public at CMVM website (www.cmvm.pt).
The organization and functioning of EDPR corporate governance model is designed to achieve the highest standards of corporate governance, business conduct and ethics referenced on the best national and international practices in corporate governance.
Pursuant to Article 29, nº 5 of the Company's Articles of Association, the Nominations and Remunerations Committee is empowered by the Board of Directors to advise and inform the Board regarding nominations (including by co-optation), re-elections, dismissal and remuneration of the Board and of its office, as well as regarding the composition of the several Committees of the Board, and the appointment, remuneration and dismissal of top management officers. The Committee proposes the nomination and re-election of the Directors and of the members of the various Committees by presenting a proposal with the names of the candidates that the Committee considers having the best qualities to fulfill the role of Board Member. The Board of Directors presents the proposal at the General Shareholders' Meeting for approval, which should be, accepted by majority for an initial period of three (3) years and may re-elect these members once or more times for further periods of three (3) years. Nonetheless, pursuant to Article 23 of the Articles of Association and 243 of the Spanish Companies Law, shareholders wishing so, may group their shares until they constitute an amount of capital equal or higher than the result of dividing it by the number of Directors and nominate those that, using only whole fractions, are deducted from the corresponding proportion. Those making use of this power cannot intervene in the nomination of the other members of the Board of Directors.
In case of a vacancy, pursuant to Articles of Association and 243 of the Spanish Companies Law, the Board of Directors may co-opt a shareholder, who will occupy the position until the next General Shareholders' Meeting, to which a proposal will be submitted for the ratification of said co-option. Pursuant to Article 247 of the Spanish Companies Law, the co-option of Directors, as for other Board decisions, must be approved by absolute majority of the Directors at the meeting.
Pursuant to Articles 20 and 21 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. Their term of office shall be of three (3) years, and they may be re-elected once or more times for equal periods.
The number of Board Members was fixed in seventeen (17) members according to the decision of the General Shareholders' Meeting held on June 21st. 2011.
| Name | Position | Date of first appointment |
Date of Re-election |
End of Term 21/06/2014 |
|
|---|---|---|---|---|---|
| António Mexia | Chairperson and Director |
18/03/2008 | 21/06/2011 | ||
| João Manso Neto | Vice-Chairperson, CEO | 18/03/2008 | 21/06/2011 | 21/06/2014 | |
| João Marques da Cruz | Director | 16/05/2012 | 21/06/2014 | ||
| Nuno Alves | Director 18/03/2008 |
21/06/2011 | 21/06/2014 | ||
| Gabriel Alonso | Director | 21/06/2011 | 21/06/2014 | ||
| João Paulo Costeira | Director | 21/06/2011 | 21/06/2014 | ||
| Rui Teixeira | Director | 11/04/2011 | 21/06/2011 | 21/06/2014 | |
| Acácio Piloto* | Director | 26/02/2013 | 21/06/2014 | ||
| António Noqueira Leite* | Director | 26/02/2013 | 21/06/2014 |
| Gilles August | Director | 14/04/2009 | 21/06/2011 | 21/06/2014 |
|---|---|---|---|---|
| João Lopes Raimundo | Director | 04/06/2008 | 21/06/2011 | 21/06/2014 |
| João Manuel de Mello Franco |
Director | 40/06/2008 | 21/06/2011 | 21/06/2014 |
| Jorge Santos | Director | 04/06/2008 | 21/06/2011 | 21/06/2014 |
| José Araújo e Silva | Director | 04/06/2008 | 21/06/2011 | 21/06/2014 |
| José Ferreira Machado* | Director | 26/02/2013 | 21/06/2014 | |
| Manuel Menéndez Menéndez |
Director | 04/06/2008 | 21/06/2011 | 21/06/2014 |
| Rafael Caldeira Valverde |
Director | 04/06/2008 | 21/06/2011 | 21/06/2014 |
*On February 26", 2013, Mr. Acácio Piloto, Mr. António Nogueira Leite and Mr. José Ferreira Machado were elected by cooption as Members of the Board of Directors. The co-option proposal was made according to Article 23, nº 2, of EDPR's Articles of Association. On April 230, 2013, their election was ratified at the General Shareholders' Meeting.
Following the recommendations of CMVM, Article 12 of the Board of Directors regulations require that at least twenty-five percent (25%) of the Members of the Board have to be independent. Article 20.2 of EDPR's Articles of Association defines independent members of the Board of Directors as those that are able to perform their duties without being limited by relations with the Company, its shareholders with significant holdings, or its Directors and comply with the other legal requirements.
In addition, pursuant to Article 23 of the Articles of Association, the following may not be Directors:
The Chairperson of EDPR's Board of Directors does not have executive duties.
8
The following table includes the executive and independent members of the Board of Directors. The independent members mentioned below meet the incompatibility criteria's required by the law and the Articles of Association.
| Name | Position | ||
|---|---|---|---|
| António Mexia | Chairperson and Non-Executive Director | ||
| João Manso Neto | Vice-Chairperson and Executive Director | ||
| João Marques da Cruz | Non-Executive Director | ||
| Nuno Alves | Executive Director | ||
| Gabriel Alonso | Executive Director | ||
| João Paulo Costeira | Executive Director | ||
| Rui Teixeira | Executive Director | ||
| Acácio Piloto | Non-Executive and Independent Director | ||
| António Nogueira Leite | Non-Executive and Independent Director | ||
| Gilles August | Non-Executive and Independent Director | ||
| João Lopes Raimundo | Non-Executive and Independent Director | ||
| João Manuel de Mello Franco | Non-Executive and Independent Director |
| Jorge Santos | Non-Executive and Independent Director | ||||
|---|---|---|---|---|---|
| José Araújo e Silva | Non-Executive and Independent Director | ||||
| José Ferreira Machado | Non-Executive and Independent Director | ||||
| Manuel Menéndez Menéndez | Non-Executive Director | ||||
| Rafael Caldeira Valverde | Non-Executive and Independent Director |
Professional qualifications and biographies of the Members of the Board of Directors The 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 is available on Annexes I, II, III and IV respectively.
Family, professional and business relationships of the Board of Directors with qualifying shareholders
Qualifying holdings in EDPR are subject to the Spanish Law, which regulates the criteria and thresholds of the shareholder's holdings. As of December 31st 2013, 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:
Or employees in other companies belonging to EDP's group, which are the following:

According to the Spanish Law and the Spanish companies' practices, the daily management of the business is guaranteed by a Chief Executive Officer who is empowered to ensure the day-to-day management of the Company. This type of organization is different from what occurs on the Portuguese companies in which a "conselho de administracão executivo" takes the assignment of areas of business and each executive director is responsible to and for an area of business.
EDPR's Board of Directors Requlations is available to the public on the Company's website at www.edprenovaveis.com and at the Company's headquarters at Plaza de la Gesta, 2, Oviedo, Spain.
The Board of Directors held six (6) meetings during the year ending on December 31st, 2013. Minutes of all meetings were drawn up. The table below expresses the attendance percentage of the participation of the Directors to the meetings held during 2013:
| Name | Position | Attendance % | |
|---|---|---|---|
| António Mexia | Chairperson and Director | 100% | |
| João Manso Neto | Vice-Chairperson, CEO | 100% | |
| João Marques da Cruz | Director | 83,5% | |
| Nuno Alves | Director | 83,5% | |
| Gabriel Alonso | Director | 66,8% | |
| João Paulo Costeira | Director | 100% | |
| Rui Teixeira | Director | 66,8% | |
| Acácio Piloto | Director (Independent) | 100% | |
| António Nogueira Leite | Director (Independent) | 100% | |
| Gilles August | Director (Independent) | 50% | |
| João Lopes Raimundo | Director (Independent) | 83,5% | |
| João Manuel de Mello Franco | Director (Independent) | 100% | |
| Jorge Santos | Director (Independent) | 100% | |
| José Araúio e Silva | Director (Independent) | 100% | |
| José Ferreira Machado | Director (Independent) | 100% | |
| Manuel Menéndez Menéndez | Director | 66,8% | |
| Rafael Caldeira Valverde | Director (Independent) | 83,5% |
Competent body for the performance appraisal of Executive Directors The Nominations and Remunerations Committee is the body responsible for the evaluation of the performance of
Performance Evaluation criteria
the Executive Directors.
The criteria's for assessing the executive directors' performance are described on topics 70, 71 and 72 of the Report.
EDPR's members of the Board of Directors are fully available for the performance of their duties having no constraints for the execution of this function simultaneously with other 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 Annexes I, II and III, respectively.
Pursuant to Article 10 of the Company's Articles of Association the Board of Directors may have delegated bodies. The Board of Directors has created four Committees:
The Board of Directors' Committees regulations are available to the public at the Company's website, www.edprenovaveis.com.
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.
The Board of Directors fixed the number of members of the Executive Committee of five (5), plus the Secretary. The current members are:
Additionally, Emilio García-Conde Noriega is the Secretary of the Executive Committee.
In addition to the Articles of Association, this committee is also governed by its regulations approved on June 40 2008. The committee regulations are available to the public at www.edprenovaveis.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 Chairperson of the Executive Committee, who is currently also the Vice-Chairperson of the Board of Directors, shall send to the Chairperson of the Audit and Control Committee invitations to the Executive Committee meetings and the minutes of those meetings. The Chairperson of the Board of Directors also receives the minutes of the meetings of the Executive Committee.
Meetings of the Executive Committee are valid if half of its members plus one are presented. Decisions shall be adopted by simple majority. In the event of a tie, the Chairperson shall have the casting vote.
Executive Directors shall provide any clarifications needed by the other Directors or corporate bodies whenever requested to do so.
The composition of the Executive Committee is described on the previous topic.
The Executive Committee is a permanent body to which all the competences of the Board of Directors that are delegable under the law and the Articles of Association can be delegated, with the exception of the following:
In 2013 the Executive Committee held 47 meetings. The Executive Committee main activity is the daily management of the Company.
Pursuant to Article 28 of the Company's Articles of Association and Articles 8 and 9 of the Committee' Regulations, the Audit and Control Committee consists of no less than three (3) and no more than five (5) members.
The Audit and Control committee consists of three (3) independent members, plus the Secretary. The current members are:
Additionally, Mr. Emilio García-Conde Noriega is the Secretary of the Audit and Control Committee.
Pursuant to Article 28 of the Articles of Association, the members of the Audit and Control Committee are nominated by the Board of Directors. The term of office of the Chairperson of the Audit and Control Committee is three (3) years, after which he may only be re-elected for a new term of three (3) years. Nonetheless, chairpersons leaving the committee may continue as members of the Audit and Control Committee.
The competences of the Audit and Control Committee are as follows:
In addition to the Articles of Association and the law, this committee is governed by its regulations approved on June 4th, 2008, amended on May 4th, 2010 available to the public at www.edprenovaveis.com.
The committee shall meet at least once a quarter and additionally whenever its Chairperson sees fit.
Decisions shall be adopted by simple majority. The Chairperson shall have the casting vote in the event of a tie.
In 2013, the Audit and Control Committee's activities included the following: (I) monitor the closure of quarterly accounts, the first half-year and year end accounts, to familiarize itself with the preparation and disclosure of financial information, internal audit, internal control and risk management activities; (II) analysis of relevant rules to which the committee is subject in Portugal and Spain, (III) assessment of the external auditor's work, especially concerning with the scope of work in 2013 and approval of all "audit related" and "non-audit" services, (IV) supervision of the quality and integrity of the financial information in the financial statements and participation in the Executive Committee meeting at which these documents were analyzed and discussed, (V) drafting of an opinion in the individual and consolidated annual reports and accounts, in a quarterly, half year and yearly basis (VI) pre-approval of the 2013 Internal Audit Action Plan, (VII) supervision of the quality, integrity and efficiency of the internal control system, risk management and internal auditing, (VIII) reflection on the corporate governance system adopted by EDPR, (IX) analysis of the evolution of the SCIRF project, (X) information about the whistle-blowing, (XI) quarterly and annual report of its activities, (XII) The Audit and Control Committee participated on the Tender to select the External Auditor for EDP's Group for a three year term (2014-2016). The Chairperson of the Audit and Control Committee was part of the Evaluation Commission that selected the final proposal. The Audit and Control Committee will present on the next Board of Directors meeting the proposal for the appointment of the External Auditor to be submitted to approval at the next General Shareholders' Meeting according to Article 28°, nº 6, b) of the Company's Articles of Association. The Audit and Control Committee found no constraints during its control and supervision activities.
A report on the activities of the Audit and Control Committee in the vear ended on December 31°, 2013 is available to shareholders at www.edprenovaveis.com.
12
Pursuant to Article 29 of the Company's Articles of Association and Articles 8 and 9 of its Regulations, the Nominations and Remunerations 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 the Chairperson of the committee.
The members of the committee shall not be members of the Executive Committee. The Nominations and Remunerations Committee is constituted by independent members of the Board of Directors, in compliance with Recommendation 44 of the Unified Code of Good Governance approved by decision of the Spanish Securities Committee (hereinafter the Comisión Nacional del Mercado de Valores - CNMV), as amended by CNMV Circular 4/2007 of December 27th, which lays down that the Nominations and Remunerations Committee must be entirely made up of external Directors numbering no fewer than three (3). As it is made up of independent Directors (in Spain the committee may only be comprised of Directors), it complies to the extent possible with the recommendation indicated in chapter II.3.1 of the Portuguese Code of Corporate Governance.
The Nominations and Remunerations Committee consists of three (3) independent members, plus the Secretary.
The current members are:
Additionally, Emilio García-Conde Noriega is the Secretary of the Nominations 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 still remaining Company Directors.
The Nominations and Remunerations Committee is a permanent body belonging to the Board of Directors with an informative and advisory nature and its recommendations and reports are not binding.
As such, 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 nominations (including by co-option), re-elections, 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 dismissal of senior management personnel. The Nominations and Remunerations Committee shall also inform the Board of Directors on general remuneration policy and incentives to them and the senior management. These functions include the following:
In addition to the Articles of Association, the Nominations and Remunerations Committee is governed by its Regulations approved on June 4th, 2008. The committee's regulations are available at www.edprenovaveis.com.
This committee shall meet at least once every quarter and also whenever its Chairperson sees fit. This committee shall draft minutes of every meeting held and inform the Board of Directors of its decisions at the first Board meeting held after each committee meeting. Decisions shall be adopted by simple majority. The Chairperson shall have the deciding vote in the event of a tie.
In 2013 the main proposals made by the Nominations and Remunerations Committee were:
Pursuant to Article 30 of the Articles of Association, the Board of Directors may set up other committees, such as the Related Party Transactions Committee shall consist of no fewer than three (3) members. The majority of the members of the Related Party Transactions Committee shall be independent, although in the case of this committee it has one non-independent member, Nuno Maria Pestana de Almeida Alves.
Members of the Related Party Transactions Committee shall be considered independent if they can perform their duties without being conditioned by relations with EDPR, its majority shareholders or its Directors and, if this is the case, meet the other requirements of the applicable legislation.
The Related-Party Transactions committee consists of two (2) independent members and one (1) nonindependent member, as described above, plus the Secretary.
The current members are:
14
Additionally, Emilio García-Conde Noriega is the Secretary of the Related Party Transactions Committee.
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 still remaining Company Directors.
The Related Party Transactions Committee is a permanent body belonging to the Board of Directors that performs the following duties, without prejudice, to others that the Board may assign to it:
If the Related Party Transactions Committee does not ratify the commercial or legal relations between EDP or its related entities and EDP Renováveis and its related entities, the validity of such relations must be approved by 2/3 of the members of the Board of Directors, provided that at least one half of the members proposed by entities other than EDP, as well as those related with Qualifying Holders other than EDP, Board Members, "Key Employees" and/or there Family Members, including independent directors, vote in favour, except when a majority of members expresses its approval prior to submitting the matter to the Related Party Transactions Committee for its approval.
The terms of part 1 above shall not apply to transactions between EDP or its related entities and EDP Renováveis or its related entities are carried out under standardized conditions and are applied equally to different related entities of EDP and EDP, even standardized price conditions.
In addition to the Articles of Association, the Related-Party Transactions Committee is governed by its regulations approved on June 4th, 2008 and amended on February 28th, 2012. The committee's regulations are available at www.edprenovaveis.com.
The committee shall meet at least once a quarter and additionally whenever its Chairperson sees fit.
This committee shall draft minutes of every meeting held and inform the Board of Directors of decisions that it makes at the first Board meeting held after each committee meeting.
Decisions shall be adopted by simple majority. The Chairperson shall have the casting vote in the event of a tie.
In 2013, the Related Party Transactions Committee revised, approved to the Board of Directors the approval of all agreements and contracts between related parties submitted to its consideration.
Chapter E – I, topic 90, of this report includes a description of the fundamental aspects of the agreements and contracts between related parties.
III. SUPERVISION
EDPR's governance model, as long as it is compatible with its personal 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 and Control Committee
Composition of Audit and Control Committee is reflected in topic 29 above. The term of office and the dates of first appointment of the members of the Audit and Control Committee are available on the chart of topic 17.
Details of the members of the Audit and Control Committee which are considered to be independent are available on the chart of topic 18 of the 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.
Audit and Control Committee Regulations The Audit and Control Committee regulations are available to the public at the Company's website, www.edprenovaveis.com and at the Company's headquarters at Plaza de la Gesta, 2, Oviedo, Spain.
Number of meetings held by the Audit and Control Committee
In 2013, the Audit and Control Committee held twelve (12) meetings, six (6) of those meetings were plenary and the other six (6) were with the different departments whose activity development was discussed with the Committee. The following table shows the attendance percentage to the meetings of the Audit and Control Committee by its members:
| Members | Position | Attendance % | ||
|---|---|---|---|---|
| João Mello Franco | Chairperson | 100% | ||
| João Raimundo | Vocal | 83.5% | ||
| Jorge Santos | 83.5% |
The members of the Audit and Control 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 the group, and other relevant activities undertaken by members of this Committee throughout the financial year is listed in Annexes II and III, respectively.
In EDPR there is a policy of pre-approval by the Audit and Control Committee for the External Auditor and any related entity for non-audit services, according to Recommendation IV.2 of the Portuguese Corporate Governance Code. This policy was strictly followed during 2013.
The services, other than auditing services, provided to the Company 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 and Control Committee according to Article 8, nº 2, 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 is envisaged as an exception. In 2013 such services reached only around 5% of the total amount of services provided to the Company.
Apart from the competences expressly delegated on the Audit and Control Committee according to Article 8 of its Regulations and in order to safeguard the independence of the External Auditor, the following powers of the Audit Committee were exercised during the 2013 financial year and should be highlighted:
Within this context, it should be particularly stressed that External Auditor independence was safeguarded by the implementation of the Company's policy on pre-approval of the services to be hired to External Auditors (or any entity in a holding relationship with or incorporating the same network as the External Auditors), which results from the application of the rules issued by SEC on this matter. According to such policy, the Audit Committee makes an overall pre-approval of the services proposal made by the External Auditors and a specific pre-approval of other services that will eventually be provided by the External Auditors, particularly tax consultancy services and services other than "audit and audit related" services.
39-41. According to EDPR's governance model, the information requested in Chapter IV. of CMVM Regulation no. 4/2013 does not apply to EDPR.
EDPR's External Auditor is, since the year 2007, KPMG Auditores S.L., a Spanish Company, whose partner in charge of EDPR's accounts auditing is Mrs. Ana Fernández Poderós. KPMG Auditores S.L. is registered at the Spanish Official Register of Auditors under number S0702 and with Tax Identification Number B-78510153.
KMG Auditores S.L. and the partner in charge of EDPR's accounts auditing have carried these duties for the last seven consecutive years.
According to CMVM's Recommendation IV.3 of its 2013 Corporate Governance Code, the companies shall support auditor rotation after two or three terms whether four or three years, respectively. According to the Spanish law, the partner responsible for the auditing and signing of the accounts has a limited term of office of seven
consecutive years. As of December 318, 2013, KPMG Auditores S.L. has ended its seventh ("") consecutive year as EDPR's External Auditor, there has been no need to rotate yet the auditor, according to Recommendation IV.3 of the Portuguese Corporate Governance Code.
The Audit and Control Committee is responsible for the evaluation of the External Auditor according to the competences granted by its Regulation of the Audit and Control Committee is made once a year. Nevertheless, the Audit and Control Committee establishes a permanent contact throughout the year with the external auditor to assure the conditions, including the independence, adequate to the services provided by them, acting as the Company speaker for these subjects related to the auditing process, and receiving and maintaining information on any other questions regarding subjects. In 2013, according to the Audit and Control Committee's competences and in line with Recommendations II.2.2, it 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 and any other matters related to the auditing of accounts. It also receives and stores information on any other matters provided for in legislation on audits and in auditing standards in effect at any time.
According to the rules described on topic 29 of this Report, In EDPR there is a policy of pre-approval by the Audit and Control Committee for the selection non-audit services according to Article 8, nº 2, g) of the Audit and Control Committee Regulations.
Below are the details of non-audit services provided during 2013 by the External Auditor for EDPR's business units:
The reasons for the engagement of the above mentioned services are mainly for i) a better knowledge of the business group and the fiscal questions related to its activity assuring an appropriate knowledge of the relevant information which favors a better flexibility and efficiency to answer to these questions, and ii) the engagement of these services didn't put in risk the independence of the External Auditor considering the measures applied to safeguard the independence of the External Auditor.
| Values in Cs | Portugal | Spain | Brazil | USA | Other | Total | 0/0 |
|---|---|---|---|---|---|---|---|
| Audit and statutory audit of accounts and financial statements |
194 | 667 | 118 | 798 | 543 | 2.320 | 83% |
| Other assurance and reliability services (*) |
180 | 68 | 104 | 34 | 386 | 11% | |
| Sub-total audit related services |
374 | 735 | 118 | 902 | 577 | 2.706 | 94% |
| Tax consultancy services |
90 | 90 | 1% | ||||
| Other services unrelated to statutory auditing |
42 | 12 | 54 | 5% | |||
| Sub-total non-audit related services |
132 | 12 | 144 | 6% | |||
| Total | 374 | 867 | 118 | 914 | 577 | 2.850 | 100% |
(*) The fees of Portugal regarding the internal Control System for Financial Reporting (SCIRF) includes the subsidiaries in Spain (EUR95,000) and of EDPR NA (EUR 85,000), as their invoices were issued in this country,
The Amendment of the Articles of Association of the Company is of the responsibility of the General Shareholders' Meeting who has the power to decide on this matter. According to Article 17 of the Company's Articles of Association ("Constitution of the General Shareholders' Meeting, Adoption of resolutions"), to validly approve any necessary amendment to the Articles of Association, the Ordinary Shareholders' Meeting will need:
In the event the shareholders attending represent less than fifty percent (50%) of the subscribed voting capital, the resolutions referred to in the present paragh will only be validly adopted with the favourable vote of twothirds (2/3) of the present or represented capital in the General Shareholders' Meeting.
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.
EDPR provides the Group workers with a channel enabling them to report directly and confidentially to the Audit 18 and Control Committee any practice presumed illicit or any alleged accounting and/or financial irregularity in their Company, in compliance with the provisions of CMVM Regulation no. 4/2013.
With this channel for reporting irregular accounting and financial practices, EDPR aims:
Contact with the Company's Audit and Control Committee is only possible by email and post, and access to information received is restricted.
Any complaint addressed to the Audit and Control Committee will be kept strictly confidential and the whistleblower will remain anonymous, provided that this does not prevent the investigation of the 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 Secretary of the Audit and Control Committee receives all the communications and presents a quarterly report to the members of the Committee.
In 2013 there were no communications regarding any irregularity with material impact at EDPR.
EDPR has a Code of Ethics published on its intranet, which includes principles like transparency, honesty, integrity, non-discrimination, equal opportunity, and sustainability.
The Code of Ethics has been widely circulated among employees of the Group through internal communications mechanisms, individual shipments, delivery to new employees, and intranet publishing.
There is a strong commitment by the Company in relation to the dissemination and promotion of compliance with the Code available to all employees through training, questionnaires, and open discussions of the findings
There is also an Ethics Channel and Ethics Regulation to articulate any specific claims of the Code of Ethics and to resolve doubts on all matters relating to the Code of Ethics.
Communications regarding possible breaches of the Code of Ethics are sent to the Ethics Ombudsman, which performs a first analysis, forwarding its conclusion to the Ethics Committee of EDPR, which receives, records, processes, and reports to the Board of Directors.
In 2013 there were no communications to the Ethics Ombudsmen regarding any irregularity at EDPR.
EDPR has Internal Audit Department composed by five people. 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 commissions 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 organization 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 are established, 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 framework (Committee of Sponsoring Organizations of the Treadway Commission), the responsibility for overseeing the Internal Control System lies in the Board of Directors and the Audit and Control Committee. The CEO is accountable before the Board, must ensure the proper functioning and effectiveness of 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 organization. Also, the Senior Managers are responsible for evaluating any deficiencies and implementing appropriate improvement opportunities.
To fulfill these responsibilities, EDPR's Internal Audit offers support and advice to the management and development of the SCIRF.
Additionally, in 2013 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 SCIRF of the EDPR Group, according to ISAE 3000 (International Standard on Assurance Engagements 3000).

EDPR's Risk Management is as an integrating element of all organizational processes and decisions and not a stand-alone activity separated from the main activities of the Company. It includes from strategic planning to evaluation of new investments and contracts.
Risk Management at EDPR is supported by three distinct organizational functions, each one with a different role: Strategy (Risk Profiler), Management (Risk Manager) and Controlling (Risk Controller).
Market, credit and operational 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.
During 2013, EDPR defined or reviewed four new Global Risk Policies: Energy Price Hedging Policy, Counterparty Credit Risk Policy, Country Risk Policy. These policies are already implemented or in the process to be implemented next year.
Risk Management at EDPR is focused on covering all market, credit and operational risks of the Company. In order to have a holistic view of risks, they were grouped in Risk Areas converting all the value chain of EDPR's business. The following list summarizes Risk Areas defined within EDPR :
Within each Risk Area, risks are classified in Risk Groups and finally into Risk Factors. Risk factors are the source of the risk and the purpose of Risk Management at EDPR is to measure, control and eventually mitigate all risk factors that affect the Company.

Country Risk is defined as the probability of occurrence of a financial loss in a given country due to macroeconomics, political or natural disasters. During 2013, EDPR has defined a new 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 parties. 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 firms 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 new project in a new geography, EDPR analyzes 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.
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.
Although the European Union and various US federal and state bodies have regularly reaffirmed their desire to continue strengthening support for renewable energy sources, remuneration schemes have become less competitive in some countries due to the financial crisis. Thus, it cannot be guaranteed that current support will be maintained in all EDPR's geographies or that the electricity produced by future renewable energy projects will benefit from purchase obligations, tax incentives or other support measures. Requlation promoting green energy has been revised or is under revision in some countries where EDPR is present.
In particular, during 2013 there were regulatory changes in Spain that reduced incentives for existing and future projects. In Romania, the number of green certificates for new wind projects was reduced.
In the US, renewable generation was incentivized through Production Tax Credits (PTC) at a Federal level till december 2013 and is still incentivized through State RPS Programs that allow receiving RECs (Renewable Energy Credit) for each MWh of renewable generation. As a general rule, EDPR focuses on developing in states which have an RPS program in place and are undersupplied of renewable generation. As aforementioned, in December 2013, PTC scheme for wind expired and all projects that will be built in the future will not receive PTC, except for those that qualified during 2013. EDPR was able to secure around 1GW of PPA projects with PTC qualification that will be mainly built during 2014 and 2015.
EDPR is managing its exposure to regulatory risks through diversification (being present in several countries) and by being an active member in several wind 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.
Additionally, a high level analysis is performed for each country considering the meaningfulness of renewable generation from a strategic and financial standpoint. Among others, EDPR analyzes the following for each country: existing and future generation mix, electricity prices, remuneration incentives for renewables, renewable generation target and energy autonomy.
Finally, 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.
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 requlated tariffs, power purchase agreements are negotiated with different offtakers to eliminate electricity price risk.
Despite EDPR's strategy of eliminating electricity price risk, EDPR still has some wind farms that have merchant exposure.
In Europe, EDPR operates in countries where the selling price is definetariff (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 investment activity in the UK, where current incentive system is based on green certificates but will change to a feed in tariff.
In countries with a pre-defined requlated premium or a green certificate scheme, EDPR is exposed to electricity price fluctuations. Considering current PPAs in place, EDPR is exposed to electricity price risk in Romania, in Poland and partially in Spain.
The US market does not provide a regulated framework system for the electricity price. However, most of EDPR's capacity in the US has predefined prices determined by 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 wind farms in the US do not have PPA and are selling merchant with exposure to electricity price risk. Some others with existing PPAs do not sell their energy where it is produced are exposed to basis risk.
In Ontario (Canada), the selling price is defined by a long term feed-in-tariff, thus, there is no electricity price exposure.
In Brazilian operations, the selling price is defined through a public auction which is later translated into a longterm contract. Electricity price exposure is almost null, with some 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 and total merchant exposure).
EDPR seeks to eliminate electricity price risk through PPAs with private offtakers. In 2013, EDPR signed PPAs in Europe for 120 MW and in the US for more than 1 GW.
In those geographies with remaining merchant exposure. EDPR uses various financial and commodity hedging instruments in order to minimize the exposure to fluctuating electricity prices. In some cases, due to the lack of liquidity of financial derivatives, it may not be possible to successfully hedge all merchant exposure.
<-- PDF CHUNK SEPARATOR -->
In 2013, EDPR financially hedged part of its generation in Poland and Romania. In Spain, hedges in place at the beginning of 2013 were unwound when new regulation eliminated the merchant exposure that included the previous legal framework (RD661).
As mentioned above, some US wind farms have exposure to electricity price risk (difference in electricity price between locations). EDPR hedges electricity price and basis exposures through financial swaps or FTR buys (Financial Transmission Rights).
In Europe, EDPR operates in countries where, on top of the electricity price, EDPR receives a green certificate whose price is achieved on a requlated market (Poland and Romania).
In these European countries with a green certificate scheme, EDPR is exposed to fluctuation on the price of green certificates.
In the US, renewable generation is incentivized through State RPS Programs that allow receiving RECs (Renewable Energy Credit) for each MWh of renewable generation. REC prices are very volatile and depend on the supply/demand equilibrium in the market.
EDPR intends to eliminate Green Certificates and REC price risk with the signing of bundled PPAs, which include the sale of the electricity and the Green Certificate or REC. In some cases, the offtaker may be interested in contracting only the Green Certificate or the REC, thus a GCPA (Green Certificate Purchase Agreement) or a RECPA (REC Purchase Agrement) is signed.
The market of GCPA or RECPA is very illiquid and no financial derivatives exist for Green Certificates nor RECS. Therefore, all exposure to Green Certificates or REC prices cannot be eliminated.
The amount of electricity generated by EDPR's wind farms is dependent on weather conditions. Which vary across locations, from season to season and from year. Variation on the amount of electricity that is generated affects EDPR's operating results and efficiency.
22
Wind at different locations may be independent from each other or may be correlated (positively or negatively). A negative correlation implies a natural hedge of production fluctuations of the portfolio.
Other risk factors that affect production are turbine availability and curtailment, which are considered as operation risks and are explained in the corresponding section.
EDPR mitigates wind resource volatility and seasonality by having a strong knowledge in the design of its wind farms and through geographical diversification of its asset base in different countries and regions. EDPR has analyzed correlation between different wind farms in its portfolio and this geographical diversification enables EDPR to partially offset wind variations in each area and to keep the total energy generation relatively steady. Currently, EDPR is present in 12 countries: Spain, Portugal, France, Belgium, Poland, Romania, UK (no generation), Italy, US, Canada, Brazil and South Africa.
EDPR has analyzed in detail the potential use of financial products to hedge wind risk, and this product might be used to mitigate risk in specific cases.
EDPR finances its wind farms through project finance or corporate debt. In both cases, a variable interest rate would imply fluctuations in interest payments.
On the other hand, EDPR's presence in several countries implies revenues denominated in different currencies. Consequently, exchange rate fluctuations may have a material adverse effect on financial results.
The evolution of the financial markets is analyzed on an on-going basis in accordance to EDP Group's risk management policy approved by the EDPR`s Executive Committee.
Taking into account risk management policy and approved exposure limits, the Finance team identifies, evaluates, and submits the financial strategy appropriate to each project/location for the Executive Committee's approval. Global Risk Area supports the Finance team in exchange rate hedging decisions.
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 the 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 rate to fixed rate.
EDPR has a portfolio of interest-rate derivatives with maturities of up to 13 years. Sensitivity analyses of the fair value of financial instruments to interest-rate fluctuations are periodically performed.
EDPR has international operations and is exposed to the exchange-rate risk resulting from investments in foreign subsidiaries. Currently, the main currency exposure is to U.S. dollar/euro exchange rate that results from EDPR's operations in the US. With the increasing capacity in non-euro geographies, EDPR is increasing its exposure to currencies other than the euro in Poland, Romania, Brazil, United Kingdom and Canada.
EDPR´s general foreign exchange policy is the natural hedging in order to match currency cash flows, minimizing the impact of fluctuations of exchange rates in the Income Statement and preserving value. The essence of this approach is to create financial foreign currency outflows to match equivalent foreign currency inflows.
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 interest rate swaps. EDPR also contracts foreign exchange forwards to hedge the risk in specific transactions (procurement, etc.)
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.
Counterparty credit risk is the counterparty to a transaction could default before the final settlement of the transaction's cash flows. If the transactions with the counterparty has a positive economic value at the time of default, an economic loss would occur.
During 2013, EDPR introduced a new Global Counterparty Credit Risk Policy, which has already been implemented across the Company. Basel Standards were used as a reference for EDPR'S approach to counterparty credit risk.
From a credit risk perspective, EDPR classifies its counterparties in three different groups:
To control credit risk at EDPR, thresholds of Expected Loss are established as defined in Basel Standards. Expected Loss and Unexpected Loss from counterparty credit exposure are re-evaluated monthly. If threshold is surpassed by any counterparty or by the Company as a whole, mitigation measures are implemented in order to remain within the pre-established limit.
Liquidity risk is the risk of EDPR not meeting its financial obligations.
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.
EDPR uses a financial model to forecast liquidity risk in the medium and long term to meet strategic targets previously set (EBITDA, debt ratio and others).
The wind turbine generator (WTG) is a key element in the development of EDPR's wind-related energy projects, as the shortfall or an unexpected sharp increase in WTG prices can dramatically affect development of new projects and their profitability.
WTG represents on average 70 to 80% of an onshore wind farm capital expenditure
The demand for new wind farms may offset the offer of turbines by WTG manufacturers. Currently, the local component requirement in some geographies (Ex: Brazil) creates this shortfall situation.
EDPR faces limited risk to the availability and price increase of WTG 's due to the framework agreements with major global wind turbines suppliers. The Company uses a large mix of turbines suppliers in order to diversify the wind turbine supply risk.
For geographies with specific requirements of local component, EDPR does not engage in a project before securing the supply of wind turbines.
Price of wind turbines is affected, not only by market fluctuations of the materials used in the turbines, but also by the demand.
For every new project, EDPR secures the demand risk that might increase price of the turbines.
With regards to market risk of the materials used to manufacture wind turbines, an escalation formula is negotiated with wind turbine manufacturers. EDPR might hedge some of this escalation formula if exposure is above a pre-established limit and the market is liquid.
Wind farms are subject to strict regulations at different authority levels (international, national, state, regional and local) relating to the development, construction, grid interconnection 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 of the wind farm to the national grid).
24 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, lay-out, etc, the objective is to make our projects more resilient to permitting risks.
Additionally, EDPR mitigates execution risk by generating optionality, with development activities in 11 different countries (Spain, Portugal, France, Belgium, Poland, Romania, UK, Italy, US, Canada and Brazil) 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.
Wind farm qutput depends upon the operating availability of the turbines and the operating performance of the equipment, mainly the components of wind turbines and transformers.
EDPR mitigates this risk by using a mix of turbine suppliers which minimizes technological risk, avoiding exposure to a unique manufacturer.
EDPR also engages wind turbine suppliers through medium-term full-scope maintenance agreements to ensure alignment in minimizing technology risk. Finally, EDPR has created an O&M program with adequate preventive and scheduled maintenance program.
Most recently, EDPR is externalizing non-core technical O&M activities of its wind farms, while primary and value added activities continue controlled by EDPR.
Curtailment occurs when the production of a wind farm is stopped by the TSO (Transmission System Operators) for external reasons to the Company. Examples of cases of curtailment are upgrades in transmission lines, high level of renewable generation production with low demand (very exceptional).
Curtailment risk is managed ex-ante. For every new investment. EDPR factors the effect that expected curtailment will have on the output of the wind farm. Curtailment analysis is done considering the existing situation and potential upgrades of the transmission system in the location of the wind farm.
Curtailment of EDPR's wind farm is constantly monitored by asset managers.
Counterparty operational risk is defined as the risk that the counterparty to a transaction could default before the final settlement of the contract implying no direct economic loss to EDPR, but a replacement cost. Despite no exposure to the counterparty 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, 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 notation and replacement cost of the counterparty.
Risk Management at EDPR is supported by three distinct organizational functions, each one with a different role: Strategy (Risk Profiler), Management (Risk Manager) and Controlling (Risk Controller),

These three Risk Functions work together following EDPR's risk framework, through which major strategic questions of the Executive Committee are translated into specific guidelines or policies, to be used by managers in their day-to-day decisions. The Risk Committee is 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.
In order to separate discussions on business decisions from new analyses and the definition of new policies, EDPR has created two distinct meetings of the Risk Committee with different periodicity:
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.
During 2013, EDPR defined or reviewed four Global Risk Policies, which are already implemented or in the process to be implemented throughout 2014 .:
Compliance with Global Risk policies is verified every month in the Restricted Risk Committee.
EDPR seeks to provide to shareholders, investors, and stakeholders all the relevant information about the Company and its business environment, on a regular basis. The promotion of transparent, consistent, rigorous, easily accessible, and high-quality information is of fundamental importance to an accurate perception of the Company's strategy, financial situation, accounts, assets, prospects, risks, and significant events.
EDPR, therefore, looks to provide investors with 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 the 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, prevent asymmetries in access to information and reduce the market perception gap of the Company's strategy and intrinsic value. The department responsibility 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 CMNV - Comisíon Nacional del Mercado de Valores - in Spain).
EDPR is clearly aware of the importance of delivering on time transparent and detailed information to the market. Consequently, EDPR publishes Company's price sensitive information before the opening or following the closing of the NYSE 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. IR Department also elaborates and makes available quarterly, semi-annual results presentations, handouts, key data files and interim presentations.
On each earnings announcement, EDPR promotes a conference call and webcast, 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.
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:
Calle Serrano Galvache 56 Centro Empresarial Parque Norte Edificio Olmo - 7th floor 28033 - Madrid - España Website: www.edpr.com/investors E-Mail: [email protected] Phone: +34 902 830 700 / Fax: +34 914 238 429
In 2013, the EDPR has promoted and participated in several events, namely roadshows, presentations to investors and analysts, meetings and conference calls. During the year, EDPR management and the IR team attended to 12 broker conferences and hold 14 roadshows, totaling more than 280 meetings with institutional investor in 13 of the major financial cities across Europe, US and Canada.
EDPR IR Department was in permanent contact with capital markets agents, namely financial analysts who evaluated the Company, shareholders and investors by e-mail, phone, or face-to-face meetings. In 2013, as far as the Company is aware, sell-side analysts issued more than 200 reports evaluating EDPR's business and performance.
At the end of the 2013, as far as the Company is aware of, there were 21 institutions elaborating research reports and following actively EDPR activity. As of December 31st, 2013, the average price target of those analysts was of Euro 4.51 per share with the majority reporting "Buy" recommendations on EDPR's share: 12 Buys, 7 Neutrals, 1 Sell and 1 analyst with suspended rating.
| Price | |||
|---|---|---|---|
| Company | Analyst | Target | Recommendation |
| Bank of America Merrill Lynch | Pinaki Das | € 4.65 | Buy |
| Barclays | Monica Girardi | € 4.90 | Equalweight |
| BBVA | Daniel Ortea | € 4.25 | Market Perform |
| Berenberg | Lawson Steele | € 3.80 | Hold |
| BES | Felipe Echevarria | € 5.60 | Buy |
| BPI | Flora Trindade | € 4.90 | Buy |
| Caixa BI | Helena Barbosa | Suspended | |
| Citigroup | Andrew Simms | € 4.55 | Buy |
| Deutsche Bank | Virginia Sanz de Madrid | € 4.00 | Hold |
| Exane BNP | Manuel Palomo | € 4.60 | Outperform |
| Fidentiis | Daniel Rodríguez | € 4.60 | Buy |
| Goldman Sachs | Manuel Losa | € 4.80 | Buy |
| JP Morgan | Sarah Laitung | € 4.31 | Overweight |
| Kepler Cheuvreux | lose Porta | € 3.64 | Underperform |
| Macquarie | Shai Hill | € 4.20 | Outperform |
| Millennium BCP | Vanda Mesquita | € 5.40 | Buy |
| Morgan Stanley | Carolina Dores | € 4.50 | Overweight |
| Natixis | Philippe Ourpatian | € 3.91 | Neutral |
| Santander | Bosco Mugiro | € 5.00 | Buy |
| Société Générale | Jorge Alonso | € 4.00 | Hold |
| ubs | Alberto Gandolfi | € 4.20 | Neutral |
EDPR representative for relations with the market is the Executive Member of the Board, Rui Manuel Rodrigues Lopes Teixeira.
In 2013, 21 institutions published research reports about EDPR's activity. During the year, EDPR was present in several events with analysts and investors, such as roadshows, presentations, meetings and conference calls, communicating EDPR's strategy and its operational and financial performance.
During the year, EDPR made 46 press releases. In 2013, IR Department received more than 600 information requests and was present in 280 meetings with institutional investors. On average, the information requests were replied in less than 24 hours. As of December 31st 2013 there was no pending information request.
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, the Company website also carries financial and operational updates of EDPR's activities ensuring an easy access to the information.
EDPR website: www.edprenovaveis.com
| Information | Link |
|---|---|
| Company information | www.edprenovaveis.com/investors/corporate- governance/Companys-name www.edprenovaveis.com/our-Company/who-we-are |
| Corporate by-laws and bodies/committees regulations | www.edprenovaveis.com/investors/corporate- governance |
| Members of the corporate bodies | www.edprenovaveis.com/investors/corporate- governance/directors |
| Market relations representative, IR department | www.edprenovaveis.com/investors/contact-ir-team |
| Means of access | www.edprenovaveis.com/our- Company/contacts/contact-us |
| Financial statements documents | www.edprenovaveis.com/investors/reports-and-results |
| Corporate events Agenda | www.edprenovaveis.com/investors/calendar |
| General Shareholders' Meeting information | www.edprenovaveis.com/investors/shareholders- meeting-2 |
As such, 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), re-elections, 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 dismissal of senior management personnel.
The Nominations and Remunerations Committee proposes each year to the Board of Directors the Remuneration Policy submitted to the approval of the Annual General Shareholders' Meeting as an independent proposal. According to the Company's Articles of Association the director's remunerations is subject to a maximum value that can only be modified by a Shareholders agreement.
The Composition of the Nominations and Remunerations Committee is reflected in topic 29 above. In 2013 the company Heidrick & Struggles was hired to provide consultancy services to the committee, such as:
EDPR's Nominations and Remunerations Committee has at least one member with knowledge and experience in remuneration policy. The biographies of the members of the Nominations and Remunerations Committee are in Annex IV of the report.
Pursuant to Article 26 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 for that effect 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 remuneration approved by the General Shareholders Meeting for the variable remuneration for all the executive members of the Board of Directors was EUR 600,000 per year.
EDPR, in line with EDP Group corporate governance practice, 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 Committee, Related Party Transactions Committee, and the Audit and Control Committee. Those members who are seated in two different Committees don't 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 aren't 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.
The remuneration policy proposed by the Nominations and Remuneration Committee and approved by the General Shareholders' Meeting on April 23rdth, 2013 (the Remuneration Policy), defines a structure with a fixed remuneration for all members of the Board of Directors and a variable remuneration, with an annual component and a multi-annual component for the members of the Executive Committee.
For the period 2011-2013, it was decided to maintain the remuneration structure in terms of its components, as well as to keep the same nominal value of fixed annual component as the one in force during the 2009-2010 period, revising the KPI's (Key Performance Indicators) for variable multi-annual components.
Variable annual and multi-annual remuneration applies to the Executive Committee.
Variable annual and multi-annual remuneration will be a percentage of fixed annual components, with a superior weight for multiannual vs. annual component (120% vs. 80%). That is, the variable remuneration may range between 0% and 85% of the 80% of the annual gross fixed remuneration, in the case of the annual variable, and between 0% and 85% of the annual gross fixed remuneration, in the case of the multi-annual variable.
The KPIs (Key Performance Indicators) used to determine the annual and multi-annual variable 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 COO's:
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%.
According to the Spanish law, the multi-annual variable remuneration is only payable if the predefined goals are achieved and is paid the year after the end of the term of office to which it applies.
EDPR has not allocated variable remuneration on shares and does not maintain Company shares that the Executive Directors have had access to.
EDPR has not allocated variable remuneration on options.
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: Company car, and those who are expatriated receive housing allowance. In 2013, the non-monetary benefits corresponded to EUR 162.315.86.
The Directors do not receive any relevant non-monetary benefits as remuneration.
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 has been approved by the General Shareholders' Meeting on April 23rd, 2013 (the Remuneration Policy included the retirement Plan)
The remuneration of the members of the Board of Directors for the year ended on December 31st 2013 was as follows:
| Euros | ||||
|---|---|---|---|---|
| Remuneration | Fixed | Variable | ||
| Annual | Multi-annual | Total | ||
| Executive Directors | ||||
| João Manso Neto (CEO) A) |
0 | 0 | 0 | 0 |
| Nuno Alves A) | 0 | 0 | 0 | 0 |
| Gabriel Alonso B) | 0 | 0 | 0 | O |
| João Paulo Costeira B) | 5.150 | 0 | 0 | 5.150 |
| Rui Teixeira B) | 10.301 | 0 | 0 | 10.301 |
| Non-Executive Directors | ||||
| António Mexia C) | 0 | 0 | 0 | 0 |
| Acácio Piloto D) | 37.500 | 0 | 0 | 37.500 |
| António Nogueira Leite D) |
45.833 | 0 | 0 | 45.833 |
| Gilles August | 45.000 | 0 | 0 | 45.000 |
| João Lopes Raimundo | 60.000 | 0 | 0 | 60.000 |
| João Manuel de Mello Franco |
80.000 | 0 | 0 | 80.000 |
| João Marques da Cruz C) | O | 0 | 0 | O |
| Jorge Santos | 60.000 | 0 | 0 | 60.000 |
| José Araújo e Silva | 45.000 | 0 | 0 | 50.000 |
| José Ferreira Machado D) |
50.000 | 0 | 0 | 45.000 |
| Manuel Menéndez Menéndez |
45.000 | 0 | 0 | 45.000 |
| Rafael Caldeira Valverde |
55.000 | 0 | 0 | 55.000 |
| Total | 538.784 | 0 | 0 | 538.784 |
NEVERENDING ENERGY
31
A) João Manso Neto and Nuno Alves receive their remuneration through the Executive Management Services Agreement.
8) Gabriel Alonso, João Paulo Costeira and Rui Teixeira, as Officers and members of the Executive Committee receive their remuneration as Directors and/or EDPR Group employees, as described on the table below.
് António Mexia and João Marques da Cruz receive their remuneration through the Executive Management.
0) Acácio Piloto, António Nogueira Leite and José Ferreira Machado were elected Members of the Board of Directors on February 26th, 2013 and their nomination was ratified at the General Shareholders' Meeting that took place on April 11th, 2013. The remuneration reflects the months of the year from their nomination onwards.
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 to pay under said Agreement for the management services rendered by EDP in 2013 is EUR 994.335,61, corresponding, i) to the fixed remuneration of the Executive Managers, plus the variable component according to the Remuneration Policy, plus the PPR percentage, and ii) EUR 90,000, corresponding to the fixed remuneration of the Non-Executive Managers. The retirement savings plan for 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.
In 2013, the remuneration of the Officers, as EDPR employees, excluding the Chief Executive Officer till, was the following:
| curos | |||||
|---|---|---|---|---|---|
| Remuneration | Variable* | Total | |||
| Fixed | Annual | Multi-annual | |||
| Canthernitiscompanies formin assures as succession annova pi_l comes Gabriel Alonso |
. | ||||
| BE AS IS, SEARCAERTAS A CENCONTRATE IS B. E FRE João Paulo Costeira A) |
232.143 | 85.000 | Ideles Idean Indineed Temande Too Bamestica Andrewing | 317.143 | |
| . Rui Teixeira A) |
208.366 | 85.000 | 293.366 | ||
| TOTAL | 440.509 | 170.000 | 610.509 |
*Corresponds to the 2013 annual variable.
32
ి João Paulo Costeira and Rui Teixeira received their remuneration as employees of EDPR till November 30th, 2013 and October 31th, 2013, respectively, as further explained in topic 78.
Due to the termination of the expatriation conditions of three Officers (CFO, COO EU and COO NA), new employment contracts were signed with other group companies, as follows:
Gabriel Alonso with EDP Renewables North America LLC on December 31st, 2012;
João Paulo Costeira with EDP Energias de Portugal, S.A. Sucursal en España on November 30th, 2013; and
Rui Teixeira with EDP Energias de Portugal, S.A. Sucursal en España on October 31st, 2013.
In 2013, the remuneration of said Officers from the moment they became employees of the above referred companies, was the following:
| TOTAL | 330.300,68 | 85.000 | 415.300,68 |
|---|---|---|---|
| Rui Teixeira | 37.997,82 | 0 | 37.997,82 |
| João Paulo Costeira | 16.041,86 | 0 | 16.041,86 |
| Gabriel Alonso | 276.261 | 85.000 | 361.261 |
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.
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.
| Member | Position | Remuneration * | |
|---|---|---|---|
| João Mello Franco | Chairperson | 80.000 | |
| João Raimundo | Vocal | 60.000 | |
| Jorge Santos | Vocal | 60.000 | |
| * The non-executive directors only receive a fixed remuneration, which is calculated on the basis of their work exclusively as | |||
| director or with those mombretings and Daminations Committee, Dolston Daton Committee |
nmittee, n the Nominations and Remunerations Committee, Relatedand the Audit and Control Committee.
V. AGREEMENTS WITH REMUNERATION IMPLICATION
83-84. EDPR has no agreements with Remuneration implication.
85-88. EDPR does not have any Share-Allocation and/or Stock Option Plans.
In order to supervise the transactions between the Group Companies' and its qualified shareholders, the Board of Directors as created the Related-Party Transactions Committee, a permanent body with delegated functions. The Related-Party Transactions Committee duties are described on topic 29 of the Report. The Audit and Control Committee also supervises the transactions with qualified shareholders that need a previous opinion. This information is included on the annual report of the Audit and Control. The mechanisms established on both committees regulation and also the fact that one of the Related-Party Transactions Committee is the Chairperson of the Audit and Control Committee constitutes a relevant element for an adequate evaluation of the relations established between EDPR and third entities.
During 2013, EDPR has not signed any contracts with the members of its corporate bodies of qualifying holdings, excluding EDP, as mentioned below.
However, EDPR closed a transaction with China Three Gorges (CTG), qualified shareholder of EDP, but not of EDPR, for the acquisition of 49% of the share capital of EDP Renewables Portugal (EDPR subsidiary). The transaction was approved by the correspondent regulatory authorities. For this transaction EDPR's Audit and Control Committee issued a favorable opinion as referred on Recommendation IV. 1.2 of CMVM.
Regarding related-party transactions, EDPR and/or its subsidiaries have signed the contracts detailed below with EDP - Energias de Portugal, S.A. (hereinafter, EDP) or other members of its group not belonging to the EDPR subgroup.
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 Related Party Transactions Committee was informed that in 2013, the average value and the maximum value regarding the transactions analyzed by the Committee was EUR1,041,256,60 and EUR2,893,060, respectively.
The total amount of supplies and services in 2013 incurred with or charged by the EDP Group was EUR 16.1 million, corresponding to 6.1% of the total value of Supplies & Services for the year (EUR 263 million).
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 relation when it came into effect and those entered into subsequently.
The framework agreement establishes that neither 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, 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 fulfill its legal obligations and prepare the EDP Group's consolidated accounts.
The framework agreement shall remain in effect for as long as EDP directly owns more than 50% of the share capital of EDPR or nominates more than 50% of its Directors.
On November 4th, 2008 EDP and EDPR signed an Executive Management Services Agreement that was renewed on May 4th, 2011 and effective from March 18th, 2011 and renewed again on May 10th, 2012.
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 nominates four people from EDP to be part of EDPR's Management: i) two Executive Managers which are members of the EDPR Executive Committee and (ii) two 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, 994.335,61 corresponding to the fixed and variable remuneration, for the management services rendered in 2013.
The term of the contract is on June 21st 2014
The finance agreements between EDP Group companies were established under the above described Framework Agreement and currently include the following:
EDPR (as the borrower) has loan agreements with EDP Finance BV (as the lender), a Company 100% owned by EDP – Energias de Portugal, S.A.. Such loan agreements can be established both in EUR and USD, usually have a 10-year tenor and are remunerated at rates set at an arm's length basis. As at December 31st, 2013, such loan agreements totalled EUR 1,451,042,386 and USD 1,836,699,611.
A counter-guarantee agreement was signed, under which EDP or EDP Energias de Portugal Sociedade Anónima, sucursal en España (hereinafter guarantor or EDP Sucursal) undertakes on behalf of EDPR, EDP Renewables Europe SLU|(hereinafter EDPR EU), and EDPR North America LLC (hereinafter EDPR NA) to provide corporate guarantees or request the issue of any quarantees, on the terms and conditions requested by the subsidiaries, which have been approved on a case by case basis by the EDP executive board.
EDPR will be jointly liable for compliance by EDPR NA. The subsidiaries of EDPR undertake to indemnify the guarantor for any losses or liabilities resulting from the quarantees 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, 2013, such counterguarantee agreements totaled EUR 34,181,464 and USD 171,500,000.
There is another counter-guarantee agreement signed, under which EDP Energias do Brasil, SA or EDPR undertakes on behalf of EDPR Brasil, 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 EDPR executive board. Each party undertakes to indemnify the other pro-rata to its stake of any losses or liabilities resulting from the guarantees provided under the agreement and to pay a fee established in arm's length basis. As of December 31st 2013, such counter-guarantee agreements totaled in terms of fees from EDPR to EDP – Energias do Brasil of BRL 200,738,411.
| 34 | |
|---|---|
EDP Servicios Financieros España SLU and EDPR signed an agreement through which EDP Servicios Financieros España manages EDPR's cash accounts. The agreement also regulates a current account between both companies, remunerated on arm's length basis. As of December 31st 2013, there are two different current accounts with the following balance and counterparties:
The agreements in place are valid for one year as of date of signing and are automatically renewable for equal periods.
Due to the net investment in EDPR NA, EDPR Brazil, and Polish companies, EDPR's accounts were exposed to the foreign exchange risk. With the purpose of hedging this foreign exchange risk, EDPR settled the following Cross Currency Interest Rate Swap (CIRS):
EDP Energias de Portugal, S.A., EDP Servicios Financieros España SLU entered into several hedge agreements with the purpose of managing the transaction exposure related with the short term positions in the North American, Polish, and Romanian subsidiaries, fixing the exchange rate for EUR/USD, EUR/PLN and EUR/RON in accordance to the prices in the forward market in each contract date. As of December 31st 2013, the following amounts remained outstanding.
EDP and EDPR EU entered into hedge agreements for 2013 for a total volume of 3,259,620MWh (sell position) and 2,848,095MWh (buy position) at the forward market price at the time of execution related with the expected sales of energy in the Spanish market.
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, requlation and competition, risk management, human resources, information technology, brand and communication, energy planning, accounting and consolidation, corporate marketing, and organizational 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 2013 the estimated cost of these services is EUR2.893.060. 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.
On May 13th, 2008, EDP Inovacão, S.A. (hereinafter EDP Inovacão), 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 Inovacão 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 agreement shall remain in effect for as long as EDP directly maintains control of more than 50% of both companies or nominate the majority of the members of the Board and Executive Committee of the parties to the agreement.
On January 1st, 2003, EDP Renováveis Portugal, S.A., holding Company of the EDPR subgroup in Portugal, 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 EDP Renováveis Portugal by EDP Valor of services in the areas of procurement, economic and financial management, property management and maintenance, insurance, occupational health and safety, and human resource management and training.
The remuneration paid to EDP Valor by EDP Renováveis Portugal and its subsidiaries for the services provided in 2013 totalled EUR799.736,92.
The initial duration of the agreement was five (5) years from date of signing and it was tacitly renewed for a new period of five (5) years on January 1st, 2008.
Either party may renounce the contract with one (1) year's notice.
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 2013 totalled EUR196.827,74.
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) vear.
Either party may renounce the contract with one (1) month notice.
On October 27th, 2011 EDPR and Hidroeletrica del Cantábrico S.A. signed an Agreement for Representation services.
The object of this agreement was to provide EDPR representation services in the market and risk management for a fix tariff based in volume (0,12€/MWh) in the electricity market.
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.
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 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 and consolidation, corporate marketing, and organizational development.
The amount incurred to EDP Brasil for the services provided in 2013 totalled BRL322.322,89.
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.
On January 10th, 2012 EDPR Europe S.L.U, Hidrocantábrico Distribución Eléctrica S.A.U (HCDE) and Hidroeléctrica del Cantábrico S.A. signed a supply services and infra-structures agreement.
The object of this agreement is the provision to EDPR Europe S.L.U of communication services and technical assistance related to the infra-structures of energy production.
The amount incurred to HCDE for the services provided in 2013 totalled EUR51,560,26.
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.
The contracts signed between EDPR and its Qualified Shareholders are analyzed by the Related-Party Transactions Committee according to its competences, as mentioned topic 89 of the report and by the Audit and Control Committee. According with Article 9º nº 1 c) of the Related-Party Transactions Committee Regulation, the committee analyzes and supervises, 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€. This information is included on the annual report of the Audit and Control Committee regarding those cases that needed a previous opinion from the committee. The mechanisms established on both committees regulation and also the fact that one of the members of the Related-Party Transactions Committee is the Chairperson of the Audit and Control Committee, as stated on topic 39 of the report, constitutes a relevant element for an adequate evaluation of the relations established between EDPR and third entities.
36
The financial statements of EDPR, including the information on business dealings with related parties, are available to the public at the Company's website, www.edprenovaveis.com and at its headquarters in Plaza de la Gesta, 2, 33007 Oviedo, Spain.
According to article 2º of CMVM Regulation nº 4/2013, EDPR informs that the present Report has been drafted under the Recommendations of CMVM'S Corporate Governance Code published on July, 2013. The CMVM Corporate Governance Code and its Regulations are available at CMVM website, www.cmvm.pt.
The following table shows the CMVM recommendations set forth in the code and indicates whether or not they have been fully adopted by EDPR and the place in this report in which they are described in more detail.
During 2013, EDPR has continued its consolidation task as to the Company's governance principles and practices. The high level of compliance with the best governance practices by EDPR was recognised by an independent study developed in 2013 by the Universidade Católica Portuquese Catholic University) at the request of AEM - Associação de Empresas Emitentes de Valores Cotados em Mercado (Portuguese Listed Companies Association), within which the Company was given the maximum rating - AAA - based on the Company's 2012 Governance Report and compliance with the abovementioned CMVM Recommendations.
Also in order to comply with the Recommendation II.2.5 of the Portuguese Corporate Governance Code, and according to the results of the reflection made by the Audit and Control Committee, the governance model that was adopted has been ensuring an effective performance and articulation of EDPR Social 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 CMVM's recommendations that EDPR does not adopt or that the Company deems not applicable, reasoning and other relevant comments as well as reference to the report where the description may be found, are in the table below.
In this context, EDPR states that it has adopted the CMVM recommendations on the governance of listed companies provided in the Portuguese Corporate Governance Code, with the exceptions indicated below.
| Recommendation I. VOTING AND CORPORATE CONTROL |
Adoption information | Description in |
|---|---|---|
| I.1 Companies shall encourage shareholders to attend and vote at general meetings and shall not set an excessively large number of shares required for the entitlement of one vote, and implement the means necessary to exercise the right to vote by mail and electronically. |
Adopted | Chapter B - I, b), topics 12 and 13 |
| I.2 Companies shall not adopt mechanisms that hinder the passing of resolutions by shareholders, including fixing a quorum for resolutions greater than that provided for by law. |
Adopted | Chapter B - I, b), topic 14 |
| I.3 Companies shall not establish mechanisms intended to cause mismatching between the right to receive dividends or the subscription of new securities and the voting right of each common share, unless, duly justified in terms of long-term interests of shareholders. |
Adopted | Chapter B - I, b) topic 14 |
| I.4 The Company's articles of association that provide for the restriction of the number of votes that may be held or exercised by a sole shareholder, either individually or in concert with other shareholders, shall also foresee for a resolution by the General Assembly (5 year intervals), on whether that statutory provision is to be amended or prevails - without super quorum requirements as to the one, legally in force - and that in said resolution, all votes, issued be counted, without applying said restriction. |
Not Applicable | Chapter A - I, topic 5 |
| I.5. Measures that require payment or assumption of fees by the Company in the event of change of control or change in the composition of the Board and that which appear likely to impair the free transfer of shares and free assessment by shareholders of the performance of Board members, shall not be adopted. |
Adopted | Chapter A - I, Topics 2 and 4 |
| II. MANAGEMENT SUPERVISION, AND OVERSIGHT |
||
| II.1 Supervision And Management | ||
| II.1.1 Within the limits established by law, and, except for the small size of the Company, the board of directors shall delegate the daily management of the Company and said delegated powers shall be identified in the Annual Report on Corporate Governance. |
Adopted | Chapter B - II, Topics 21, 28 |
| II.1.2. The Board of Directors shall ensure that the Company acts in accordance with its objectives and shall not delegate its responsibilities as regards the following i) define the strategy and general policies of the Company, ii) define business structure of the ("Under Spanish Law, group iii) decisions considered strategic due to the the matters referred to amount, risk and particular characteristics involved. |
Not Applicable in this recommendation can be delegated by the Board of Directors on the Executive Committee. It ાંડ practice in common Spanish listed |
companies for the delegation of powers to be far-reaching, with the exception of matters related to the preparation of accounts. Nevertheless, the Executive Committee informs always the Board of Directors of all the strategic decisions relevant or structure changes ".)
(The governance model adopted by EDPR, as it is compatible with its personal law, corresponds to the socalled "Anglo-Saxon" model set forth in the Portuguese Commercial Code, Companies 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.)
Adopted
Adopted
| Chapter B - II, C), Topics 27 28, 29, newsler below cannot consumer in antinues and the provinces |
|
|---|---|
| Chapter B - III, C), III - Topics 52, 53, 54 and ਵ ਦ |
| Adopted | Chapter B - II, Topic 18 and Topic 29 |
|---|---|
| Adopted | Chapter B - II, Topic 18 |
II.1.3. The General and Supervisory Board, in addition to its supervisory duties supervision, shall take full responsibility at corporate governance level, whereby through the statutory provision or by equivalent means, shall enshrine the requirement for this body to decide on the strategy and major policies of the Company, the definition of the corporate structure of the group and the decisions that shall be considered strategic due to the amount or risk involved. This body shall also assess compliance with the strategic plan and the implementation of key policies of the Company.
II.1.4. Except for small-sized companies, the Board of Directors and the General and Supervisory Board, depending on the model adopted, shall create the necessary committees in order to:
a) Ensure a competent and independent assessment of the performance of the executive directors and its own overall performance, as well as of other committees;
b) Reflect on the system structure and governance practices adopted, verify its efficiency and propose to the competent bodies, measures to be implemented with a view to their improvement.
II.1.5. The Board of Directors or the General and Supervisory Board, depending on the applicable model, should set goals in terms of risk-taking and create systems for their control to ensure that the risks effectively incurred are consistent with those, goals.
II.1.6. The Board of Directors shall include a number of non-executive members ensuring effective monitoring, supervision and assessment of the activity of the remaining members of the board.
II.1.7. Non-executive members shall include and appropriate number of independent members, takings into account the adopted governance model, the size of the Company, its shareholder structure and the relevant free float. The independence of the members of the General and Supervisory Board and members
| of the Audit Committee shall be assessed as per the law in force. The other members of the Board of Directors are considered independent if the member is not associated with any specific group of interests in the Company nor is under any circumstance likely to affect an exempt analysis or decision, particularly due to: |
||
|---|---|---|
| a. Having been an employee at the Company or at a Company holding a controlling or group relationship within the last three years; |
||
| b. Having, in the past three years, provided services. or established commercial relationship with the Company or Company with which it is in a control or group relationship, either directly or as a partner, board member, manager or director of a legal person; |
||
| c. Being paid by the Company or by a Company with which it is in a control or group relationship besides. the remuneration arising from the exercise of the functions of a board member; |
||
| d. Living with a partner or a spouse, relative or any first degree next of kin and up to and including the third degree of collateral affinity of board members or natural persons that are direct and indirectly holders. of qualifying holdings; |
||
| e. Being a qualifying shareholder or representative of a qualifying shareholder. |
||
| II.1.8. When board members that carry out executive duties are requested by other board members, said shall provide the informations requested, in a timely and appropriate manner to the request. |
Adopted | Chapter B - II, C) - Topic 28 |
| II.1.9. The Chair of the Executive Board or of the Executive Committee shall submit, as applicable, to the Chair of the Board of Directors, the Chair of the Supervisory Board, the Chair of the Audit Committee, the Chair of the General and Supervisory Board and the Chairperson of the Financial Matters Board, the convening notices and minutes of the relevant meetings. |
Adopted | Chapter B - II, C) - Topic 28 |
| II.1.10. If the chair of the board of directors carries out executive duties, said body shall appoint, from among its members, an independent member to, ensure the coordination of the work of other non- executive members and the conditions so that said can make independent and informed decisions or to ensure the existence of an equivalent mechanism for such coordination. |
Not Applicable (The Chairperson of EDPR's Board of Directors does not have executive duties.) |
Chapter B - II, A) - Topic 18 |
| II.2. SUPERVISION | ||
| II.2.1. Depending on the applicable model, the Chair of the Supervisory Board, the Audit Committee or the Financial Matters Committee shall be independent in accordance with the applicable legal standard, and have the necessary skills to carry out their relevant duties. II.2.2. The supervisory body shall be the main' |
Adopted | Chapter B - II - Topic 18; Chapter B - II, C) - Topic 29; Chapter B - III, A) - Topic 32 |
| representative of the external auditor and the first | Chapter B - C), |
| recipient of the relevant reports, and is responsible, inter alia, for proposing the relevant remuneration and ensuring that the proper conditions for the provision of services are provided within the Company |
Adopted | Topic 29; Chapter B - V, Topic 45 |
|---|---|---|
| II.2.3. The supervisory board shall assess the external auditor on an annual basis and propose to the competent body its dismissal or termination of the contract as to the provision of their services when there is a valid basis for said dismissal. |
Adopted | Chapter B - II, Topic 29; Chapter B - III, C) - Topic 38; Chapter B - III V, Topic 45 |
| II.2.4. The supervisory board shall assess the functioning of the internal control systems and risk management and propose adjustments as may be deemed necessary. |
Adopted | Chapter B - II, Topic 29; Chapter B - III, C) - III, Topic 50 and 51 |
| II.2.5. The Audit Committee, the General and Supervisory Board and the Supervisory Board decide on the work plans and resources concerning the internal audit services and services that ensure compliance with the rules applicable to the Company (compliance services), and should be recipients of reports made by these services at least when it concerns matters related to accountability, identification or resolution of conflicts of interest and detection of potential improprieties. |
Adopted | Chapter B - II, Topic 29; |
| II.3. REMUNERATION SETTING II.3.1. All members of the Remuneration Committee |
||
| or equivalent should be independent from the executive board members and include at least one member with knowledge and experience in matters of remuneration policy. |
Adopted | Chapter D - II - Topic 67 and 68 |
| II.3.2. Any natural or legal person that provides or has provided services in the past three years, to any structure under the board of directors, the board of directors of the Company itself or who has a current relationship with the Company or consultant of the Company, shall not be hired to assist the Remuneration Committee in the performance of their duties. This recommendation also applies to any natural or legal person that is related by employment contract or provision of services with the above. |
Adopted | Chapter D - II - Topic 67 |
| II.3.3. A statement on the remuneration policy of the management and supervisory bodies referred to in Article 2 of Law No. 28/2009 of 19 June, shall also contain the following: a) Identification and details of the criteria for determining the remuneration paid to the members of the governing bodies ; |
Adopted | Chapter D - III - Topic 69 |
| b) Information regarding the maximum potential, in individual terms, and the maximum potential, in aggregate form, incurred to members of corporate bodies, and identify the circumstances whereby these maximum amounts may be payable; d) Information regarding the enforceability or |
| unenforceability of payments for the dismissal on termination of appointment of board members. |
||
|---|---|---|
| II.3.4. Approval of plans for the allotment of shares and/or options to acquire shares or based on share price variation to board members shall be submitted to the General Meeting. The proposal shall contain all the necessary information in order to correctly assess, said plan. |
Adopted | Chapter V - III, Topic 69 |
| II.3.5. Approval of any retirement benefit scheme established for members of corporate members shall be submitted to the General Meeting. The proposal shall contain all the necessary information in order to correctly assess said system. |
Adopted | Chapter D - III, Topic 76 |
| III. REMUNERATION | ||
| III.1. The remuneration of the executive members of the board shall be based on actual performance and shall discourage taking on excessive risk-taking. |
Adopted | Chapter D - III, Topic 69, 70, 71 and 72 |
| III.2. The remuneration of non-executive board members and the remuneration of the members of the supervisory board shall not include any component whose value depends on the performance of the Company or of its value. |
Adopted | Chapter D - III, Topic 69: Chapter D - IV, Topic 77 |
| III.3. The variable component of remuneration shall be reasonable overall in relation to the fixed component of the remuneration and maximum limits should be set for all components. |
Adopted | Chapter D - III, Topics 71 and 72 |
| III.4. A significant part of the variable remuneration should be deferred for a period not less than three years, and the right of way payment shall depend on the continued positive performance of the Company during that period. |
Not Applicable | Chapter D - III, Topic 72 |
| III.5. Members of the Board of Directors shall not enter into contracts with the Company or with third parties which intend to mitigate the risk inherent to remuneration variability set by the Company. |
Adopted | Chapter D - III, Topic 72 |
| III.6. Executive board members shall maintain the Company's shares that were allotted by virtue of variable remuneration schemes, up to twice the value of the total annual remuneration, except for those that need to be sold for paying taxes on the gains of said shares, until the end of their mandate. |
Not Applicable | Chapter D - III, Topic 73 |
| III.7. When the variable remuneration includes the allocation of options, the beginning of the exercise period shall be deferred for a period not less than three years. |
Not Applicable | Chapter D - III, Topic 74 |
| III.8. When the removal of board member is not due to serious breach of their duties nor to their unfitness for the normal exercise of their functions but is yet due on inadequate performance, the Company shall be endowed with the adequate and necessary legal instruments so that any damages or compensation, beyond that which is legally due, is unenforceable. |
Adopted | Chapter D - III, Topic 69 and 72 |
| IV. AUDITING | ||
|---|---|---|
| IV.1. The external auditor shall, within the scope of its duties, verify the implementation of 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 supervisory body of the Company. |
Adopted | Chapter B – III V, Topic 46 |
| IV.2. The Company or any entity with which it maintains a control relationship shall not engage the external auditor or any entity with which it finds itself in a group relationship or that incorporates the same network, for services other than audit services. If there are reasons for hiring such services - which must be approved by the supervisory board and explained in its Annual Report on Corporate Governance - said should not exceed more than 30% of the total value of services rendered to the Company. |
Adopted | Chapter B - III V, Topic 46 |
| IV.3. Companies shall support auditor rotation after two or three terms whether four or three years, respectively. Its continuance beyond this period must be based on a specific opinion of the supervisory board that explicitly considers the conditions of auditor's independence and the benefits and costs of its replacement. |
Adopted | Chapter B - III V, Topic 44 |
| V. CONFLICTS OF INTEREST AND RELATED PARTY TRANSACTIONS |
||
| V.1. The Company's business with holders of qualifying holdings or entities, with which they are in any type of relationship pursuant to article 20 of the Portuguese Securities Code, shall be conducted during normal market conditions. |
Adopted | Chapter B - C), Topic 90 |
| V.2. The supervisory or oversight board shall establish procedures and criteria that are required to define the relevant level of significance of business with holders of qualifying holdings - or entities with which they are in any of the relationships described in article 20/1 of the Portuguese Securities Code - thus significant relevant business is dependent upon prior opinion of that body. |
Adopted | Chapter B - C), Topic 89 and 91 |
| VI. INFORMATION | ||
| VI.1. Companies shall provide, via their websites in both the Portuguese and English languages, access to information on their progress as regards the economic, financial and governance state of play. |
Adopted | Chapter B - C) - > |
| VI.2. Companies shall ensure the existence of an investor support and market liaison office, which responds to requests from investors in a timely fashion and a record of the submitted requests and their processing, shall be kept. |
Adopted | Chapter B - C) - IV |
| Name | Position |
|---|---|
| ANTÓNIO MEXIA | |
| Member of the Executive Board of Directors of EDP - Energias de Portugal, S.A. (CEO) |
|
| Member of the General Supervisory Board of Banco Comercial Portugues S.A. |
|
| JOÃO MANSO NETO | |
| Member of the Executive Board of Directors of EDP - Energias de Portugal, S.A. |
|
| Chairperson of EDP - Gestão da Produção de Energia, S.A. Vice-Chairperson of Hidroeléctrica del Cantábrico, S.A. |
|
| Vice-Chairperson 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. | |
| NUNO ALVES | |
| Member of the Executive Board of Directors of EDP - Energias de Portugal, S.A. (CFO) |
|
| JOÃO MARQUES DA CRUZ | |
| Member of the Board of EDP Internacional, S.A. Chairperson of the Board of Directors of CEM - Macao Electrical |
|
| Company Member of the Executive Board of Directors of EDP - Energias de Portugal, S.A. |
|
| RUI TEIXEIRA | |
| Chief Financial Officer of EDP Renováveis, S.A. Member of the Executive Committee of EDP Renováveis, S.A. |
|
| JOÃO PAULO COSTEIRA | |
| Chief Operating Officer for Europe and Brazil of EDP Renováveis, S.A. Member of the Executive Committee of EDP Renováveis, S.A. |
|
| GABRIEL ALONSO IMAZ | |
| Chief Operating Officer for North America of EDP Renováveis, S.A. Member of the Executive Committee of EDP Renováveis, S.A. |
|
| ACÁCIO PILOTO | |
| Member of the Board of Directors of Banco Millennium BCP | |
| Investimento, S.A. Member of Board of Directors and CEO of Millennium Gestão de |
|
| Activos, SGFI, S.A. Chairperson of the Board of Directors of BII International, |
|
| Luxemburgo Chairperson of the Board of Directors of Millennium SICAV, |
|
| Luxemburgo Member of the Board of Directors of INAPA, IPG, S.A. Member of the Audit Committee of INAPA, IPG, S. |
|
| ANTÓNIO NOGUEIRA LEITE |
|
| Vice-Presidente da Comissão Executiva da Caixa Geral de Depósitos, SA (2011-2012) |
|
| Presidente do Conselho de Administração do Caixa |
| Name | Position |
|---|---|
| Banco de Investimento, SA (2011-2012). Presidente do Conselho de Administração da Caixa Capital, SCR, SGPS, SA (2011-2012). |
|
| Presidente do Conselho de Administração da Caixa Leasing e Factoring, SA, 2011. |
|
| Presidente do Conselho de Administração da Partang, SGPS, SA, (2011-12). |
|
| Administrador, Reditus, SGPS, SA, de 2002 a 2011. Administrador, José de Mello Investimentos e Director-Geral |
|
| (Planeamento Estratégico, Desenvolvimento e Controlo de Gestão), José de Mello, SGPS, SA, desde 2005. |
|
| Administrador, Companhia União Fabril CUF, SGPS, SA, de2002 a Julho 2011. |
|
| Administrador, Quimigal, SA (2002-2006) e CUF-Quimicos Industriais, SA desde 2006 a Julho 2011. |
|
| Administrador, Brisa, SA, 2002 a Julho 2011. Administrador, Efacec Capital, SGPS, SA, de 2006 a Julho 2011. |
|
| Administrador, Comitur, SGPS, SA, 2005- a Julho 2011. Administrador, Comitur Imobiliária, SA, 2005 a Julho 2011. |
|
| Administrador, Expocomitur-Promoções e Gestão Imobiliária, SA, de2005 aJulho 2011. |
|
| Administrador, Herdade do Vale da Fonte-Sociedade Agricola, Turística e Imobiliária, SA, de2005 a Julho 2011. |
|
| Administrador, Sociedade Imobiliária e Turística do Cojo, SA, de 2005 a Julho 2011. |
|
| Administrador, José de Mello Saúde, SGPS, SA, de 2007 a Julho 2011. Administrador, EDP Renováveis, de 2008 a Julho 2011. |
|
| Vice-Presidente e posteriormente Vogal do Conselho Consultivo, Banif Investment Bank, 2004-Julho 2011. |
|
| GILLES AUGUST | |
| Co-founder of August & Debouzy. Manages the firm's corporate department. |
|
| JOAO LOPES RAIMUNDO | |
| Member of the Board of Directors of OMIP - Operador do Mercado Ibérico (Portugal), SGPS, S.A. (OMIP SGPS) |
|
| Chairperson of the Board of Directors of Banque BCP Luxembourg Chairperson of the Board of Directors of Banque BCP France Member of the Board of Directors of Banque Privée BCP Switzerland Managing Director of Banco Comercial Português |
|
| Vice-Chairperson of the Board of Millennium Angola Member of the Board of Directors of Banco Millennium BCP de |
|
| Investimento Vice-Chairperson of the Board of Directors of Millennium Bank, NA |
|
| (USA) Member of the Board of Directors of CIMPOR - Cimentos de Portugal |
|
| SGPS, S.A. Chairperson of the Board of Directors of BCP Holdings USA, Inc |
|
| JOAO MANUEL DE MELLO FRANCO |
|
| Director of Portugal Telecom SGPS, SA Chairperson of the Audit Committee of Portugal Telecom SGPS, S.A Member of the Remunerations Committee of Portugal Telecom SGPS, S.A. |
|
| Member of the Evaluation Committee of Portugal Telecom SGPS, S.A. Member of the Corporate Governance Committee of Portugal Telecom SGPS, S.A. |
|
| Chairperson of the Audit Committee of Sporting Clube de Portugal S.A.D. |
|
| Name | Position |
|---|---|
| JORGE SANTOS | |
| Full Professor of Economics at Instituto Superior de Economia e Gestão (ISEG) da Universidade Técnica de Lisboa President of the Economics Department (ISEG) Member of the Scientific Council of ISEG Coordinator of the MSc course in Economics at ISEG Member of the Board of "Fundação Económicas" President of the General Assembly of IDEFE. |
|
| JOSÉ ARAÚJO E SILVA | |
| Director of Corticeira Amorim, SGPS, SA Member of the Executive Committee of Corticeira, SGPS, SA Director of Caixa Geral de Depósitos Member of the Board of RTP, Rádio Televisão de Portugal, S.A. |
|
| JOSÉ FERREIRA MACHADO |
|
| Dean at Nova School of Business & Economics | |
| MANUEL MENÉNDEZ MENÉNDEZ |
|
| Chairperson and CEO of Liberbank S.A. Chairperson of Banco de Castilla-La Mancha Chairperson of Cajastur Chairperson of Hidroeléctrica del Cantábrico, S.A. Chairperson of Naturgas Energía, S.A. Member of the Board of EDP Renewables Europe, SL Member of the Board of Directors of EDP Renováveis, S.A. Member of the Board of Confederación Española de Cajas de Ahorro Member of the Board of CECABANK Member of the Board of UNESA |
|
| RAFAEL CALDEIRA VALVERDE |
|
| Vice-Chairperson and Member of the Executive Committee of Banco Espirito Santo de Investimento, SA Member of the Board of Directors of BES Investimento do Brasil S.A. Banco de Investimento Member of the Board of Directors of ESSI S.G.P.S., S.A. Member of the Board of Directors of ESSI Comunicações, S.G.P.S., S.A. Member of the Board of Directors of ESSI Investimentos, S.G.P.S., S.A. Member of the Board of Directors of Espirito Santo Investment Holdings Limited Member of the Board of Directors of EDP Renováveis S.A. Member of the Supervisory Board of Academia de Música de Sta. Cecília Vice-Chairperson of Federação Portuguesa de Rugby Member of the Supervisory Board TRANS-POR |
| ANNEX II | |||
|---|---|---|---|
| CURRENT MAIN POSITIONS OF THE MEMBERS OF THE BOARD OF DIRECTORS IN COMPANIES NOT BELONGING TO THE SAME GROUP AS EDP RENOVAVEIS, S.A. OR EDP - ENERGIAS DE PORTUGAL, S.A. |
|||
| Name | Position | ||
| ANTÓNIO MEXIA | |||
| Member of the General Supervisory Board of Banco Comercial Portugues S.A. |
|||
| JOÃO MANSO NETO | |||
| Member of the Board of the Operador del Mercado Ibérico de Energia, Polo Español(OMEL) Member of the Board of OMIP - Operador do Mercado Ibérico (Portugal), SGPS, S.A. |
|||
| NUNO ALVES | |||
| N/A | |||
| JOÃO MARQUES DA CRUZ | |||
| Chairperson of the Board of Directors of Companhia de Electricidade de Macau - CEM, S.A. |
|||
| RUI TEIXEIRA | |||
| N/A | |||
| JOÃO PAULO COSTEIRA | |||
| N/A | |||
| GABRIEL ALONSO IMAZ | |||
| N/A | |||
| ACÁCIO PILOTO | |||
| N/A | |||
| ANTONIO NOGUEIRA LEITE |
|||
| Administrador, HipogesIberia, SA Administrador, MP-Microprocessador, SA Administrador, Reditus SGPS, SA |
|||
| GILLES AUGUST | |||
| Co-founder of August & Debouzy. Manages the firm's corporate department. |
|||
| JOÃO LOPES RAIMUNDO | |||
| Member of the Board of Directors of OMIP - Operador do Mercado Ibérico (Portugal), SGPS, S.A. (OMIP SGPS) Chairperson of the Board of Directors of BCP Holdings USA, Inc. Managing Director of Banco Comercial Português |
|||
| JOAO MANUEL DE MELLO FRANCO |
|||
| Member of the Board of Portugal Telecom SGPS, SA Chairperson of the Audit Committee of Portugal Telecom SGPS, S.A. Member of the Evaluation Committee of Portugal Telecom SGPS, S.A. Member of the Corporate Governance Committee of Portugal Telecom SGPS, S.A. |
|||
| JORGE SANTOS | |||
| Full Professor of Economics at Instituto Superior de Economia e Gestão (ISEG) da Universidade Técnica de Lisboa |
!
| Name | Position President of the Economics Department (ISEG) Member of the Scientific Council of ISEG Coordinator of the MSc course in Economics at ISEG Member of the Board of "Fundação Económicas" President of the General Assembly of IDEFE. |
||||
|---|---|---|---|---|---|
| JOSÉ ARAÚJO E SILVA | |||||
| Consultant | |||||
| JOSÉ FERREIRA MACHADO |
|||||
| Dean at Nova School of Business & Economics | |||||
| MANUEL MENÉNDEZ MENÉNDEZ |
|||||
| Chairperson and CEO of Liberbank, S.A. Chairperson of Cajastur Member of the Board of Confederación Española de Cajas de Ahorro Member of the Board of UNESA |
|||||
| RAFAEL CALDEIRA VALVERDE |
|||||
| Vice-Chairperson and Member of the Executive Committee of Banco Espirito Santo de Investimento, SA Member of the Board of Directors of BES Investimento do Brasil S.A. - Banco de Investimento Member of the Board of Directors of ESSI S.G.P.S., S.A. Member of the Board of Directors of ESSI Investimentos, S.G.P.S., S.A. Member of the Board of Directors of Espirito Santo Investment Holdings Limited Member of the Supervisory Board of Academia de Música de Sta. Cecilia |
| Jose Manso |
|||||||
|---|---|---|---|---|---|---|---|
| Neto | |||||||
| Balwerk - Consultadoria Económica e Participações, | |||||||
| Sociedade Unipessoal, Lda. | M | ||||||
| Companhia de Electricidade de Macau - CEM, S.A. | CBD | ||||||
| EDP - Ásia Investimentos e Consultoria, Lda. | CBD | ||||||
| EDP - Asia Soluções Energéticas Lda. | CBD | ||||||
| EDP - Energias de Portugal Sociedade Anónima, Sucursal | |||||||
| en España | PR | PR | PR | PR | |||
| EDP Energía Gas SL | 0 | ||||||
| EDP Energia Ibérica S.A. | 0 | ||||||
| EDP Finance BV | R | R | R | R | |||
| EDP Gás.com - Comércio de Gás Natural, S.A. | CBD | ||||||
| EDP Inovacão, S.A. | |||||||
| EDP Valor-Gestão Integrada de Serviços, S.A. | CBD | ||||||
| EDP-Energias de Portugal, S.A. | CEBD | D | D | D | |||
| EDP-Energias do Brasil, S.A. | CBD | D | |||||
| EDP-Estudos e Consultoria, S.A. | CBD | ||||||
| EDP-Imobiliária e Participações, S.A. | CBD | ||||||
| ENEOP - Eólicas de Portugal S.A. | CBD | ||||||
| Energia RE, S.A. | CBD | ||||||
| Hidroeléctrica del Cantábrico, S.A. | D | CBD | D | ||||
| Naturgás Energia Grupo, S.A. | 0 | CBD | |||||
| Sãvida-Medicina Apoiada, S.A. | CBD | ||||||
| SCS-Serviços Complementares de Saúde, S.A. | CBD | ||||||
CEBD - Chairperson Exec rd of Dire
CBD – Chairperson of the Board of Directors/ CEO – Chief Executive
PR - Permanent Representative
| António Mexia |
João Manso Neto |
João Marques da Cruz |
Manuel Ménendez Menéndez |
Nuno Alves |
Gabriel Alonso |
João Paulo Costeira |
Rui Teixeira | |
|---|---|---|---|---|---|---|---|---|
| EDP Renewables | ||||||||
| Italia, SRL | CBD | |||||||
| EDP Renewables Canada, | CEO | |||||||
| Ltd | D | |||||||
| EDP Renewables Europe, | ||||||||
| S.L. | CBD | D | D | D | ||||
| EDP Renewables France | ||||||||
| SA | CBD | |||||||
| EDP Renewables North | ||||||||
| America LLC | - | CEO | ||||||
| EDP Renewables Polska, | ||||||||
| SP, z.o.o. | - | D | D | |||||
| EDP Renewables Romania | ||||||||
| SRL | D | |||||||
| EDP Renewables SGPS, | ||||||||
| S.A. | CBD | D | ||||||
| EDP Renewables South | ||||||||
| Africa Proprietary Limited | CBD | |||||||
| EDP Renewables UK Ltd | D | D | ||||||
| EDP Renováveis Brasil, | ||||||||
| S.A. | CBD | D | D | |||||
| EDP Renováveis Portugal, | ||||||||
| SA | CBD | D | ||||||
| ENEOP 2 S.A | CBD | |||||||
| Greenwind, S.A. | ||||||||
| CBD | ||||||||
| EDPR PT - Promoção e | D | |||||||
| Operação, S.A. | CBD | |||||||
| South Africa Wind & Solar | ||||||||
| Power SLU | CBD | |||||||
| CBD - Chairperson of the Board of Directors CEO - Chief Executive Officer |
D - Director
MSB – Member of the Supervisory Board
PGMS – President of the General Shareholders' Meeting
M - Manager
NOTE: This Annex contains information regarding all the main companies of the information regarding all other affiliate companies where the members of the Board of Directors hold a position is available in the Annual Accounts on Note 38.
officer
Officer
D - Director
M - Manager
R – Representative
Born in 1957, he received a degree in Economics from Université de Genève (Switzerland) in 1980, where he was also Assistant Lecturer in the Department of Economics. He was a postgraduate lecturer in European Studies at Universidade Católica. He was also a member of the governing boards of Universidade Nova de Lisboa and of Universidade Católica, where he was Director from 1982 to 1995. Served as Assistant to the Secretary of State for Foreign Trade from 1986 until 1988. From 1988 to 1990, Antonio served as Vice-Chairperson of the Board of Directors of ICEP (Portuquese Institute for Foreign Trade). From 1990 to 1998, he was Director of Banco Espírito Santo de Investimentos and, in 1998 was nominated Chairperson of the Board of Directors of Gás de Portugal and Transqas. In 2000, he joined Galp Energia as Vice-Chairperson of the Board of Directors. From 2001 to 2004, he was the Executive Chairperson of Galp Energia and Chairperson of the Board of Directors of Petrogal, Gás de Portugal, Transgás-Atlântico, In 2004, was nominated Minister of Public Works, Transport and Communication for Portugal's 16th Constitutional Government. He also served as Chairperson of the Portuguese Energy Association (APE) from 1999 to 2002, member of the Trilateral Commission from 1992 to 1998, Vice-Chairperson of the Portuguese Industrial Association (AIP), and Chairperson of the General Supervisory Board of Ambelis. He was also a Government representative to the EU working group for the trans-European network development. In January 2008, he was nominated member of the General Supervisory Board of Banco Comercial Portugues, S.A. having before integrated the Superior Board of this Bank. On 30th March 2006, was nominated Chairperson of EDP's Executive Board of Directors to start the term of office on 30th June 2006. He was re-elected on 15th April 2009 and 20th February 2012.
Born in 1958, he graduated in Economics from Instituto Superior de Economia (1981) and received a postgraduate degree in European Economics from Universidade Católica Portuguesa (1982). He also completed a professional education course through the American Bankers Association (1982), the academic component of the Master's Degree program in Economics, at the Faculty of Economics, Universidade Nova de Lisboa and, in 1985, 1995 he worked at Banco Português do Atlântico, occupying several positions, manly as Head of the International Credit Division, and General Manager responsible for Financial and South Retail areas.From 1995 to 2002 he worked at the Banco Comercial Português, where he held the posts of 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-Chairperson of BIG Bank Gdansk in Poland. From 2002 to 2003, he was a member of Banco Português de Negócios. From 2003 to 2005 he worked at EDP as General Manager and Member of the Board of EDP Produção. In 2005 he was elected CEO at HC Energía, Chairperson of Genesa and Member of the Board of Naturgas Energia and OMEL. He was appointed on 30th March 2006 as member of the Executive Board of Directors, which office began on 30th June 2006, and reappointed on 15th April 2009 and 20th February 2012. On February 28th, 2012, he was nominated Vice-Chairperson of the Board of Directors and CEO of EDP Renováveis, S.A. Presently he is the Iberian Responsible for the Energy Management Requlation (Gas and Electricity).
Born in 1961, he holds a degree in Management (1984) from Lisbon's ISE at the Technical University of Lisbon -Instituto Superior de Economia da Universidade Técnica de Lisboa, an MBA (1989) from the Technical University of Lisbon - Universidade Técnica de Lisboa, and a Post-Graduation in Marketing and Management of Airlines (1992) from the Bath University /International Air Travel Association, UK. He began his career at the TAP Group in 1984 (Transportes Aéreos de Portugal) having had several positions until becoming General Director. Between 1997 and 1999 he was a Board Member of TAPGER. Between 2000 and 2002, he was a member of the Board of several companies within CP - Portuguese Railways, namely EMEF. From 2002 and 2005, he became CEO of AirLuxor, an airline Company, and from 2005 to 2007 he was Chairperson and CEO of ICEP - Instituto do Comércio Externo de Portugal, a Portuguese state owned agency for international trade and promotion. Since March 2007, he has been a board member of EDP Internacional S.A. and in 2009 he was nominated Chairperson of the Board of Directors of CEM - Macao Electrical Company. He was nominated as a member of the Executive Board of Directors on 20th February 2012. On May 8th, 2012, he was nominated Member of EDP Renováveis, S.A. bv cooption.
Born in 1958, he holds a degree in Naval Architecture and Marine Engineering (1980) and a Master in Business Administration (1985) by the University of Michigan. In 1988, he joins the Planning and Strategy Department of Millennium BCP and in 1990 becomes an associate director of the bank's Financial Investments Division. In 1991, Mr. Nuno Alves is appointed as the Investor Relations Officer for the group and in 1994 he joins the Retail network as Coordinating Manager. In 1996, he becomes Head of the Capital Markets Division of Banco CISF,
currently Millennium BCP Investimento, and, in 1997, Co-Head of the bank's Investment Banking Division. In 1999, Mr. Nuno Alves is appointed as Chairperson and CEO of CISF Dealer, the brokerage arm of Banco CISF. Since 2000, before his appointment as EDP's Chief Financial Officer in March 2006, Mr. Nuno Alves acted as an Executive Board Member of Millennium BCP Investimento, responsible for BCP Group Treasury and Capital Markets. He was appointed on 30th March 2006 as member of the Executive Board of Directors, which office began on 30th June 2006, and reappointed on 15th April 2009 and 20th February 2012.
Born in 1973, he has been working in the global wind energy industry for more than 15 years in several countries across Europe, North Africa. He joined EDP in early 2007 as Managing Director for North America, where he led EDP's entrance into the United States' renewables arena through EDP's acquisition of Horizon Wind Energy from Goldman Sachs, the largest renewable energy transaction to date. He was instrumental in the creation, launch, and implementation of the initial public offering (IPO) of EDPR in June of 2008. He served in EDPR NA as Chief Development Officer (CDO) and Chief Operating Officer (COO), responsible for overseeing development, engineering, construction, energy management, and operations and maintenance. He is currently Chicer for EDP Renewables North America LLC (EDPR NA), member of the Executive Committee, and Member of the Board of Directors of EDP Renováveis S.A. (EDPR). He is also member of the Executive Committee and currently holds the role of Chair-Elect of the Board of the American Wind Energy Association (AWEA). He holds a Law Degree and a Master of Science Degree in Economics, each from the University of Deusto in Spain, and has completed the Advanced Program at The University of Chicago Booth School of Business.
Born in 1965, he was the Commercial Director of Portgás from 1992 to 1998. In 1998 he entered Galpenergia Group (Portugal's National Oil & Gas Company), where he held several positions such as General Manager of Lisboagás (Lisbon's Natural gás LDC), Managing Director of Transgás Industria (Liberalized wholesale customers), and Managing Director of Lusitaniagás (Natural gas LDC). He also was a member of the Management Team of GalpEmpresas and Galpgas. In 2006 he became an Executive Board Member for Natural Gas Distribution and Marketing (Portugal and Spain). In 2007 he joined EDP Renováveis S.A., where he serves currently as Chief Operating Officer for Europe, Brazil and South Africa, he's a member of the Executive Committee and member of the Board of Directors of EDP Renováveis S.A.. He holds a degree in Electrical Engineering by the Faculdade Engenharia da Universidade do Porto, and a Master in Business Administration by IEP/ESADE (Oporto and Barcelona). He also studied the Executive Development Program at Ecole des HEC (Université de Lausanne, 1997), the Strategic Leadership Development Program at INSEAD (Fontainebleau, 2002) and the Advanced Management Program of IESE (Barcelona, 2004).
Born in 1972, he is a member of the Board of Directors of EDP Renováveis, S.A., a member of the Executive Committee, and is the Chief Financial Officer of the Company. From 1996 to 1997, he was assistant director of the commercial naval department of Gellweiler- Sociedade Equipamentos Maritimos e Industriais, Lda. From 1997 to 2001, he worked as a project manager and ship surveyor for Det Norske Veritas, with responsibilities for offshore structures, shipbuilding, and ship repair. Between 2001 and 2004, he was a consultant at McKinsey & Company, focussing on energy, shipping, and retail banking. From 2004 to 2007, he headed the corporate planning and control division within the EDP Group. In 2007 also served as Chief Financial Officer of EDP Renewables Europe SL (former NEO). He was nominated Chief Financial Officer of the Company in 2008. He is also Member of the Board of Directors of several subsidiaries of the Company's Group. He holds a Master of Science degree in Naval Architecture and Marine Engineering from the Institute Superior Técnico de Lisboa, a Master in Business and Administration from the Universidade Nova de Lisboa and an Advance Management Program from Harvard Business School.
Born in 1957, Acacio Piloto holds a Law degree by the Law School of Lisbon University (1983). During 1984 and 1985 he was a scholar from the Hanns Seidel Foundation, Munich were he obtained a Post- Graduation in Economic Law by Ludwig Maximilian University and a Post- Graduation in European Community Competition Law by Max Planck Institut. He was a trainee at the International Division of Bayerische Hypoteken und Wechsel Bank. He also completed several professional education courses, mostly in banking and financial management, namely the International Banking School (Dublin, 1989), the Asset and Liabilty Management Seminar ( Merrill Lynch International, 1991) and the Insead Executive Program (Fontainebleu, 1999).
In 1986 he joined the International Division of Banco Pinto e Sotto Mayor. In 1988 Acácio Piloto joins the International and Treasury Division of Banco Comercial Português. In 1989 is appointed Head of International Corporate Banking. From 1991 to 1996 he became Head of Treasury and Capital Markets Division at CISF- Banco de Investimento ( BCP investment bank). In 1996 he is seconded to the Groups Subsidiary in charge of Asset Management, AF- Investimentos, joining its Executive Committee and acting as Chairperson of the following group companies: AF Investimentos, Fundos Mobilíários; AF Investimentos, Fundos Imobiliários; BPA Gestão de Patrimónios; BCP Investimentos International; AF Investimentos International and Prime International. In 1988 we returns to investment banking, first as member of the Executive Committee and in 2000 as an Executive Board Member of BCP- Banco de Investimento, in charge of Investment Banking, and from 2006 onwards in charge of Treasury and Capital Markets. In 2010 he is appointed as Millennium bcp General Manager responsible for the Asset Management business and was nominated CEO of Millennium Gestão de Activos, SGFIM, Chairperson of Millennium SICAV and Chairperson of BII International.
During 2010/2013 Acácio Piloto also served as Member of Directors and Member of the Audit Committee of INAPA, IPG, S.A. Currently he serves as a Non- Executive Director of EDP Renováveis, S.A.
Born in 1962. Between 1988 and 1996, he was a consultant to various national institutions, among which was the Bank of Portugal, the OCDE and the European Commission. Between 1995 and 1998, he was Secretary General of the APRITEL and between 2000 and 2002, he was a member of the Board of Directors of APRITEL. He was manager of Soporcel, S.A., from 1997 to 1999, manager of Papercel, S.A., from 1998 to 1999 and the director of MC Corretagem, S.A., also in 1999. The same year, he was appointed the Chairperson of the Board of Directors of the Lisbon Stock Exchange and a member of the Executive Committee of the Association of Ibero-American Scholarship. António Nogueira Leite is, since 2000, the member of the Advisory Board of the Portuguese Association for the Development of Communications. He was a consultant to Vodafone-Telecom Personal S.A. between 2000 and 2002, and GE Capital, between 2001 and 2002. In 2002, he was a member of the Advisory Board of the IGCP. Since 2002, has held various positions within Grupo José de Mello, and held management position in various organizations, including the Reditus, SGPS, S.A., Quimigal, S.A., Brisa, S.A., ADP, S.A., Comitur, SGPS, S.A., Comitur Imobiliária, S.A., Expocomitur- Deals & Real Estate Management, S.A., Valley Farm Supply - Sociedade Agrícola, Turística e Imobiliária, S.A., SGPS, S.A., Efacec Capital, SGPS, S.A. and Cuf - Químicos Industriais, S.A. He was director of the Society of Civil Explosives, SEC, S.A., from 2007 to March 2008. From October 1999 to August 2000 he was Secretary of the Department of Treasury and Finance and deputy | governor of the European Investment Bank. He took the position at the European Bank for Reconstruction and Development and the International Monetary Fund and was also a member of the Economic and Financial Council of the European Union. He also held the position of Vice-President of the Advisory Board of Banif- Banco de Investimentos S.A. and the Chairperson of the General and Supervisory Board of OPEX, S.A. Between 2009 and 2011 he was President of the Association Ocean XXI (cluster do Mar). Between 2011 and 2013 he was Director and Deputy Chief Executive Officer of CGD, S.A. and a Director of the Caixa Investment Banking, Caixa Capital, Housing Development, Caixa Leasing & Partang, SGPS, S.A. Since 2008, he is a non-executive Director of the Board of Directors of EDPR and a member of the Related Party Transactions. António Nogueira Leite has an undergraduate degree in Economics from Universidade Católica Portuguesa. He also has a master of economics and PhD of economics from the University of Illinois
Born in 1957. Between 1984 and 1986, he practiced law at Finley, Kumble, Wagner, Heine, Underberg, Manley & Casey Law Office in Washington DC. Between 1986 and 1991 he was an Associate and later became Partner at Baudel, Salès, Vincent & Georges Law Firm in Paris. In 1991 he became a Partner at Salès Vincent Georges, where he stayed until 1994. In 1995 he co-founded August & Debouzy Law firm where he is presently working as the manager of the firm's corporate department. He has been at École Supérieure des Sciences Economiques et Commerciales and at Collège de Polytechnique and is currently giving lectures at CNAM (Conservatorre National des Arts et Métiers). He is Knight of the Lègion d'Honneur. Since 2009, he has been a Non-Executive Director of EDPR's Board of Directors. He has a Master in Law from Georgetown University Law Center in Washington DC (1986); a Post-graduate degree in Corporate Law from University of Paris II Phantéon, DEA (1984) and a Master in Private Law from the same University (1981). He graduated from the Ecole Supérieure des Sciences Economiques et Commerciales (ESSEC).
Born in 1960. Between 1982 to 1985 was a senior auditor of BDO-Binder Dijker Otte Co. Between 1987 to 1990, was a director of Banco Manufactures Hanover (Portugal), S.A. and between 1990 to 1993 was a Member of the Boards of TOTTAFactor, S.A. (Grupo Banco Totta e Acores) and Valores Ibéricos, SGPS, S.A. In 1993, held directorships with Nacional Factoring, da CISF—Imóveis and CISF Equipamentos. Between 1995 and 1997 was a director of CISF-Banco de Investimento and a Member of the Board of Directors of Nacional Factoring. In 1998, was appointed to the Board of Directors of several financial companies, including Leasing Atlântico, Comercial Leasing, Factoring Atlântico, Nacional Leasing and Nacional Factoring, From 1999 to 2000, was a Member of the Board of Directors of BCP Leasing, BCP Factoring and Leasefactor SGPS. From 2000 to 2003, was appointed Chairman of the Board of Directors of Banque BCP (Luxemburg) and Chairman of the Executive Committee of Banque BCP (France). Between 2003 and 2006 he was a Member of the Board of Banque Prive BCP (Switzerland) and was General Manager of BCP's Private Banking Division. From 2006 to 2009, was a Member of the Board of Directors of Banco Millennium BCP de Investimento, S.A. and General Manager of Banco Comercial Português, S.A. Also held a position until 2010 as vice-chairman of the General Assembly Board of Millennium Angola. From 2009 to 2010 was appointed Vice Chairman and CEO of Millenniumbcpbank, NA (USA). From 2009 to 2012 was a Member of the Board of Directors of CIMPOR - Cimentos de Portugal, SGPS, S.A.. Currently is the Chairman of the Board of BCP Holdings (USA), Inc., General Manager of Investment Banking of Banco Comercial Português, Member of the Board of Directors of EDP Renováveis, S.A. and Member of the Board of Directors of OMIP - Operador do Mercado Ibérico (Portugal) SGPS. S.A.. Has an undergraduate degree in Business and
Administration from Universidade Católica Portuguesa of Lisbon and a MBA degree from INSEAD (Fontainebleau, France).
He was born in 1946. Between 1986 and 1989, he was a member of directors of Tecnologia das Comunicações, Lda. Between 1989 to 1994, he was chairperson of the board of directors of Telefones de Lisboa e Porto, S.A., and between 1993 to 1995 he was chairperson of Associação Portuguesa para o Desenvolvimento das Comunicações. From 1994 to 1995, he was chairperson of the board of directors of Companhia Portuguesa Rádio Marconi and additionally was chairperson of the board of Companhia Santomense de Telecomunicações e da Guiné Telecom. From 1995 to 1997, he was vice-chairperson of the board of directors and CEO of Lisnave (Estaleiros Navais) S.A. Between 1997 and 2001, he was CEO and in the last year chairperson of the board of directors of Soponata and was a director and member of the audit committee of International Shipowners Reinsurance, Co S.A. Between 2001 and 2004, he was vice-chairperson of José de Mello Imobiliária SGPS, S.A. Since 1998, he has been a director of Portugal Telecom SGPS, S.A., chairperson of the audit committee since 2007, member of the corporate governance committee since 2006 and member of the evaluation committee since 2008. He is member of the board of Villas Boas ACP – Corretores de Seguros, Lda. since 2012. He was member of the remuneration committee of Portugal telecom, SGPS, SA between 2003 and 2008. Between 2011 and 2013 he was chairperson of the audit committee of Sporting Clube de Portugal S.A.D. He has an undergraduate degree in mechanical engineering from Instituto Superior Técnico. He additionally holds a certificate in strategic management and Company boards and is the holder of a grant of Junta de Energia Nuclear.
He was born in 1951. From 1997 to 1998, coordinated the committee for evaluation of the EC Support Framework II and was a member of the committee for the ex-ante EC Support Framework III. From 1998 to 2000, he was Chairperson of the Unidade de Estudos sobre a Complexidade na Economia and from 1998 to 2002 was Chairperson of the scientific council of Instituto Superior de Economia e Gestão of the Universidade Técnica de Lisboa. From 2001 to 2002, he coordinated the committee for the elaboration of the Strategic Programme of Economic and Social Development for the Peninsula of Setúbal. Since 2007, he has been coordinator of the masters program in economics. Since 2009, he has been President of the Economics Department of Instituto Superior de Economia e Gestão of the Universidade de Lisboa (ISEG). In December 2011 was elected president of the general assembly of IDEFE, and is now administrator of "Fundação Económicas". He has an undergraduate degree in economics from Instituto Superior de Economia e Gestão, a master degree in economics from the University of Bristol and a Ph.D. in Economics from the University of Kent. He additionally has a doctorate degree in economics from the Instituto Superior de Economia e Gestão of Universidade Técnica de Lisboa, and has consequently held the positions of Professor Auxiliar and Professor Associado with Universidade Técnica de Lisboa. He has been appointed as university full professor (catedrático) of Universidade Técnica de Lisboa and is the President of the Department of Economics at ISEG.
Born in 1951, he began his professional career as an assistant lecturer at Faculdade de Economia do Porto and in 1987 and 1988 he was responsible for the "Gestão Financeira Internacional" degree at the same University. From 1980 to 1983 he held a part-time position as technician for Comissão de Coordenação da Região Norte., and from 1991 he was invited to be a lecturer at Universidade Católica do Porto.He has since held the position of director of several companies, including of Banco e Comercial de Lisboa and Soserfin- Sociedade Internacional de Serviços Financeiros-Oporto group. He has been involved in the finance and management coordination of Sonae Investimentos SGPS, was executive director of Sonae Participações Financeiras, SGPS, S.A. and was vice-Chairperson of Sonae Indústria, SGPS, S.A. He has additionally held directorships with Taffsa, S.A., Spread SGPS, S.A. and Corticeira Amorim, SGPS. He presently serves on the board of directors of Caixa Geral de Depósitos, S.A, and is President of Caixa Seguros e Saúde, Caixa Leasing and Factoring, and Locarent, as well as Non-Executive Director in several other companies. Since 2008 he has been a Non-Executive Director of EDPR's Board of Directors. He has an undergraduate degree in economics from the Faculdade de Economia do Porto and has obtained certificates from Universidade de Paris IX, Dauphine and the Midland Bank International banker's course in London.
Born in 1957. Holds a PhD in Economics by the University of Illinois at Urbana-Champaign, U.S.A. and an Agregacão (Habilitation) in Statistics and Econometrics by Universidade NOVA de Lisboa.
He is a member of the Editorial Boards of Empirical Economics and the Portuguese Economic Journal and has published his scientific research in some of the top journals of his field namely, Journal of the American Statistical Society, Journal of Economic Letters. He is consultant of the Bank of Portugal since 1992.
He is the Dean of Nova School of Business and Economics, Lisbon-Portugal, since 2005 and of Angola Business School, Luanda-Angola, since 2010.
Born in 1960. He is Chairperson and CEO of Liberbank, S.A., a financial institution formed by the integration of the financial businesses of Caja de Extremadura, Caja Cantabria y Banco Castilla-La Mancha, as well as Chairperson of Cajastur. He is a member of the board of directors of CECA, on behalf of Liberbank Group. He is also Chairperson of Hidroeléctrica del Cantábrico and member of the board of directors of EDP RENOVAVEIS and of UNESA (the Spanish association of the electricity industry).
He was President of Banco de Castilla-La Mancha, which is part of Liberbank group, and was a member of the Board of Directors of CECABANK, Enagas and EDP Renewables Europa.
He is a university professor in the Department of Business Administration and Accounting at the University of Oviedo; he has a PhD in Economic Sciences and a degree in Economics and in Business Administration, both from the University of Oviedo. He has supervised several doctoral thesis', developing research work and has participated as a speaker in many courses and seminars. His main research areas are the efficiency in credit institutions, management control in decentralized companies and those in sectors with regulated economies. He is also author of several books and technical articles about the aforementioned matters.
Born in 1953. In 1987, he joined Banco Espírito Santo de Investimento, S.A. and was the Director responsible for financial services management, client management, structured financing management, capital markets management, and for the department for origination and information; between 1991 and 2005 he was also Director and Member of the Executive Committee. In March 2005, he was nominated as vice-chairperson of the board of Directors of Banco Espirito Santo de Investimento, S.A. and formed part of the executive committee of the Company. He is Vice-Chairperson of the Board of Directors and Member of the Executive Committee of Banco Espírito Santo de Investimento, S.A. Director of BES Investimento do Brasil, S.A.; ESSI, SGPS, S.A.; ESSI COMUNICAÇÕES, SGPS, S.A.; ESSI INVESTIMENTOS, S.A. and Espírito Santo Investment Holdings Limited. Since 2008 he has been a Non-Executive Director of EDPR's Board of Directors and member of the Nominations and Remunerations Committee.
He has an undergraduate degree in economics from the Instituto de Economia da Faculdade Técnica de Lisboa.
Born in 1955, he joined Soto de Ribera Power Plant, which was owned by a consortium comprising Electra de Viesgo, Iberdrola and Hidrocantábrico, as legal counsel in 1981. In 1995, he was nominated general counsel of Soto de Ribera Power Plant and also chief of administration and human resources of the consortium. In 1999, he was nominated as legal counsel at Hidrocantábrico and in 2003 was nominated general counsel of Hidrocantábrico and also a member of its management committee. Presently serves as general counsel of the Company, as secretary of the Board, and is also Chairperson, Director and/or secretary on Boards of Directors of a number the Company's subsidiaries in Europe. Holds a Law Degree from the University of Oviedo.

KPMG Auditores S.L. Ventura Rodríguez, 2 33004 Oviedo
To the Board of Directors EDP Renováveis, S.A.
Further to your request and to our engagement letter dated 20 June 2013, we have audited the system of internal control over financial reporting of EDP Renováveis, S.A. (the Company) and subsidiaries (the Group) at 31 December 2013, based on the criteria established in the Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in relation with global business and control procedures, and with the COBIT Framework for IT Governance and Control. The Board of Directors of the Company and senior Group management are responsible for adopting the measures required to reasonably guarantee the implementation, maintenance and supervision of an adequate system of internal control over financial reporting, assess its efficiency and make improvements to the system, as set forth in the report drawn up by Group management on the internal over financial reporting system enclosed. Our responsibility is to express an opinion on the effectiveness of the Group's internal control over financial reporting system based on our audit.
An organisation's system of internal control over financial reporting is designed to provide reasonable assurance that its annual financial reporting complies with the applicable financial reporting framework. It includes policies and procedures that are aimed at: (i) verifying the existence and maintenance of records that present fairly and in reasonable detail the Group's transactions and assets; (ii) providing reasonable assurance that transactions are adequately recorded so as to allow the Group to draw up consolidated annual accounts in accordance with the applicable financial reporting framework; and (iii) providing reasonable assurance regarding the timely prevention or detection of asset additions or disposals or unauthorised use of Group assets that might have a material effect on the consolidated annual accounts. Due to the limitations inherent in any form of internal control system, irrespective of the quality of the design and operation of the internal control system adopted for annual financial reporting, this system can only provide reasonable but not absolute assurance as to the objectives sought.
We have performed our audit in accordance with ISAE 3000 (International Standard on Assurance Engagements 3000). This standard requires that we plan and perform our audit to obtain reasonable assurance about whether the Group system of internal control over financial reporting is effective in all material aspects. Our audit included our gaining an understanding of the Group's internal control over the financial reporting system, verifying and evaluating, on a selective test basis, the design and operating efficiency of the system, and performing other procedures that we considered necessary under the circumstances. We believe that our audit provides a reasonable basis for our opinion.
KPMG Auditores S I , a limited liability Spanish company, is a subsidiary of KPMG Europe LLP and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative i"KPMG International"), a Swiss entity.
Reg. Mer Madrid, T. 11.961, F. 90 Sec 8 H M-188.007 Inscrip. 9 N.I.F. B-78510153
Due to the limitations inherent in any form of internal control system, there is always the possibility that internal control over financial reporting may not prevent or detect the errors or irregularities that might arise, whether due to errors in judgement, human error, fraud or malpractice. 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 levels of compliance with policies and procedures.
In our opinion, the Group's system of internal control for financial reporting at 31 December 2013 is effective in all material aspects, according to the criteria established in the Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in relation with global business and control procedures and the COBIT Framework for IT Governance and Control.
On 26 February 2014, in accordance with prevailing accounting legislation in Spain, we issued our audit report on the consolidated annual accounts of the Group for 2013, expressing an unqualified opinion thereon.
This report has been issued in accordance with your request. We accept no liability to any third parties other than the intended recipients of this report.
PMG Auditores S.F
Ana Fernández Poderós February 2014 26

The board of directors and management are responsible for establishing and maintaining an adequate System of Internal Control over Financial Reporting (SCIRF).
The SCIRF of EDP Renováveis 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 internal control systems, it is possible that the system of internal 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 31 December 2013 based on the criteria established in the Internal Control - Integrated Framework issued 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 31 December 2013 EDP Renováveis Group had an effective system of internal control over financial reporting.
The SCIRF of EDP Renováve)s Group at 31 December 2013 has been audited by the independent auditors KPMG Auditores S.L., as indicated in their report included in the Annual Corporate Goverhance Report.
Chief Executive Officer
Chief Financial Officer
26 February 2014
www.edpr.com
EDP Renováveis S.A.
Plaza de la Gesta, 2
22007 Oviedo - Esspaño
22007 Oviedo - Esspaño
T: +34 985 230 300
Inscrita en registro mercomune de Asturas Tomo 3671 Frike 177

The Members of the Board of Directors of the Company EDP Renováveis, S.A.
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 31 and other documents relating to the submission of annual accounts required by current regulations have been prepared in accordance with applicable accounting standards, reflecting a true and fair view of the assets, liabilities, financial position and results of EDP Renováveis, S.A. and the management report fairly presents the evolution of business performance and position of EDP Renováveis, S.A., containing a description of the principal risks and uncertainties that it faces.
Lisbon, February 25, 2014.
| António Luís Guerra Nunes Mexia | João Manuel Manso Neto |
|---|---|
| Nuno Maria Pestana de Almeida Alves_ | João Manuel Veríssimo Marques da Cruz |
| Ruí Manuel Rodrigues Lopes Teixeira | João Paulo Nogueira da Sousa Costeira |
| Gabriel Alonso Imaz | Acácio Jaime Liberado Mota Piloto |
| António do Pranto Nogueira Leite | João Manuel de Mello Franco |
| João José Belard da Fonseca Lopes Raimundo | Jorge Manuel Ázevedo Henriques dos Santos |
| Jósé Fernando Maia de Araújo e Silva | José António Ferreira Machado |
| Gilles August | Manuel Menéndez Menéndez |
Rafael Caldeira Castel-Branco Valverde

Consolidated Annual Accounts 31 December 2013
Consolidated Directors' Report Year 2013
(With Auditors' Report Thereon)
and the manager of the same of the states of the states of the states of the states of the states of the states of the states of the states of the states of the states of the

KPMG Auditores S.L. Ventura Rodríguez. 2 33004 Oviedo
To the Shareholders of EDP Renováveis, S.A.
We have audited the consolidated annual accounts of EDP Renováveis, S.A. (the "Company") and subsidiaries (the "Group"), which comprise the consolidated statement of financial position at 31 December 2013, the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of changes in equity, the consolidated statement of cash flows for the year then ended and the notes thereto. As mentioned in note 2 to the accompanying consolidated annual accounts, in accordance with International Financial Reporting Standards as adopted by the European Union, and other provisions of financial reporting legislation applicable to the Group, preparation of the Group's annual accounts is the responsibility of the Company's directors. Our responsibility is to express an opinion on the consolidated annual accounts taken as a whole, based on our audit, which was conducted in accordance with prevailing legislation regulating the audit of accounts in Spain, which requires examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated annual accounts and evaluating whether their overall presentation, the accounting principles and criteria used and the accounting estimates made comply with the applicable legislation governing financial information.
In our opinion, the accompanying consolidated annual accounts for 2013 present fairly, in all material respects, the consolidated equity and consolidated financial position of the Company and subsidiaries at 31 December 2013 and the consolidated results of their operations and consolidated cash flows for the year then ended, in accordance with International Financial Reporting Standards as adopted by the European Union, and other provisions of applicable legislation governing financial reporting.
The accompanying consolidated directors' report for 2013 contains such explanations as the Directors of the Company consider relevant to the situation of the Group, the evolution of its business and other matters, and is not an integral part of the consolidated annual accounts. We have verified that the accounting information contained therein is consistent with that disclosed in the consolidated annual accounts for 2013. Our work as auditors is limited to the verification of the consolidated directors' report within the scope described in this paragraph and does not include a review of information other than that obtained from the accounting records of the Company and subsidiaries.
aditores.
Ana Fernández Poderós 26 Pebruary 2014
KPMG Auditores S.L., a limited liability Spanish company, is a subsidiary of KPMG Europe LLP and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative ("KPMG International"), a Swiss entity.
Reg. Mer Madrid, T. 11.961, F. 90, Sec. 8. H. M -188.007, Inscrip. 9 N.L.F. B-78510153
Consolidated Financial Statements 31 December 2013
| Thousands of Euros | Notes | 2013 | 2012 |
|---|---|---|---|
| Revenues | 6 | 1,230,963 | 1,157,796 |
| Income from institutional partnerships in US wind farms | 7 | 125,101 | 127,350 |
| 1,356,064 | 1,285,146 | ||
| Other operating income / (expenses) | |||
| Other operating income | 8 | 41,726 | 63,116 |
| Supplies and services | 9 | -262,795 | -261,810 |
| Personnel costs and employee benefits | 10 | -66,554 | -62,659 |
| Other operating expenses | 11 | -121,314 | -86,212 |
| -408,937 | -347,565 | ||
| 947,127 | 937,581 | ||
| Provisions | -1,290 | 3 | |
| Depreciation, amortisation expense and impairment | 12 | -491,158 | -502,709 |
| Amortisation of deferred income (government grants) | 12 | 18,472 | 15,231 |
| 473,151 | 450,106 | ||
| Gains / (losses) from the sale of financial assets | -3 | 2,766 | |
| Financial income | 13 | 108,411 | 74,188 |
| Financial expenses | 13 | -371,626 | -351,804 |
| Share of profit of associates | 15,909 | 6,833 | |
| Profit before tax | 225,842 | 182,089 | |
| Income tax expense | 14 | -56,718 | -46,039 |
| Profit for the year | 169,124 | 136,050 | |
| Attributable to: | |||
| Equity holders of EDP Renováveis | 27 29 |
135,116 | 126,266 |
| Non-controlling interests | 34,008 | 9,784 | |
| Profit for the year | 169,124 | 136,050 | |
| Earnings per share basic and diluted - Euros | 27 | 0.15 | 0.14 |
| 2013 | 2012 | ||||
|---|---|---|---|---|---|
| Equity holders of |
Non controlling |
Equity holders of |
Non controlling |
||
| Thousands of Euros | the parent | Interests | the parent | Interests | |
| Net profit for the year | 135,116 | 34,008 | 126,266 | 9,784 | |
| Items that will never be reclassified to | |||||
| Actuarial gains / (losses) | 14 | 14 | |||
| Tax effect of actuarial gains/(losses) | -4 | -4 | |||
| 10 | 10 | ||||
| Items that are or may be reclassified to | |||||
| Fair value reserve (available for sale financial assets) | -1,204 | -770 | -129 | -82 | |
| Tax effect of Fair value reserve | |||||
| (available for sale financial assets) | |||||
| Fair value reserve (cash flow hedge) | 18,177 | 3,372 | -31,879 | -7,375 | |
| Tax effect from the fair value reserve | |||||
| (cash flow hedge) | -4,837 | -947 | 6,167 | 1,922 | |
| Share of other comprehensive income | |||||
| of associates, net of taxes | 3,873 | -5,149 | |||
| Exchange differences arising on consolidation | -10,589 | -14,507 | 1,847 | -6,861 | |
| 5,420 | -12,852 | -29,143 | -12,396 | ||
| Other comprehensive income for the year, | |||||
| net of income tax | 5,430 | -12,852 | -29,133 | -12,396 | |
| Total comprehensive income for the year | 140,546 | 21,156 | 97,133 | -2,612 |
| Thousands of Euros | Notes | 2013 | 2012 |
|---|---|---|---|
| Assets | |||
| Property, plant and equipment | 15 | 10,358,725 | 10,536,907 |
| Intangible assets | 16 | 89,796 | 24,915 |
| Goodwill | 17 | 1,255,725 | 1,301,930 |
| Investments in associates | 18 | 64,660 | 47,473 |
| Available for sale financial assets | 19 | 7,434 | 9,407 |
| Deferred tax assets | 20 | 11,055 | 89,378 |
| Debtors and other assets from commercial activities | 23 | 53,160 | 55,153 |
| Other debtors and other assets | 24 | 320,440 | 251,220 |
| Collateral deposits associated to financial debt | 30 | 74,172 | 48,433 |
| Total Non-Current Assets | 12,335,167 | 12,364,816 | |
| Inventories | 21 | 15,489 | 16,209 |
| Trade receivables | 22 | 207,189 | 180,259 |
| Debtors and other assets from commercial activities | 23 | 45,768 | 104,165 |
| Other debtors and other assets | 24 | 133,094 | 334,490 |
| Current tax assets | 25 | 103,652 | 55,089 |
| Financial assets at fair value through profit or loss | 76 | 389 | |
| Collateral deposits associated to financial debt | 30 | 6,054 | 719 |
| Cash and cash equivalents | 26 | 265,229 | 245,837 |
| Total Current Assets | 776,551 | 937,157 | |
| Total Assets | 13,111,718 | 13,301,973 | |
| Equity | |||
| Share capital | 27 | 4,361,541 | 4,361,541 |
| Share premium | 27 | 552,035 | 552,035 |
| Reserves | 28 | -69,605 | -74,385 |
| Other reserves and Retained earnings | 28 | 692,179 | 458,202 |
| Consolidated net profit attributable to equity holders | |||
| of the parent | 135,116 | 126,266 | |
| Total Equity attributable to equity holders of the parent | 5,671,266 | 5,423,659 | |
| Non-controlling interests | 29 | 418,230 | 325,168 |
| Total Equity | 6,089,496 | 5,748,827 | |
| Liabilities | |||
| Medium / Long term financial debt | 30 | 3,543,805 | 3,657,083 |
| Provisions | 31 | 68,539 | 63,825 |
| Deferred tax liabilities | 20 | 383,329 | 380,592 |
| Institutional partnerships in US wind farms | 32 | 1,508,495 | 1,679,753 |
| Trade and other payables from commercial activities | 33 | 418,140 | 376,503 |
| Other liabilities and other payables | 34 | 239,770 | 258,824 |
| Total Non-Current Liabilities | 6,162,078 | 6,416,580 | |
| Short term financial debt | 30 | 148,131 | 217,237 |
| Trade and other payables from commercial activities | 33 | 478,853 | 704,610 |
| Other liabilities and other payables | 34 | 134,511 | 157,876 |
| Current tax liabilities | 35 | 98,649 | 56,843 |
| Total Current Liabilities | 860,144 | 1,136,566 | |
| Total Liabilities | 7,022,222 | 7,553,146 | |
| Total Equity and Liabilities | 13,111,718 | 13,301,973 |
The following notes form an integral part of these Consolidated Financial Statements
| Thousands of 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 Renovavels |
Non- ·controlling Interests |
|---|---|---|---|---|---|---|---|---|---|
| Balance as at 31 December 2011 | 5,453,725 | 4,361,541 | 552,035 | 454,135 | -31,002 | -14,118 | 4,575 | 5,327,166 | 126,559 |
| Comprehensive income: | |||||||||
| Fair value reserve (available for sale financial assets) | |||||||||
| net of taxes | -211 | -129 | -129 | -82 | |||||
| Fair value reserve (cash flow hedge) net of taxes | -31,165 | -25,712 | -25,712 | -5,453 | |||||
| Share of other comprehensive income of associates, | |||||||||
| net of taxes | -5,149 | -267 | -4,882 | -5,149 | |||||
| Actuarial gains/(losses) net of taxes | 10 | 10 | 10 | ||||||
| Exchange differences ansing on consolidation | -5,014 | 1,847 | 1,847 | -6,861 | |||||
| Net profit for the year | 136,050 | 126,266 | 126,266 | 9,784 | |||||
| Total comprehensive income for the year | 94,521 | 126,276 | 1,580 | -30,594 | -129 | 97,133 | -2,612 | ||
| Dividends attributable to non-controlling interests | -4,805 | -4,805 | |||||||
| Share capital increase in EDP Renovaveis Brazil | 26,443 | 26,443 | |||||||
| Sale without loss of control of Vento II (EDPR NA) | 176,121 | 4,057 | -3,224 | -1,473 | -640 | 176,761 | |||
| Changes resulting from acquisitions / sales and equity increases | 2,822 | 2,822 | |||||||
| Balance as at 31 December 2012 | 5,748,827 | 4,361,541 | 552,035 | 584,468 | -32,646 | -46,185 | 4,446 | 5,423,659 | 325,168 |
| Comprehensive income: | |||||||||
| Fair value reserve (available for sale financial assets) | |||||||||
| net of taxes | -1,974 | -1,204 | -1,204 | -770 | |||||
| Fair value reserve (cash flow hedge) net of taxes | 15,765 | 13,340 | 13,340 | 2,425 | |||||
| Share of other comprehensive income of associates, | |||||||||
| net of taxes | 3,873 | -267 | 4,140 | 3,873 | |||||
| Actuarial gains/(losses) net of taxes | 10 | 10 | 10 | ||||||
| Exchange differences arising on consolidation | -25,096 | -10,589 | -10,589 | -14,507 | |||||
| Net profit for the year | 169,124 | 135,116 | 135,116 | 34,008 | |||||
| Total comprehensive income for the year | 161,702 | 135,126 | -10,856 | 17,480 | -1,204 | 140,546 | 21,156 | ||
| Dividends paid | -34,892 | -34,892 | |||||||
| Dividends attributable to non-controlling interests | -16,719 | -34,892 | -16,719 | ||||||
| Sale without loss of control of EDPR Portugal | 148,334 | 77,714 | |||||||
| Sale without loss of control of Wheat Field (EDPR NA) | 226,048 | 148,334 | -231 | -1,274 | 36,251 | ||||
| Acquisitions without changes of control | 34,977 | -1,043 | -10,823 | ||||||
| Other changes resulting from acquisitions / sales and | -15,986 | -4,754 | -409 | -5,163 | |||||
| equity increases | -14,514 | ||||||||
| Other | -14,514 53 |
56 | ટર્ | -3 | |||||
| Balance as at 31 December 2013 | 6,089,496 | 4,361,541 | 552,035 | 827,295 | -43,733 | -29,114 | 3,242 | 5,671,266 | 418,230 |
| Cash flows from operating activities 1,239,154 1,141,490 Cash receipts from customers -285,247 -314,289 Cash paid to suppliers -66,842 -68,893 Cash paid to employees Other receipts / (payments) relating to operating activities -81,256 -75,573 711,777 776,767 Income tax received / (paid) -76,655 -45,465 700,112 Net cash flows from operating activities 666,312 700,112 666,312 Continuing activities Cash flows from investing activities Cash receipts resulting from: 2,273 Proceeds from sale of property, plant and equipment 2,193 20,559 3,468 Interest received Dividends received 1,985 4,075 138,954 Loans to related parties 11,602 Other receipts from investing activities 2,170 148,770 38,509 Cash payments resulting from: -46,728 -27,808 Acquisition of assets / subsidiaries Acquisition of property, plant and equipment -809,705 -612,495 -174,443 Loans to related parties -1,072 Other payments in investing activities -1,669 -1,032,545 -641,375 -883,775 -602,866 Net cash flows from investing activities -883,775 -602,866 Continuing activities Cash flows from financing activities 292,143 175,687 Sale of assets / subsidiaries without loss of control Receipts/ (payments) of loans 1,187 -4,413 -49,381 -215,330 Interest and similar costs Governmental grants received 90,539 4,817 -4,805 -51,610 Dividends paid -15,159 Receipts / (Payments) from institutional partnership in US wind farms -35,579 26,683 -37,293 Other cash flows from financing activities 210,006 -32,520 Net cash flows from financing activities -32,520 210,006 Continuing activities 26,343 Net increase / (decrease) in cash and cash equivalents 30,926 -5,011 -6,951 Effect of exchange rate fluctuations on cash held 245,837 Cash and cash equivalents at the beginning of the period () 219,922 265,229 245,837 Cash and cash equivalents at the end of the period () |
Thousands of Euros | 2013 | 2012 |
|---|---|---|---|
(*) See Note 26 of the consolidated financial statements for a detailed breakdown of Cash and cash equivalents.
| 1. The business operations of the EDP Renováveis Group |
|---|
| 2. Accounting policies |
| 3. Critical accounting estimates and judgments in applying accounting policies |
| 4. Financial risk management policies |
| 5. Consolidation perimeter |
| 6. Revenues |
| 7. Income from institutional partnerships in US wind farm |
| 8. Other operating income |
| 9. Supplies and services |
| 10. Personnel costs and employee benefits |
| 11. Other operating expenses |
| 12. Depreciation, amortisation expense and deferred income |
| 13. Financial income and financial expenses |
| 14. Income tax expense |
| 15. Property, plant and equipment |
| 16. Intangible assets |
| 17. Goodwill |
| 18. Investments in associates |
| 19. Available for sale financial assets |
| 20. Deferred tax assets and liabilities 21. Inventories |
| 22. Trade receivables |
| 23. Debtors and other assets from commercial activities |
| 24. Other debtors and other assets |
| 25. Current tax assets |
| 26. Cash and cash equivalents |
| 27. Capital |
| 28. Reserves and retained earnings |
| 29. Non-controlling interests 30. Financial debt |
| 31. Provisions |
| 32. Institutional partnerships in US wind farms |
| 33. Trade and other payables from commercial activities |
| 34. Other liabilities and other payables 35. Current tax liabilities |
| 36. Derivative financial instruments |
| 37. Commitments |
| 38. Related parties 39. Fair value of financial assets and liabilities |
| 40. Relevant subsequent events |
| 41. Recent accounting standards and interpretations used 42. Environment issues |
| 43. Segmental reporting |
| 44. Audit and non audit fees Annex 1 |
| Annex 2 |
EDP Renováveis, Sociedad Anónima (hereinafter referred to as "EDP Renováveis") 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).
As at 31 December 2013 and 2012 the share capital is held 62.02% by EDP S.A. - Sucursal en España ("EDP Branch"), 15.51% by Hidroeléctrica del Cantábrico, S.A. and 22.47% of the share capital is free-float in the NYSE Euronext
As at 31 December 2013, EDP Renováveis holds a 100% stake in the following companies: EDP Renewables Europe, S.L. (EDPR EU), EDP Renewables North America, L.L.C. (EDPR NA), EDP Renewables Canada, Ltd. (EDPR Canada), South África Wind & Solar Power, S.L.U. and EDP Renováveis Servicios Financieros, S.L. Also holds a 55% stake in the share capital of EDP Renováveis Brasil, S.A. (EDPR BR).
The Company belongs to the EDP Group, of which the parent company is EDP Energias de Portugal, S.A., with registered offices at Praça Marquês de Pombal, 12 - 4, Lisbon.
In December 2011, China Three Gorges Corporation (CTG) sign 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 Energías de Portugal S.A., a majority shareholder of the Company. This operation was concluded in May 2012.
The terms of the agreements through which CTG became a shareholder of the EDP Group stipulate that CTG would make minority investments totalling 2,000 million of Euros in operating and ready-to-build renewable energy generation projects (including co-funding capex).
Within the agreement mentioned above, in June 2013, EDPR has completed the sale of 49% equity shareholding in EDPR Portugal to CTG through CITIC CWEI Renewables S.C.A.
EDPR EU operates through its subsidiaries located in Portugal, Spain, France, Belgium, Poland, Romania, Italy and United Kingdom. EDPR EU's main subsidiaries are: EDP Renováveis Portugal, S.A. (wind farms in Portugal), EDP Renovables España, S.L. (renewable resources electricity generation in Spain), EDP Renewables France (wind farms in France), EDP Renewables Belgium (wind farms in Belgium), EDP Renewables Polska, SP.ZO.O (wind farms in Poland), EDP Renewables Romania, S.R.L. (wind farms in Romania), EDP Renewables Italy, SRL (wind farms in Italy), EDPR UK Limited (offshore development projects) and EDPR RP PV, S.L.R. (photovoltaic solar farms in Romania).
EDPR NA's main activities consist in the development, management and operation of wind farms in the United States of America and providing management services for EDPR Canada.
EDPR EDPR Canada's main activities consist in the development, management and operation of wind farms in Canada.
The purpose of EDP Renováveis Brasil is to aggregate all the investments in the renewable energy market of Brazil.
As at 31 December 2013, EDP Renováveis and its subsidiaries ("the Group" or the "EDP Renováveis Group") had a fully consolidated installed capacity, as follows :
| Installed capacity MW | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| United States of America | 3,637 | 3,637 |
| Spain | 2,310 | 2,310 |
| Portugal | 619 | 615 |
| Romania | 521 | 350 |
| Poland | 370 | 190 |
| France | 322 | 314 |
| Brazil | 84 | 84 |
| Belgium | 71 | 57 |
| Italy | 70 | 40 |
| Canada | 30 | |
| 8,034 | 7,597 |
Additionally, through its interest in ENEOP- Eólicas de Portugal, S.A. is attributable to EDPR - equity consolidated - 455 MW (390 MW as at 31 December 2012).
On December 2012, by means of Law15/2012 of 27 December, the Spanish Government approved 7% across-theboard tax on electricity generation, as well as new taxes on nuclear and large-scale hydropower, plus a new carbon levy. The tax will be applied from 2013 onwards.
On 4 February 2013, the Spanish Government published in the Official State Gazette the Royal Decree-Law 2/2013 that includes a set of regulatory modifications applicable to the Spanish electricity sector and affecting the wind energy assets.
The main regulatory modifications that Royal Decree-Law presents towards the Royal Decree-Law 661/2007 with impact in EDP Renováveis S.A. (EDPR) effective from 1 January 2013 onwards, are as follows:
The Spanish government disclosed the Energy Market Reform, which aims to end with the Spanish tariff deficit. The government claims that the reform may eliminate 4.5 billions of Euros/year of the structural deficit by: (i) 2.7 billons of Euros reduction in regulated costs of utilities and renewable energy source companies, and (ii) 0.9 billions of Euros contribution from the Spanish Treasury which will pay throught the Budget 50% of the extra costs of generation in the non-mainland territories.
The complete regulatory package will consist of: (i) a Royal Decree-Law (RD-L 9/2013, published in the Diário Oficial da União on 13 July), (ii) eight Decrees and (iii) the submission in the Parliament of the Project of Law ("Anteproyecto de Ley").
Until now, RD-L 9/2013 is the only rule approved and published: it outlines the principles that will govern the renewable energy source energy sector but it does not disclose the details of the new remuneration. According to this RD-L, renewable energy source plants will be subject to a new legal and economic framework: previous RD 661 framework will disappear and renewable energy source plants will receive the market price plus a payment per installed MW, so that the return on investment will be equivalent to the Spanish Government 10-year bonds yield plus a spread of 300bp. This Royal Decree-Law also suppresses the renewables remuneration for reactive power (2€/MWh).
On 26 November 2013, the Government submitted to the CNMC ("Comisión Nacional de los Mercados y la Competencia"), a draft decree describing the new remuneration scheme for renewables facilities. This new draft decree did not include the required parameters to calculate the remuneration for the renewables' sector activities, defining that should be retrospectively applied since 14 July. These parameters were released on 3 February 2014 when the CNMC disclosed the draft Ministerial Order containing the needed parameters to calculate the remuneration for each one of the 1,600 different types of renewable installation defined by the government.
According to these parameters, wind farms built in 2004 or earlier are not eligible to receive any incentive while newest farms will receive a flat premium per installed MW untill the end of their regulatory life. The flat premium will be subject of tri-annual modifications due to updates in the parameters affecting the profitability of the installations. Overall, the wind sector will receive 1,191 millions of Euros in 2014 which compares to the forecast of 2,000 millions of Euros that would have been received under the old regulation. These cut of approximately 800 millions of Euros in wind sector represents a 45% of the total savings for the whole renewable sector that were estimated in 1,750 millions of Euros in the budget published within the tariff and charges order draft.
Spanish government has cancelled the results of the CESUR ("Contratos de Energía para el Suministro de Ultimo Recurso") auctions dated of 19 December 2013, that would have led to a 26 % increase in the electricity price to be charged to requlated residential customers in the first quarter of 2014. Instead, was an increase of 2,8 % in the electricity cost and a 0,9 % increase in the access tariff. The government has also announced a structural change in the procedure to fix the electricity prices that will be designed and published in the next months.
On 26 December 2013, the Spanish government published a new regulation that will govern the electricity sector (Law 24/ 2013) replacing the existing from 1997 (Law 54 /1997).
The government defines the new law's objective is to guarantee the supply of electricity and adapt to the consumer need at the lowest possible cost. It refers to the need to finish with the sector's structural deficit that has been accumulated during the last decade as the motivation to undertake the reform.
Regarding the renewable sector, the development of new installations will be conditioned to market needs, and their retribution will be based on market price with complementary revenues in order to ensure a reasonable return rate. Details on the renewable remuneration will be disclosed in the next months upon approval of the Royal Decree-Law for renewables and cogeneration activities.
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 ("DL 33-A/2005"), which establishes the current amounts used in the remuneration formula applicable to energy produced by means of renewable resources and the deadlines for the application of such remuneration formula.
The Portuguese Govermment published on 28 February 2013, the Decree Law 35/2013, that maintains the legal stability of the current contracts (Decree-Law 33-A/2005) and protects the value of the investments made by the wind energy producers in the Portuguese economy. The wind farm producers can voluntarily invest to obtain further remuneration stability, through a new tariff scheme to be applied upon the actual 15 years established by law. The total investment will be used to reduce the overall costs of the Portuguese electricity system. In order to maximise the number of wind developers that voluntarily adheres to the extension framework, the Government proposed four alternative tariff schemes to be elected by each of the wind developers, that include the following conditions: i) alternative cap and floor selling prices; ii) alternative durations to the initial 15 years of the current contracts; and consequently iii) alternative levels of investment (on a per MW basis) to adhere a new scheme. EDPR has chosen 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. This decree also includes the possibility for wind farms under the new regime (i.e. ENEOP) to adhere to a similar sheme, still in negociation.
This Decree-Law modifies the remuneration regime applicable to the production of electricity by mini hydro plants (PCH). Establishes that the PCH that were framed by a remuneration regime prior to Decree-Law 33-A/2005, of 16 February, benefit from that remuneration regime for a period of 25 years from the date they were attributed the exploration license or until the expiration date of their water use license, whichever occurs first. After this 25- year period and as longer as the above mentioned license remains valid, electricity produced by these plants will be sold at market prices.
The electricity industry in France is governed primarily by Act 2000-108 (amended by Acts 2004-803 and 2006-1537) ("Act 2000"), passed on 10 February 2000, which governs the modernization and development of public energy services and is the general legislative framework for the operation of wind facilities in France.
Act 2000 provides that, operator of wind facilities may enter into long-term agreements for the purchase and sale of energy with Electricité de France (EDF). The tariffs are set by Order of July 10, 2006 which was repealed in August 2008 due to formal defect in its approval, and then republished without any amendment in December 2008. The tariffs are the following: i) during the first ten years of the EDF Agreement, EDF pays a fixed annual tariff, which is €82 per MWh for applications made during 2006 (tariff is amended annually based, in part, on a inflation-related index); ii) During years 11 to 15 of the EDF Agreement, the tariff is 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 a inflation-related index; ii) Beginning in the year 16, there is no specific support structure and the wind energy generators will sell their electricity at market price.
On March 2012, the legality of the 2008 feed-in tariff ministerial order for wind farm projects was questioned before the French Council of State (Conseil dÉtat) on the basis that the required notification to the European Commission on State Aid was missed. On 15 May, the French Council of State decided to raise the issue for a preliminary ruling before the EU Court of Justice (is expected 12 to 18 months to solve). In the event that the tariff is finally cancelled, the French government has urged the Council of State the postponement of this eventual ruling until 2013 onwards, thus, no retroactive effects are expected.
The United States federal 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 EPACT. 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.
On 1 January 2013, the US Congress approved "the American Taxpayer Relief Act" that included an extension of the PTC for wind, including the possibility of a 30% Investment Tax Credit instead of the PTC. Congress set a new expiration date of 31 December 2013 and changed the qualification criteria (projects can now 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 depreciation of a higher percentage of the project (less 50% of the ITC) in the year that it is placed in service. This bonus depreciation was 100% in 2011 and 50% for 2012.
The legislation applicable to renewable energy in Poland is primarily contained in an Energy Act passed on 10 April 1997, which has been amended by the Act of 24 July 2002 and the Energy Act of 2 April 2004, which came into effect in January 2005 (together, the "Energy Act").
Pursuant to the Energy Act, power generation from renewable sources is supported. The following are forms of such support introduced in Poland: (i) A system of obligatory purchase of origin by the generation companies and trading companies selling electricity to the end user interconnected to a grid in Poland. These power companies are obliged to: a) obtain a certificate or origin and submit it to the ERA President for cancellation, or b) pay a substitute fee calculated in accordance with the Energy Act. ii) If the power company does not purchase or origin or does not pay a substitute fee, the ERA President will penalize such company by the financial penalty calculated in accordance with the Energy Act.
On 13 November 2013, the Polish Government disclosed a new renewable act draft introducing a tendering scheme for renewable capacity. Then, the Ministry of Economy published a second version of the law on renewables at 2 January 2014. The law is not expected to be applicable before 1 January 2016 as it will come into force on the first day of the month commencing after the lapse of 12 months following the issuance of a positive decision of the European Commission on the compliance of the state aid regulations. According to this draft, operating plants will be entitled to choose between remaining under the Green Certificate (GC) scheme and participating in tenders. This version has already been referred in the Permanent Committee of the Council of Ministers.
The regulatory framework for electricity in Belgium is condition of powers between the federal and the three regional entities: Wallonia, Flanders and Brussels-Capital. The federal regulatory field of competence includes electricity transmission (of transmission levels above 70 kV), generation, tariffs, planning and nuclear energy. The relevant federal legislation is the Electricity Act of 29 April 1999 (as modified) (the regional regulatory entities are responsible for distribution, renewable energy and cogeneration (with the exception of offshore power plants) and energy efficiency. The relevant regional legislation, respectively, is: (a) for Flanders, the Electricity Decree of 17 July 2000; (b) for Wallonia, the Regional Electricity Market Decree of 12 April 2001; and (c) for Brussels-Capital, the Order of 19 July 2001 on the Organization of the Electricity Market.
The Belgian regulatory system promotes the generation of electricity from renewable sources (and cogeneration) by a system of green certificates (each a "GC"), as described below. The Belgian federal government is responsible for offshore power plants and for imposing obligations on the transmission system operators. The various GC systems are very similar across the three regions and are similar to the GC system for federally-requlated offshore power plants. There are currently differences in terms of quotas, fines and thresholds for granting GCs.
On 21 March 2012, Walloon government approved a decree which fixes the quotas of GC until 2020. The new quotas are: (i) 19.4% in 2013; (ii) 23.1% in 2014; (ii) 26.7% in 2015; (iv) 30.4% in 2016. For the period from 1 January 2017 until 31 December 2019, the yearly quotas will at the latest be fixed in 2014 on the basis of an evaluation carried out beforehand by the energy regulator of Wallonia (CWaPE).
A new tax for wind generators has been approved in Wallonia last July. According to this regulation, all generators eaming green certificates shall pay 0,54€/MWh. The energy regulator of Wallonia (CWaPE) will be the beneficiary of this tax, aimed at supporting the costs originated by green certificates management.
The promotion of electricity generated from renewable energy sources in Romania was set with the Electricity Law 318/2003. In 2005 a Green Certificate mechanism was introduced with mandatory quotas for suppliers, in order to comply with their EU renewable requirements.The regulatory authority establishes a fixed quota of electricity produced from RES which suppliers are obliges to buy, and, annually reviews applications form green generators in order to be awarded green certificates, Law 220/2008 of November, in the green certificates system. In particular, it allows wind generators to receive 2GC/MWh until 2015 . From 2016 onwards generators receive 1 green certificate for each MWh . The price of electricity is determined in the electricity market and the price of green certificates is determined on a separate market.
The trading value of green certificates has a floor of 27€ and a cap of 55€, both indexed to Romanian inflation. Law 220/2008 also guarantees the access to the National Grid for the electricity produced from renewable sources.
Law 220/2008 on renewable energy was amended by the Emergency Order 88/2011. A key aspect of this amendment was the overcompensation analysis which must be carried out on a yearly basis. ANRE shall monitor the producers benefiting from the support system and prepare annual reports on this regard. If overcompensation is found, ANRE will propose a reduction of the applicability period of the support scheme or the number of GCs initially granted to the technology. This reduction would be applied only to new plants.
Law 123/2012 of 19 July 2012 on Electricity and Natural Gas eliminates the provision of bibliogy negotiated as a mean to sale electricity. Thus, trading of electricity must be carried out on a centralized market. On 4 September 2012, ANRE published the Order on Balancing Market. The new regulation has an impact for wind generation. On the one side, it states that for the energy reducer does not have the right to claim compensations for the loss of unproduced green certificates. This loss cannot be recovered. Also, new rules could result on larger balancing costs as the deficit price that wind generators have to face when the production is lower than the forecast may increase.
The Romanian Parliament passed on 17 December 2013, the law for the Government Emergency Ordinance 57/2013 (the Ordinance). The law brings several amendments to the Ordinance and implicitly to the Renewables Law (i.e. Law 220/2008). However, this law, although formally approved by the Government has not ratified by the president.
Another important provision of the law is the postponement of Green Certificates of operating plants. The postponement will only apply to renewable energy operators accredited by ANRE before 2013. Wind power producers will receive 2 GCs/MWh until 2017 (inclusive) of which 1 GC will be postponed from trading between 1 July 2013 and 31 March 2017. Solar producers will see 2 GCs (out of 6 GCs) postponed from trading from 1 July 2013 and 31 March 2017. The GCs postponed will 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 will receive 1,5 GC/MWh until 2017 and 0,75GC/MWh from 2018 onwards. All these GC will be immediately tradable.
Solar facilities will only receive 3 GC from 1 January 2014 onwards.
On 6 July 2012, the Government approved the new renewable regulation by means of the Decree on Renewables (DM FER) based on feed-in-tariff support scheme. The key aspects of the new regulation provided by the DM FER are the following: (i) Wind farms over 5 MW will be remunerated under a feed-in tariff scheme defined by tenders; (ii) capacity to be tendered is set in different technologies' capacity paths (only set until 2015); (iii) the reference tariff for 2013 is 127 €/MWh for onshore wind. Tender participants will bid offering discounts on a reference tariff (in %);(iv) The reference tariff will decrease 2% per year and will be granted for the whole average useful life of the renewable plant -20 years for onshore wind.
The new system substitutes the previous one based on GCs. Under the previous system producers obtain their revenues from the sale of the electricity market and from the sale of GCs. Wind farms built until December 2012 (with some exceptions) will continue to operate under the previous system until 2015 when the GC system will be transformed into a feed-in-premium.
The Electrical Sector in Brazil is regulated by Federal Law nº 8,987 of 13 February 1995, which generally rules the concession and permission regime of public services; Law nº 9,074 of 7 July 1995, which rules the grant and extension of public services concession or permission contracts; Federal Law nº 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 nº 10,762 of 11 November 2003 and Law nº 10,848 of 15 March 2004, concerning commercial rules for the trade of Electric Power; and, subsequent amendments to the legislation.
The Decree nº 5,025 of 30 March 2004, regulates the Federal Law nº 10,438 and states the "Alternative Energy Sources" economical and legal framework. PROINFA participants have granted a PPA with ELETROBRAS, 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.
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 2013 and 2012 have been prepared to present fairly the consolidated equity and consolidated financial position of EDP Renováveis, S.A. and subsidiaries at 31 December 2013 and 2012, the consolidated results of operations, consolidated cash flows and changes in consolidated equity for the years 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 27 February 2014. These account will be submited for approval of the "Junta General de Accounts are presented in thousands of Euros, rounded to the nearest thousand.
The annual accounts have been prepared under the historical cost convention, modified by the value basis for derivative financial instruments, financial assets and liabilities held for trading and available-for-sale, except those for which a reliable measure of fair value is not available.
The preparation of annual accounts in accordance with the IFRS-EU 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 3 - Critical accounting estimates and iudgments in applying accounting policies.
Subsidiaries are entities controlled by the Group. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases.
The accounting policies of subsidiaries have been changed when necessary to align them with the policies adopted by the Group. Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing so causes the non-controlling interests to have a deficit balance.
Associates are those entities in which the Group has significant influence, but not control, over the financial and operating policies. Significant influence is presumed to exist when the Group holds between 20 and 50 percent of the voting power of another entity.
Investments in associates are accounted for using the equity method and are recognised initially at cost. The cost of the investment includes transaction costs.
The consolidated financial statements include the Group's share of the comprehensive income, after adjustments to align the accounting policies with those of the Group, from the date that significant influence commences until the date that significant influence ceases.
When the Group's share of losses exceeds its interest in an equity-accounted investee, the carrying amount of that interest, including any long-term investments, is reduced to zero, and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the investee.
Jointly controlled entities, consolidated under the proportionate consolidation method, are entities the Group has joint control along with another company, under a contractual agreement. The consolidated financial statements include the Group's proportionate share of the joint ventures' assets, liabilities, revenue and expenses, from the date the joint control begins until it ceases.
From 1 January 2010 the Group has applied IFRS 3 Business Combinations (2008) in accounting for business combinations. The change in accounting policy has been applied prospectively and has had no material impact on earnings per share.
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.
For acquisitions on or after 1 January 2010, the Group measures goodwill at the acquisition date as:
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.
Some business combinations in the period have been determined provisionally as the Group is currently in the process of measuring the fair value of the net assets acquired. The identifiable net assets have therefore initially been recognised at their provisional value. Adjustments during the measurement period have been recorded as if they had been known at the date of the combination and comparative information for the prior year has been restated where applicable. Adjustments to provisional values only include information relating to events and circumstances existing at the acquisition date and which, had they been known, would have affected the amounts recognised at that date.
After that period, adjustments to initial measurement are only made to correct an error.
In business combinations achieved in stages, any excess of the consideration given, plus the interest previously held in the acquiree, and the net assets acquired and net liabilities assumed is recognised as goodwill. Any shortfall, after measuring the consideration given to the previously held interest and identifying and measuring the net assets acquired, is recognised in profit and loss. The Group recognises the difference between the fair value of the interest previously held in the acquiree and its carrying amount in consolidated profit and loss, based on the classification of the interest. The Group also reclassifies amounts deferred in other in relation to the previously held interest to profit and loss or consolidated reserves, based on their nature.
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 acquiree. 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 acquisition.
From 1 January 2010 the Group has applied IAS 27 Consolidated and Separate Financial Statements (2008) in accounting for acquisitions of non-controlling interests. The change in accounting policy has been applied prospectively and has had no impact on earnings per share.
Under the new accounting policy, 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.
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated to Euro at exchange rates at the reporting date. The income and expenses of foreign operations, are translated to euro at exchange rates at the dates of the transactions.
Foreign currency differences are recognised in other comprehensive in the translation reserve. When a foreign operation is disposed of, in part or in full, the relevant amount in the translation reserve is transferred to profit or loss as part of the profit or loss on disposal.
When the settlement of a monetary item receivable from or payable to a foreign operation is neither planned nor likely in the foreseeable future, foreign exchange gains and losses arising from such a monetary item are considered to form part of a net investment in a foreign operation and are recognised in other comprehensive income, and presented in the translation reserve in equity.
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.
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.
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 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 there subsequent changes in the carrying amount of the put liability are recognised in profit or loss.
Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the functional currency at the exchange rate at that date. The foreign currency gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the period, adjusted for effective interest and payments during the period, and the amortised cost in foreign currency translated at the exchange rate at the end of the reporting period.
Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated to the functional currency at the exchange rate at the fair value was determined. Foreign currency differences arising on retranslation are recognised in profit or loss, except for differences arising on the retranslation of available-for-sale equity instruments, a financial liability designated as a hedge of the net investment in a foreign operation, or qualifying cash flow hedges, which are recognised in other comprehensive income. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction.
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 derivatives correspond to their quoted market prices as provided by an exchange, or is determined by using net present value techniques, including discounted cash flows models, as appropriate.
The Group uses financial instruments to hedge interest and foreign exchange risks resulting from its operational and financing activities. The derivate financial instruments that do not qualify for hedge accounting are recorded as for trading.
The derivatives that are designated as hedging instruments are recorded at fair value, being the gains and losses recognised in accordance with the hedge accounting model adopted by the Group. Hedge accounting is used when:
(i) At the inception of the hedge, the hedge relationship is identified and documented;
(ii) The hedge is expected to be highly effective;
(iii) The effectiveness of the hedge can be reliably measured;
(iv) The hedge is revalued on a on-going basis and is considered to be highly effective over the reporting period; and (v) The forecast transactions hedged are highly probable and represent a risk to changes in cash flows that could affect the income statement.
Derivatives are recognised initially at fair value; attributable transaction costs are recognised in profit or loss as incurred. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are accounted for as described below.
Changes in the fair value of the derivative financial instruments that are designated as hedging instruments are recorded in the income statement, together with any changes in the hedged asset or liability that are attributable to the risk being hedge no longer meets the criteria for hedge accounting, the accumulated gains or losses concerning the fair value of the risk being hedged are amortised over the period to maturity.
The effective portion of the changes in the fair value of the derivative financial instruments that are designated as hedging instruments in a cash flow hedge model is recognised in equity. The gains or losses relating to the ineffective portion of the hedging relationship are recognised in the income statement in the moment they occur.
The cumulative gains or losses recognised in equity are also reclassified to the income statement over the periods in which the hedged item will affect the income statement. When the forecast transaction hedge results in the recognition of a non-financial asset, the gains or losses recorded in the acquisition cost of the asset.
When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss recognised in equity at that time stays recognised in equity until the hedged transaction also affects the income statement. When the forecasted transaction is no longer expected to occur, the cumulative gains or losses recognized in equity are recorded in the income statement.
The net investment hedge is applied on a consolidated basis to investments in foreign currencies. The exchange differences recorded against exchange differences arising on consolidation are offset by the exchange differences arising from the foreign currency borrowings used for the sequisition of those subsidiaries. If the hedging instrument is a derivative, the gains or losses arising from fair value changes are also recorded against exchange differences arising on consolidation. The ineffective portion of the hedging relation is recognised in the income statement.
The Group classifies its other financial assets at acquisition date in the following categories:
Loans and receivable are initially recognised at their fair value and subsequently are measured at amortised cost less impairment losses.
Impairment losses are recorded based on the valuation of estimated losses from non-collection of loans and receivable at the balance sheet date. Impairment losses are recognised in the income statement, and can be reversed if the estimated losses decrease in a later period.
This category includes: (i) financial assets held for trading, which are those acquired principally for the purpose of being sold in the short term and (ii) financial assets that are designated at fair value through profit or loss at inception.
Available-for-sale financial assets are non-derivative financial assets that are designated as available-for-sale and that are not classified in any of the other categories. The Group's investments in equity securities are classified as availablefor-sale financial assets.
Purchases and sales of: (i) financial assets at fair value through profit or loss and (ii) available-for-sale investments, are recognised on trade date, the date on which the Group commits to purchase or sell the assets.
Financial assets are initially recognised at fair value plus transaction costs except for financial assets at fair value through profit or loss, in which case transaction costs are directly recognised in the income statement.
Financial assets are derecognised when: (i) the contractual rights to receive their cash flows have expired, (ii) the Group has transferred substantially all risks and rewards of ownership or (ii) although retaining some, but not substantially all of the risks and rewards of ownership, the Group has transferred the assets.
After initial recognition, financial assets at fair value through profit or loss are subsequently carried at fair value and gains and losses arising from changes in their fair value are included in the income statement in the period in which they arise.
Available-for-sale financial assets are also subsequently carried at fair value, however, gains and losses arising from changes in their fair value are recognised directly in equity, until the financial assets are derecognised or impaired, being the cumulative gains or losses previously recognised in the income statement. Foreign exchange differences arising from equity investments classified as available-for-sale are also recognised in equity, Interest calculated using the effective interest rate method and dividends, are recognised in the income statement.
The fair values on quoted investments in active markets are based on current bid prices. For unlisted securities the Group determines the fair value through: (i) valuation the use of recent arm's length transactions or discounted cash flow analysis and (ii) valuation assumptions based on market information.
Financial instruments whose fair value cannot be reliably measured are carried at cost.
The Group does not reclassify, after initial recognition, a financial instrument into or out of the fair value through profit or loss category.
At each balance sheet date an assessment is performed as to whether there is objective evidence of impairment, namely those resulting in an adverse effect on estimated future cash flows of the financial asset or group of financial assets, and every time it can be reliably measured.
If there is objective evidence of impairment, the recoverable amount of the financial asset is determined, and the impairment loss is recognised in the income statement.
A financial asset or a group of financial assets is impaired if there is objective evidence of impairment as a result of one or more events that occurred after their initial recognition, such as: (i) in the case of listed securities, a significant or prolonged decline in the listed price of the security, and (ii) in the case of unlisted securities, when that event (on events) has an impact on the estimated amount of the financial asset or group of financial asset or group of financial assets, that can be reliably estimated.
Evaluating the existence of objective evidence of impairment, in which case the Group considers, among other factors, price volatility and current economic situation. Thus, when listed securities are concerned, it is considered as continuous a devaluation in the listed price of the security for a period over 24 months and as significant a devaluation of the security's value above 40%.
If there is objective evidence of impairment on available-for-sale investments, the cumulative potential loss recognised in fair values reserves, corresponding to the difference between the fair value at the balance sheet date, less any impairment loss on that financial asset previously recognised in the income statement, is transferred to the income statement.
For debt instruments, if in a subsequent period the amount of the impairment loss decreases the previously recognised impairment loss is reversed to the income statement up to the acquisition cost, if the increase is objectively related to an event occurring after the impairment loss was recognised. In the case of equity instruments, impairment losses can not be reversed and any subsequent gain in fair value is recognised in equity under fair value reserves.
An instrument is classified as a financial liability when it contains a contractual obligation to transfer cash or another financial asset, independently from its legal form. These financial liabilities are recognised (i) initially at fair value less transaction costs and (ii) subsequently at amortised cost, using the effective interest rate method.
The Group derecognises the whole or part of a financial liability when the obligations included in the contract have been satisfied or the Group is legally released of the fundamental obligation related to this liability either through a legal process or by the creditor.
The Group considers that the terms are substantially different if the current value of cash flows discounted under the new terms, including any commission paid net of any commission received, and using the original effective interest rate to make the discount, differs by at least 10% of the current discounted value of cash flows remaining from the original financial liability.
If the exchange is recognised as a cancellation of the original financial liability, costs or commissions are taken to the consolidated income statement. Otherwise, costs or commissions adjust the liability and are amortised following the amortised cost method over the remaining term of the modified liability.
The Group recognises the difference between the carrying amount of a financial liability (or part of a financial liability which has been cancelled or transferred to a third party) and the consideration paid, which includes any asset transferred other than cash or the liability assumed, with a debit or credit to the consolidated income statement.
Borrowing costs that are directly attributable to the acquisition 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 these assets. The capitalisation rate corresponds to the weighted average of the borrowing costs applicable to the borrowings of the are outstanding during the period, other than borrowings made specifically for the purpose of obtaining 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 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.
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. The cost of self-constructed assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the asset to a working condition for its intended use, and the costs of dismantling 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 asset exceeds its recoverable amount, the impairment being recognised in the income statement.
The recoverable amount is determined by the highest value between the net selling price and its fair value in use, this being calculated by the present value of estimated future cash-flows obtained from the asset and after its disposal at the end of its economic useful life.
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 | 20 to 33 |
| Plant and machinery: | |
| - Wind farm generation | 25 |
| - Hydroelectric generation | 20 to 30 |
| - Other plant and machinery | 15 to 40 |
| Transport equipment | 3 to 10 |
| Office equipment and tools | 3 to 10 |
| Other tangible fixed assets | 4 to 10 |
The other intangible assets of the Group are booked at acquisition cost less accumulated amortisation and impairment losses. The Group does not own intangible assets with indefinite lives.
The Group assesses for impairment, whenever events or circumstances may indicate that the asset exceeds its recoverable amount, the impairment being recognised in the recoverable value is determined by the highest amount between its net selling price and its value in use, this being calculated by the present value of the estimated future cash-flows obtained from the asset and sale price at the end of its economic useful life.
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 straightline method during their expected useful lives.
Maintenance costs of software are charged to the income statement when incurred.
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.
As a consequence of the regulatory changes in Romania there's a new category of Green Certificates (GCs) which although granted are restricted for sale until 2017 (solar) and 2018 (wind). These deferred GCs are recognised as intangible assets when generated at fair market value. These GCs will be offset as they will be collected.
Acquired Power Purchase Agreements (PPAs) are booked as intangible assets and amortised using the straight-line method according with the duration of the contract.
The carrying amounts of the Group's non-financial assets, other than inventories and deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, the asset's recoverable amount is then estimated. For goodwill the recoverable amount is estimated at each reporting date.
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 pre-tax 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 assets or groups of assets (the cash-generating unit). The goodwill acquired in a business combination, for the purpose of imparment 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 cashgenerating units are allocated first to reduce the carrying amount of any goodwill allocated to the no 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 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.
The Group classifies its lease agreements as finance leases taking into consideration 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 are recognised as an expense and charged to the income statement in the relate.
Inventories are stated 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.
The Group classifies assets and liabilities in the consolidated statement of financial position as 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 assected 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.
EDP Renováveis Portugal, one of the portuguese companies Group attribute post-retirement plans to their employees under defined benefit plans and defined contribution plans, namely, pension plans that pay complementary old-age, disability and surviving-relative pension complements, as well as early retirement pensions.
In Portugal, the defined benefits plan is financed through a restricted Pension Fund complemented by a specific provision. This Pension Fund covers liabilities for retirement pension complements as well as liabilities for early retirement.
The pension plans of the Group companies in Portugal are classified as defined benefit plans, since the criteria to determine the pension benefit to be received by employees on retirement is predefined and usually depend on factors such as age, years of service and level of salary at the age of retirement.
The liability of the Group with pensions is calculated annually, at the balance sheet date for each plan individually, by qualified actuaries using the projected unit credit method. The discount rate used in this calculation is determined by reference to interest rates of high-quality corporate bonds that are denominated in the benefits will be paid and that have terms to maturity approximating to the related pension liabilities.
Actuarial gains and losses determined annually and resulting from (i) the differences between financial and actuarial assumptions used and real values obtained and (ii) changes in the actuarial assumptions are fully recognised against equity, since the transition date on 1 January 2004.
The increase in past service costs arising from early retirements before the normal age of retirement) or plan amendments are recognised in the income statement when incurred.
The Group recognises as operational expenses, in the income statement, the current and the past service costs. Net interest on the net defined benefit liability (asset) is recognised in financial results.
In Spain, Portugal and United States of America, some Group Companies have social benefit plans of defined contribution that complement those granted by the social welfare system to the companies employees, under which they pay a contribution to these plans each year, calculated in accordance with the rules established in each plan. The cost related to defined contribution plans is recognised in the period in which the contribution is made.
In Portugal some Group companies provide medical care during the period of retirement, through complementary benefits to those provided by the Social Welfare System. These medical care plans are classified as defined benefit plans. The present value of the defined benefit obligation at the balance sheet date is recognised as a defined benefit liability. Measurement and recognition of the liability with healthcare benefits is similar to the measurement and recognition of the pension liability for the defined benefit plans, described above.
In accordance with the by-laws of certain Group entities, annually the shareholders approve in the annual general meeting a percentage of profits to be paid to the employees (variable remuneration), following a proposal made by the Board of Directors. Payments to employees are recognised in the period to which they relate.
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.
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 wind turbines, 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.
| EDPR EU | EDPR NA | |
|---|---|---|
| Average cost per MW (Euros) | 14.000 | 18,549 |
| Salvage value per MW (Euros) | 25,000 | 17.776 |
| Discount rate | 6.33% | 5.38% |
| Inflation rate | 2.00% | 2.50% |
| Capitalisation (number of years) | 25 | 25 |
Decommissioning and dismantling provisions are remeasured on the best estimate of the settlement amount. The unwinding of the discount at each balance sheet date is charged to the income statement.
Costs and revenues are recorded in the year to which they refer regardless of when paid or received, in accordance with the accrual concept. Differences between amounts received and the corresponding revenue and expenditure are recorded under other assets and other liabilities.
Revenue comprises the amounts invoiced on the sale of products or of services rendered, net of value added tax, rebates and discounts, after elimination of intra-group sales.
Revenue from electricity sales is recognised in the period that electricity is generated and transferred to customers.
Engineering revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and incentive payments to the extent that it is probable that they will result in revenue and can be measured reliably. As soon as the outcome of a construction contract can be estimated reliably, contract revenue and expensed in profit or loss in proportion to the stage of completion of the contract.
Differences between estimated and actual amounts, which are normally not significant, are recorded during the subsequent periods.
Deferred Green Certificates (GCs) are recognised as revenue when they are produced at fair market value.
Financial results include interest payable on borrowings, interest receivable on funds invested, dividend income, unwinding of the discount of provisions and written put options to non-controlling interests, foreign exchange gains and losses and gains and losses on financial instruments and the accrual of tax equity estimated interest over outstanding liability.
Interest income is recognised in the income statement based on the effective interest rate method. Dividend income is recognised in the income statement on the date the entity's right to receive payments is established.
Income tax expense comprises current and deferred tax and deferred tax are recognised in profit or loss except to the extent that it relates to a business combination, or items recognised directly in equity or in other comprehensive income.
Current tax is the expected tax payable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss, and differences relating to investments in subsidiaries and jointly controlled entities to the extent that it is probable that they will not reverse in the foreseeable future. In addition, deferred tax is not recognised for taxable temporary differences arising of goodwill. Deferred tax is measured at the tax rates that are expected to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on their tax assets and liabilities will be realised simultaneously.
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.
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 average number of ordinary shares purchased by the Group and held as treasury stock.
Non-current assets or disposal groups of assets and related liabilities that include at least a non-current asset) are classified as held for sale when their carrying amounts will be recovered principally through sale and the assets or disposal groups are available for immediate sale and its sale is highly probable.
The Group also classifies as non-current assets held for sale those non-current assets or disposal groups acquired exclusively with a view to its subsequent disposal, that are available for immediate sale is highly probable.
Immediately before dassification as held for sale, the measurement assets or all assets and liabilities in a disposal group, is adjusted in accordance with the applicable IFRS. Subsequently, these assets or disposal groups are measured at the lower of their carrying amount at fair value less costs to sell.
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 readly 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.
Government grants are recognised income under non-current liabilities when there is reasonable assurance that they will be received and that the Group 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.
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.
The Group has entered in several partnerships with 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 (ITC) 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 includes the value of PTC's / TTC's, 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 upfront cash payment received is recognised under "Liabilities arising from institutional partnerships" and subsequently measured at amortised 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 TTC are recognized as Income from institutional partnerships on a pro-rata basis over the 25 year useful life of the underlying projects (see note 7). The value of the PTC's delivered are recorded as generated.
After the Flip Date, the institutional investor retains a small non-controlling interest for the duration of its membership in the structure. The non-controlling interest is entitled to cash distribution and income allocation percentages varying from 2.5% to 6.0%, with the exception of Vento VI in which the institutional investor is allocated 17.0% of income. EDPR NA also has an option to purchase the institutional interest at fair market value on the Flip Date for PTC flip structures and generally, six months after of the 5-year anniversary of final turbine commissioning date or the Flip Date, or ten years after the final funding date if the Flip Date has not yet occured. The liability for residual interest is accreted on a straight line basis from the funding date through the Flip Date to reflect the institutional investors' minority interest position in the EDPR Group at the Flip Date.
The liability with institutional investors is increased by an interest accrual that is based on the outstanding liability balance and the targeted internal rate of return agreed.
The International Financial Reporting Commitee (IFRIC) issued in July 2007, IFRIC 12 - Service Concession Arrangements. This interpretation was approved by the European Commission on 25 March 2009 and is applicable for the annual periods beginning after that date. IFRIC 12 is applicable to the public-private concession which the public entity controls or regulates the services rendered through the utilisation of determined infrastructures as well as the price of these services and equally controls any significant residual interest in those infrastructures.
According to IFRIC 12, the infrastructures allocated to concessions are not recognised by the operator as tangible fixed assets or as financial leases, as the operator does not control the assets. These infrastructures are recognised according to one of the following accounting models, depending on the type of remuneration commitment of the operator assumed by the grantor within the terms of the contract:
This model is applicable when the operator has an unconditional right to receive certain monetary amounts regardless of the level of use of the infrastructures within the concession and results in the recognition of a financial asset, booked at amortised cost.
This model is applicable when the operator, within the concession, is remunerated on the basis of the level of the infrastructures (demand risk) and results in the recognition of an intangible asset.
This model is applicable when the concession includes simultaneously guaranteed remuneration based on the level of use of the infrastructure within the concession.
Under the terms of the contracts in place throughout the Group business, the Management of EDPR concluded that IFRIC 12 is not applicable.
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 2013 and 31 December 2012, 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 statments 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 statments and are not intended to suggest that other alternatives or estimates would be more appropriate.
The Group determines that available-for-sale investments are impaired when there has been a significant or prolonged decline in the fair value below its cost.
Determination of a significant or prolonged requires judgment, the Group evaluates among other factors, the normal volatility in share price. In addition, valuations are generally obtained through listed market prices or valuation models that may require assumptions or judgment in making estimates of fair value.
Alternative methodologies and the use of different assumptions and estimates could result in a higher level of impairment losses recognised with a consequent impact in the income statement of the Group.
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.
The Group regularly reviews the useful life of its electrical generation installations in order to bring it into line with the technical and economic measurements of the installations, taking into consideration their technological capacity and prevailing regulatory restrictions.
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 goodwill 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.
The Group is subject to income taxes in numerous jurisdictions 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 the 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, EDP Renováveis and its subsidiaries, are confident that there will be no material tax assessments within the context of the financial statements.
The Board of Directors considers that Group has contractual obligations with the dismantling 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.
The use of different assumptions in estimates and judgments referred may have produced different results from those that have been considered.
As a consequence of the recent regulatory mesures in Spain related with wind farm remuneration (see note 1), EDPR Group estimated and booked the impact of this measure: a decrease in electricity sales of 16,6 millions of Euros (net of 7% tax on electricity sales) and an impairment of 16 millions of Euros (see note 12).
As a consequence of the regulatory changes in Romenia related to Green Certificates (GCs), the Group has the following assumptions:
(i) For estimating the price of GCs, the model is based on current regulation including the latest developments published in the last months and estimations on renewable capacity to be added in the following years;
(ii) Our GC model determines whether there will be excess or deficit of GCs to evaluate the price to apply; In order to determine whether there will be excess or deficit of GCs, we compare demand with supply of GCs. Demand of GCs is calculated by multiplying gross electricity demand and quotas of renewable electricity demand growth is based on ANRE's estimates. EDPR has made sensitivity analyses to the quotas and has assumed a conservative scenario that considers the latest regulatory changes. Regarding supply of GCs, starting from year-end 2013 renewables installed capacity, EDPR assumes capacity additions in line with latest market view on renewables development in the country.
The businesses of EDP Renováveis Group are exposed to a variety of financial risks, including the effects of changes in market prices, foreign exchange and interest rates. The main financial risks lie essentially in its debt portfolio, arising from interest-rate and the exchange-rate exposures. The unpredictability of the financial markets is analysed on an ongoing basis in accordance with the EDPR's risk management policy. Financial instruments are used to minimize potential adverse effects resulting from the interest rates and foreign exchange rates risks on EDP Renováveis financial performance.
The Board of Directors of EDP Renováveis is responsible for the definition of general risk-management principles and the establishment of exposure limits. The management of financial risks of EDP Renováveis Group is outsourced to the Finance Department of EDP - Energias de Portugal, S.A., in accordance with the policies approved by the Board of Directors. The outsourcing service includes identification and evaluation of hedging mechanisms appropriate to each exposure.
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.
EDP Group's Financial Department is 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, using foreign exchange derivatives, foreign exchange debt and/or other hedging structures with symmetrical exposure characteristics to those of the hedged item. 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 US Dollar, resulting from the shareholding in EDPR NA. With the increasing capacity in other geographies, EDPR is also becoming exposed to other currencies (Brazilian Real, Zloty, New Romanian Leu and Canadian Dollar).
To hedge the risk originated with net investment in EDPR NA, EDP Renováveis entered into a CIRS in USD/EUR with EDP Branch and also uses financial debt expressed in USD. Following the same strategy adopted to hedge these investments in USA, EDP Renováveis has also entered into two CIRS in BRL/EUR and two in PLN/EUR to hedge the investments in Brazil and Poland (see note 36).
As a consequence a depreciation of 10% in the foreign currency exchange rate, with reference to 31 December 2013 and 2012, would originate an increase/(decrease) in EDP Renováveis Group income statement and equity before taxes, as follows:
| 31 Dec 2013 | ||||
|---|---|---|---|---|
| Profit or loss | Equity | |||
| Thousands of Euros | +10% | -10% | +10% | -10% |
| USD / EUR | 3,778 | -4,617 | ||
| PLN / EUR | 20,883 | -25,524 | ||
| RON / EUR | 1,019 | -1,246 | ||
| 25,680 | -31,387 |
| 31 Dec 2012 | ||||
|---|---|---|---|---|
| Profit or loss | Equity | |||
| Thousands of Euros | +10% | -10% | +10% | -10% |
| USD / EUR | 6.202 | -7,581 | ||
| PLN / EUR | 11,628 | -14,213 | ||
| ron / Eur | 5,957 | -7,280 | ||
| 23,787 | -29,074 |
This analysis assumes that all other variables, namely interest rates, remain unchanged.
The Group's operating cash flows are substantially independent from the fluctuation in interest-rate markets.
The purpose of the interest-rate risk management policies 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, the Group contracts derivative financial instruments to hedge interest rate risks.
In the floating-rate financing context, the Group contracts interest-rate derivative financial instruments to hedge cash flows associated with future interest payments, which have the effect of converting floating 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 13 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 87% of EDP Renováveis Group financial debt bear interest at fixed rates, considering operations of hedge accounting with financial instruments.
The management of interest rate risk associated to activities developed by the Group is outsourced to the Financial Department of EDP Group, contracting derivative financial instruments to mitigate this risk.
Based on the debt portfolio of the EDPR EU Group 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 2013 and 2012 would increase/(decrease) in EDP Renováveis Group income statement and equity before taxes, as follows:
| 31 Dec 2013 | ||||
|---|---|---|---|---|
| Profit or loss | Equity | |||
| Thousands of Euros | + 50 bp | - 50 bp | ||
| Cash flow hedge derivatives | 19,674 | -21,050 | ||
| Unhedged debt (variable interest rates) | -687 | 687 | ||
| -687 | 687 | -21.050 |
| 31 Dec 2012 | ||||
|---|---|---|---|---|
| Profit or loss | Equity | |||
| Thousands of Euros | + 50 bp | - 50 bp | - 50 bp | |
| Cash flow hedge derivatives | 22,203 | -24,375 | ||
| Unhedged debt (variable interest rates) | -667 | 667 | ||
| -667 | 667 | 22.203 | -24.375 |
This analysis assumes that all other variables, namely foreign exchange rates, remain unchanged.
The EDP Renováveis Group policy in terms of the counterparty risk on financial transactions with companies outside EDP Group is managed by an analysis of the technical capacity, competitiveness, credit rating and exposure to each counterparty. Counterparties in derivatives and financial transactions are restricted to high-quality credit institutions or to the EDP Group.
The EDP Renováveis Group documents financial operations according to international standards. Most derivative financial instruments contracted with credit institutions are engaged under ISDA Master Agreements.
In the specific case of the EDPR EU Group, credit risk is not significant due to the limited average collection period for customer balances and the quality of its debtors. The Group's main customers are operators and distributors in the energy market of their respective countries (OMEL and MEFF in the case of the Spanish market).
In the specific case of EDPR NA Group, credit risk is not significant due to the limited average collection period for customer balances and the quality of its debtors. The Group's main customers are regulated utility companies and regional market agents in the U.S.
EDP Renováveis believes that the amount that best represents the Group's exposure to the carrying amount of Trade receivables and Other debtors, net of the impairment losses recognised. 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.
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 financial institutions, assuring the necessary funds to perform its activities.
As at 31 December 2013, market price risk affecting the EDP Renovavéis 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 through regulated tariffs. In the remaining countries, prices are mainly determined through regulated tariffs except for Romania and Poland, where most plants are under purchase agreements with fixed prices or floors.
For the small share of energy generated with market exposure, this risk is managed through electricity sales swaps. EDPR EU and EDPR NA have electricity sales swaps that qualify for hedge accounting (cash flow hedge) that are related to electricity sales for the years 2014 to 2018 (see note 36). The purpose of EDP Renováveis Group is to hedge a volume of energy generated to reduce its exposure to the energy price volatility.
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 steadly 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 are determined as the sum of financial debt, institutional equity liabilities corrected for non-current deferred revenues, less cash and cash equivalents.
During the year ended in 31 December 2013, the changes in the consolidation perimeter of the EDP Renováveis Group were:
· A 49% share interest in EDP Renováveis Portugal, S.A. was sold by 257.954 thousands of Euros, as part of a transaction totalling 368.483 thousands of Euros deducted of loans totalling 110.529 thousands of Euros, with a subsequent loss of share interest in Eólica da Alagoa, S.A., Eólica de Montenegrelo, S.A., Eólica da Serra das Alturas, S.A. and Malhadizes, S.A.
This transaction was treated as a disposal of non-controlling in a loss of control and therefore the positive difference between the book value of the non-controlling interests sold, totalling 148.334 thousands of Euros, was booked against reserves under the corresponding accounting policy.
* EDP Renováveis Group holds, through its subsidiary EDPR NA and EDPR Canada, a set of subsidiaries in the United States and Canada legally incorporated without share capital and that as at 31 December 2013 do not have any assets, liabilities, or operating activity.
During the year ended in 31 December 2012, the changes in the consolidation perimeter of the EDP Renováveis Group were:
* EDP Renováveis Group holds, through its subsidiary EDPR NA and EDPR Canada, a set of subsidiaries in the United States and Canada legally incorporated without share capital and that as at 31 December 2012 do not have any assets, liabilities, or operating activity.
Revenues are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 | |
|---|---|---|---|
| Revenues by business and geography | |||
| Electricity in Europe | 838,415 | 773,070 | |
| Electricity in United States of America | 362,903 | 355,508 | |
| Electricity, other | 24,250 | 24,754 | |
| 1,225,568 | 1,153,332 | ||
| Other revenues | 2,225 | 6,850 | |
| 1,227,793 | 1,160,182 | ||
| Services rendered | 4,772 | 4,961 | |
| Changes in inventories and cost of raw material and | |||
| consumables used | |||
| Cost of consumables used | 20 | -292 | |
| Changes in inventories | -1,622 | -7,055 | |
| -1,602 | -7,347 | ||
| Total Revenues | 1,230,963 | 1,157,796 |
Income from institutional partnership in US Wind Farms in the amount of 125,101 thousands of Euros (31 December 2012: 127,350 thousands of 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 Vento I, III, III, III, V, VI, VII, VIII, IX and X (see note 32).
Other operating income is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Gain related with business combinations | 3,477 | 32,393 |
| Amortisation of deferred income related to power | ||
| purchase agreements | 8,362 | 9,888 |
| Contract and Insurance compensations | 21,935 | 8,788 |
| Other income | 7,952 | 12,047 |
| 41.726 | 63,116 |
During 2013, EDP Renewables Polska carried out the purchase price allocation of the identificable assets acquired and liabilities of Molen Wind II, S.P. ZO.O., which originated an operating income of 3,477 thousands of Euros, booked under the caption Gain related with business combinations (see note 17).
The power purchase agreements between EDPR NA and its customers which were valued based on market assumptions, at the acquisition date, using discounted cash flow models. At that date, these agreements were valued at approximately 190,400 thousands of USD and recorded as a non-current liability is is i amortised over the period of the agreements against Other operating income. As at 31 December 2013, the amortisation for the period amounts to 8,362 thousands of Euros (31 December 2012: 9,888 thousands of Euros),
As at 31 December 2013, Contract and insurance compensations include 13,779 thousands of Euros related with the indemnity received following an amendment of the power purchase agreement between Mesquite Wind, L.L.C. (subsidiary of Wind I, L.L.C) and its client.
In 2012, EDPR Group carried out the purchase price allocation of several companies acquired which originated the recognition of an operating income of 29,754 thousands of Euros in EDPR Romania and 2,639 thousands of Euros in EDPR Italia (see note 17). These occasional advantageous acquisitions were possible to execute mainly due to bargaining power of EDPR, ability to access funding and, to a certain extend, the still developing nature of Romanian solar market which enables opportunistic favorable transactions.
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Rents and leases | 42,979 | 40.670 |
| Maintenance and repairs | 148,147 | 143,250 |
| Specialised works: | ||
| - IT Services, legal and advisory fees | 17.493 | 16,599 |
| - Shared services | 7.807 | 11,866 |
| Other services | 11,769 | 12,225 |
| Other supplies and services | 34,600 | 37,200 |
| 262,795 | 261,810 |
Personnel costs and employee benefits is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Personnel costs | ||
| Board remuneration | ਟੋਤਰੇ | ਰੇਖੇ ਦੇ |
| Remunerations | 53,300 | 52,320 |
| Social charges on remunerations | 8,911 | 7,582 |
| Employee's variable remuneration | 9,512 | 8,937 |
| Other costs | 1.347 | 971 |
| Own work capitalised | -13,913 | -15.339 |
| 59.696 | 55.416 | |
| Costs with pension plans | 2,572 | 2.825 |
|---|---|---|
| Costs with medical care plans and other benefits | 2.981 | 3.320 |
| Other | 1.305 | 1.098 |
| 6.858 | 1.243 | |
| 66.554 | 62.659 |
As at 31 December 2013, Costs with pension plans relates to defined contribution plans (2,566 thousands of Euros) and defined benefit plans (6 thousands of Euros).
The average breakdown by management positions and professional category of the permanent staff as of 31 December 2013 and 2012 is as follows:
| 31 Dec 2013 | 31 Dec 2012 | |
|---|---|---|
| Board members | 14 | |
| 14 | ||
| Senior management / Senior officers | ਦਰੇ | ୧୫ |
| Middle management | 532 | 504 |
| Highly-skilled and skilled employees | 213 | 221 |
| Other employees | 61 | 64 |
| 875 | 857 | |
| 892 | 871 | |
In 2013 and 2012, the companies of EDPR Group consolidated under the proportional consolidation method do not have contributed with employee.
Other operating expenses are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Direct and indirect taxes | 72.512 | 41,939 |
| Losses on fixed assets | 12.591 | 17,035 |
| Other costs and losses | 36.211 | 27,238 |
| 121,314 | 86,212 |
The caption Direct and indirect taxes, on 31 December 2013, includes the amount of 32.5 millions of Euros related with the approval made by Spanish Government of a new Royal Decree. This law establish an additional tax for energy generators, affecting all the wind farms in operation, amounting to 7% of revenues for each wind farm.
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Property, plant and equipment | ||
| Buildings and other constructions | 1,398 | 1,801 |
| Plant and machinery | 457,347 | 433,534 |
| Other | 11,007 | 12,115 |
| Impairment loss | 19,763 | 53,401 |
| 489,515 | 500,851 | |
| Intangible assets | ||
| Industrial property, other rights and other intangibles | 1,643 | 1,858 |
| Amortisation of deferred income (Government grants) | -18,472 | -15,231 |
| 472,686 | 487,478 |
EDPR Group booked an impairment loss of 19,763 thousands of Euros referring to 16,046 and 3,717 thousands of Euros in EDPR EU and in EDPR NA, respectively. The impairment loss booked in EDPR EU results from regulatory changes issued in Spain (see note 1), and in EDPR NA results from the write-off of work in progress recognised during the second quarter of 2013 (see note 15).
Financial income and financial expenses are analysed as follows:
| 31 Dec 2013 | 31 Dec 2012 |
|---|---|
| 20,677 | 16,770 |
| 1,498 | 5,483 |
| 68,167 | 24,321 |
| 17,388 | 27,010 |
| 681 | 604 |
| 108,411 | 74,188 |
| 197,807 | 215,987 |
| 30,635 | 21,152 |
| 70,400 | 35,136 |
| -15,579 | -15,697 |
| 65,069 | 72,824 |
| 23,294 | 22,402 |
| 371,626 | 351,804 |
| -263,215 | -277,616 |
Derivative financial instruments includations on the derivative financial instrument established between EDP Renováveis and EDP Branch (see notes 36 and 38).
In accordance with the accounting policy described on note 2g), the borrowing costs (interest) capitalised in tangible fixed assets in progress as at 31 December 2013 amounted to 15,579 thousands of Euros (31 December 2012: 15,697 thousands of Euros) (see note 15), and are included under Own work capitalised (financial interest rates used for this capitalisation vary in accordance with the related loans, between 1.69% and 11.27% (31 December 2012: 1.81% and 10.25%).
Interest expense refers to interest on loans bearing interest at contracted and market rates.
Unwinding expenses refers essentially to the financial update of provisions for dismantling of wind farms 3,660 thousands of Euros (312: 3,366 thousands of Euros) (see note 31) and the implied return in institutional partnerships in US wind farms 60,840 thousands of Euros (31 December 2012: 68,431 thousands of Euros) (see note 32).
In accordance with current legislation, tax returns are subject to review and correction by the tax authorities during subsequent periods. In Portugal and Spain the period is 4 years and in Brazil it is 5 years, being the last year considered settled by the tax administration the year of 2008. In the United States of America the general Statute of Limitations for the IRS to issue additional income tax assessments for an entity is 3 years from the date that the income tax return is filed by the taxpayer.
Tax losses generated in each year, which are also subject to inspection and adjustment, can be deducted from taxable income during subsequent periods (5 years in Portugal since 2012, 18 years in the United States, without an expiry date in Belgium and France and without an expiry date in Brazil, although in Brazil it is limited to 30% of the taxable income of each period). The EDP Group companies are taxed, whenever possible, on a consoliated basis as allowed by the tax legislation of the respective countries.
EDP Renewables Europe, S.L. and its subsidiary companies file individual tax declarations in accordance with prevailing tax legislation. Nevertheless, the main Group companies pay income tax following the Special Tax Consolidation Regime, contained in articles 64 and 82 of Royal Legislative Decree 4/2004 whereby the revised corporate income tax law was approved. The companies of EDPR Group in Spain are included in the Tax consolidation perimeter of EDP, S.A. - Sucursal en España (EDP Branch).
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Current tax | -93.083 | -85.225 |
| Deferred tax | 36,365 | 39,186 |
| -56.718 | -46.039 |
The effective income tax rate as at 31 December 2013 and 2012 is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Profit before tax | 225,842 | 182,089 |
| Income tax expense | -56.718 | -46,039 |
| Effective Income Tax Rate | 25.11% | 25.28% |
The reconciliation between the nominal and the effective income tax rate for the Group during the years ended 31 December 2013 and 2012 is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Profit before taxes | 225,842 | 182,089 |
| Nominal income tax rate | 30.00% | 30.00% |
| Expected income taxes | -67,753 | -54,627 |
| Income taxes for the year | -56,718 | -46,039 |
| Difference | 11,035 | 8,588 |
| Accounting revaluations, amortizations, depreciations | ||
| and provisions | 7,922 | 5,403 |
| . |
| AUA RIALISIALIA | ||
|---|---|---|
| Tax losses and tax credits | -3,938 | -4,547 |
| Financial investments in associates | 4,896 | 1,692 |
| Effect of tax rates in foreign jurisdictions | -3,933 | 4.847 |
| Tax benefits | 4,124 | 4,196 |
| Other | 1,964 | -3.003 |
| 11,035 | 8,588 | |
Accounting revaluations, amortizations and provisions include the fiscal revaluation of EDPR assets in Spain in accordance with Law 16/2012 of 27 December, which does not have accounting impact but led to an increase of the assets' tax basis in 50.3 millions of Euros. Therefore, the Group recognised deferred tax assets of 14.2 millions of Euros benefiting from a tax credit for the period ended 31 December 2013, net of an upfront fee ("gravamen único") that amounted to 2.4 millions of Euros, corresponding to 5% of the revaluation reserves.
This caption is analysed as follows:
| 31 Dec 2013 | 31 Dec 2012 |
|---|---|
| 33,637 | 24,601 |
| 16,095 | 16,700 |
| 11,826,264 | 11,572,839 |
| 6,692 | 6,484 |
| 75,458 | 76,537 |
| 1,058,748 | 1,080,675 |
| 13,016,894 | 12,777,836 |
| -469,752 | -447,450 |
| -2,129,010 | -1,735,706 |
| -19,763 | -53,401 |
| -39,644 | -4,372 |
| -2,658,169 | -2,240,929 |
| 10,358,725 | 10,536,907 |
The movement in Property, plant and equipment during 2013, is analysed as follows:
| Thousands of Euros | Balance at -3. 01 Jan |
Disposals/ Additions Write-offs |
Transfers | Exchange Differences |
Changes in perimeter / Other |
Balance at 31 Dec |
|
|---|---|---|---|---|---|---|---|
| Cost | |||||||
| Land and natural | |||||||
| resources | 24,601 | 8,209 | -677 | 2,070 | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | 19 | 33,637 |
| Buildings and other | |||||||
| constructions | 16,700 | 28 | -633 | 16,095 | |||
| Plant and machinery | 11,579,323 | 6,826 | -1,435 | 523,974 | -281,885 | 6,153 | 11,832,956 |
| Other | 76,537 | 2,352 | -5,521 | 10,111 | -1.466 | -6,555 | 75,458 |
| Assets under construction | 1,080,675 | 566,254 | -8,181 | -536,155 | -30,164 | -13,681 | 1,058,748 |
| 12,777,836 | 583,669 | -15,814 | -314,733 | -14,064 | 13,016,894 |
| Thousands of Euros | Balance at 01 Jan |
Charge for the period |
Impairment Losses/ Reverses |
Disposals/ | Exchange Write-offs Differences |
Changes in perimeter / Other |
Balance at 31 Dec |
|---|---|---|---|---|---|---|---|
| Accumulated | |||||||
| depreciation and | |||||||
| impairment losses | |||||||
| Buildings and other | |||||||
| constructions | 7:187 | 1,398 | -252 | 8,333 | |||
| Plant and machinery | 2,196,605 | 457,347 | 19,763 | -291 | -53,065 | -16,174 | 2,604,185 |
| Other | 37,137 | 11,007 | -43 | -934 | -1,516 | 45,651 | |
| 2,240,929 | 469,752 | 19,763 | -334 | -54,251 | -17,690 | 2,658,169 |
Plant and machinery includes the cost of the wind farms under operation.
Transfers from assets under construction in 2013, refer mainly to wind farms of EDP Renováveis that become operational.
The caption Changes in perimeter/Other includes mainly the effect of the aquisition of Lone Valley Solar Park I L.L.C. (ex-EDPR Agincourt L.L.C.) and Lone Valley Solar Park II L.L.C. (ex-EDPR Marathon L.L.C.) by EDP Renewables NA, and the liquidation Parc Eolic Molinars S.L. by EDPR Renovables España, S.L (see note 5).
The movement in Property, plant and equipment during 2012, is analysed as follows:
| Thousands of Euros | Balance at 01 Jan |
Additions | Disposals/ Write-offs |
Transfers | Exchange Differences |
Changes in perimeter / Other |
Balance at 31 Dec |
|---|---|---|---|---|---|---|---|
| Cost | |||||||
| Land and natural resources | 21,389 | 3,942 | -82 | -417 | -231 | 24,601 | |
| Buildings and other | |||||||
| constructions | 16,053 | 954 | -366 | ਟਰੇ | 16,700 | ||
| Plant and machinery | 10,914,817 | 9.610 | -647 | 771,535 | 2-114,251 | -1,741 | 11,579,323 |
| Other | 62,428 | 12,836 | -14,099 | 16,053 | -755 | 74 | 76,537 |
| Assets under construction | 1,203,445 | 662,760 | -4,862 | -787,588 | 6,674 | 246 | 1,080,675 |
| 12,218,132 | 690,102 | -19,690 | -109,115 | -1,593 | 12,777,836 |
| Thousands of Euros | Balance at - 01 Jan |
Charge for the period |
Impairment Losses / Reverses |
Disposals / Write-offs |
Exchange Differences |
Changes in perimeter / Other |
Balance at 31 Dec |
|---|---|---|---|---|---|---|---|
| Accumulated depreciation and impairment losses Buildings and other |
|||||||
| constructions | 5,487 | 1,801 | -105 | ব | 7,187 | ||
| Plant and machinery | 1,731,794 | 433,534 | 52,977 | -311 | -19,663- | -1,726 | 2,196,605 |
| Other | 26.230 | 12.115 | 424 | -1,221 | -394 | -17 | 37,137 |
| 1,763,511 | 447,450 | 53,401 | -1,532 | -20,162 | -1,739 | 2,240,929 |
The caption Changes in perimeter/Other includes mainly the effect of the aquisition of J&Z Wind Farms SP. ZO.O., Pietragalla Eolico S.R.L. and solar photovoltaic companies acquired by EDPR-RO-PV, S.R.L and the sale of the companies holders of the mini-hydrics previously held in Spain.
Assets under construction as at 31 December 2013 and 2012 are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| EDPR EU Group | 675,580 | 842,278 |
| EDPR NA Group | 302,244 | 212,783 |
| Other | 80,924 | 25,614 |
| 1,058,748 | 1,080,675 |
Assets under construction as at 31 December 2013 and 2012 are essentially related to wind farms and solar plants under construction and development in EDPR EU and EDPR NA.
Financial interests capitalised amount to 15,579 thousands of Euros as at 31 December 2012 (31 December 2012: 15,697 thousands of Euros) (see note 13).
Personnel costs capitalised amount to 13,913 thousands of Euros as at 31 December 2013 (31 December 2012: 15,339 thousands of Euros) (see note 10).
The EDP Renováveis Group has lease and purchase obligations disclosed in Note 37 - Commitments.
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Cost | ||
| Industrial property, other rights and other intangible assets | 108,498 | 47,221 |
| Intangible assets under development | 4,862 | |
| 113,360 | 47,225 | |
| Accumulated depreciation | ||
| Depreciation charge | -1,643 | -1,858 |
| Accumulated depreciation in previous years | -21,921 | -20,452 |
| -23,564 | -22,310 | |
| Carrying amount | 89,796 | 24,915 |
Industrial property, other rights and other intangible assets include 78,837 thousands of Euros related to wind generation licenses of EDPR NA Group (31 December 2012: 30,186 thousands of Euros) and EDPR Portugal (31 December 2012: 14,035 thousands of Euros), respectively, and 12,791 thousands of Euros related with green certificates in Romania (see note 2 i).
The movement in Intangible assets during 2013, is analysed as follows:
| Balance at | Disposals/ | Exchange | Changes in perimeter |
Balance at | |||
|---|---|---|---|---|---|---|---|
| Thousands of Euros | 01 Jan | Additions | Write-offs | Transfers | Differences | / Other | 31 Dec |
| Cost | |||||||
| Industrial property, other rights and other |
|||||||
| intangible assets | 47,221 | 63,967 | -3,547 | 857 | 108,498 | ||
| Intangible assets under development |
-76 | -188 | 641 | 4,862 | |||
| 4,481 | |||||||
| 47,225 | 68,448 | -76 | -3,735 | 1,498 | 113,360 | ||
| Changes in | |||||||
| Balance at | Charge | Disposals/ | Exchange | perimeter | Balance at | ||
| Thousands of Euros | 01 Jan for the year Impairment | Write-offs | Differences | / Other | 31 Dec | ||
| Accumulated | |||||||
| amortisation | |||||||
| Industrial property, other rights and other |
|||||||
| intangible assets | 22,310 | 1,643 | -389 | 23,564 | |||
| 22,310 | 1,643 | -389 | 23,564 |
Additions include the power purchase agreements of Rising Tree (see note 2 i) and 17) in the amount of 47,297 thousands of Euros and the recognition of the deferred portion of green certificates rights in Romania in the amount of 12,941 thousands of Euros.
The movement in Intangible assets during 2012, is analysed as follows:
| Thousands of Euros | Balance at 01 Jan |
Disposals/ Additions Write-offs |
Transfers | Exchange Differences |
Changes in perimeter / Other |
Balance at 31 Dec |
|
|---|---|---|---|---|---|---|---|
| Cost | |||||||
| Industrial property, other | |||||||
| rights and other | |||||||
| intangible assets | 42,462 | 24 | -601 | 5,336 | 47,221 | ||
| Intangible assets under development |
|||||||
| 42,466 | 24 | -601 | 5,336 | 47,225 | |||
| Thousands of Euros | Balance at | Charge | 01 Jan for the year Impalrment Write-offs Differences | Disposals/ Exchange perimeter / | Changes in Other |
Balance at 31 Dec |
|---|---|---|---|---|---|---|
| Accumulated | ||||||
| amortisation | ||||||
| Industrial property, other | ||||||
| rights and other | ||||||
| intangible assets | 20,647 | 1,858 | -154 | -41 | 22,310 | |
| 20.647 | 1.858 | -154 | -41 | 22,310 |
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:
| 31 Dec 2013 | 31 Dec 2012 |
|---|---|
| 679,256 | 700,234 |
| 534,438 | 534,610 |
| 64,047 | 65,752 |
| 42,915 | 42,588 |
| 37,856 | 57,284 |
| 574.867 | 600,302 |
| 1,602 | 1,394 |
| 1,255,725 | 1,301,930 |
The movements in Goodwill, by subgroup, during 2013 are analysed as follows:
| Changes in | ||||||
|---|---|---|---|---|---|---|
| Balance at | Impair- | Exchange | perimeter | Balance at | ||
| 31 Dec | ||||||
| 534,610 | -172 | 534,438 | ||||
| 65,752 | -1,705 | 64,047 | ||||
| 42,588 | 327 | 42,915 | ||||
| 57,284 | 348 | -19,173 | -603 | 37,856 | ||
| 600,302 | -25,435 | 574,867 | ||||
| 1,394 | 477 | -269 | 1,602 | |||
| 1,301,930 | 1,152 | -21,050 | -26,307 | 1,255,725 | ||
| 01 Jan Increases Decreases | ment Differences | / Other |
The movements in Goodwill, by subgroup, during 2012 are analysed as follows:
| Balance at | Impair- | Exchange | Changes in perimeter |
Balance at | |||
|---|---|---|---|---|---|---|---|
| Thousands of Euros | : 01 Jan | Increases Decreases | ment Differences | / Other | 31 Dec | ||
| EDPR EU Group: | |||||||
| EDPR Spain Group | 534,642 | -32 | 534,610 | ||||
| EDPR France Group | 65,752 | 65,752 | |||||
| EDPR Portugal Group | 42,588 | 42,588 | |||||
| Other | 55,421 | 164 | 1,699 | 57,284 | |||
| EDPR NA Group | 611,882 | -11,580 | 600,302 | ||||
| Other | 1,560 | -166 | 1,394 | ||||
| 1,311,845 | 164 | -32 | -10,047 | 1,301,930 |
The goodwill movement in EDPR EU Group in 2013 includes essentially a decrease in the amount of 19,173 thousands of Euros related to the contingent prices revision of some purchase agreements signed before 1 january 2010, date of the adoption of the revised IFRS 3 (as described in accounting policy 2b) (see note 5 and 34).
Other information for purchase price allocation and business combinations included in 2013
During 2013 the EDP Renewables Polska, S.P. ZO.O acquired 65,07% of the share capital of the company Molen Wind II, S.P. ZO.O. (see note 5) and has carried out the purchase price allocation that originates the recognition of an operating income of 3,477 thousands of Euros (nota 8).
| Book | Assets | ||
|---|---|---|---|
| Thousands of Euros | value | PPA Liabilities at fair value | |
| Property, plant and equipment | 1,691 | 10,739 | 12,430 |
| Other assets (including licenses) | 10,112 | 10,112 | |
| Total assets | 11,803 | 10,739 | 22,542 |
| Deferred tax liabilities | 2,040 | 2,040 | |
| Current liabilities | 1,868 | 1,868 | |
| Total liabilities | 1,868 | 2,040 | 3,908 |
| Net assets | 9,935 | 8,699 | 18,634 |
| Non-controlling interests | -3,470 | -3,039 | -6,509 |
| Net assets acquired | 6,465 | 5,660 | 12,125 |
| Consideration transferred | 8,648 | 8,648 | |
| Badwill | -3,477 |
During 2013 the EDPR Group has paid an amount of 46,728 thousands of Euros (31 December 2012: 30,279 thousands of Euros) for business combinations and success fees related to acquisition of the companies of EDPR Belgium Group (14,149 thousands of Euros), EDPR Poland Group (10,802 thousands of Euros), EDPR Solar Romania (9,443 thousands of Euros), EDPR Italia Group (8,440 thousands of Euros), EDPR NA Group (3,860 thousands of Euros) and Other (34 thousands of Euros).
During 2013, EDPR Group acquire 100% of the following companies: Gravitangle - Fotovoltaica Unipessoal, Lda., Dejann Trading and Investments Proprietary Ltd., Renewables South Africa, Proprietary Ltd. and Jouren Trading and Investments Pty Ltd. (see note 5), with the following agreggated impacts:
| Assets | |
|---|---|
| Thousands of Euros | Liabilities at fair value |
| Property, plant and equipment | ರಿ,885 |
| Other assets (including licenses) | 29,722 |
| Total assets | 39,607 |
| Deferred tax liabilities | |
| Current liabilities | |
| Total liabilities | 2,105 |
| Net assets | 37,502 |
| Non-controlling interests | |
| Net assets acquired | 37,502 |
| Consideration transferred | 38,308 |
| Goodwill | 806 |
Other information for purchase price allocation and business combinations included in 2012
During 2012 the EDPR Group acquired 100% of the share capital of the company Pietragalla Eolico S.R.L. and has carried out the purchase price allocation that originates the recognition of an operating income of 2,639 thousands of Euros.
| Thousands of Euros | Book value |
Assets PPA Liabilities at fair value |
|
|---|---|---|---|
| Property, plant and equipment | 1,227 | 10,300 | 11,527 |
| Other assets (including licenses) | |||
| Total assets | 1,227 | 10,300 | 11,527 |
| Deferred tax liabilities | 2,833 | 2,833 | |
| Current liabilities | 1,035 | 1,035 | |
| Total liabilities | 1,035 | 2,833 | 3,868 |
| Net assets acquired | 192 | 7.467 | 7,659 |
| Consideration transferred | 5,020 | 5,020 | |
| Badwill | -2,639 |
During 2012 the EDPR Solar Romania acquired 99.99% of the share capital of the companies Cujmir Solar S.R.L., Foton Delta S.R.L., Foton Epsilon S.R.L., Potelu Solar S.R.L. and Vanju Mare Solar S.R.L. and has carried out the purchase price allocation that originates the recognition of an operating income of 29,754 thousands of Euros.
| Book | Assets | ||
|---|---|---|---|
| Thousands of Euros | value | PPA Liabilities at fair value | |
| Property, plant and equipment | 26 | 43,305 | 43,331 |
| Other assets (including licenses) | 500 | 14,167 | 14,667 |
| Total assets | 526 | 57,472 | 57,998 |
| Deferred tax liabilities | 9,195 | 9,195 | |
| Current liabilities | 513 | 513 | |
| Total liabilities | 513 | 9,195 | 9,708 |
| Net assets acquired | 13 | 48,277 | 48,290 |
| Consideration transferred | 18.536 | 18,536 | |
| Badwill | -29,754 |
The goodwill of the EDPR Group is tested for impairment each year with basis of September. In the case of operational wind farms, it is performed by determining the recoverable 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 allocated.
To perform this analysis, a Discounted Cash Flow (DCF) 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 assets (25 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 long-term 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, its historical growth and market size projections. 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:
| 2013 | 2012 | |
|---|---|---|
| Portugal and Spain | 5.3% - 6.5% | 7.0% - 7.1% |
| United States | 6.0% - 7.3% | 5.5% - 6.8% |
| Brazil | 8.6% - 9.9% | 7.6% - 8.8% |
| Rest of Europe | 4.8% - 7.6% | 5.9% - 8.2% |
Impairment tests done have taken into account the regulation changes in each country, as disclosed in note 1.
EDPR has performed a series of sensitivity analyses of the results of impairment tests to reasonable changes in some of the key variables, such as:
EDPR NA, decrease in the Net Capacity Factors;
EDPR NA, 5% and 10% reduction of Merchant Prices.
Furthermore, EDPR Group has done an additional sensitivity analysis increasing 100 basis points the used in case base for EDPR NA and EDPR EU CGU's. These sensitivity analyses performed for each assumption independently would not suppose any impairment for the goodwill allocated to each country.
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Investments in associates | ||
| Equity holdings in associates | 64,660 | 47,473 |
| Carrying amount | 64,660 | 47,473 |
For the purpose of the consolidated financial statements presentation, goodwill arising from the acquisition of associated companies is presented in this caption, included in the total amount of Equity holdings in associates.
The breakdown of Investments in associates, is analysed as follows:
| 31 Dec 2013 | |||
|---|---|---|---|
| Thousands of Euros | Investment | Impairment | |
| Associated companies: | |||
| Seaenergy Renewables Inch Cape Limited | 13,827 | ||
| Desarrollos Eólicos de Canárias, S.A. | 8,806 | ||
| ENEOP - Eolicas de Portugal, S.A. | 26,876 | ||
| Other | 15,151 | ||
| 64,660 |
| 31 Dec 2012 | |||||
|---|---|---|---|---|---|
| Thousands of Euros | Investment | Impairment | |||
| Associated companies: | |||||
| Seaenergy Renewables Inch Cape Limited | 14.498 | ||||
| Desarrollos Eólicos de Canárias, S.A. | 9,933 | ||||
| ENEÓP - Eolicas de Portugal, S.A. | 9,908 | ||||
| Other | 13.134 | ||||
| 47.473 |
The movement in Investments in associates, is analysed as follows:
| Thousands of Euros | 2013 | 2012 |
|---|---|---|
| Balance as at 1 January | 47.473 | 51,381 |
| Disposals | -2,389 | |
| Share of profits of associates | 15,909 | 6,833 |
| Dividends received | -1.461 | -3,512 |
| Others | 2,739 | -4.840 |
| Balance as at 31 December | 64.660 | 47.473 |
In 2012, Disposals are related with the sale of Hidroastur, S.A. ,included in the caption Others in associates, by Generaciones Especiales I, S.L.
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Parque Eólico Montes de las Navas, S.L. | 6.662 | 8,636 |
| Other | 772 | 771 |
| 7.434 | 9.407 |
The assumptions used in the valuation models of available-for-sale financial assets are as the same used to the impairment tests.
The interest in share capital, voting rights, net assets and net income of the last approved financial statements of the investments classified as available-for-sale financial assets are analysed as follows:
| Head | share | Voting | Net | |
|---|---|---|---|---|
| capital | income | |||
| 8,299 | ||||
| office | % of | rights Net assets Madrid |
The EDP Renováveis Group records the tax effect arising from temporary differences between the assets and liabilities determined on an accounting basis and on a tax basis, which are analysed as follows:
| Deferred tax assets |
Deferred tax liabilities |
|||
|---|---|---|---|---|
| 31 Dec | 31 Dec | 31 Dec | 31 Dec | |
| Thousands of Euros | 2013 | 2012 | 2013 | 2012 |
| Tax losses brought forward | 684,286 | 632,050 | ||
| Provisions | 21,399 | 11,497 | 4,265 | 4,896 |
| Derivative financial instruments | 11,729 | 15,720 | 625 | 361 |
| Property, plant and equipment | 48,467 | 24,662 | 338,481 | 315,013 |
| Allocation of fair value to assets and liabilities from business | ||||
| combinations | 416,076 | 418,434 | ||
| Income from institutional partnerships in US wind farms | 299,403 | 251,786 | ||
| Non-deductible financial expenses | 21,113 | 16,230 | ||
| Netting of deferred tax assets and liabilities | -676,449 | -611,281 | -676,449 | -611,281 |
| Other | 510 | 500 | 928 | 1,383 |
| 11,055 | 89,378 | 383,329 | 380,592 |
Deferred tax assets and liabilities is mainly related to Europe and United States of America, as follows:
| Deferred tax assets |
Deferred tax liabilities |
|||
|---|---|---|---|---|
| 31 Dec | 31 Dec | 31 Dec | 31 Dec | |
| Thousands of Euros | 2013 | 2012 | 2013 | 2012 |
| Europe: | ||||
| Tax losses brought forward | 17,579 | 24,541 | ||
| Provisions | 15,422 | 8,821 | 4,265 | 4,896 |
| Derivative financial instruments | 9,723 | 15,953 | 500 | 361 |
| Property, plant and equipment | 45,529 | 22,316 | 25,064 | 15,142 |
| Non-deductible financial expenses | 21,113 | 16,230 | ||
| Allocation of fair value to assets and liabilities from business | ||||
| combinations | 318,268 | 331,673 | ||
| Other | 510 | 500 | 830 | 1,342 |
| 109,876 | 88,361 | 348,927 | 353,414 | |
| United States of America: | ||||
| Tax losses brought forward | 665,054 | 606,550 | ||
| Provisions | 5,761 | 2,356 | ||
| Derivative financial instruments | 2,007 | -233 | ||
| Property, plant and equipment | 2,937 | 2,346 | 313,029 | 299,803 |
| Allocation of fair value to assets and liabilities from business | ||||
| combinations | 93,090 | 81,288 | ||
| Income from institutional partnerships in US wind farms | 299,403 | 251,786 | ||
| Netting of deferred tax assets and liabilities | -675,759 | -611,019 | -675,759 | -611,019 |
| - | 29.763 | 21,858 |
The movements in net deferred tax assets and liabilities during the year are analysed as follows:
| Deferred tax assets |
Deferred tax liabilities |
||||
|---|---|---|---|---|---|
| 31 Dec | 31 Dec | 31 Dec | 31 Dec | ||
| Thousands of Euros | 2013 | 2012 | 2013 | 2012 | |
| Balance as at 1 January | 89.378 | 55,558 | -380,592 | -381,468 | |
| Charges to the profit and loss account | 40,236 | 27,257 | -3,871 | 11,928 | |
| Charges against reserves | -5.464 | 8,621 | -320 | 1,173 | |
| Exchange differences and other variations | -13.095 | -2.058 | 1,454 | -12.225 | |
| Balance as at 31 December | 111,055 | 89,378 | -383,329 | -380,592 | |
The Group tax losses carried forward are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Expiration date: | ||
| 2013 | 249 | |
| 2014 | 259 | 264 |
| 2015 | 107 | 108 |
| 2016 | 1,523 | 1,505 |
| 2017 | 3,597 | 3,649 |
| 2018 | 33,923 | 7,645 |
| 2019 to 2033 | 1,755,934 | 1,651,714 |
| Without expiration date | 229,144 | 268,983 |
| 2,024,487 | 1,934,117 |
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Advances on account of purchases | 2.951 | 5,547 |
| Finished and intermediate products | 2,248 | 3,469 |
| Raw and subsidiary materials and consumables | 10,290 | 7,193 |
| 15,489 | 16,209 |
Trade receivables are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Trade receivables - Current | ||
| Europe: | ||
| - Spain | 71,765 | 67,141 |
| - Romania | 40,464 | 26,467 |
| - Poland | 19,237 | 13,356 |
| - Rest of Europe | 33,022 | 28,008 |
| 164,488 | 134,972 | |
| United States of America | 41,328 | 42,575 |
| Other | 2,715 | 4,054 |
| 208,531 | 181,601 | |
| Impairment losses | -1,342 | -1.342 |
| 207,189 | 180,259 |
Debtors and other assets from commercial activities are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Debtors and other assets from commercial activities - | ||
| Non-current | ||
| Deferred costs | 41,771 | 42,809 |
| Sundry debtors and other operations | 11.389 | 12,344 |
| 53,160 | 55,153 | |
| Debtors and other assets from commercial activities - Current Prepaid turbine maintenance |
7,125 | 7,140 |
| Services rendered | 12,266 | 10,648 |
| Advances to suppliers | 1.709 | 49,516 |
| Sundry debtors and other operations | 24,668 | 36,861 |
| 45,768 | ||
| 104,165 |
Deferred costs - non-current mainly includes up-front rents and surface rights paid to land owners and up-front network rents paid to EDP Distribuição. These costs are deferred on the balance sheet and recognised on a straight line basis over the estimated useful life of the assets.
Other debtors and other assets are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Other debtors and other assets - Non-current | ||
| Loans to related parties | 300,054 | 236,196 |
| Derivative financial instruments | 14,148 | 5,145 |
| Sundry debtors and other operations | 6,238 | 9,879 |
| 320,440 | 251,220 | |
| Other debtors and other assets - Current Loans to related parties |
95,324 | 302,214 |
| Derivative financial instruments | 11,154 | 7,323 |
| Sundry debtors and other operations | 26,616 | 24,953 |
| 133,094 | 334,490 | |
| 453,534 | 585,710 | |
Loans to related parties - Non-current mainly includes 286,520 thousands of Euros of loans to ENEOP - Edicas de Portugal, S.A. Group (31 December 2012: 232,200 thousands of Euros) maturing in 2015.
Loans to related parties - Current mainly includes 63,775 thousands of Euros of short term loans to EDP Servicios Financieros España, S.A. (31 December 2012: 62,138 thousands of Euros). As at 31 December 2012 this caption also includes 189,114 thousands of Euros of short term loans to EDP S.A. - Sucursal en España.
Current tax assets is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Income tax | 18,751 | 16,243 |
| Value added tax (VAT) | 78.737 | 33,610 |
| Other taxes | 6.164 | 5,236 |
| 103,652 | 55,089 |
Cash and cash equivalents are analysed as follows:
| 31 Dec 2013 | 31 Dec 2012 |
|---|---|
| 2 | |
| 214,536 | 240,667 |
| 62 | રક |
| 50,631 | 5,103 |
| 265,229 | 245,835 |
| 265,229 | 245,837 |
The caption Other deposits includes very short term investments promptly convertible into cash.
At 31 December 2013 and 2012, 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
EDP Renováveis, S.A. shareholder's structure as at 31 December 2013 and 2012 is analysed as follows:
| No. of Shares | % Capital | % Voting rights |
|
|---|---|---|---|
| EDP - Energias de Portugal, S.A. Sucursal en España | |||
| (EDP Branch) | 541,027,156 | 62.02% | 62.02% |
| Hidroeléctrica del Cantábrico, S.A. | 135,256,700 | 15.51% | 15.51% |
| Other(*) | 196,024,306 | 22.47% | 22.47% |
| 872,308,162 | 100.00% | 100.00% |
In 2007 and 2008, the Company carried out various share capital increases, which were subscribed through nonmonetary contributions comprising 100% of the shares in EDPR NA and EDPR EU.
The contributions are applicable to the special tax treatment for mergers of assets and conversion of securities foreseen in Chapter VIII of Royal Decree 4 dated 5 March 2004 which approved the revised Spanish tax law. The disclosures required by prevaling legislation were included in the annual accounts for 2007 and 2008.
Earning per share attributable to the shareholders of EDPR are analysed as follows:
| 31 Dec 2013 | 31 Dec 2012 | |
|---|---|---|
| Profit attributable to the equity holders of the parent | ||
| (in thousands of Euros) | 135,116 | 126,266 |
| Profit from continuing operations attributable to the equity | ||
| holders of the parent (in thousands of Euros) | 135.116 | 126,266 |
| 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 (in Euros) | 0.15 | 0.14 |
| Earnings per share (diluted) attributable to equity holders of the | ||
| parent (in Euros) | 0.15 | 0.14 |
| Earnings per share (basic) from continuing operations | ||
| attributable to the equity holders of the parent (in Euros) | 0.15 | 0.14 |
| Earnings per share (diluted) from continuing operations | ||
| attributable to the equity holders of the parent (in Euros) | 0.15 | 0.14 |
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 2013 and 2012.
The average number of shares was determined as follows:
| 31 Dec 2013 | 31 Dec 2012 | |
|---|---|---|
| Ordinary shares issued at the beginning of the period | 872,308,162 | 872,308,162 |
| Effect of shares issued during the period | ||
| 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 |
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Reserves | ||
| Fair value reserve (cash flow hedge) | -29,114 | -46,185 |
| Fair value reserve (available-for-sale financial assets) | 3,242 | 4,446 |
| Exchange differences arising on consolidation | -43,733 | -32,646 |
| -69,605 | -74,385 | |
| Other reserves and retained earnings | ||
| Retained earnings and other reserves | 601,838 | 372,944 |
| Additional paid in capital | 60.666 | 60,666 |
| Legal reserve | 29,675 | 24,592 |
| 692,179 | 458,202 | |
| 622,574 | 383,817 |
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.
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 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.
The EDP Renováveis, S.A. proposal for 2013 profits distribution to be presented in the Annual General Meeting is as follows:
| Euros | |
|---|---|
| Profit for the period | 56,998,823.86 |
| Distribution: | |
| Legal reserve | 5,699,882.39 |
| Dividends | 34,892,326.48 |
| Retained earnings | 16,406,614.99 |
| 56,998,823.86 |
The EDP Renováveis, S.A. proposal for 2012 profits distribution to be presented in the Annual General Meeting is as follows:
| Euros | |
|---|---|
| Profit for the period | 50,838,439.82 |
| Distribution | |
| Legal reserve | 5,083,843.98 |
| Dividends | 34,892,326.48 |
| Retained earnings | 10,862,269.36 |
| 50,838,439.82 |
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.
This reserve includes the cumulative net change in the fair value of available-for-sale financial assets as at the balance sheet date.
| Thousands of Euros | |
|---|---|
| Balance as at 1 January 2012 | 4,575 |
| Parque Eólico Montes de las Navas, S.L. | -129 |
| Balance as at 31 December 2012 | 4,446 |
| Parque Eólico Montes de las Navas, S.L. | -1.204 |
| Balance as at 31 December 2013 | 3,242 |
This caption reflects the amount arising on the financial statments of subsidiaries and associated companies from their functional currency into Euros. The exchange rates used in the consolidated financial statements are as follows:
| Exchange rates as at 31 December |
Exchange rates as at 31 December |
|||||
|---|---|---|---|---|---|---|
| Currency | Closing Rate |
Average Rate |
Closing Rate |
Average Rate |
||
| US Dollar | USD | 1.379 | 1.328 | 1.319 | 1.285 | |
| Zloty | PLN | 4.154 | 4.197 | 4.074 | 4.185 | |
| Brazilian Real | BRL | 3.258 | 2.868 | 2.704 | 2.508 | |
| New Leu | RON | 4.471 | 4.419 | 4.445 | 4.459 | |
| Pound Sterling | GBP | 0.834 | 0.849 | 0.816 | 0.811 | |
| Canadian Dollar | CAD | 1.467 | 1.368 | 1.314 | 1.284 |
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Non-controlling interests in income statement | 34.008 | 9,784 |
| Non-controlling interests in share capital and reserves | 384,222 | 315,384 |
| 418.230 | 325.168 |
Non-controlling interests, by subgroup, are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| EDPR NA Group | 198.348 | 176,825 |
| EDPR EU Group | 192,414 | 115,389 |
| EDPR BR Group | 27.468 | 32,954 |
| 418.230 | 325,168 |
The movement in non-controlling interests of EDP Renováveis Group is mainly related to: (i) profits of the year attributable to non-controlling interests of 34,008 thousands of Euros; (ii) sale without loss of control of EDPR Portugal attributable to non-controlling interests of 77,714 thousands of Euros (see note 5); (iii) sale without loss of control of Wheat Field (EDPR NA group) attributable to non-controlling interests of 36,251 thousands of Euros (see note 5); (iv) acquisitions of Relax Wind Park I and Greenwind without change of control attributable to non-controlling interests with a negative impact of 10,823 thousands of Euros (see note 5); (v) equity decreases in EDPR NA group attributable to non-controlling interests of 24,851 thousands of Euros; (vi) share capital increases from non-controlling interests if EDPR EU group of 10,337 thousands of Euros; (vil) dividends attributable to non-controlling interests in EDPR EU group of 16,719 thousands of Euros; (vii) and a negative effect due to exchange differences arising on consolidation attributable to non-controlling interests of 14,507 thousands of Euros.
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Financial debt - Non-current | ||
| Bank loans: | ||
| - EDPR EU Group | 665,873 | 718,681 |
| - EDPR BR Group | 53,833 | 73,501 |
| Non convertible bonds: | ||
| - EDPR BR Group | 29,102 | |
| Loans from shareholders of group entities: | ||
| - EDP Renováveis, S.A. | 324,417 | 2,843,114 |
| - EDP Renováveis Servicios Financieros, S.L. | 2,458,436 | |
| Other loans: | ||
| - EDPR EU Group | 11,363 | 20,521 |
| - EDPR NA Group | 1,266 | |
| Interest payable | 781 | |
| Total Debt and borrowings - Non-current | 3,543,805 | 3,657,083 |
| Collateral Deposits - Non-current (*) | ||
| Collateral Deposit - Project Finance and others | -74,172 | -48,433 |
| Total Collateral Deposits - Non-current | -74,172 | -48,433 |
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
| Financial debt - Current | ||
| Bank loans: | ||
| - EDPR EU Group | 83,928 | 77,777 |
| - EDPR BR Group | 7,160 | 17,709 |
| Commercial Paper: | ||
| - EDPR BR Group | 6,139 | |
| Loans from shareholders of group entities: | ||
| - EDP Renováveis, S.A. | 34,262 | |
| Other loans: | ||
| - EDPR EU Group | 9,716 | 113,644 1,763 |
| - EDPR NA Group | 1,208 | |
| Interest payable Total Debt and borrowings - Current |
5,718 | |
| 148,131 | ||
| Collateral Deposits - Current (*) | ||
| Collateral Deposit - Project Finance and others | -6,054 | 1,122 5,222 217,237 -719 |
| Total Collateral Deposits - Current | -6,054 | -719 |
Collateral Deposits refer mainly to amounts held in bank accounts to comply with obligations under project finance agreements entered into by certain EDP Renewable subsidiaries.
Financial debt Non-current for EDP Renováveis, mainly refers to a set of loans granted by EDP Finance BV (2,782,853 thousands of Euros). These loans have an average maturity of 5 years and bear interest at fixed market rates.
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 2013, these financings amount to 805,443 thousands of Euros (31 December 2012: 815,562 thousands of Euros), which are included in the total debt of the Group.
The breakdown of Financial debt by maturity, is as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Bank loans | ||
| Up to 1 year | 95,996 | 100,270 |
| 1 to 5 years | 323,960 | 319,176 |
| Over 5 years | 395,746 | 473,006 |
| 1 to 5 years Up to 1 year 1 to 5 years Over 5 years Up to 1 year |
815,702 | 892,452 |
| Non convertible bonds | ||
| 29,883 | ||
| 29,883 | ||
| Loans from shareholders of group entities | ||
| 35,072 | 114,082 | |
| 2,199,205 | 241,000 | |
| 583,648 | 2,602,114 | |
| Up to 1 year 1 to 5 years |
2,817,925 | 2,957,196 |
| Commercial Paper | ||
| Other loans | 6,139 | |
| 6,139 | ||
| 10,924 | 2,885 | |
| 11,363 | 21,787 | |
| 22,287 | 24,672 | |
| 2 601 026 | UCC VEB 2 |
The fair value of EDP Renováveis Group's debt is analysed as follows:
| 31 Dec 2013 | 31 Dec 2012 | |||
|---|---|---|---|---|
| Carrying | Market | Carrying | Market | |
| Thousands of Euros | Value | Value | Value | Value |
| Financial debt - Non-current | 3,543,805 3,512,894 3,657,083 3,657,083 3,468,395 | |||
| Financial debt - Current | 148.131 | 148.131 | 217,237 | 217,237 |
| 3,691,936 3,661,025 3,874,320 3,685,632 |
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 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.
As at 31 December 2013, the scheduled repayments of Group's debt are as follows:
| Subsequent | |||||||
|---|---|---|---|---|---|---|---|
| Thousands of Euros | Total | 2014 | 2015 | 2016 | 2017 | 2018 | years |
| Debt and borrowings - | |||||||
| Non-current | 3,543,805 | 114,995 | 331,491 | 82,893 2,035,032 | |||
| Debt and borrowings - | |||||||
| Current | 148,131 | 148,131 | |||||
| 3,691,936 | 148,131 | 114,995 | 82,893 2,035,032 | 979,394 | |||
The breakdown of guarantees is presented in note 37 to the financial statments accounts.
The breakdown of Financial debt, by currency, is as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Loans denominated in EUR | 2,134,579 | 2,173,786 |
| Loans denominated in USD | 1,333,401 | 1,508,329 |
| Loans denominated in other currencies | 223,956 | 192.205 |
| 3,691,936 | 3,874,320 |
Provisions are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Dismantling and decommission provisions | 66,468 | 63,336 |
| Provision for other liabilities and charges | 1,873 | 267 |
| Employee benefits | 198 | 222 |
| 68,539 | 63,825 |
Dismantling and decommission provisions refer to the costs to be incurred with dismantling wind farms and restoring sites and land to their original condition, in accordance with the accounting policy described in note 2 o). The above amount respects mainly to 37,960 thousands of Euros for wind farms in the United States of America (31 December 2012: 37,652 thousands of Euros) and 27,715 thousands of Euros for wind farms in Europe (31 December 2012: 24,810 thousands of Euros).
EDP Renováveis believes that the provisions booked on the consolidated statement of financial position adequately cover the foreseable obligations described in this note. Therefore, it is not expected that they will give rise to liabilities in addition to those recorded.
As at 31 December 2013 and 2012, the EDP Renováveis Group does not have any significant tax-related contingent liabilities or contingent assets related to unresolved disputes with the tax authorities.
The movements in Provisions for dismantling and decommission are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Balance at the beginning of the year | 63,336 | 57,694 |
| Capitalised amount for the year | 1,362 | 3,092 |
| Unwinding | 3,660 | 3,366 |
| Other and exchange differences | -1.890 | -816 |
| Balance at the end of the year | 66,468 | 63,336 |
Capitalised amount for the year and other inpact of the update of dismantling provisions assumptions.
The movements in Provision for other liabilities and charges are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Balance at the beginning of the year | 267 | 288 |
| Charge for the year | 1.290 | |
| Write back for the year | -3 | |
| Other and exchange differences | 316 | -18 |
| Balance at the end of the year | 1.873 | 267 |
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Deferred income related to benefits provided | 672.154 | 737,598 |
| Liabilities arising from institutional partnerships in US wind farms | 836,341 | 942,155 |
| 1,508,495 | 1,679,753 |
The movements in Institutional partnerships in US wind farms are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Balance at the beginning of the year | 1,679,753 | 1,783,861 |
| Cash paid to institutional investors | -35,579 | -14,983 |
| Income (see note 7) | -125,101 | -127,350 |
| Unwinding (see note 13) | 60,840 | 68,431 |
| Exchange differences | -68,930 | -32,601 |
| Others | -2,488 | 2.395 |
| Balance at the end of the year | 1,508,495 | 1,679,753 |
The Group has entered in several partnerships with 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.
Trade and other payables from commercial activities are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Trade and other payables from commercial activities - | ||
| Non-current | ||
| Government grants / subsidies for investments in fixed assets | 379,975 | 323,763 |
| Electricity sale contracts - EDPR NA | 35,750 | 49,449 |
| Other creditors and sundry operations | 2,415 | 3,291 |
| 418.140 | 376.503 |
| State Court of Controller Comparis Comparis Comparis Comparis Comparis Comparis Comparis Comparis Comparis Comparis Comparis Comparis Comparis Comparis Comparis Comparis Comp | ||
|---|---|---|
| Suppliers | 69,852 | 78,341 |
| Property and equipment suppliers | 330,274 | 579,540 |
| Other creditors and sundry operations | 78.727 | 46,729 |
| 478.853 | 704.610 | |
| 896,993 | 1,081,113 | |
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 (see note 1).
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 operational income (see note 8).
Other liabilities and other payables are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Other liabilities and other payables - Non-current | ||
| Success fees payable for the acquisition of subsidiaries | 14,172 | 39,496 |
| Loans from non-controlling interests | 125,693 | 30,864 |
| Derivative financial instruments | 98,655 | 182,318 |
| Other creditors and sundry operations | 1,250 | 6,146 |
| 239,770 | 258,824 | |
| Other liabilities and other payables - Current | ||
| Success fees payable for the acquisition of subsidiaries | 11,663 | |
| Derivative financial instruments | 37,105 | 63,079 |
| Loans from non-controlling interests | 49,571 | 37,700 |
| Other creditors and sundry operations | 47,835 | 45,434 |
| 134,511 | 157,876 | |
| 374.281 | 416.700 |
Success fees payable for the acquisition of subsidiaries non-current includes mainly the amounts related to the contingent prices of several European and Brazilian projects. The reduction occurred in this caption is related with the contingent price revision associated with the acquisitions of Polish wind farms in the amount of 17,423 thousands of Euros and Greenwind in the amount of 1,750 thousands of Euros, and the revision of the associated to several French due to projects cancellation in the amount of 1,705 thousands of Euros. Additionally, also includes the exercise of the remaining put option of 6.48% over EDPR Italia share capital in the amount of 2,894 thousands of Euros (see note 17).
The variation in the caption Success fees payable for the acquisition of subsidiaries current includes mainly the payment of the success fees of the solar photovoltaic companies held by EDPR-RO-PV, S.R.L. in the amount of 9,444 thousands of Euros and of Feijão in the amount of 1,842 thousands of Euros.
Derivative financial instruments current and non-current includes 62,874 and 19,898 thousands of Euros respectively (31 December 2012: 128,493 and 41,369 thousands of Euros respectively) related to a hedge instrument of USD and EUR with EDP Branch, which was formalised in order to hedge the foreign exchange risk of the net investment held in EDPR NA, expressed in USD (see note 36).
The variation in the caption Loans from non-controlling interests Current is mainly related to EDPR Portugal loan formerly due to EDPR-EU in the second quarter of 2013 in the amount of 110,529 thousands of Euros that following the sale process of 49% of its shareholding in EDPR Portugal to CTG, shareholder of EDP Group, were also acquired by CTG. The maturity date of this loan is December 2022, bearing interest at a fixed rate of 5.5% and the interests are paid half-yearly. At 31 December 2013, this loan amounts to 99,414 thousands of Euros.
Other creditors and sundry operations - current include 30,915 thousands of Euros (31 December 2012: 35,220 thousands of Euros) related with the estimated corporate income tax due to EDP Energias de Portugal, S.A. Sucursal en España.
According to Spanish law 15/2010 of 5 July the Group disclose the details of payments made from Spanish companies to suppliers during the year 2013 (distinguishing those who have exceeded the legal limits of postponement), the average payments period, the outstanding balances that at 31 December 2013 and 2012 with an overdue greater than the legal period, are the following:
| Payments and outstandig payments at year end |
||||
|---|---|---|---|---|
| 31 Dec 2013 | 31 Dec 2012 | |||
| Thousands of Euros | Value | 0/0 | Value | 0/0 |
| Within the legal deadline | 123,871 | 70.51% | 197,375 | 82.28% |
| Rest | 51,813 | 29.49% | 42,503 | 17.72% |
| Total payments for the year | 175,684 | 100.00% | 239,878 | 100.00% |
| Average payment period (days) | 146.95 | 66.55 | ||
| Outstanding balances with an overdue greater than the | ||||
| legal period | 5,890 | 16,212 |
At 31 December 2013, the outstanding balances with an overdue greater then the legal period includes 2,672 thousands of Euros regarding group companies (31 December 2012: 10,560 thousands of Euros),
This law stipulates a maximum legal payment period of 60 davs in 2012. The Company has applied this criterion when preparing the information required by the Spanish Accounting and Auditing Institute (ICAC) resolution of 29 December 2010 on disclosures in notes to financial statements of late payments to suppliers in commercial transactions, and as such the information for 2013 and 2012 is not directly comparable.
This caption is analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Income tax | 53.302 | 17,283 |
| Withholding tax | 16,884 | 18,193 |
| Value added tax (VAT) | 16.225 | 17,877 |
| Other taxes | 12.238 | 3.490 |
| 98.649 | 56,843 |
In accordance with IAS 39, the Group classifies the derivative financial instruments as a fair value hedge of an asset or liability recognised, as a cash flow hedge of recorded liabilities and forecast transactions considered highly probable or net investment hedge in foreign operations.
As of 31 December 2013, the fair value and maturity of derivatives is analysed as follows:
| Fair Value | Notional | |||||
|---|---|---|---|---|---|---|
| Thousands of Euros | Assets | Liabilities | Until 1 year |
From 1 to 5 years |
More than 5 years |
Tota |
| Net investment hedge | ||||||
| Cross currency rate swaps | 12,438 | -82,772 | 438,827 | 1,509,759 | 1,948,586 | |
| Currency forwards | 2,360 | 33,305 | 33,305 | |||
| 14,798 | -82,772 | 472,132 | 1,509,759 | 1,981,891 | ||
| Cash flow hedge | ||||||
| Power price swaps | 4,164 | -5,378 | 55,769 | 61,578 | 117,347 | |
| Interest rate swaps | -33,263 | 47,342 | 214,592 | 269,229 | 531,163 | |
| Currency forwards | 169 | 2,749 | 2,749 | |||
| 4,333 | -38,641 | 105,860 | 276,170 | 269,229 | 651,259 | |
| Trading | ||||||
| Power price swaps | 5,046 | -7,863 | 30,965 | 46,818 | 77,783 | |
| Interest rate swaps | -110 | 470 | 1,881 | 2,351 | ||
| Cross currency rate swaps | 486 | -86 | 69,750 | 69,750 | ||
| Currency forwards | 639 | -6,288 | 539,199 | 539,199 | ||
| 6,171 | -14,347 | 570,634 | 118,449 | 689,083 | ||
| 25,302 | -135,760 | 1,148,626 | 1,904,378 | 269,229 | 3,322,233 |
As of 31 December 2012, the fair value and maturity of derivatives is analysed as follows:
| Fair Value | Notional | ||||
|---|---|---|---|---|---|
| 1 to | More than | ||||
| 5 years | 5 years | Total | |||
| 3,646 | -170,296 | 1,132,501 | 122,412 | 693,674 | 1,948,587 |
| 3,646 | -170,296 | 1,132,501 | 122,412 | 693,674 | 1,948,587 |
| 5,589 | -3,316 | 230,797 | 98,354 | 329,151 | |
| -54,288 | 120,888 | 187,975 | 270,335 | 579,198 | |
| 5,589 | -57,604 | 351,685 | 286,329 | 270,335 | 908,349 |
| 3,233 | -3,324 | 19,012 | 898 | 19,910 | |
| -172 | 470 | 1,881 | 470 | 2,821 | |
| -1,045 | 57,000 | 57,000 | |||
| -12,956 | 428,744 | 9,290 | 438,034 | ||
| 3,233 | -17,497 | 448,226 | 69,069 | 470 | 517,765 |
| 12,468 | -245,397 | 1,932,412 | 477,810 | 964,479 | 3,374,701 |
| Assets Liabilities Until 1 year |
The fair value of derivative financial instruments is recorded under Other assets (note 24) or Other liabilities and other payables (note 34), if the fair value is positive or negative, respectively.
The net investment derivatives are related to the Group CIRS in USD and EUR with EDP Branch as referred in the notes 38 and 39. The net investment derivatives also include Currency forwards in CAD and CIRS in PLN and BRL with EDP with the purpose of hedging EDP Renováveis Group's operations in Canada, Poland and Brazil.
Interest rate swaps are related to the project finances and have been formalised 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 for a portion of Maple Ridge I project. Additionally, both EDPR NA and EDPR EU have entered in short term 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 use discount cash flows techniques usually accepted and data from public markets. As such, according to IFRS13 requirements, the fair value of the derivative financial instruments is classified as of Level 2 (note 39).
The changes in the fair value of hedging instruments and risks being hedged are as follows:
| 31 Dec 2013 | 31 Dec 2012 | |||||
|---|---|---|---|---|---|---|
| Hedging instrument |
Hedged item |
Changes in fair value | Changes in fair value | |||
| Thousands of Euros | Instrument | Risk | Instrument | Risk | ||
| Subsidiary | ||||||
| Cross currency rate | accounts in | |||||
| Net Investment hedge | swaps | USD, PLN | ||||
| and BRL | 96,316 | -95,793 | 34,014 | -33,410 | ||
| Subsidiary | ||||||
| accounts in | ||||||
| Net Investment hedge | Currency forward | CAD | 2,360 | -2,360 | ||
| Interest | ||||||
| Cashflow hedge | Interest rate swap | rate | 21,025 | -33,953 | ||
| Power | ||||||
| Cashflow hedge | Power price swaps | price | -3,487 | -3,670 | ||
| Exchange | ||||||
| Cashflow hedge | Currency forward | rate | 169 | |||
| 116,383 | -98,153 | -3,609 | -33,410 |
During 2013 and 2012 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, Euribor 6M, daily brazilian CDI, Wibor 3M; and exchange rates: EUR/BRL, EUR/PLN e EUR/USD. |
| Interest rate swaps | Fair value indexed to the following interest rates: Euribor 3M, Euribor 6M and Wibor 6M. |
| Foreign exchange | Fair value indexed to the following exchange rates: USD/EUR, EUR/RON, EUR/PLN, |
| forwards | CAD/DKK, CAD/USD and EUR/CAD. |
| Power price swaps | Fair value indexed to the price of electricity. |
The movements in cash flow hedge reserve have been as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Balance at the beginning of the year | -64,400 | -24,458 |
| Fair value changes | 24,430 | -43,595 |
| Transfers to results | 3,072 | -2,249 |
| Non-controlling interests included in fair value changes | -3,372 | 7,375 |
| Effect of the acquisition of 3% of Relax Wind Park I, S.P. ZO.O and | ||
| 30% of Greenwind, S.A. | -534 | -1.473 |
| Balance at the end of the year | -40.804 | -64.400 |
EDPR has adopted cashflow hedge accounting in order to hedge exchange rate risk in the future sell of green certificates granted to Cernavoda, Pestera and VS windfarms in Roménia. The sell price is indexed to EUR/RON exchange rate for which EDPR elected as hedging instrument the project finance loans contracted in EUR for those projects.
The gains and losses on the financial instruments portfolio booked in the income statement are as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Net investment hedge - inefectiveness | 523 | 604 |
| Cash-flow hedge | ||
| Transfer to results from hedging of financial liabilities | 2.711 | 944 |
| Transfer to results from hedging of commodity prices | -5.783 | 1,305 |
| Ineffectiveness | ||
| Non eligible for hedge accounting derivatives | -5.467 | -12.363 |
| -8.016 | -9,510 |
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 13).
The effective interest rates for derivative financial instruments associated with financing operations during 2013, were as follows:
| EDP Renováveis Group | ||||
|---|---|---|---|---|
| Currency | Pays | Receives | ||
| Interest rate contracts | ||||
| Interest rate swaps | EUR | [ 1,36% - 4,95% ] | [ 0,33% - 0,39% ] | |
| Interest rate swaps | PLN | [ 3,30% - 5,41% ] | [ 2,70% - 0,33% ] | |
| Currency and interest rate contracts | ||||
| CIRS (currency interest rate swaps) | EUR/USD | [ 1,35% - 4,25% ] | [ 1,19% - 4,19% ] | |
| CIRS (currency interest rate swaps) | EUR/BRL | 7.62% - 7.91% 1 |
0,22% - 0,29% | |
| CIRS (currency interest rate swaps) | EUR/PLN | [ 1,73% - 2,55% | 0,25% - 0,29% |
The effective interest rates for derivative financial instruments associated with financing operations during 2012, were as follows:
| EDP Renováveis Group | ||||
|---|---|---|---|---|
| Currency | Pays | Receives | ||
| Interest rate contracts | ||||
| Interest rate swaps | EUR | [ 1,36% - 5,01% ] | [ 0,18% - 0,75% ] | |
| Interest rate swaps | PLN | 5.41% | 4.22% | |
| Currency and interest rate contracts | ||||
| CIRS (currency interest rate swaps) | EUR/USD | [ 0,35% - 4,00% ] | [ 0,20% - 3,90% 1 | |
| CIRS (currency interest rate swaps) | EUR/BRL | 5,65% 1 [ 5,38% - |
[ 0,19% - 0,22% 1 |
|
| CIRS (currency interest rate swaps) | EUR/PLN | [ 3,16% - 3,84% | 0.19% |
As at 31 December 2013 and 2012, the financial commitments not included in the statement of financial position in respect of financial, operational and real guarantees provided, are analysed as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| Guarantees of financial nature | ||
| EDPR NA Group | 3,263 | 3,411 |
| 3,263 | 3,411 | |
| Guarantees of operational nature | ||
| EDP Renováveis, S.A. | 314.979 | 762,197 |
| EDPR NA Group | 499,612 | 368,113 |
| EDPR EU Group | 44,646 | 69,285 |
| EDPR BR Group | 8,609 | 9,215 |
| 867,846 | 1,208,810 | |
| Total | 871.109 | 1,212,221 |
| Real guarantees | 16,166 | 14,065 |
As at 31 December 2013 and 31 December 2012, EDPR has operational guarantees regarding its commercial activity, in the amount of 303,182 thousands of Euros and 494,327 thousands of Euros, already reflected in liabilities.
Regarding the information disclosed above:
i) 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 2013, these financings amount to 805,443 thousands of Euros (31 December 2012: 815,562 thousands of Euros), which are included in the total debt of the Group;
ii) 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. As at 31 December 2013 and 2012, EDPR's obligations under the tax equity agreements, in the amount of 803,006 thousands of Euros and 901,301 thousands of Euros, respectively are reflected in the statement of financial position Institutional Partnerships in US Wind farms.
The EDPR Group financial debt, lease and purchase obligations by maturity date are as follows:
| 31 Dec 2013 | |||||
|---|---|---|---|---|---|
| Debt capital by period | |||||
| Up to | 1 to | 3 to More than | |||
| Thousands of Euros | Total | 1 year | 3 years | 5 years | 5 years |
| Financial debt (including interests) | 4,622,605 | 318,906 | 787,291 | 458,163 | 3,058,245 |
| Operating lease rents not yet due | 753.253 | 31,023 | 59,615 | 58.827 | 603,788 |
| Purchase obligations | 735,746 | 473.681 | 95,682 | 47,323 | 119,060 |
| 6,111,604 | 823,610 | 942,588 | 564,313 | 3,781,093 |
| 31 Dec 2012 | |||||
|---|---|---|---|---|---|
| Debt capital by period | |||||
| Up to | 1 to | 3 to More than | |||
| Thousands of Euros | Total | 1 year | 3 years | 5 years | 5 years |
| Financial debt (including interests) | 4,881,982 | 278,215 | 537,579 | 735,867 | 3,330,321 |
| Operating lease rents not yet due | 978,488 | 37,759 | 77,249 | 76,600 | 786,880 |
| Purchase obligations | 686,894 | 369,037 | 144,244 | 43,511 | 130,102 |
| 6,547,364 | 685,011 | 759,072 | 855,978 | 4,247,303 |
Purchase obligations include debts related with long-term agreements of 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 are essentially related with the land where the wind farms are built. Usually the leasing period cover the useful life of the wind farms.
As at 31 December 2013 the Group has the following contingent liabilities/rights related with call and put options on investments:
EDP Renováveis, through its subsidiary EDPR EU, holds a call option over Cajastur for all the shares held by Cajastur on company "Quinze Mines" (51% of share capital). Caiastur holds an equivalent put option on these shares over EDPR EU. The price of exercising these options will be determined under an independent investment bank valuation process. This options can be exercised between 17 July 2014 and 17 July 2016, inclusively;
EDP Renováveis, through its subsidiary EDPR EU, holds a call option over Cajastur for 51% of interest held by Cajastur in the companies Sauvageons, Le Mee and Petite Pièce. Cajastur holds an equivalent put option on these shares over EDPR EU. The price of exercising these options will be determined under an independent investment bank valuation process. This options can be exercised between 1 January 2013 and 31 December 2014, inclusively;
EDP Renováveis, through its subsidiary EDPR EU, holds a call option over the remaining shareholders of Re Plus (WPG, Gallea and Gant Partners) for 10% of its share capital. The price of exercising these options is 7,500 thousands of Euros. The options can be exercised (i) if a change occur in the shareholding structure of the remaining shareholders of Re Plus and (ii) always before the last project starts in operation;
EDP Renováveis, through its subsidiary EDPR EU, holds a put option of 15% of the share capital of Rowy, over the other shareholders. The exercise price is 80% of equity value with a cap of 5,000 thousands of Euros. The exercise period is the earlier of (i) two years following the beginning of construction date or (ii) 31 December 2019;
EDP Renováveis holds, through its subsidiary EDPR EU, a call option of the remaining 40% of the share capital of J&Z Wind Farms SP. ZO.O., whose exercise price corresponds to 90% of the market value of this participation. This option can be exercised between 3 and 5 years after the start of construction works of the first park;
EDP Renováveis holds, through its subsidiary South África Wind & Solar Power, S.L., a call option of an additional 42,5% of the share capital of Modderfontein Wind Energy Project, Ltd., whose exercise price corresponds to the amounts contributed by the other to Modderfontein project development. This option can be exercised from the date of the agreement until 45 calendar days before the deadline for submission of tenders for the next auction of energy;
EDP Renováveis holds, through its subsidiary EDPR EU, a call option of the remaining 35% of the share capital of Molen Wind II, S.P. ZO.O., whose exercise price corresponds to 90% of the market value of this participation. This option can be exercised until 2 years after the maturity of financial debt for the park construction.
The number of shares held by company officers as at 31 December 2013 and 2012 are as follows:
| 31 Dec 2013 | 31 Dec 2012 | ||
|---|---|---|---|
| No. of shares | No. of shares | ||
| Executive Board of Directors | |||
| António Luís Guerra Nunes Mexia | 4,200 | 4,200 | |
| Nuno Maria Pestana de Almeida Alves | 5,000 | 5,000 | |
| Rui Manuel Rodrigues Lopes Teixeira | 12,370 | 12,370 | |
| Acácio Jaime Liberado Mota Piloto | 300 | ||
| António do Pranto Nogueira Leite | 400 | ||
| Gabriel Alonso Imaz | 26,503 | 26,503 | |
| João José Belard da Fonseca Lopes Raimundo | 840 | 840 | |
| João Manuel de Mello Franco | 380 | 380 | |
| João Manuel Veríssimo Marques da Cruz | 1,200 | 1,200 | |
| João Paulo Nogueira Sousa Costeira | 3,000 | 3,000 | |
| Jorge Manuel Azevedo Henriques dos Santos | 200 | 200 | |
| José António Ferreira Machado | 630 | ||
| José Fernando Maia de Araújo e Silva | 80 | 80 | |
| 55,103 | 53,773 |
According to Article 229º 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 incompatablity that could affect the performance of their duties.
The board members of the parent company, complying with the article 229º of the Spanish Companies Law, declared that they and their related parties do not exercise positions of responsibility in companies with the same, similar or complementary activity of EDP Renováveis Group parent company, and they do not have exercised by their own or through third entities any activity in companies with the same, similar or complementary activity of EDP Renováveis Group parent company, with the following exceptions:
| Board Member | Position |
|---|---|
| Company | |
| António Luís Guerra Nunes Mexia | |
| EDP - Energias de Portugal, S.A. | Chairperson of the Executive Board of Directors |
| EDP - Energias do Brasil, S.A. | Chairperson of the Board of Directors |
| EDP Finance BV | Representative |
| EDP - Energias de Portugal Sociedade Anónima, Sucursal en | |
| España | Permanent Representative |
| loão Manuel Manso Neto: | |
| Naturgás Energia, S.A. | Member of the Board |
| EDP - Energias de Portugal, S.A. | Member of the Board |
| EDP Finance BV | Representative |
| EDP - Energias de Portugal Sociedade Anónima, Sucursal en | |
| España | Permanent Representative |
| EDP Energia Ibérica S.A. | Member of the Board |
| EDP Energia Gas SL | Member of the Board |
| EDP Gás.com - Comércio de Gás Natural, S.A. | Chairperson of the Board of Directors |
| EDP Renewables Europe, S.L. | Chairperson of the Board of Directors |
| EDP Renováveis Brasil, S.A. | Chairperson of the Board of Directors |
| Hidroeléctrica del Cantábrico, S.A. | Member of the Board |
| ENEOP - Eólicas de Portugal, S.A. | Chairperson of the Board of Directors |
| EDP Energia Ibérica S.A. | Member of the Board |
| Board Member | Position |
|---|---|
| Company | |
| Nuno Maria Pestana de Almeida Alves: | |
| EDP - Energias de Portugal, S.A. | Member of the Board |
| EDP - Energias do Brasil, S.A. | Member of the Board |
| EDP - Energias de Portugal Sociedade Anónima, Sucursal en | |
| España | Permanent Representative |
| EDP Finance BV | Representative |
| EDP - Estudos e Consultoria, S.A. | Chairperson of the Board of Directors |
| EDP - Imobiliária e Participacões, S.A. | Chairperson of the Board of Directors |
| Energia RE, S.A. | Chairperson of the Board of Directors |
| SCS - Serviços Complementares de Saúde, S.A. | Chairperson of the Board of Directors |
| Sãvida - Medicina Apoiada, S.A. | Chairperson of the Board of Directors |
| Hidroeléctrica del Cantábrico, S.A. | Member of the Board |
| Balwerk - Consultadoria Económica e Participacões, | |
| Soc.Unip.Lda | Manager |
| João Manuel Verissimo Marques da Cruz: | |
| EDP - Energias de Portugal, S.A. | Member of the Board |
| EDP - Asia Investimentos e Consultoria, Lda. | Chairperson of the Board of Directors |
| EDP - Asia Soluções Energéticas Lda. | Chairperson of the Board of Directors |
| EDP Valor - Gestão Integrada de Servicos, S.A. | Chairperson of the Board of Directors |
| EDP Finance BV | Representative |
| Companhia de Electricidade de Macau - CEM, S.A. | Chairperson of the Board of Directors |
| Manuel Menéndez Menéndez: | |
| Naturgás Energía, S.A. | Chairperson of the Board of Directors |
| Hidroeléctrica del Cantábrico, S.A. | Chairperson of the Board of Directors |
| Rui Manuel Rodrigues Lopes Teixeira: | |
| EDP Renewables Europe, S.L. | Member of the Board |
| South Africa Wind & Solar Power SLU | Member of the Board |
| EDP Renewables SGPS, S.A. | Member of the Board |
| EDPR PT - Promocão e Operacão, S.A. | Member of the Board |
| EDP Renováveis Portugal, S.A. | Member of the Board |
| Malhadizes - Energia Eólica, S.A. | Member of the Board |
| EDP Renewables Canada LP Ltd. | Member of the Board |
| EDPR Renewables Canada GP Ltd. | Member of the Board |
| SBWF GP Inc. | Member of the Board |
| South Branch Wind Farm Inc. | Member of the Board |
| Eolia Renewable Energy Canada Inc. | Member of the Board |
| 0867242 B.C. Ltd. | Member of the Board |
| EDP Renewables Canada, Ltd | Member of the Board |
| Relax Wind Park I SP. Z 0.0. | Member of the Supervisory Board |
| Relax Wind Park II SP. Z 0.0. | Member of the Supervisory Board |
| Relax Wind Park III SP. Z 0.0. | Member of the Supervisory Board |
| Relax Wind Park IV SP. Z 0.0. | Member of the Supervisory Board |
| EDP Renewables Polska SP. Z O.O | Member of the Board |
| Elektrownia Wiatrowa Kresy I SP. Z O.O. | Member of the Board |
| Masovia Wind Farm I SP. Z 0.0. | Member of the Board |
| Farma Wiatrowa Starozreby SP. Z O.O. | Member of the Board |
| Karpacka Mala Energetyka SP. Z O.O | Member of the Board |
| EDPR UK, Ltd | Member of the Board |
| Maccoll Offshore Windfarm, Ltd | Member of the Board |
| Stevenson Offshore Windfarm, Ltd | Member of the Board |
| Telford Offshore Windfarm, Ltd | Member of the Board |
| Moray Offshore Renewables, Ltd | Member of the Board |
| EDP Renováveis Servicios Financieros S.L.U | Member of the Board |
| EDP Renováveis Brasil, S.A. | Member of the Board |
Board Member
Position
| Company | |
|---|---|
| João Paulo Nogueira Sousa Costeira: | |
| EDP Renewables Europe, S.L. | Member of the Board |
| EDP Renováveis Portugal, S.A. | Chairperson of the Board of Directors |
| EDP Renováveis Brasil, S.A. | Member of the Board |
| EDP Renewables South Africa, Proprietary Limited | Chairperson of the Board of Directors |
| South Africa Wind & Solar Power SLU | Chairperson of the Board of Directors |
| EDP Renováveis Servicios Financieros, S.L.U | Member of the Board |
| Malhadizes - Energia Eólica, S.A. | Chairperson of the Board of Directors |
| ENEOP 2 - Exploração de Parques Eolicos, S.A. | Chairperson of the Board of Directors |
| EDP Renewables Romania, Srl | Member of the Board |
| Cernavoda Power, Srl | Member of the Board |
| Greenwind, S.A. | Chairperson of the Board of Directors |
| EDP Renewables France, S.A. | Chairperson of the Board of Directors |
| Centrale Eolienne Neo Truc de l'Homme, SAS | Chairperson of the Board of Directors |
| Parc Eolien des Vatines | Chairperson of the Board of Directors |
| Parc Eolien du Clos Bataille | Chairperson of the Board of Directors |
| Parc Eolien de Varimpre | Chairperson of the Board of Directors |
| Parc Eolien des Bocages | Joint Director |
| Parc Eolien des Longs Champs | Joint Director |
| Socpe de la Mardelle | Joint Director |
| Socpe de la Vallée du Moulin | Joint Director |
| Socpe de Sauvageons | Joint Director |
| Socpe des Quinze Mines | Joint Director |
| Socpe Le Mée | Joint Director |
| Socpe Petite Pièce | Joint Director |
| CE Canet Pont de Salars SAS | Chairperson of the Board of Directors |
| CE Gueltas Noyal Pontivy | Chairperson of the Board of Directors |
| CE Patay SAS | Chairperson of the Board of Directors |
| CE Saint Barnabé SAS | Chairperson of the Board of Directors |
| CE Segur SAS | Chairperson of the Board of Directors |
| Monts de la Madeleine Energie SAS | Chairperson of the Board of Directors |
| Monts du Forez Energie SAS | Chairperson of the Board of Directors |
| Eolienne de Callengeville, SAS | Chairperson of the Board of Directors |
| Neo Plouvien, SAS | Chairperson of the Board of Directors |
| Parc Eolien de la Hetroye, SAS | Chairperson of the Board of Directors |
| Eolienne de Saugueuse, SARL | Joint Director |
| Eolienne des Bocages, SARL | Joint Director |
| Eolienne d'Etalondes, SARL | Joint Director |
| Parc Eolien d'Ardennes, SARL | Joint Director |
| Parc Eolien de Mancheville, SARL | Joint Director |
| Parc Eolien de Roman, SARL | Joint Director |
| EDP Renewables Polska SP. Z 0.0 | Member of the Board |
| Elektrownia Wiatrowa Kresy I SP. Z O.O. | Member of the Board |
| Masovia Wind Farm I SP. Z 0.0. | Member of the Board |
| Farma Wiatrowa Starozreby SP. Z O.O. | Member of the Board |
| Karpacka Mala Energetyka SP. Z O.O | Member of the Board |
| Relax Wind Park I SP. Z 0.0 | Member of the Supervisory Board |
| Relax Wind Park III SP. Z 0.0 | Member of the Supervisory Board |
| EDPR UK, Ltd | Member of the Board |
| Moray Offshore Renewables, Ltd | Member of the Board |
| Maccoll Offshore Windfarm, Ltd | Member of the Board |
| Stevenson Offshore Windfarm, Ltd | Member of the Board |
| Telford Offshore Windfarm, Ltd | Member of the Board |
| EDP Renewables Italia, Srl | Member of the Board |
| Operação e Manuntenção Industrial, S.A. | Member of the Board |
| EDP Renewables SGPS S.A. | Chairperson of the Board of Directors |
| EDPR PT - Promoção e Operação S.A. | Chairperson of the Board of Directors |
<-- PDF CHUNK SEPARATOR -->
| Board Member | Position |
|---|---|
| Company | |
| Gabriel Alonso Imaz: | |
| EDP Renewables Canada, Ltd. | Chief Executive Officer |
| EDP Renewables North America, LLC and subsidiaries (see | |
| annex I) | Chief Executive Officer |
| American Wind Energy Association | Chair and Executive Board Member |
Additionally the board members have comunicated that they do not own any interest in the share capital of any other company with the same, similar or complementary activity of EDP Renováveis Group, with the following exceptions:
| Board Member | Number of shares |
|---|---|
| Company | |
| António Luís Guerra Nunes Mexia: | |
| EDP - Energias de Portugal, S.A. | 41,000 |
| EDP - Energias do Brasil, S.A. | 1 |
| João Manuel Manso Neto: | |
| EDP - Energias de Portugal, S.A. | 1,268 |
| Nuno Maria Pestana de Almeida Alves: | |
| EDP - Energias de Portugal, S.A. | 125,000 |
| EDP - Energias do Brasil, S.A. | 1 |
| João Manuel Veríssimo Marques da Cruz: | |
| EDP - Energias de Portugal, S.A. | 3,878 |
| Gabriel Alonso Imaz: | |
| Gamesa Corp. Tec. S.A. | 7,880 |
| Iberdrola | 27 |
| Teresa Sancho, related person of Gabriel Alonso Imaz: | |
| Gamesa Corp. Tec. S.A. | 12,880 |
| Iberdrola | 27 |
| Rui Manuel Rodrigues Lopes Teixeira: | |
| EDP - Energias de Portugal, S.A. | 19,843 |
| Lina Dantas Martins, related person of Rui Manuel Rodrigues Lopes | |
| EDP - Energias de Portugal, S.A. | 4,340 |
| Acácio Jaime Liberado Mota Piloto | |
| EDP - Energias de Portugal, S.A. | 15,000 |
| João Manuel de Mello Franco: | |
| EDP - Energias de Portugal, S.A. | 4,550 |
| REN - Redes Energéticas Nacionais, S.G.P.S., S.A. | 980 |
| Jorge Manuel Azevedo Henriques dos Santos: | |
| EDP - Energias de Portugal, S.A. | 2,379 |
In accordance with the Company's by-laws, the remuneration 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 exact amount paid to each Director on the basis of this proposal.
The remuneration paid to the members of the Executive Board of Directors in 2013 and 2012 were as follows:
| Thousands of Euros | 31 Dec 2013 | 31 Dec 2012 |
|---|---|---|
| CEO | 567 | |
| Board members | ਟਤਰ | 397 |
| 539 | 964 |
EDPR signed an Executive Management Services Agreement with EDP, under which EDP bears the cost for the services render by its Executive Directors.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, EDP Renováveis is due to pay an amount of 994 thousands of Euros (variable and fixed remuneration) for management services rendered by EDP through 2013 (1,295 thousands of Euros in 2012).
Additionally, in 2013 the remuneration of the Executive Committee that are also Officers and received their remuneration as EDPR employees, excluding the Chief Executive Officer and Gabriel Alonso Imaz (that received his remuneration through EDPR North America as mentioned below) was 611 thousands of Euros (31 December 2012: 1,231 thousands of Euros). Due to the termination of the expatriation of three Officers (CFO, COO EU and COO NA), new employment contracts were signed with other group companies, as follows:
Gabriel Alonso with EDP Renewables North America LLC on 31 December 2012;
João Paulo Costeira with EDP Energias de Portugal, S.A. Sucursal en España on 30 November 2013; and
Rui Teixeira with EDP Energias de Portugal, S.A. Sucursal en España on 31 October 2013.
The total remuneration paid in 2013 from the moment they became employees of the previous mentioned companies was 415 thousands of Euros.
The retirement savings plan for the Executive Committee not including the Chief Executive Officer range betweeen 3% to 6% of their annual salary.
As at 31 December 2013 and 2012 there are no outstanding loans and advances with company officers and key management.
The Company has no pension or life insurance obligations with its former or current Board members in 2013 or 2012.
With the sale of 49% of EDPR Portugal equity shareholding to CTG through CITIC CWEI Renewables S.C.A, the EDPR Group has loans of CTG in the amount of 99 millions of Euros (9 millions of Euros as current and 90 millions of Euros as non-current).
As at 31 December 2013, assets and liabilities with related parties, are analysed as follows:
| Assets | |||
|---|---|---|---|
| Thousands of Euros | Loans and interests to receive |
Others | Total |
| EDP Energias de Portugal, S.A. | 20,456 | 20,456 | |
| EDP - Energias de Portugal, S.A. Sucursal en España (EDP Branch) | 9,771 | 9.771 | |
| Hidrocantábrico Group companies (electric sector) | 48,285 | 48,286 | |
| Associated companies | 331.583 | 1,484 | 333,067 |
| Other EDP Group companies | 63.778 | 42.895 | 106,673 |
| 395,362 | 122,891 | 518,253 |
| Liabilities | ||
|---|---|---|
| Others | Total | |
| 10,040 | 10,040 | |
| 119,528 | 119,528 | |
| 24 | 1,904 | 1,928 |
| 48 | 48 | |
| ਰੇ ਰੇਲੇਰੇ | 2,827,114 | |
| 141,509 | 2,958,658 | |
| Loans and interests to pay 2,817,125 2,817,149 |
As at 31 December 2012, assets and liabilities with related parties, are analysed as follows:
| Assets | |||
|---|---|---|---|
| Thousands of Euros | Loans and interests to receive |
Others | Total |
| EDP Energias de Portugal, S.A. | 7.027 | 7,027 | |
| EDP - Energias de Portugal, S.A. Sucursal en España (EDP Branch) | 217,358 | 7,951 | 225,309 |
| Hidrocantábrico Group companies (electric sector) | 49,873 | 49,875 | |
| Associated companies | 255.316 | 1,037 | 256,353 |
| Other EDP Group companies | 65,404 | 41.902 | 107,306 |
| 538,080 | 107,790 | 645,870 | |
| Liabilities | |||||
|---|---|---|---|---|---|
| Thousands of Euros | Loans and interests to pay |
Others | Total | ||
| EDP Energias de Portugal, S.A. | 14,500 | 14,500 | |||
| EDP - Energias de Portugal, S.A. Sucursal en España (EDP Branch) | 218,464 | 218,464 | |||
| Hidrocantábrico Group companies (electric sector) | 18 | 1,550 | 1,568 | ||
| Associated companies | |||||
| Other EDP Group companies | 2,962,732 | 9,713 | 2,972,445 | ||
| 2,962,750 | 244,227 | 3,206,977 |
Liabilities includes essentially loans obtained by EDP Renováveis from EDP Finance BV in the amount of 2,782,853 thousands of Euros (31 December 2012: 2,956,758 thousands of Euros)
With the purpose of hedging the foreign exchange risk of EDP Branch, the EDP Group establishing a Cross-Currency Interest Rate Swap (CIRS) in USD and EUR between EDP Branch 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 EPDR NA and of the USD external financing). As at 31 December 2013, the amount payable by EDP Renováveis to EDP Branch related to this CIRS amounts to 82,772 thousands of Euros (31 December 2012: 169,862 thousands of Euros) (see notes 34 and 36).
Transactions with related parties for the year ended 31 December 2013 are analysed as follows:
| Thousands of Euros | Operating income |
Financial | Operating income expenses expenses |
Financial |
|---|---|---|---|---|
| EDP Energias de Portugal, S.A. | 45,179 | -1,955 | -45,548 | |
| EDP Energias de Portugal, S.A. Sucursal en España (EDP Branch) | 333 | -8.236 | -9,371 | |
| Hidrocantábrico Group companies (electric sector) | 454,859 | -4.236 | -1,075 | |
| Associated companies | 2.453 | 16,700 | -278 | -2,531 |
| Other EDP Group companies | 159.207 | 22,376 | -6,243 | -179,217 |
| 616,519 | 84,588 | -20,948 | -237.742 |
Operating income includes mainly the electricty sales to suppliers of last resource in Portugal due to regulatory legislation and electricity sales to HC Group that act as a commercial agent of EDPR Group in Spain. Hidroeléctrica del Cantábrico (HC Energia) is the parent company of an industrial group that operates in the electricity and gas sectors in Spain. In the electricity sector, HC Energia generates, distributes and supplies electricity.
Financial income and Financial expenses with EDP, S.A. are mainly related to derivative financial instruments, namely to a dequalification from cash flow hegde accounting of EDPR-Europe power swaps due to new regulation and to changes in market fair value.
Transactions with related parties for the year ended 31 December 2012 are analysed as follows:
| Thousands of Euros | Operating income |
Financial income |
Operating expenses |
Financial expenses |
|---|---|---|---|---|
| EDP Energias de Portugal, S.A. | 10,595 | 1,479 | -3,310 | -16,268 |
| EDP Energias de Portugal, S.A. Sucursal en España (EDP Branch) | 2,878 | -12,196 | -6,489 | |
| Hidrocantábrico Group companies (electric sector) | 403,965 | -4.470 | -890 | |
| Associated companies | 912 | 10,999 | ||
| Other EDP Group companies | 149,877 | 19.458 | -5,826 | -186.361 |
| 565,349 | 34,814 | -25,802 | -210,009 |
As part of its operational activities, the EDP Renováveis Group must present guarantees in favour of certain suppliers and in connection with renewable energy contracts. Usually, these quarantees are granted by EDP, S.A., through EDP Branch. As at 31 December 2013, EDP, S.A. and Hidrocantábrico granted financial (45,235 thousands of Euros, 31 December 2012: 45,467 thousands of Euros) and operational (243,580 thousands of Euros, 31 December 2012: 375.772 thousands of Euros) quarantees to suppliers in favour of EDPR NA. The operational quarantees are issued following the commitments assumed by EDPR EU and EDPR NA in relation to the acquisition of property, plant and equipment, supply agreements, turbines and energy contracts (power purchase agreements) (see note 37).
In the normal course of its activity, EDP Renováveis performs business transactions with its related parties based on normal market conditions.
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 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 2013 and 2012, 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 2013 Currencies |
31 Dec 2012 Currencies |
||||||
|---|---|---|---|---|---|---|---|
| EUR | USD | કરી | EUR | USD | BRL | ||
| 3 months | 0.29% | 0.25% | 10.50% | 0.19% | 0.31% | 7.06% | |
| 6 months | 0.39% | 0.35% | 10.79% | 0.32% | 0.51% | 7.09% | |
| 9 months | 0.49% | 0.55% | 10.94% | 0.43% | 0.69% | 7.08% | |
| 1 year | 0.56% | 0.58% | 11.06% | 0.54% | 0.84% | 7.14% | |
| 2 years | 0.52% | 0.48% | 11.93% | 0.38% | 0.39% | 7.71% | |
| 3 years | 0.73% | 0.86% | 12.49% | 0.44% | 0.48% | 8.19% | |
| 5 years | 1.25% | 1.75% | 12.91% | 0.77% | 0.83% | 8.64% | |
| 7 years | 1.68% | 2.43% | 13.07% | 1.12% | 1.27% | 9.00% | |
| 10 years | 2.15% | 3.03% | 13.20% | 1.57% | 1.81% | 9.33% |
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.
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 (note 19).
These financial instruments include mainly short term financial assets and liabilities. Given their at the reporting date, their book values are not significantly different from their fair values.
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.
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.
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 Branch. 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 28. See also notes 13 and 24.
The fair values of assets and liabilities as at 31 December 2013 and 2012 are analysed as follows:
| 31 December 2013 | 31 December 2012 | |||||
|---|---|---|---|---|---|---|
| Thousands of Euros | Carrying amount |
Fair value | Difference | Carrying amount |
Fair value Difference | |
| Financial assets | ||||||
| Available-for-sale investments | 7,434 | 7,434 | 9,407 | 9,407 | ||
| Trade receivables | 207,189 | 207,189 | 180,259 | 180,259 | ||
| Debtors and other assets from | ||||||
| commercial activities | 98,928 | 98,928 | 159,318 | 159,318 | ||
| Other debtors and other assets | 428,232 | 428,232 | 573,242 | 573,242 | - | |
| Derivative financial instruments | 25,302 | 25,302 | 12,468 | 12,468 | - | |
| Financial assets at fair value through | ||||||
| profit or loss | 76 | 76 | 389 | 389 | ||
| Cash and cash equivalents | 265,229 | 265,229 | 245,837 | 245,837 | ||
| 1,032,390 | 1,032,390 | 1,180,920 | 1,180,920 | |||
| Financial liabilities | ||||||
| Financial debt | 3,691,936 | 3,661,025 | -30,911 | 3,874,320 | 3,685,632 | -188,688 |
| Suppliers | 400,126 | 400,126 | 657,881 | 657,881 | ||
| Institutional partnerships in US wind | ||||||
| farms | 1,508,495 | 1,508,495 | 1,679,753 | 1,679,753 | ||
| Trade and other payables from | ||||||
| commercial activities | 116,892 | 116,892 | 99,469 | 99,469 | ||
| Other liabilities and other payables | 238,521 | 238,521 | 171,303 | 171,303 | - | |
| Derivative financial instruments | 135,760 | 135,760 | 245,397 | 245,397 | - | |
| 6,091,730 | 6,060,819 | -30,911 | 6,728,123 | 6,539,435 | -188,688 |
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 that quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e., derived from prices);
Level 3 - Inputs for the assets or liability that are not based on observable market data (unobservable inputs).
| 31 December 2013 | 31 December 2012 | |||||
|---|---|---|---|---|---|---|
| Thousands of Euros | Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 |
| Financial assets | ||||||
| Available-for-sale investments | 7,434 | 9,407 | ||||
| Derivative financial instruments | 25,302 | 12,468 | ||||
| Financial assets at fair value through | ||||||
| profit or loss | 76 | 389 | ||||
| 25,378 | 7,434 | 12,857 | 9,407 | |||
| Financial liabilities | ||||||
| Liabilities arising from options with non- | ||||||
| controlling interests | 16,987 | 7.785 | ||||
| Derivative financial instruments | 135,760 | 245,397 | ||||
| 135,760 | 16,987 | 245,397 | 7,785 |
The remaining assets and liabilities are valuated within Level 1. In 2013, does not have transfers between levels.
The movement in 2013 and 2012 of the financial assets and liabilities within Level 3 are analysed was as follows:
| Available | Trade and other payables |
|||
|---|---|---|---|---|
| for sale investments | ||||
| 31 Dec | 31 Dec | 31 Dec | 31 Dec | |
| Thousands of Euros | 2013 | 2012 | 2013 | 2012 |
| Balance at the begining of the year | 9.407 | 9,618 | 7,785 | 4,112 |
| Gains / (Losses) in other comprehensive income | -1,973 | -211 | ||
| Purchases | 12,650 | 3,572 | ||
| Fair value changes/Payments | 74 | 101 | ||
| Disposals | -3,522 | |||
| Balance at the end of the year | 7,434 | 9.407 | 16,987 | 7,785 |
The Trade and other payables within level 3 are related with Liabilities arising from options with non-controlling interests.
The movements in 2013 and 2012 of the derivative financial instruments are presented in note 36.
On 16 January 2014, EDP Renováveis, S.A. (EDPR) has executed a project finance structure agreement for its first wind farm in Canada. The South Branch project located in Ontario with an installed capacity of 30 MW has secured a 20 year Feed-in Tariff awarded by the Ontario Power Authority.
The long-term contracted debt facility amounts to 49 millions of Canadian dollars and the funding is expected to occur during the first quarter of 2014. EDPR financing strategy is to contract long-term debt in local currency at competitive prices in order to mitigate the refinancing risk and to reduce the foreign exchange risk by having a natural hedge between revenues and costs.
With the successful execution of its first wind project in Canada, EDPR adds to its portfolio a market with a low risk profile and attractive wind resource and extends its geographical diversification to 11 markets around the world (US, Spain, Portugal, France, Belgium, Poland, Romania, UK, Italy, Brazil and Canada).
On 14 October, EDP Renováveis S.A. has reached an agreement with Axpo Power AG and Centralsche Kraftwerke AG, both subsidiaries of Axpo Group, to sell a 49% equity shareholding and outstanding shareholders loans in a wind farm portfolio of 100 MW located in France, which currently benefit from a feedin tariff regime. Based on the transaction price, the total implied enterprise value for 100% of the assets amounts to 126 millions of Euros. The closing of this transaction occurred in February 2014.
The new standards and interpretations that have been issued and are already effective and that the Group has applied on its consolidated financial statements are the following:
The International Accounting Standards Board (IASB), issued in December 2011, amendments to IFRS 7 - Financial Instruments: Disclosures - Offsetting Financial Liabilities, with effective date of mandatory application of 1 January 2013, being early adoption allowed.
With this change, the disclosures of financial information that will evaluate the effect or potential effect of the compensation arrangements, including the countervailing duties recognised as assets and financial liabilities in the statement of financial position.
No significant impact on the financial statement disclosures in the Group, resulted from the adoption of this amendment.
The International Accounting Standards Board (IASB) issued in May 2011, IFRS 13 - Fair Value Measurement, with effective date of mandatory application for periods beginning on or after 1 January 2013, being allowed its early adoption.
This standard presents a revised concept of fair value and determines new disclosures requirements. The main aspects considered are as follows: (i) principles of fair value, (ii) appropriate valuations techniques and fair value hierarchy and (iii) additional disclosure requirements.
No significant impact in the Group resulted from the adoption of this standard.
The International Accounting Standards Board (IASB) issued in June 2011, IAS 1 (Amended) - Presentation of Financial Statements: Presentation of items of other comprehensive income, with effective date of mandatory application for periods beginning on or after 1 July 2012, being allowed its early adoption.
The principal changes are the following:
the amendments retain the option to present profit or loss and other comprehensive income in either a single continuous statement or in two separate but consecutive statements;
items of other comprehensive income, and the respective tax effect, are required to be grouped into those that will and will not subsequently be reclassified to profit or loss.
No significant impact in the Group resulted from the adoption of this amendment.
· Amendment to IAS 1 - Presentation of Financial Statements. This change clarifies the difference between voluntary additional comparative information and the minimum required comparative information in cases of retrospective statements, reclassifications and changes in accounting policies. Generally, the minimum required comparative information is the previous period.
No significant impact in the Group resulted from the adoption of this amendment.
· Amendment to IAS 16 - Property, Plant and Equipment. This amendment clarifies that if spare parts and servicing equipment meet with the definition of property, plant and equipment are not inventory.
No significant impact in the Group resulted from the adoption of this amendment.
Amendment to IAS 32 - Financial Instruments: Presentation. The amendment darifies that income taxes arising from distributions to equity holders are accounted in accordance with IAS 12 Income taxes.
No significant impact in the Group resulted from the adoption of this amendment.
Amendment to IAS 34 - Interim Financial Reporting. The disclosures requirement for total segment assets with total liabilities in interim financial statements, ensuring that interim disclosures are aligned with annual disclosures in relation to the changes of profit and losses account and other comprehensive income.
No significant impact in the Group resulted from the adoption of this amendment.
The International Accounting Standards Board (IASB) issued in May 2011, IFRS 10 - Consolidated Financial Statements, with effective date of mandatory application for periods beginning on or after 1 January 2014, being allowed its early adoption.
This standard introduces a new approach in determining which investments should be consolidated, replacing IAS 27 -Consolidated and Separate Financial Statements and SIC 12 - Consolidation SPE. This standard establishes a single model to be applied in assessing the existence of control over subsidiaries, where an investor has control over a subsidiary when it is exposed, or has the right, to variable returns arising from its involvement in the subsidiary and has the ability to influence these returns because of the power over it. Additionally, was introduced the concept of "de facto control".
Therefore, the companies presented at 31 December 2013 by the full consolidation method and that will be considered into the equity method, is as follows:
| Total | Total | Total Assets Liabilities Equity Incomes |
Total | Total Costs |
Net Results |
|
|---|---|---|---|---|---|---|
| Company | Euro'000 Euro'000 Euro'000 Euro'000 Euro'000 Euro'000 | |||||
| Ceprastur AIE-2 |
The International Accounting Standards Board (IASB) issued in May 2011, IFRS 11 - Joint Arrangements, with effective date of mandatory application for periods beginning on or after 1 January 2014, being allowed its early adoption.
This standard superseded IAS 31 - Interests in Joint Ventures and introduces several changes for accounting jointly controlled investments, the main aspect is the elimination of the option to consolidate joint ventures by the proportional method, being the equity method mandatory.
The structure of a joint agreement ceases to be the main factor in determining model to adopt. The classification of a joint agreement requires the identification and evaluation of the structure, legal form of the contractual agreement and other facts and circumstances.
Therefore, the companies presented at 31 December 2013 by the proportional consolidation method and that will be considered into the equity method, are as follows:
| Company | Total Assets |
Total Liabilities Euro'000 |
Tota Equity Euro'000 |
Total Incomes Euro'000 |
Total Costs Euro'000 |
Net Results Euro'000 |
|---|---|---|---|---|---|---|
| Compañía Eólica Aragonesa, S.A. | 47,884 | 9,167 | 38,717 | 15,848 | -10,473 | 5,375 |
| Desarrollos Energeticos Canarios S.A. | ||||||
| Evolución 2000, S.L. | 24,175 | 17.703 | 6,472 | 5,874 | -3,784 | 2,090 |
| Flat Rock Windpower, L.L.C. | 137,055 | 1,389 | 135,666 | 12,327 | -13,536 | -1.209 |
| Flat Rock Windpower II, L.L.C. | 54,539 | દર્દેશ | 53.983 | 2,970 | -4.845 | -1,875 |
| Tebar Eólica, S.A. | 14.463 | 10,649 | 3,814 | 4,299 | -3,679 | 620 |
The International Accounting Standards Board (IASB) issued in May 2011, IFRS 12 - Disclosure of Interests in Other Entities, with effective date of mandatory application for periods beginning on or after 1 January 2014, being allowed its early adoption.
The information disclosed has to help users of the financial statements evaluate the nature and risks associated with its interests in other entities and the effects of the financial statements. The main issues considered are as follows:
for the interests in subsidiaries, should be disclosed: (i) the composition of the group;(ii) non-controlling interests; (iii) significant restrictions on the parent's ability to access or use the the liabilities of its subsidiaries; (iv) the nature of, and changes in, the risks associated with interests in consolidated structured entities; and (v) changes in its ownership interest that did or did not result in a loss of control during the reporting period;
for the interests in joint arrangements and associates, it should be disclosed: (i) the nature, extent and financial effects of its interests in joint arrangements and associates, including information about contractual relationships with other parties; and (ii) the nature of, and the changes in, the associated risks with its interests in joint ventures and associates;
for the interests in unconsolidated structured entities, should be disclose: (i) the nature and the extent of its interests in unconsolidated structured entities; and (ii) the evaluation of the nature and changes in the risks associated with the interests in unconsolidated structured entities.
The Group is evaluating the impact of adopting this standard.
The International Accounting Standards Board (IASB) issued in May 2011. IAS 28 (Amended) - Investments in Associates and Joint Ventures, with effective date of mandatory application for periods beginning on or after 1 January 2014, being allowed its early adoption.
This amendment to IAS 28 (2003) describes the accounting treatment to be adopted by the investor in associates and joint ventures, defining the accounting requirements for applying the equity method for both associates and joint ventures.
No significant impact in the Group is expected from the adoption of this amendment.
The International Accounting Standards Board (IASB) issued in December 2011, IAS 32 (Amended) - Financial Statements: Presentation - Offsetting Financial Liabilities, with effective date of mandatory application for periods beginning on or after 1 January 2014, being allowed its early adoption.
This amendment clarifies the required conditions to be met in order to present the net position of the financial assets and liabilities in the financial position of an entity, as follows: (i) the entity currently has a legally enforceable right to set off the recognized amounts, and (ii) the entity has the intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
No significant impact in the Group is expected from the adoption of this amendment.
The International Accounting Standards Board (IASB) issued in May 2013, IAS 36 (Amended) Impairment of Assets: Recoverable Amount Disclosures for Non-Financial Assets, with effective date of mandatory application for periods beginning on or after 1 January 2014, being allowed its early adoption.
This amendment remove the requirement to disclose recoverable amounts when no impairment or reversal of impairment. When an impairment is recognised or reversed and recoverable amount is based on fair value less costs of disposal, should be disclosed the following:
the level of the IFRS 13 fair value hierarchy within which the fair value measurement of the asset or cash-generating unit has been determined;
for fair value measurements at level 2 or 3 of the fair value hierarchy: (ii) a description of the valuation techniques used and any changes in that valuation technique; and (ii) key assumptions used in the measurement of fair value, including the discount rate(s) used in the current measure if fair value less costs of disposal is measured using a present value technique.
No significant impact in the Group is expected from the adoption of this amendment.
The International Accounting Standards Board (IASB) issued in June 2013, IAS 39 (Amended) -Financial Instruments: Novation of Derivatives and Continuation of Hedge Accounting, with effective date of mandatory application for periods beginning on or after 1 January 2014, being allowed its early adoption.
This amendment clarifies that the novation of a hedging instrument should not be considered an expiration or termination resulting of the discontinuation of hedge accounting when is novated:
as a consequence of laws and requlations, or the introduction of laws and regulations, one or more clearing counterparties replace the original counterparty; and
and any changes in terms of the novated derivative are limited to those necessary to effect the replacement of the counterparty (for example: changes in all collateral requirements, rights to offset receivables and charges levied).
Any changes to the derivative's fair value arising from the novation wold be reflected in its measurement and therefore in the measurement and assessment of hedge effectiveness.
No significant impact in the Group is expected from the adoption of this amendment.
The International Accounting Standards Board (IASB), issued in October 2012, Investment Entities - Amendments to IFRS 10, IFRS 12 and IAS 27, with effective date of mandatory application for periods beginning on or after 1 January 2014, being allowed its early adoption. These amendments, have not yet been adopted by the European Union.
IASB defines the term "investment entity" as an entity whose business purpose is to invest funds solely for returns from capital appreciation, investment income or both, and must evaluate the performance of its investments on a fair value hasis
The amendments provide an exception to the consolidation require investment entities to measure particular subsidiaries at fair value through profit or losses, rather than consolidate them these amendments also set out the disclosure requirements for investment entities.
No significant impact in the Group is expected from the adoption of these amendments.
The International Accounting Standards Board (IASB) issued in November 2009, IFRS 9 - Financial instruments part I: Classification and measurement, with effective date of mandatory application for periods beginning on or after 1 January 2015, being allowed its early adoption. This standard, changed in October 2010, has not yet been adopted by the European Union.
This standard is included in phase I of the IASB's comprehensive project to replace IAS 39 and relates to issues of classification and measurement of financial assets. The main issues considered are as follows:
the financial assets can be classified in two categories: at amortised cost or at fair value. This decision will be made upon the initial recognition of the financial assets. Its classification depends on how the entity presents these financial assets and the contractual cash flows associated to each financial asset in the business;
debt instruments model can be measured at amortised cost when the contractual cash-flows represent only principal and interest payments, which means that it contains only basic loan features, and for which an entity holds the asset to collect the contractual cash flows. All the other debt instruments are recognised at fair value;
equity instruments issued by third parties are recognised at fair value with subsequent changes recognised in the profit and loss. However an entity could irrevocably elect equity instruments at initial recognition for which fair value changes and the realised gain or loss are recognised in fair value reserves. Gains and losses recognised in fair value reserves cannot be recycled to profit and loss. This is a discretionary decision, and does not imply that all the equity instruments should be treated on this basis. The dividends received are recognised as income for the year;
there is no exemption that allows unquoted equity investments and related derivatives to measure at cost, under IAS 39, is not allowed in IFRS 9;
changes in fair value attributable to own credit risk of financial liabilities classified as fair value through profit or loss, shall be recognised in Other comprehensive income. The remaining fair value changes related to these financial liabilities shall be recognised through profit or loss. The amounts recognised in Other comprehensive income shall not be reclassified/transferred to profit and loss.
The Group is evaluating the impact of adopting this standard.
In December 2013, IASB published the Annual Improvement Project that implied changes to the standards. However, the effective date of the referred changes is 1 July 2014, being early adoption allowed. This project has not yet been adopted by the European Union.
· Amendment to IFRS 2 - Share-based Payments. The definition of vesting conditions and market condition were amended. Additionally defines the definitions of performance condition (which were previously part of the definition of vesting condition).
No significant impact in the Group is expected from the adoption of this amendment.
· Amendment to IFRS 3 - Business Combinations. This amendment clarifies that contingent consideration that is classified as an asset or a liability shall be measured at fair value at each reporting date and changes in fair value shall be recognised in profit or loss.
No significant impact in the Group is expected from the adoption of this amendment.
· Amendment to IFRS 8 - Operating Segments. The amendments requires that an entity to disclose the judgements made by management in applying the aggregation criteria to operating segments and clarifies that an entity shall only provide reconciliations of the reportable segments' assets to the entity's assets if the segment assets are presented to the chief operation decision-maker.
No significant impact in the Group is expected from the adoption of this amendment.
· Amendment to IFRS 13 - Fair Value Measurement. This amendment clarifies that issuing IFRS 13 and amending IFRS 9 and IAS 39 did not remove the ability to measure short-term receivables and payables with no stated interest rate at their invoice amounts without discounting if the effect of not discounting is immaterial.
No impact in the Group from the adoption of this amendment.
· Amendment to IAS 16 - Property, Plant and Equipment. This amendment clarifies that when an item of property, plant and equipment is revalued the gross carrying amount is adjusted in a manner that is consistent with the revaluation of the carrying amount.
No significant impact in the Group is expected from the adoption of this amendment.
· Amendment to IAS 24 - Related Party: Disclosures. The amendment clarifies that an entity providing key management personnel services to the reporting entity or to the reporting entity is a related party of the reporting entity.
No significant impact on the financial statement disclosures in the Group, is expected from the adoption of this amendment.
· Amendment to IAS 38 - Intangible Assets. This amendment clarifies that when an intangible asset is revalued the gross carrying amount is adjusted in a manner that is consistent with the revaluation of the carrying amount.
No significant impact in the Group is expected from the adoption of this amendment.
In December 2013, IASB published the Annual Improvement Project that implied changes to the standards. However, the effective date of the referred changes is 1 July 2014, being early adoption allowed. This project has not yet been adopted by the European Union.
· Amendment to IFRS 1 · First-time Adoption of International Financial Reporting Standards. This amendment clarifies that an entity, in its first IFRS financial statements, has the choice between applying an existing and currently effective IFRS or applying early a new or revised IFRS that is not yet mandatorily effective, provided that the new or revised IFRS permits early application. An entity is required to apply the IFRS throughout the periods covered by those first IFRS financial statements.
No impact in the Group from the adoption of this amendment.
• Amendment to IFRS 3 - Business Combinations. This amendment clarifies that IFRS 3 excludes from its scope the accounting for the formation of a joint arrangement in the financial statements of the joint arrangement itself.
No significant impact in the Group is expected from the adoption of this amendment.
• Amendment to IFRS 13 - Fair Value Measurement. This amendment clarifies that the scope of the portfolio exception includes all contracts accounted for within the scope of IAS 39 or IFRS 9, regardless of whether they meet the definition of financial assets or financial liabilities as defined in IAS 32.
No significant impact in the Group is expected from the adoption of this amendment.
• Amendment to IAS 40 - Investment Property. This amendment clarifies that this standard and IFRS 3 are not mutually exclusive and application of both standards may be required. Consequently, an entity acquiring investment property must determine whether: (i) the property meets the definition of investment property in IAS 40; and (ii) the transaction meets the definition of a business combination under IFRS 3.
No significant impact in the Group is expected from the adoption of this amendment.
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 2,813 thousands of Euros (31 December 2012: 3,174 thousands of Euros) refer to costs with the environmental management plan.
As referred in accounting policy 2o), the Group has established provisions for dismantling of property, plant and equipment when a legal or contractual obligation exists to dismantle and decommission those assets at the end of their useful lifes. 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 66,468 thousands of Euros as at 31 December 2013 (31 December 2012: 63,336 thousands of Euros) (see note 31).
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 guarterly basis.
The accounting policies of the reportable segments are the same as described in note 3. Information regarding the results of each reportable segment is included in Annex 1. 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:
The amounts reported in each business segment result from the aggregation of the subsidiaries 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.
In December 2013, the EDPR Group changed the reportable segments, as well as the information disclosed in the Segmental Reporting, according to mentioned above criteria. To be comparable, the information reported as at 31 December 2012 has been restated to reflect these changes.
KPMG has audited the consolidated annual accounts of EDP Renováveis Group for 2013 and 2012. This company and the other related entities and persons in accordance with Law 19/1988 of 12 July, have invoiced for the year ended in 31 December 2013 and 2012, fees and expenses for professional services, according to the following detail:
| 31 December 2013 | |||||||
|---|---|---|---|---|---|---|---|
| Thousands of Euros | Portugal | Spain | Brasil | United States of America |
Other | Tota | |
| Audit and statutory audit of accounts | 194 | 667 | 118 | 798 | 543 | 2,320 | |
| Other audit services | 180 | 68 | 104 | 34 | 386 | ||
| 374 | 735 | 118 | 902 | 577 | 2,706 | ||
| Tax consultancy services | 90 | 90 | |||||
| Other services | 42 | 12 | 54 | ||||
| 132 | 12 | I | 144 | ||||
| Total | 374 | 867 | 118 | 914 | 577 | 2,850 |
| 31 December 2012 | |||||||
|---|---|---|---|---|---|---|---|
| Thousands of Euros | Portugal | Spain | Brasil | United States of America |
Other | Total | |
| Audit and statutory audit of accounts | 177 | 634 | ୧୫ | 791 | 411 | 2,081 | |
| Other audit services | 40 | ટ્વ | 31 | 12 | 137 | ||
| 217 | 688 | ୧୫ | 822 | 423 | 2,218 | ||
| Tax consultancy services | - | 164 | 32 | 196 | |||
| Other services | 10 | 30 | 40 | 80 | |||
| 10 | 194 | 32 | 40 | 276 | |||
| Total | 227 | 882 | 68 | 854 | 463 | 2,494 |
The Subsidiary Companies consolidated under the full consolidated method, as at 31 December 2013 and 2012, are as follows:
| Head Office |
2013 | 2012 | ||||
|---|---|---|---|---|---|---|
| Company | Auditor | 0/0 of capital |
% of voting rights |
0/0 of capital |
0/0 of voting rights |
|
| Group's parent holding company and Related Activities: |
||||||
| EDP Renováveis, S.A. (Group's parent holding | ||||||
| company) | Oviedo | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| EDP Renováveis Servicios Financieros, S.L. | Oviedo | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Europe Geography / Platform: | ||||||
| Spain: | ||||||
| EDP Renewables Europe, S.L. (Europe | KPMG | 100.00% | 100.00% | |||
| Parent Company) | Oviedo | 98.19% | 100.00% 98.19% |
98.19% | 100.00% 98.19% |
|
| Acampo Arias,S.L. Aplicaciones Industriales de Energías |
Zaragoza | KPMG | ||||
| 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. | 48.70% | 60.63% | 48.70% | 60.63% |
| Bon Vent de Corbera, S.L. | Barcelona | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Bon Vent de L'Ebre, S.L. | Barcelona | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Bon Vent de Vilalba, S.L. | Barcelona | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Ceprastur, A.I.E. | Oviedo | n.a. | 56.76% | 56.76% | 56.76% | 56.76% |
| Compañía Eólica Campo de Borja, S.A. | Zaragoza | KPMG | 75.83% | 75.83% | 75.83% | 75.83% |
| Desarrollo Eólico Almarchal, S.A.U. | Cádiz | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Desarrollo Eólico Buenavista, S.A.U. | Cádiz | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Desarrollo Eólico de Corme, S.A. | La Coruña | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Desarrollo Eólico de Lugo, S.A.U. | Lugo | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Desarrollo Eólico de Tarifa, S.A.U. | Cádiz | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Desarrollo Eólico Dumbria, S.A.U. | La Coruña | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Desarrollo Eólico Rabosera, S.A. | Huesca | KPMG | 95.08% | 95.08% | 95.08% | 95.08% |
| Desarrollo Eólico Santa Quiteria, S.L. | Huesca | KPMG | 83.96% | 100.00% | 83.96% | 100.00% |
| Desarrollos Catalanes Del Viento, S.L. | Barcelona | KPMG | 60.00% | 60.00% | 60.00% | 60.00% |
| Desarrollos Eólicos de Galicia, S.A. | La Coruña | KPMG | 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% |
| EDP Renováveis Cantábria, S.L. | Madrid | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Energías Eólicas La Manchuela, S.L.U. | Madrid | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| EDPR España Promoción y Operación, | ||||||
| S.L.U. (former Eneroliva, S.A.) | Sevilla | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Eólica Alfoz, S.L. | Madrid | KPMG | 83.73% | 83.73% | 83.73% | 83.73% |
| Eólica Arlanzón, S.A. | Madrid | KPMG | 77.50% | 77.50% | 77.50% | 77.50% |
| Eólica Campollano, S.A. | Madrid | KPMG | 75.00% | 75.00% | 75.00% | 75.00% |
| Eólica Curiscao Pumar, S.A. | Madrid | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Eólica de Radona, S.L. | Madrid | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Eólica Don Quijote, S.L. | Albacete | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Eólica Dulcinea, S.L. | Albacete | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Eólica Fontesilva, S.L. | La Coruña | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Eólica Garcimuñoz, S.L. | Madrid | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Eólica Guadalteba, S.L. | Sevilla | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Eólica La Brújula, S.A. (former Sierra de la | ||||||
| Peña, S.A.) | Madrid | KPMG | 84.90% | 84.90% | 84.90% | 84.90% |
| Eólica La Janda, S.L. | Madrid | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Eólica La Navica, S.L. | Madrid | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Eólica Sierra de Avila, S.L. | Madrid | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| EDP Renovables España, S. L. | Madrid | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Iberia Aprovechamientos Eólicos, S.A.U. | Zaragoza | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Industrias Medioambientales Río Carrión, | ||||||
| S.A. | Madrid | n.a. | 90.00% | 90.00% | 90.00% | 90.00% |
| Investigación y Desarrollo de Energías | ||||||
| Renovables, S.L. | León | KPMG | 59.59% | 59.59% | 59.59% | 59.59% |
| Molino de Caragüeyes, S.L | Zaragoza | KPMG | 80.00% | 80.00% | 80.00% | 80.00% |
| Eólica Muxía, S.L. | La Coruña | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| NEO Energia Aragón, S.L. | Madrid | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Company | Head Office |
Auditor | 2015 | 2017 | ||
|---|---|---|---|---|---|---|
| 0/0 of capital |
% of voting rights |
0/0 of capital |
% of voting rights |
|||
| Parc Eòlic Coll de la Garganta, S.L. | Barcelona | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Parc Eòlic de Coll de Moro, S.L. | Barcelona | KPMG | 60.00% | 100.00% | 60.00% | 100.00% |
| Parc Eòlic de Torre Madrina, S.L. | Barcelona | KPMG | 60.00% | 100.00% | 60.00% | 100.00% |
| Parc Eòlic de Vilalba dels Arcs, S.L. | Barcelona | KPMG | 60.00% | 100.00% | 60.00% | 100.00% |
| Parc Eòlic Serra Voltorera, S.L. | Barcelona | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Parque Eólico Altos del Voltoya, S.A. Parque Eólico Belchite, S.L. |
Madrid | KPMG KPMG |
61.00% 100.00% |
61.00% 100.00% |
61.00% 100.00% |
61.00% 100.00% |
| Parque Eólico La Sotonera, S.L. | Zaragoza | KPMG | 64.84% | 64.84% | 64.84% | 64.84% |
| Parque Eólico Los Cantales, S.L.U. | Zaragoza Zaragoza |
KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Parques de Generación Eólica, S.L. | Burgos | KPMG | 60.00% | 60.00% | 60.00% | 60.00% |
| Parques Eólicos del Cantábrico, S.A. | Oviedo | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Rasacal Cogeneración S.A. | Madrid | n.a. | 60.00% | 60.00% | 60.00% | 60.00% |
| Renovables Castilla La Mancha, S.A. | Albacete | KPMG | 90.00% | 90.00% | 90.00% | 90.00% |
| Sotromal, S.A. | Soria | n.a. | 90.00% | 90.00% | 90.00% | 90.00% |
| South Africa Wind & Solar Power, S.L. | Oviedo | n/a | 100.00% | 100.00% | ||
| Tratamientos Medioambientales del Norte, | ||||||
| S.A. | Madrid | n.a. | 80.00% | 80.00% | 80.00% | 80.00% |
| Portugal: | ||||||
| EDP Renováveis Portugal, S.A. | Porto | KPMG | 51.00% | 51.00% | 100.00% | 100.00% |
| EDP Renewables, SGPS, S.A. | Porto | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| EDPR PT - Promoção e Operação, S.A. | Porto | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Arcos de | ||||||
| Eólica da Alagoa, S.A. | Valdevez | KPMG | 30.60% | 60.00% | 60.00% | 60.00% |
| Eólica da Serra das Alturas, S.A. | Boticas | KPMG | 25.55% | 50.10% | 50.10% | 50.10% |
| Vila Pouca de | ||||||
| Eólica de Montenegrelo, Lda | Aquiar | KPMG | 25.55% | 50.10% | 50.10% | 50.10% |
| Gravitangle - Fotovoltaica Unipessoal, Lda | Porto | KPMG | 100.00% | 100.00% | ||
| Malhadizes - Energia Eólica, S.A. | Porto | KPMG | 51.00% | 100.00% | 100.00% | 100.00% |
| France: | ||||||
| EDP Renewables France, S.A.S. | Paris | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| EDPR France Holding, S.A.S. | Paris | KPMG | 100.00% | 100.00% | ||
| Bourbriac II, S.A.S. | Paris | KPMG | 100.00% | 100.00% | ||
| C.E. Canet-Pont de Salars, S.A.S. | Paris | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| C.E. Gueltas Noyal-Pontivy, S.A.S. | Paris | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| C.E. NEO Truc L'homme, S.A.S. | Paris | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| C.E. Patay, S.A.S. | Paris | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| C.E. Saint Barnabe, S.A.S. | Paris | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| C.E. Segur, S.A.S. | Paris | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Eolienne de Callengeville, S.A.S. | Elbeuf | EXCO | 100.00% | 100.00% | 100.00% | 100.00% |
| Eolienne de Saugueuse, S.A.R.L. | Elbeuf | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Eolienne des Bocages, S.A.R.L. | Elbeuf | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Eolienne D'Etalondes, S.A.R.L. | Elbeuf | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Le Mee, S.A. R.L. | Toulouse | KPMG | 100.00% | 49.00% | 100.00% | 49.00% |
| Mardelle, S.A.R.L. | Toulouse | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Monts du Forez Energie, S.A.S. | Paris | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Parc Eolien D'Ardennes | Elbeuf | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Parc Eolien de La Hetroye, S.A.S. | Elbeuf | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Parc Eolien de Mancheville, S.A.R.L. | Elbeuf | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Parc Eolien de Montagne Fayel, S.A.S. | Paris | KPMG | 100.00% | 100.00% | ||
| Parc Eolien de Roman, S.A.R.L. | Elbeuf | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Parc Eolien de Varimpre, S.A.S. | Elbeuf | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Parc Eolien des Bocages, S.A.R.L. | Elbeuf | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Parc Eolien des Longs Champs, S.A.R.L. | Elbeuf | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Parc Eolien des Vatines, S.A.S. | Elbeuf | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Parc Eolien du Clos Bataille, S.A.S. | Elbeuf | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Petite Piece, S.A.R.L. | Toulouse | KPMG | 100.00% | 49.00% | 100.00% | 49.00% |
| Plouvien Breiz, S.A.S. | Carhaix | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Quinze Mines, S.A.R.L. | Toulouse | KPMG | 100.00% | 49.00% | 100.00% | 49.00% |
| Sauvageons, S.A.R.L. | Toulouse | KPMG | 100.00% | 49.00% | 100.00% | 49.00% |
| Vallée du Moulin, S.A.R.L. | Toulouse | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Poland: | ||||||
| EDP Renewables Polska, SP. ZO.O | Warsaw | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Elektrownia Wiatrowa Kresy I, SP. ZO.O | Warsaw | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Farma Wiatrowa Starozreby, SP. ZO.O. | Warsaw | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| J&Z Wind Farms SP. ZO.O. | Warsaw | KPMG | 60.00% | 60.00% | 60.00% | 60.00% |
| Karpacka Mala Energetyka, SP. ZO.O. | Warsaw | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Auditor | 2013 | 2012 | ||||
|---|---|---|---|---|---|---|
| Company | Head Office |
0/0 of capital |
% of voting rights |
0/0 of capital |
% of voting rights |
|
| Korsze Wind Farm SP. ZO.O. | Warsaw | KPMG | 100.00% | 100.00% | 100.00% | 100.00% 100.00% |
| Masovia Wind Farm I, SP. ZO.O | Warsaw | KPMG | 100.00% 100.00% |
100.00% 100.00% |
100.00% 100.00% |
100.00% |
| MFW Gryf SP. ZO.O. | Warsaw Warsaw |
n.a. n.a. |
100.00% | 100.00% | 100.00% | 100.00% |
| MFW Neptun SP. Z0.0. MFW Pomorze SP. ZO.O. |
Warsaw | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Molen Wind II, S.P. ZO.O. | Warsaw | n.a. | 65.07% | 65.07% | ||
| Relax Wind Park I, SP. ZO.O | Warsaw | KPMG | 100.00% | 100.00% | 96.43% | 96.43% |
| Relax Wind Park II, SP. ZO.O | Warsaw | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Relax Wind Park III, SP. ZO.O | Warsaw | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Relax Wind Park IV, SP. ZO.O | Warsaw | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Romania: | ||||||
| EDP Renewables Romania, S.R.L. | Bucharest | KPMG | 85.00% | 85.00% | 85.00% | 85.00% |
| Cernavoda Power, S.R.L. | Bucharest | KPMG | 85.00% | 85.00% | 85.00% | 85.00% |
| Cujmir Solar, S.R.L. | Bucharest | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| EDPR-RO-PV, S.R.L. | Bucharest | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Foton Delta, S.R.L. | Bucharest | KPMG | 100.00% | 100.00% 100.00% |
100.00% 100.00% |
100.00% 100.00% |
| Foton Epsilon, S.R.L. | Bucharest Bucharest |
KPMG KPMG |
100.00% 85.00% |
85.00% | 85.00% | 85.00% |
| Pestera Wind Farm, S.A. VS Wind Farm, S.A. |
Bucharest | KPMG | 85.00% | 85.00% | 85.00% | 85.00% |
| Potelu Solar, S.R.L. | Bucharest | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| S.C. Ialomita Power, S.R.L. | Bucharest | n.a. | 85.00% | 85.00% | 85.00% | 85.00% |
| Sibioara Wind Farm, S.R.L. | Bucharest | n.a. | 85.00% | 85.00% | 85.00% | 85.00% |
| Studina Solar, S.R.L. | Bucharest | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Vanju Mare Solar, S.R.L. | Bucharest | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Great Britain: | ||||||
| EDPR UK Limited | Cardiff | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| MacColl Offshore Windfarm Limited | Cardiff | n.a. | 66.64% | 100.00% | 66.64% | 100.00% |
| Moray Offshore Renewables Limited | Cardiff | KPMG | 66.64% | 66.64% | 66.64% | 66.64% |
| Stevenson Offshore Windfarm Limited | Cardiff | n.a. | 66.64% | 100.00% | 66.64% | 100.00% |
| Telford Offshore Windfarm Limited | Cardiff | n.a. | 66.64% | 100.00% | 66.64% | 100.00% |
| Italy: | ||||||
| EDP Renewables Italia, S.R.L. | Milano | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Castellaneta Wind, S.R.L. | Milano | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Laterza Wind, S.R.L. | Milano | n.a. | 100.00% | 100.00% | 100.00% 100.00% |
100.00% 100.00% |
| Monts de la Madeleine Energie, S.A.S. | Paris | KPMG KPMG |
100.00% 100.00% |
100.00% 100.00% |
100.00% | 100.00% |
| Pietragalla Eolico, S.R.L. Re Plus - S.R.L. |
Milano Milano |
n.a. | 80.00% | 80.00% | 80.00% | 80.00% |
| Repano Wind S.R.L. | Milano | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Villa Castelli Wind, S.R.L. | Milano | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Belgium: | ||||||
| EDP Renewables Belgium | Brussels | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Louvain-la- | ||||||
| Greenwind, S.A. | Neuve | KPMG | 100.00% | 100.00% | 70.00% | 70.00% |
| Holland: | ||||||
| Tarcan, BV | Amsterdam | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| North America Geography / Platform: USA: EDP Renewables North America, L.L.C. |
||||||
| (USA Parent Company) | Texas, USA | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| 17th Star Wind Farm, L.L.C. | Ohio | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| 2007 Vento I, L.L.C. | Texas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| 2007 Vento II, L.L.C. | Texas | KPMG | 51.00% | 100.00% | 51.00% | 100.00% |
| 2008 Vento III, L.L.C. | Texas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| 2009 Vento IV, L.L.C. | Texas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| 2009 Vento V, L.L.C. | Texas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| 2009 Vento VI, L.L.C. | Texas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| 2010 Vento VII, L.L.C. | Texas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| 2010 Vento VIII, L.L.C. | Texas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| 2011 Vento IX, L.L.C. | Texas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| 2011 Vento X, L.L.C. | Texas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| 2012 Vento XI, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% 100.00% |
100.00% 100.00% |
| Alabama Ledge Wind Farm, L.L.C. | New York | n.a. | 100.00% 100.00% |
100.00% 100.00% |
100.00% | 100.00% |
| Antelope Ridge Wind Power Project, L.L.C. Arbuckle Mountain, I J .C. |
Oregon Oklahoma |
n.a. n.a. |
100.00% | 100.00% |
| 4013 | GULL | |||||
|---|---|---|---|---|---|---|
| Company | Head Office |
Auditor | 0/0 of capital |
% of voting rights |
0/0 of capital |
% of voting rights |
| Aroostook Wind Energy, L.L.C. | Maine | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Ashford Wind Farm, L.L.C. | New York | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Athena-Weston Wind Power Project II, L.L.C. | Oregon | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Athena-Weston Wind Power Project, L.L.C. | Oregon | n.a. | 100.00% | 100.00% | 100.00% 100.00% |
100.00% 100.00% |
| AZ Solar, L.L.C. BC2 Maple Ridge Holdings, L.L.C. |
Arizona Texas |
n.a. n.a. |
100.00% 100.00% |
100.00% 100.00% |
100.00% | 100.00% |
| BC2 Maple Ridge Wind, L.L.C. | Texas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Black Prairie Wind Farm II, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Black Prairie Wind Farm III, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Black Prairie Wind Farm, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Blackstone Wind Farm II, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Blackstone Wind Farm III, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Blackstone Wind Farm IV, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Blackstone Wind Farm V, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Blackstone Wind Farm, L.L.C. | Illionois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Blue Canyon Wind Power VII, L.L.C. | Oklahoma | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Blue Canyon Windpower II, L.L.C. | Oklahoma | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Blue Canyon Windpower III, L.L.C. | Oklahoma | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Blue Canyon Windpower IV, L.L.C. | Oklahoma | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Blue Canyon Windpower V, L.L.C. | Oklahoma | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Blue Canyon Windpower VI, L.L.C. | Oklahoma | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Broadlands Wind Farm II, L.L.C. | Illionois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Broadlands Wind Farm III, L.L.C. | Illionois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Broadlands Wind Farm, L.L.C. | Illionois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Buffalo Bluff Wind Farm, L.L.C. | Wyoming | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Chateaugay River Wind Farm, L.L.C. | New York | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Clinton County Wind Farm, L.L.C. | New York | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Cloud County Wind Farm, L.L.C. | Kansas | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Cloud West Wind Project, L.L.C. | Kansas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Coos Curry Wind Power Project, L.L.C. | Oregon | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Cropsey Ridge Wind Farm, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Crossing Trails Wind, Power Project, L.L.C. | Colorado Texas |
n.a. | 100.00% 100.00% |
100.00% 100.00% |
100.00% 100.00% |
100.00% 100.00% |
| Dairy Hills Wind Farm, L.L.C. Diamond Power Partners, L.L.C. |
Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| East Klickitat Wind Power Project, L.L.C. | n.a. n.a. |
100.00% | 100.00% | 100.00% | 100.00% | |
| Eastern Nebraska Wind Farm, L.L.C. | Washington Nebraska |
n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| EDPR Wind Ventures X, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| EDPR Wind Ventures XI, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Five-Spot, L.L.C. | California | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Ford Wind Farm, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Franklin Wind Farm, L.L.C. | New York | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Green Power Offsets, L.L.C. | Texas | n.a. | 100.00% | 100.00% | ||
| Gulf Coast Windpower Management | ||||||
| Company, L.L.C. | Indiana | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Headwaters Wind Farm, L.L.C. | Indiana | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Hidalgo Wind Farm, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| High Prairie Wind Farm II, L.L.C. | Minnesota | KPMG | 51.00% | 100.00% | 51.00% | 100.00% |
| High Trail Wind Farm, L.L.C. | Illionois | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Chocolate Bayou I, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Midwest IX, L.L.C. | Kansas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Northwest I, L.L.C. | Washington | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Northwest IV, L.L.C. | Oregon | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Northwest VII, L.L.C. | Washington | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Northwest X, L.L.C. | Oregon | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Northwest XI, L.L.C. | Oregon | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Panhandle I, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Southwest I, L.L.C. | New Mexico | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Southwest II, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Southwest III, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Southwest IV, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Energy Valley I, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind MREC Iowa Partners, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Ventures I, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Ventures IB, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Ventures IC, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Ventures II, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| 4019 | LULG | |||||
|---|---|---|---|---|---|---|
| Company | Head Office |
Auditor | 0/0 of capital |
% of voting rights |
0/0 of capital |
% of voting rights |
| Horizon Wind Ventures III, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Ventures IX, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% 100.00% |
100.00% 100.00% |
| Horizon Wind Ventures VI, L.L.C. | Texas | n.a. | 100.00% 100.00% |
100.00% 100.00% |
100.00% | 100.00% |
| Horizon Wind Ventures VII, L.L.C. | Texas Texas |
n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wind Ventures VIII, L.L.C. Horizon Wind, Freeport Windpower I, L.L.C. |
Texas | n.a. n.a. |
100.00% | 100.00% | 100.00% | 100.00% |
| Horizon Wyoming Transmission, L.L.C. | Wyoming | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Jericho Rise Wind Farm, L.L.C. | New York | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Juniper Wind Power Partners, L.L.C. | Oregon | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Lexington Chenoa Wind Farm II, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Lexington Chenoa Wind Farm III, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Lexington Chenoa Wind Farm, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Lone Valley Sollar Park I, L.L.C. | California | n.a. | 100.00% | 100.00% | ||
| Lone Valley Sollar Park II, L.L.C. | California | n.a. | 100.00% | 100.00% | ||
| Lost Lakes Wind Farm, L.L.C. | Iowa | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Machias Wind Farm, L.L.C. | New York | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Madison Windpower, L.L.C. | New York | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Marble River, L.L.C. | New York | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Martinsdale Wind Farm, L.L.C. | Colorado | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Meadow Lake Wind Farm II, L.L.C. | Indiana | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Meadow Lake Wind Farm IV, L.L.C. | Indiana | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Meadow Lake Wind Farm V, L.L.C. | Indiana | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Meadow Lake Wind Farm, L.L.C. | Indiana | n.a. | 100.00% | 100.00% | 100.00% | 100.00% 100.00% |
| Meadow Lake Windfarm III, L.L.C. | Indiana | n.a. | 100.00% | 100.00% 100.00% |
100.00% 100.00% |
100.00% |
| Mesquite Wind, L.L.C. | Texas Illinois |
KPMG n.a. |
100.00% 100.00% |
100.00% | 100.00% | 100.00% |
| New Trail Wind Farm, L.L.C. | New York | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| North Slope Wind Farm, L.L.C. Number Nine Wind Farm, L.L.C. |
Maine | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Old Trail Wind Farm, L.L.C. | Illinois | KPMG | 51.00% | 100.00% | 51.00% | 100.00% |
| OPQ Property, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Pacific Southwest Wind Farm, L.L.C. | Arizona | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Paulding Wind Farm II, L.L.C. | Ohio | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Paulding Wind Farm III, L.L.C. | Ohio | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Paulding Wind Farm IV, L.L.C. | Ohio | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Paulding Wind Farm, L.L.C. | Ohio | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Peterson Power Partners, L.L.C. | California | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Pioneer Prairie Interconnection, L.L.C. | Iowa | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Pioneer Prairie Wind Farm I, L.L.C. | Iowa | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Pioneer Prairie Wind Farm II, L.L.C. | Iowa | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Post Oak Wind, L.L.C. | Texas | KPMG | 51.00% | 100.00% | 51.00% | 100.00% |
| Quilt Block Wind Farm, L.L.C. | Wisconsin | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Rail Splitter, L.L.C. | Illinois | KPMG | 100.00% | 100.00% | 100.00% | 100.00% |
| Rio Blanco Wind Farm, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Rising Tree Wind Farm II, L.L.C. | California | n.a. | 100.00% | 100.00% | ||
| Rising Tree Wind Farm III, L.L.C. | California | n.a. | 100.00% | 100.00% | 100.00% | |
| Rising Tree Wind Farm, L.L.C. | California | n.a. | 100.00% 100.00% |
100.00% 100.00% |
100.00% 100.00% |
100.00% |
| Rush County Wind Farm, L.L.C | Kansas | n.a. | 100.00% | 100.00% | 100.00% | |
| Saddleback Wind Power Project, L.L.C. | Washington | n.a. KPMG |
100.00% 100.00% |
100.00% | 100.00% | 100.00% |
| Sagebrush Power Partners, L.L.C. Sardinia Windpower, L.L.C. |
Washington New York |
n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Signal Hill Wind Power Project, L.L.C. | Colorado | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Simpson Ridge Wind Farm II, L.L.C. | Wyoming | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Simpson Ridge Wind Farm III, L.L.C. | Wyoming | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Simpson Ridge Wind Farm IV, L.L.C. | Wyoming | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Simpson Ridge Wind Farm V, L.L.C. | Wyoming | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Simpson Ridge Wind Farm, L.L.C. | Wyoming | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Stinson Mills Wind Farm, L.L.C. | Colorado | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Stone Wind Power, L.L.C. | New York | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Sustaining Power Solutions, L.L.C. | Texas | n.a. | 100.00% | 100.00% | ||
| Telocaset Wind Power Partners, L.L.C. | Oregon | KPMG | 51.00% | 51.00% | 51.00% | 51.00% |
| The Nook Wind Power Project, L.L.C. | Oregon | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Tug Hill Windpower, L.L.C. | New York | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Tumbleweed Wind Power Project, L.L.C. | Colorado | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Turtle Creek Wind Farm, L.L.C. | Iowa | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Verde Wind Power, L.L.C. | Texas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| Waverly Wind Farm, L.L.C. | Kansas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% |
| 2013 | 2012 | ||||||
|---|---|---|---|---|---|---|---|
| % of | % of | ||||||
| Head | 0/0 | voting | 0/0 | voting | |||
| Company | Office | Auditor | of capital | rights | of capital | rights | |
| Western Trail Wind Project I, L.L.C. | Kansas | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| Wheatfield Holding, L.L.C. | Oregon | KPMG | 51.00% | 51.00% | |||
| Wheatfield Wind Power Project, L.L.C. | Oregon | KPMG | 100.00% | 100.00% | 100.00% | 100.00% | |
| Whiskey Ridge Power Partners, L.L.C. | Washington | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| Whistling Wind WI Energy Center, L.L.C. | Wisconsin | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| Whitestone Wind Purchasing, L.L.C. | Illinois | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| Wilson Creek Power Partners, L.L.C. | Nevada | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| Wind Turbine Prometheus, L.P. | California | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| WTP Management Company, L.L.C. | California | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| Canada: | |||||||
| EDP Renewables Canada, Ltd | Ontario | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| 0867242 BC, Ltd. | Ontario | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| EDP Renewables Canada GP, Ltd. | Ontario | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| EDP Renewables Canada LP, Ltd. | Ontario | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| Eolia Renewable Energy Canada, Ltd. | Ontario | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| SBWFI GP, Inc. | Ontario | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| South Branch Wind Farm, Inc. | Ontario | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| South Dundas Wind Farm LP | Ontario | n.a. | 100.00% | 100.00% | 100.00% | 100.00% | |
| South America Geography / Platform: | |||||||
| Brazil: | |||||||
| EDP Renováveis Brasil, S.A. | São Paulo | KPMG | 55.00% | 55.00% | 55.00% | 55.00% | |
| Central Eólica Aventura, S.A. | São Paulo | KPMG | 55.00% | 100.00% | 55.00% | 100.00% | |
| Central Eólica Baixa do Feijão I, S.A. | São Paulo | KPMG | 55.00% | 100.00% | 55.00% | 100.00% | |
| Central Eólica Baixa do Feijão II, S.A. | São Paulo | KPMG | 55.00% | 100.00% | 55.00% | 100.00% | |
| Central Eólica Baixa do Feijão III, S.A. | São Paulo | KPMG | 55.00% | 100.00% | 55.00% | 100.00% | |
| Central Eólica Baixa do Feijão IV, S.A. | São Paulo | KPMG | 55.00% | 100.00% | 55.00% | 100.00% | |
| Santa | |||||||
| Central Nacional de Energia Eólica, S.A. | Catarina | KPMG | 55.00% | 100.00% | 55.00% | 100.00% | |
| Rio Grande | |||||||
| Elebrás Projectos, Ltda | do Sul | KPMG | 55.00% | 100.00% | 55.00% | 100.00% | |
| South Africa Geography / Platform: | |||||||
| South Africa: | |||||||
| EDP Renewables South Africa, Proprietary, | |||||||
| Ltd | Cape Town | Mazars Inc. | 100.00% | 100.00% | |||
| Dejann Trading and Investments | |||||||
| Proprietary, Ltd | Cape Town | Mazars Inc. | 100.00% | 100.00% | |||
| Jouren Trading and Investments Pty, Ltd | Cape Town | Mazars Inc. | 100.00% | 100.00% | |||
The main financial indicators of the jointly controlled in the consolidation under the proportionate consolidation method as at 31 December 2013, are as follows: % of
| Company | Share Capital |
Head Office | Auditor | 0/0 of capital |
voting rights |
|---|---|---|---|---|---|
| Compañía Eólica Aragonesa, S.A. | £6,701,165 | Zaragosa | Deloitte | 50.00% | 50.00% |
| Desarrollos Energeticos Canarios S.A. | £15.025 | Las Palmas | n.a. | 49.90% | 49.90% |
| Hispa- | |||||
| Evolución 2000, S.L. | £117,994 | Albacete | control | 49.15% | 49.15% |
| Flat Rock Windpower, L.L.C. | \$522,818,885 | New York | E&Y | 50.00% | 50.00% |
| Flat Rock Windpower II, L.L.C. | \$207,447,187 | New York | E&Y | 50.00% | 50.00% |
| Tebar | £4,720,400 | Cuenca | Abante | 50.00% | 50.00% |
| Company | Non Current Current Assets Euro'000 |
Assets Euro'000 |
Non Current Liabilities Euro'000 |
Current Liabilities Euro'000 |
Total Equity Euro'000 |
Total Incomes Euro'000 |
Total Costs Euro'000 |
Net Results Euro'000 |
|---|---|---|---|---|---|---|---|---|
| Compañía Eólica | ||||||||
| Aragonesa, S.A. | 41,520 | 6,364 | 4,237 | 4,930 | 38,717 | 15,848 | -10,473 | 5,375 |
| Desarrollos Energeticos | ||||||||
| Canarios S.A. | ||||||||
| Evolución 2000, S.L. | 21,105 | 3,070 | 15,616 | 2.087 | 6,472 | 5,874 | -3,784 | 2,090 |
| Flat Rock Windpower, | ||||||||
| L.L.C. | 133,811 | 3,244 | 1,318 | 71 | 135,666 | 12,327 | -13,536 | -1,209 |
| Flat Rock Windpower II, | ||||||||
| L.L.C. | 53,806 | 733 | 508 | 48 | 53,983 | 2,970 | -4,845 | -1,875 |
| Tebar Eólica, S.A. | 11,976 | 2,487 | 8,358 | 2,291 | 3,814 | 4,299 | -3,679 | 620 |
The main financial indicators of the jointly controlled in the consolidation under the proportionate consolidation method as at 31 December 2012, are as follows: % of
| Company | Share Capital |
Head Office | Auditor | 0/0 of capital |
70 ปี 2 voting rights |
|---|---|---|---|---|---|
| Compañía Eólica Aragonesa, S.A. | £6,701,165 | Zaragosa | Deloitte | 50.00% | 50.00% |
| Desarrollos Energeticos Canarios S.A. | £15,025 | Las Palmas | n.a. | 49.90% | 49.90% |
| Hispa- | |||||
| Evolución 2000, S.L. | £117.994 | Albacete | control | 49.15% | 49.15% |
| Flat Rock Windpower, L.L.C. | \$522,818,885 | New York | E&Y | 50.00% | 50.00% |
| Flat Rock Windpower II, L.L.C. | \$207,447,187 | New York | E&Y | 50.00% | 50.00% |
| Tebar Eólica, S.A. | £4,720,400 | Cuenca | Abante | 50.00% | 50.00% |
| Non Current Current | Assets | Non Current Liabilities |
Current Liabilities |
Tota Equity |
Total Incomes |
Total Costs Euro'000 |
Net Results Euro'000 |
|
|---|---|---|---|---|---|---|---|---|
| Company | Euro'000 | Euro'000 | Euro'000 | Euro'000 | Euro'000 | Euro'000 | ||
| Compañia Eólica | ||||||||
| Aragonesa, S.A. | 43,999 | 9,885 | 11,605 | 6,815 | 35,464 | 17,995 | -10,119 | 7,876 |
| Desarrollos Energeticos | ||||||||
| Canarios S.A. | ব | d | -5 | |||||
| Evolución 2000, S.L. | 22,304 | 3,230 | 17,489 | 1.934 | 6,111 | 5,568 | -3,570 | 1,998 |
| Flat Rock Windpower, | ||||||||
| L.L.C. | 147,901 | 2,304 | 1,308 | 130 | 148,767 | 11,170 | -14,062 | -2,892 |
| Flat Rock Windpower II, | ||||||||
| L.L.C. | 59,348 | 568 | 504 | 34 | 59,378 | 2,388 | -4,966 | -2,578 |
| Tebar Eólica, S.A. | 12,872 | 6,349 | 11,141 | 2,498 | 5,582 | 4,398 | -3,482 | 916 |
The Associated Companies included in the consolidation under the equity method as at 31 December 2013, are as follows:
| Share Capital |
Head Office | Auditor | 0/0 of capital |
% of voting rights |
|---|---|---|---|---|
| 3,869,020 £ | Barcelona | n.a. | 18.97% | 38.96% |
| 454,896 £ | Huesca | PWC | 30.00% | 30.00% |
| \$47,835,419 | Oklahoma | n.a. | 25.00% | 25.00% |
| 300,000 £ | Burgos | n.a. | 30.00% | 30.00% |
| 3,191,580 £ | Gran Canaria | KPMG | 44.75% | 44.75% |
| 25,247,525 £ | Lisboa | Mazars | 35.96% | 35.96% |
| 40,000 £ | Bois Guillaume | E& Y | 50.00% | 50.00% |
| 40,000 £ | Nantes | E&Y | 50.00% | 50.00% |
| Cape Town | n.a. | 42.50% | 42.50% | |
| 120,400 £ | Asturias | KPMG | 29.90% | 29.90% |
| 7,194,021 £ | Soria | n.a. | 42.00% | 42.00% |
| £1 | Edimburg | Deloitte | 49.00% | 49.00% |
| 80,000 £ | Ciudad Real | KPMG | 25.00% | 25.00% |
| Total | Net Profit | ||||
|---|---|---|---|---|---|
| Company | Assets | Liabilities | Equity | Income | / (Loss) |
| Aprofitament D'Energies Renovables de L'Ebre, | 28,785 | 25,802 | 2,983 | 395 | -65 |
| Biomasas del Pirineo, S.A. | 238 | 238 | |||
| Blue Canyon Wind Power I, L.L.C. | 31,721 | 1,952 | 29,769 | 4,362 | -1,209 |
| Cultivos Energéticos de Castilla, S.A. | 137 | -115 | 252 | ||
| Desarollos Eolicos de Canárias, S.A. | 6.441 | 1,241 | 5,200 | 3,413 | 1,150 |
| ENEOP - Eolicas de Portugal, S.A. | 1,467,365 | 1,392,627 | 74,739 | 194,859 | 37,220 |
| Les Eoliennes en Mer de Dieppe - Le Tréport, | 40 | 40 | 40 | ||
| Les Eoliennes en Mer de Vendée, SAS | 40 | 40 | 40 | ||
| Modderfontein Wind Energy Project, Ltd. | |||||
| Parque Eólico Belmonte, S.A. | 27,812 | 23,565 | 4,247 | 5,221 | 1,334 |
| Parque Eólico Sierra del Madero, S.A. | 63,626 | 42,107 | 21,519 | 14,147 | 4,749 |
| SeaEnergy Renewables Inch Cape Limited | 20,811 | 22,664 | -1,854 | 260 | -731 |
| Solar Siglo XXI, S.A. | 62 | 62 |
The Associated Companies included in the consolidation under the equity method as at 31 December 2012, are as follows:
| Company | Share Capital |
Head Office | Auditor | 0/0 of capital |
% of voting rights |
|---|---|---|---|---|---|
| Aprofitament D'Energies Renovables de L'Ebre, | |||||
| S.A. | £3,869,020 | Barcelona | n.a. | 18.97% | 38.96% |
| Biomasas del Pirineo, S.A. | £454,896 | Huesca | PWC | 30.00% | 30.00% |
| Blue Canyon Wind Power I, L.L.C. | \$50,417,419 | Oklahoma | n.a. | 25.00% | 25.00% |
| Cultivos Energéticos de Castilla, S.A. | £300,000 | Burgos | n.a. | 30.00% | 30.00% |
| Desarollos | £4,291,140 | Gran Canaria | KPMG | 44.75% | 44.75% |
| ENEOP - Eolicas de Portugal, S.A. | £25,247,525 | Lisboa | Mazars | 35.96% | 35.96% |
| Parque Eólico Belmonte, S.A. | £120,400 | Asturias | KPMG | 29.90% | 29.90% |
| Parque Eólico Sierra del Madero, S.A. | £7,194,021 | Soria | n.a. | 42.00% | 42.00% |
| SeaEnergy Renewables Inch Cape Limited | £1 | Edimburg | Deloitte | 49.00% | 49.00% |
| Solar Siglo XXI, S.A. | £80,000 | Ciudad Real | KPMG | 25.00% | 25.00% |
| Total | Net Profit | ||||
|---|---|---|---|---|---|
| Company | Assets | Liabilities | Equity | Income | / (Loss) |
| Aprofitament D'Energies Renovables de L'Ebre, | 28.135 | 25,087 | 3,048 | 130 | -103 |
| Biomasas del Pirineo, S.A. | 238 | 238 | |||
| Blue Canyon Wind Power I, L.L.C. | 35,927 | 1,597 | 34,330 | 5,112 | -912 |
| Cultivos Energéticos de Castilla, S.A. | 137 | -115 | 252 | ||
| Desarollos Eolicos de Canarias, S.A. | 8,412 | 692 | 7,720 | 4,248 | 2,123 |
| ENEOP - Eolicas de Portugal, S.A. | 1.318.686 | 1,288,975 | 29,711 | 1,190 | 11,315 |
| Parque Eólico Belmonte, S.A. | 30,045 | 26,092 | 3,953 | 2,949 | 1,195 |
| Parque Eólico Sierra del Madero, S.A. | 60,235 | 43,466 | 16,770 | 12,332 | 4,770 |
| SeaEnergy Renewables Inch Cape Limited | 12,263 | 13,187 | -924 | -880 | |
| Solar Siglo XXI, S.A. | 62 | 62 |
ANNEX 2
| NORTH | SEGMENTS | |||
|---|---|---|---|---|
| Thousands of Euros | EUROPE | AMERICA | BRAZIL | TOTAL |
| Revenues | 844,494 | 362,916 | 24,290 | 1,231,700 |
| Income from institutional partnerships in US wind farms | 125,101 | 125,101 | ||
| 844,494 | 488,017 | 24,290 | 1,356,801 | |
| Other operating income | 12,187 | 29,863 | 42,050 | |
| Supplies and services | -141,943 | -111,772 | -7,829 | -261,544 |
| Personnel costs and Employee benefits expenses | -25,537 | -28,858 | -1,142 | -55,537 |
| Other operating expenses | -80,433 | -39,649 | -869 | -120,951 |
| -235,726 | -150,416 | -9,840 | -395,982 | |
| Gross operating profit | 608,768 | 337,601 | 14,450 | 960,819 |
| Provisions | -97 | -1,167 | -25 | -1,289 |
| Depreciation and amortisation expense | -251,191 | -227,901 | -6,417 | -485,509 |
| Amortisation of deferred income / Government grants | 1,096 | 17,376 | 18,472 | |
| Operating profit | 358,576 | 125,909 | 8,008 | 492,493 |
| Share of profit of associates | 28,401 | 28,401 | ||
| Assets | 6,340,043 | 5,390,932 | 142,438 | 11,873,413 |
| Liabilities | 355,048 | 2,115,669 | 2,525 | 2,473,242 |
| Operating Investment | 387,259 | 121,867 | 24,902 | 534,028 |
Note: The Segment "Europe" in the anount of 467,613 thusands of Euros from Spanish companis, of which 4,330 thousands of Euros generated outside of
Spair; i) assets from spar
| Thousands of Euros | |
|---|---|
| Revenues of the Reported Segments | 1,231,700 |
| Revenues of Other Segments | 12,418 |
| Elimination of intra-segment transactions | (13,155) |
| Revenues of the EDPR Group | 1,244,118 |
| Gross operating profit of the Reported Segments | 960,819 |
| Gross operating profit of Other Segments | (13,694) |
| Elimination of intra-segment transactions | 2 |
| Gross operating profit of the EDPR Group | 947,125 |
| Operating profit of the Reported Segments | 492,493 |
| Operating profit of Other Segments | (14,906) |
| Elimination of intra-segment transactions | (4,436) |
| Operating profit of the EDPR Group | 477,587 |
| Assets of the Reported Segments | 11,873,413 |
| Not Allocated Assets | 2,094,526 |
| Financial Assets | 545,082 |
| Tax assets | 191,779 |
| Debtors and other assets | 1,357,665 |
| Assets of Other Segments | 9,845,345 |
| Elimination of intra-segment transactions | (10,701,566) |
| Assets of the EDPR Group | 13,111,718 |
| Liabilities of the Reported Segments | 2,473,242 |
| Not Allocated Liabilities | 5,180,276 |
| Financial Liabilities | 874,011 |
| Tax liabilities | 438,830 |
| Payables and other liablities | 3,867,435 |
| Liabilities of Other Segments | 4,177,846 |
| Elimination of intra-segment transactions | (4,809,142) |
| Liabilities of the EDPR Group | 7,022,222 |
| Operating Investment of the Reported Segments | 534,028 |
| Operating Investment of Other Segments | 2,437 |
| Operating Investment of the EDPR Group | 536,465 |
| Total of the Reported Segments |
Other Segments |
Elin nation of intra- segment transactions |
Total of the EDPR Group |
|
|---|---|---|---|---|
| Other operating income | 42,050 | 81 | (405) | 41,726 |
| Supplies and services | (261,544) | (14,737 | 13,486 | (262,795) |
| Personnel costs and Employee benefits expenses | (55,537) | (11,017 | (66,554) | |
| Other operating expenses | (120,951) | (439) | 76 | (121,314) |
| Provisions | (1,289) | (1,290) | ||
| Depreciation and amortisation expense | (485,509) | (1,212) | (4,437) | (491,158) |
| Amortisation of deferred income / Government grants | 18,472 | 18,472 | ||
| Share of profit of associates | 28,401 | (33) | (12,459) | 15,909 |
| Thousands of Euros | EUROPE | NORTH AMERICA |
BRAZIL | SEGMENTS TOTAL |
|---|---|---|---|---|
| Revenues | 777,538 | 355,504 | 24,754 | 1,157,796 |
| Income from institutional partnerships in US wind farms | 127,350 | 127,350 | ||
| 777,538 | 482,854 | 24,754 | 1,285,146 | |
| Other operating income | 46,540 | 19,439 | 65,979 | |
| Supplies and services | -125,096 | -116,317 | -6,177 | -247,590 |
| Personnel costs and Employee benefits expenses | -24,542 | -29,260 | -1,217 | -55,019 |
| Other operating expenses | -41,002 | -41,290 | -804 | -83,096 |
| -144,100 | -167,428 | -8,198 | -319,726 | |
| Gross operating profit | 633,438 | 315,427 | 16,556 | 965,421 |
| Provisions | 3 | 3 | ||
| Depreciation and amortisation expense | -260,140 | -233,564 | -6,323 | -500,027 |
| Amortisation of deferred income / Government grants | 1,119 | 14,112 | 15,231 | |
| Operating profit | 374,420 | 95,975 | 10,233 | 480,628 |
| Share of profit of associates | 6,833 | 6,833 | ||
| Assets | 6,193,866 | 5,655,698 | 153,362 | 12,002,926 |
| Liabilities | 474,592 | 2,334,745 | 3,376 | 2,812,713 |
| Operating Investment | 423,328 | 171,176 | 9,149 | 603,653 |
Note: The Segment "Europe" in the anount of 434,424 thousands of Euros from Spanish companies, of which 38,165 thousands of Euros generated outside of
Spain; i) assets fro
| Thousands of Euros | ||
|---|---|---|
| Revenues of the Reported Segments | 1,157,796 | |
| Revenues of Other Segments | (107) | |
| Elimination of intra-segment transactions | 107 | |
| Revenues of the EDPR Group | 1,157,796 | |
| Gross operating profit of the Reported Segments | 965,421 | |
| Gross operating profit of Other Segments | (28,050) | |
| Elimination of intra-segment transactions | 210 | |
| Gross operating profit of the EDPR Group | 937,581 | |
| Operating profit of the Reported Segments | 480,628 | |
| Operating profit of Other Segments | (29,167) | |
| Elimination of intra-segment transactions | (1,355) | |
| Operating profit of the EDPR Group | 450,106 | |
| Assets of the Reported Segments | 12,002,926 | |
| Not Allocated Assets | 1,121,956 | |
| Financial Assets | 349,094 | |
| Tax assets | 127,195 | |
| Debtors and other assets | 645,667 | |
| Assets of Other Segments | 8,593,954 | |
| Elimination of intra-segment transactions | (8,416,863) | |
| Assets of the EDPR Group | 13,301,973 | |
| Liabilities of the Reported Segments | 2,812,713 | |
| Not Allocated Liabilities | 6,369,141 | |
| Financial Liabilities | 917,112 | |
| Tax liabilities | 394,108 | |
| Payables and other liablities | 5,057,921 | |
| Liabilities of Other Segments | 3,383,580 | |
| Elimination of intra-segment transactions | (5,012,288) | |
| Liabilities of the EDPR Group | 7,553,146 | |
| Operating Investment of the Reported Segments | 603,653 | |
| Operating Investment of Other Segments | 2,831 | |
| Operating Investment of the EDPR Group | 606.484 |
| Total of the Reported Segments |
Other Segments |
Elimination of intra- segment transactions |
Total of the EDPR Group |
|
|---|---|---|---|---|
| Other operating income | 65,979 | 140 | (3,003) | 63,116 |
| Supplies and services | (247,590) | (16,883) | 2,663 | (261,810) |
| Personnel costs and Employee benefits expenses | (55,019) | (8,247 | 607 | (62,659) |
| Other operating expenses | (83,096) | (2,952) | (164) | (86,212) |
| Provisions | ||||
| Depreciation and amortisation expense | (500,027) | (1,118) | (1,564) | (502,709) |
| Amortisation of deferred income / Government grants | 15,231 | 15,231 | ||
| Share of profit of associates | 6,833 | 6,833 |


2013 was a year marked with numerous challenges for EDP Renováveis. However, our vision remains intact and our ability to achieve our targets, yet again, is a testament to the strength and focus of our team. Strategic initiatives implemented in 2012 were successfully executed in 2013 and will serve as the foundation of our growth moving forward. Regulatory changes in Spain changed the investment landscape in one of our core markets and due to the extension of the PTCs, the US placed itself as the growth pillar of EDPR for the upcoming years. The development of the renewable energy sector into a mature sector is unstoppable, becoming increasingly cost-competitive, and we believe we are well positioned to capture value and deliver it to our shareholders.
Marking the five year anniversary of becoming a publicly traded company, 2013 was a year of record performance. Our renewable energy portfolio reached 8.5 GW, produced 19.9 TWh of clean energy, delivered leading operational and financial metrics and all while maintaining the highest levels of sustainability principles.
EDPR shares the DNA of the EDP group, in what regards maintaining a low risk profile as a core priority. Our low risk profile was key to implement a successful self-funding business model - reducing exposure to the volatility of financial markets - which is based on the asset rotation program. Yielding EDPR 620 million euros of value crystallization through several transactions, the program success was determinant, CTG has also been instrumental in this success by recognizing the high quality of our assets and generating interest from our other partners. During the year, EDPR successfully closed its first transaction with CTG and signed a memorandum of understanding (MoU) for an investment in our ENEOP projects. This agreement provided further evidence of the successful implementation of the Strategic Partnership.
The wind energy sector is becoming increasingly competitive. Alongside with increased competitiveness, renewables have clear benefits in terms of reducing carbon emissions, creating local jobs, and securing national energy demands. Clearly there is a paradigm shift and in regions with solid renewable resources, wind is already the most competitive technology representing a significant portion mix. For example, in the UK, the entrance price for new nuclear power stations can be 20%-30% above the cost for onshore wind. Also, the outcome of the energy auctions in Brazil showcased the strength of wind as it competed with conventional technologies and secured the bulk of the new long-term contracts. Towards the end of 2013, a record number of wind power MW were under construction in the United States and renewables was the overall leader for new installations in Europe. All this facts are testimonial to the significance of renewable energy, its increased competitiveness and sustainability. Now it is time to debate at a European level the importance of adopting a new Market Design, one that properly answers to the current challenges of the whole electric sector, where the cost of capital is a key factor of competitiveness and where fixed costs are increasingly dominant, as is the case with renewables.
As the sector continues to change and mature, it's important for us to maintain a flexible strategy. Given the inherent quality of our assets EDPR signed over 1,200 MW of long term power purchase agreements in the United States, providing visibility of our growth three years in advance. Because of its diversified portfolio, EDPR additionally secured long-term agreements in Italy and Brazil, an exceptional achievement in our growth markets. But we cannot afford to be careless and must maintain a prudent approach to the business. Inspired by our vision and confident of the long-term value of investing in renewables we continue to explore new markets and new technologies. On the solar side, 2013 was the first year of production of our newly installed plants and we will continue to search for opportunities and capture their costs continue to decline. In offshore wind, we partnered with GDF Suez and presented ourselves to the French Offshore Round II licenses program. The offshore market showed considerable growth in Europe during the year and looks to be an increasing source of growth in the long-term.
The Company's policy of investing in a diverse portfolio aims to generate consistent returns over the long term. We are pleased with our consistent performance despite the poor economic environment since 2008. We therefore view the next year with a mixture of caution and optimism as we continue to believe that good quality assets in which we invest can prosper even in the current tough environment.
The company continues to execute its strategy to develop and operate a worldwide fleet that generates clean and CO2-free electricity. Respect for biodiversity and supporting the society are decisive contributors to achieve a leadership position in the global arena of sustainability. We continued our commitment with the UN Global Compact to align our operations with the ten principles in the areas of human rights, labour, environment, and anti-corruption. This year, EDPR was distinguished with the number one worldwide position in the FTSE4Good Index and contributed to EDP's leading position in the Dow Jones Sustainability Index.
It takes the performance and dedication of our employees and their strong relationships with our stakeholders to achieve these humbling recognitions. I would like to openly praise their determination in overcoming challenges and capturing new growth opportunities. Based on their assessment, the company was selected as a Best Place to Work in several countries and I along with my colleagues of the Board, will make sure the Company keeps with the highest standards of health and safety, ethics and diversity, while providing challenging career opportunities for our employees.
I would also like to express my confidence in the work developed by the executive team and to give thanks to my fellow board directors for their support and supervisory role. The company has come a long way in five years as a public company. It is now a mature company facing increased challenges. We need to make sure we continue to operate our assets with premium metrics and continue to define our own growth path.
Sincerely.

JMN: My first comment when I analyse 2013 is that throughout the year we were able to confirm onshore wind technology as a competitive source of electricity. The question is no longer only about being green, but it is also about being competitive when comparing against other sources of generation. The tender for new nuclear power in the UK brought to public knowledge what is the price of a technology. Nuclear is commonly argued to have a lower cost versus renewables, yet the price awarded in this nuclear tender was 20% to 30% higher than the price of onshore wind energy in France or Portugal.
Based on this increased competitiveness, onshore wind continues to lead the number of annual installations worldwide. Excluding Europe, the development of new onshore wind projects increased in the relevant markets. Although installations in the US were drastically lower, once the PTC was extended in the beginning of the year, activity ramped up so that 2014 is now set up to be a solid year of growth due to the record figure of projects already under construction or in a ready-to-build state.
Europe – which is the worldwide leader in the wind energy industry – is lagging in terms of growth due to the increased discussions about the sustainability of renewables. By incorrectly identifying renewables as the cause of the increase in electricity prices, the region's economic competitiveness has declined. This discussion was particularly exacerbated in Spain where the Government unilaterally intervened in the sector's financial stability by changing the regulatory framework for wind energy projects built in the past 20 years.
However, 2013 also confirmed the strong appetite from institutional investors in gaining direct exposure to the solid visible returns provided by wind energy assets that are well managed and remunerated under long-term schemes.
Q: BUT PEOPLE CONTINUE TO PERCEIVE RENEWABLE AS A LUXURY THAT WILL ONLY SURVIVE WITH THE SUPPORT OF SUBSIDIES ...
JMN: There are several persistent myths about renewable energy that have penetrated public opinion and are influencing the political landscape around the world. The idea that renewable energy is much more expensive than fossil fuel generation and will always rely on subsidies to be competitive is completely outdated.
When looking to the different investment costs, economic agents need to always analyse what are the total costs of each technology and the truth is that onshore wind with quality load factors is already competitive with all the other electricity generation technologies.
Typically renewable energy is perceived as being expensive because its total cost is compared to wholesale prices, and this is not correct. No technology is profitable based on existing wholesale electricity prices and this demands a restructuring of the electricity market in Europe.
The price gap between the European and the US electricity market is not driven by renewable energies but from the boom in production of shale gas in North America.
JMN: We decided to implement a rapid shift in investments for the upcoming years. Leveraging on our highly competitive and diversified pipeline of projects, and also on the more favourable business environment in the US, we placed the US at the centre of the company's growth.
In Europe, the management of the regulatory agenda and actively participating in the public debate intensified. This was not only specific to renewable energy but also for other sources of electricity.
I'm always focused on making sure EDPR continues to deliver premium operating metrics, for example in availability and load factors, and that financial sustainability and cost control continues to be a priority for all. With this mind-set we will continue to deliver premium returns.
We also continued our asset rotation strategy of selling minority stakes in operating projects. This allowed us to take advantage of the increased number of low-cost-of-capital financial investors looking to the fundamentals of the wind energy business and its solid low-risk profile.
JMN: No. Wind energy is economically competitive and contributes to the de-carbonization and energy independence of the European economy. Europe wants to reduce its CO2 emissions by 40% and just reinforced its objective of having 27% of electricity production coming from renewable sources by 2030. Countries like the UK and Poland will need new power generation capacity as several coal plants are slated to retire in the upcoming years. But one does not need to go that far out in the future to justify the demand as several European markets still need to install new renewables to achieve the 20% renewable energy target by 2020.
EDPR has been operating wind energy assets in the region since the 90's and is currently present in 8 European markets, so we are long-term investors and will continue to look for new opportunities.
JMN: We really believe in the competitiveness of the projects originated by our teams, and the quality of our portfolio of assets is the most evident proof of it. Based on our knowledge in maximizing wind farms output, we will focus our growth in projects which can sell their production through long-term contracts, typically 15 to 20 years, with terms defined based on competitive systems.
We believe that investments in such a capital intensive business need to have long-term visibility on returns. In our opinion the best way to provide visibility and to deliver the most competitive price to end consumers, is to
introduce ex-ante competition to award contracts for new installations. This competition can exist through energy auctions, organized on a national/regional basis, or through private negotiations with off-takers.
This competition is already a reality in some markets, such as the United States, Portugal and Brazil. It's also gaining traction in several other markets, most recently in Italy, and others are planning to introduce this mechanism for their future capacity additions, like Poland.
JMN: In 2013, the company again delivered quality growth. We met our growth targets with the addition of 502 MW to our portfolio that now reaches 8.5 GW. The high quality assets produced 19.9 GWh of clean electricity and resulted in revenues of 1.4 billion euros.
The additional capacity was concentrated in our growth markets, mainly in Central Eastern Europe which contributed 70% of the new capacity. This included building our largest wind farm in Romania, adding to our leading presence in Poland, and installing our first project in Canada.
The financial results for the year were clearly impacted by the regulatory changes in Spain. What is encouraging is that despite these cumulative changes, which negatively impacted results by 71 million euros, EDPR was still able to deliver financial growth, thus showing the benefits of its diversified portfolio and resilient business model.
Our EBITDA was up 1% year over year, our Net Profit increased 5% and operational cash-flow increased by 5%. Based on these figures and in line with our commitment, the EDPR Board of Directors will propose to distribute 26% of the consolidated Net Profit as dividend.
JMN: No. When we first identified the potential of renewables, specifically onshore wind, we understood its competitiveness would quickly increase and become cost competitive options and thus represent an important share of the world's generation mix. This vision materialized and we continue to be strongly committed to it. We continue to see a crucial role of renewable's energy matrix and its increased competitiveness provides a bright future for the sector.
EDPR is a top worldwide player in renewables and is a long-term investor in the industry. We are experts in the development and operation of wind farms and we want to capitalize on our core capabilities and structural competitive advantages to deliver long-term value to our shareholders and stakeholders.
To obtain long-term value in this industry, EDPR has a strategy structured around three pillars: (i) delivering increased profitability supported by the performance of EDPR's premium wind farms; (ii) selective and profitable growth, and; (iii) a self-funded business model. My commitment to the company is to deliver this strategic agenda.
We need to continue to achieve premium operating figures and to maximize value from the assets already in operation. To achieve this excellence in operations we will continue to execute performance optimization initiatives to increase efficiency and maintain strong control over costs.
Looking for new investments, as I said previously, we introduced in 2013 a shift of the growth towards the United States and the company is committed to adding new value accretive projects to its portfolio. It is also relevant to maintain our self-funded business model and to achieve this we will continue to execute asset rotation transactions and re-invest proceeds in visible projects.
I would like to stress that the company's growth will be focused in markets where the project's output is sold through long-term, low-risk-profile contracts that deliver predictable and recurrent cash-flows and guarantee the stability of the project's return. With this approach, EDPR will be able to define its own future and continue to lead the renewable energy sector.
JMN: Since we started the asset rotation strategy we have executed 4 transactions and entered into a MoU for a fifth transaction.
Our first partner in the asset rotation strategy was Borealis for a portfolio of US wind farms. The second transaction in the US was with Fiera Axium involving a single wind farm. In Europe, we signed an agreement with Axpo for a portfolio of wind farms in France. And lastly, we signed two agreements with CTG for the assets in Portugal (the first concluded in June 2013 and the second – a MoU – regarding a future transaction including the ENEOP project which is on its way to conclusion).
But what is more important than the number of transactions or the players involved, is the amount invested by our new partners. The first four transactions totalled 620 million euros. This is a remarkable success of the execution of this strategy as it is almost equivalent to a full year of investments for the company.
We will continue to execute new asset rotation transactions as it is a key source of funding for the company and allows it to maintain equilibrium between growth and financial discipline.
JMN: Onshore wind is our priority. It is the most competitive renewable technology and EDPR has continuously delivered premium operating metrics as a worldwide market leader.
Looking ahead, offshore wind is a natural extension of our strong competences in wind energy. We are actively participating in the UK offshore wind market and we partnered with GDF Suez for an offshore wind tender in France. The main challenge for the offshore projects is to increase its competitiveness and reduce costs.
We are also involved in the solar PV space but the growth and opportunities will always be more limited. We will base our strategy on having an opportunistic approach and implementing a dual strategy where solar is an extension of our developments in wind.
JMN: First and foremost are our people. It takes a dedicated team of experienced and driven individuals in order to continuously deliver on targets in this incredibly fast paced environment.
In 2014, I will continue to maintain a close relationship and direct contact with each of our employees, listening to their comments and suggestions, explaining the strategic decisions made by the management and continuing the activities developed in 2012 and 2013.
We have received several recognitions and this is a significant achievement for the company. We accept these recognitions with great pride and it is crucial that our employees are happy in their place of work, which in turn contributes to the strong performance of the company.
Beyond that, I believe we offer great training opportunities, competitive benefits, and simply have a group of people who are dedicated to realizing the vision of our company, which is to be a leading renewable energy company in terms of performance and sustainability.
JMN: I would like to say to our shareholders that we have a good company with high quality assets and a team which is grounded in solid principles and values. We are ambitious but not unrealistic, so we are going to base our growth in areas that fit our low risk investment profile and we are going to fund this growth by executing our strategic agenda. Renewable energy is one of the most competitive sources of energy and has an excellent and important future.
With that said, I would like to thank our employees for their hard work and dedication and our shareholders for their continuing trust and belief in our mission.

77.5%
EDP os the
sharaholdar
principal
we develop, construct and operate ranawable anergy focilities

C more thon 5,000 wind turbinas
with superior partermonoa on on online sacond-by-sacond
mrg)>>mZ
12-04-21
Lisbon, Portugol
latad In
our green electricity avoided
selective growth strategy designed for premium returns


diversified culture 24 nationalities wind farms certified

EDPR is a leading renewable energy company, an expert in the development, construction of wind farms and solar plants.
Incorporated in 2007 with the clear objective of supplying a growing number of countries with CO₂ free and renewable energy, EDPR has quickly grown to become a global company and a front-runner in this market. With an installed capacity of 8.5 GW and 19.9 TWh generated in 2013, EDPR is the third largest producer of wind energy in the world.



EDPR's business is organized in three platforms (Europe, North America and Brazil) and is present in 11 countries. These platforms are complemented by a net of country and regional offices that provide "on the ground" expertise and proximity to local stakeholders. This provides a perfect balance between the global view necessary to further develop its leadership in global renewable energy, and the local approach that is critical for the successful development of our wind farms and solar plants. These relationships with landowners, municipalities, regulators and other key stakeholders are crucial and a cornerstone of EDPR's success.
VISION leader in value creation, innovation, and sustainability VALUES INITIATIVE | Demonstrated through the behaviour and attitude of our people. TRUST | Of shareholders, customers, suppliers and other stakeholders. EXCELLENCE | In the way we perform. SUSTAINABILITY | Aimed at improving the quality of life for present and future generations. INNOVATION | With the objective of creating value within the various areas in which we operate.
We assume the social and environmental responsibilities that result from our performance thus contributing toward the development of the regions in which we are operating.
We avoid specific greenhouse gas emissions with the energy we produce.
Ensure the participatory, competent and honest governance of our business.
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.
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.
We place ourselves in our Stakeholders' shoes whenever a decision has to be made.
We listen to our Stakeholders and answer in a simple and clear manner.
We surprise our Stakeholders by anticipating their needs.
A global renewable energy company,
Auctions
auction in Brazil.
EDPR secured 1,200 MW of new PPAs in the US, of which 250 MW for projects already in operation and 950 MW for new projects to be installed in 2014 and beyond. These agreements reflect EDPR's selective and profitable growth strategy based on long-term and low-risk profile contracts that deliver predictable and recurrent cashflows.
EDPR also secured long-term
contracts for 60 MW of wind
capacity at the new renewable
energy auction in Italy and won
PPAs for 116 MW at the energy A-5
On May 23rd EDPR paid a gross dividend of 0.04 euros per share representing a pay-out ratio of 28% of the 2012 year end results, in line with its 25%-35% pay-out policy.
The Production Tax Credits extension in January 2013 enabled a more favourable environment for the development of wind energy and for the establishment of new long-term PPA in the US. This created new growth opportunities for EDPR in the short-term.
EDPR ranked as number one worldwide in the Utility sector in the FTSE4Good index.
Spanish Government published in the Official State Gazette the Royal Decree-Law 9/2013 ("RDL 9/2013") that changes the remuneration framework for the renewable energy sector.
In 2013, EDPR closed two project
finances in Poland, for a total
EDPR has now completed six
project finance deals in Eastern
Europe for a total amount of 485
million euros. This project finance
strategy provides strong evidence
of the company's competences in
projects and in the establishment of
the development of top quality
EDPR joined other Spanish EDP Group companies in the creation of Fundación EDP. This organization aims to contribute to the cultural, educational, environmental and social development of local communities.
Asset Rotation Strategy During 2013, EDPR continued executing its asset rotation strategy bringing the total value signed to 620 million euros. EDPR has now executed agreements with Borealis. China Three Gorges (CTG), Fiera Axium and Axpo. Additionally, EDP, EDPR and CTG
signed a MoU regarding the future minority stake transaction with CTG for EDPR's interest in the ENEOP -Eólicas de Portugal consortium.
Project Finance
capacity of 130 MW.
Great Place to Work® named EDPR as one of the best places to work in 2013 in Spain, Poland and Scotland.
In June, EDPR concluded the asset rotation strategy for Portuguese assets - signed in 2012 - and in December, EDP and EDPR signed a MoU with CTG concerning a future sale of minorities in ENEOP assets. In addition. EDP Brazil signed with CTG, a MoU which establishes the key guidelines of a partnership aimed at future co-investment opportunities.
EDPR secured a 20 year Feed-in Tariff awarded by the Ontario Power Authority, for its first project in Canada. The South Branch project located in Ontario has an installed capacity of 30 MW.
EDPR ranked number one in the "Water, Electricity and Gas" category at the Portuguese "500 Largest & Best" companies in 2013, by EXAME magazine.

14.521
12.093
2010
9.612
7.241
2009
Avoided 16.3 million tons of CO2
19.9 TWh of
clean electricity
Installed 502 MW
to reach 8.5 GW

2010
2009
EBITDA of c. 950 million euros, a 1% growth, even in the face of regulatory changes
Record Net Income of 135 million euros, of which 26% to be paid out in dividends
Continuous cash flow generation, showcasing the high quality of our assets
Successful execution of our strategy leads to a further reduction in Net Debt


site identification
Search for sites with top-class wind conditions or irradiance resource and negotiate leasing agreement. analyse grid connection feasibility.

landowner agreement Contact local landowners and

layout design and construction Optimise wind or solar farm layout and select the bast fit wind turbine or solar panel. Build access roads, prepare foundations, erect towers. assemble wind turbine generators/ solar panels, and construct substation.
opening ceremony Share results and benefits of renewable energy with local inhabitants, business community, authorities and other stakeholders wind and solar plant operation Complete arid connection and start to generate renewable electricity.
To guarantee premium performance of its assets, EDPR carefully analyses the site in terms of the quality of renewable resources, topography, type of soil, and assesses the proximity to transmission lines in order to deliver electricity generated to the grid. The historical data of the renewable resource, such as wind direction, speed and density, and solar radiance, is critical to successfully develop a project.
To capture and record the most accurate data, EDPR installs sensors and meteorological masts and uses internal models and software tools to analyse the data collecting and analysing and analysing data varies from project to project but usually takes about 2 years. The data will then be used to design the most efficient wind farm layout and choose the most suitable generator model.
The wind farm layout is key to optimizing the energy that can be captured from the wind. To maximize the electricity that can be produced and maintain cost efficiency, EDPR's energy assessment team designs the layout considering meteorological fundamentals, thermal and topodraphic effects and variations in wind due to turbine height.
The construction of a wind farm typically last from six months to one year, depending on the size of the project and soil conditions. The civil infrastructure of a wind farm includes the turbine foundation, permanent and temporary access roads, temporary crane walk paths, erection crane pads and improvements to public roads. Along with the civil infrastructure, medium voltage collection systems and the main transformer substation are also built in order to transfer the electricity from the wind farm to the grid.

renewable resource analysis Install meteorological equipment to callect and study wind profile and solar irradiance.

data analysis
Monitor real-time operational doto, analyse performance and identify apportunities for improvement.

obtain consents and permits Engage with local and public authorities to secure environmental requirement for long-term PPAs administrative coostruction and other licenses.

ongoing maintenance service Keep availability figures at the highest level possible and minimisefuilure rates

project evaluation and funding Evaluate the project risks and the to overcome them. Choose the appropriate funding stretegy for the project.

delivery of secure, reliable and CO2 free energy to the population A better enerov, a better future. o better world.
EDPR evaluates several risks, of which the most crucial are the financial and funding. To quarantee a stable cash flow stream, long term agreements are preferred, such as Power Purchase Agreements (PPAS). EDPR implemented a self-funding strategy to minimize exposure to fluctuations in capital markets and to continuously deliver new higher quality and value accretive projects.
Once wind farms are in operation, EDPR follows an operation and maintenance strategy (0&M) to assure high levels of availability and minimal amounts of failures. There are two key warranty periods, the initial warranty period and the post warranty period. Within each period, EDPR employs specific strategies. During the initial warranty period, EDPR closely and proactively supervises its assets. During the post warranty period, EDPR opts between a competitive tender for full scope agreements with subcontractors or internalizes high value added activities through our Modular Maintenance Model (M3).
EDPR projects are built with a culture of sustainability. During the development phase several studies are carried out to assess potential impacts. While the project is under construction, our team seeks to minimize environmental impact and will restore the land to its initial use once construction is completed. Finally, an Environmental Management System is implemented during the operations phase, which guarantees that procedures are environmentally responsible and allows EDPR to produce CO- free electricity.
EDPR'S STRATEGY IS BASED IN THREE MAIN PILLARS
EDPR's strategy is based in delivering higher profitability supported by the performance of its premium assets and selective and profitable growth through a self-funded business model.
To capture new growth opportunities and expand operations, it is important to successfully select the best projects and to minimize dependence on external sources of funding.
| INCREASED PROFITABILITY |
SELECTIVE GROWTH |
SELF-FUNDED BUSINESS MODEL |
|---|---|---|
| Premium load factors | Credibility on targets | Solid operating cash-flow |
| Efficient operations | Successful growth shift | Long-term fixed debt |
| Cost control | Over 1,200 MW of new PPA | Asset rotation strategy |
As of December 2013, EDPR managed a global portfolio of 8.5 GW spread over 10 countries, of which 8.0 GW fully consolidated (EBITDA MW) with additional 455 MW equity consolidated through its interest in the Edicas de Portugal consortium. EDPR's portfolio has low exposure to electricity market volatility as 93% of the installed capacity has pre-defined remuneration schemes with a long-term profile and only 7% is exposed to US spot wholesale electricity markets.
Optimizing performance throughout a project's life-cycle is a key priority at EDPR's superior know-how and expertise guided by internal models drives operational metrics above the market, resulting in premium net capacity factors and high levels of availability. EDPR's focus on high operational efficiency metrics, with a comprehensive O&M strategy, is crucial to keep costs under control and key to achieve quality financial metrics.

* Excludes levies & write-offs
To grow profitably and create solid value. EDPR has a low risk strategy when it comes to energy prices. By entering markets with predictable prices through long-term power purchase agreements, EDPR is able to define its future in advance and achieve solid visibility of the projects' stable cash-flow stream.
| Since the extension of the PTCs in the United | ||||
|---|---|---|---|---|
| States in early 2013, EDPR secured 1,200 MW of | MW | Duration | State | |
| PPAs in the US market with 950 MW for new | PPAS | |||
| projects to be installed in 2014 and beyond. The | SIGNED In Operations |
250 MW | 20 Years | Oklahoma |
| successful outcome from securing long-term PPA | 2014 Projects | 300 MW | 20 Years | Indiana/California |
| agreements reinforces EDPR's shift to markets | 2015 Projects | 200 MW | 20 Years | Oklahoma/California |
| with a low risk profile. | 2016 Projects | 450 MW | 15/20 Years | Maine/Kansas |
Besides United States, EDPR was also granted during 2013 with new 20-year contracts for projects to be installed in Italy (60 MW) and Brazil (116 MW). The new long-term contract in Brazil, adds to a total of 236 MW of capacity already awarded in Brazil, reinforcing the growth potential of this market. France remains a market where EDPR will continue to grow by taking advantage of its low risk remuneration system.
EDPR continues to pursue new long-term PPAs along with contracts awarded in energy auctions, as these provide predictable prices over the useful life of the projects, allowing the company to define its future in advance and to create value thought projects with solid and visible cash flows.
In 2012, EDPR implemented a financial policy that embraces being independent from external funding sources to pursue its growth strategy. In capital intensive businesses, such as renewable energy, it is crucial to have visibility on the company's ability to raise funds to add new value accretive projects when a project is still in the final stages of development. With this mind-set it is of the upmost importance to make sure the operating cashflow of the assets already installed is maximized as this will be the main source of funds for the company's arowth.
In order to achieve this strategic pillar, while maximizing the execution of growth opportunities, EDPR implemented its Asset Rotation Strategy. The purpose is to sell minority stakes in operational assets with a low risk profile and reinvest the proceeds in new higher value accretive projects. With the successful execution, EDPR also crystallizes the value of the asset upfront and accelerates the value growth cycle.
Since the asset rotation strategy was implemented, EDPR has successfully executed four transactions totalling 620 million euros and signed a MoU envisaging an additional one. This remarkable track record in the Asset Rotation strategy, besides being crucial to continue adding news projects to the company's portfolio, also provides a good benchmark of the value of EDPR's assets to the capital markets.
In 2013, EDPR concluded the transactions structured in December 2012 with China Three Gorges (CTG) covering EDPR's wind farms in Portugal (613 MW) and executed deals with Fiera Axium for a 97 MW wind farm in the United States and with Axpo Power for a portfolio of 100 MW in France. Also in 2013 EDPR signed a MoU with CTG envisaging an asset rotation strategy in relation with EDPR's interest in the ENEOP consortium, which is to amount to 535 MW when the construction of the project is finalized.
EDPR's asset rotation strateqy leverages on critical expertise in the project's initial stages, transforming high risk projects into low risk profile assets with a long useful life and stable and visible cash flows. This strategy allows EDPR to monetize the value of the project's future cash flows, while maintaining operating control of the wind farms, and re-investing the proceeds in the development of new higher quality and value accretive projects.
Counterparty credit risk is the risk that the counterparty of a transaction could default before the final settlement of the transaction's cash flows. An economic loss could occur if the transactions or portfolio of transactions with the counterparty has a positive economic value at the time of default.
From a credit risk perspective, EDPR classifies its counterparties in to three different groups: Energy off-takers, suppliers (developers. partners, WTG suppliers and O&M suppliers) and financial institutions.
During 2013, EDPR introduced a new Global Counterparty Credit Risk Policy. To control credit risk at EDPR, thresholds of Expected Loss and Unexpected Loss are established, as defined under Basel Standards, and reevaluated monthly. If threshold is surpassed by any counterparty or by the company as a whole, mitigation measures are implemented in order to remain within the pre-established limit.
Consistent with the maintaining a controlled and low risk profile, EDPR has a Risk Management Process that defines the mechanisms for evaluation and management of risks and opportunities impacting the business. This process increases the likelihood of EDPR achieving its operational and financial targets, by minimizing fluctuations of financial results without compromising returns.
EDPR's Risk Management Process is an integrated and transversal management model that ensures the implementation of best practices of Corporate Governance and transparency in the communication to the market and shareholders. This process is closely followed and supervised by the Audit and Control Committee, an independent supervisory body composed of non-executive members.
The purpose of the Risk Management process is to ensure the alignment of EDPR's risk exposure with the company's desired risk profile. It consists of the identification and prioritization of risks, the development of adequate risk management policies, and their implementation. Risk management policies are aimed to mitigate risks, without ignoring potential opportunities, thus, optimizing return versus risk exposure.
Risk management is endorsed by the Executive Committee, supported by the Risk Committee and implemented in dayto-day decisions by all managers of the company. It is supported by three distinct organizational functions, each one with a different role: Strategy (Risk Profiler), Management (Risk Manager) and Controlling (Risk Controller).
These three risk functions work together and meet in the Risk Committee, the forum to discuss global risk policies to be implemented and to control the risk exposure of the company.

Risk Management at EDPR is focused on covering the market, credit and operational risks of the company. In order to have a holistic view of risks, they were grouped into Risk Areas spanning the three phases of our business model. Within each Risk Area, risks are classified in Risk Groups and finally into Risk Factors. Risk factors are the source of the risk and the purpose of Risk Management at EDPR is to measure, control and eventually mitigate all risk factors that affect the company.
During 2013, EDPR defined or reviewed four new Global Risk Policies: Energy Price Hedging Policy, Counterparty Credit Risk Policy, Country Risk Policy. These policies are already implemented or will be implemented throughout 2014. They tackled those Risk Groups with highest impact in EDPR's financial results.
The following matrix summarizes the Risk Areas, Risk Groups and main Risk Factors of EDPR's business and the mitigation strategies, general and specific to the year 2013.

IN MAY 2013, EDPR PAID ITS FIRST DIVIDEND OF 0.04 EURO PER SHARE, EQUAL TO A 28% PAY-OUT RATIO.
EDPR has 872.3 million of shares listed and admitted to trading in NYSE Euronext Lisbon. In December 31st 2013 EDPR had a market capitalization of 3.4 billion euro, down 3% from the 3.5 billion euro at December 31st 2012, equivalent to 3.86 euro per share. In 2013 total shareholder return, considering the payment in May 23rd 2013 of EDPR first dividend of 0.04 euro per share, was -2%.
EDPR PERFORMANCE vs. PSI20 & SX6E 130 120 110 100 90 80 Jan-13 Mar-13 May-13 Jul-13 Sep-13 Nov-13 Jan-14 – EDPR - PS120
In 2013, EDPR share price underperformed the NYSE Euronext Lisbon benchmark index - PSI20 (+16%) and the Dow Jones Eurostoxx Utilities - SX6E (+9%).
| MARKET INDICATORS | |||||
|---|---|---|---|---|---|
| 2013 | 2012 | 2011 | 2010 | 2009 | |
| EDPR Shares in NYSE Euronext Lisbon (EUR) | |||||
| Opening price | 3.99 | 4.73 | 4.34 | 6.63 | 5.00 |
| Closing price | 3.86 | 3.99 | 4.73 | 4.34 | 6.63 |
| Peak price | 4.36 | 4.86 | 5.25 | 7.01 | 7.75 |
| Minimum price | 3.58 | 2.31 | 3.89 | 3.72 | 5.00 |
| Variation in Share Price and Reference Indices | |||||
| EDPR | -3% | -16% | 9% | -35% | 33% |
| EDPR (total shareholder return) | -2% | -16% | 9% | -35% | 33% |
| PSI20 | 16% | 3% | -28% | -10% | 33% |
| Dow Jones Eurostoxx Utilities | 9% | -9% | -25% | -15% | -1% |
| Liquidity of EDPR Shares in the Market | |||||
| Volume in NYSE Euronext (EUR million) | 787.53 | 697.91 | 1,060.32 | 1,539.22 | 1,676.04 |
| Daily average volume (EUR million) | 3.09 | 2.73 | 4.13 | 5.99 | 6.40 |
| Number of shares traded (million) | 200.29 | 207.49 | 232.29 | 311.23 | 256.98 |
| Daily average traded shares (million) | 0.79 | 0.81 | 0.90 | 1.21 | 0.98 |
| Annual rotation of capital (% of total shares) | 23% | 24% | 27% | 36% | 29% |
| Annual rotation of capital (% shares ex-EDP Group) | 102% | 106% | 118% | 159% | 131% |
| EDPR Market Value (EUR million) | |||||
| Market capitalization at end of period | 3,368 | 3,484 | 4,124 | 3,783 | 5,783 |

17 MFS Investment Management notifies qualified shareholding, 25/Sep
18 PPA for new 100 MW wind farm in the US to be installed in 2015. 3/Oct
At the Annual Shareholders' meeting of 2010, the Board of Directors was authorized, during a term of five years from the date of the General Shareholders Meeting, for the derivative acquisition and sale of own shares by the hom the add of the Seneral Shareheracis for the maximum limit established by the Law and in accordance with its terms. EDPR has not executed any acquisition and consequently any trade of its own shares.
RENEWABLE ENERGY PROVIDES SUBSTANTIAL BENEFITS FOR OUR ECONOMY, CLIMATE AND HEALTH.
Renewable energy brings benefits for our economy, mainly from three angles: enhanced security of supply, lower energy bills for end-consumers and job creation.
Enhanced security of supply: Access to cheap energy has become essential to the wealth of modern economies. However, the unbalanced distribution of fossil fuel supplies among countries has led to significant vulnerabilities. Threats to global energy security include political instability of energy producing countries, fluctuating energy supplies, competition over energy resources, among others. Energy dependence puts many countries in a very vulnerable position as it introduces a risk in the price of the imported fuels as well as a potential exposure on its future availability. For example, European's oil and gas import bills in 2012 was estimated at €470 billion which corresponded to 3.4% of the EU's GDP. In contrast, renewable sources use endogenous and unlimited resources such as wind, sun, plant residues, heat from the earth and fast-moving water, which enhance the security of supply, hence removing exposure to fluctuations of fuel prices and concerns about the availability of external supply.
Lower energy bills: Energy-consumers may benefit from lower energy bills as renewables reduce electricity prices. Renewable energy provides affordable electricity as these technologies have negligible variable costs which contributes to reduced wholesale prices. This is in stark conventional plants which have more expensive fuel costs. Although the cost of investment is high, on a unitary basis, future costs are expected to decline as technology becomes more efficient.
Job creation: Studies show that renewable energy is associated with significant job creation. Although countries that manufacture, install and export renewable energy technologies are likely to create the largest share of gross jobs, countries without this local industry will also benefit from new jobs related to development, construction and, once renewable plants are commissioned, operation and maintenance activities. Compared to conventional technologies, the renewable energy industry is more labour-intensive, meaning that, on average, more jobs are created for each unit of electricity generated from renewables than from conventional technologies.
According to the Political Economy Research Institute at the University of Massachusetts, investing in renewable energy is around 300 per cent more effective than investing in fossil fuel or nuclear jobs. This study concludes that for every million dollars invested in the wind sector it creates 13 jobs. In contrast, only 5 jobs would be created in the natural gas sector and 7 in the coal sector.
Renewable energy plants produce zero to few greenhouse gases (GHG) emissions. In contrast, conventional energy generation is responsible for most of the human-produced GHG emissions, which trap heat in the atmosphere, driving up our planet's temperature, raising the level of our oceans ("global warming") and provoking harmful consequences on our health, climate and environment.
Therefore, increasing the deployment of renewable energy is probably the most effective way to fight global warming as it allows the replacement of fuel-burning plants with cleaner energy facilities.
Renewable energy sources promote a cleaner air space since they avoid GHG emissions coming from thermal generation. Also, renewable energy sources reduce the amount of oil, gas and coal mining necessary, and therefore, reduce the likelihood of accidental spills and nuclear accidents that these activities may cause. In addition, renewables technologies typically don´t require water to operate and therefore neither pollute water resources, nor compete for them.
When one needs to decide which electricity generation technology to invest in, to support or to be used to cope with the incremental electricity demand, there is a divide between renewable energies and conventional technologies. This division is also very commonly discussed in daily conversations between people around the world.
Apart from the economic and environmental benefits of the different technologies, as well as the different characteristics of each option, it is of the upmost importance to analyse the total costs of each of the options through the entire lifetime of operation. The most accurate measure to analyse the total cost of each technology is by comparing the Levelized Cost of Energy ("LCOE").
Today, when comparing the LCOE of different technologies, there are renewable technologies which are less expensive than conventional technologies. This is clear in the case of onshore wind technology, which is benefiting from a sharp reduction in the investment costs per MWh and thus leading to stronger competitiveness. The evolution of the investment cost is driven by technological progress and increasing economies of scale.
Onshore wind projects with robust load factors are already competitive with new CCGT (combined cycle gas turbine) power options. even in the US which is benefiting from lower gas costs due to boom in shale gas production. In Brazil, as shown in the latest energy auctions, wind has proven to be the most competitive option (ex-hydro) ahead of biomass and CCGTs.
Evolution of Levelized Cost of Energy ("LCOE") for new investments (€/MWh)

Source: EDPR Internal analysis
It is also true that, in terms of LCOE, there are renewable technologies, such as wind offshore, solar CSP, ocean current, tidal, among others, that are not yet mature and must continue to increase their competitiveness if wide scale deployment is to be reached.
One of the main arguments used to characterize renewable energy as expensive is by comparing its costs with electricity wholesale prices. With this, renewable energy costs are being compared to the variable costs of the electricity system, namely the variable cost of conventional technologies. So is it accurate to make this analysis when wholesale prices only reflect the variable cost of production of conventional technologies and not its full cost?
From EDPR's perspective it is inaccurate to make this comparison as:
Wholesale price evolution in Spain in December 2013 is a good example of this. Th first two weeks of December were unusually low in terms of wind resource. which led to a sharp increase of the wholesale price, up to its record value (93€/MWh on December, 8). However, meteorological conditions drastically changed at the end of the month and high wind generation made wholesale price plummet (5€/MWh on December, 25).
demand. It is also relevant to note that some conventional technologies are not covering their full costs with the wholesale price and therefore are not sustainable in the long run. There are conventional
technologies that receive additional revenue on top of the wholesale price, including capacity payments and payments for ancillary grid-support services.
The average life of the different assets in the energy mix distorts the analyses as comparisons are made between renewable assets with few years of operational facilities where the investment costs are already partially or fully amortised.
The problem of market prices not reflecting the cost structure of energy facilities is not specific to renewable energy. Electricity generation is generally a capital-intensive industry and the variable price obtained in wholesale energy markets is not sufficient to cover the full cost structure, as wholesale markets only create competition and pressure on the company's variable costs. To reduce the high risk attributed by investors to this type of investments – due to the volatility of wholesale markets and the low visibility on the recapture of fixed cost component -regulatory systems were established.
In order to improve competition and to provide investor visibility on returns, ex-ante competition should be introduced to attribute licenses for new generation facilities. With this process, only the best and most efficient projects would be installed,
EDPR believes that long-term contracting is the most efficient way to remunerate generators as it entails the lowest possible cost for consumers by reducing the investment risk for operators and providing long-term visibility on returns.
The rationale is that, as electricity generation investments are capital-intensive, they require stability and visibility. When the regulatory framework doesn't allow for this stability (for example, when participating in the wholesale spot market), investors will require a higher risk-premium. On the contrary, schemes providing higher visibility entail lower risk for the equity investor, lower financing costs for the financing entities that will allow lower cost of capital, and therefore lower the required profitability. Lower required profitability will translate into lower required remuneration, which will be passed to the final consumers that will benefit from lower electricity tariffs for the same level of renewable penetration.
In 2013, according to the Global Wind Energy Council ("GWEC") 35.5 GW of new wind capacity were installed. China remains the main driver of global growth by adding 16.5 GW, nearly half of the total global new wind capacity, and reached 91 GW of installed capacity. According to the European Wind Energy Association ("EWEA"), 11.7 GW were installed in Europe during 2013, bringing the total installed capacity in the region to 121 GW, while based on the American Wind Energy Association ("AWEA") only 1.1 GW were installed in the US reaching a total installed capacity of 61 GW.
In the European Union (EU-28) the total wind capacity by the end of 2013 amounted to 117.3 GW and the electricity produced covered 8% of electricity demand. The year was marked by an increase in offshore technologies.
An annual addition of 11.1 GW, according to EWEA, represents a year over year decrease of 8%. The lower growth rate is reflection of the regulatory and political uncertainty in some European markets. However, despite the slowdown in yearly additions, wind power was the technology which installed the most, accounting for 32% of the new additions.
The new installations were mainly concentrated in two countries, Germany (3.2 GW) and the UK (1.9 GW), with an increasing presence in offshore wind. Germany continues to lead the European market in terms of installed capacity. Rounding out the top 5 are Poland (894 MW), and Romania (695 MW), EDPR is well positioned in several of these top markets.
Traditional large markets of Spain. Italy, and France saw their rate of new wind projects decrease in 2013, by 84%, 65% and 24% respectively, where regulatory changes in Spain drove the significant decline.
The offshore market in Europe had a record year in terms of new installation by adding an additional 1.6 GW, representing a 34% increase from 2012. For the year, Europe reached 6.6 GW of offshore wind installed capacity spread across 11 countries with the UK alone adding 733 MW, strengthening its worldwide offshore leadership, followed by Denmark (350 MW), Germany (240 MW), Belgium (192 MW) and Sweden (48 MW).
Uncertainty regarding the extension of the Production Tax Credit ("PTC") and Investment Tax Credit ("ITC") led to a dramatic 92% decrease in installed capacity to 1.1 GW in the United States. However, once the extensions were received, a flurry of construction activity ensued resulting in a record 12 GW of new projects under construction by year end, according to AWEA. 2014 will be a solid vear for growth as these projects come online. For the rest of the region, Canada installed 1.6 GW of wind additions, including EDPR's first project with 30 MW, while in Mexico 623 MW were added. Latin America was strongly represented by Brazil, another EDPR market, as it installed 948 MW, followed by Chile (130 MW), and Argentina (76 MW).
The renewable energy market is a growing and increasingly competitive arena which should continue to do well as investment costs decline and regulatory and general support is achieved.

The largest growth in MW occurred due to the 180 MW installed in Poland, maintaining the growth in the country and consolidating its leading position.
In Romania, 172 MW were installed, 160 MW of wind and 12 MW of solar PV. The installations of these new solar MW reinforces the objective of developing new technologies to further diversify EDPR's portfolio and provide additional growth avenues.
In Iberia, EDPR installed 70 MW (including 66 MW attributable to EDPR through the Eólicas de Portugal consortium). The interest in the Eólicas de Portugal consortium totalled 455 MW by year end. Spain's installed capacity of 2.3 GW remains unchanged vs. last year as significant changes were made in the remuneration framework for the renewable sector, including the removal of specific remunerations previously received and the standardization of returns on profitability.
EDPR added 8 MW to its installed capacity in France and completed the extension of the Chimay wind farm, adding 14 MW in Belgium.
2013 marked EDPR's first full year operating in Italy and 30 additional MW were installed, which originated from the existing pipeline.
In North America, EDPR reached a total installed capacity of 3,667 MW with the completion of its first project in Canada. The South Branch project located in Ontario has an installed capacity of 30 MW. With the successful execution of its first wind project in Canada, EDPR adds to its already diversified portfolio a low risk profile and an attractive wind resource.
EDPR's wind installed capacity in Brazil totalled 84 MW and is fully covered under the incentive programs for renewable energy development. Although no new capacity was added during the year, EDPR secured 116 MW of long term PPAs during the December auction, securing future growth.

NEARLY 100% ISQ14001 AND OHSAS 18001 CERTIFIED CAPACITY IN FUROPE
EDPR's capacity follows the highest standards to preserve the environment along with the health and safety of the employees. This commitment is recognized with the environmental certification ISO 14001 and Health & Safety certification OHSAS 18001. These certifications cover almost a 100% of our operations in Europe.
In North America, EDPR is currently pursuing ISO 14001 and OHSAS 18001 certifications for all of its wind farms.
South Branch will represent EDPR's first operating wind farm in Canada and is an important first step towards establishing a long-term presence in a market that is strongly committed to environmental leadership and clean energy supply.
Laterza (14 MW) and Castellaneta (16 MW) are part of the pipeline fully developed by EDPR. The projects were awarded long term contracts in the first auction on January 2013 and the construction was completed in less than 8 months. During the construction of the project, EDPR's team of experts had to create an innovative type of foundation to compensate for the poor and irregular quality of the soil.
Facaeni is one of the largest wind farms built in Romania. Due to a strong local presence and expertise, this project was built in record time for a project of this size and despite the challenging weather conditions.
Adding to the existing leadership in Poland, EDPR installed one of its largest wind farms in the area. This along with the additional 100 MW installed during the year solidified the market leading position.


EDPR generated 19.9 TWh during 2013, enough to cover an entire year of electricity demand for large metropolitan cities like Madrid, Lisbon, Bucharest, and Houston.

EDPR's operations in Europe were the main driver for the electricity production growth in 2013, increasing by +15% YoY to 9.5 TWh and represented 48% of the total output (45% in 2012). This performance was driven by strong output growth across all European regions. EDPR achieved a 28% load factor in Europe, +2pp vs. 2012, further reflecting the strong wind resource.
| SERVICE AND AND INVESTIVE WAS COMMENT OF CONSTITUTION OF CONSULTION OF CONSULTION OF CONSULTION OF CONSULTION OF CONSULTION OF CONSULTION OF CONSULTION OF CONSULTION OF CONSU | factor (vs. 27% in 2012), primarily due to the | ||||
|---|---|---|---|---|---|
| EDPR | GWh 19.903 |
YOY % 8% |
NCF 30% |
YOY% 1 pp |
outstanding performance in the first and fourth quarter of 2013. In Spain, EDPR delivered once |
| EUROPE | 9.527 | 15% | 28% | 2 pp | again a solid premium over the Spanish market |
| Spain | 5.802 | 14% | 29% | 3 pp | average load factor (+2pp). |
| Portugal | 1.593 | 10% | 29% | 3 pp | |
| France | 689 | 0% | 25% | (1 pp) | The Rest of Europe operations delivered a 25% |
| Belgium | 116 | -5% | 23% | (1 pp) | load factor (24% in 2012) and posted higher year |
| Poland | 541 | 24% | 24% | (2 pp) | |
| Romania | 702 | 47% | 24% | 3 pp | over year generation. Romania increased its |
| Italy | 83 | 25% | production by 226 GWh as new capacity and solid | ||
| USA | 10.146 | 2% | 32% | (1 pp) | resource contributed to the strong performance. |
| East | 4.385 | 11% | 28% | (2pp) | Higher production in Poland was mainly due to a |
| Central | 4.744 | -1% | 37% | (0 pp) | full year of operations for capacity installed in |
| West | 1.018 | 3% | 29% | 3 pp | 2012. Italy generated 83 GWh in its first |
| BRAZIL | 230 | -1% | 31% | (0 pp) | operational year. |
In North America, EDPR's electricity output increased to 10.1 TWh (+2% YoY), supported by a higher average MW in operation in light of the lower load factor. Events not related to the wind resource resulted in a slightly lower load factor of 32% (33% in 2012); however, excluding this impact the load factor would be in line with the previous year.
In 2013, EDPR's output in Brazil decreased 1% YoY to 230 GWh, as a result of a lower wind resource during the third quarter, and led to a stable load factor of 31%. The Tramandai wind farm continues to deliver above average load factors.
CO2 EQ AVOIDED(kt)
The 19.9 TWh of electricity produced has zero carbon emissions, thus contributing to the world's fight against climate change. Based on each countries' thermal emission factors, an estimate of 16 million tons of CO2

equivalent emissions were avoided that would have otherwise been emitted by burning fossil fuels to generate the same amount of electricity in the geographies where EDPR is present.
Both Spain and Portugal delivered a 29% load
As a part of maintaining a low risk profile, EDPR's coverage of installed capacity under regulated or long term remuneration schemes increased to 93%
The average selling price decreased by 2% to €62.4/MWh (-€1.1/MWh YoY), driven mainly by regulatory changes in Spain (-9% YoY) partially offset by a higher production mix towards Furopean output (48% vs. 45%) and a higher average selling price in the US (+3% YoY) and Brazil (+8% YoY).
The 2013 average selling price in Europe decreased 6% YoY to €88.7/MWh (€94.2/MWh in 2012) mainly due to lower selling prices throughout the countries, except for France (indexed to inflation) and Belgium (PPA with a fixed price). In Portugal, the lower price was driven by the above average wind resource, ultimately resulting in higher revenues.

In Spain, changes in the remuneration framework, that were previously announced, drove the decline. The new framework, defined in RDL 9/2013, includes the removal of remuneration received for reactive power (up to €3.5/MWh) and sets the profitability of all assets at the Spanish 10-year Bond yield plus 300 basis points. The net result is a steep decline in the remuneration received as the average selling price fell to €80.0/MWh or a 9% year over year decline. As the production of Spain contributes to nearly 30% of EDPR´s generation, the impact is significant.
Although the average selling price in Portugal decreased to €99,3/MWh (-3% YoY), it was more than compensated by the increase in electricity output. All the wind farms that contribute to Portugal 's EBITDA are under the old remuneration scheme. Under this scheme there is a negative correlation between the price and the annual working hours. Whenever, there is a stronger wind realized price will tend to be lower as a result of the tariff formula.
In Romania, the average selling price decreased to €110.9/MWh (-19% YoY). A key component of the remuneration scheme is the sale of Green Certificates (GCs). Renewable operators generate GCs based on the electricity output and have the option to sell them during monthly auctions. During the year, Romania approved Emergency Government Ordinance 57/2013, which caused uncertainty in the GC market leading to a decline in prices; however, there was a recovery during the fourth quarter. The new legislation does not change the number of GCs earned but rather delays the ability to sell 1GC for wind and 2GC for solar projects to 2017.
In Poland, the average selling price decreased to €95.6/MWh (-6% YoY). Similar to the remuneration scheme in Romania, renewable projects receive green certificates, which can be sold, and prices based on the spot market. During the year, several factors resulted in lower energy and green certificate market prices such as a decline in fuel and CO2 prices and decreased electricity demand.
In France, the selling price improved 1% YoY to €90.2/MWh, while in Belgium it remained stable at €112.0/MWh due to the long-term PPA contracts in place.
In Italy, the above average selling price achieved reached €137.6/MWh, benefiting from the favourable remuneration scheme.
In the United States, the electricity generated from EDPR´s projects are primarily sold under long term power purchase agreements with fixed escalators or sold merchant on the spot market with short-term hedges. The average selling price increased 3% YoY to \$48.6/MWh, driven mainly by a greater weight of output from projects with PPAs (which usually have annual price escalators) and an improvement of prices in the spot market.
Average selling prices for wind farms under PPA increased 2% YoY to \$52.6/MWh, resulting from the contracted price escalators and the contribution of new PPAs. Selling prices for the production exposed to wholesale electricity increased 2% YoY to \$31.9/MWh, benefiting from the recovery in wholesale gas prices from an average of \$2.8/MMBtu in 2012 to \$3.7/MMBtu in 2013.


From the beginning of 2013, EDPR has secured 1,200 MW of new wind energy PPAs. 250 MW for projects that were already in operation and 950MW will be installed over the next 3 years starting in 2014. The MW to be installed are backed by seven PPAs and are spread across the United States in five different states (California, Oklahoma, Kansas, Maine, and Indiana). In addition to the wind energy PPAs, EDPR has also secured two PPAs for 30 MW of solar plants to be installed in California. In line with EDPR´s growth strategy of expanding in to new technologies, the planned solar plant will be the first for EDPR in the North American market, capitalizing on both the attractiveness of the investment and the expertise qained from the installation of solar plants in Romania starting in 2012.
Risk management is critical when the price received from generating electricity is subject to the uncertainty in the wholesale market. In order to improve certainty and decrease exposure to volatile spot prices, EDPR entered into power futures contracts, partially hedging US merchant exposure. This allowed EDPR to secure a fixed price for a stated volume and provide price stability and effectively reduce the monthly cash flow volatility due to the variation in market-driven electricity prices.
In 2013, the average selling price in Brazil increased 8% to R\$309.2/MWh, reflecting the updated PPA price in accordance with the adjustment for inflation.
| REMUNERATION SCHEMES | |
|---|---|
life.
| Spain: | -9% YoY | Portugal: | -3% YoY | France: | +1% YoY |
|---|---|---|---|---|---|
| 2,310 MW/ €80.0/MWh | 619 MW / €99.3/MWh | 322 MW / €90.2/MWh | |||
| New regime: In July 2013 the Government changed the remuneration framework for existing facilities. According to the current secondary legislation draft, wind farms built in 2004 or earlier are not eligible to receive any incentive while newer farms will receive a flat premium per installed MW until the end of their regulatory |
Feed in tariff "Old Regime" - Tariff is calculated according to a formula that takes into account the load factor, installed capacity, among other parameters. Feed in tarlff "New regime" - Price was defined with a different formula but similar parameters. |
Feed-in tariff, stable for 15 years. First 10 years: receive approximately €82/MWh; inflation type indexation and with an "x" factor only until the start of |
| Romania: | -12% YoY | Poland: | -6% YoY | Belgium: | 0% YoY |
|---|---|---|---|---|---|
| 521 MW / €121.1/MWh | 370 MW/ €95.6/MWh | 71 MW / €112.0/MWh | |||
| Market price plus GC. Wind generators receive 2 GC for each MWh produced until 2017 (but one GC will be deferred from trading will be deferred from trading until March 2017). |
until March 2017). Solar receives 6 GC per MWh for 15 years (but 2 GC |
Market price plus GC. Option to choose a regulated electricity price (PLN201.4/MWh for 2013). DisCos have a substitution fee for non compliance with GC obligation, which in 2013 was PLN297.4/MWh. Option to negotiate long-term PPAs. |
Market price plus green certificate (GC) system. Separate GC prices with cap and floor for Wallonia (€65/MWh- 100/MWh) and Fianders (€80/MWh-125/MWh). Option to negotiate long-term PPAs. |
||
| Italy: | n.a.% YoY | United States: | +3% YoY | Brazil: | 48% YoY |
3,667 MW / \$48.6/MWh 84 MW / R\$309.2/MWh 70 MW / €137.6/MWh Feed-in-tariff - PROINFA. Electricity price - market price or Market price plus green Long-term PPA system set in a certificates (old regime). long-term PPA - plus renewable competitive tender. energy certificates (RECs). In Long term PPA system set in a addition, a number of competitive tender (new regime). tax/governmental incentive schemes may apply, such as Production Tax Credits (PTCs), Cash Grants (CGs) and MACRs.
Given the nature of the renewable energy business where excellence in development, construction and operations are paramount to ensure project success, EDPR prides itself in having developed competencies in all of these areas that set it apart from other players in the industry.
These areas of expertise are not limited to the more technical aspects of the business, such as the design of the wind farms, but encompass every aspect from environmental issues to the work developed in partnership with local communities. Most importantly these areas are supported by the knowledge and know-how of EDPR's team of young, highly skilled employees.
It is their tireless effort in the design, construction and day-to-day operation of our renewable power plants that drives our industry leading efficiency metrics.
EDPR vs. Spanish Market Average __ 2009 2010 2011 2012 2013 EDPR in Spain - Spanish Market Average
The development stage of the project is by far the most critical. The choice of location, wind farm layout or wind turbine generator will influence the top-line return of the project for the next 25 years of operations. Once the wind farm is up and running, certain adjustments can be made to maximize output and reduce costs, however the fundamental drivers of return were decided years before, during development.
Finding the prime locations to build our wind farms and defining the optimal placing of the turbines is critical for a project's success. Placing the turbine in a sub-optimal location could significantly reduce a wind turbine's net capacity factor. For this reason, EDPR has implemented a thorough process that ensures the quality of the new additions to the global portfolio and tries to anticipate during the early stages of the development if a project will meet the highest standards defined by the company.
However, not only technical factors are taken into consideration during this initial process. Social and environmental aspects of potential sites are evaluated
before initiating the permitting process, following our environmental and biodiversity policy commitments, in order to ensure that our development portfolio only considers projects that can meet our highest environmental standards.
EDPR uses a two stage process to determine the optimal layout for a wind farm to maximize the profitability of the project. This process is carried out by one of the most experienced teams in the industry, including experts with more than 10 years of experience.
One of the first steps of developing a project is to use complex mathematical models to produce a series of layout options. Information on wind speeds, wind direction, foundation costs and zone restrictions are among the many variables considered in the model. Once these options are developed it's also important to consider the potential losses in energy output due to the "wake effect".
This effect relates to the loss of energy and increased turbulence caused by rotating blades on downstream wind turbines. It is important to anticipate the potential impact and adjust the layout accordingly because once a wind farm is built no further changes can be made without a sizeable impact. The ultimate goal is to design a layout that will capture the maximum amount of the wind resource, minimize construction costs and avoid unsustainable areas.
Since a wind farm can become a part of the local community, their input is also critical to achieve our goals. Early engagement provides a valuable understanding of the social considerations of the sites and also ensures a good and smooth development. During this process, potential conditions that might be attached to the consent of the wind farm are discussed. These conditions can influence the layout, construction techniques, scheduling, post-consent monitoring, and studies. Public consultations are a standard practice to understand social considerations and are well attended by the locals and often receive coverage in the local media.
As well as optimizing the layout of the wind farm, great effort is taken into choosing the best fit wind turbine generator for each site. When developing a new project our technical and procurement teams work closely to choose the model that will provide the best all-round profitability for the project. This is a delicate balance between the technical specifications of each model and the price offered by the manufacturer. The model selected is based on maximizing return, which based on the economics, could come at the expense of maximizing production.
EDPR manages more than 70 wind turbine models from 9 different suppliers in its global portfolio. The experience gained in working with a diversified portfolio of models helps ensure low turbine supply risk, high productivity and competitive pricing among turbine manufacturers.
A main goal of EDPR's engineering and construction team is to build highly efficient wind farms, while closely monitoring the investment costs, and to design wind farms that will require minimal infrastructure maintenance costs during the useful life of the asset. This is done with strict adherence to local and internal construction standards, considering on-site conditions and minimizing the impact on local communities and the environment.
During the engineering phase EDPR's teams perform deep geological researches with the aim of avoiding uncertainties during construction as well as designing optimal foundations, roads and platforms. The proper design of roads and other structures minimizes the use of earthworks, which ultimately reduces the construction costs of each project.
The electrical infrastructure requires equal time and effort. In this stage the choice of cables takes into consideration the best economics as well as the technical characteristics of the wind turbines to ultimately design the best electrical grid crossing.
The infrastructure investments developed have an ultimate positive benefit for the surrounding communities. The reinforcement of the existing electricity networks and the rehabilitation of existing roads, or the construction of new roads, is a valuable asset for the surrounding communities who may be able to use the developed infrastructure to access remote locations. Moreover, an upgraded electricity distribution system can increase the quality of the electricity supply by increasing stability and reducing outages.
The presence of EDPR in the area encourages economic development of the region, which can see an influx of temporary construction workers that brings local spending and increased sales tax revenue. Closely collaborating with stakeholders is important to ensure they maximize the value generated.
In the construction phase, EDPR stands out through its contract strategy and procurement process, among others. EDPR has perfected its contract strategy to provide the best balance between price and risk. This is done through several turnkey contracts for the wind turbines, construction works and electrical infrastructure that quarantee internal leadership in the construction management, whilst reducing the prices and controlling the schedule and possible deviations.

1 - Construction of access roads.
2 - Foundations and Pads. Depending on the terrain construction of the wind farm foundation can be a difficult task. In EDPR's Facaeni wind farm, due to the soil conditions the foundation had to be built with 18 piles per turbine.
3 - Collector system (cables that link the wind turbine to the substation),
4 - Wind turbine generator (WTG) transport. The size and weight of the wind turbines means that transport is a logistical challenge. Turbines are moved in sections with some weighing in excess of 70 tons.
With regards to the procurement process, EDPR has implemented a process that guarantees technical considerations and competitive pricing. This includes a bidding process for several contractors with several stages of negotiations. Commercial and technical assessments are carried out in parallel to get the best commercial offer (economics, guarantees, low risk, financing) to assure the whole scope is included and quality and technical specifications are fulfilled.
Environmental requirements and best practices are also included in the bidding documentation or in specific environmental management plans. The construction of our projects brings many external partners and we believe it is essential to involve the entire value chain in order to quarantee that they are aligned with our environmental strategy. EDPR performs monitoring plans to ensure that the environmental requirements are met and in the unlikely event that an unexpected environmental impact is identified we are able to quickly implement the corrective measure

5000 turbines remotely operated

As the operator of a global fleet of 8.5 GW, EDPR places great attention on effectively managing its assets. Ensuring that operations and maintenance costs are kept to a minimum through the useful life of the wind farms, and maximizing their return is cornerstone of this process.
In addition to its leading O&M strategy and remote operations infrastructure, EDPR continues to seek gains year after year in other areas such as improved warehouse logistics, better power forecasting and leaner operations. Minor improvements in any of these areas multiply into significant cost savings for the company and its shareholders.
During the day-to-day operation of a wind farm, forecasting plays a critical role as it allows EDPR to accurately predict the future energy generation. If wind farms are able to accurately forecast there energy production they can minimize imbalance costs and help improve the energy system as a whole. Energy imbalances happen when actual production or usage of energy is lower/higher that the scheduled amount. If a wind farm produces less energy that it forecasted it will have to pay the energy system authority for this deviation. To avoid such costs it is imperative that wind farm energy forecasts are as accurate as possible.
As with layout optimization, forecasting of energy production falls on EDPR's energy assessment team. In this case state-of-the art physical and statistical modelling is used to predict the wind resource for all our wind farms on an hourly basis. The availability of on-site wind data and advances in meteorological modelling has significantly helped improve the forecasting ability over the last years. However certain challenges remain such as accounting for thermal winds, complex terrain, very high winds and the impact from icing.
To deal with some of these problems EDPR has implemented a successful program to identify and correct periods of curtailment or unavailability. Our teams periodically analyse the millions of data points collected to identify problems and implement corrections. This program has resulted in a 10% improvement in the forecasting of production from some critical wind farms throughout 2013.
EDPR's top line revenues are the result of two key factors, energy generated and selling price. As a result, selling the energy generated at attractive prices whilst is as important as maximizing production.
EDPR's energy management team uses long-term power purchasing agreements signed with local off takers to stabilize the energy price received for as long as 20 years. Additionally, depending on the specificities of each contract, exposure to other market uncertainties is also reduced. 93% of EDPR's capacity is covered either by the
Guaranteeing a healthy and safe work environment for our employees and contractors is fundamental in all aspects of the business. EDPR's Health and Safety policy, available on our website, reflects the company's commitment to the prevention of occupational risks associated with our activities.
To support our strategy on health and safety, we have implemented proper management systems. These systems are adapted to each country, with specific standards and procedures based on the regulation and best practices.
The Management System is being certified OHSAS 18001:2007. At the end of 2013, the certification covered 3,387 MW, representing 42% of EDPR's installed capacity. The certification was additionally extended to Belgium and Romania.
During 2013, EDPR registered a substantial improvement in its health & safety ratios. The number of accidents registered for employees and contractor personnel reduced by 50%, an improvement towards our zero accidents goal stated in our Health & Safety policy.
regulatory stability of country specific frameworks or long-term PPAs and the remaining 7% is exposed to the changes in energy spot markets. To further reduce its exposure to spot markets, following our low risk strategy, EDPR uses short-term hedging instruments to sell energy at fixed prices.
During 2013 EDPR signed 1,200 MW of long-term PPA in the US and contracted short-term hedges in at least 4 geographies.
During the first years of a wind farm's life, operations and maintenance of the wind turbine generators is usually guaranteed by the turbine manufacturer. Once this period has finished, EDPR must decide on the optimal maintenance system that will reduce costs, whilst maintaining high levels of availability. To deal with this problem EDPR has implemented a successful O&M program called M3 (Modular Maintenance Model). Depending on the country, turbine type, historical performance and other technical aspects, our O&M teams will decide on the optimal balance between external contractors and in-house maintenance. Usually, EDPR keeps control of high value-added activities such as maintenance planning, logistics and remote operations while outsourcing, under direct supervision, people intensive tasks.
This strategy has resulted in high costs savings for the compared with other post-warranty wind farms under full scope O&M contracts, the costs savings achieve 15% and reaches 20% when compared with wind farms under their initial warranty.
Launched in 2011, EDPR's Lean program focuses on optimizing process across the company's business using the lean-six sigma methodology. The objective is to leverage front-line personnel ideas and experience to improve the company's revenues and costs, improve safety and reduce environmental impact.
Within this strategy EDPR has implemented two programs, "Daily Lean improvement". The first applies continuous improvement to the day-to-day activities at our wind farms, with the objective of reducing repetitive and non-value added tasks. Improvinq the tracking of repaired components and warehouse layout are two examples of the results of this program.
The second program "Lean Improvement", developed together between our performance engineers and our field personnel, identifies and solves issues that are common to a fleet of turbines or part of a fleet. This program implemented changes that help reduce the impact of lightning damage and reduce gearbox overheating among many others.
A GREEN ENERGY WITH A SMALL FOOTPRINT

FOOTPR
consumed per MWh


EDPR is very conscious of the importance of proper management of environmental matters in the wind farms in operation, which is assured through the Environmental Management System (EMS). The system ensures compliance with legal requirements and focuses on relevant environmental aspects, while setting environmental objectives and targets to improve environmental performance at country and platform levels. In the US, EDPR has completed the implementation of an EMS for all of its operating wind farms and the platform is currently pursuing ISO 14001 certification.
To attract, develop and retain talent is a main goal of EDPR's Human Resources strategy. At EDPR, our people are very important and we, as a responsible employer, want to retain them by offering quality employment that can be balanced with personal life.
Despite a difficult macroeconomic environment, our employee base increased by three percent over last year to reach 890. New employees have the opportunity to join a company with a strong work culture that emphasizes team work within a diverse environment represented by 24 nationalities.
We strive to offer our workforce with opportunities to develop professionally and to assume new roles to reach the company's goals. Our employees are distributed globally as 24% of our employees work at EDPR Holding, 44% within the European Platform, 29% within the North American Platform and 2% in Brazil. All are encouraged to take advantage of the functional and geographic mobility opportunities so they can assume more responsibilities.
As part of the employee recruiting strategy, EDPR is committed to hiring the brightest people and seeks potential employees attending top universities and business schools. We have carried out different initiatives to enhance employer branding by participating in different Employer forums and hosting visits from top-tier universities. EDPR offers an internship program aimed at giving young professionals work experience and potentially identifying future employees with growth potential who can contribute to the future development of the business.
EDPR hires talented individuals who are passionate about the industry and share our vision and purpose. When hiring, the company takes into account not only the specific job skills for a certain position but also the behavioural skills, which are at the base of the organisational culture. As a company devoted to sustainability, EDPR aims to combine career goals with company values.
At EDPR, we hire top talent ensuring a non-discriminatory selection processes. This is confirmed in the Code of Ethics which contains specific clauses of non-discrimination and equal opportunities in line with the company's culture of diversity.
In 2013, EDPR hired 91 employees, 32% of which are women. EDPR additionally offered 87 long term internships and 18 summer internships.
EDPR has a strong company culture, and wants new hires to be able to understand this culture and quickly adopt it in their day-to-day activities. To encourage this, new hires are involved in a number of workshops and team building activities aimed at improving integration and gaining a better understanding of the company.
Our Welcome Day, a three day event for new hires, allows new employees to obtain basic knowledge of the company, our business, and depending on the employee's profile, a visit to one of the wind farms or the remote control dispatch centre. During 2013, EDPR introduced a new integration tool called the Induction Plan. New hires spend a few days at the corporate headquarters and are guided by colleagues from different areas to learn key aspects of their job and gain a better understanding of their work and how it contributes to the mission of FDPR

EDPR is committed to offer a competitive compensation and benefits package to recognize the work and talent of our employees. The compensation policy addresses the needs of local markets and provides flexibility to adapt to the specifics of each region. In addition to a fixed base compensation, there is a variable component that depends on a performance evaluation measured against the company's performance, area and individual KPIs.
Our performance based compensation is an important tool to promote a greater focus from our employees on not only the company's objectives but personal and team objectives as well. In order to be competitive in the marketplace and recruit the best talent. EDPR reviews and benchmarks itself against local markets in order to offer the most attractive benefits packages. For example, in 2013, EDPR extended the coverage of its life and accident insurances to 100% of the employees.
At EDPR, we understand the importance of maintaining a balance between work and personal commitments. This understanding has led to an increase of employees' satisfaction, while boosting productivity, and morale.
EDPR has work-life balance programs and aims to constantly improve and provide the most suitable benefits to employees. Often specific benefits are only applicable to certain countries in which EDPR is present. As an example of normalizing key benefits across the countries, EDPR employees in the United States can now enjoy extended maternity leave, as it is a common practice in Europe.
Since 2011, EDPR's practices have been recognized with the Family Responsible Employer Certification (EFR-Empresa Familiarmente Responsable) by the MásFamilia Foundation, in Spain. This certification reflects EDPR's commitment to promote a healthy work-life balance for its employees. EDPR stood out for its effectiveness in terms of scheduling flexibility, family supportunities and its ambitious policy of continuous improvement.
EDPR does not limit itself to only providing benefits to the community through the construction of new wind farms and solar plants. Employees are also encouraged to actively participate in their communities and to be responsive and aware of emerging needs through many volunteering initiatives sponsored by EDPR's Volunteering Program. Employees can choose from several campaigns to donate financially or participate directly in volunteering opportunities held during working hours or weekends. For example, during the Christmas holidays, a campaign was started in partnership with a NGO to raise fund for a social initiative in South America.
Assessing the potential of our talented pool of employees is a fundamental tool in people management. The purpose of the annual Potential is to prepare employees to achieve his/her top potential development based on a set of strategic skills. All of EDPR's employees, regardless of their professional category, are evaluated yearly to determine their development potential by providing the most suitable training. EDPR creates tailored development plan to address specific needs. The potential assessment process is independent from performance appraisal and is based on a 360 degree evaluation model which considers feedback from oneself, peers, subordinates and the manager.
Each year a customized Training Plan is created based on the potential performance assessment. The plan provides a framework for managing training within the company, in close alignment with the business strategy. When defining our strategy for the future, we strive to align current and future demands of the organization with our employees' capabilities while fulfiling their professional development expectations and supporting their continuous improvement. EDPR is committed to offer employees an attractive career plan, as well as advanced education and training opportunities.
| 2013 | 2012 | (%) | |
|---|---|---|---|
| Training Metrics | |||
| Number of Training Hours (# ) | 29,298 | 17,324 | ୧୦% |
| Number of Participants (#) | 2,563 | 2,436 | 5% |
| Trained employees | 838 | n.a. |
1 2012 figures do not include Portugal and Brazil in 2013 accounts for 1,556 hours and 121 participants and 796 hours and 38 participants, respectively.
2 Figures include Language training. In 2013, language training accounted for 6,754 hours, while in 2012 language training represented 2,713 hours.
In 2013, the number of training hours increased to 29,298, representing 33 hours of training per employee. Almost 95% of our employees received training during 2013. Internal training accounted for 10,993 hours.
Promoting talent from within is a strategic choice to ensure the long term advancement of EDPR. Recognizing that future leaders of EDPR could be present in the existing talent pool, a specific training program (HIPO) is essential to developing the skills of these high potential employees. In 2013, EDPR launched an innovative coaching program for those in the HIPO program. The objective is to enhance the professional development and soft skills through one on one coaching/mentoring session with a senior leader.
In 2013, the Renewable Energy School had gained relevance as a tool aimed at sharing internal knowledge and fostering networking opportunities. The School has now established itself as a platform for knowledge sharing and exchange of best practices across the company and has been tasked with delivering the core programme within the defined EDPR employees' Training Roadmap.
The objective of the EDP University training is to familiarize employees with the core business of the company and to broaden their horizons by providing them with an overview of the strategic challenges that the company faces.

During 2013, the Renewable Energy School delivered 34 training sessions across Europe and the US, representing 7.444 hours
and a total of 761 attendances. During this period, the School engaged 67 internal experts as trainers for these courses and has successfully implemented the strategy of reaching out to EDPR local offices by organizing courses in 8 different locations.
All our employees are covered by our performance evaluation system that collects information from several data sources to evaluate employee performance.
In the context of fostering workers' growth through diversity of experience, EDPR encourages professional mobility. To support the global growth strategy, mobility is of upmost importance as a powerful tool to share EDPR culture and best practices with new markets where we plan to enter.
During 2013, 41 employees had functional or geographical mobility and, including 10 new expats during the year, making a total of 25 expats.
At EDPR, it is important to have open lines of communications with employees. Different measures were implemented to gather and analyse opinions and suqqestions. EDPR's CEO is keen on connecting with employees and will regularly hold organized meetings with a small group of employees to discuss in an open forum. Continuous feedback between areas, through various means, is important to eliminate silos and encourage greater and more efficient teamwork.
In addition to open communication channels established between employees, satisfaction surveys are conducted every two years to gather opinions and gain an understanding of the motivation and satisfaction level of employees. The participation rate in this year's survey reached 95% with a satisfaction score of 77%.
In addition, EDPR continued among the 50 best companies to work in the GPTW Rankings in Spain, UK and Poland, where we pursued this recognition.
Based on the feedback of our employees, we have organized during 2013 meetings sessions between our employees and the CEO.
During these meetings, employees are given the opportunity to share their point of view of the business from their positions and learn about the strategy of the company and how this relates to their day-to-day tasks. This is a great opportunity for employees to better understand their impact on the business.
In Spain, 53% of our employees already had the chance to meet the CEO. This initiative has already started in other EDPR geographies. The feedback received from our employees is very positive.
EDPR's ability to attract, develop, and retain talent is a testament to its commitment to excelling in all areas. It's no wonder that EDPR continues to be among the 50 best companies to work for as determined by the Great Place to Work rankings. A motivated workforce aligned with the company's strategy is one of the key drivers behind our ability to deliver on results during 2013.

In 2013, EDPR registered another year of record performance, with Revenues increasing to 1,356 million euros, mainly driven by the 8% increase in electricity generation. EDPR's average selling price decreased 2% as the result of the lower average selling price in Europe; however, the decrease was partially offset by the higher ice in the US and Brazil
| INANCIAL HIGHLIGHTS | 2013 | 2012 | average selling price in the 05 and brazil along with a higher production mix towards Europe. |
|
|---|---|---|---|---|
| m | 4%/€ | |||
| NCOME STATEMENT | EBITDA OF 947 MILLION EUROS | |||
| EBITDA improved 1% to 947 million euros, | ||||
| Revenues | 1,356 | 1,285 | +6% | representing a 70% EBITDA margin. EBITDA |
| BITDA | 947 | 938 | +1% | grew despite the negative cumulative impact |
| let Profit 1 | 135 | 126 | +7% | of 71 million euros related to all 2013 Spanish regulatory changes, including a 17 |
| CASH-FLOW | million euros adjustment on sales, related to | |||
| Operating Cash-flow | 700 | રેદિર | +5% | the framework (RDL 9/2013) that was announced in July 2013 and pending |
| Capex | 627 | 612 | +2% | approval. |
| BALANCE SHEET | ||||
| Assets | 13,112 | 13,302 | (190) | NET PROFIT INCREASED 7% TO 135 MILLION EUROS |
| Equity | 6,089 | 5,749 | +341 | |
| iabilities | 7,022 | 7,553 | (531) | The positive year over year growth in Net Profit highlights EDPR's ability to transform |
| IABILITIES | strong operational metrics into quality | |||
| Net Debt | 3,283 | 3,305 | (23) | bottom-line metrics. |
| nstitutional Partnerships | 836 | 942 | (106) | |
| Attributable to EDPR equity holders | ROBUST CASH-FLOW |
Operating Cash-Flow increased 5% to 700
million euros, which more than covered the Capex expenditure of the year.
In 2013, EDPR concluded the sale of a minority equity stake and shareholders' loans in wind farms in Portugal to CTG, and executed a sale of a minority equity stake in the US with Fiera Axium, for a combined total of 402 million euros. In October 2013, EDPR structured an additional asset rotation transaction with Axpo Group for a portfolio of wind farms in France. The financial close occurred during the first quarter of 2014.
Capital expenditures (Capex) totalled 627 million euros reflecting the capacity additions and the capacity under construction. Moreover a cash grant for 120 million dollars was collected in the US. As a result of the robust cash flow, execution of the asset rotation strategy, and close monitoring of expenditures, Net Debt decreased by 23 million euros.
Execution of the asset rotation strategy primarily helped increase EDPR's total equity by 340 million euros to reach 6.1 billion euros.
Total liabilities decreased 531 million euros. This decrease was mainly driven by lower financial debt and a decrease in accounts payables.
Total assets of 13.1 billion euros are 190 million euros lower versus last year, mainly due to the depreciation of the US Dollar
EDPR continues to deliver solid operating performance results as Revenues increased 6% to 1.4 billion euros.
In addition to operating assets to generate maximum revenue, controlling costs and achieving high levels of efficiency is equally a strong focus for EDPR. Operational expenditures (Opex) - defined as Operating Costs excluding Other operating income - increased 10% to 451 million euros. The increase is mostly a result of the 7% tax on electricity sales introduced in Spain during the year, which negatively impacted results by 32 million
euros. On a per MW basis, the ratio is higher versus 2012; however, adjusting the ratio for this tax along with write-offs, EDPR's Opex per MW actually decreased 2% as a result of strict cost control.
Other operating income totalled 42 million euros in 2013. During the beginning of the year, EDPR re-designed the off taking volumes of a long term PPA in the US, which partially contributed to the amount. The decrease versus last year is mainly due to the 32 million euros recorded, in the prior year, as a result of asset revaluation.
Despite the negative impacts from regulatory changes in Spain, EBITDA increased 1% to 947 million euros due to leading operational metrics and strict control over costs, leading to a 70% EBITDA margin.
EBIT (operating income) improved 5% to 473 million euros, reflecting the 2% lower depreciation and amortisation charges, including impairments. In 2013, EBIT was negatively impacted by 20 million euros of
| Em | 2013 | 2012 | A %/C |
|---|---|---|---|
| Revenues | 1,356 | 1,285 | +6% |
| Other Operating Income | 42 | ਦੇਤੋ | (34%) |
| Supplies and Services | (263) | (262) | +0% |
| Personnel Costs | (67) | (63) | +6% |
| Other Operating costs | (121) | (86) | +41% |
| Operating Costs (net) | (409) | (348) | +18% |
| EBITDA | 947 | 938 | +1% |
| EBITDA/Revenues | 70% | 73% | (4%) |
| Provisions | (1) | 0 | |
| Depreciation and amortisation | (491) | (503) | (2%) |
| Amortization of deferred income (government grants) |
18 | 15 | +21% |
| EBTT | 473 | 450 | +5% |
| Capital gains/(losses) | (0) | 3 | |
| Financial Income/(expenses) | (263) | (278) | (5%) |
| Share of profits of associates | 16 | 7 | +133% |
| Pre-Tax Profit | 226 | 182 | +24% |
| Income taxes | (57) | (46) | +23% |
| Profit of the period | 169 | 136 | +24% |
| Net Profit (EDPR equity holders) |
135 | 126 | +7% |
| Non-controlling interests | 34 | 10 | +248% |
impairments, of which 9 million euros related to Spain and booked in the fourth quarter of 2013.
At the financial results level, net financial expensed 5%, as net interest costs were lower, benefiting from a lower average debt and a stable 5.2% cost of debt. Institutional partnership costs were 9% lower, while the devaluation in the Zloty and Leu led to a negative forex impact. Share of profits of associates increased 9 million euros to 16 million euros mainly due to the stronger results of ENEOP.
Pre-Tax Profit increased 24% to 226 million euros resulting in Income Taxes of 57 million euros, equivalent to a 25% effective tax rate. Non-controlling interests totalled 34 million euros, a 24 million euros increase mainly as a result of the asset rotation strategy of selling minority stakes in operational assets.
All in all, Net Profit increased 7% to 135 million euros. When adjusting 2012 and 2013 for non-recurrent events on operating income, forex differences, capital gains, and tax asset base revaluation, the Adjusted Net Profit increases to 145 million euros, an 8% increase.

Total Equity of 6.1 billion euros increased by 340 million euros during year, with 93 million euros attributable to non-controlling interests. The increased equity attributable to the shareholders of EDPR of 247 million euros is a result of the 135 million euros of Net Profit, reduced by the 35 million euros in dividend payments, as well as the sale of non-controlling interests which contributed 147 million euros.
| BALANCE-SHEET Em |
2013 | 2012 |
|---|---|---|
| Assets (Cm) | ||
| Property, plant and equipment, net | 10,359 | 10,537 |
| Intangible assets and goodwill, net | 1,346 | 1,327 |
| Financial investments, net | 72 | 57 |
| Deferred tax assets | 111 | 80 |
| Inventories | 15 | 16 |
| Accounts receivable - trade, net | 207 | 180 |
| Accounts receivable - other, net | ર્દ રેણ | 800 |
| Financial assets at fair value through profit and loss |
O | 0 |
| Collateral deposits | 80 | 49 |
| Cash and cash equivalents | 265 | 246 |
| Total Assets | 13,112 | 13,302 |
| Equity (Cm) | ||
| Share capital + share premium | 4,914 | 4,914 |
| Reserves and retained earnings | 623 | 384 |
| Net Profit (Equity holders of EDPR) | 135 | 126 |
| Non-controlling interests | 418 | 325 |
| Total Equity | 6,089 | 5,749 |
| Liabilities (Cm) | ||
| Financial debt | 3,692 | 3,874 |
| Institutional partnerships | 836 | 942 |
| Provisions | 68 | 64 |
| Deferred tax liabilities | 383 | 381 |
| Deferred revenues from nstitutional partnerships |
672 | 738 |
| Accounts payable - net | 1,370 | 1,555 |
| Total Liabilities | 7,022 | 7,553 |
| Total Equity and Liabilities | 13,112 | 13,302 |
While equity increased, total liabilities reduced 7% to 531 million euros, mainly in financial debt (-182 million euros) and accounts payable (-185 million euros).
With total liabilities of 7.0 billion euros, the debt-to-equity ratio of EDPR stood at 1.2x by the end of 2013, which is a year over year decrease from the 1.3x in 2012. Liabilities were mainly composed of financial debt (53%), liabilities related to institutional partnerships in the US (12%), and accounts payable (20%).
Liabilities to tax equity partnerships in the US stood at 836 million euros (-106 million euros or -11% from prior yearend). 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 totalled 13.1 billion euros in 2013, the equity ratio of EDPR reached 46%, versus 43% in 2012, highlighting the continued de-leveraging of the company.
Assets were 79% composed of net PP&E - property, plant and equipment, reflecting the cumulative net invested capital in renewable energy generation assets.
Total net PP&E of 10.4 billion euros changed in the vear for the new additions during the year of 584 million euros, and reduced by 505 million euros for depreciation charges, impairment losses and write-offs plus an additional 260 million euros due to forex conversion, mainly as the result of a weaker US Dollar.
Net intangible assets mainly include 1.3 billion euros from goodwill registered in the books, for the most part related to acquisitions in the US and Spain, while accounts receivable are mainly related to loans to related parties, trade receivables, guarantees and tax receivables.



EDPR generated Operating Cash-Flow of 700 million euros, a 5% increase from the prior year. EDPR continues to benefit from the strong cash-flow generation capabilities of its assets in operation.
The key items that explain 2013 cash-flow evolution are the following:
All in all, Net Debt decreased versus last year and stood at 3,283 million euros by year end. In line with the selffunded business model and focus on operational excellence, EDPR will continue to benefit from the solid free cash-flow generation capabilities of its assets.
| CASH-FLOW Em |
2013 | 2012 | A %/C |
|---|---|---|---|
| EBITDA | 947 | 938 | +1% |
| Current income tax Net interest costs Share of profit of associates |
(93) (200) 16 |
(82) (205) 7 |
+9% (3%) +121% |
| FFO (Funds From Operations) | 671 | 655 | +2% |
| Net interest costs Income from associated companies Non-cash items adjustments Changes in working capital |
200 (16) (112) (42) |
205 (7) (120) (୧୧) |
(3%) +121% (7%) (36%) |
| Operating Cash-Flow | 700 | 666 | +5% |
| Capex Financial (investments) divestments Changes in working capital related to PP&E suppliers |
(627) (47) (180) |
(612) (22) 2 |
+2% +110% |
| Cash grant | 91 | 5 | |
| Net Operating Cash-Flow | (63) | 39 | |
| Sale of non-controlling interests and shareholders' loans |
402 | 176 | +129% |
| Proceeds (payments) related to institutional partnerships |
(36) | (15) | +135% |
| Net interest costs (post capitalisation) | (184) | (189) | (3%) |
| Dividends and capital distributions | (76) | (5) | |
| Forex & others | (20) | 27 | |
| Decrease / (Increase) in Net Debt | 23 | 33 | (30%) |

OPERATING CASH-FLOW

CAPEX BREAKDOWN BY
Brazil & Other
| 2013 | 2012 | A C |
|---|---|---|
| 3,692 | 3,874 | (182) |
| (80) | (49) | (31) |
| 3,612 | 3,825 | (213) |
| 265 | 246 | 19 |
| 64 | 274 | (210) |
| 0 | 0 | (0) |
| 329 | 520 | (191) |
| 3,283 | 3,305 | (23) |
EDPR's total Financial Debt decreased 213 million euros to 3.6 billion euros. Loans with EDP group account for 76% of the debt, while loans with financial institutions, mainly in the form of project finances, represented the remaining 24%. To continue to diversify its funding sources EDPR keeps on executing top quality projects enabling the company to secure local project finance at competitive costs. In 2013, EDPR signed two project finance transactions for a total of 112 million euros related to 130 MW of installed capacity in Poland.
DEBT INTEREST RATE TYPE PROFILE (%)

As of December 2013, 59% of EDPR's financial debt was Euro denominated, while 35% was funded in US Dollar due to the investment in the US and the remaining 6% is mostly related with debt in Polish Zloty and Brazilian Real.
EDPR's debt has a long-term profile as 82% of the financial debt has a 2018 and beyond maturity. EDPR continues to follow a long-term fixed rate funding strategy and mitigate its interest rate risk by matching the operating cash-flow profile with its financial costs.
In addition to the long-term profile, stability in the average interest rate is a priority for controlling costs. 88% of the debt is financed based on a fixed rate debt profile and the average interest rate was stable at 5.2%.
Liabilities referred to as Institutional Partnerships decreased 106 million euros to 836 million euros, mainly due to tax benefits allocated to tax equity partners during the period and US Dollar depreciation.


COST OF DEBT

In Europe, EDPR delivered a 9% year-on-year growth in revenues, to 844 million euros. Increasing growth in Rest of Europe led to a higher contribution to Revenues, reaching 26% in 2013 versus 24% in the prior year. Consequently, the contribution from Spain and Portugal reduced to 55% and 19%, respectively.
The performance was driven by the higher electricity output which more than offset the effect of a lower average selling price. In detail, the increase in revenues was the result of higher revenues in Rest of Europe (+34 million euros), Spain (+18 million euros) and Portugal (+11 million euros). The stronger wind resource drove revenues higher by 123 million euros whereas the lower average selling price partially offset this by 57 million euros.
The average selling price in Europe decreased 6% to €89/MWh. In Spain the average selling price was impacted by changes in the remuneration framework for renewable assets and in Rest of Europe mainly by the lower realised price in Romania due to lower green certificate prices following some uncertainty created by the approval of Emergency Government Ordinance 57/2013.
Net Operating Costs amounted to 236 million euros due to the 30% growth in operating costs and lower other operating income. The increase is mostly explained by the 7% tax on electricity sales introduced in Spain during the year, which negatively impacted results by 32 million euros. Adjusted opex, excluding the 7% tax in Spain and write-offs, decreased 3% in MWh basis. Other operating income decreased by 34 million euros mainly due to the one-off 32 million euros recorded, in the prior year, related to asset revaluation.
EBITDA in Europe decreased 4% to 609 million euros, leading to an EBITDA margin of 72%, while EBIT reached 359 million euros.
| EUROPE INCOME STATEMENT | 2013 | 2012 | A % |
|---|---|---|---|
| Em | |||
| Revenues | 844 | 778 | +9% |
| Other operating income | 12 | 47 | (74%) |
| Supplies and services | (142) | (125) | +13% |
| Personnel costs | (26) | (25) | +4% |
| Other operating costs | (80) | (41) | +96% |
| Operating Costs (net) | (236) | (144) | +64% |
| EBITDA | 609 | 633 | (4%) |
| EBITDA/Revenues | 72% | 81% | (9 pp) |
| Provisions | (0) | 0 | |
| Depreciation and amortisation | (251) | (260) | (3%) |
| Amortisation of government grants | 1 | 1 | (2%) |
| EBIT | 359 | 374 | (4%) |



620 577 506 308 2009 2010 2011 2011 2012 2013 Revenues for the period increased 4% to 648 million US Dollars, supported by a 3% increase in the average selling price and a 2% increase in production.
Average selling prices for wind farms under PPA/hedge contracts increased 2%, to \$53/MWh, as a result of the contracted price escalators and the contribution of new PPAs. Selling prices for the production exposed to wholesale electricity prices also went up by 2%, benefiting from the effect driven by the recovery in wholesale gas prices.
Net Operating Costs decreased 7% to 198 million US Dollars, given the operating income in 2013 versus 2012. The increase in other operating income reflects the 18 million US Dollar restructuring impact of the off-taking volumes of a PPA for 200 MW. A strict control over costs and high efficiency levels resulted in 3% decrease in Opex per MW.

Income from institutional partnerships totalled 166 million US Dollars, in line with the output of projects generating PTCs. The projects that opted for the cash grant benefited from lower depreciation charges, booked in the income statement as amortisation of government grants, totalling 23 million US Dollars.
All in all, EBITDA went up 10% to 450 million US Dollars, leading to an EBITDA margin of 69%.
| JS INCOME STATEMENT | 2013 | 2012 | A % |
|---|---|---|---|
| JS\$m | |||
| Electricity sales and other | 482 | 457 | +6% |
| ncome from institutional partnerships | 166 | 164 | +2% |
| Revenues | 648 | 620 | +4% |
| Other operating income | 41 | 25 | +62% |
| Supplies and services | (149) | (150) | (0%) |
| ersonnel costs | (38) | (37) | +2% |
| Other operating costs | (53) | (51) | +4% |
| Operating Costs (net) | (198) | (212) | (7%) |
| BITDA | 450 | 408 | +10% |
| BITDA/Revenues | ୧୦% | 66% | +4 pp |
| Provisions | (2) | ||
| Depreciation and amortisation | (303) | (300) | +1% |
| mortisation of government grants | 23 | 18 | +27% |
| BIT | 169 | 126 | +34% |
In Brazil, EDPR reached revenues of 70 million reais, representing a 12% increase versus the prior year primarily based on the higher average selling price.
The average selling price in Brazil increased 8% to R\$309/MWh, basically reflecting the inflation indexed adjustments in the PPA.
EDPR installed capacity in Brazil is fully under incentive programs for renewable energy development. These programs provide long-term visibility, setting long-term contracts to sell the electricity produced for 20 years, which translates into a stable and visible cash-flow generation throughout the projects' life.

Net Operating Costs increased during the year mainly driven by several non-recurring events in Supplies and Services. All in all, EBITDA was stable at 41 million reais, leading to an EBITDA margin of 59%.
| BRAZIL INCOME STATEMENT | 2013 | 2012 | A % |
|---|---|---|---|
| \$Rm | |||
| Revenues | 70 | 62 | +12% |
| Other operating income | |||
| Supplies and services | (22) | (15) | +45% |
| Personnel costs | (3) | (3) | +7% |
| Other operating costs | (2) | (2) | +24% |
| Operating Costs (net) | (28) | (21) | +37% |
| EBITDA | 41 | 42 | (0%) |
| EBITDA/Revenues | 59% | 67% | (7 pp) |
| Provisions | (0) | ||
| Depreciation and amortisation | (18) | (16) | +16% |
| Amortisation of deferred income (government grants) |
|||
| EBIT | 23 | 26 | (11%) |
This sustainability report responds to the GRI G3.1 Guidelines indicators, 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.
EDPR is not a traditional utility company, as its core business is based on generating electricity from renewable sources and does not include power distribution or power commercialization. As a result exceptions may exist for GRI and Sector Supplement indicators. We also consider as our final product the electricity produced by our wind energy assets. EDPR is committed to the progressive improvement of the information provided.
According to GRI Guidelines, this chapter presents sustainability performance indicators to describe the company's performance in 2013 for each one of the applicable or material GRI indicators. This section also includes references to other chapters of this integrated report, so it can be used as an index to find the company's management approach and strategy regarding specific topics. A complete GRI index can be found at www.edpr.com.
Renewable energies have a strong influence in the local communities. Assets are usually constructed in remote locations, bringing positive economic benefits to the local communities, while contributing to the world fight against climate change.
For additional information on economic strategy and performance, please refer to the EDPR Integrated Operations Section.
EC1 - Direct economic value generated and distributed, including revenues, operating costs, employee compensation, donations and other community investments, retained earnings, and payments to capital providers and governments.
| 2013 | 2012 | |
|---|---|---|
| Economic value generated and distributed | ||
| Turnover | 1,249 | 1,182 |
| Other income | 167 | 190 |
| Gains/(losses) on the sale of financial assets | O | 3 |
| Share of profit in associates | 16 | 7 |
| Financial income | 108 | 74 |
| Economic Value Generated | 1,540 | 1,457 |
| Cost of raw material and consumables used | 18 | 24 |
| Supplies and services | 263 | 262 |
| Other costs | 121 | 86 |
| Personnel costs | 67 | 63 |
| Financial expenses | 372 | 352 |
| Current tax | ਰੇਤੇ | 82 |
| Dividends | 76 | 0 |
| Economic Value Distributed | 1,010 | 872 |
| Economic Value Accumulated | 530 | 584 |
The non-renewable power sector is responsible for producing more than 40% of all CO2 emissions by burning fossil fuels and about 25% of the total greenhouse gas emissions (GHG). Promoting a shift from conventional fossil fuels to renewable energy is one of the most effective and feasible near-term ways of mitigating climate change.
The company's growth plans of pure renewable energy represent a solid commitment to foster the use of green energy sources. Moreover, we are committed to support the use technologies available in order to preserve natural resources and reduce pollution.
For additional information on indirect economic impacts of our energy, please refer to the Why Invest in Renewables? Section.
Information on EDPR benefit plan obligations, can be found in Note 2, Benefits Section and Note 10 in our Financial Statements
Information on EDPR financial assistance received from government through Production Tax Credits, Cash Grants and other Tax savings in the US, can be found in Income from institutional partnerships in US wind farms and Amortisation of deferred income (government grants) in our Consolidated Income Statement and additional details on Note 7 and Note 12 in our Financial Statements
| 2015 | 2012 | |||||
|---|---|---|---|---|---|---|
| Standard entry level wage vs. local minimum wage | ||||||
| Europe | 218% | 163% | ||||
| North America | 195% | 195% | ||||
| Brazil | 430% | 469% | ||||
The values presented in the table above shows the average standard entry level wage compared to the local minimum wage for each one of the countries where we have presence. To protect the privacy of employees' wages in those countries where our headcount is smaller, we do not disclose the information by country and gender.
Wind energy creates many direct jobs. During the construction of our projects, the local community can see an influx of temporary construction workers that provide a positive impact on the local economy through local spending and increased sales tax revenue.
However at EDPR, there is no specific policy or in-house procedure for preferring locally based suppliers.
Our 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 our procedures for hiring people via a non-discriminatory selection processes. 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 our employees are hired from the same location in which the company operates.
| All employees | Directors | ||
|---|---|---|---|
| 2013 | 2012 | 2013 | 2012 |
| 100% | 93% | 50% | 100% |
| 100% | 91% | 0% | 50% |
| 100% | 100% | n/a | n/a |
| 100% | 72% | n/a | n/a |
n/a: not applicable. No directors hired in that platform
For a complete description of our hiring and Human Resources strategy, please refer to the Attract And Commit Section.
Wind and solar energy require 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 our wind farms, these roads are maintained and further opportunities may be identified to increase the positive impact in the community.
The integration of our 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 minimizing electricity supply interruptions.
In 2013, EDPR invested 7.4 million Euros to developing these types of infrastructures.
Wind and solar energies create a positive impact on the local economies in terms of turnover, Gross Value Added (GVA), employment created and also in terms of energy security.
For additional information on indirect economic impacts of our energy, please refer to the Why Invest in Renewables? Section.
In partnership with the different companies of the EDP Group, EDP Inovação is responsible for performing Research &Development (R&D) activity and its expenditure. A detailed disclosure of the total expenditure in R&D can be found at www.edp.pt.
For additional information on how EDPR innovates in its operations, please refer to the Excellence in Operations Section.
FDPR is strongly committed to protecting the environment and highversity through a proactive environmental management of its operational wind farms, as is stated in our Environmental and Biodiversity policies (detailed information available at www.edpr.com).
Our environmental strategy focuses on three core aspects: legal compliance, management of environmental risks and continuous improvement. Numerous environmental appraisal and monitoring procedures are incorporated in all phases of the business processes ensuring that these central pillars are enforced.
This is sustained by a qualified team that is aligned with the environmental strategy of the company. Both, our environmental specialists and the network of external partners working with us, stand out for their extensive professional experience and knowledge of the environmental field.
For additional information about what sets EDPR apart in terms of environmental management, please refer to the Excellence in Operations Section.
Wind turbines require a small amount of electricity to operate. This energy consumption is generally selfconsumed. Given the intermittency of wind generation we sometimes need to consume electricity from the grid. The indirect CO2 emissions related to the consumed electricity is around 0.14% of the emissions avoided by the company.
| 2013 | 2012 | |
|---|---|---|
| Wind farms indirect emissions | ||
| Energy consumption (GWh) | 54.4 | 51.2 |
| Thousand tons CO2 | 23.2 | 21.7 |
Our activity is based on clean energy generation, and we produce about 350,500 times the electricity we consume. However, we are conscious about promoting a culture of resources and we promote many internal campaigns to promote sustainable behaviours as is explained in the following pages.
For additional information about our initiatives to promote sustainable behaviours, please refer to the EN18 Indicator.
Generation from wind energy does not consume water in its operational processes. The water is consumed only for human use. The consumption of water per GWh generated accounts for 0.46 litres/GWh. Even so, the company actively seeks to adopt more eco-efficient practices. An example of this is that in 2013 seven substations installed rain water collection and treatment systems to cover their own water supply needs.
| 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 |
|---|---|---|---|---|---|---|---|
| Cerfontaine | Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 | |
| Belgium | Chimay | Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 |
| France | Ségur | Wind farm | Inside | 1,3 | 100% | Terrestrial | National protected area |
| Ayssenes - Le Truel |
Wind farm | Inside | 1,3 | 100% | Terrestrial | National protected area |
|
| Marcellois | Wind farm | Inside | 1,1 | 100% | Terrestrial | Natura 2000 | |
| Massingy | Wind farm | Inside | 0,9 | 100% | Terrestrial | Natura 2000 | |
| Pena Suar | Wind farm | Inside | 10,0 | 100% | Terrestrial | Natura 2000 | |
| Fonte da Quelha | Wind farm | Inside | 6,3 | 100% | Terrestrial | Natura 2000 | |
| Alto do Talefe Madrinha |
Wind farm Wind farm |
Inside Inside |
8,9 | 100% 100% |
Terrestrial Terrestrial |
Natura 2000 Natura 2000 |
|
| Safra-Coentral | Wind farm | Inside | 4,1 19,9 |
100% | Terrestrial | Natura 2000 | |
| Negrelo e Guilhado |
Wind farm | Inside | 9,1 | 100% | Terrestrial | Natura 2000 | |
| Testos | Wind farm | Partially within | 3,5 | 31% | Terrestrial | Natura 2000 | |
| Portugal | Fonte da Mesa | Wind farm | Partially within | 7,2 | 85% | Terrestrial | Natura 2000 Natura 2000 |
| Serra Alvoaça | Wind farm | Partially within | 7,6 | 63% | Terrestrial | National Legislation |
|
| Tocha | Wind farm | Inside | 6,7 | 100% | Terrestrial | Natura 2000 | |
| Padrela/Soutelo | Wind farm | Partially within | 0,5 | 19% | Terrestrial | Natura 2000 | |
| Guerreiros | Wind farm | Partially within | 0,9 | 11% | Terrestrial | Natura 2000 | |
| Vila Nova | Wind farm | Partially within | 1,3 | 11% | Terrestrial | Natura 2000 | |
| Serra do Mú Pestera |
Wind farm Wind farm |
Adjacent | 0,0 | 0% 0% |
Terrestrial Terrestrial |
Natura 2000 Natura 2000 |
|
| Romania | Sarichioi | Wind farm | Adjacent Partially within |
0,0 0,2 |
0% | Terrestrial | Natura 2000 |
| Burila Mica | Solar plant | Inside | 22,7 | 100% | Terrestrial | Natura 2000 | |
| Avila | Wind farm | Adjacent | 0,0 | 0% | Terrestrial- Freshwater |
Natura 2000 | |
| Sierra de los lagos |
Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 Natura 2000 |
|
| Tahivilla | Wind farm | Adjacent | 0,0 | 0% | Terrestrial | National protected area |
|
| Buenavista | Wind farm | Adjacent | 0,0 | 0% | Terrestrial- Marine |
Natura 2000 | |
| Mostaza | Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 | |
| Los Almeriques | Wind farm | Adjacent | 0,0 | 0% | Terrestrial- Freshwater |
Natura 2000 | |
| Serra Voltorera Sierra de |
Wind farm | Adjacent | 0,0 | 0% | Terrestrial | Natura 2000 | |
| Boquerón | Wind farm | Inside | 10,4 | 100% | Terrestrial Terrestrial- |
Natura 2000 | |
| Villoruebo | Wind farm | Partially within | 2,0 | 41% | Freshwater Terrestrial- |
Natura 2000 | |
| Villamiel | Wind farm | Partially within | 4,9 | 75% | Freshwater | Natura 2000 | |
| Spain | La Cabaña | Wind farm | Partially within | 8,2 | 53% | Terrestrial | Natura 2000 |
| Hoya Gonzalo | Wind farm | Partially within | 0,7 | 4% | Terrestrial Terrestrial- |
Natura 2000 | |
| La Mallada | Wind farm | Partially within | 1,4 | 8% | Freshwater Terrestrial- |
Natura 2000 | |
| Corne | Wind farm | Partially within | 2,6 | 17% | Marine Terrestrial- |
Natura 2000 Natura 2000 |
|
| La Celaya Monseivane |
Wind farm Wind farm |
Partially within | 9,1 17,3 |
70% 98% |
Freshwater Terrestrial- |
Natura 2000 | |
| Partially within | Freshwater | ||||||
| Tejonero Las Monjas |
Wind farm Wind farm |
Partially within Partially within |
1,0 0,0 |
6% 0% |
Terrestrial Terrestrial- Freshwater |
Natura 2000 Natura 2000 |
|
| Puntaza de Remolinos |
Wind farm | Partially within | 1,8 | 57% | Terrestrial | Natura 2000 | |
| Planas de Pola | Wind farm | Partially within | 6,2 | 55% | Terrestrial | Natura 2000 | |
| Coll de la Garganta |
Wind farm | Partially within | 0,1 | 1% | Terrestrial- Freshwater |
Natura 2000 | |
| Loma del Suyal | Wind farm | Adjacent | 0,0 | 0% | Terrestrial Terrestrial |
Natura 2000 Natura 2000 |
|
| Cerro del Conilete |
Wind farm | Partially within Adjacent |
0,01 0,0 |
0% 0% |
Terrestrial | Natura 2000 | |
| Poland | Zgorzelec | Wind farm | Adjacent | 0.0 | 0% | Terrestrial | Natura 2000 |
Please visit our environmental information on the sustainability section our website for updated information, www.edpr.com.
Potential environmental impacts are analysed in the environmental impact studies of the projects. Additionally feasible alternatives are assessed and preventive, corrective and compensation measures are determined.
The company has defined general procedures in its Environmental Management System to prevent, correct or compensate impacts in the environment. In addition, efforts are intensified with specific monitoring procedures in the small number of sites located inside or close to protected areas.
For additional information, visit our environmental information on the sustainability section our website, www.edpr.com.
In the small number of sites located inside or close to protected areas, we intensify our efforts with specific monitoring procedures, as defined in our Environmental Management System.
For additional information, visit our environmental information on the sustainability section our website, www.edpr.com.
After the construction period, it is our duty to return the site to its initial state. Therefore, we perform morphological restoration and reseeding works. In 2013, 57 ha of affected land were restored.
EDPR has been collaborating for the past years with the Natural Heritage Foundation of Castilla y León (Spain). As part of the activities financed we highlight the environmental restoration of an area heavily impacted by a public motorway in the Burgos province of Spain. The restoration project created a wetland system that provides shelter and food for migratory birds crossing the Iberian Peninsula. Long fly routes without intermediate rest areas is one of the main causes of stress for migratory birds crossing the central dry regions of Spain.
The restored area also provides a habitat for numerous amphibians and reptile species and has benefited surrounding populations by recovering the landscape, designing flood control systems, implementing noise insulation from the motorway, among other benefits.
The collaboration of EDPR with the Natural Heritage Foundation of Castilla y León has also included other projects, such as:
The increase in global temperature and other symptoms of climate change such as extreme weather events will greatly reduce the biodiversity in most parts of the world. Acting now to mitigate climate change can avoid the projected climatic range loss for biodiversity. EDPR is committed to promote biodiversity conservation and has an active role in reducing loss in biodiversity.
The management of the impact on biodiversity is part of our own environmental policy. We take precautionary measures to avoid locating wind farms in areas where they could pose risks to biodiversity. Through preventive, corrective and compensatory measures we seek an overall positive balance of our projects and activities.
In 2013, we focused our efforts to standardize our environmental impact assessment studies, by adopting best practices, reinforced mitigation and compensation measures and adopted more efficient post-construction monitoring practices.
Our indirect emissions represent 0.2% of the total amount of emissions avoided and approximately 74% of the emissions are from the necessary electricity consumption by the wind farms.
In addition, part of the equipment used for electricity generation SF。gasses and during 2013 we registered emissions of 9.14 kg of this gas.

Notes: Gas consumption emissions were estimated according to the GHG protocol. Electricity consumption emissions were calculated with the global emission factors of each country and state within the US.
Our work requires our employees to travel and commute. Based on our estimates, the transportation used by our employees accounted for a total of 6,925 tons of CO2 emissions.
Notes 1: Transport emissions were calculated according to the DEFRA standard.
Notes 2: Employee commuting emissions were calculated from data collected in a survey to all employees.
Our 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. We estimated that our activities avoided the emission of 16,296 thousand tons of CO2.

Even though our activity is based on the clean energy generation, we are conscious about promoting a culture of rational use of resources. During 2013, we continued promoting initiatives that foster environmental best practices in our offices.
Note: To calculate the emissions avoidance, the energy generation has been multiplied by the CO- eq emission factors of each country and state within the US. We considered the emission factor of just fossil fuel energy, as we considered that by increasing the generation of renewable energy, we are displacing these technologies, while other renewable technologies and nuclear plants will continue with its quota of generation.
More than 95% of 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). The company has been actively working to improve the recycling rate of its hazardous wastes, through authorized waste haulers, reaching a 95% recycling rate in 2013 from a 75% in 2011.
The following table summarizes the amount of hazardous waste generated per GWh in our facilities and the rate of recycling.
| 2013 | 2012 | (%) | |
|---|---|---|---|
| Waste generated in wind farms 1 | |||
| Total waste (kg/GWh) | 45.7 | 47.9 | -4.2% |
| Total hazardous waste (kg/GWh) | 28.9 | 30.2 | -4.6% |
| % of hazardous waste recycled | 95.4% | 94.5% | 0.9% |
| + Brazil not included |
Annual fluctuations in hazardous waste generated are heavily dependent on the pluri-annual oil replacement programs above mentioned. Non-hazardous wastes generated by the company include metals, plastics, paper or domestic garbage which is recycled in their vast majority.
In 2013, we updated the non-hazardous waste reported criteria as previous values reported considered as nonhazardous waste the effluents resulting from human activity, either domestic wastewater or septic tank sludge. For the purposes of this report, we reviewed this criterion to stop considered in enclosed tanks as septic tank sludge considered. These effluents resulting of the human activity are sent to municipal treatment, either through direct connection to the sewage system or through enclosed tanks, and thus reported as wastewater. In any case, waste and effluents are monitored and managed.
Note 1: In Europe and Brazil, the method of disposal has been indicated by the waste hauler, while in the US the disposal method has been determined by the organizational defaults of the waste hauler.
Note 2: For the purposes of this report, all wastes have been classified as 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, and storage of wastes to ensure compliance. In cases, like in the United States, when our operations generate small quantities of substances which fall into additionally-regulated categoriessuch as used oils and universal wastes-we follow strict standards for handling and disposal of these waste we remain compliant with all applicable laws.
Given our activity and our 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 in case they happen, the system covers the identification and management of these, including the near-miss situations.
In 2013, we had 8 significant spills (above 0.16 m² that reached the ground) with a total volume of 0.94 m² of oil spilled, and 1 incipient fire with an area of 2 m² of dry scrub burned. All cases were properly managed: oil spills were confined early and contaminated soil was collected and managed; the incipient fire occurred in an agricultural area with some dry bushes without significant natural value, being promptly suffocated by the staff on site using the fire extinquishers.
EDPR performs regular environmental drills to guarantee that our employees are familiar with the risks and have received the appropriate training to prevent and act, if necessary. In 2013, we implemented self-protection plans to prevent and act in case of forest fires.
EN28 - Monetary value of significant fines and total number of non-monetary sanctions for noncompliance with environmental laws and regulations.
During 2013, the company was fined 1,020 euros for an incidence of non-compliance with environmental laws and regulations.
The main environmental impact was from employees traveling for business activities.

For additional information about our emissions registered due to employees' transportation, please refer to the EN17 Indicator.
In 2013, 2.17 million euros were invested and 2.81 million euros were expended in environmental related activities
| I | ||
|---|---|---|
For additional information about environmental protection expenditures and investments, please refer to Note 42 in our Financial Statements
To attract, develop and retain talent is a main goal of EDPR's Human Resources strategy. At EDPR, our people area a very important asset and we, as a responsible employer, want to retain by offering quality employment that can be balanced with personal life.
For additional information on our Human Resources strategy, please refer to the Human Capital Section.
In 2013, EDPR employed 890 people, 24% worked at EDPR holding, 44% in the European Platform, 29% in the North American Platform and 2% in Brazil.
| 2013 | 0/0 Female |
2012 | 0/0 Female |
|
|---|---|---|---|---|
| Workforce Breakdown | ||||
| Total | 890 | 31% | 861 | 32% |
| By Employment type | ||||
| Full time | 869 | 29% | 843 | 30% |
| Part time | 21 | ರಿಕೆಯ | 18 | 100% |
| By Employment Contract | ||||
| Permanent | 884 | 31% | 853 | 32% |
| Temporary | e | 33% | 8 | 25% |
| By Country | ||||
| Spain | 340 | 31% | 337 | 31% |
| Portugal | દિવ | 13% | ୧3 | 13% |
| France | 34 | 26% | રૂક | 26% |
| Belgium | 2 | 0% | 1 | 0% |
| Poland | ਤਰੇ | 31% | 37 | 30% |
| Romania | 34 | 41% | 29 | 38% |
| Italy | 22 | 41% | 19 | 37% |
| UK | 31 | 35% | 28 | 43% |
| USA | 296 | 34% | 291 | 36% |
| Canada | ব | 0% | ||
| Brazil | 24 | 29% | 21 | 33% |
Throughout the year, EDPR hired 91 employees while 58 are no longer with the company, resulting in a turnover ratio of 8%, which is lower than the previous year.
| New Hires |
Departures | Turnover | |
|---|---|---|---|
| Employee Turnover | |||
| Total | 91 | 58 | 8% |
| By Age Group | |||
| Less than 30 years old | 49 | 22 | 17% |
| Between 30 and 39 years old | 27 | 21 | 6% |
| Over 40 years old | 15 | 15 | 6% |
| By Gender | |||
| Female | 29 | 26 | 10% |
| Male | 62 | 32 | 8% |
| By Country | |||
| Spain | 20 | 15 | 5% |
| Portugal | ന | 1 | 3% |
| France | б | 5 | 16% |
| Belgium | 1 | 0 | 25% |
| Poland | ব | 2 | 8% |
| Romania | ব | 1 | 7% |
| Italy | 5 | 1 | 14% |
| UK | 5 | 1 | 10% |
| USA | 37 | 29 | 11% |
| Canada | 2 | 0 | 25% |
| Brazil | 4 | 3 | 15% |
EU17 - Days worked by contractor and subcontractor employees involved in construction, operation and maintenance activities.
Excluding overtime, contractors involved in construction, operation and maintenance activities worked 277,495 days during 2013.
As an integral part of our health & safety strategy, we conduct several training courses and risk assesment activities according to the potential risks identified for each position within the company.
We are equally concerned with the health and safety standard of our employees and contractors. To this extent our contractors are subject to a health and safety screening when they bid to work for our company. Once the contractor is selected, they are required to present proof of having completed the required training.
As a responsible employer we offer quality employment that can be balanced with personal life. The package of benefits provided to full-time employees does not differ from that offered to part-time employees, and generally it goes beyond what is agreed in collective bargaining agreements.
| Maternal | Paternal | |
|---|---|---|
| Maternal and Paternal leave | ||
| Spain | 12 | 18 |
| Portugal | 1 | 0 |
| France | 0 | 1 |
| Belgium | O | O |
| Poland | 0 | 3 |
| Romania | 1 | 1 |
| Italy | 1 | O |
| UK | 3 | O |
| USA | 6 | 18 |
| Brazil | O | O |
| Total | 24 | 41 |
In 2013, of the 65 employees who left on parental leave, all returned and none extended their leave. In addition, in 2012 50 employees enjoyed a maternal leave and only two left the company during 2012 or 2013.
EDPR seeks talented individuals who are passionate about the industry and share our vision and purpose. We have carried out different initiatives to enhance employer branding by participating in different Employers forums and hosting visits from top-tier universities.
For a complete description of our hiring and Human Resources strategy, please refer to the Attract And Commit Section.
| in 10 | in 5 | |
|---|---|---|
| years | years | |
| Employees eligible to retire | ||
| By employment category | ||
| Directors | 8 | ব |
| Senior Managers | 7 | ব |
| Managers | 19 | 11 |
| Professionals | 6 | 2 |
| Administrative | 8 | ട |
| By Country | ||
| Spain | 11 | 5 |
| Portugal | 10 | ന |
| Poland | 2 | 1 |
| USA | 24 | 17 |
| Brazil | 1 | 1 |
We are equally concerned with the health and safety standard of our contractors. To this extent our contractors are subject to a health and safety screening when they bid to work for our company. Once the contractor is selected, they are required to present proof of having provided the required training.
| 2013 | 0/0 | |
|---|---|---|
| Employees covered by collective bargaining agreements |
||
| Spain | 94 | 28% |
| Portugal | 63 | 100% |
| France | ਤੇ ਦੇ | 100% |
| Belgium | 1 | 100% |
| Poland | O | 0% |
| Romania | O | 0% |
| Italy | 19 | 100% |
| UK | 1 | 4% |
| USA | 0 | 0% |
| Brazil | 20 | 95% |
From EDPR's 890 employees, 26% were covered by collective bargaining agreements.
Collective bargaining agreements apply to all employees working under an employment relationship with and for the account of the 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 organization 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.
Per country case law, EDPR may have a minimum period which it must comply with for giving formal notice of organizational 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. Employees who have worked more than six months and 20 hours a week are required to receive 60 days' notice in the event of closings and layoffs.
LA6 - Percentage of total workforce represented in formal ioint management-worker health and safety committees that help monitor and advise on occupational health and safety programs.
A significant part of our organization plays a fundamental role in the implementation of our health and safety policy. The company created health and safety committees that collect information from different operational levels and involve employees in the definition and communication of a preventive plan.
During 2013, 3% of our employees attended health and safety committee meetings, representing 46% of our workforce. In addition, a new committee was created in Brazil to complement those already active in Spain, France, UK and in the US.
| H&S Indicators (EDPR and contractors personnel)3 |
2013 | 2012 | (%) |
|---|---|---|---|
| Number of industrial accidents | 11 | 22 | -50% |
| Number of industrial fatal accidents | 0 | 0 | 0% |
| Working days lost by accidents caused | 430 | 717 | -40% |
| Injury Rate (IR)¹ | 2.51 | 4.21 | -40% |
| Lost work day rate (LDR)2 | дд | 137 | -28% |
1 Injury Rate calculated as [# of accidents/Hours worked * 1,000,000]
2 Lost Work Day Rate calculated as [# of working days lost/Hours worked * 1,000,000]
3 Minor first aid injuries are not included and number of days is calculated as the number of calendar days
The average number of contracted personnel during the period has been 1,124 in North America and 38 in Brazil.
As an integral part of our health & safety strategy, we conduct several training courses and risk assessment activities according to the potential risks identified for each job within the company.
During 2013, 315 training activities were carried out, to address the hazards associated with their bb responsibilities, representing over 6,762 hours of training.
Each one of our offices and wind farms in Europe and the US has its own emergency plan with contact details and instructions to follow in case of an emergency.
EDPR conducted 128 drills to be prepared for emergency situations in offices and wind farms.
The large majority of EDPR's collective bargaining agreements address employees' rights and duties of the company regarding health & safety.
| 2013 | 2012 | |
|---|---|---|
| Training Metrics | ||
| Number of Training Hours (#) | 29,298 | 17,324 |
| Training Investment (k€) | 1,372 | 913 |
| Number of Participants (#) | 2,563 | 2,436 |
| Trained employees | 838 | n.a. |
1 2012 figures do not include Portugal and Brazil in 2013 accounts for 1,556 hours and 121 participants and 796 hours and 38 participants, respectively.
2 Figures include Language training. In 2013, language training accounted for 6,754 hours, while in 2012 language training represented 2,713 hours.
For a complete description of our Training and Human Resources strategy, please refer to the Development & Training Section.
We strive to offer our total workforce with 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.

For a complete description of our Training and Human Resources strategy, please refer to the Development & Training Section.
LA12 - Percentage of employees receiving regular performance and career development reviews, by gender.
All of EDPR's employees, regardless of their professional category, are evaluated yearly to determine their development potential by providing the most suitable training. EDPR creates tailored development plan to address specific needs. The potential assessment process is independent from performance appraisal and is based on a 360 degree evaluation model which considers feedback from oneself, peers, subordinates and the manager.
LA13 - Composition of governance bodies and breakdown of employees per employee category according to gender, age group, minority group membership, and other indicators of diversity.
A detailed description of the governance bodies can be found at the Corporate Governance Section of this report, Annex IV - Biographies.
<-- PDF CHUNK SEPARATOR -->
| Headcount | Female | M/F Salary |
|
|---|---|---|---|
| M/F Salary Ratio | |||
| Board of Directors (non-executive) | 11 | 0 | n/a |
| Directors | 67 | 11 | 112% |
| Senior Managers | 88 | 21 | 102% |
| Managers | 457 | 125 | 105% |
| Professionals | 216 | 64 | 95% |
| Administrative | 62 | 54 | 85% |
EDPR became a signatory to the UN Global Compact, an initiative of the United Nations launched in 2000 that defines guideline directives for businesses that opt to contribute to sustainable development.
EDPR also has a Code of Ethics that contains specific clauses for human rights. In compliance with the Code, EDPR expresses its total opposition to forced or compulsory labour and recognizes that human rights should be considered fundamental and universal, based on conventions, treaties and international initiatives like the United Nations Universal Declaration of Human Rights, the International Labour Organization and the UN Global Compact.
Our Procurement Manual also includes a chapter that guides each Purchasing Department to put these principles into practice, therefore when procuring and contracting goods and services EDPR appeals to all reasonable endeavours so that selected suppliers accept to comply with the UN Global Compact's ten principles in the areas of human rights, labour, the environment and anti-corruption.

Additional information on the Code of Ethics and the Ethics Channel can be found at the Corporate Governance Section of this report, II. Reporting Of Irregularities or visit our ethics information on the corporate governance section, in our website, www.edpr.com.
EDPR has a Code of Ethics that contains specific clauses for the respect for human rights. Our Procurement Manual also includes a chapter to put the UN Global Compact principles into practice.
As the business culture in the countries in which we operate is entirely respectful of human rights, the company has not undergone any human rights screening of suppliers or contractors and its investments do not include human rights clauses.
When procuring and contracting goods and services, EDPR appeals to all reasonable endeavours so that the selected suppliers accept to comply with the UN Global Compact's ten principles.
In 2011, EDPR started an Ethics training program in Europe for all country managers, directors and senior managers with a team, holding a double objective:
Each manager was responsible for providing training to his/her team during the first quarter of 2012.
In 2013, EDPR did not record any incidents of discrimination.
EDPR's Code of Ethics has specific clauses concerning the right to exercise freedom of association. The company has no knowledge of any activity carried out that could jeopardize the right of freedom of the right to adhere to collective bargaining agreements.
EDPR's Code of Ethics has specific clauses against child or forced labour. The company did not identify any operation that could have a significant risk for incidents of child labour, forced and compulsory labour or indigenous rights.
HR7 - Operations identified as having significant risk for incidents of forced or compulsory labour, and measures to contribute to the elimination of forced or compulsory labour.
EDPR's Code of Ethics has specific clauses against child or forced labour. The company did not identify any operation that could have a significant risk for incidents of forced and compulsory labour or indigenous rights.
HR9 - Total number of incidents of violations involving rights of indigenous people and actions taken.
EDPR did not identify any operation that could have a significant risk for incidents with indigenous rights.
HR10 - Percentage and total number of operations that have been subject to human rights reviews and/or impact assessments.
EDPR has more than 200 renewable plants in operation and is present in 11 countries, all of which are within the scope of the Code of Ethics premises and regulation.
HR11 - Number of grievances related to human rights filed, addressed, and resolved through formal grievance mechanisms.

Additional information on the Whistleblowing Channel and the Ethics Channel can be found at the Corporate Governance Section of this report, II. Reporting Of Irregularities or visit our ethics information on the corporate governance section, in our website, www.edpr.com.
Wind and solar energies create a positive impact on the local economies in terms of turnover, Gross Value Added (GVA), employment created and also in terms of energy security.
Land leases and taxes are a large contribution to the yearly budget for the municipalities where it is present. In 2013, EDPR contributed with 65.6 million Euros in taxes and payments to the administrations and we devoted 1.4 million Euros in social projects to support education and community related activities.
EDPR has developed its own original and comprehensive education support strategy, with different programs related to the renewable energy that have been implemented in areas where we are developing or we have operational projects.
During 2013, EDPR has continued with the third edition of its Green Education program, providing education grants to 90 students from Spain, Romania, Poland and Portugal based on their academic merits and financial situation. This program creates strong ties with the communities. In June 2013, Tarifa city council awarded EDPR a recognition and gratitude in this regards.
EDPR also promoted the education of students on the fundamentals of renewable energy. The Kid Wind initiative in the US, committed more than 60 thousand US dollars in schols brings the science behind renewable energy into their classroom curricula.
Our education strategy is completed with our EDP University Challenge contest, where EDPR wants to promote excellence among university students and establish a collaboration framework between the company and the academic world. In this eighth edition 84 teams, with 245 students and 60 professors, coming from 41 different universities participated. The company devoted 68 thousand euros to this program, which can be followed through its own web site www.edpr-universitychallenge.es.
Becoming part of a community implies to host our stakeholders in our facilities, organizing visits and events, and participate and support our neighbouring communities' special occasions. During 2013, EDPR hosted visits from schools, such as the visit form MN's elementary school visited the Pioneer Prairie Star Wind Farms, were different activities were prepared by EDPR volunteers, so we transmitted how the wind farm was managed and operated. This educational visit represented the first in a series of forthcoming educationally based partnerships with local schools in the US.
In addition, EDPR hosted a "Global Wind Day" as part of a worldwide initiative, in order to promote awareness for wind energy. Wind farms Pioneer Prairie Star in North America and Rabosera in Europe held educational and recreational activities attended by students, general public, legislators and journalists.
EDPR also participated in a wide range of sponsorship and volunteering activities with the communities. As such, in 2013 we sponsored local fairs (Expofacic fair in Portugal), cultural events (Wiatrakalia music festival in Poland), sporting events (French National Track Cycling championships), and charitable events (Save the Children dinner in Romania). Some of these contributions also include social volunteering from our employees, like it was the volunteering at local food banks in Houston and Madrid.
In between our two social strategies, the support to education and our involvement in the community, we have a range of activities aiming to share our knowledge. This refers to our participation and/or sponsorship of several conferences and workshops. We have contributed by sharing our knowledge in order to improve biodiversity protection, the adoption of socially responsible practices and the promotion of renewable energy.
EDPR has joined Fundación EDP together with EDP and its subsidiary companies in Spain. Fundación EDP was created in November 2013 as an evolution of the former Fundación HC.
The Mission of Fundación EDP is to reinforce the commitment of EDP Group as regards to education, culture, social and environment in its geographical areas of activity.
Fundación EDP has planned for 2014 to directly develop activities in Spain for 2.7 million Euros, being EDPR an important contributor to these activities.
Wind farm energy is a long lasting economic development driver for the municipalities where it is present. EDPR has different programs in place to assess and manage the impact on communities, and to maximize the shared value of our projects.
For example, grievance mechanisms during operation are also available to ensure that suggestions or complaints are properly recorded and addressed. This allows us not only to solve the complaints but to introduce improvements in our processes. A good example is the way we handle the complaints related to possible interferences with TV signal in France. We have set a procedure involving the town halls to facilitate and speed up the collection of these complaints as soon as they arise, a proper analysis and communication with the plaintiff and a fast satisfactory resolution.

For additional the contributions to the society and stakeholder management, please refer to the r or adultioner the contributions to the boticy that statenolder management, productions of GRI Report.
EDPR's Code of Ethics applies to all employees and business units. The code is published on the company's intranet and is included in the welcome pack given to all new hires, as it needs to be signed by all of them when entering the company. In the Code of Ethics, active and passive corruption is forbidden, either through acts and omissions or through the creation of situations of benefit or illicit influence.
Additional information on the Code of Ethics and the Ethics Channel can be found at the Corporate Governance Section of this report, II. Reporting Of Irregularities or visit our ethics information on the corporate governance section, in our website, www.edpr.com.

Additional information on the Code of Ethics and the Ethics Channel can be found at the Corporate Governance Section of this report, II. Reporting Of Irregularities or visit on the corporate governance section, in our website, www.edpr.com.
EDPR has no knowledge of any corruption-related incidents recorded during 203.
Moreover, the company has internal procedures to monitor compliance with the Code of Ethics and defines actions to be taken in case of incidents.

Additional information on the Code of Ethics and the Ethics Channel can be found at the Corporate Governance Section of this report, II. Reporting Of Irregularities or visit our ethics information on the corporate governance section, in our website, www.edpr.com.
The renewable industry has been subject to public debate all over the world. EDPR is committed to contributing to public policy dialogue with key public institutions and local communities, generating effective initiatives and policy solutions that promote the development of renewable energy.
We are aware that only through legal and regulatory certainty, will we be able to provide a sustainable business in the long term, consistently adding value for all our stakeholders and providing a contribution in the challenge to provide clean and sustainable energy.
Please visit our stakeholders' information on the sustainability section our website, www.edpr.com, for additional information on our public policy.
SO6 -Total value of financial and in-kind contributions to political parties, politicians, and related institutions by country.
EDPR made no contributions to political parties in 2013.
SO7 -Total number of legal actions for anti-competitive behaviour, anti-trust, and monopoly practices and their outcomes.
EDPR has no knowledge of any legal actions for anti-competitive behaviour, anti-trust or monopoly practices recorded during 2013.
SO8 -Monetary value of significant fines and total number of non-monetary sanctions for noncompliance with laws and regulations.
During 2013, the company received a total penalty of 261,666 euros mainly tax- related.
Our core business and health & safety initiatives are focused on the electricity generation and not in its final consumption.
EU25 - Number of injuries and fatalities to the public involving company assets, including legal judgments, settlements and pending legal cases of diseases.
During 2013, EDPR did not identify injuries or fatalities to the public involving company assets.
This Annual Report concerns the events and performance of 2013, however, the following subsequent events are relevant.
On 16 January 2014, EDP Renováveis, S.A. ("EDPR") executed a project finance structure agreement for its first wind farm in Canada. The South Branch project located in Ontario has an installed capacity of 30 MW remunerated based on a previously secured 20 year Feed-in Tariff awarded by the Ontario Power Authority.
The long-term contracted debt facility amounts to 49 million Canadian Dollars and the funding is expected to occur during the first quarter of 2014. EDPR's financing strategy is to contract long-term debt in local currency at competitive prices in order to mitigate the refinancing risk and to reduce the foreign exchange risk by having a natural hedge between revenues and costs.
With the successful execution of its first wind project in Canada, EDPR adds to its portfolio a low risk profile and attractive wind resource and extends its geographical diversification to 11 markets around the world (US, Spain, Portugal, France, Belgium, Poland, Romania, UK, Italy, Brazil and Canada).
EDPR reached an agreement in October 2013 with Axpo Group, to sell a 49% non-controlling equity stake and outstanding shareholders loans in a wind farm portfolio of 100 MW located in France. These wind farms currently benefit from a feed-in tariff remuneration schement of the asset rotation transaction signed with Axpo Group occurred during the first quarter of 2014.
EDPR secures PPA for new 200 MW wind farm in the united states
In the US EDPR signed a 20-year Power Purchase Agreement ("PPA") with Kansas City Power & Light Company to sell the renewable energy produced from its 200 MW Waverly wind farm project to be installed in the state of Kansas and expected to start selling electricity under the PPA in 2016.
This is the fifth year EDPR publishes an integrated report describing the company's performance, with respect to the three pillars of sustainability: economic, environmental and social.
Information is presented according to G3.1 guidelines of the Global Reporting Initiative (GRI) for Sustainability Reporting and provides also 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 index for the report can be found in our website www.edpr.com.
Global Compact is an initiative of the United Nations launched in 2000 that defines 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.
In addition, the company has a Code of Ethics that contains specific clauses on the respect for human rights. In compliance with the Code, EDPR expresses its total opposition to forced or compulsory labour and recognizes that human rights should be considered fundamental and universal, based on conventions, treaties and international initiatives like the Universal Declaration of Human Rights, the International Labour Organization and the Global Compact.
Our Procurement Manual also includes a chapter that quides each Purchasing Department to put these principles into practice, therefore when procuring and contracting goods and services EDPR appeals to all reasonable endeavours so that selected suppliers accept to comply with the UN Global Compact's ten principles in the areas of human rights, labour, the environment and anti-corruption.
To learn more about the UN Global Compact, please visit www.unglobalcompact.org.
The GRI directives define a set of indicators and recommendations to create a global standard for disclosing information concerning the three sustainability pillars: economic, environmental and social performance. A company's adherence to these directives means that it concept and practices of sustainability.
The GRI framework defines a list of principles to help organizations ensure that the content of the report is balanced and accurate. EDPR applied these principles as the basis for the 2013 Annual Report.
To learn more about the GRI guidelines, please visit www.globalreporting.org.
| Materiality | Stakeholder Inclusiveness | Sustainability Context | ||
|---|---|---|---|---|
| This report includes the relevant The concerns and the feedback received information for the company's from our stakeholders were taken into stakeholders, as derived from account during the report's creation. the materiality studies For additional information about who are performed. our stakeholders, please visitwww.edpr.com. |
This report is placed in the context of the company strategy to contribute to the sustainable development of society, whenever possible. |
|||
| Completeness and Balance | Accuracy, Clarity, Comparability and Reliability |
Timeliness | ||
| Unless otherwise stated, this report covers all the company's |
The information presented follows the | The information presented in this |
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 organization and its stakeholders. 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.


I. 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 NYSE Euronext Lisbon regulated market.
| EDP Renováveis, S.A. | |||
|---|---|---|---|
| Share Capital | EUR 4,361,540,810 | ||
| Nominal Share Value | EUR 5.00 | ||
| Number of Shares | 872,308,162 | ||
| NYSE Euronext Lisbon | |||
| İsin | ES0127797019 | ||
| Bloomberg Ticker | EDPR.LS | ||
| Reuters RIC | EDPR PL |
EDPR main shareholder is EDP Group, with 77.5% of share capital and voting rights. Excluding EDP Group holding, EDPR shareholders comprise about 92,000 institutional and private investors spread across more than 21 countries with main focus in United States, Portugal, United Kingdom and Norway. In Rest of Europe, Netherland and Spain were the most representative countries.
Institutional Investors represented 82% of Company shareholders (ex-EDP Group), mainly Investment and SRI funds, while Private Investors, mostly Portuguese, stand for the remaining 18%.

EDPR's Articles of Association have no restrictions on the transferability of shares.
EDPR does not hold own shares.
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 in case of financing of certain wind farm projects by some of its group companies and on the case of intra-group agreements.
EDPR does not have a system for the renewal or withdrawal of counter measures particularly to provide for the restriction on the number of votes capable of being held or exercised by only one shareholder individually or together with other shareholders.
The Company is not aware of any shareholders' agreement that may result in restrictions on the transfer of securities or voting rights.
Qualifying holdings in EDPR are subject to the Spanish Law, which regulates the criteria and thresholds of the shareholder's holdings.
As of December 31st 2013 the following qualified holdings were identified:
| # Shares | % Capital % Voting Rights | ||
|---|---|---|---|
| Shareholder | |||
| EDP – Energias de Portugal, S.A. – Sucursal en España |
541,027,156 | 62% | 62% |
| Hidroeléctrica del Cantábrico, S.A. | 135,256,700 | 15.5% | 15.5% |
| EDP - Energias de Portugal | 676,283,856 | 77.5% | 77.5% |
| MFS Investment Management | 27,149,038 | 3.1% | 3.1% |
| Total Qualified Holdings | 703,432,894 | 80.6% | 80.6% |
As of December 31*, 2013, EDPR's shareholder structure consisted of a total qualified shareholding of 80.6%, with EDPR Group and MSF Investment Management detaining 77.5% and 3.1% of EDPR total capital respectively, free-float represented 19.4% of the shares.

78%
EDP Group ■MSF IM ■Free-Float
In September 2013, MFS Investment Management notified shareholding of 3.1% of share capital and the respective 3.1% of voting rights. MFS Investment is an American based active and global asset manager.
The table below reflects the number of EDPR shares owned, directly, by the Board Members, as of December 31* of 2013. The transactions of shares by EDPR Board Members are reported to the regulatory and supervisory entities (CMVM - Comissão de Mercado de Valores Mobiliários - in Portugal and CNMV - Comision Nacional del Mercado de Valores - in Spain).
As regards to bonds, EDPR has no marketable bonds outstanding.
| Board Member | Transactions reported in 2013 | Number of Shares (31st Dec 2013) |
|||||
|---|---|---|---|---|---|---|---|
| Type | # Shares | Date | Price | Direct | Indirect | Total | |
| António Mexia | 3,880 | 320 | 4,200 | ||||
| João Manuel Manso Neto |
|||||||
| Nuno Maria Pestana de Almeida Alves |
5,000 | - | 5,000 | ||||
| João Marques da Cruz | 1,200 | - | 1,200 | ||||
| Gabriel Alonso | 26,503 | 26,503 | |||||
| João Paulo Costeira | 3,000 | 3,000 | |||||
| Rui Teixeira | 12,000 | 370 | 12,370 | ||||
| Acácio Piloto | 300 | 300 | |||||
| António Nogueira Leite | 400 | 400 | |||||
| Gilles August | |||||||
| João Lopes Raimundo | 170 | 670 | 840 | ||||
| João Manuel de Mello Franco |
380 | 380 | |||||
| Jorge | 200 | 200 | |||||
| José Araújo e Silva | 80 | 80 | |||||
| José Ferreira Machado | Acquisition | 600 | 11-04-13 | € 3.61 | 630 | 630 | |
| Manuel Menéndez | |||||||
| Menéndez Rafael Caldeira Valverde |
4
The Board of Directors is vested with the broadest powers to manage, supervise and govern the Company, with no other limitations besides the powers expressly granted to the exclusive jurisdiction of General Meetings in Article 13 of the Company's Articles of Association or in the applicable law. Within this context, the Board is empowered to:
Regarding the decisions to increase the share capital, the Board of Directors does not have this power but, subject to prior delegation from the General Shareholders' Meeting, would be able the increase of the share capital. This delegation must comply with the law and the By-Laws.
On the other hand, 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 have not been specified by the General Shareholders' Meeting. The Board of Directors may use this delegation wholly or in part and may also decide not to perform it in consideration of the conditions of the Company, the market, or any particularly relevant events or circumstances that justify said decision, of which the General Shareholders' Meeting must be informed at the time limit or limits for performing it.
As of today this power has never been delegated.
The Members of the Board of the General Shareholders' Meeting are the Chairperson of the General Shareholders' Meeting, the Chairperson of the Board of Directors, or his substitute, the other Directors, and the Secretary of the Board of Directors.
The Chairperson of the General Shareholders' meeting, Rui Chancerelle de Machete, was elected on June 4*) 2008 and re-elected on April 11th, 2011 for a three-year term. However, as a result of having been appointed Foreign Affairs Minister of Portugal, the Chairperson of the General Shareholders' meeting had to resign on July 2013.
The Chairperson of the Board of Directors, António Mexia, was re-elected on June 21*, 2011 for a three-year term.
The Secretary of the General Shareholders' Meeting, Emilio García-Conde Noriega, was nominated as Secretary of the Board on December 4", 2007. The Secretary of the Board mandate does not have a date for the end of the term according to the Spanish Companies Law since he is a non-member of the Board.
Apart from the Board of the General Shareholders' Meeting, the Chairperson of the General Shareholders' Meeting of EDPR has the appropriate human and logistical resources for his needs. Therefore in addition to the resources from the Company Secretary and the legal support provided for that purpose, the Company hires a specialized entity to collect, process and count the votes on each General Shareholders' Meeting.
Each share entitles its holder to one vote. EDPR's Articles of Association have no restrictions regarding voting rights.
EDPR's Articles of Association has 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, irrespective of the number of shares that they own, may attend a General Shareholders' Meeting and take part in its deliberations with right to speak and vote.
In order to exercise their right to attend, the Company informs in its Summon and shareholders guide of the General Shareholders' Meeting that the shareholders must have their shares registered in their name in the Book Entry Account at least five (5) days in advance of the General Shareholders' Meeting.
Any shareholder with the right to attend may be represented at the General Shareholders' Meeting by a third party, even if this person is not a shareholder. Such Power of attorney is revocable. 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.
Said powers of attorney shall be specific to each General Shareholders' Meeting and can be evidenced, in writing or by remote means of communication, such as post.
Shareholders may vote on chapters on the agenda, relating to any matters of the Shareholder's competence, by mail or electronic communication.
Remote votes can be revoked subsequently by the same means used to cast them within the time limit established for the purpose or by personal attendance at the General Shareholders' Meeting by the shareholder who casted the vote to his/her representative.
The Board of Directors approves a Shareholder's Guide for the General Shareholders' Meeting, detailing mail and electronic communication voting forms among other matters. It is at the shareholder's disposal at www.edprenovaveis.com.
Votes by mail shall be sent in writing to the place indicated on the meeting, accompanied by the documentation indicated in the Shareholder's Guide. Pursuant to the terms of article of Association, mail-in votes must be received by the Company before midnight (24.00 hours) on the day before the scheduled meeting date on first call.
In order to vote by electronic communication, the shareholders will receive a password for voting by electronic communication within the time limit and in the form established in the General Shareholders' Metting. Pursuant to the terms of articles of Association, electronic votes must be received by the Company before midnight of the day before the scheduled meeting date on first call.
According to EDPR's Articles of Association and as established on the law, both ordinary and extraordinary General Shareholders' Meetings are validly constituted when first called if the Shareholders, either present or represented by proxy, represent at least twenty five percent (25%) of the subscribed voting capital. On the second call, the General Shareholders' Meeting will be validly constituted regardless of the amount of the capital present in order to comply with the minimum established under the Spanish Companies Law.
රි
Nonetheless, to validly approve the issuance of bonds, the increase or reduction of capital, the transformation, merger or spin-off of the Company, and in general any necessary amendment to the Articles of Association, the Ordinary or Extraordinary Shareholders' Meeting will need: on the Shareholders, either present or represented by proxy, represent at least fifty percent (50%) subscribed voting capital and, on the second call, that the Shareholders, either presented by proxy, represent at least twenty five percent (25%) of the subscribed voting capital. In the event the shareholders attending represent less than fifty percent (50%) of the subscribed voting capital, the above mentioned resolutions will only be validly adopted with the favourable vote of two-thirds(2/3) of the present or represented capital in the General Shareholders' Meeting.
EDPR has not established any mechanism that may intended to cause mismatching between the right 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 for by law.
EDPR has adopted the governance structure in effect in Spain. It comprises a General Shareholders' Meeting and a Board of Directors that represents and manages the Company.
As required by law and the Articles of Association, the Company's Board of Directors has set up four committees. These are the Executive Committee, the Audit and Control Committee, the Nominations and Remunerations Committee and the Related-Party Transactions Committee.
The governance model of EDPR is designed to ensure the transparent, meticulous separation of duties and the specialization of supervision. The most important bodies in the management and supervision model at EDPR are the following:
The purpose of the choice of this model by EDPR is to adapt, to the extent possible, the Company's corporate governance structure to the Portuguese legislation. The governance model adopted by EDPR therefore seeks, insofar as it is compatible with its personal law, to correspond 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 choice of this model is essentially an attempt to establish compatibility between two different systems of Company law, which can be considered applicable to this model.
The experience of institutional operating indicates that the governance model adopted by the shareholders is appropriate to the corporate organization of EDPR activity, especially because it affords transparency and a healthy balance between the management functions of the Executive Committee, the supervisory functions of the Audit and Control Committee and oversight by different Board of Directors special committees.
The institutional and functional relationship between the Executive Committee, the Audit and Control 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.
In order to ensure a better understanding of EDPR corporate governance by its shareholders, the Company posts its updated Articles of Association as well as its Committees Regulations at www.edprenovaveis.com
EDPR is a Spanish Company listed in a requlated stock exchange in Portugal. EDP Renováveis' corporate organization is subject to its personal law and to the extent applicable, to the recommendations contained in the Portuguese Corporate Governance Code, ("Código de Governo das Sociedades") approved by the Comissão do Mercado de Valores Mobiliários (CMVM) (Portuguese Securities Market Commission) in July 2013. This governance code is available to the public at CMVM website (www.cmvm.pt).
The organization and functioning of EDPR corporate governance model is designed to achieve the highest standards of corporate governance, business conduct and ethics referenced on the best national and international practices in corporate governance.
Pursuant to Article 29, nº 5 of the Company's Articles of Association, the Nominations and Remunerations Committee is empowered by the Board of Directors to advise and inform the Board regarding nominations (including by co-optation), re-elections, dismissal and remuneration of the Board and of its office, as well as regarding the composition of the several Committees of the Board, and the appointment, remuneration and dismissal of top management officers. The Committee proposes the nomination and re-election of the Directors and of the members of the various Committees by presenting a proposal with the names of the candidates that the Committee considers having the best qualities to fulfill the role of Board Member. The Board of Directors presents the proposal at the General Shareholders' Meeting for approval, which should be, accepted by majority for an initial period of three (3) years and may re-elect these members once or more times for further periods of three (3) years. Nonetheless, pursuant to Article 23 of the Articles of Association and 243 of the Spanish Companies Law, shareholders wishing so, may group their shares until they constitute an amount of capital equal or higher than the result of dividing it by the number of Directors and nominate those that, using only whole fractions, are deducted from the corresponding proportion. Those making use of this power cannot intervene in the nomination of the other members of the Board of Directors.
In case of a vacancy, pursuant to Articles of Association and 243 of the Spanish Companies Law, the Board of Directors may co-opt a shareholder, who will occupy the position until the next General Shareholders' Meeting, to which a proposal will be submitted for the ratification of said co-option. Pursuant to Article 247 of the Spanish Companies Law, the co-option of Directors, as for other Board decisions, must be approved by absolute majority of the Directors at the meeting.
Pursuant to Articles 20 and 21 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. Their term of office shall be of three (3) years, and they may be re-elected once or more times for equal periods.
The number of Board Members was fixed in seventeen (17) members according to the decision of the General Shareholders' Meeting held on June 21st, 2011.
| Name | Position | Date of first appointment |
Date of Re-election |
End of Term |
|---|---|---|---|---|
| António Mexia | Chairperson and Director |
18/03/2008 | 21/06/2011 | 21/06/2014 |
| João Manso Neto | Vice-Chairperson, CEO | 18/03/2008 | 21/06/2011 | 21/06/2014 |
| João Marques da Cruz | Director | 16/05/2012 | 21/06/2014 | |
| Nuno Alves | Director | 18/03/2008 | 21/06/2011 | 21/06/2014 |
| Gabriel Alonso | Director | 21/06/2011 | 21/06/2014 | |
| João Paulo Costeira | Director | 21/06/2011 | 21/06/2014 | |
| Rui Teixeira | Director | 11/04/2011 | 21/06/2011 | 21/06/2014 |
| Acácio Piloto* | Director | 26/02/2013 | 21/06/2014 | |
| António Nogueira Leite* | Director | 26/02/2013 | 21/06/2014 |
| Director | 14/04/2009 | 21/06/2011 | 21/06/2014 |
|---|---|---|---|
| Director | 04/06/2008 | 21/06/2011 | 21/06/2014 |
| Director | 40/06/2008 | 21/06/2011 | 21/06/2014 |
| Director | 04/06/2008 | 21/06/2011 | 21/06/2014 |
| Director | 04/06/2008 | 21/06/2011 | 21/06/2014 |
| Director | 26/02/2013 | 21/06/2014 | |
| Director | 04/06/2008 | 21/06/2011 | 21/06/2014 |
| Director | 04/06/2008 | 21/06/2011 | 21/06/2014 |
*On February 26", 2013, Mr. Acácio Piloto, Mr. António Nogueira Leite and Mr. José Ferreira Machado were elected by ogoption as Members of the Board of Directors. The co-option proposal was made according to Article 23, nº 2, of EDPR's Articles of Association. On April 230, 2013, their election was ratified at the General Shareholders' Meeting.
Following the recommendations of CMVM, Article 12 of the Board of Directors regulations require that at least twenty-five percent (25%) of the Members of the Board have to be independent. Article 20.2 of EDPR's Articles of Association defines independent members of the Board of Directors as those that are able to perform their duties without being limited by relations with the Company, its shareholders with significant holdings, or its Directors and comply with the other legal requirements.
In addition, pursuant to Article 23 of the Articles of Association, the following may not be Directors:
The Chairperson of EDPR's Board of Directors does not have executive duties.
The following table includes the executive and independent members of the Board of Directors. The independent members mentioned below meet the independence and incompatibility criteria's required by the law and the Articles of Association.
| Name | Position | ||
|---|---|---|---|
| António Mexia | Chairperson and Non-Executive Director | ||
| João Manso Neto | Vice-Chairperson and Executive Director | ||
| João Marques da Cruz | Non-Executive Director | ||
| Nuno Alves | Executive Director | ||
| Gabriel Alonso | Executive Director | ||
| João Paulo Costeira | Executive Director | ||
| Rui Teixeira | Executive Director | ||
| Acácio Piloto | Non-Executive and Independent Director | ||
| António Nogueira Leite | Non-Executive and Independent Director | ||
| Gilles Auqust | Non-Executive and Independent Director | ||
| João Lopes Raimundo | Non-Executive and Independent Director | ||
| João Manuel de Mello Franco | Non-Executive and Independent Director |
8
| Jorge Santos | Non-Executive and Independent Director |
|---|---|
| José Araújo e Silva | Non-Executive and Independent Director |
| José Ferreira Machado | Non-Executive and Independent Director |
| Manuel Menéndez Menéndez | Non-Executive Director |
| Rafael Caldeira Valverde | Non-Executive and Independent Director |
Professional qualifications and biographies of the Members of the Board of Directors The 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 is available on Annexes I, II, III and IV respectively.
Family, professional and business relationships of the Board of Directors with qualifying shareholders
Qualifying holdings in EDPR are subject to the Spanish Law, which regulates the criteria and thresholds of the shareholder's holdings. As of December 31st 2013, 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:
Or employees in other companies belonging to EDP's group, which are the following:

According to the Spanish Law and the Spanish companies' practices, the daily management of the business is guaranteed by a Chief Executive Officer who is empowered to ensure the day-to-day management of the Company. This type of organization is different from what occurs on the Portuguese companies in which a "conselho de administracão executivo" takes the assignment of areas of business and each executive director is responsible to and for an area of business.
EDPR's Board of Directors Requlations is available to the public on the Company's website at www.edprenovaveis.com and at the Company's headquarters at Plaza de la Gesta, 2, Oviedo, Spain.
The Board of Directors held six (6) meetings during the year ending on December 31st, 2013. Minutes of all meetings were drawn up. The table below expresses the attendance percentage of the participation of the Directors to the meetings held during 2013:
| Name | Position | Attendance % | |
|---|---|---|---|
| António Mexia | Chairperson and Director | 100% | |
| João Manso Neto | Vice-Chairperson, CEO | 100% | |
| João Marques da Cruz | Director | 83,5% | |
| Nuno Alves | Director | 83,5% | |
| Gabriel Alonso | Director | 66,8% | |
| João Paulo Costeira | Director | 100% | |
| Rui Teixeira | Director | 66.8% | |
| Acácio Piloto | Director (Independent) | 100% | |
| António Nogueira Leite | Director (Independent) | 100% | |
| Gilles August | Director (Independent) | 50% | |
| João Lopes Raimundo | Director (Independent) | 83,5% | |
| João Manuel de Mello Franco | Director (Independent) | 100% | |
| Jorge Santos | Director (Independent) | 100% | |
| José Araújo e Silva | Director (Independent) | 100% | |
| José Ferreira Machado | Director (Independent) | 100% | |
| Manuel Menéndez Menéndez | Director | 66,8% | |
| Rafael Caldeira Valverde | Director (Independent) | 83,5% |
Competent body for the performance appraisal of Executive Directors The Nominations and Remunerations Committee is the body responsible for the evaluation of the performance of the Executive Directors.
Performance Evaluation criteria
The criteria's for assessing the executive directors' performance are described on topics 70, 71 and 72 of the Report.
EDPR's members of the Board of Directors are fully available for the performance of their duties having no constraints for the execution of this function simultaneously with other 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 Annexes I, II and III, respectively.
Pursuant to Article 10 of the Company's Articles of Association the Board of Directors may have delegated bodies. The Board of Directors has created four Committees:
The Board of Directors' Committees regulations are available to the public at the Company's website, www.edprenovaveis.com.
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.
The Board of Directors fixed the numbers of the Executive Committee of five (5), plus the Secretary. The current members are:
Additionally, Emilio García-Conde Noriega is the Secretary of the Executive Committee.
In addition to the Articles of Association, this committee is also governed by its regulations approved on June 4th 2008. The committee regulations are available to the public at www.edprenovaveis.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 Chairperson of the Executive Committee, who is currently also the Vice-Chairperson of the Board of Directors, shall send to the Chairperson of the Audit and Control Committee invitations to the Executive Committee meetings and the minutes of those meetings. The Chairperson of the Board of Directors also receives the minutes of the meetings of the Executive Committee.
Meetings of the Executive Committee are valid if half of its members plus one are presented. Decisions shall be adopted by simple majority. In the event of a tie, the Chairperson shall have the casting vote.
Executive Directors shall provide any clarifications needed by the other Directors or corporate bodies whenever requested to do so.
The composition of the Executive Committee is described on the previous topic.
The Executive Committee is a permanent body to which all the competences of the Board of Directors that are delegable under the law and the Articles of Association can be delegated, with the exception of the following:
In 2013 the Executive Committee held 47 meetings. The Executive Committee main activity is the daily management of the Company.
Pursuant to Article 28 of the Company's Articles of Association and Articles 8 and 9 of the Committee' Regulations, the Audit and Control Committee consists of no less than three (3) and no more than five (5) members.
The Audit and Control committee consists of three (3) independent members, plus the Secretary. The current members are:
Additionally, Mr. Emilio García-Conde Noriega is the Secretary of the Audit and Control Committee.
Pursuant to Article 28 of the Articles of Association, the members of the Audit and Control Committee are nominated by the Board of Directors. The term of office of the Chairperson of the Audit and Control Committee is three (3) years, after which he may only be re-elected for a new term of three (3) years. Nonetheless, chairpersons leaving the committee may continue as members of the Audit and Control Committee.
The competences of the Audit and Control Committee are as follows:
In addition to the Articles of Association and the law, this committee is governed by its regulations approved on June 4th, 2008, amended on May 4th, 2010 available to the public at www.edprenovaveis.com.
The committee shall meet at least once a quarter and additionally whenever its Chairperson sees fit.
Decisions shall be adopted by simple majority. The Chairperson shall have the casting vote in the event of a tie.
12
In 2013, the Audit and Control Committee's activities included the following: (I) monitor the closure of quarterly accounts, the first half-year and accounts, to familiarize itself with the preparation and disclosure of financial information, internal control and risk management activities; (II) analysis of relevant rules to which the committee is subject in Portugal and Spain, (III) assessment of the external auditor's work, especially concerning with the scope of work in 2013 and approval of all "audit related" and "non-audit" services, (IV) supervision of the quality and integrity of the financial information in the financial statements and participation in the Executive Committee meeting at which these documents were analyzed and discussed, (V) drafting of an opinion in the individual and consolidated annual reports and accounts, in a guarterly, half year and yearly basis (VI) pre-approval of the 2013 Internal Audit Action Plan, (VII) supervision of the quality, integrity and efficiency of the internal control system, risk management and internal auditing, (VIII) reflection on the corporate governance system adopted by EDPR, (IX) analysis of the evolution of the SCIRF project, (X) information about the whistle-blowing, (XI) quarterly and annual report of its activities, (XII) The Audit and Control Committee participated on the Tender to select the External Auditor for EDP's Group for a three year term (2014-2016). The Chairperson of the Audit and Control Committee was part of the Evaluation Commission that selected the final proposal. The Audit and Control Committee will present on the next Board of Directors meeting the proposal for the appointment of the External Auditor to be submitted to approval at the next General Shareholders' Meeting according to Article 28°, nº 6, b) of the Company's Articles of Association. The Audit and Control Committee found no constraints during its control and supervision activities.
A report on the activities of the Audit and Control Committee in the year ended on December 31*, 2013 is available to shareholders at www.edprenovaveis.com.
Pursuant to Article 29 of the Company's Articles of Association and Articles 8 and 9 of its Regulations, the Nominations and Remunerations 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 the Chairperson of the committee.
The members of the committee shall not be members of the Executive Committee. The Nominations and Remunerations Committee is constituted by independent members of the Board of Directors, in compliance with Recommendation 44 of the Unified Code of Good Governance approved by decision of the Spanish Securities Committee (hereinafter the Comisión Nacional del Mercado de Valores - CNMV), as amended by CNMV Circular 4/2007 of December 27th, which lays down that the Nominations Committee must be entirely made up of external Directors numbering no fewer than three (3). As it is made up of independent Directors (in Spain the committee may only be comprised of Directors), it complies to the extent possible with the recommendation indicated in chapter II.3.1 of the Portuguese Code of Corporate Governance.
The Nominations and Remunerations Committee consists of three (3) independent members, plus the Secretary.
The current members are:
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 still remaining Company Directors.
The Nominations and Remunerations Committee is a permanent body belonging to the Board of Directors with an informative and advisory nature and its recommendations and reports are not binding.
As such, 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 nominations (including by co-option), re-elections, 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 dismissal of senior management personnel. The Nominations and Remunerations Committee shall also inform the Board of Directors on general remuneration policy and incentives to them and the senior management. These functions include the following:
In addition to the Articles of Association, the Nominations and Remunerations Committee is governed by its Regulations approved on June 4th, 2008. The committee's regulations are available at www.edprenovaveis.com.
This committee shall meet at least once every quarter and also whenever its Chairperson sees fit. This committee shall draft minutes of every meeting held and inform the Board of Directors of its decisions at the first Board meeting held after each committee meeting. Decisions shall be adopted by simple majority. The Chairperson shall have the deciding vote in the event of a tie.
In 2013 the main proposals made by the Nominations and Remunerations Committee were:
Pursuant to Article 30 of the Articles of Association, the Board of Directors may set up other committees, such as the Related-Party Transactions Committee shall consist of no fewer than three (3) members. The majority of the members of the Related Party Transactions Committee shall be independent, although in the case of this committee it has one non-independent member, Nuno Maria Pestana de Almeida Alves.
Members of the Related Party Transactions Committee shall be considered independent if they can perform their duties without being conditioned by relations with EDPR, its majority shareholders or its Directors and, if this is the case, meet the other requirements of the applicable legislation.
The Related-Party Transactions committee consists of two (2) independent members and one (1) nonindependent member, as described above, plus the Secretary.
The current members are:
14
Additionally, Emilio García-Conde Noriega is the Secretary of the Related Party Transactions Committee.
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 still remaining Company Directors.
The Related Party Transactions Committee is a permanent body belonging to the Board of Directors that performs the following duties, without prejudice, to others that the Board may assign to it:
If the Related Party Transactions Committee does not ratify the commercial or legal relations between EDP or its related entities and EDP Renováveis and its related entities, the validity of such relations must be approved by 2/3 of the members of the Board of Directors, provided that at least one half of the members proposed by entities other than EDP, as well as those related with Qualifying Holders other than EDP, Board Members, "Key Employees" and/or there Family Members, including independent directors, vote in favour, except when a majority of members expresses its approval prior to submitting the matter to the Related Party Transactions Committee for its approval.
The terms of part 1 above shall not apply to transactions between EDP or its related entities and EDP Renováveis or its related entities are carried out under standardized conditions and are applied equally to different related entities of EDP and EDP, even standardized price conditions.
In addition to the Articles of Association, the Related-Party Transactions Committee is governed by its regulations approved on June 4th, 2008 and amended on February 28th, 2012. The committee's regulations are available at www.edprenovaveis.com.
The committee shall meet at least once a quarter and additionally whenever its Chairperson sees fit.
This committee shall draft minutes of every meeting held and inform the Board of Directors of decisions that it makes at the first Board meeting held after each committee meeting.
Decisions shall be adopted by simple majority. The Chairperson shall have the casting vote in the event of a tie.
In 2013, the Related Party Transactions Committee revised, approved to the Board of Directors the approval of all agreements and contracts between related parties submitted to its consideration.
Chapter E – I, topic 90, of this report includes a description of the fundamental aspects of the agreements and contracts between related parties.
III. SUPERVISION
EDPR's governance model, as long as it is compatible with its personal law, the 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 and Control Committee.
Composition of Audit and Control Committee is reflected in topic 29 above. The term of office and the dates of first appointment of the members of the Audit and Control Committee are available on the chart of topic 17.
Details of the members of the Audit and Control Committee which are considered to be independent are available on the chart of topic 18 of the 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.
Audit and Control Committee Regulations The Audit and Control Committee regulations are available to the public at the Company's website, www.edprenovaveis.com and at the Company's headquarters at Plaza de la Gesta, 2, Oviedo, Spain.
Number of meetings held by the Audit and Control Committee
In 2013, the Audit and Control Committee held twelve (12) meetings, six (6) of those meetings were plenary and the other six (6) were with the different departments whose activity development was discussed with the Committee. The following table shows the attendance percentage to the meetings of the Audit and Control Committee by its members:
| Members | Position | Attendance % | ||
|---|---|---|---|---|
| João Mello Franco | Chairperson | 100% | ||
| João Raimundo | Voca | 83.5% | ||
| Jorge Santos | TERIER BEAULTALIAR (REBER. FAR (SELECTRACTED BALL Voca |
83,5% |
The members of the Audit and Control 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 the group, and other relevant activities undertaken by members of this Committee throughout the financial year is listed in Annexes II and III, respectively.
In EDPR there is a policy of pre-approval by the Audit and Control Committee for the External Auditor and any related entity for non-audit services, according to Recommendation IV.2 of the Portuguese Corporate Governance Code. This policy was strictly followed during 2013.
The services, other than auditing services, provided to the Company 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 and Control Committee according to Article 8, nº 2, 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 2013 such services reached only around 5% of the total amount of services provided to the Company.
Apart from the competences expressly delegated on the Audit and Control Committee according to Article 8 of its Regulations and in order to safeguard the independence of the External Auditor, the following powers of the Audit Committee were exercised during the 2013 financial year and should be highlighted:
Within this context, it should be particularly stressed that External Auditor independence was safeguarded by the implementation of the Company's policy on pre-approval of the services to be hired to External Auditors (or any entity in a holding relationship with or incorporating the External Auditors), which results from the application of the rules issued by SEC on this matter. According to such policy, the Audit Committee makes an overall pre-approval of the services proposal made by the External Auditors and a specific pre-approval of other services that will eventually be provided by the External Auditors, particularly services and services other than "audit and audit related" services.
39-41. According to EDPR's governance model, the information requested in Chapter IV. of CMVM Regulation no. 4/2013 does not apply to EDPR.
EDPR's External Auditor is, since the year 2007, KPMG Auditores S.L., a Spanish Company, whose partner in charge of EDPR's accounts auditing is Mrs. Ana Fernández Poderós. KPMG Auditores S.L. is registered at the Spanish Official Register of Auditors under number 50702 and with Tax Identification Number B-78510153.
KMG Auditores S.L. and the partner in charge of EDPR's accounts auditing have carried these duties for the last seven consecutive years.
According to CMVM's Recommendation IV.3 of its 2013 Corporate Governance Code. the companies shall support auditor rotation after two or three terms whether four or three years, respectively. According to the Spanish law, the partner responsible for the auditing and signing of the accounts has a limited term of office of seven
consecutive years. As of December 318, 2013, KPMG Auditores S.L. has ended its seventh ("") consecutive year as EDPR's External Auditor, there has been no need to rotate yet the auditor, according to Recommendation IV.3 of the Portuguese Corporate Governance Code.
The Audit and Control Committee is responsible for the evaluation of the External Auditor according to the competences granted by its Regulation of the Audit and Control Committee is made once a year. Nevertheless, the Audit and Control Committee establishes a permanent contact throughout the year with the external auditor to assure the conditions, including the independence, adequate to the services provided by them, acting as the Company speaker for these subjects related to the auditing process, and receiving and maintaining information on any other questions regarding subjects. In 2013, according to the Audit and Control Committee's competences and in line with Recommendations II.2.2, it 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 and any other matters related to the auditing of accounts. It also receives and stores information on any other matters provided for in legislation on audits and in auditing standards in effect at any time.
According to the rules described on topic 29 of this Report, In EDPR there is a policy of pre-approval by the Audit and Control Committee for the selection non-audit services according to Article 8, nº 2, g) of the Audit and Control Committee Requlations.
Below are the details of non-audit services provided during 2013 by the External Auditor for EDPR's business units:
The reasons for the engagement of the above mentioned services are mainly for i) a better knowledge of the business group and the fiscal questions related to its activity assuring an appropriate knowledge of the relevant information which favors a better flexibility and efficiency to answer to these questions, and ii) the engagement of these services didn't put in risk the independence of the External Auditor considering the measures applied to safeguard the independence of the External Auditor.
| Values in Cs | Portugal | Spain | Brazil | USA | Other | Total | 0/0 |
|---|---|---|---|---|---|---|---|
| Audit and statutory audit of accounts and financial statements |
194 | 667 | 118 | 798 | 543 | 2.320 | 83% |
| other assurance and reliability services (*) |
180 | 68 | 104 | 34 | 386 | 11% | |
| Sub-total audit related services |
374 | 735 | 118 | 902 | 577 | 2.706 | 94% |
| Tax consultancy services |
90 | 90 | 1% | ||||
| Other services unrelated to statutory auditing |
42 | 12 | 54 | 5% | |||
| Sub-total non-audit related services |
132 | 12 | 144 | 6% | |||
| Total | 374 | 867 | 118 | 914 | 577 | 2.850 | 100% |
(*) The fees of Portugal regarding the Internal Control System for Financial Reporting (SCIRF) includes the subsidiaries in Spain (EUR95,000) and of EDPR NA (EUR 85,000), as their invoices were issued in this country.
The Amendment of the Articles of Association of the Company is of the responsibility of the General Shareholders' Meeting who has the power to decide on this matter. According to Article 17 of the Company's Articles of Association ("Constitution of the General Shareholders' Meeting, Adoption of resolutions"), to validly approve any necessary amendment to the Articles of Association, the Ordinary Shareholders' Meeting will need:
In the event the shareholders attending represent less than fifty percent (50%) of the subscribed voting capital, the resolutions referred to in the present paragraph with the favourable vote of twothirds (2/3) of the present or represented capital in the General Shareholders' Meeting.
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.
EDPR provides the Group workers with a channel enabling them to report directly and confidentially to the Audit 18 and Control Committee any practice presumed illicit or any alleged accounting and/or financial irregularity in their Company, in compliance with the provisions of CMVM Regulation no. 4/2013.
With this channel for reporting irregular accounting and financial practices, EDPR aims:
Contact with the Company's Audit and Control Committee is only possible by email and post, and access to information received is restricted.
Any complaint addressed to the Audit and Control Committee will be kept strictly confidential and the whistle blower will remain anonymous, provided that this does not prevent the investigation of the complaint. S/he 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 Secretary of the Audit and Control Committee receives all the communications and presents a quarterly report to the members of the Committee.
In 2013 there were no communications regarding any irregularity with material impact at EDPR.
EDPR has a Code of Ethics published on its intranet, which includes principles like transparency, honesty, integrity, non-discrimination, equal opportunity, and sustainability.
The Code of Ethics has been widely circulated among employees of the Group through internal communications mechanisms, individual shipments, delivery to new employees, and intranet publishing.
There is a strong commitment by the Company in relation and promotion of compliance with the Code available to all employees through training, questionnaires, and open discussions of the findings
There is also an Ethics Channel and Ethics Regulation to articulate any specific claims of the Code of Ethics and to resolve doubts on all matters relating to the Code of Ethics.
Communications regarding possible breaches of the Code of Ethics are sent to the Ethics Ombudsman, which performs a first analysis, forwarding its conclusion to the Ethics Committee of EDPR, which receives, records, processes, and reports to the Board of Directors.
In 2013 there were no communications to the Ethics Ombudsmen regarding any irregularity at EDPR.
EDPR has Internal Audit Department composed by five people. 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 commissions 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 organization 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 are established, 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 framework (Committee of Sponsoring Organizations of the Treadway Commission), the responsibility for overseeing the Internal Control System lies in the Board of Directors and the Audit and Control Committee. The CEO is accountable before the Board, must ensure the proper functioning and effectiveness of 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 Senior Managers are responsible for evaluating any deficiencies and implementing appropriate improvement opportunities.
To fulfill these responsibilities, EDPR's Internal Audit offers support and advice to the management and development of the SCIRF.
Additionally, in 2013 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 SCIRF of the EDPR Group, according to ISAE 3000 (International Standard on Assurance Engagements 3000).

EDPR's Risk Management is as an integrating element of all organizational processes and decisions and not a stand-alone activity separated from the main activities of the Company. It includes from strategic planning to evaluation of new investments and contracts.
Risk Management at EDPR is supported by three distinct organizational functions, each one with a different role: Strategy (Risk Profiler), Management (Risk Manager) and Controlling (Risk Controller).
Market, credit and operational 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.
During 2013, EDPR defined or reviewed four new Global Risk Policies: Energy Price Hedging Policy, Counterparty Credit Risk Policy, Country Risk Policy. These policies are already implemented or in the process to be implemented next year.
Risk Management at EDPR is focused on covering all market, credit and operational risks of the Company. In order to have a holistic view of risks, they were grouped in Risk Areas converting all the value chain of EDPR's business. The following list summarizes Risk Areas defined within EDPR :
Within each Risk Area, risks are classified in Risk Groups and finally into Risk Factors are the source of the risk and the purpose of Risk Management at EDPR is to measure, control and eventually mitigate all risk factors that affect the Company.

Country Risk is defined as the probability of occurrence of a financial loss in a given country due to macroeconomics, political or natural disasters. During 2013. EDPR has defined a new 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 parties. 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 firms 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 new project in a new geography, EDPR analyzes 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.
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.
Although the European Union and various US federal and state bodies have regularly reaffirmed their desire to continue strengthening support for renewable energy sources, remuneration schemes have become less competitive in some countries due to the financial crisis. Thus, it cannot be guaranteed that current support will be maintained in all EDPR's geographies or that the electricity produced by future renewable energy projects will benefit from purchase obligations, tax incentives or other support measures. Regulation promoting green energy has been revised or is under revision in some countries where EDPR is present.
In particular, during 2013 there were regulatory changes in Spain that reduced incentives for existing and future projects. In Romania, the number of green certificates for new wind projects was reduced.
In the US, renewable generation was incentivized through Production Tax Credits (PTC) at a Federal level till december 2013 and is still incentivized through State RPS Programs that allow receiving RECs (Renewable Energy Credit) for each MWh of renewable generation. As a general rule, EDPR focuses on developing in states which have an RPS program in place and are undersupplied of renewable generation. As aforementioned, in December 2013, PTC scheme for wind expired and all projects that will be built in the future will not receive PTC, except for those that qualified during 2013. EDPR was able to secure around 1GW of PPA projects with PTC qualification that will be mainly built during 2014 and 2015.
EDPR is managing its exposure to regulatory risks through diversification (being present in several countries) and by being an active member in several wind 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.
Additionally, a high level analysis is performed for each country considering the meaningfulness of renewable generation from a strategic and financial standpoint. Among others, EDPR analyzes the following for each country: existing and future generation mix, electricity prices, remuneration incentives for renewables, renewable generation target and energy autonomy.
Finally, 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.
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 offtakers to eliminate electricity price risk.
Despite EDPR's strategy of eliminating electricity price risk, EDPR still has some wind farms that have 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 investment activity in the UK, where current incentive system is based on green certificates but will change to a feed in tariff.
In countries with a pre-defined regulated premium or a green certificate scheme, EDPR is exposed to electricity price fluctuations. Considering current PPAs in place, EDPR is exposed to electricity price risk in Romania, in Poland and partially in Spain.
The US market does not provide a regulated framework system for the electricity price. However, most of EDPR's capacity in the US has predefined prices determined by 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 wind farms in the US do not have PPA and are selling merchant with exposure to electricity price risk. Some others with existing PPAs do not sell their energy where it is produced are exposed to basis risk.
In Ontario (Canada), the selling price is defined by a long term feed-in-tariff, thus, there is no electricity price exposure.
In Brazilian operations, the selling price is defined through a public auction which is later translated into a longterm contract. Electricity price exposure is almost null, with some 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 and total merchant exposure).
EDPR seeks to eliminate electricity price risk through PPAs with private offtakers. In 2013, EDPR signed PPAs in Europe for 120 MW and in the US for more than 1 GW.
In those geographies with remaining merchant exposure, EDPR uses various financial and commodity hedging instruments in order to minimize the exposure to fluctuating electricity prices. In some cases, due to the lack of liquidity of financial derivatives, it may not be possible to successfully hedge all merchant exposure.
In 2013 EDPR financially hedged part of its generation in Poland and Romania. In Spain, hedges in place at the beginning of 2013 were unwound when new regulation eliminated the merchant exposure that included the previous legal framework (RD661).
As mentioned above, some US wind farms have exposure to electricity price risk (difference in electricity price between locations). EDPR hedges electricity price and basis exposures through financial swaps or FTR buys (Financial Transmission Rights).
In Europe, EDPR operates in countries where, on top of the electricity price, EDPR receives a green certificate whose price is achieved on a regulated market (Poland and Romania).
In these European countries with a green certificate scheme, EDPR is exposed to fluctuation on the price of green certificates.
In the US, renewable generation is incentivized through State RPS Programs that allow receiving RECs (Renewable Energy Credit) for each MWh of renewable generation. REC prices are very volatile and depend on the supply/demand equilibrium in the market.
EDPR intends to eliminate Green Certificates and REC price risk with the signing of bundled PPAs, which include the sale of the electricity and the Green Certificate or REC. In some cases, the offtaker may be interested in contracting only the Green Certificate or the REC, thus a GCPA (Green Certificate Purchase Agreement) or a RECPA (REC Purchase Agrement) is signed.
The market of GCPA or RECPA is very illiquid and no financial derivatives exist for Green Certificates nor RECs. Therefore, all exposure to Green Certificates or REC prices cannot be eliminated.
The amount of electricty generated by EDPR's wind farms is dependent on weather conditions, which vary across locations, from season to season and from year. Variation on the amount of electricity that is generated affects EDPR's operating results and efficiency.
Wind at different locations may be independent from each other or may be correlated (positively or negatively). 22 A negative correlation implies a natural hedge of production fluctuations of the portfolio.
Other risk factors that affect production are turbine availability and curtailment, which are considered as operation risks and are explained in the corresponding section.
EDPR mitigates wind resource volatility and seasonality by having a strong knowledge in the design of its wind farms and through geographical diversification of its asset base in different countries and regions. EDPR has analyzed correlation between different wind farms in its portfolio and this geographical diversification enables EDPR to partially offset wind variations in each area and to keep the total energy generation relatively steady. Currently, EDPR is present in 12 countries: Spain, Portugal, France, Belgium, Poland, Romania, UK (no generation), Italy, US, Canada, Brazil and South Africa.
EDPR has analyzed in detail the potential products to hedge wind risk, and this product might be used to mitigate risk in specific cases.
EDPR finances its wind farms through project finance or corporate debt. In both cases, a variable interest rate would imply fluctuations in interest payments.
On the other hand, EDPR's presence in several countries implies revenues denominated in different currencies. Consequently, exchange rate fluctuations may have a material adverse effect on financial results.
The evolution of the financial markets is analyzed on an on-going basis in accordance to EDP Group's risk management policy approved by the EDPR`s Executive Committee.
Taking into account risk management policy and approved exposure limits, the Finance team identifies, evaluates, and submits the financial strategy appropriate to each project/location for the Executive Committee's approval. Global Risk Area supports the Finance team in exchange rate hedging decisions.
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 the interest rate risk management policies is to reduce 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 rate to fixed rate.
EDPR has a portfolio of interest-rate derivatives with maturities of up to 13 years. Sensitivity analyses of the fair value of financial instruments to interest-rate fluctuations are periodically performed.
EDPR has international operations and is exposed to the exchange-rate risk resulting from investments in foreign subsidiaries. Currently, the main currency exposure is to U.S. dollar/euro exchange rate that results from EDPR's operations in the US. With the increasing capacity in non-euro geographies, EDPR is increasing its exposure to currencies other than the euro in Poland, Romania, Brazil, United Kingdom and Canada.
EDPR´s general foreign exchange policy is the natural hedging in order to match currency cash flows, minimizing the impact of fluctuations of exchange rates in the Income Statement and preserving value. The essence of this approach is to create financial foreign currency outflows to match equivalent foreign currency inflows.
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 interest rate swaps. EDPR also contracts foreign exchange forwards to hedge the risk in specific transactions (procurement, etc,)
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.
Counterparty credit risk is the counterparty to a transaction could default before the final settlement of the transaction's cash flows. If the transactions with the counterparty has a positive economic value at the time of default, an economic loss would occur.
During 2013, EDPR introduced a new Global Counterparty Credit Risk Policy, which has already been implemented across the Company. Basel Standards were used as a reference for EDPR'S approach to counterparty credit risk.
From a credit risk perspective, EDPR classifies its counterparties in three different groups:
To control credit risk at EDPR, thresholds of Expected Loss and Unexpected Loss are established as defined in Basel Standards. Expected Loss and Unexpected Loss from counterparty credit exposure are re-evaluated monthly. If threshold is surpassed by any counterparty or by the Company as a whole, mitigation measures are implemented in order to remain within the pre-established limit.
Liquidity risk is the risk of EDPR not meeting its financial obligations.
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.
EDPR uses a financial model to forecast liquidity risk in the medium and long term to meets previously set (EBITDA, debt ratio and others).
The wind turbine generator (WTG) is a key element in the development of EDPR's wind-related energy projects, as the shortfall or an unexpected sharp increase in WTG prices can dramatically affect development of new projects and their profitability.
WTG represents on average 70 to 80% of an onshore wind farm capital expenditure
The demand for new wind farms may offset the offer of turbines by WTG manufacturers. Currently, the local component requirement in some geographies (Ex: Brazil) creates this shortfall situation.
EDPR faces limited risk to the availability and price increase of WTG´s due to the framework agreements with major global wind turbines suppliers. The Company uses a large mix of turbines suppliers in order to diversify the wind turbine supply risk.
For geographies with specific requirements of local component, EDPR does not engage in a project before securing the supply of wind turbines.
Price of wind turbines is affected, not only by market fluctuations of the materials used in the turbines, but also by the demand.
For every new project, EDPR secures the demand risk that might increase price of the turbines.
With regards to market risk of the materials used to manufacture wind turbines, an escalation formula is negotiated with wind turbine manufacturers. EDPR might hedge some of the market exposure of this escalation formula if exposure is above a pre-established limit and the market is liquid.
Wind farms are subject to strict regulations at different authority levels (international, national, state, regional and local) relating to the development, construction, grid interconnection 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 of the wind farm to the national grid).
24 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, lay-out, etc, the objective is to make our projects more resilient to permitting risks.
Additionally, EDPR mitigates execution risk by generating optionality, with development activities in 11 different countries (Spain, Portugal, France, Belgium, Poland, Romania, UK, Italy, US, Canada and Brazil) 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.
Wind farm output depends upon the operating availability of the turbines and the operating performance of the equipment, mainly the components of wind turbines and transformers.
EDPR mitigates this risk by using a mix of turbine suppliers which minimizes technological risk, avoiding exposure to a unique manufacturer.
EDPR also engages wind turbine suppliers through medium-term full-scope maintenance agreements to ensure alignment in minimizing technology risk. Finally, EDPR has created an O&M program with adequate preventive and scheduled maintenance program.
Most recently, EDPR is externalizing non-core technical O&M activities of its wind farms, while primary and value added activities continue controlled by EDPR.
Curtailment occurs when the production of a wind farm is stopped by the TSO (Transmission System Operators) for external reasons to the Company. Examples of cases of curtailment are upgrades in transmission lines, high level of renewable generation production with low demand (very exceptional).
Curtailment risk is managed ex-ante. For every new investment, EDPR factors the effect that expected curtailment will have on the output of the wind farm. Curtailment analysis is done considering the existing situation and potential upgrades of the transmission system in the location of the wind farm.
Curtailment of EDPR's wind farm is constantly monitored by asset managers.
Counterparty operational risk is defined as the risk that the counterparty to a transaction could default before the final settlement of the contract implying no direct economic loss to EDPR, but a replacement cost. Despite no exposure to the counterparty 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, 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 notation and replacement cost of the counterparty.
Risk Management at EDPR is supported by three distinct organizational functions, each one with a different role: Strategy (Risk Profiler), Management (Risk Manager) and Controlling (Risk Controller).

These three Risk Functions work together following EDPR's risk framework, through which major strategic questions of the Executive Committee are translated into specific guidelines or policies, to be used by managers in their day-to-day decisions. The Risk Committee is the different Risk Functions discuss the policies to be implemented and control the risk exposure of the Company.
1

25
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.
In order to separate discussions on business decisions from new analyses and the definition of new policies, EDPR has created two distinct meetings of the Risk Committee with different periodicity:
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.
During 2013, EDPR defined or reviewed four Global Risk Policies, which are already implemented or in the process to be implemented throughout 2014.:
Compliance with Global Risk policies is verified every month in the Restricted Risk Committee.
EDPR seeks to provide to shareholders, investors, and stakeholders all the relevant information about the Company and its business environment, on a regular basis. The promotion of transparent, consistent, rigorous, easily accessible, and high-quality information is of fundamental importance to an accurate perception of the Company's strategy, financial situation, accounts, assets, prospects, risks, and significant events.
EDPR, therefore, looks to provide investors with 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 the 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, prevent asymmetries in access to information and reduce the market perception gap of the Company's strategy and intrinsic value. The department responsibility 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 CMNV - Comisíon Nacional del Mercado de Valores - in Spain).
EDPR is clearly aware of the importance of delivering on time transparent and detailed information to the market. Consequently, EDPR publishes Company's price sensitive information before the opening or following the closing of the NYSE 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. IR Department also elaborates and makes available quarterly, semi-annual results presentations, handouts, key data files and interim presentations.
On each earnings announcement, EDPR promotes a conference call and webcast, 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.
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:
Rui Antunes, Head of IR
Calle Serrano Galvache 56 Centro Empresarial Parque Norte Edificio Olmo - 7th floor 28033 - Madrid - España Website: www.edpr.com/investors E-Mail: [email protected] Phone: +34 902 830 700 / Fax: +34 914 238 429
ANSINEMATIC C. L. L. CAUS . C. F. FR. THE TYC . CLEW
In 2013, the EDPR has promoted and participated in several events, namely roadshows, presentations to investors and analysts, meetings and conference calls. During the year, EDPR management and the IR team attended to 12 broker conferences and hold 14 roadshows, totaling more than 280 meetings with institutional investor in 13 of the major financial cities across Europe, US and Canada.
EDPR IR Department was in permanent contact with capital markets agents, namely financial analysts who evaluated the Company, shareholders and investors by e-mail, phone, or face-to-face meetings. In 2013, as far as the Company is aware, sell side analysts issued more than 200 reports evaluating EDPR's business and performance.
At the end of the 2013, as far as the Company is aware of, there were 21 institutions elaborating research reports and following actively EDPR activity. As of December 31st, 2013, the average price target of those analysts was of Euro 4.51 per share with the majority reporting "Buy" recommendations on EDPR's share: 12 Buys, 7 Neutrals, 1 Sell and 1 analyst with suspended rating.
| Price | |||
|---|---|---|---|
| Company | Analyst | Target | Recommendation |
| Bank of America Merrill Lynch | Pinaki Das | € 4.65 | Buy |
| Barclays | Monica Girardi | € 4.90 | Equalweight |
| BBVA | Daniel Ortea | € 4.25 | Market Perform |
| Berenberg | Lawson Steele | € 3.80 | Hold |
| BES | Felipe Echevarria | € 5.60 | Buy |
| BPI | Flora Trindade | € 4.90 | Buy |
| Caixa BI | Helena Barbosa | Suspended | |
| Citigroup | Andrew Simms | € 4.55 | Buy |
| Deutsche Bank | Virginia Sanz de Madrid | € 4.00 | Hold |
| Exane BNP | Manuel Palomo | € 4.60 | Outperform |
| Fidentiis | Daniel Rodríguez | € 4.60 | Buy |
| Goldman Sachs | Manuel Losa | € 4.80 | Buy |
| JP Morgan | Sarah Laitung | € 4.31 | Overweight |
| Kepler Cheuvreux | lose Porta | € 3.64 | Underperform |
| Macquarie | Shai Hill | € 4.20 | Outperform |
| Millennium BCP | Vanda Mesquita | € 5.40 | Buy |
| Morgan Stanley | Carolina Dores | € 4.50 | Overweight |
| Natixis | Philippe Ourpatian | € 3.91 | Neutral |
| Santander | Bosco Mugiro | € 5.00 | Buy |
| Société Générale | Jorge Alonso | € 4.00 | Hold |
| UBS | Alberto Gandolfi | € 4.20 | Neutral |
EDPR representative for relations with the market is the Executive Member of the Board, Rui Manuel Rodrigues Lopes Teixeira.
In 2013, 21 institutions published research reports about EDPR's activity. During the year, EDPR was present in several events with analysts and investors, such as roadshows, meetings and conference calls, communicating EDPR's strategy and its operational and financial performance.
During the year, EDPR made 46 press releases. In 2013, IR Department received more than 600 information requests and was present in 280 meetings with institutional investors. On average, the information requests were replied in less than 24 hours. As of December 31st 2013 there was no pending information request.
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, the Company website also carries financial and operational updates of EDPR's activities ensuring an easy access to the information.
EDPR website: www.edprenovaveis.com
| Information | Link |
|---|---|
| Company information | www.edprenovaveis.com/investors/corporate- governance/Companys-name www.edprenovaveis.com/our-Company/who-we-are |
| Corporate by-laws and bodies/committees regulations | www.edprenovaveis.com/investors/corporate- governance |
| Members of the corporate bodies | www.edprenovaveis.com/investors/corporate- governance/directors |
| Market relations representative, IR department | www.edprenovaveis.com/investors/contact-ir-team |
| Means of access | www.edprenovaveis.com/our- Company/contacts/contact-us |
| Financial statements documents | www.edprenovaveis.com/investors/reports-and-results |
| Corporate events Agenda | www.edprenovaveis.com/investors/calendar |
| General Shareholders' Meeting information | www.edprenovaveis.com/investors/shareholders- meeting-2 |
As such, 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), re-elections, 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 dismissal of senior management personnel.
The Nominations and Remunerations Committee proposes each year to the Board of Directors the Remuneration Policy submitted to the approval of the Annual General Shareholders' Meeting as an independent proposal. According to the Company's Articles of Association the director's remunerations is subject to a maximum value that can only be modified by a Shareholders agreement.
The Composition of the Nominations and Remunerations Committee is reflected in topic 29 above. In 2013 the company Heidrick & Struggles was hired to provide consultancy services to the committee, such as:
EDPR's Nominations and Remunerations Committee has at least one member with knowledge and experience in remuneration policy. The biographies of the members of the Nominations Committee are in Annex IV of the report.
Pursuant to Article 26 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 for that effect 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 remuneration approved by the General Shareholders Meeting for the variable remuneration for all the executive members of the Board of Directors was EUR 600.000 per year.
EDPR, in line with EDP Group corporate governance practice, has signed an Executive Management Services Agreement with EDP, under which the Company bears the cost for such services to some 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 Committee, Related Party Transactions Committee, and the Audit and Control Committee. Those members who are seated in two different Committees don't 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 aren't 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.
The remuneration policy proposed by the Nomination Committee and approved by the General Shareholders' Meeting on April 23rdth, 2013 (the Remuneration Policy), defines a structure with a fixed remuneration for all members of the Board of Directors and a variable remuneration, with an annual component and a multi-annual component for the members of the Executive Committee.
For the period 2011-2013, it was decided to maintain the remuneration structure in terms of its components, as well as to keep the same nominal value of fixed annual component as the one in force during the 2009-2010 period, revising the KPI's (Key Performance Indicators) for variable multi-annual and annual components.
Variable annual and multi-annual remuneration applies to the members of the Executive Committee.
Variable annual and multi-annual remuneration will be a percentage of fixed annual components, with a superior weight for multiannual vs. annual component (120% vs. 80%). That is, the variable remuneration may range between 0% and 85% of the annual gross fixed remuneration, in the case of the annual variable, and between 0% and 85% of the annual gross fixed remuneration, in the case of the multi-annual variable.
The KPIs (Key Performance Indicators) used to determine the annual and multi-annual variable 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 COO's:
30
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%.
According to the Spanish law, the multi-annual variable remuneration is only payable if the predefined goals are achieved and is paid the year after the end of the term of office to which it applies.
EDPR has not allocated variable remuneration on shares and does not maintain Company shares that the Executive Directors have had access to.
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: Company car, and those who are expatriated receive housing allowance. In 2013, the non-monetary benefits corresponded to EUR162.315.86.
The Directors do not receive any relevant non-monetary benefits as remuneration.
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 has been approved by the General Shareholders' Meeting on April 23rd, 2013 (the Remuneration Policy included the retirement Plan)
The remuneration of the members of the Board of Directors for the year ended on December 31st 2013 was as follows:
| Remuneration | Variable | |||
|---|---|---|---|---|
| Fixed | Annual | Multi-annual | Total | |
| Executive Directors | ||||
| João Manso Neto (CEO) A) |
O | 0 | 0 | 0 |
| Nuno Alves A) | 0 | 0 | 0 | 0 |
| Gabriel Alonso B) | O | 0 | 0 | 0 |
| João Paulo Costeira B) | 5.150 | 0 | 0 | 5.150 |
| Rui Teixeira B) | 10.301 | 0 | 0 | 10.301 |
| Non-Executive Directors | ||||
| António Mexia C) | O | 0 | 0 | 0 |
| Acácio Piloto P) | 37.500 | 0 | 0 | 37.500 |
| António Nogueira Leite D) |
45.833 | 0 | 0 | 45.833 |
| Gilles August | 45.000 | 0 | 0 | 45.000 |
| João Lopes Raimundo | 60.000 | 0 | 0 | 60.000 |
| João Manuel de Mello Franco |
80.000 | 0 | 0 | 80.000 |
| João Marques da Cruz O) | O | 0 | 0 | 0 |
| Jorge Santos | 60.000 | 0 | 0 | 60.000 |
| José Araújo e Silva | 45.000 | 0 | 0 | 50.000 |
| José Ferreira Machado D) |
50.000 | 0 | 0 | 45.000 |
| Manuel Menéndez Menéndez |
45.000 | 0 | 0 | 45.000 |
| Rafael Caldeira Valverde |
55.000 | 0 | 0 | 55.000 |
| Total | 538.784 | O | 0 | 538.784 |
A) João Manso Neto and Nuno Alves receive their remuneration through the Executive Management Services Agreement.
8) Gabriel Alonso, João Paulo Costeira, as Officers and members of the Executive Committee receive their remuneration as Directors and/or EDPR Group employees, as described on the table below.
് António Mexia and João Marques da Cruz receive their remuneration through the Executive Management.
0) Acácio Piloto, António Noqueira Leite and José Ferreira Machado were elected Members of the Board of Directors on February 26th, 2013 and their nomination was ratified at the General Shareholders' Meeting that took place on April 11th, 2013. The remuneration reflects the months of the year from their nomination onwards.
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 to pay under said Acreement for the management services rendered by EDP in 2013 is EUR 994.335,61, corresponding, i) to the fixed remuneration of the Executive Managers, plus the variable component according to the Remuneration Policy, plus the PPR percentage, and ii) EUR 90,000, corresponding to the fixed remuneration of the Non-Executive Managers. The retirement savings plan for 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.
In 2013, the remuneration of the Officers, as EDPR employees, excluding the Chief Executive Officer till, was the following:
| FULLOS | ||||||
|---|---|---|---|---|---|---|
| Remuneration | Variable* | Total | ||||
| Fixed FIRE ETHER genent For the Concertis Stree 1987 and SPEPS FREED LAN S 20 МОНИИИ ПРОСЕДЕННОЙ СЕ С Г Г ГРУВИНСАТАТА НА ПРИЗИРАНИЕ ПРИСЕРИИ ПРИСЕРИИ ПРИ |
Annual | Multi-annual | ||||
| Gabriel Alonso | ||||||
| João Paulo Costeira A) | 232.143 | 85.000 | 317.143 にはない 日本ではやにやっていましたいというですが、この時間になるときになります。そしてはやっています。です。その他のではやってきました |
|||
| Rui Teixeira A) | 208.366 | 85.000 | 293.366 | |||
| TOTAL | Как со праведения с правления своем привание своем привати подарение подавание и и в п | 1 91 10101111 2111 2011 11:10 11 10:10 10 1000 10 1000 10 1 1 10 100 10 1 440.509 ANN Excludible becauses an easy |
170.000 | всемы и г. | 610.509 |
*Corresponds to the 2013 annual variable.
32
్ João Paulo Costeira and Rui Teixeira received their remuneration as employees of EDPR till November 30%, 2013 and October 31th, 2013, respectively, as further explained in topic 78.
Due to the termination of the expatriation conditions of three Officers (CFO, COO EU and COO NA), new employment contracts were signed with other group companies, as follows:
Gabriel Alonso with EDP Renewables North America LLC on December 31st, 2012;
João Paulo Costeira with EDP Energias de Portugal, S.A. Sucursal en España on November 30th, 2013; and
Rui Teixeira with EDP Energias de Portugal, S.A. Sucursal en España on October 31st, 2013.
In 2013, the remuneration of said Officers from the moment they became employees of the above referred companies, was the following:
| Gabriel Albnso | 276.261 | 85.000 | 361.261 |
|---|---|---|---|
| João Paulo Costeira | 16.041,86 | 0 | 16.041,86 |
| Rui Teixeira | 37.997,82 | 0 | 37.997,82 |
| TOTAL | 330.300,68 | 85.000 | 415.300,68 |
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.
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.
| Member | Position | Remuneration * | |
|---|---|---|---|
| João Mello Franco | Chairperson | 80.000 | |
| João Raimundo | Vocal | 60.000 | |
| Jorge Santos | Vocal | 60.000 | |
| * The non-executive directors only receive a fixed remuneration, which is calculated on the basis of their work exclusive |
si vali van die voor van die van die van die voor van die voor van die voor van die voor van die voor van die voor van die van die voor van die voor van die voor van die voor directors or with their membership on the Nominations Committee, Related-Party Transactions Committee, and the Audit and Control Committee.
83-84. EDPR has no agreements with Remuneration implication.
85-88. EDPR does not have any Share-Allocation and/or Stock Option Plans.
In order to supervise the transactions between the Group Companies' and its qualified shareholders, the Board of Directors as created the Related-Party Transactions Committee, a permanent body with delegated functions. The Related-Party Transactions Committee duties are described on topic 29 of the Report. The Audit and Control Committee also supervises the transactions with qualified shareholders that need a previous opinion. This information is included on the annual report of the Audit and Control. The mechanisms established on both committees regulation and also the fact that one of the Related-Party Transactions Committee is the Chairperson of the Audit and Control Committee constitutes a relevant for an adequate evaluation of the relations established between EDPR and third entities.
During 2013, EDPR has not signed any contracts with the members of its corporate bodies of qualifying holdings, excluding EDP, as mentioned below.
However, EDPR closed a transaction with China Three Gorges (CTG), qualified shareholder of EDP, but not of EDPR, for the acquisition of 49% of the share capital of EDP Renewables Portugal (EDPR subsidiary). The transaction was approved by the correspondent regulatory authorities. For this transaction EDPR's Audit and Control Committee issued a favorable opinion as referred on Recommendation IV.1.2 of CMVM.
Regarding related-party transactions, EDPR and/or its subsidiaries have signed the contracts detailed below with EDP - Energias de Portugal, S.A. (hereinafter, EDP) or other members of its group not belonging to the EDPR subgroup.
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 Related Party Transactions Committee was informed that in 2013, the average value and the maximum value regarding the transactions analyzed by the Committee was EUR1,041,256,60 and EUR2,893,060, respectively.
The total amount of supplies and services in 2013 incurred with or charged by the EDP Group was EUR 16.1 million, corresponding to 6.1% of the total value of Supplies & Services for the year (EUR 263 million).
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 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, 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 fulfill 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 nominates more than 50% of its Directors.
On November 4th, 2008 EDP and EDPR signed an Executive Management Services Agreement that was renewed on May 4th, 2011 and effective from March 18th, 2011 and renewed again on May 10th, 2012.
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 nominates four people from EDP to be part of EDPR's Management: i) two Executive Managers which are members of the EDPR Executive Committee and (ii) two 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, 994.335,61 corresponding to the fixed and variable remuneration, for the management services rendered in 2013.
The term of the contract is on June 21st 2014.
The finance agreements between EDP Group companies and EDPR Group companies were established under the above described Framework Agreement and currently include the following:
EDPR (as the borrower) has loan agreements with EDP Finance BV (as the lender), a Company 100% owned by EDP – Energias de Portugal, S.A.. Such loan agreements can be established both in EUR and USD, usually have a 10-year tenor and are remunerated at rates set at an arm's length basis. As at December 31st, 2013, such loan agreements totalled EUR 1,451,042,386 and USD 1,836,699,611.
A counter-guarantee agreement was signed, under which EDP or EDP Energias de Portugal Sociedade Anónima, sucursal en España (hereinafter guarantor or EDP Sucursal) undertakes on behalf of EDPR, EDP Renewables Europe SLU (hereinafter EDPR EU), and EDPR 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 executive board.
EDPR will be jointly liable for compliance by 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, 2013, such counterguarantee agreements totaled EUR 34,181,464 and USD 171,500,000.
There is another counter-guarantee agreement signed, under which EDP Energias do Brasil, SA or EDPR undertakes on behalf of EDPR Brasil, 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 basis by the EDPR executive board. Each party undertakes to indemnify the other pro-rata to its stake of any losses or liabilities resulting from the guarantees provided under the agreement and to pay a fee established in arm's length basis. As of December 31st 2013, such counter-guarantee agreements totaled in terms of fees from EDPR to EDP - Energias do Brasil of BRL 200,738,411.
| 3 | 4 |
|---|---|
EDP Servicios Financieros España SLU and EDPR signed an agreement through which EDP Servicios Financieros España manages EDPR's cash accounts. The agreement also regulates a current account between both companies, remunerated on arm's length basis. As of December 31st 2013, there are two different current accounts with the following balance and counterparties:
The agreements in place are valid for one year as of date of signing and are automatically renewable for equal periods.
Due to the net investment in EDPR NA, EDPR Brazil, and Polish companies, EDPR's accounts were exposed to the foreign exchange risk. With the purpose of hedging this foreign exchange risk, EDPR settled the following Cross Currency Interest Rate Swap (CIRS):
EDP Energias de Portugal, S.A., EDP Servicios Financieros España SLU entered into several hedge agreements with the purpose of managing the transaction exposure related with the short term positions in the North American, Polish, and Romanian subsidiaries, fixing the exchange rate for EUR/USD, EUR/PLN and EUR/RON in accordance to the prices in the forward market in each contract date. As of December 31st 2013, the following amounts remained outstanding.
EDP and EDPR EU entered into hedge agreements for 2013 for a total volume of 3,259,620MWh (sell position) and 2,848,095MWh (buy position) at the forward market price at the time of execution related with the expected sales of energy in the Spanish market.
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 organizational 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 2013 the estimated cost of these services is EUR2.893.060. This was the total cost of services provided for EDPR, EDPR NA.
The duration of the agreement is one (1) year tacitly renewable for equal periods.
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 Inovacão 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 agreement shall remain in effect for as long as EDP directly maintains control of more than 50% of both companies or nominate the majority of the Board and Executive Committee of the parties to the agreement.
On January 1st, 2003, EDP Renováveis Portugal, S.A., holding Company of the EDPR subgroup in Portugal, 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 EDP Renováveis Portugal by EDP Valor of services in the areas of procurement, economic and financial management, fleet management and maintenance, insurance, occupational health and safety, and human resource management and training.
The remuneration paid to EDP Valor by EDP Renováveis Portugal and its subsidiaries for the services provided in 2013 totalled EUR799.736.92.
The initial duration of the agreement was five (5) years from date of signing and it was tacitly renewed for a new period of five (5) years on January 1st, 2008.
Either party may renounce the contract with one (1) year's notice.
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 2013 totalled EUR196.827,74.
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.
On October 27th, 2011 EDPR and Hidroeletrica del Cantábrico S.A. signed an Agreement for Representation services.
The object of this agreement was to provide EDPR representation services in the market and risk management for a fix tariff based in volume (0,12€/MWh) in the electricity market.
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.
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 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 and consolidation, corporate marketing, and organizational development.
The amount incurred to EDP Brasil for the services provided in 2013 totalled BRL322.322,89.
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.
On January 10th, 2012 EDPR Europe S.L.U, Hidrocantábrico Distribución Eléctrica S.A.U (HCDE) and Hidroeléctrica del Cantábrico S.A. signed a supply services and infra-structures agreement.
The object of this agreement is the provision to EDPR Europe S.L.U of communication services and technical assistance related to the infra-structures of energy production.
The amount incurred to HCDE for the services provided in 2013 totalled EUR51,560,26.
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.
The contracts signed between EDPR and its Qualified Shareholders are analyzed by the Related-Party Transactions Committee according to its competences, as mentioned topic 89 of the report and by the Audit and Control Committee. According with Article 90 nº 1 c) of the Related-Party Transactions Committee Regulation, the committee analyzes and supervises, 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€. This information is included on the annual report of the Audit and Control Committee regarding those cases that needed a previous opinion from the committee. The mechanisms established on both committees regulation and also the fact that one of the Related-Party Transactions Committee is the Chairperson of the Audit and Control Committee, as stated on topic 39 of the report, constitutes a relevant element for an adequate evaluation of the relations established between EDPR and third entities.
The financial statements of EDPR, including the information on business dealings with related parties, are available to the public at the Company's website, www.edprenovaveis.com and at its headquarters in Plaza de la Gesta, 2 33007 Oviedo, Spain.
According to article 2º of CMVM Requlation nº 4/2013, EDPR informs that the present Report has been drafted under the Recommendations of CMVM'S Corporate Governance Code published on July, 2013. The CMVM Corporate Governance Code and its Requlations are available at CMVM website, www.cmvm.pt.
The following table shows the CMVM recommendations set forth in the code and indicates whether or not they have been fully adopted by EDPR and the place in this report in which they are described in more detail.
During 2013, EDPR has continued its consolidation task as to the Company's governance principles and practices. The high level of compliance with the best governance practices by EDPR was recognised by an independent study developed in 2013 by the Universidade Católica Portuguese Catholic University) at the request of AEM - Associacão de Empresas Emitentes de Valores Cotados em Mercado (Portuquese Listed Companies Association), within which the Company was given the maximum rating - AAA - based on the Company's 2012 Governance Report and compliance with the abovementioned CMVM Recommendations.
Also in order to comply with the Recommendation II.2.5 of the Portuguese Corporate Governance Code, and according to the results of the reflection made by the Audit and Control Committee, the governance model that was adopted has been ensuring an effective performance and articulation of EDPR Social 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 CMVM's recommendations that EDPR does not adopt or that the Company deems not applicable, reasoning and other relevant comments as well as reference to the report where the description may be found, are in the table below.
In this context, EDPR states that it has adopted the CMVM recommendations on the governance of listed companies provided in the Portuguese Corporate Governance Code, with the exceptions indicated below.
| Recommendation I. VOTING AND CORPORATE CONTROL |
Adoption information | Description in |
|---|---|---|
| I.1 Companies shall encourage shareholders to attend and vote at general meetings and shall not set an excessively large number of shares required for the entitlement of one vote, and implement the means necessary to exercise the right to vote by mail and electronically. |
Adopted | Chapter B - I, b), topics 12 and 13 |
| I.2 Companies shall not adopt mechanisms that hinder the passing of resolutions by shareholders, including fixing a quorum for resolutions greater than that provided for by law. |
Adopted | Chapter B - I, b), topic 14 |
| I.3 Companies shall not establish mechanisms intended to cause mismatching between the right to receive dividends or the subscription of new securities and the voting right of each common share, unless duly justified in terms of long-term interests of shareholders. |
Adopted | Chapter B - I, b) topic 14 |
| I.4 The Company's articles of association that provide for the restriction of the number of votes that may be held or exercised by a sole shareholder, either individually or in concert with other shareholders, shall also foresee for a resolution by the General Assembly (5 year intervals), on whether that statutory provision is to be amended or prevails - without super quorum requirements as to the one legally in force - and that in said resolution, all votes issued be counted, without applying said restriction. |
Not Applicable | Chapter A - I, topic 5 |
| I.5. Measures that require payment or assumption of fees by the Company in the event of change of control or change in the composition of the Board and that which appear likely to impair the free transfer of shares and free assessment by shareholders of the performance of Board members, shall not be adopted. |
Adopted | Chapter A - I, Topics 2 and 4 |
| SUPERVISION, AND 11. MANAGEMENT |
||
| OVERSIGHT | ||
| II.1 Supervision And Management II.1.1 Within the limits established by law, and except for the small size of the Company, the board of directors shall delegate the daily management of the Company and said delegated powers shall be identified in the Annual Report on Corporate Governance. |
Adopted | Chapter B - II, Topics 21, 28 |
| II.1.2. The Board of Directors shall ensure that the Company acts in accordance with its objectives and shall not delegate its responsibilities as regards the following: i) define the strategy and general policies of the Company, ii) define business structure of the ("Under Spanish Law," group iii) decisions considered strategic due to the the matters referred to amount, risk and particular characteristics involved. in this recommendation |
Not Applicable can be delegated by the Board of Directors on the Executive Committee. It ાટ in common practice Spanish listed |
ਤੋਂ ਤੋਂ ਤੋਂ ਤੋਂ ਤੇ ਉੱਤੇ ਕਿ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਤੇ ਉੱਚ ਉੱਚ ਉੱਚ ਉੱਚ ਉੱਚ ਉੱਚ ਉੱਚ ਉੱਚ ਉੱਚ ਉੱਚ ਉੱਚ ਉੱ |
38
companies for the delegation of powers to be far-reaching, with the of matters exception the related to preparation of accounts. Nevertheless, the Committee Executive informs the always Board of Directors of all the strategic decisions or relevant structure changes ".)
(The governance model adopted by EDPR, as it is compatible with its personal law. corresponds to the socalled "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.)
II.1.4. Except for small-sized companies, the Board of Directors and the General and Supervisory Board, depending on the model adopted, shall create the necessary committees in order to:
II.1.3. The General and Supervisory Board, in addition to its supervisory duties supervision, shall take full responsibility at corporate governance level,
whereby through the statutory provision or by
equivalent means, shall enshrine the requirement for
this body to decide on the strategy and major policies
of the Company, the definition of the corporate
structure of the group and the decisions that shall be
considered strategic due to the amount or risk
involved. This body shall also assess compliance with
the strategic plan and the implementation of key
policies of the Company.
a) Ensure a competent and independent assessment of the performance of the executive directors and its own overall performance, as well as of other committees :
b) Reflect on the system structure and governance practices adopted, verify its efficiency and propose to the competent bodies, measures to be implemented with a view to their improvement.
II.1.5. The Board of Directors or the General and Supervisory Board, depending on the applicable model, should set goals in terms of risk-taking and create systems for their control to ensure that the risks effectively incurred are consistent with those goals.
II.1.6. The Board of Directors shall include a number of non-executive members ensuring effective monitoring, supervision and assessment of the activity of the remaining members of the board.
management of the country of the program and comments of the comments of the country of the country of the country of the country of the count
II.1.7. Non-executive members shall include and appropriate number of independent members, taking; into account the adopted governance model, the size of the Company, its shareholder structure and the relevant free float. The independence of the members of the General and Supervisory Board and members
| Adopted | Chapter B - II, C), Topics 27, 28, 29, |
|---|---|
| Adopted | Chapter B - III, C), III - Topics 52, 53, 54 and દક |
| Adopted | Chapter B - II, Topic 18 and Topic 29 |
Adopted
Chapter B - II,
Topic 18
| of the Audit Committee shall be assessed as per the law in force. The other members of the Board of |
||
|---|---|---|
| Directors are considered independent if the member | ||
| is not associated with any specific group of interests | ||
| in the Company nor is under any circumstance likely | ||
| to affect an exempt analysis or decision, particularly | ||
| due to: | ||
| a. Having been an employee at the Company or at a | ||
| Company holding a controlling or group relationship; within the last three years; |
||
| b. Having, in the past three years, provided services | ||
| or established commercial relationship with the | ||
| Company or Company with which it is in a control or | ||
| group relationship, either directly or as a partner, | ||
| board member, manager or director of a legal person; | ||
| c. Being paid by the Company or by a Company with | ||
| which it is in a control or group relationship besides | ||
| the remuneration arising from the exercise of the | ||
| functions of a board member; | ||
| d. Living with a partner or a spouse, relative or any | ||
| first degree next of kin and up to and including the third degree of collateral affinity of board members or |
||
| natural persons that are direct and indirectly holders | ||
| of qualifying holdings; | ||
| e. Being a qualifying shareholder or representative of | ||
| a qualifying shareholder. | ||
| II.1.8. When board members that carry out | ||
| executive duties are requested by other board | Adopted | Chapter B - II, |
| members, said shall provide the information | C) - Topic 28 | |
| requested, in a timely and appropriate manner to the | ||
| request. | ||
| II.1.9. The Chair of the Executive Board or of the | ||
| Executive Committee shall submit, as applicable, to | Adopted | Chapter B - II, |
| the Chair of the Board of Directors, the Chair of the Supervisory Board, the Chair of the Audit Committee, |
C) - Topic 28 | |
| the Chair of the General and Supervisory Board and | ||
| the Chairperson of the Financial Matters Board, the | ||
| convening notices and minutes of the relevant | ||
| meetings. | ||
| II.1.10. If the chair of the board of directors carries | ||
| out executive duties, said body shall appoint, from | Not Applicable | |
| among its members, an independent member to ensure the coordination of the work of other non- |
(The Chairperson of |
Chapter B - II, |
| executive members and the conditions so that said | EDPR's Board of |
A) - Topic 18 |
| can make independent and informed decisions or to | Directors does not have | |
| ensure the existence of an equivalent mechanism for | executive duties.) | |
| such coordination. | ||
| II.2. SUPERVISION | ||
| Chapter B - II - | ||
| II.2.1. Depending on the applicable model, the Chair | Topic 18; | |
| of the Supervisory Board, the Audit Committee or the Financial Matters Committee shall be independent in |
Chapter B - II, | |
| accordance with the applicable legal standard, and | C) - Topic 29; | |
| have the necessary skills to carry out their relevant | Chapter B - III, | |
| duties. | Adopted | A) - Topic 32 |
| II.2.2. The supervisory body shall be the main | ||
| representative of the external auditor and the first | Chapter B - C), |
| recipient of the relevant reports, and is responsible, inter alia, for proposing the relevant remuneration and ensuring that the proper conditions for the provision of services are provided within the Company |
Adopted | Topic 29; Chapter B - V, Topic 45 |
|---|---|---|
| II.2.3. The supervisory board shall assess the external auditor on an annual basis and propose to the competent body its dismissal or termination of the contract as to the provision of their services when there is a valid basis for said dismissal. |
Adopted | Chapter B - II, Topic 29; Chapter B - III, C) - Topic 38; Chapter B - III V, Topic 45 |
| II.2.4. The supervisory board shall assess they functioning of the internal control systems and risk management and propose adjustments as may be deemed necessary. |
Adopted | Chapter B - II, Topic 29; Chapter B - III, C) - III, Topic 50 and 51 |
| II.2.5. The Audit Committee, the General and Supervisory Board and the Supervisory Board decide on the work plans and resources concerning the internal audit services and services that ensure compliance with the rules applicable to the Company (compliance services), and should be recipients of reports made by these services at least when it concerns matters related to accountability, identification or resolution of conflicts of interest and detection of potential improprieties. |
Adopted | Chapter B - II, Topic 29; |
| II.3. REMUNERATION SETTING II.3.1. All members of the Remuneration Committee or equivalent should be independent from the executive board members and include at least one member with knowledge and experience in matters of remuneration policy. |
Adopted | Chapter D - II - Topic 67 and 68 |
| II.3.2. Any natural or legal person that provides or has provided services in the past three years, to any structure under the board of directors, the board of directors of the Company itself or who has a current relationship with the Company or consultant of the Company, shall not be hired to assist the Remuneration Committee in the performance of their duties. This recommendation also applies to any natural or legal person that is related by employment contract or provision of services with the above. |
Adopted | Chapter D - II - Topic 67 |
| II.3.3. A statement on the remuneration policy of the management and supervisory bodies referred to in Article 2 of Law No. 28/2009 of 19 June, shall also contain the following: a) Identification and details of the criteria for determining the remuneration paid to the members of the governing bodies ; b) Information regarding the maximum potential, in individual terms, and the maximum potential, in aggregate form, incurred to members of corporate bodies, and identify the circumstances whereby these maximum amounts may be payable; |
Adopted | Chapter D – III - Topic 69 |
| unenforceability of payments for the dismissal on termination of appointment of board members. |
||
|---|---|---|
| II.3.4. Approval of plans for the allotment of shares and/or options to acquire shares or based on share price variation to board members shall be submitted to the General Meeting. The proposal shall contain all the necessary information in order to correctly assess said plan. |
Adopted | Chapter V - III, Topic 69 |
| II.3.5. Approval of any retirement benefit scheme established for members of corporate members shall be submitted to the General Meeting. The proposal shall contain all the necessary information in order to correctly assess said system. |
Adopted | Chapter D - III, Topic 76 |
| III. REMUNERATION | ||
| III.1. The remuneration of the executive members of the board shall be based on actual performance and shall discourage taking on excessive risk-taking. |
Adopted | Chapter D - III, Topic 69, 70, 71 and 72 |
| III.2. The remuneration of non-executive board members and the remuneration of the members of the supervisory board shall not include any component whose value depends on the performance of the Company or of its value. |
Adopted | Chapter D - III, Topic 69: Chapter D - IV, Topic 77 |
| III.3. The variable component of remuneration shall be reasonable overall in relation to the fixed component of the remuneration and maximum limits should be set for all components. |
Adopted | Chapter D - III, Topics 71 and 72 |
| III.4. A significant part of the variable remuneration should be deferred for a period not less than three years, and the right of way payment shall depend on the continued positive performance of the Company during that period. |
Not Applicable | Chapter D - III, Topic 72 |
| III.5. Members of the Board of Directors shall not enter into contracts with the Company or with third, parties which intend to mitigate the risk inherent to remuneration variability set by the Company. |
Adopted | Chapter D - III, Topic 72 |
| III.6. Executive board members shall maintain the Company's shares that were allotted by virtue of variable remuneration schemes, up to twice the value of the total annual remuneration, except for those, that need to be sold for paying taxes on the gains of said shares, until the end of their mandate. |
Not Applicable | Chapter D - III, Topic 73 |
| III.7. When the variable remuneration includes the allocation of options, the beginning of the exercise period shall be deferred for a period not less than three years. |
Not Applicable | Chapter D - III, Topic 74 |
| III.8. When the removal of board member is not due to serious breach of their duties nor to their unfitness for the normal exercise of their functions but is yet due on inadequate performance, the Company shall be endowed with the adequate and necessary legal instruments so that any damages or compensation, beyond that which is legally due, is unenforceable. |
Adopted | Chapter D - III, Topic 69 and 72 |
| IV. AUDITING | ||
|---|---|---|
| IV.1. The external auditor shall, within the scope of its duties, verify the implementation of 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 supervisory body of the Company. |
Adopted | Chapter B - III V, Topic 46 |
| IV.2. The Company or any entity with which it maintains a control relationship shall not engage the external auditor or any entity with which it finds itself in a group relationship or that incorporates the same network, for services other than audit services. If there are reasons for hiring such services - which must be approved by the supervisory board and explained in its Annual Report on Corporate Governance - said should not exceed more than 30% of the total value of services rendered to the Company. |
Adopted | Chapter B - III V, Topic 46 |
| IV.3. Companies shall support auditor rotation after two or three terms whether four or three years, respectively. Its continuance beyond this period must be based on a specific opinion of the supervisory board that explicitly considers the conditions of auditor's independence and the benefits and costs of its replacement. |
Adopted | Chapter B - III V, Topic 44 |
| V. CONFLICTS OF INTEREST AND RELATED PARTY TRANSACTIONS |
||
| V.1. The Company's business with holders of qualifying holdings or entities, with which they are in any type of relationship pursuant to article 20 of the Portuguese Securities Code, shall be conducted during normal market conditions. |
Adopted | Chapter B - C), Topic 90 |
| V.2. The supervisory or oversight board shall establish procedures and criteria that are required to define the relevant level of significance of business with holders of qualifying holdings - or entities with which they are in any of the relationships described in article 20/1 of the Portuguese Securities Code - thus significant relevant business is dependent upon prior opinion of that body. |
Adopted | Chapter B - C), Topic 89 and 91 |
| VI. INFORMATION | ||
| VI.1. Companies shall provide, via their websites in both the Portuguese and English languages, access to information on their progress as regards the economic, financial and governance state of play. |
Adopted | Chapter B - C) > |
| VI.2. Companies shall ensure the existence of an investor support and market liaison office, which responds to requests from investors in a timely fashion and a record of the submitted requests and their processing, shall be kept. |
Adopted | Chapter B - C) IV |
| ANNEX I | |
|---|---|
| --------- | -- |
| Name | Position | |
|---|---|---|
| ANTÓNIO MEXIA | ||
| Member of the Executive Board of Directors of EDP - Energias de Portugal, S.A. (CEO) |
||
| Member of the General Supervisory Board of Banco Comercial Portugues S.A. |
||
| JOão MANSO NETO | ||
| Member of the Executive Board of Directors of EDP - Energias de Portugal, S.A. |
||
| Chairperson of EDP - Gestão da Produção de Energia, S.A. Vice-Chairperson of Hidroeléctrica del Cantábrico, S.A. |
||
| Vice-Chairperson 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. |
||
| NUNO ALVES | ||
| Member of the Executive Board of Directors of EDP - Energias de Portugal, S.A. (CFO) |
||
| JOÃO MARQUES DA CRUZ | ||
| Member of the Board of EDP Internacional, S.A. Chairperson of the Board of Directors of CEM - Macao Electrical Company |
||
| Member of the Executive Board of Directors of EDP - Energias de Portugal, S.A. |
||
| RUI TEIXEIRA | ||
| Chief Financial Officer of EDP Renováveis, S.A. Member of the Executive Committee of EDP Renováveis, S.A. |
||
| JOÃO PAULO COSTEIRA | ||
| Chief Operating Officer for Europe and Brazil of EDP Renováveis, S.A. Member of the Executive Committee of EDP Renováveis, S.A. |
||
| GABRIEL ALONSO IMAZ | ||
| Chief Operating Officer for North America of EDP Renováveis, S.A. Member of the Executive Committee of EDP Renováveis, S.A. |
||
| ACÁCIO PILOTO | ||
| Member of the Board of Directors of Banco Millennium BCP Investimento, S.A. Member of Board of Directors and CEO of Millennium Gestão de |
||
| Activos, SGFI, S.A. Chairperson of the Board of Directors of BII International, Luxemburgo |
Chairperson of the Board of Directors of Millennium SICAV, Luxemburgo
| Vice-Presidente da Comissão Executiva da Caixa Geral de Depósitos, |
|---|
| SA (2011-2012) |
| Presidente do Conselho de Administração do Caixa |
| Name | Position |
|---|---|
| Banco de Investimento, SA (2011-2012). | |
| Presidente do Conselho de Administração da Caixa Capital, SCR, SGPS, SA (2011-2012). |
|
| Presidente do Conselho de Administração da Caixa Leasing e | |
| Factoring, SA, 2011. | |
| Presidente do Conselho de Administração da Partang, SGPS, SA, (2011-12). |
|
| Administrador, Reditus, SGPS, SA, de 2002 a 2011. | |
| Administrador, José de Mello Investimentos e Director-Geral (Planeamento Estratégico, Desenvolvimento e Controlo de Gestão), |
|
| José de Mello, SGPS, SA, desde 2005. | |
| Administrador, Companhia União Fabril CUF, SGPS, SA, de2002 a Julho 2011. |
|
| Administrador, Quimigal, SA (2002-2006) e CUF-Quimicos Industriais, | |
| SA desde 2006 a Julho 2011. Administrador, Brisa, SA, 2002 a Julho 2011. |
|
| Administrador, Efacec Capital, SGPS, SA, de 2006 a Julho 2011. | |
| Administrador, Comitur, SGPS, SA, 2005- a Julho 2011. | |
| Administrador, Comitur Imobiliária, SA, 2005 a Julho 2011. | |
| Administrador, Expocomitur-Promoções e Gestão Imobiliária, SA, de2005 aJulho 2011. |
|
| Administrador, Herdade do Vale da Fonte-Sociedade Agricola, Turistica | |
| e Imobiliária, SA, de2005 a Julho 2011. Administrador, Sociedade Imobiliária e Turística do Cojo, SA, de 2005 |
|
| a Julho 2011. | |
| Administrador, José de Mello Saúde, SGPS, SA, de 2007 a Julho 2011. | |
| Administrador, EDP Renováveis, de 2008 a Julho 2011. Vice-Presidente e posteriormente Vogal do Conselho Consultivo, Banif |
|
| Investment Bank, 2004-Julho 2011. | |
| GILLES AUGUST | |
| Co-founder of August & Debouzy. Manages the firm's corporate department. |
|
| JOÃO LOPES RAIMUNDO | |
| Member of the Board of Directors of OMIP - Operador do Mercado | |
| Ibérico (Portugal), SGPS, S.A. (OMIP SGPS) Chairperson of the Board of Directors of Banque BCP Luxembourg |
|
| Chairperson of the Board of Directors of Banque BCP France | |
| Member of the Board of Directors of Banque Privée BCP Switzerland | |
| Managing Director of Banco Comercial Português Vice-Chairperson of the Board of Millennium Angola |
|
| Member of the Board of Directors of Banco Millennium BCP de | |
| Investimento | |
| Vice-Chairperson of the Board of Directors of Millennium Bank, NA (USA) |
|
| Member of the Board of Directors of CIMPOR - Cimentos de Portugal | |
| SGPS, S.A. | |
| Chairperson of the Board of Directors of BCP Holdings USA, Inc | |
| JOÃO MANUEL DE MELLO FRANCO |
|
| Director of Portugal Telecom SGPS, SA | |
| Chairperson of the Audit Committee of Portugal Telecom SGPS, S.A Member of the Remunerations Committee of Portugal Telecom SGPS, S.A. |
|
| Member of the Evaluation Committee of Portugal Telecom SGPS, S.A. Member of the Corporate Governance Committee of Portugal Telecom |
|
| SGPS, S.A. Chairperson of the Audit Committee of Sporting Clube de Portugal |
|
| S.A.D. | |
| Name | Position |
|---|---|
| JORGE SANTOS | |
| Full Professor of Economics at Instituto Superior de Economia e Gestão (ISEG) da Universidade Técnica de Lisboa |
|
| President of the Economics Department (ISEG) Member of the Scientific Council of ISEG |
|
| Coordinator of the MSc course in Economics at ISEG | |
| Member of the Board of "Fundação Económicas" | |
| President of the General Assembly of IDEFE. | |
| JOSÉ ARAÚJO E SILVA | |
| Director of Corticeira Amorim, SGPS, SA | |
| Member of the Executive Committee of Corticeira, SGPS, SA Director of Caixa Geral de Depósitos |
|
| Member of the Board of RTP, Rádio Televisão de Portugal, S.A. | |
| JOSE FERREIRA MACHADO |
|
| Dean at Nova School of Business & Economics | |
| MANUEL MENÉNDEZ MENENDEZ |
|
| Chairperson and CEO of Liberbank S.A. | |
| Chairperson of Banco de Castilla-La Mancha | |
| Chairperson of Cajastur | |
| Chairperson of Hidroeléctrica del Cantábrico, S.A. Chairperson of Naturgas Energía, S.A. |
|
| Member of the Board of EDP Renewables Europe, SL | |
| Member of the Board of Directors of EDP Renováveis, S.A. | |
| Member of the Board of Confederación Española de Cajas de Ahorro Member of the Board of CECABANK |
|
| RAFAEL CALDEIRA | Member of the Board of UNESA |
| VALVERDE | |
| Vice-Chairperson and Member of the Executive Committee of Banco | |
| Espirito Santo de Investimento, SA | |
| Member of the Board of Directors of BES Investimento do Brasil S.A. Banco de Investimento |
|
| Member of the Board of Directors of ESSI S.G.P.S., S.A. | |
| Member of the Board of Directors of ESSI Comunicações, S.G.P.S., | |
| S.A. | |
| Member of the Board of Directors of ESSI Investimentos, S.G.P.S., S.A. |
|
| Member of the Board of Directors of Espirito Santo Investment Holdings Limited |
|
| Member of the Board of Directors of EDP Renováveis S.A. | |
| Member of the Supervisory Board of Academia de Musica de Sta. | |
| Cecília | |
| Vice-Chairperson of Federação Portuguesa de Rugby | |
| Member of the Supervisory Board TRANS-POR |
| ANNEX II | |
|---|---|
| - ENERGIAS DE PORTUGAL, S.A. | CURRENT MAIN POSITIONS OF THE MEMBERS OF THE BOARD OF DIRECTORS IN COMPANIES NOT BELONGING TO THE SAME GROUP AS EDP RENOVAVEIS, S.A. OR EDP |
| Name | Position |
| ANTÓNIO MEXIA | |
| Member of the General Supervisory Board of Banco Comercial Portugues S.A. |
|
| JOÃO MANSO NETO | |
| 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. |
|
| NUNO ALVES | |
| N/A | |
| JOÃO MARQUES DA CRUZ | |
| Chairperson of the Board of Directors of Companhia de Electricidade de Macau - CEM, S.A. |
|
| RUI TEIXEIRA | |
| N/A | |
| JOÃO PAULO COSTEIRA | |
| N/A | |
| GABRIEL ALONSO IMAZ | |
| N/A | |
| ACACIO PILOTO | |
| N/A | |
| ANTÓNIO NOGUEIRA LEITE |
|
| Administrador, HipogesIberia, SA Administrador, MP-Microprocessador, SA Administrador, Reditus SGPS, SA |
|
| GILLES AUGUST | |
| Co-founder of August & Debouzy. Manages the firm's corporate department. |
|
| JOÃO LOPES RAIMUNDO | |
| Member of the Board of Directors of OMIP - Operador do Mercado Ibérico (Portugal), SGPS, S.A. (OMIP SGPS) Chairperson of the Board of Directors of BCP Holdings USA, Inc. Managing Director of Banco Comercial Português |
|
| JOAO MANUEL DE MELLO FRANCO |
|
| Member of the Board of Portugal Telecom SGPS, SA Chairperson of the Audit Committee of Portugal Telecom SGPS, S.A. Member of the Evaluation Committee of Portugal Telecom SGPS, S.A. Member of the Corporate Governance Committee of Portugal Telecom SGPS, S.A. |
|
| JORGE SANTOS | |
| Full Professor of Economics at Instituto Superior de Economia e Gestão (ISEG) da Universidade Técnica de Lisboa |
|
| Name | Position | ||||||
|---|---|---|---|---|---|---|---|
| President of the Economics Department (ISEG) | |||||||
| Member of the Scientific Council of ISEG | |||||||
| Coordinator of the MSc course in Economics at ISEG | |||||||
| Member of the Board of "Fundação Económicas" President of the General Assembly of IDEFE. |
|||||||
| JOSÉ ARAÚJO E SILVA | |||||||
| Consultant | |||||||
| JOSÉ FERREIRA MACHADO |
|||||||
| Dean at Nova School of Business & Economics | |||||||
| MANUEL MENÉNDEZ MENÉNDEZ |
|||||||
| Chairperson and CEO of Liberbank, S.A. | |||||||
| Chairperson of Cajastur | |||||||
| Member of the Board of Confederación Española de Cajas de Ahorro Member of the Board of UNESA |
|||||||
| RAFAEL CALDEIRA VALVERDE |
|||||||
| Vice-Chairperson and Member of the Executive Committee of Banco Espirito Santo de Investimento, SA |
|||||||
| Member of the Board of Directors of BES Investimento do Brasil S.A. - | |||||||
| Banco de Investimento | |||||||
| Member of the Board of Directors of ESSI S.G.P.S., S.A. | |||||||
| Member of the Board of Directors of ESSI Investimentos, S.G.P.S., | |||||||
| S.A. | |||||||
| Member of the Board of Directors of Espirito Santo Investment | |||||||
| Holdings Limited | |||||||
| Member of the Supervisory Board of Academia de Música de Sta. Cecilia |
| 030 Carlso |
|||||||
|---|---|---|---|---|---|---|---|
| Neto | |||||||
| Balwerk - Consultadoria Económica e Participações, | |||||||
| Sociedade Unipessoal, Lda. | M | ||||||
| Companhia de Electricidade de Macau - CEM, S.A. | CBD | ||||||
| EDP - Ásia Investimentos e Consultoria, Lda. | CBD | ||||||
| EDP - Ásia Soluções Energéticas Lda. | CBD | ||||||
| EDP - Energias de Portugal Sociedade Anónima, Sucursal | |||||||
| en España | PR | PR | PR | PR | |||
| EDP Energia Gas SL | D | ||||||
| EDP Energia Ibérica S.A. | D | ||||||
| EDP Finance BV | R | R | R | R | |||
| EDP Gás.com - Comércio de Gás Natural, S.A. | CBD | ||||||
| EDP inovacão, S.A. | |||||||
| EDP Valor-Gestão Integrada de Serviços, S.A. | CBD | ||||||
| EDP-Energias de Portugal, S.A. | CEBD | D | D | D | |||
| EDP-Energias do Brasli, S.A. | CBD | D | |||||
| EDP-Estudos e Consultoria, S.A. | CBD | ||||||
| EDP-Imobillária e Participações, S.A. | CBD | ||||||
| ENEOP - Eólicas de Portugal S.A. | CBD | ||||||
| Energia RE, S.A. | CBD | ||||||
| Hidroeléctrica del Cantábrico, S.A. | D | CBD | D | ||||
| Naturgás Energia Grupo, S.A. | D | CBD | |||||
| Sãvida-Medicina Apoiada, S.A. | CBD | ||||||
| SCS-Serviços Complementares de Saúde, S.A. | CBD | ||||||
| CEBD - Chairperson Executive Board of Directors |
CBD ~ Chairperson of the Board of Directors/ CEO ~ Chief Executive
Officer
R — Representative
| António Mexia |
João Manso Neto |
João Marques da Cruz |
Manuel Ménendez Menéndez |
Nuno Alves |
Gabriel Alonso |
João Paulo Costeira |
Rui Teixeira | |
|---|---|---|---|---|---|---|---|---|
| EDP Renewables | ||||||||
| Italia, SRL | CBD | |||||||
| EDP Renewables Canada, | CEO | |||||||
| Ltd | D | |||||||
| EDP Renewables Europe, | ||||||||
| S.L. | CBD | D | D | D | ||||
| EDP Renewables France | ||||||||
| SA | CBD | |||||||
| EDP Renewables North | ||||||||
| America LLC | CEO | |||||||
| EDP Renewables Polska, | ||||||||
| SP, z.o.o. | D | D | ||||||
| EDP Renewables Romania | ||||||||
| SRL | D | |||||||
| EDP Renewables SGPS, | ||||||||
| S.A. | CBD | D | ||||||
| EDP Renewables South | ||||||||
| Africa Proprietary Limited | CBD | |||||||
| EDP Renewables UK Ltd | ||||||||
| D | D | |||||||
| EDP Renováveis Brasil, | ||||||||
| S.A. | CBD | D | D | |||||
| EDP Renováveis Portugal, | ||||||||
| SA | CBD | D | ||||||
| ENEOP 2 S.A | CBD | |||||||
| Greenwind, S.A. | ||||||||
| CBD | ||||||||
| EDPR PT - Promoção e | D | |||||||
| Operação, S.A. | ||||||||
| CBD | ||||||||
| South Africa Wind & Solar Power SLU |
CBD | |||||||
| CBD - Chairperson of the Board of Directors CEO - Chief Executive Officer D - Director |
MSB – Member of the Supervisory Board
PGMS – President of the General Shareholders' Meeting
M – Manager
NOTE: This Annex contains information regarding all the main companies of the information regarding all other affiliate companies where the members of the Board of Directors hold a position is available in the Annual Accounts on Note 38.
D - Director
M - Manager
Born in 1957, he received a degree in Economics from Université de Genève (Switzerland) in 1980, where he was also Assistant Lecturer in the Department of Economics. He was a postgraduate lecturer in European Studies at Universidade Católica. He was also a member of the governing boards of Universidade Nova de Lisboa and of Universidade Católica, where he was Director from 1982 to 1995. Served as Assistant to the Secretary of State for Foreign Trade from 1986 until 1988. From 1988 to 1990, Antonio served as Vice-Chairperson of the Board of Directors of ICEP (Portuguese Institute for Foreign Trade). From 1990 to 1998, he was Director of Banco Espírito Santo de Investimentos and, in 1998 was nominated Chairperson of the Board of Directors of Gás de Portugal and Transgás. In 2000, he joined Galp Energia as Vice-Chairperson of the Board of Directors. From 2001 to 2004, he was the Executive Chairperson of Galp Energia and Chairperson of the Board of Directors of Petrogal, Gás de Portugal, Transgás-Atlântico. In 2004, was nominated Minister of Public Works, Transport and Communication for Portugal's 16th Constitutional Government. He also served as Chairperson of the Portuguese Energy Association (APE) from 1999 to 2002, member of the Trilateral Commission from 1992 to 1998, Vice-Chairperson of the Portuguese Industrial Association (AIP), and Chairperson of the General Supervisory Board of Ambelis. He was also a Government representative to the EU working group for the trans-European hetwork development. In January 2008, he was nominated member of the General Supervisory Board of Banco Comercial Portugues, S.A. having before integrated the Superior Board of this Bank. On 30th March 2006, was nominated Chairperson of EDP's Executive Board of Directors to start the term of office on 30th June 2006. He was re-elected on 15th April 2009 and 20th February 2012.
Born in 1958, he graduated in Economics from Instituto Superior de Economia (1981) and received a postgraduate degree in European Economics from Universidade Católica Portuguesa (1982). He also completed a professional education course through the American Bankers Association (1982), the academic component of the Master's Degree program in Economics at the Faculty of Economics, Universidade Nova de Lisboa and, in 1985, 50 1995 he worked at Banco Português do Atlântico, occupying several positions, manly as Head of the International Credit Division, and General Manager responsible for Financial and South Retail areas.From 1995 to 2002 he worked at the Banco Comercial Português, where he held the posts of 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-Chairperson of BIG Bank Gdansk in Poland. From 2002 to 2003, he was a member of Banco Português de Negócios. From 2003 to 2005 he worked at EDP as General Manager and Member of the Board of EDP Produção. In 2005 he was elected CEO at HC Energía, Chairperson of Genesa and Member of the Board of Naturgas Energia and OMEL. He was appointed on 30th March 2006 as member of the Executive Board of Directors, which office began on 30th June 2006, and reappointed on 15th April 2009 and 20th February 2012. On February 28th, 2012, he was nominated Vice-Chairperson of the Board of Directors and CEO of EDP Renováveis, S.A. Presently he is the Iberian Responsible for the Energy Management Regulation (Gas and Electricity).
Born in 1961, he holds a degree in Management (1984) from Lisbon's ISE at the Technical University of Lisbon -Instituto Superior de Economia da Universidade Técnica de Lisboa, an MBA (1989) from the Technical University of Lisbon - Universidade Técnica de Lisboa, and a Post-Graduation in Marketing and Management of Airlines (1992) from the Bath University /International Air Travel Association, UK. He began his career at the TAP Group in 1984 (Transportes Aéreos de Portugal) having had several positions until becoming General Director. Between 1997 and 1999 he was a Board Member of TAPGER. Between 2000 and 2002, he was a member of the Board of several companies within CP - Portuguese Railways, namely EMEF. From 2002 and 2005, he became CEO of AirLuxor, an airline Company, and from 2005 to 2007 he was Chairperson and CEO of ICEP - Instituto do Comércio Externo de Portugal, a Portuguese state owned agency for international trade and promotion. Since March 2007, he has been a board member of EDP Internacional S.A. and in 2009 he was nominated Chairperson of the Board of Directors of CEM – Macao Electrical Company. He was nominated as a member of the Executive Board of Directors on 20th February 2012. On May 8th, 2012, he was nominated Member of the Board of EDP Renováveis, S.A. by cooption.
Born in 1958, he holds a degree in Naval Architecture and Marine Engineering (1980) and a Master in Business Administration (1985) by the University of Michigan. In 1988, he joins the Planning and Strategy Department of Millennium BCP and in 1990 becomes an associate director of the bank's Financial Investments Division. In 1991, Mr. Nuno Alves is appointed as the Investor Relations Officer for the group and in 1994 he joins the Retail network as Coordinating Manager. In 1996, he becomes Head of the Capital Markets Division of Banco CISF, currently Millennium BCP Investimento, and, in 1997, Co-Head of the bank's Investment Banking Division. In 1999, Mr. Nuno Alves is appointed as Chairperson and CEO of CISF Dealer, the brokerage arm of Banco CISF. Since 2000, before his appointment as EDP's Chief Financial Officer in March 2006, Mr. Nuno Alves acted as an Executive Board Member of Millennium BCP Investimento, responsible for BCP Group Treasury and Capital Markets. He was appointed on 30th March 2006 as member of the Executive Board of Directors, which office began on 30th June 2006, and reappointed on 15th April 2009 and 20th February 2012.
Born in 1973, he has been working in the global wind energy industry for more than 15 years in several countries across Europe, North Africa. He joined EDP in early 2007 as Managing Director for North America, where he led EDP's entrance into the United States' renewables arena through EDP's acquisition of Horizon Wind Energy from Goldman Sachs, the largest renewable energy transaction to date. He was instrumental in the creation, launch, and implementation of the initial public offering (IPO) of EDPR in June of 2008. He served in EDPR NA as Chief Development Officer (CDO) and Chief Operating Officer (COO), responsible for overseeing development, engineering, construction, energy management, and operations and maintenance. He is currently Chief Executive Officer for EDP Renewables North America LLC (EDPR NA), member of the Executive Committee, and Member of the Board of Directors of EDP Renováveis S.A. (EDPR). He is also member of the Executive Committee and currently holds the role of Chair-Elect of the Board of the American Wind Energy Association (AWEA). He holds a Law Degree and a Master of Science Degree in Economics, each from the University of Deusto in Spain, and has completed the Advanced Program at The University of Chicago Booth School of Business.
Born in 1965, he was the Commercial Director of Portgás from 1992 to 1998. In 1998 he entered Galpenergia Group (Portugal's National Oil & Gas Company), where he held several positions such as General Manager of Lisboagás (Lisbon's Natural gás LDC), Managing Director of Transgás Industria (Liberalized wholesale customers), and Managing Director of Lusitaniagás (Natural gas LDC). He also was a member of the Management Team of GalpEmpresas and Galpgás. In 2006 he became an Executive Board Member for Natural Gas Distribution and Marketing (Portugal and Spain). In 2007 he joined EDP Renováveis S.A., where he serves currently as Chief Operating Officer for Europe, Brazil and South Africa, he's a member of the Executive Committee and member of the Board of Directors of EDP Renováveis S.A., He holds a degree in Electrical Engineering by the Faculdade Engenharia da Universidade do Porto, and a Master in Business Administration by IEP/ESADE (Oporto and Barcelona). He also studied the Executive Development Program at Ecole des HEC (Université de Lausanne, 1997), the Strategic Leadership Development Program at INSEAD (Fontainebleau, 2002) and the Advanced Management Program of IESE (Barcelona, 2004).
Born in 1972, he is a member of the Board of Directors of EDP Renováveis, S.A., a member of the Executive Committee, and is the Chief Financial Officer of the Company. From 1996 to 1997, he was assistant director of the commercial naval department of Gellweiler— Sociedade Equipamentos Maritimos e Industriais, Lda. From 1997 to 2001, he worked as a project manager and ship surveyor for Det Norske Veritas, with responsibilities for offshore structures, shipbuilding, and ship repair. Between 2001 and 2004, he was a consultant at McKinsey & Company, focussing on energy, shipping, and retail banking. From 2004 to 2007, he headed the corporate planning and control division within the EDP Group. In 2007 also served as Chief Financial Officer of EDP Renewables Europe SL (former NEO). He was nominated Chief Financial Officer of the Company in 2008. He is also Member of the Board of Directors of several subsidiaries of the Company's Group. He holds a Master of Science degree in Naval Architecture and Marine Engineering from the Institute Superior Técnico de Lisboa, a Master in Business and Administration from the Universidade Nova de Lisboa and an Advance Management Program from Harvard Business School.
Born in 1957, Acácio Piloto holds a Law degree by the Law School of Lisbon University (1983). During 1984 and 1985 he was a scholar from the Hanns Seidel Foundation, Munich were he obtained a Post- Graduation in Economic Law by Ludwig Maximilian University and a Post- Graduation in European Community Competition Law by Max Planck Institut. He was a trainee at the International Division of Bayerische Hypoteken und Wechsel Bank. He also completed several professional education courses, mostly in banking and financial management, namely the International Banking School (Dublin, 1989), the Asset and Liabilty Management Seminar ( Merrill Lynch International, 1991) and the Insead Executive Program (Fontainebleu, 1999).
In 1986 he joined the International Division of Banco Pinto e Sotto Mayor. In 1988 Acacio Piloto joins the International and Treasury Division of Banco Comercial Português. In 1989 is appointed Head of International Corporate Banking. From 1991 to 1996 he became Head of Treasury and Capital Markets Division at CISF- Banco de Investimento ( BCP investment bank). In 1996 he is seconded to the Groups Subsidiary in charge of Asset Management, AF- Investimentos, joining its Executive Committee and acting as Chairperson of the following group companies: AF Investimentos; AF Investimentos, Fundos Imobiliários; BPA Gestão de Patrimónios; BCP Investimentos International; AF Investimentos International and Prime International. In 1988
we returns to investment banking, first as member of the Executive Committee and in 2000 as an Executive Board Member of BCP- Banco de Investimento, in charge of Investment Banking, and from 2006 onwards in charge of Treasury and Capital Markets. In 2010 he is appointed as Millennium bcp General Manager responsible for the Asset Management business and was nominated CEO of Millennium Gestão de Activos, SGFIM, Chairperson of Millennium SICAV and Chairperson of BII International.
During 2010/2013 Acácio Piloto also served as Member of Directors and Member of the Audit Committee of INAPA, IPG, S.A. Currently he serves as a Non- Executive Director of EDP Renováveis, S.A.
Born in 1962. Between 1988 and 1996, he was a consultant to various national institutions, among which was the Bank of Portugal, the OCDE and the European Commission. Between 1995 and 1998, he was Secretary General of the APRITEL and between 2000 and 2002, he was a member of the Board of Directors of APRITEL. He was manager of Soporcel, S.A., from 1997 to 1999, manager of Papercel, S.A., from 1998 to 1999 and the director of MC Corretagem, S.A., also in 1999. The same year, he was appointed the Chairperson of the Board of Directors of the Lisbon Stock Exchange and a member of the Executive Committee of the Association of Ibero-American Scholarship. António Nogueira Leite is, since 2000, the member of the Advisory Board of the Portuguese Association for the Development of Communications. He was a consultant to Vodafone-Telecom Personal S.A. between 2000 and 2002, and GE Capital, between 2001 and 2002. In 2002, he was a member of the Advisory Board of the IGCP. Since 2002, has held various positions within Grupo José de Mello, and held management position in various organizations, including the Reditus, SGPS, S.A., Quimigal, S.A., Brisa, S.A., ADP, S.A., Comitur, SGPS, S.A., Comitur Imobiliária, S.A., Expocomitur- Deals & Real Estate Management, S.A., Valley Farm Supply - Sociedade Agrícola, Turística e Imobiliária, S.A., SGPS, S.A., Efacec Capital, SGPS, S.A. and Cuf - Químicos Industriais, S.A. He was director of Civil Explosives, SEC, S.A., from 2007 to March 2008. From October 1999 to August 2000 he was Secretary of the Department of Treasury and Finance and deputy governor of the European Investment Bank. He took the position at the European Bank for Reconstruction and Development and the International Monetary Fund and was also a member of the Economic and Financial Council of the European Union. He also held the position of Vice-President of the Advisory Board of Banif- Banco de Investimentos S.A. and the Chairperson of the General and Supervisory Board of OPEX, S.A. Between 2009 and 2011 he was President of the Association Ocean XXI (cluster do Mar). Between 2011 and 2013 he was Director and Deputy Chief Executive Officer of CGD, S.A. and a Director of the Caixa Investment Banking, Caixa Capital, Housing Development, Caixa Leasing & Partang, SGPS, S.A. Since 2008, he is a non-executive Director of the Board of Directors of EDPR and a member of the Related Party Transactions. António Nogueira Leite has an undergraduate degree in Economics from Universidade Católica Portuguesa. He also has a master of economics and PhD of economics from the University of Illinois
52
Born in 1957. Between 1984 and 1986, he practiced law at Finley, Kumble, Wagner, Heine, Underberg, Manley & Casey Law Office in Washington DC. Between 1986 and 1991 he was an Associate and later became Partner at Baudel, Sales, Vincent & Georges Law Firm in Paris. In 1991 he became a Partner at Salès Vincent Georges, where he stayed until 1994. In 1995 he co-founded August & Debouzy Law firm where he is presently working as the manager of the firm's corporate department. He has been a Lecturer at Ecole Supérieure des Sciences Economiques et Commerciales and at Collège de Polytechnique and is currently giving lectures at CNAM (Conservatoire National des Arts et Métiers). He is Knight of the Lègion d'Honneur. Since 2009, he has been a Non-Executive Director of EDPR's Board of Directors. He has a Master in Law from Georgetown University Law Center in Washington DC (1986); a Post-graduate degree in Corporate Law from University of Paris II Phantéon, DEA (1984) and a Master in Private Law from the same University (1981). He graduated from the Ecole Supérieure des Sciences Economiques et Commerciales (ESSEC).
Born in 1960. Between 1982 to 1985 was a senior auditor of BDO-Binder Dijker Otte Co. Between 1987 to 1990, was a director of Banco Manover (Portugal), S.A. and between 1990 to 1993 was a Member of the Boards of TOTTAFactor, S.A. (Grupo Banco Totta e Agores) and Valores Ibéricos, SGPS, S.A. In 1993, held directorships with Nacional Factoring, da CISF-Imóveis and CISF Equipamentos. Between 1997 was a director of CISF-Banco de Investimento and a Member of the Board of Directors of Nacional Factoring. In 1998, was appointed to the Board of Directors of several financial companies, including Leasing Atlântico, Comercial Leasing, Factoring Atlântico, Nacional Leasing and Nacional Factoring. From 1999 to 2000, was a Member of the Board of Directors of BCP Leasing, BCP Factoring and Leasefactor SGPS. From 2000 to 2003, was appointed Chairman of the Board of Directors of Banque BCP (Luxemburg) and Chairman of the Executive Committee of Banque BCP (France). Between 2003 and 2006 he was a Member of the Board of Banque Prive BCP (Switzerland) and was General Manager of BCP's Private Banking Division. From 2006 to 2009, was a Member of the Board of Directors of Banco Millennium BCP de Investimento, S.A. and General Manager of Banco Comercial Português, S.A. Also held a position until 2010 as vice-chairman of the General Assembly Board of Millennium Angola. From 2009 to 2010 was appointed Vice Chairman and CEO of Millenniumbcpbank, NA (USA). From 2009 to 2012 was a Member of the Board of Directors of CIMPOR - Cimentos de Portugal, SGPS, S.A.. Currently is the Chairman of the Board of BCP Holdings (USA), Inc., General Manager of Investment Banking of Banco Comercial Português, Member of the Board of Directors of EDP Renováveis, S.A. and Member of the Board of Directors of OMIP - Operador do Mercado Ibérico (Portugal) SGPS. S.A.. Has an undergraduate degree in Business and
Administration from Universidade Católica Portuguesa of Lisbon and a MBA degree from INSEAD (Fontainebleau, France).
He was born in 1946. Between 1986 and 1989, he was a member of directors of Tecnologia das Comunicações, Lda. Between 1989 to 1994, he was chairperson of the board of directors of Telefones de Lisboa e Porto, S.A., and between 1993 to 1995 he was chairperson of Associação Portuguesa para o Desenvolvimento das Comunicações. From 1994 to 1995, he was chairperson of tirectors of Companhia Portuguesa Rádio Marconi and additionally was chairperson of the board of Companhia Santomense de Telecomunicações e da Guiné Telecom. From 1995 to 1997, he was vice-chairperson of the board of directors and CEO of Lisnave (Estaleiros Navais) S.A. Between 1997 and 2001, he was CEO and in the last year chairperson of the board of directors of Soponata and was a director and member of the audit committee of International Shipowners Reinsurance, Co S.A. Between 2001 and 2004, he was vice-chairperson of José de Mello Imobiliária SGPS, S.A. Since 1998, he has been a director of Portugal Telecom SGPS, S.A., chairperson of the audit committee since 2007, member of the corporate governance committee since 2006 and member of the evaluation committee since 2008. He is member of the board of Villas Boas ACP - Corretores de Seguros, Lda. since 2012. He was member of the remuneration committee of Portugal telecom, SGPS, SA between 2003 and 2008. Between 2011 and 2013 he was chairperson of the audit committee of Sporting Clube de Portugal S.A.D. He has an undergraduate degree in mechanical engineering from Instituto Superior Técnico. He additionally holds a certificate in strategic management and Company boards and is the holder of a grant of Junta de Energia Nuclear.
He was born in 1951. From 1997 to 1998, coordinated the committee for evaluation of the EC Support Framework II and was a member of the committee for the ex-ante EC Support Framework III. From 1998 to 2000, he was Chairperson of the Unidade de Estudos sobre a Complexidade na Economia and from 1998 to 2002 was Chairperson of the scientific council of Instituto Superior de Economia e Gestão of the Universidade Técnica de Lisboa. From 2001 to 2002, he coordinated the committee for the elaboration of the Strategic Programme of Economic and Social Development for the Peninsula of Setúbal. Since 2007, he has been coordinator of the masters program in economics. Since 2009, he has been President of the Economics Department of Instituto Superior de Economia e Gestão of the Universidade de Lisboa (ISEG). In December 2011 was elected president of the general assembly of IDEFE, and is now administrator of "Fundação Económicas". He has an undergraduate degree in economics from Instituto Superior de Gestão, a master degree in economics from the University of Bristol and a Ph.D. in Economics from the University of Kent. He additionally has a doctorate degree in economics from the Instituto Superior de Economia e Gestão of Universidade Técnica de Lisboa, and has consequently held the positions of Professor Auxiliar and Professor Associado with Universidade Técnica de Lisboa. He has been appointed as university full professor (catedrático) of Universidade Técnica de Lisboa and is the President of the Department of Economics at ISEG.
Born in 1951, he began his professional career as an assistant lecturer at Faculdade de Economia do Porto and in 1987 and 1988 he was responsible for the "Gestão Financeira Internacional" degree at the same University. From 1980 to 1983 he held a part-time position as technician for Comissão de Coordenação da Região Norte., and from 1991 he was invited to be a lecturer at Universidade Católica do Porto.He has since held the position of director of several companies, including of Banco e Comercial de Lisboa and Soserfin— Sociedade Internacional de Serviços Financeiros-Oporto group. He has been involved in the finance and management coordination of Sonae Investimentos SGPS, was executive director of Sonae Participações Financeiras, SGPS, S.A. and was vice-Chairperson of Sonae Indústria, SGPS, S.A. He has additionally held directorships with Tafisa, S.A., Spread SGPS, S.A. and Corticeira Amorim, SGPS. He presently serves on the board of Caixa Geral de Depósitos, S.A, and is President of Caixa Seguros e Saúde, Caixa Leasing and Locarent, as well as Non-Executive Director in several other companies. Since 2008 he has been a Non-Executive Director of EDPR's Board of Directors. He has an undergraduate degree in economics from the Faculdade de Economia do Porto and has obtained certificates from Universidade de Paris IX, Dauphine and the Midland Bank International banker's course in London
Born in 1957. Holds a PhD in Economics by the University of Illinois at Urbana-Champaign, U.S.A. and an Agregacão (Habilitation) in Statistics and Econometrics by Universidade NOVA de Lisboa.
He is a member of the Editorial Boards of Empirical Economics and the Portuguese Economic Journal and has published his scientific research in some of the top journals of his field namely, Journal of the American Statistical Society, Journal of Economic Letters. He is consultant of the Bank of Portugal since 1992.
He is the Dean of Nova School of Business and Economics, Lisbon-Portugal, since 2005 and of Angola Business School, Luanda-Angola, since 2010.
Born in 1960. He is Chairperson and CEO of Liberbank, S.A., a financial institution formed by the integration of the financial businesses of Caja de Extremadura, Caja Cantabria y Banco Castilla-La Mancha, as well as Chairperson of Cajastur. He is a member of the board of directors of CECA, on behalf of Liberbank Group. He is also Chairperson of Hidroeléctrica del Cantábrico and member of the board of the board of directors of EDP RENOVAVEIS and of UNESA (the Spanish association of the electricity industry).
He was President of Banco de Castilla-La Mancha, which is part of Liberbank group, and was a member of the Board of Directors of CECABANK, Enagas and EDP Renewables Europa.
He is a university professor in the Department of Business Administration and Accounting at the University of Oviedo; he has a PhD in Economic Sciences and a degree in Economics and in Business Administration, both from the University of Oviedo. He has supervised several doctoral thesis', developing research work and has participated as a speaker in many courses and seminars. His main research areas are the efficiency in credit institutions, management control in decentralized companies and those in sectors with regulated economies. He is also author of several books and technical articles about the aforementioned matters.
Born in 1953. In 1987, he joined Banco Espírito Santo de Investimento, S.A. and was the Director responsible for financial services management, client management, structured financing management, capital markets management, and for the department for origination and information; between 1991 and 2005 he was also Director and Member of the Executive Committee. In March 2005, he was nominated as vice-chairperson of the board of Directors of Banco Espirito Santo de Investimento. S.A. and formed part of the executive committee of the Company. He is Vice-Chairperson of the Board of Directors and Member of the Executive Committee of Banco Espírito Santo de Investimento, S.A. Director of BES Investimento do Brasil, S.A.; ESSI COMUNICAÇÕES, SGPS, S.A.; ESSI INVESTIMENTOS, S.A. and Espírito Santo Investment Holdings Limited. Since 2008 he has been a Non-Executive Director of EDPR's Board of Directors and member of the Nominations and Remunerations Committee.
He has an undergraduate degree in economics from the Instituto de Faculdade Técnica de Lisboa.
Born in 1955, he joined Soto de Ribera Power Plant, which was owned by a consortium comprising Electra de Viesgo, Iberdrola and Hidrocantábrico, as legal counsel in 1981. In 1995, he was nominated general counsel of Soto de Ribera Power Plant and also chief of administration and human resources of the consortium. In 1999, he was nominated as legal counsel at Hidrocantábrico and in 2003 was nominated general counsel of Hidrocantabrico and also a member of its management committee. Presently serves as general counsel of the Company, as secretary of the Board, and is also Chairperson, Director and/or secretary on Boards of Directors of a number the Company's subsidiaries in Europe. Holds a Law Degree from the University of Oviedo.

KPMG Auditores S.L. Ventura Rodríguez, 2 33004 Oviedo
To the Board of Directors EDP Renováveis, S.A.
Further to your request and to our engagement letter dated 20 June 2013, we have audited the system of internal control over financial reporting of EDP Renováveis, S.A. (the Company) and subsidiaries (the Group) at 31 December 2013, based on the criteria established in the Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in relation with global business and control procedures, and with the COBIT Framework for IT Governance and Control. The Board of Directors of the Company and senior Group management are responsible for adopting the measures required to reasonably guarantee the implementation, maintenance and supervision of an adequate system of internal control over financial reporting, assess its efficiency and make improvements to the system, as set forth in the report drawn up by Group management on the internal control over financial reporting system enclosed. Our responsibility is to express an opinion on the effectiveness of the Group's internal control over financial reporting system based on our audit.
An organisation's system of internal control over financial reporting is designed to provide reasonable assurance that its annual financial reporting complies with the applicable financial reporting framework. It includes policies and procedures that are aimed at: (i) verifying the existence and maintenance of records that present fairly and in reasonable detail the Group's transactions and assets; (ii) providing reasonable assurance that transactions are adequately recorded so as to allow the Group to draw up consolidated annual accounts in accordance with the applicable financial reporting framework; and (iii) providing reasonable assurance regarding the timely prevention or detection of asset additions or disposals or unauthorised use of Group assets that might have a material effect on the consolidated annual accounts. Due to the limitations inherent in any form of internal control system. irrespective of the quality of the design and operation of the internal control system adopted for annual financial reporting, this system can only provide reasonable but not absolute assurance as to the objectives sought.
We have performed our audit in accordance with ISAE 3000 (International Standard on Assurance Engagements 3000). This standard requires that we plan and perform our audit to obtain reasonable assurance about whether the Group system of internal control over financial reporting is effective in all material aspects. Our audit included our gaining an understanding of the Group's internal control over the financial reporting system, verifying and evaluating, on a selective test basis, the design and operating efficiency of the system, and performing other procedures that we considered necessary under the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Rec Mer Madrid, I. 11.961, F 90 Sec. 8. H. M -188.007 Insomp. 9 NJLF B-78510153
Due to the limitations inherent in any form of internal control system, there is always the possibility that internal control over financial reporting may not prevent or detect the errors or irregularities that might arise, whether due to errors in judgement, human error, fraud or malpractice. 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 levels of compliance with policies and procedures.
In our opinion, the Group's system of internal control for financial reporting at 31 December 2013 is effective in all material aspects, according to the criteria established in the Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in relation with global business and control procedures and the COBIT Framework for IT Governance and Control.
On 26 February 2014, in accordance with prevailing accounting legislation in Spain, we issued our audit report on the consolidated annual accounts of the Group for 2013, expressing an unqualified opinion thereon.
This report has been issued in accordance with your request. We accept no liability to any third parties other than the intended recipients of this report.
1 & Auditores, S.I
Ana Fernández Poderós 26 February 2014

The board of directors and management are responsible for establishing and maintaining an adequate System of Internal Control over Financial Reporting (SCIRF).
The SCIRF of EDP Renováveis 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 internal control systems, it is possible that the system of internal 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 31 December 2013 based on the criteria established in the Internal Control - Integrated Framework issued 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 31 December 2013 EDP Renováveis Group had an effective system of internal control over financial reporting.
The SCIRF of EDP Renováyels Group at 31 December 2013 has been audited by the independent auditors KPMG Auditored S.L., as indicated in their report included in the Annual Corporate Governance Report.
Chief Executive Officer
Chief Financial Officer
26 February 2014
www.edpr.com
and the commended the 126th on the more in the Are 2017.

Members of the Board of Directors of the Company EDP Renováveis, S.A.
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 31 and other documents relating to the submission of accounts required by current regulations have been prepared in accordance with applicable accounting standards, reflecting a true and fair view of the 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 evolution of business performance and 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 25, 2014.
| António Luís Guerra Nunes Mexia | João Manuel Manso Neto | |||||
|---|---|---|---|---|---|---|
| Nuno Maria Pestana de Almeida Alves | João Manuel Verissimo Marques da Cruz | |||||
| Rui Manuel Rodrigges Lopes Teixeira | Joao Paulo Noguerra da Sousa Costeira | |||||
| Gabriel Alonso Imaz | Acacio Jaime Liberado Mota Piloto | |||||
| António do Pranto Nogueira Leite | João Manuel de Mello Franco | |||||
| João José Belard da Fonseca Lopes Raimundo | Jorge Manuel Azevedo Henriques dos Santos | |||||
| José Fernando Maia de Araújo e Silva | José António Ferreira Machado | |||||
| Gilles August | Manuel Menéndez Menéndez | |||||
Rafael Caldeira Castel-Branco Valverde
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.