SONAE CAPITAL, SGPS, SA Head Office: Lugar do Espido, Via Norte, Maia Share Capital: 250,000,000 Euro Maia Commercial Registry and Fiscal Number 508 276 756 Sociedade Aberta

REPORT AND ACCOUNTS 31 MARCH 2010

(Translation from the Portuguese Original)

Index

I. Report of the Board of Directors

1.	Executive Summary	4
2.	Selected Main Events	5
3.	Consolidated Financial Statements Review	6
4.	Appendix	11
5.	Share Price Performance	13
	- Glossary	14

II. Consolidated Financial Statements 16

III. Individual	Financial Statements	47

REPORT OF THE BOARD OF DIRECTORS 31 MARCH 2010

(Translation from the Portuguese Original)

Report of the Board of Directors 31 March 2010

Disclaimer:

Unless otherwise stated, comparable figures (presented within brackets), percent or absolute changes mentioned in this report refer to the comparable period of the previous year for performance figures and to the year 2009 for financial position figures.

Like for like comparisons exclude the contributions of the Plysorol Group and Elmo (discontinued operations) to 2009 consolidated financial statements.

Following the internal reorganization process carried out during 2009, SC Assets, SGPS, SA was made independent from Sonae Turismo, SGPS, SA at the beginning of 2010, and is now responsible for real estate investments and for property management of real estate assets. Comparable figures presented in this report, regarding the year of 2009, were restated to reflect the new business portfolio configuration around the three existing sub‐holdings: Sonae Turismo, SGPS, SA, SC Assets, SGPS, SA and Spred, SGPS, SA.

1. Executive Summary

Turnover 3M10: 42.1 M.€ (96.0 M.€)
EBITDA 3M10: ‐0.6 M.€ (+24.3 M.€)
Net Profit 3M10: ‐5.2 M.€ (+9.8 M.€)

The unfavourable macroeconomic environment played an important role in the performance of Sonae Capital's business portfolio in the first quarter of the year, as already anticipated in the 2009 earnings announcement.

Sales deeds for residential units in troiaresort, 7 apartments in the quarter, remained significantly below the number of sales deeds recorded in the first quarter of 2009 which originated from PPAs signed in previous years. The lower number of PPAs not yet converted into sales deeds, together with the tightening of credit access conditions, uncertainties surrounding the macroeconomic environment and the pace of economic recovery, all of which result in longer decision making timeframes, explain the first quarter sales figures for the resort business segment (4.0 million euro contribution to consolidated turnover, 51.0 million euro down on 1Q09, and zero contribution to consolidated operational cash‐flow (EBITDA) compared to 25.3 million euro in 1Q09).

The Selfrio Group was the quarter's largest contributor to both consolidated turnover and consolidated operational cash‐flow (EBITDA), with 16.6 million euro and 1.2 million euro contributions, respectively, reflecting a slight decrease in the contribution from the HVAC business segment to consolidated turnover. Contribution to consolidated operational cash‐flow (EBITDA) remained roughly in line with last year's figure.

The net loss for the quarter, amounting to 5.2 million euro, includes negative 0.6 million euro of investment income, made up of the 1.5 million euro gain from the sale of Essences Fines as well as impairment losses on shareholdings in associated undertakings.

Values in 106 Selected Financial data euro
	1Q
	2010 2009 1 % Chg.
Turnover	42.1	96.0	‐56.1%
EBITDA	‐0.6	24.3	‐
EBIT	‐6.1	19.1	‐
Net Financial Expenses	‐2.1	‐3.4	+36.5%
Investment Income	‐0.6	0.0	‐
Net Profit	‐5.2	9.8	‐
1 Continued Operations.

	31.03.10	31.12.09	% Chg.
Capex	1.0	46.6	‐97.9%
Net Debt	283.8	277.9	+2.1%

Selected Operational Data (19 May 2010)		Sales informa tion
	Total # Units (Sold + Pre Sold)	Total # Available Units
Total troiaresort	216	405
City Flats/Lofts	99	113
Efanor ‐ Delfim Pereira da Costa Building	0	40

2. Selected Main Events

Prior to the date of this report, on 14 April 2010, Sonae Capital, SGPS, SA informed about the sale of 100% of the share capital of Societé des Essences Fines Isoroy, as well as loans to Essences Fines, for 2 euro, to Essences Fines Holding, SAS, a French company owned by third parties, as part of Sonae Capital's programme to divest from non strategic assets which are available for sale. The positive impact of this transaction on the first quarter 2010 consolidated results amounted to 1.5 million euro.

3. Consolidated Financial Statements Review

Notes:

The consolidated financial statements of Sonae Capital as at 31 March 2009, include the following contributions from the Plysorol Group (Plywood business) and Elmo (sole shareholder of Plysorol) under discontinued operations:

the consolidated income statement includes 3 months contribution from Elmo;
the consolidated financial position includes that of Elmo as at 31 March 2009 and that of Plysorol as at 30 September 2008 (last available information).

Following the sale, on 30 December 2009, of the shareholding in Elmo (sole shareholder of Plysorol) and the subsequent loss of control over the Plysorol Group (Plywood business) these businesses no longer contribute to the consolidated financial position of Sonae Capital as at 31 March 2010.

In view of the above considerations, like for like comparisons regarding consolidated financial statements do not take into account discontinued operations (in the consolidated profit and loss statement) and are used consistently throughout the report when applicable.

3.1. Consolidated Profit and Loss Statement

Values in 10³ euro

		1Q 09	1Q 09	1Q 09
	1Q 10	Total	Discontinued	Continued	∆ (A/B)
		Operations	Operations	Operations
	(A)			(B)
Turnover	42,131.5	96,050.0	0.0	96,050.0	‐56.1%
Other Operational Income	1,446.6	2,139.0	0.0	2,139.0	‐32.4%
Total Operational Income	43,578.0	98,189.0	0.0	98,189.0	‐55.6%
Cost of Goods Sold	‐6,760.0	‐10,858.1	0.0	‐10,858.1	+37.7%
Change in Stocks of Finished Goods	‐3,096.5	‐22,195.8	0.0	‐22,195.8	+86.0%
External Supplies and Services	‐21,957.5	‐28,102.9	‐1.2	‐28,101.7	+21.9%
Staff Costs	‐11,268.9	‐11,390.1	0.0	‐11,390.1	+1.1%
Other Operational Expenses	‐1,072.9	‐1,139.8	‐0.1	‐1,139.7	+5.9%
Total Operational Expenses	‐44,155.8	‐73,686.6	‐1.2	‐73,685.3	+40.1%
Operational Cash‐Flow (EBITDA)	‐579.2	24,291.3	‐1.2	24,292.5	‐
Amortisation and Depreciation	‐3,364.1	‐2,821.9	0.0	‐2,821.9	‐19.2%
Provisions and Impairment Losses	‐2,116.7	‐2,584.3	0.0	‐2,584.3	+18.1%
Operational Profit/(Loss) (EBIT)	‐6,058.6	19,096.3	‐1.2	19,097.5	‐
Net Financial Expenses	‐2,137.3	‐3,927.6	‐559.6	‐3,368.1	+36.5%
Share of Results of Associated Undertakings	477.1	354.2	0.0	354.2	+34.7%
Investment Income	‐604.5	0.0	0.0	0.0	‐
Profit before Taxation	‐8,323.2	15,522.9	‐560.8	16,083.7	‐
Taxation	3,105.5	‐6,238.6	‐0.5	‐6,238.1	‐
Net Profit	‐5,217.8	9,284.3	‐561.3	9,845.6	‐
Attributable to Equity Holders of Sonae Capital	‐5,206.4	9,123.5	‐561.3	9,684.7	‐
Attributable to Non‐Controlling Interests	‐11.3	160.8	0.0	160.8	‐

Turnover decreased 53.9 million euro mainly due to lower sales at troiaresort (7 sales deeds in 1Q10, generating a 4.0 million euro contribution, compared to 101 sales deeds and 55 million euro contribution in 1Q09). The slowdown in the sales pace at troiaresort, already felt since the end of the first quarter of 2009, and the lower stock of PPAs not yet converted into sales deeds explain the decrease in sales deeds signed. It should be noted that the majority of sales deeds for residential units at troiaresort, 153 contracts (25% of the total units for sale, which increased to 33% of total units for sale up to the end of March 2010), was signed between the fourth quarter of 2008 and the first quarter of 2009.

Hotels posted a 2.2 million euro contribution to consolidated turnover, a 0.3 million euro decrease mainly explained by the lower contribution from Porto Palácio Hotel, of 1.7 million euro in the quarter (2.1 million euro), which discontinued catering operations. Contributions from the remaining hotel units were in line with previous year's comparable figures. Average revenue per room and per location in the first quarter of 2010 was as follows: 90 euro in Porto, 67 euro in Tróia and 43 euro in Lagos.

The decrease in the contribution of the hotel business was partially offset by the 0.1 million euro increase in Fitness, to 4.7 million euro, following the increase in the number of active members and in the demand for value added services, namely the Day Spa. Average revenue per member increased 1% to 53 euro.

Other Real Estate Assets increased its contribution to consolidated turnover by 0.5 million euro, to 1.2 million euro, due to higher real estate sales (including residential, other than City Flats/City Lofts, retail facilities and plots of land).

The Selfrio Group's contribution to consolidated turnover decreased 0.4 million euro to 16.6 million euro, driven by a decrease in contribution from the HVAC business of around 1.2 million euro. The Cold Engineering and Maintenance services businesses had a positive turnover performance, partially offsetting that decrease.

Box Lines' contribution decreased 1.0 million euro, due to the termination of its international operations business at the end of 2009. On a like for like basis, turnover remained slightly below that in the same quarter last year.

Under other business segments, the following should be highlighted:

Energy and Environment business area, at an early stage of operations, contributed 1.1 million euro to consolidated turnover, led by the cogeneration business unit, which was acquired in September 2009;
Residential Property Development (currently under SC Assets), which grew its contribution by 0.6 million euro to 0.8 million euro, due to the 4 City Flats/City Lofts sales deeds which were signed in the first quarter of 2010, compared to 1 sales deed signed in the first quarter of 2009;
Decrease of 0.2 million euro in Atlantic Ferries' contribution, to 0.6 million euro, following the 31% decrease in total traffic, both in terms of number of passengers and vehicles.

Consolidated operational cash‐flow (EBITDA) for the first three months of the year was negative 0.6 million euro (positive 24.3 million euro), with the main contributions being:

Resort development made a zero contribution to consolidated operational cash‐flow (EBITDA), a 25.3 million euro decrease, due to the significantly lower number of sales deeds in the quarter compared to those in the same quarter in 2009.

The contribution from Hotels improved 18% to negative 2.4 million euro, driven by operational improvements in both the Porto Palácio Hotel and Aqualuz Tróia Aparthotels, as a result of cost optimisation, streamlining of operations and implementation of a centralized management team with responsibility for all hotel units. The Aqualuz Lagos contribution decreased 0.1 million euro to negative 0.5 million euro.

The Fitness business was able to increase profitability, despite pressures on private consumption, capitalising on value added services. Its contribution to consolidated operational cash‐flow (EBITDA) increased 21% to 1.1 million euro.

The contribution of Other Real Estate Assets amounted to 0.9 million euro, in line with the previous year's figure.

Selfrio Group's contribution decreased slightly in the quarter to 1.2 million euro (1.3 million euro), reflecting lower profitability in both the commercial and industrial refrigeration business segments.

Box Lines´ contribution to consolidated operational cash‐flow (EBITDA) remained in line with the previous year's figure at negative 0.1 million euro.

Other contributions worth mentioning include:

Energy and Environment business area, with a 0.1 million euro contribution, up 0.2 million euro, most of which is explained by the contribution of the cogeneration business unit;
Residential Property Development, improved its contribution to consolidated operational cash‐flow (EBITDA) by 0.2 million euro, to negative 0.1 million euro, reflecting the margin on the 4 City Flats/City Lofts sold during the quarter;
Atlantic Ferries decreased its contribution to consolidated operational cash‐flow (EBITDA) by 0.3 million euro, to negative 0.6 million euro, as a result of the decrease in the number of tickets sold.

Depreciation and amortisation increased 19% to 3.4 million euro, as result of:

The start up of operations of hotel units at troiaresort (namely those opened in January and March 2009);
The start up of operations of the two new Atlantic Ferries catamarans (which began operating at the end of July 2009), and;
The acquisition of Ecociclo II, cogeneration unit, in September 2009.

Provisions and impairment losses for the quarter include costs relating to the overall upgrade of troiaresort and infrastructures built during the development phase, assigned to real estate projects for sale in the Central and Beach areas (UNOP's 1 and 2), which will be expensed as the revenue from sales of those residential units is recorded. Thus, the amount of provisions and impairment losses recorded in the quarter includes 0.8 million euro associated with assets for which impairment losses had already been recorded in previous quarters (expensed following the sale of 7 residential units in the first quarter of 2010) and 0.7 million euro associated with assets for which impairment losses were recorded for the first time (expensed following the sale of 206 residential units up to the end of the first quarter of 2010). Around 0.7 million euro were booked in the quarter as provisions and impairment losses for other real estate assets.

Net financial expenses decreased 37% to 2.1 million euro, as a result of a significant decrease in the average cost of debt following the sharp fall in market interest rates and in the Refi interest rate, the latter set by the European Central Bank.

Results of associated undertakings amounted to positive 0.5 million euro in the quarter, and included 0.5 million euro from TP and 0.6 million euro from the Imosede Fund, the latter accounted for under the full consolidation method as at 31 March 2009.

Investment income for the quarter was negative 0.6 million euro, explained by the sale of Essences Fines, which generated a 1.5 million euro capital gain, and from 2.1 million euro impairment losses on shareholdings in associated undertakings, which were accounted for in the quarter.

As a result of the poorer operational performance, profit before taxation for the quarter was 24.4 million euro lower than that in the first quarter of 2009, amounting to negative 8.3 million euro.

Net profit for the quarter decreased 15.0 million euro to negative 5.2 million euro, taking into consideration the higher level of deferred tax assets arising from impairment losses and from tax losses carried forward.

			Values in 103 euro
	31.03.2010	31.12.2009	∆
Tangible and Intangible Assets	283,742.7	291,421.5	‐2.6%
Goodwill	61,350.0	61,350.0	0.0%
Non‐Current Investments	70,333.9	71,837.9	‐2.1%
Other Non‐Current Assets	40,241.8	36,243.0	+11.0%
Stocks	223,691.5	227,548.6	‐1.7%
Trade Debtors and Other Current Assets	70,100.0	78,560.6	‐10.8%
Cash and Cash Equivalents	4,130.8	2,805.3	+47.3%
Total Assets	753,590.5	769,766.7	‐2.1%

Total Equity attributable to Equity Holders of Sonae
Capital	327,823.2	333,620.1	‐1.7%
Total Equity attributable to Non‐Controlling
Interests	11,313.8	11,319.2	0.0%
Total Equity	339,137.0	344,939.4	‐1.7%

Non‐Current Borrowings	236,715.6	235,922.5	+0.3%
Deferred Tax Liabilities	3,233.3	3,143.0	+2.9%
Other Non‐Current Liabilities	40,316.2	40,815.6	‐1.2%
Non‐Current Liabilities	280,265.1	279,881.1	+0.1%
Current Borrowings	51,168.4	44,800.6	+14.2%
Trade Creditors and Other Current Liabilities	81,841.0	97,766.6	‐16.3%
Provisions	1,179.0	2,379.0	‐50.4%
Current Liabilities	134,188.4	144,946.2	‐7.4%
Total Liabilities	414,453.5	424,827.3	‐2.4%
Total Equity and Liabilities	753,590.5	769,766.7	‐2.1%

3.2 Consolidated Balance Sheet

Capex in the quarter amounted to 1.0 million euro, significantly lower than last year's levels, as a result of the implementation of a stricter investment policy. Fitness was the sole major contributor to Capex, accounting for 0.4 million euro. Spred businesses contributed 0.3 million euro, divided between Atlantic Ferries and the Selfrio Group. troiaresort's small 0.1 million euro contribution follows the conclusion of major projects within UNOP's 1 and 2 in 2009.

Investment, recorded as changes in work in progress for real estate projects under development, amounted to 1.1 million euro (0.7 in troiaresort and 0.4 in Efanor), with the conclusion of the Ácala building being the most significant contributor in the quarter.

As at 31 March 2010, net debt amounted to 283.8 million euro, an increase of 5.9 million euro over that at 31 December 2009.

Gearing reached 83.7% (80.6% as at 31 December 2009) and interest cover for the last 12 months was 3.9 (5.6 as at 31 December 2009).

4. Appendix

4.1. Contributions Per Business Area

						Values in 103 euro
		Turnover		Operational Cash‐Flow (EBITDA)
	1Q 10	1Q 09		1Q 10	1Q 09	
Tourism Operations	11,684.8	63,009.4	‐81.5%	‐1,543.8	22,986.8	‐
Resort Development	3,973.8	54,997.6	‐92.8%	9.7	25,308.9	‐100.0%
Resort Management (Golf, Marina and Market)	209.5	283.6	‐26.1%	‐294.7	‐279.7	‐5.3%
Hotels	2,182.4	2,546.1	‐14.3%	‐2,357.8	‐2,869.1	+17.8%
Fitness	4,706.9	4,598.9	+2.3%	1,055.3	873.8	+20.8%
Entertainment	612.1	583.3	+5.0%	43.6	‐47.2	‐
Other	0.7	0.3	>100%	17.8	29.0	‐38.4%
Turismo's contribution	11,685.5	63,009.7	‐81.5%	‐1,526.0	23,015.7	‐
Residential Property Development	837.6	160.5	>100%	‐77.5	‐268.8	+71.2%
Efanor	40.0	34.5	+16.0%	‐73.9	‐31.0	<‐100%
City Flats	540.6	125.6	>100%	90.5	10.8	>100%
Other	256.9	0.4	>100%	‐94.2	‐248.7	+62.1%
Other Real Estate Assets	1,200.7	707.0	+69.8%	915.5	1,048.1	‐12.6%
Other	0.0	1,006.2	‐	‐12.3	815.0	‐
SC Assets's contribution	2,038.2	1,873.8	8.8%	825.7	1,594.2	‐48.2%
Atlantic Ferries	571.0	831.1	‐31.3%	‐617.3	‐316.9	‐94.8%
Box Lines	8,435.8	9,477.5	‐11.0%	‐51.3	‐114.2	+55.0%
Selfrio Group	16,558.4	16,974.2	‐2.4%	1,161.9	1,304.5	‐10.9%
Other	2,809.7	3,837.1	‐26.8%	‐154.5	‐245.9	+37.2%
Spred's contribution	28,374.9	31,120.0	‐8.8%	338.8	627.5	‐46.0%

4.2. Operational Data

Sales data troiaresort sales information as at 19 May 2010

		Promissory Purchase Agreements			# Deeds		Total # Units
	1 #	Area2	Price3	#	Area2	Price3	(Sold + Pre Sold)	% of Total

Beach Apartments [211 uni ts ]	1	135.7	3,832	136	126.6	4,061	137	65%
Marina Apartments [78 uni ts ]	1	103.1	3,870	45	83.8	3,886	46	59%
Beach, Lake and Golf Land Plots4 [96 uni ts ]	0	0.0	0	31	2,038.5 544		31	32%
Aqualuz troiamar [35 uni ts ]	0	0.0	0	1	87.7	4,002	1	3%
Aqualuz troialagoa [40 uni ts ]	0	0.0	0	1	171.0	4,678	1	3%
troiaresort Village [90 uni ts ]	0	0.0	0	0 0.0 0		0	0%
Ácala Building [71 uni ts ]	0	0.0	0	0	0.0	0	0	0%

¹ Number of pre sold units (Promissory Purchase Agreement) net of units with deeds already signed.

² Average areas (m2 ), including indoor areas as well as balcony and terrace areas.

³ Average sales price (€/m2 ).

⁴ Average sales price of the plot of land, since the buyer is responsible for construction. All plots have an approved GCA of 343.8 m2 .

Since the last reporting date (23 March 2010) and up to 19 May 2010, 8 sales deeds for Beach apartments were signed (one of which with an underlying PPA, signed before 23 March 2010). Out of these 8 sales deeds, 7 Beach apartments were sold to building companies, as part of agreements signed regarding the payment of construction works at troiaresort.

Up to 19 May 2010, there are 3 outstanding reservations for apartment units at troiaresort, 1 regarding Beach apartments and 2 regarding troiavillage townhouses.

Sales data	Residential Development sales information as at 19 May 2010
	Apartments Sold1	Average Area (m2 2 )	Average sales price (€/m2 )	Rentals3
City Flats / Lofts [212 uni ts ] Efanor ‐ Delfim Pereira da Costa Building [40 uni ts ]	99 0	50.5 0	2,008 0	34 n.a.

¹ 97 sales deeds already signed.

² Includes indoor area as well as balcony and terrace areas.

³ 4 of these rental contracts have an embedded purchase option.

n.a. ‐ not applicable.

From the date of the last report up to 19 May 2010, City Flats/Lofts apartments sold decreased by 1 unit, as a result of an exchange for an apartment in another SC Assets residential condominium.

Rental yields	31 March 2010	Capital employed in Other Real Estate Assets(M.€)	31 March 2010
	Yield		Capital employed
Warehouses	8.9%	Assets forsale	28.5
Offices	11.9%	Assets under operation	191.8
Retail	6.0%	Real estate projects	113.9
Parking	2.0%	Other assets	29.2
Residential*	6.1%
Hotels	5.3%	Total	363.4

* Excluding the Duque de Loulé project, where rental activity is being discontinued.

5. Share Price Performance

Since the beginning of the year and until the end of the first quarter 2010, the share price of Sonae Capital (SONAC LS; SONC.PL) decreased 26.5% compared to a decrease of 4.3% in the Portuguese Stock Market reference index (PSI‐20).

Up to 19 May 2010, Sonae Capital's share price decreased 41.0%, closing at 0.49€, compared to an 18.2% decrease in the PSI‐20.

Performance of Sonae Capital's share price and volume in the period, in Euronext Lisbon, was as follows:

Maia, 20 May 2010

Glossary

Average Daily Revenue = Lodging Revenues / Number of rooms sold.
Capex = Investment in Tangible and Intangible Assets.
GCA (Gross Construction Area) = Area measured by the exterior perimeter of the exterior walls.
Gearing = Net Debt / Equity.
HVAC = Heating, Ventilation and Air Conditioning
Interest Cover Ratio = EBITDA (last 12 months) / Financial Charges.
Net Debt = Non Current Loans + Current Loans Cash and Cash Equivalents Current Investments.
Operational Cash‐Flow (EBITDA) = Operational Profit (EBIT) + Amortisation and Depreciation + Provisions and Impairment Losses + Impairment Losses of Real Estate Assets in Stocks (included in Cost of Goods Sold) – Reversal of Impairment Losses and Provisions (included in Other Operating Income).
PPA = Promissory Purchase Agreement
UNOP (Operational Planning Unit) = Planning and management operational units as set out by the Tróia Urbanisation Plan through Cabinet Resolution nr. 23/2000.

CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2010

(Translation from the Portuguese Original)

CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2010 AND 31 DECEMBER 2009

(Amounts expressed in euro)

NON-CURRENT ASSETS: Tangible assets 8 276,255,495 283,922,679 Intangible assets 8 7,487,158 7,498,780 Goodwill 9 61,349,970 61,349,970 Investments in associated companies 5 69,155,061 69,233,729 Other investments 6 and 10 1,178,799 2,604,144 Deferred tax assets 14 14,758,913 10,643,346 Other non-current assets 11 25,482,861 25,599,607 Total Non-Current Assets 455,668,257 460,852,255 CURRENT ASSETS: Stocks 12 223,691,481 227,548,617 Trade account receivables and other current assets 13 70,099,950 78,560,576 Investments held for trading - - Cash and cash equivalents 15 4,130,792 2,805,280 Total Current Assets 297,922,223 308,914,473 TOTAL ASSETS 753,590,480 769,766,728 EQUITY AND LIABILITIES EQUITY: Share capital 16 250,000,000 250,000,000 Reserves and retained earnings 83,029,656 60,545,880 Profit/(Loss) for the year attributable to the equity holders of Sonae Capital (5,206,448) 23,074,268 Equity attributable to the equity holders of Sonae Capital 327,823,208 333,620,148 Equity attributable to non-controlling interests 17 11,313,776 11,319,241 TOTAL EQUITY 339,136,984 344,939,389 LIABILITIES: NON-CURRENT LIABILITIES: Bank loans 18 236,715,601 235,922,518 Other non-current liabilities 20 37,082,233 36,820,270 Deferred tax liabilities 14 3,233,253 3,142,990 Provisions 23 3,233,974 3,995,369 Total Non-Current Liabilities 280,265,061 279,881,147 CURRENT LIABILITIES: Bank loans 18 51,168,443 44,800,559 Trade creditors and other non-current liabilities 22 81,840,990 97,766,631 Provisions 23 1,179,002 2,379,002 Total Current Liabilities 134,188,435 144,946,192 TOTAL LIABILITIES 414,453,496 424,827,339 TOTAL EQUITY AND LIABILITIES 753,590,480 769,766,728	ASSETS	Notes	31 March 2010	31 December 2009

The accompanying notes are part of these consolidated financial statements.

The Board of Directors

CONSOLIDATED INCOME STATEMENTS BY NATURE

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Amounts expressed in euro)

				31 March 2009
	Notes	31 March 2010	Continued Operations	Discontinued Operations	Total Operations
Operational income
Sales		20,121,793	71,903,447	-	71,903,447
Services rendered		22,009,657	24,146,519	-	24,146,519
Other operational income		1,446,580	2,139,022	-	2,139,022
Total operational income		43,578,030	98,188,988	-	98,188,988
Operational expenses
Cost of goods sold and materials consumed		(6,759,995)	(10,858,086)	-	(10,858,086)
Changes in stocks of finished goods and work in progress		(3,096,522)	(22,195,761)	-	(22,195,761)
External supplies and services		(21,957,537)	(28,101,695)	(1,155)	(28,102,850)
Staff costs		(11,268,862)	(11,390,050)	-	(11,390,050)
Depreciation and amortisation	8	(3,364,121)	(2,821,867)	-	(2,821,867)
Provisions and impairment losses	8	(2,116,708)	(2,584,266)	-	(2,584,266)
Other operational expenses		(1,072,873)	(1,139,724)	(87)	(1,139,811)
Total operational expenses		(49,636,618)	(79,091,449)	(1,242)	(79,092,691)
Operational profit/(loss)		(6,058,588)	19,097,539	(1,242)	19,096,297
Financial expenses		(2,659,098)	(4,075,379)	(559,565)	(4,634,944)
Financial income		521,841	707,313	-	707,313
Net financial expenses		(2,137,257)	(3,368,066)	(559,565)	(3,927,631)
Share of results of associated undertakings	5	477,111	354,234	-	354,234
Investment income		(604,507)	-	-	-
Profit/(Loss) before taxation		(8,323,241)	16,083,707	(560,807)	15,522,900
Taxation	26	3,105,487	(6,238,139)	(464)	(6,238,603)
Profit/(Loss) for the period	27	(5,217,754)	9,845,568	(561,271)	9,284,297
Attributable to:		(5,206,448)	9,684,721	(561,271)	9,123,450
Equity holders of Sonae Capital	17	(11,306)	160,847	-	160,847
Non-controlling interests
Profit/(Loss) per share
Basic	28	(0.020826)	0.038739	(0.002245)	0.036494
Diluted	28	(0.020826)	0.038739	(0.002245)	0.036494

The accompanying notes are part of these consolidated financial statements.

The Board of Directors

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Amounts expressed in euro)

			31 March 2009
	31 March 2010	Continued Operations	Discontinued Operations	Total Operations
Consolidated net profit/(loss) for the period	(5,217,754)	9,845,568	(561,271)	9,284,297
Exchange differences on translating foreign operations Share of other comprehensive income of associates and joint	54,879	194,138	-	194,138
ventures accounted for by the equity method (Note 5)	14,645	122,918	-	122,918
Change in the fair value of assets available for sale	-	713,971	-	713,971
Change in the fair value of cash flow hedging derivatives	(847,831)	151,553	-	151,553
Other comprehensive income for the period	(778,307)	1,182,580	-	1,182,580
Total comprehensive income for the period	(5,996,061)	11,028,148	(561,271)	10,466,877
Attributable to:
Equity holders of Sonae Capital Non-controlling interests	(5,992,709) (3,352)	10,846,496 181,652	(561,271) -	10,285,225 181,652

The accompanying notes are part of these consolidated financial statements.

The Board of Directors

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Amounts expressed in euro)

		Attr ibut able to E quit y Ho lder s of So Cap ital nae
	Note s	Sha re Cap ital	Dem erge r Res erve	Tran slat ion Res erve s	Fair Va lue Res erve s	Hed ging Res erve s	Oth er R ese rves and Ret aine d Ear ning s	Sub l tota	Net Pro fit/(L ) oss	Tota l	Non -Con troll ing Inte rest s	Tota l Equ ity
Bala t 1 J 200 9 nce as a anu ary		250 ,000 ,000	132 ,638 ,253	(1,8 01,9 35)	1,95 2,93 1	(304 ,749 )	(97, 032 ,344 )	285 ,452 ,156	21,3 93,6 05	306 ,845 ,761	49,3 19,4 13	356 ,165 ,174
Tota l co lidat ed c rehe nsiv e in e fo r the iod nso omp com per		-	-	173 ,333	713 ,971	151 ,553	122 ,918	1,16 1,77 5	9,12 3,45 0	10,2 85,2 25	181 ,652	10,4 66,8 77
App iatio n of prof it of 200 8: ropr Tran sfer to l l res d re tain ed e arni ega erve s an ngs Divid end s		- -	- -	- -	- -	- -	21,3 93,6 05 -	21,3 93,6 05 -	(21, 393 ,605 ) -	- -	- -	- -
Oth han er c ges		-	-	-	-	-	(8,9 01)	(8,9 01)	-	(8,9 01)	(13, ) 916	(22, ) 817
Bala t 31 Ma rch 200 9 nce as a		250 ,000 ,000	132 ,638 ,253	(1,6 28,6 02)	2,66 6,90 2	(153 ,196 )	(75, 524 ,722 )	307 ,998 ,635	9,12 3,45 0	317 ,122 ,085	49,4 87,1 49	366 ,609 ,234
Bala t 1 J 201 0 nce as a anu ary		250 ,000 ,000	132 ,638 ,253	(1,2 39,0 53)	-	-	(70, 853 ,320 )	310 ,545 ,880	23,0 74,2 68	333 ,620 ,148	11,3 19,2 41	344 ,939 ,389
Tota l co lidat ed c rehe nsiv e in e fo r the iod nso omp com per		-	-	38,4 15	-	(839 ,321 )	14,6 45	(786 ,261 )	(5,2 06,4 48)	(5,9 92,7 09)	(3,3 52)	(5,9 96,0 61)
App iatio n of prof it of 200 9: ropr Tran sfer to l l res d re tain ed e arni ega erve s an ngs Divid end s		- -	- -	- -	- -	- -	23,0 74,2 68 -	23,0 74,2 68 -	(23, 074 ,268 ) -	- -	- -	- -
Oth han er c ges		-	-	-	-	-	195 ,769	195 ,769	-	195 ,769	(2,1 13)	193 ,656
Bala t 31 Ma rch 201 0 nce as a		250 ,000 ,000	132 ,638 ,253	(1,2 00,6 38)	-	(839 ,321 )	(47, 568 ,638 )	333 ,029 ,656	(5,2 06,4 48)	327 ,823 ,208	11,3 13,7 76	339 ,136 ,984

The accompanying notes are part of these consolidated financial statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Amounts expressed in euro)

	Notes	31 March 2010	31 March 2009
OPERATING ACTIVITIES
Cash receipts from trade debtors		49,643,821	84,600,454
Cash paid to trade creditors		(39,339,825)	(43,318,779)
Cash paid to employees		(10,767,262)	(10,218,954)
Cash flow generated by operations		(463,266)	31,062,721
Income taxes (paid) / received		(686,010)	(1,816,497)
Other cash receipts / (payments) relating to operating activities		(1,897,347)	(4,820,522)
Net cash flow from operating activities [1]		(3,046,623)	24,425,702
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments		363,547	-
Tangible assets		738,161	271,452
Interest and similar income		642,476	91,076
Loans granted		2,057,955	-
Dividends		26,486	-
		3,828,625	362,528
Cash Payments arising from:
Investments		(618,846)	(163,500)
Tangible assets		(1,740,294)	(21,981,669)
Intangible assets		(28,130)	(545,575)
Loans granted		(12,000)	(2,007,750)
Others		-	(614,480)
		(2,399,270)	(25,312,974)
Net cash used in investment activities [2]		1,429,355	(24,950,446)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained		7,236,630	6,138,455
Others		-	-
		7,236,630	6,138,455
Cash Payments arising from:
Loans obtained		(285,345)	(12,044,141)
Interest and similar charges		(3,259,015)	(4,031,529)
Others		(815,522)	-
		(4,359,882)	(16,075,670)
Net cash used in financing activities [3]		2,876,748	(9,937,215)
Net increase / (decrease) in cash and cash equivalents [4] = [1]+[2]+[3]		1,259,480	(10,461,959)
Effect of foreign exchange rate		(16,087)	(28,139)
Cash and cash equivalents at the beginning of the period	15	1,943,023	16,960,564
Cash and cash equivalents at the end of the period	15	3,218,590	6,526,744

The accompanying notes are part of these consolidated financial statements.

The Board of Directors

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED 31 MARCH 2010

(Translation of the consolidated financial statements originally issued in Portuguese)

(Amounts expressed in euro)

1. INTRODUCTION

SONAE CAPITAL, SGPS, SA ("Company", "Group" or "Sonae Capital") whose head‐office is at Lugar do Espido, Via Norte, Apartado 3053, 4471‐907 Maia, Portugal, is the parent company of a group of companies, as detailed in Notes 4 to 6 ("Sonae Capital Group") and was set up on 14 December 2007 as a result of the demerger of the shareholding in SC, SGPS, SA (previously named Sonae Capital, SGPS, SA) from Sonae, SGPS, SA, which was approved by the Board of Directors on 8 November 2007 and by the Shareholder's General Meeting held on 14 December 2007.

Sonae Capital's business portfolio was reorganized according to its strategic objective, set on the development of three distinct and autonomous business areas:

The first business area, headed by Sonae Turismo, SGPS, SA, includes businesses in tourism, through the development and management of tourism resorts, in hotels, through management of hotels with an integrated offer of services (SPA, congress centre and food court), and in health and fitness, through management of health clubs;
The second business area, headed by SC Assets, SGPS, SA, which became autonomous from Sonae Turismo, SGPS, SA in the beginning of 2010, is focused on investment and management of real estate property, comprising the ownership and management of real estate assets for the development of both tourism resorts and residential property, and services regarding land and buildings, among which management of leased buildings, technical management of buildings and condominium management.
The third business area, headed by Spred, SGPS, SA, includes businesses in three segments: mature businesses with generation of steady cash‐flows in refrigeration, air conditioning and maintenance segments; energy and environment businesses (cogeneration, energy efficiency and sustainable buildings); identifying new business opportunities in emerging sectors or sectors undergoing restructuring and management of a financial portfolio.

2. MAIN ACCOUNTING POLICIES

The accounting policies adopted are consistent with those used in the financial statements presented for the year ended 31 December 2009, except for the changes described in Note 3.

Basis of preparation

Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".

The accompanying consolidated financial statements have been prepared from the books and accounting records of the Company and of its affiliated undertakings (Notes 4 to 6), on a going concern basis and under the historical cost convention, except for derivative financial instruments which are stated at fair value.

3. CHANGES IN ACCOUNTING POLICIES

During the period amendments to IFRS 3 – Business combinations and IAS 27 – Consolidated and separated financial statements (2008 revision) were adopted for the first time.

These amendments introduced changes regarding the accounting of business combinations, namelly: (a) goodwill calculation; (b) measurement of non‐controlling interests (formerly known as minority interests); (c) recognition and subsequent measurement of contingent consideration; (d) treatment of acquisition‐related costs; (e) accounting for acquisitions in entities already controlled and for changes in a parent's ownership interests that result in the loss of control and (f) calculation of the result of changes in a parent's ownership interests that result in loss of control and lead to remeasuring remaining controlling interests; these amendments had no significant impact in the first quarter 2010 financial statements.

4. GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS

Group companies included in the consolidated financial statements, their head offices and percentage of the share capital held by the Group as at 31 March 2010 and 31 December 2009, are as follows:

				Percentage of capital held
			31 March 2010		31 December 2009
Company		Head Office	Direct	Total	Direct	Total
Sonae Capital SGPS, SA		Maia	Holding	Holding	Holding	Holding
Tourism
Aqualuz - Turismo e Lazer, Lda	a)	Lagos	100.00%	100.00%	100.00%	100.00%
Casa da Ribeira - Hotelaria e Turismo, SA	a)	Marco de Canaveses	100.00%	100.00%	100.00%	100.00%
Golf Time - Golfe e Inv.Turisticos, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
Imoareia Investimentos Turísticos, SGPS, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
Imopenínsula - Sociedade Imobiliária, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Imoresort - Sociedade Imobiliária, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Investalentejo, SGPS, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Marimo -Exploração Hoteleira Imobiliária, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Marina de Tróia, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Marina Magic - Exploração de Centros Lúd, SA	a)	Lisbon	100.00%	100.00%	100.00%	100.00%
Marmagno-Expl.Hoteleira Imob., SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Martimope - Sociedade Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
Marvero-Expl.Hoteleira Imob., SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Modus Faciendi – Gestão e Serviços, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
SII - Soberana Investimentos Imobiliários, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Sete e Meio - Investimentos e Consultadoria, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Solinca - Health & Fitness, SA	a)	Lisbon	100.00%	100.00%	100.00%	100.00%
Solinca-Investimentos Turísticos, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
Solinfitness - Club Malaga, SL	a)	Malaga (Spain)	100.00%	100.00%	100.00%	100.00%
Soltroia-Imob.de Urb.Turismo de Tróia, SA	a)	Lisbon	100.00%	100.00%	100.00%	100.00%
Sonae Turismo - SGPS, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
Sontur, BV	a)	Amsterdam (The Netherlands)	100.00%	100.00%	100.00%	100.00%
Tróia Market, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Tróia Natura, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Troiaresort - Investimentos Turísticos, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Troiaverde-Expl.Hoteleira Imob., SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Tulipamar-Expl.Hoteleira Imob., SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
Assets
Bloco Q-Sociedade Imobiliária, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
Bloco W-Sociedade Imobiliária, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
Empreend.Imob.Quinta da Azenha, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
Centro Residencial da Maia,Urban., SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
Cinclus Imobiliária, SA	a)	Porto	100.00%	87.74%	100.00%	87.74%

1)	Country Club da Maia-Imobiliaria, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	Imobiliária da Cacela, SA	a)	Matosinhos	100.00%	87.74%	100.00%	87.74%
1)	Imoclub-Serviços Imobiliários, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
1)	Imodivor - Sociedade Imobiliária, SA	a)	Maia	100.00%	87.74%	100.00%	87.74%
1)	Imoferro-Soc.Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	Imohotel-Emp.Turist.Imobiliários, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
1)	Imoponte-Soc.Imobiliaria, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	Imosedas-Imobiliária e Serviços, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
1)	Implantação – Imobiliária, SA	a)	Matosinhos	100.00%	87.74%	100.00%	87.74%
1)	Porturbe-Edificios e Urbanizações, SA	a)	Maia	100.00%	87.74%	100.00%	87.74%
1)	Praedium II-Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	Praedium – Serviços, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	Praedium-SGPS, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
1)	Prédios Privados Imobiliária, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
1)	Predisedas-Predial das Sedas, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
1)	Promessa Sociedade Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	SC Assets, SGPS, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	Sete e Meio Herdades - Investimentos Agrícolas e Turismo, SA	a)	Grândola	100.00%	100.00%	100.00%	100.00%
1)	Soconstrução, BV	a)	Amsterdam (The Netherlands)	100.00%	100.00%	100.00%	100.00%
1)	Soira-Soc.Imobiliária de Ramalde, SA	a)	Porto	100.00%	87.74%	100.00%	87.74%
1)	Sótaqua - Soc. de Empreendimentos Turísticos, SA	a)	Maia	100.00%	87.74%	100.00%	87.74%
1)	Spinveste - Promoção Imobiliária, SA	a)	Porto	87.74%	87.74%	87.74%	87.74%
1)	Spinveste-Gestão Imobiliária SGII, SA	a)	Porto	87.74%	87.74%	87.74%	87.74%
1)	Torre São Gabriel-Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	Urbisedas-Imobiliária das Sedas, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
1)	Venda Aluga-Sociedade Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	Vistas do Freixo-Emp.Tur.imobiliários,SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
1)	World Trade Center Porto, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
	Spred
	Atlantic Ferries - Traf.Loc.Flu.e Marit., SA	a)	Grândola	80.00%	80.00%	80.00%	80.00%
	Box Lines Navegação, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
	Contacto Concessões, SGPS, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Cronosaúde – Gestão Hospitalar, SA	a)	Porto	100.00%	50.00%	100.00%	50.00%
	Ecociclo II – Energias, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Edifícios Saudáveis Consultores - Ambiente e Energia em Edifícios, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
	Friengineering, SA	a)	São Paulo (Brazil)	100.00%	70.00%	100.00%	70.00%
	Inparvi SGPS, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Integrum-Energia, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Integrum-Serviços Partilhados, SA	a)	Maia	100.00%	70.00%	100.00%	70.00%
	Invsaúde – Gestão Hospitalar, SA	a)	Maia	100.00%	50.00%	100.00%	50.00%
	PJP - Equipamento de Refrigeração, Lda	a)	Matosinhos	100.00%	70.00%	100.00%	70.00%
	Saúde Atlântica - Gestão Hospitalar, SA	a)	Maia	50.00%	50.00%	50.00%	50.00%
	SC - Engenharia e Promoção Imobiliária, SGPS, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
	Selfrio, SGPS, SA	a)	Matosinhos	70.00%	70.00%	70.00%	70.00%

	Selfrio-Engenharia do Frio, SA	a)	Matosinhos	100.00%	70.00%	100.00%	70.00%
	Sistavac-Sist.Aquecimento,V.Ar C., SA	a)	Matosinhos	100.00%	70.00%	100.00%	70.00%
	SKK Distribucion de Refrigeración, S.R.L.	a)	Spain	100.00%	70.00%	100.00%	70.00%
	SKK-Central de Distr., SA	a)	Porto	100.00%	70.00%	100.00%	70.00%
	SKKFOR - Ser. For. e Desen. de Recursos, SA	a)	Maia	100.00%	70.00%	100.00%	70.00%
	SMP-Serv. de Manutenção Planeamento, SA	a)	Matosinhos	100.00%	70.00%	100.00%	70.00%
	Société de Tranchage Isoroy SAS	a)	Honfleur (France)	100.00%	100.00%	100.00%	100.00%
2)	Société des Essences Fines Isoroy	a)	Honfleur (France)	100.00%	100.00%	100.00%	100.00%
	Sopair, SA	a)	Madrid (Spain)	100.00%	70.00%	100.00%	70.00%
	Spred SGPS, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%

	Others
	Interlog-SGPS, SA	a)	Lisbon	98.98%	98.98%	98.98%	98.98%
	Rochester Real Estate, Ltd	a)	Kent (U.K.)	100.00%	100.00%	100.00%	100.00%
	SC – Sociedade de Consultadoria, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
	SC-SGPS, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
	SC Finance, BV	a)	Amsterdam (The Netherlands)	100.00%	100.00%	100.00%	100.00%

a) Majority of voting rights

1) Company incorporated in the Tourism segment in 2009

2) Company sold in the period

5. INVESTMENTS IN ASSOCIATED AND JOINTLY CONTROLLED COMPANIES

Associated and jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by the Group as at 31 March 2010 and 31 December 2009 are as follows:

				Percentage of capital held
		31 March 2010			31 December 2009		Book Value
Company	Head Office	Direct	Total	Direct	Total	31 March 2010	31 December 2009
Tourism
Andar - Sociedade Imobiliária, SA	Maia	50.00%	50.00%	50.00%	50.00%	988,500	1,023,043
Sociedade de Construções do Chile, SA	Lisbon	100.00%	50.00%	100.00%	50.00%	-
Fundo de Investimento Imobiliário Fechado Imosede	Maia	45.45%	45.45%	45.45%	45.45%	53,406,291	52,802,751
Sociedade Imobiliária Tróia - B3, SA	Grândola	20.00%	20.00%	20.00%	20.00%	443,557	440,476
Vastgoed One - Sociedade Imobiliária, SA	Maia	100.00%	50.00%	100.00%	50.00%	-
Vastgoed Sun - Sociedade Imobiliária, SA	Maia	100.00%	50.00%	100.00%	50.00%	-
Spred
Cinclus-Plan. e Gestão de Projectos, SA	Porto	25.00%	25.00%	25.00%	25.00%	698,110	662.209

Change, SGPS, SA	Porto	50.00%	50.00%	50.00%	50.00%	77,299	1.186.964
Lidergraf - Artes Gráficas, Lda	Vila do Conde	24.50%	24.50%	24.50%	24.50%	531,469	597.067
Norscut - Concessionária de Scut Interior Norte, SA	Lisbon	36.00%	36.00%	36.00%	36.00%	-	-
Operscut - Operação e Manutenção de Auto-estradas, SA	Lisbon	15.00%	15.00%	15.00%	15.00%	24,000	24.000
Sodesa, SA	Lisbon	50.00%	50.00%	50.00%	50.00%	20,323	24.890
TP - Sociedade Térmica, SA	Porto	50.00%	50.00%	50.00%	50.00%	12,965,512	12.472.327
Total						69,155,061	69,233,729

Nil balances shown result from the reduction to acquisition cost of amounts determined by the equity method, discontinuing the recognition of its part of additional losses under the terms of IAS 28.

Associated and jointly controlled companies are consolidated using the equity method.

As at 31 March 2010 and 31 December 2009, aggregate values of main financial indicators of associated and jointly controlled companies can be analysed as follows:

	31 March 2010	31 December 2009
Total Assets	1,625,888,477	1,650,136,557
Total Liabilities	1,449,766,849	1,468,288,692
Income	48,856,854	182,413,148
Expenses	46,482,435	190,184,798

During the periods ended 31 March 2010 and 2009, movements in investments in associated companies may be summarised as follows:

	31 March 2010	31 March 2009
Opening balance as at 1 January	69,233,729	14,882,648
Acquisitions in the period	48,880	163,500
Changes in the consolidation method during the period	(592,817)	-
Disposals in the period	-	-
Equity method	491,755	477,152
Dividends received	(26,486)	-
Transfers	-	-
Closing balance as at 31 March	69,155,061	15,523,300
Consolidation differences transferred to investments	-	-
	69,155,061	15,523,300

The use of the equity method had the following impacts: 477,111 euro are recorded in Share of results of associated undertakings (354,234 euro at 31 March 2009) and 14,644 of other changes recorded in Reserves (122,918 euro at 31 March 2009).

6. GROUP COMPANIES, JOINTLY CONTROLLED COMPANIES AND ASSOCIATED COMPANIES EXCLUDED FROM CONSOLIDATION AND INVESTMENTS HELD FOR SALE

Group companies, jointly controlled companies and associated companies excluded from consolidation, their head offices, percentage of share capital held and book value as at 31 March 2010 and 31 December 2009 are made up as follows:

				Percentage of capital held
				31 March 2010		31 December 2009
Company	Reason for exclusion	Head Office	Direct	Total	Direct	Total	31 March 2010	31 December 2009
Tourism
Delphinus – Soc. de Tur. e Div. de Tróia, SA	a)	Grândola	79.00%	79.00%	79.00%	79.00%	-	-
Infratroia – Emp. De Infraest. De Troia, E.N.	a)	Grândola	25.90%	25.90%	25.90%	25.90%	64,750	64,747
Spidouro S.P.E.I. Douro e Trás-os-Montes, SA		Vila Real	8.30%	8.30%	8.30%	8.30%	-	-
Spred
Net, SA		Lisbon	2.80%	2.80%	2.80%	2.80%	11,132	11,132
Sear - Sociedade Europeia de Arroz, SA		Santiago do Cacém	15.00%	15.00%	15.00%	15.00%	150,031	150,031
Real Change FCR - Fundo		Porto	13.33%	13.33%	13.33%	13.33%	267,000	1,706,667
Fundo de Capital de Risco F-HITEC		Lisbon	7.14%	7.14%	7.14%	7.14%	250,000	250,000
Other investments							435,886	421,567
Total (Note 10)							1,178,799	2,604,144

a) Group company, jointly controlled company or associated company for which, at the date of the issuance of these financial statements, complete financial information was not available.

Nil balances shown above result from deduction of impairment losses.

7. CHANGES TO THE CONSOLIDATION PERIMETER

Disposals of companies over the three month period ended 31 March 2010 were as follows:

		Percentage of capital held
		At the date of disposal of shareholding
Company	Head Office	Direct	Total
Spred
Société des Essences Fines Isoroy	Honfleur (France)	100.00%	100.00%

	Date of reduction/disposal of shareholding	31 December 2009
Net assets excluded
Stocks	1,246,393	1,316,823
Other assets	422,774	(2,663,566)
Cash and cash equivalents	31,464	11,848
Other liabilities	(6,788,583)	(2,070,560)
	(5,087,952)	(3,405,455)
Impairment for assets	3,560,012	3,560,012
	(1,527,940)	154,557
Gain/(Loss) on exclusion	1,527,942	-
	2	154,557

Impacts in the consolidated profit and loss at the exclusion date were as follows:

	Date of reduction/disposal of shareholding	31 December 2009
Sales and services rendered	893,166	5,491,251
Other operational income	16,736	119,690
Other operational expenses	(1,182,548)	(6,725,962)
Net financial expenses	(29,826)	(128,873)
Profit/(Loss) before taxation	(302,472)	(1,243,894)
Taxation	-	-
Profit/(Loss) for the period	(302,472)	(1,243,894)

8. TANGIBLE AND INTANGIBLE FIXED ASSETS

During the three months period ended 31 March 2010, movements in tangible and intangible fixed assets, as well as in amortisation and accumulated impairment losses, are made up as follows:

	Tangible Assets
	Land and Buildings	Equipment	Other Tangible Assets	Assets in progress	Total Tangible Assets
Gross Cost:
Opening balance as at 1 January 2010	206,122,259	126,089,177	3,764,326	30,525,157	366,500,919
Changes in consolidation perimeter (Note 7)	(4,459,919)	(3,266,870)	(5,950)	-	(7,732,739)
Capital expenditure	595	137,904	-	795,687	934,186
Disposals	(229,693)	(1,025,595)	(7,862)	-	(1,263,150)
Exchange rate effect	14,607	2,205	2,427	-	19,239
Transfers	370,314	386,521	(201,387)	(3,049,562)	(2,494,114)
Closing balance as at 31 March 2010	201,818,163	122,323,342	3,551,554	28,271,282	355,964,341
Accumulated depreciation and impairment losses:
Opening balance as at 1 January 2010	45,544,496	34,326,952	2,706,792	-	82,578,240
Changes in consolidation perimeter (Note 7)	(4,459,919)	(3,266,870)	(5,950)	-	(7,732,739)
Charge for the period 1)	2,933,402	2,391,742	56,530	-	5,381,674
Disposals	(19,582)	(331,001)	(7,230)	-	(357,813)
Exchange rate effect	3,393	1,728	1,556	-	6,677
Transfers	1,531	(3,093)	(165,631)	-	(167,193)
Closing balance as at 31 March 2010	44,003,321	33,119,458	2,586,067	-	79,708,846
Carrying amount as at 31 March 2010	157,814,842	89,203,884	965,487	28,271,282	276,255,495

1) Includes impairment losses on tangible assets amounting to 2,116,445 euro.

Major amounts included in the caption Tangible assets in progress, refer to the following projects:

	31 March 2010
Tróia	19,925,434
Infrastructures in Setúbal piers and other related w ith the ferry crossing to Tróia	509,965
Boavista complex refurbishment	3,213,978
Tróia hotels refurbishment	3,446,324
Others	1,175,581
	28,271,282

	Intangible assets
	Patents and other similar rights	Softw are	Other intangible assets	Assets in progress	Total intangible assets
Gross cost:
Opening balance as at 1 January 2010	7,446,843	2,716,769	37,262	100,915	10,301,789
Changes in consolidation perimeter (Note 7)	-	-	-	-	-
Capital expenditure	-	2,990	-	28,285	31,275
Disposals	(1,613)	-	(23,863)	-	(25,476)
Exchange rate effect	-	847	-	-	847
Transfers	-	343,957	-	(118,433)	225,524
Closing balance as at 31 March 2010	7,445,230	3,064,563	13,399	10,767	10,533,959
Accumulated depreciation and impairment losses:
Opening balance as at 1 January 2010	692,598	2,073,376	37,035	-	2,803,009
Changes in consolidation perimeter (Note 7)	-	-	-	-	-
Charge for the period 1)	40,799	57,867	227	-	98,893
Disposals	(1,613)	-	(23,863)	-	(25,476)
Exchange rate effect	-	485	-	-	485
Transfers	(1)	169,891	-	-	169,890
Closing balance as at 31 March 2010	731,783	2,301,619	13,399	-	3,046,801
Carrying amount as at 31 March 2010	6,713,447	762,944	-	10,767	- 7,487,158

9. GOODWILL

During the three months period ended 31 March 2010, movements in goodwill, as well as in corresponding impairment losses, are as follows:

	31 March 2010
Gross amount:
Opening balance	62,651,566
Increases - acquisition of companies	-
Decreases - disposal of companies	-
Closing balance	62,651,566

Accumulated impairment losses:
Opening balance	1,301,596
Increases	-
Decreases	-
Closing balance	1,301,596
Carrying amount:	61,349,970

10. INVESTMENTS

As at 31 March 2010 this caption can be detailed as follows:

	31 March 2010
	Non current	Current
Investments in group companies, jointly controlled companies or
associated companies excluded from consolidation
Opening balance as at 1 January	8,229,277	-
Acquisitons in the period	557,466	-
Disposals in the period	(620,605)	-
Transfers	-	-
Closing balance as at 31 March	8,166,138	-
Accumulated impairment losses (Note 23)	(7,707,935)	-
	458,203	-
Investments held for sale
Fair value as at 1 January	2,289,261	-
Acquisitons in the period	-	-
Disposals in the period	-	-
Increase/(decrease) in fair value	-	-
Liquidations in the period	-	-
Fair value as at 31 March	2,289,261	-
Accumulated impairment losses (Note 23)	(1,568,665)	-
Fair value (net of impairment losses) as at 31 March	720,596	-
Other investments (Note 6)	1,178,799	-

Investments in group companies, jointly controlled companies or associated companies excluded from consolidation and investments held for sale are recorded at acquisition cost less impairment losses. The Group considers that it is not reasonable to estimate a fair value for these investments as there is no visible market data.

11. OTHER NON CURRENT ASSETS

As at 31 March 2010 and 31 December 2009, Other non current assets are detailed as follows:

	31 March 2010	31 December 2009
Loans granted to related parties
Norscut - Concessionária de Scut Interior Norte, SA	23,837,775	23,837,775
Others	226,587	238,225
	24,064,362	24,076,000
Impairment losses (Note 23)	(99,512)	(34,916)
	23,964,850	24,041,084
Trade accounts receivable and other debtors
Others	1,518,011	1,558,523
	1,518,011	1,558,523
Impairment losses (Note 23)	-	-
	1,518,011	1,558,523

Other non current assets	25,482,861	25,599,607

12. STOCKS

Stocks as at 31 March 2010 and 31 December 2009 can be detailed as follows, highlighting the value attributable to real estate developments:

	31 March 2010		31 December 2009
	Total	of w hich Real Estate Developments	Total	of w hich Real Estate Developments
Raw materials, by-products and consumables	1,116,133	-	2,371,413	-
Goods for sale	45,109,547	43,048,400	45,133,938	42,966,231
Finished goods	123,405,764	123,405,764	104,620,642	104,502,986
Work in progress	61,730,243	56,548,603	83,212,538	76,428,112
Payments on account	68,459	-	68,459	-
	231,430,146	223,002,767	235,406,990	223,897,329
Accumulated impairment losses on stocks (Note 23)	(7,738,665)	(7,670,206)	(7,858,372)	(7,674,640)
Stocks	223,691,481	215,332,561	227,548,618	216,222,689

13. TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 31 March 2010 and 31 December 2009, Trade accounts receivable and Other current assets are detailed as follows:

	31 March 2010	31 December 2009
Trade accounts receivable	38,858,108	47,929,830
Taxes recoverable	15,142,243	13,276,150
Loans granted and other accounts receivable from related parties
Sit B3	2,559,886	2,559,886
TP	-	2,000,000
Change, SGPS, SA	2,064,000	2,052,000
Others	184,064	230,381
	4,807,950	6,842,267
Other current assets
Suppliers w ith debtor balances	1,007,462	1,137,398
Other debtors	11,458,480	12,746,812
Accounts receivable from the sale of financial investments	26,746,341	27,041,348
Accounts receivable from the sale of tangible assets	146,526	124,232
Interest receivable	407,893	18,716
Deferred costs - Rents	170,370	256,528
Deferred costs - External supplies and services	1,909,795	1,688,111
Other current assets	3,109,133	1,534,041
	44,956,000	44,547,186
Accumulated impairment losses (Note 23)	(33,664,351)	(34,034,857)
Trade accounts receivable and other current assets	70,099,950	78,560,576

14. DEFFERRED TAXES

Deferred tax assets and liabilities as at 31 March 2010 and 31 December 2009, split between the different types of temporary differences, can be detailed as follows:

	Deferred tax assets		Deferred tax liabilities
	31 March 2010	31 December 2009	31 March 2010	31 December 2009
Amortisation and Depreciation harmonisation
adjustments	1,292,241	1,249,564	1,099,981	1,031,460
Provisions and impairment losses of non-tax deductible	3,282,857	-	-	-
Write off of tangible and intangible assets	1,421,473	1,446,714	-	-
Write off of accruals	637,598	636,463	-	-
Revaluation of tangible assets	-	-	737,371	741,120
Tax losses carried forw ard	8,118,590	7,305,682	36,510	-
Write off of stocks	-	-	-	1,138,330
Others	6,154	4,923	1,359,391	232,080
	14,758,913	10,643,346	3,233,253	3,142,990

In accordance with the tax statements presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 31 March 2010 and 31 December 2009, and using exchange rates effective at that time, tax losses carried forward can be summarised as follows:

		31 March 2010		31 December 2009
	Tax losses carried forw ard	Deferred tax assets	Time limit	Tax losses carried forw ard	Deferred tax assets	Time limit
With limited time use
Generated in 2004	58,171	14,543	2010	317,411	79,353	2010
Generated in 2005	3,734,760	933,690	2011	4,289,549	1,072,387	2011
Generated in 2006	7,098,052	1,774,513	2012	7,098,052	1,774,513	2012
Generated in 2007	2,851,068	712,767	2013	2,851,068	712,767	2013
Generated in 2008	6,940,535	1,735,134	2014	6,940,535	1,735,134	2014
Generated in 2009	7,770,683	1,942,671	2015	7,770,683	1,906,161	2015
Generated in 2010	3,892,142	973,036	2016	-	-	2016
	32,345,411	8,086,354		29,267,298	7,280,315
With a time limit different from the above mentioned	129,015	32,236		101,535	25,367
	129,015	32,236		101,535	25,367
	32,474,426	8,118,590		29,368,833	7,305,682

As at 31 March 2010 and 31 December 2009, Deferred tax assets resulting from tax losses carried forward were re‐assessed against each company's business plans, which are regularly updated, and available tax planning opportunities. Deferred tax assets have only been recorded to the extent that future profits will arise which may be offset against available tax losses or against deductible temporary differences.

As at 31 March 2010, tax losses carried forward amounting to 152,906,655 euro (150,762,305 euro as at 31 December 2009), have not originated deferred tax assets for prudential reasons:

		31 March 2010		31 December 2009
	Tax losses carried forw ard	Tax Credit	Time limit	Tax losses carried forw ard	Tax Credit	Time limit
With limited time use
Generated in 2004	2,853,999	699,621	2010	2,905,101	712,395	2010
Generated in 2005	5,604,104	1,337,932	2011	5,733,190	1,370,204	2011
Generated in 2006	10,282,904	2,394,348	2012	11,126,174	2,605,166	2012
Generated in 2007	19,943,792	4,873,948	2013	21,669,751	5,305,437	2013
Generated in 2008	31,452,496	7,630,728	2014	31,452,496	7,630,728	2014
Generated in 2009	53,178,888	13,180,809	2015	53,480,303	13,256,163	2015
Generated in 2010	4,586,460	1,115,326	2016	-	-	2016
	127,902,643	31,232,712		126,367,015	30,880,093
Without limited time use	5,607,982	1,869,140		5,607,982	1,869,140
With a time limit different from the above mentioned	19,396,030	5,575,551		18,787,308	5,418,039
	25,004,012	7,444,691		24,395,290	7,287,179
	152,906,655	38,677,403		150,762,305	38,167,272

15. CASH AND CASH EQUIVALENTS

As at 31 March 2010 and 31 December 2009, Cash and Cash equivalents can be detailed as follows:

	31 March 2010	31 December 2009
Cash at hand	227,872	202,538
Bank deposits	3,902,921	2,196,282
Treasury applications	-	406,460
Cash and cash equivalents in the balance sheet	4,130,793	2,805,280
Bank overdrafts (Note 18)	(412,203)	(362,257)
Guarantee deposit	(500,000)	(500,000)
Cash and cash equivalents in the statement of cash-flow s	3,218,590	1,943,023

Bank overdrafts include creditor balances of current accounts in financial institutions, and are disclosed in the balance sheet under Current bank loans (Note 18).

16. SHARE CAPITAL

The share capital of Sonae Capital SGPS, SA is represented by 250,000,000 ordinary shares, which do not have the right to a fixed remuneration, with a nominal value of 1 euro each.

The demerger originated a reserve in the amount of 132,638,253 euro, which has a treatment similar to that of a Legal Reserve. According to Company Law, it cannot be distributed to shareholders, unless the company is liquidated, but can be used to make good prior year losses, once other reserves have been used fully, or for capital increases.

17. NON‐CONTROLLING INTERESTS

Movements in Non‐controlling interests in the periods ended 31 March 2010 and 31 December 2009 are as follows:

	31 March 2010	31 December 2009
Opening balance as at 1 January	11,319,241	49,319,413
Change in consolidation method	-	(47,911,935)
Changes in percentage by acquisition / increase capital	-	14,006
Changes by disposals	-	7,135,202
Changes in percentage by sale of shares	-	1,115,855
Changes resulting from currency translation	16,464	102,101
Other changes	(10,623)	197,227
Profit for the period attributable to non-controlling interests	(11,306)	1,347,372
Closing balance	11,313,776	11,319,241

18. BORROWINGS

As at 31 March 2010 and 31 December 2009, Borrowings are made up as follows:

	31 March 2010		31 December 2009
	Outstanding amount		Outstanding amount		Repayable
	Current	Non current	Current	Non current
Bank loans
Sonae Capital SGPS - commercial paper a)	-	30,000,000	-	30,000,000	Mar/2013
Sonae Capital SGPS - commercial paper b) e)	44,800,000	-	39,100,000	-	Mar/2018
Sonae Capital SGPS - commercial paper c) d)		48,550,000	-	48,550,000	Aug/2011
Sonae Capital SGPS - commercial paper d)	-	25,750,000	-	24,250,000	Aug/2011
Invesaúde	250,000	-	500,000	-	Aug/2010
Selfrio Engenharia - commercial paper	1,400,000	2,100,000	1,400,000	2,100,000	May/2012
Up-front fees	-	(46,048)	-	(49,893)
Others	36,631	-	-	-
	46,486,631	106,353,952	41,000,000	104,850,107
Bank overdrafts (Note 15)	412,203	-	362,257	-
Bank loans	46,898,834	106,353,952	41,362,257	104,850,107
Bond loans
Sonae Capital 2007/2012 Bonds	-	20,000,000	-	20,000,000	Dec/2012
Sonae Capital 2007/2012 Bonds	-	30,000,000	-	30,000,000	Dec/2012
SC, SGPS, S.A. 2008/2018 Bonds	-	50,000,000	-	50,000,000	Mar/2018
Up-front fees	-	(716,517)	-	(756,745)
Bond loans	-	99,283,483	-	99,243,255
Other loans	102,108	2,986,459	131,532	2,986,459

Derivatives (Note 19)	911,453	-	-	-
Obligations under finance leases	3,256,049	28,233,542	3,306,770	28,987,580
Up-front fees on finance leases	-	(141,835)	-	(144,883)
	51,168,443	236,715,601	44,800,559	235,922,518

a) Commercial paper programme, with subscription guarantee, issued on 14 March 2008 and valid for a 5 year period.

b) Short term commercial paper programme, issued on 28 March 2008 and valid for a 10 year period.

c) Sonae Turismo, SGPS, SA is a co-guarantor in this loan.

d) Commercial paper programme, issued on 28 August 2009 and valid up to 29 August 2011.

e) Commercial paper programme, with subscription guarantee, issued on 22 December 2008, with annual renewals up to a maximum of 3 years.

As at 31 December 2009, Bond loans of the Group were as follows:

Sonae Capital SGPS ‐ 2007/2012 Bond loan 1st emission in the amount of 20,000,000 euro, with a 5 year maturity, and a sole reimbursement on 31 December 2012, except if the reimbursement is anticipated, fully or partially, which can happen on 31 December 2010.
Sonae Capital SGPS ‐ 2007/2012 Bond loan 2nd emission in the amount of 30,000,000 euro, with a 5 year maturity, and a sole reimbursement on 31 December 2012.
SC, SGPS, SA, 2008/2018 Bond loan in the amount of 50,000,000 euro, with a 10 year maturity, and a sole reimbursement on 3 March 2018, except if the reimbursement is anticipated, fully or partially, which can happen on 3 March 2016.

These bond loans bear interest every six months at 6 months Euribor interest rates plus spreads that range between 0.50% and 0.95%.

In spite of Bond loans in the amount of 20,000,000 euro containing call / put options, they are disclosed at the latest maturity date on the assumption that the Group will be able to refinance those loans if the options are exercised, thus maintaining its capital structure.

Other loans include reimbursable grants to affiliated undertakings, which do not bear interest.

The repayment schedule of the nominal value of borrowings may be summarised as follows:

	31 March 2010	31 December 2009
N+1 a)	50,264,325	44,800,560
N+2	79,195,338	77,707,365
N+3	83,460,757	53,447,792
N+4	2,998,979	32,986,141
N+5	3,047,644	3,034,952
After N+5	68,902,301	69,697,789
	287,869,343	281,674,599

a) Includes amounts drawn under commercial paper programmes.

19. DERIVATIVES

Interest rate derivatives

The hedging instruments used by the Group as at 31 March 2010 were mainly interest rate options (cash flow hedges) contracted with the goal of hedging interest rate risks on loans in the amount of 55,000,000 euro, whose net fair value was negative 911,453 euro. As at 31 March 2010 all derivatives are hedging derivatives.

These interest rate hedging instruments are valued at fair value as at the balance sheet date, determined by valuations made by the Group using derivative valuation calculation schedules and external valuations when these schedules do not permit the valuation of

certain instruments. For options, fair value is determined using the Black‐Scholes model and its variants.

The risk cover principles generally used by the Group to contractually arrange hedging instruments are as follows:

Matching between cash‐flows received and paid, i.e., there is a perfect match between the dates of the re‐fixing of interest rates on financing contracted with the bank and the dates of the re‐fixing of interest rates on the derivative;
Perfect matching between index: the reference index for the hedging instrument and that for the financing to which the underlying derivative relates are the same;
In the case of extreme rises in interest rates, the maximum cost of financing is limited.

The counterparts for derivatives are selected based on their financial strength and credit risk profile, with this profile being generally measured by a rating note attributed by rating agencies of recognised merit. The counterparts for derivatives are top level, highly prestigious financial institutions which are recognised nationally and internationally.

Fair value of derivatives

The fair value of derivatives is as follows:

		Assets		Liabilities
	31 March 2010	31 December 2009	31 March 2010	31 December 2009
Non-Hedge accounting derivatives
Interest rate	-	-	-	-
Hedge accounting derivatives
Interest rate (Note 18)	-	-	911,453	-
Other derivatives	-	-	-	-
	-	-	911,453	-

20. OTHER NON CURRENT LIABILITIES

As at 31 March 2010 and 31 December 2009 Other non current liabilities can be detailed as follows:

	31 March 2010	31 December 2009
Loans and other amounts payable to related
parties
Plaza Mayor Parque de Ocio, SA	2,279,624	2,288,446
Others	960,001	960,002
	3,239,625	3,248,448
Other creditors
Creditors in the restructuring process of Torralta	30,141,462	30,141,462
Fixed asset suppliers	-	-
Others	548,553	12,553
	30,690,015	30,154,015
Deferred income	3,152,593	3,281,604
Pension fund liabilities	-	136,203
Other non current liabilities	37,082,233	36,820,270

Other creditors include 30,141,462 euro payable to creditors of an affiliated undertaking under the terms of a judicial restructuring process. The court decision dated 27 November 1997 (which confirms the terms approved in the creditors meeting of 23 September 1997) states that these credits will be payable 50 years from the date that the decision was confirmed (30 January 2003).

21. SHARE‐BASED PAYMENTS

In 2010 and in previous years, the Sonae Capital Group granted deferred performance bonuses to employees, based on shares (until 2007 based on Sonae SGPS, SA shares) to be acquired at nil cost, three years after they were attributed to the employee. In any case, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year. The company has the choice to settle in cash instead of shares. The option can only be exercised if the employee still works for the Sonae Capital Group on the vesting date. On 28 January 2008 existing liabilities based on Sonae, SGPS, SA's shares have been recalculated to reflect liabilities based on Sonae Capital, SGPS, SA's shares. Closing share prices as at that date were used in this recalculation.

As at 31 March 2010 and 31 December 2009, the market value of total liabilities arising from share‐based payments, which have not yet vested, may be summarised as follows:

	Year of grant	Vesting year	Number of	Fair value
			participants	31 March 2010	31 December 2009
Shares
	2007	2010	4	-	75,080
	2008	2011	6	152,691	207,760
	2009	2012	7	207,760	420,165
	2010	2013	6	420,165	-
Total				780,616	703,005

As at 31 March 2010 and 31 December 2009, the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan, which have not yet vested:

	31 March 2010	31 December 2009
Other non current liabilities	149,551	278,562
Other current liabilities	114,518	75,080
Reserves	293,939	37,509

Staff costs	(29,870)	316,133

22. TRADE ACCOUNTS PAYABLE AND OTHER CURRENT LIABILITIES

As at 31 March 2010 and 31 December 2009, Trade accounts payable and Other current liabilities can be detailed as follows:

	31 March 2010	31 December 2009
Trade creditors	37,349,570	50,444,177
Loans granted by and other payables to related
parties	202,741	209,181
Other current liabilities
Fixed assets suppliers	1,726,271	2,553,533
Advances from customers and dow n payments	3,591,971	5,081,527
Other creditors	2,115,190	3,572,044
Taxes and contributions payable	10,199,487	10,622,710
Staff costs	7,069,136	6,975,657
Amounts invoiced for w orks not yet completed	7,264,564	6,821,540
Other external supplies and services	1,235,477	1,143,909
Interest payable	778,481	1,329,796
Expenses w ith construction contracts	1,204,111	1,534,444
Investment aid	2,035,067	3,686,149
Other liabilities	7,068,924	3,791,964
	44,288,679	47,113,273
Trade accounts payable and other current liabilities	81,840,990	97,766,631

23. PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

Movements in provisions and accumulated impairment losses over the period ended 31 March 2010 were as follows:

Captions	Balance as at 1 January 2010	Increases	Decreases	Balance as at 31 March 2010
Accumulated impairment losses on:
Investments (Note 10)	7,946,337	2,032,483	(77,460)	9,901,360
Other non current assets (Note 11)	34,916	64,596	-	99,512
Trade accounts receivable (Note 13)	5,073,127	744	(370,789)	4,703,082
Other current debtors (Note 13)	28,961,730	263	(724)	28,961,269
Stocks (Note 12)	7,858,373	-	(119,708)	7,738,665
Non current provisions	3,995,369	1,280,000	(2,041,395)	3,233,974
Current provisions	2,379,002	-	(1,200,001)	1,179,001
	56,248,854	3,378,086	(3,810,077)	55,816,863

As at 31 March 2010 and 31 December 2009, detail of other provisions was as follows:

31 March 2010	31 December 2009

1,680,000	2,709,600
2,732,975	3,664,771
4,412,975	6,374,371

Impairment losses are deducted from the book value of the corresponding asset.

24. CONTINGENT ASSETS AND LIABILITIES

As at 31 March 2010 and 31 December 2009 the most important contingent liabilities referred to guarantees given and were made up as follows:

	31 March 2010	31 December 2009
Guarantees given:
on tax claims	2,669,995	3,238,961
on judicial claims	1,897,406	1,897,406
on municipal claims	3,175,168	3,175,167
Others	46,995,931	46,176,125

Other include the following guarantees:

7,839,060 euro (7,019,255 euro as at 31 December 2009) of guarantees on construction works given to clients;
37,191,755 euro (37,406,741 euro as at 31 December 2009) of guarantees given concerning building permits in the Tourism business.

The Group has not registered provisions for the events/disagreements for which these guarantees were given since the Board of Directors believes that the above mentioned events will not result in a loss for the group.

25. RELATED PARTIES

Balances and transactions during the periods ended 31 March 2010 and 2009 with related parties are detailed as follows:

		Sales and services rendered	Purchases and services obtained
Transactions	31 March 2010	31 March 2009	31 March 2010	31 March 2009

Parent company and group companies excluded from consolidation (a)
Associated companies	- 592,472	80,928 29,266	115 127,013	65,551 28,815
Other partners and shareholders	14,116,501	15,546,527	1,824,466	1,790,512
	14,708,973	15,656,721	1,951,594	1,884,878

		Interest income		Interest expense
Transactions	31 March 2010	31 March 2009	31 March 2010	31 March 2009
Parent company and group companies excluded
from consolidation (a)	-	-	-	-
Associated companies	382,972	439,625	-	-
Other partners and shareholders	1,645	-	38,565	39,070
	384,617	439,625	38,565	39,070
		Accounts receivable		Accounts payable
Balances	31 March 2010	31 December 2009	31 March 2010	31 December 2009
Parent company and group companies excluded
from consolidation (a)	-	-	115	115
Associated companies	983,674	954,616	41,389	39,774
Other partners and shareholders	13,201,354	14,076,242	4,253,371	4,391,160
	14,185,028	15,030,858	4,294,875	4,431,049
		Loans obtained		Loans granted
Balances	31 March 2010	31 December 2009	31 March 2010	31 December 2009
Parent company and group companies excluded from consolidation (a)	-	-	-	-
Associated companies	-	-	25,968,073	28,262,784
Other partners and shareholders	2,779,624	2,288,445	-	1
	2,779,624	2,288,445	25,968,073	28,262,785

(a) The parent company is Efanor Investimentos, SGPS, SA; balances and transactions with Sonae, SGPS, SA and with Sonae Industria, SGPS, SA are included on Other partners and shareholders.

26. TAXATION

Income tax for the three months periods ended 31 March 2010 and 2009 was made up as follows:

	31 March 2010	31 March 2009
Current tax	923,975	1,875,510
Deferred tax	(4,029,462)	4,363,093
	(3,105,487)	6,238,603

27. RECONCILIATION OF CONSOLIDATED NET PROFIT

As at 31 March 2010 and 2009, the reconciliation of consolidated net profit can be analysed as follows:

	31 March 2010	31 March 2009

Aggregate net profit	(38,901,886)	161,558,795
Harmonisation adjustments	1,795,610	(2,134,888)
Elimination of intra-group dividends	-	(162,500,000)
Equity Method (Note 5)	450,625	354,234
Elimination of intra-group capital gains/(losses)	27,251,640	-
Elimination of intra-group provisions	(7,091,989)	12,009,523
Reversal of provisions	3,457,708	-
Adjustments of gains/(losses) on the sale of financial shareholdings	7,816,779	-
Others	3,759	(3,367)
Consolidated net profit for the period	(5,217,754)	9,284,297

28. EARNINGS PER SHARE

Earnings per share for the periods ended 31 March 2010 and 2009 were calculated taking into consideration the following amounts:

	31 March 2010	31 March 2009
Net Profit
Net profit taken into consideration to calculate basic earnings per share
(net profit for the period)	(5,206,448)	9,123,450
Effect of dilutive potential shares	-	-
Interest related to convertible bonds (net of tax)	-	-
Net profit taken into consideration to calculate diluted earnings per share	(5,206,448)	9,123,450
Number of shares
Weighted average number of shares used to calculate basic earnings per share	250,000,000	250,000,000
Effect of dilutive potential ordinary shares from convertible bonds	-	-
Weighted average number of shares used to calculate diluted earnings per
share	250,000,000	250,000,000
Earnings per share (basic and diluted)	(0.020826)	0.036494

There are no convertible instruments included in Sonae Capital, SGPS, SA's shares, hence there is no dilutive effect.

29. SEGMENT INFORMATION

In the periods ended 31 March 2010 and 2009, the following were identified as segments:

Sonae Turismo:
‐ Tourism Operations
‐ Other
SC Assets:
‐ Residential Development
‐ Other Real Estate Assets
‐ Other
Spred:
‐ Atlantic Ferries
‐ Box Lines
‐ Selfrio Group
‐ Other
Holding and Others

No secondary business segments were disclosed since Group activities are almost all carried out in Portugal. Foreign activities are not significant enough to justify disclosure of ^a different geographical segment.

The contributionof the business segments to the income statement for the periods ended on 31 March 2010 and 2009 can be detailed as follows:

								31 M	h 20 10 arc
fit & Pro Los s A unt cco	Tou rism Ope ratio ns	Othe r	Adju stme nts	ism Tot al T our	Res tial Prop iden erty Dev elop t men	al Esta Othe r Re te A ts sse	Othe r	Adju stme nts	al S C A Tot ts sse	Atla ntic Ferr ies	Box Lin es	Self rio Gro up	Othe r	Adju stme nts	al S Tot d pre	Hold ing & Othe rs	Adju stme nts	al Hold Tot & Oth ing ers	Con idat sol ed
Ope ratio nal I nco me
Sale s	3,93 8,31 5	-	-	3,93 8,31 5	707 ,100	406 ,000	-	-	1,11 3,10 0	-	-	13,3 42,0 17	1,72 8,36 1	-	15,0 70,3 78	-	-	-	20,1 21,7 93
Serv ices dere d ren	7,74 6,45 9	680	-	7,74 7,13 9	130 ,459	794 ,683	-	-	925 ,142	571 ,048	8,43 5,83 1	3,21 6,40 1	1,08 1,29 1	-	13,3 04,5 70	32,8 06	-	32,8 06	22,0 09,6 57
Othe iona l inc erat r op ome	512 ,856	44,5 40	(1,8 61,4 53)	(1,3 57) 04,0	200 ,882	143 ,371	-	831 ,054	5,30 1,17 8	19,8 77	47,2 61	248 ,498	59,3 83	28,1 35	,154 403	170 ,982	1,00 1,19 3	5 1,17 2,17	6,58 1,44 0
	12,1 97,6 31	45,2 20	(1,8 61,4 53)	10,3 81,3 98	1,03 8,44 1	1,34 4,05 4	-	831 ,054	3,21 3,55 0	590 ,925	8,48 3,09 2	16,8 06,9 16	2,86 9,03 5	28,1 35	28,7 78,1 02	203 ,788	1,00 1,19 3	1,20 4,98 1	43,5 78,0 31
Inter t inc -seg men ome	468 ,386	759 ,563			78,9 21	1,11 7,56 0	-			-	1,47 4	221 ,690	1,10 4,43 5			1,10 4,03 5
	12,6 66,0 17	804 ,784			1,11 7,36 2	2,46 1,61 4	-			590 ,925	8,48 4,56 6	17,0 28,6 06	3,97 3,46 9			1,30 7,82 2



Ope rati l ca sh- flow (EB ITDA ona	) ( 1,54 7) 3,80	17,8 41	-	(1,5 25,9 66)	(77, 534 )	915 ,517	(12, ) 319	-	825 ,664	(617 ) ,281	(51, ) 316	1,16 1,86 1	(154 ,451 )	-	338 ,814	(217 ,735 )	-	(217 ,735 )	(579 ) ,223

								31 M	arch 200 9
Pro fit & Los s A unt cco	Tou rism Ope ratio ns	Othe r	Adju stme nts	Tot al T ism our	Res tial Prop iden erty Dev elop t men	Othe al Esta r Re te A ts sse	Othe r	Adju stme nts	Tot al S C A ts sse	Atla ntic Ferr ies	Box Lin es	Self rio Gro up	Othe r	Adju stme nts	Tot al S d pre	Hold ing & Othe rs	Adju stme nts	al Hold Tot & Oth ing ers	Con sol idat ed
Ope ratio nal I nco me
Sale s	55,1 46,9 60	-	-	55,1 46,9 60	95,0 00	25,6 50	-	-	120 ,650	-	-	14,1 03,5 96	2,53 2,24 0	-	16,6 35,8 37	-	-	-	71,9 03,4 47
Serv ices dere d ren	7,86 2,47 9	286	-	7,86 2,76 5	65,5 46	681 ,347	1,00 6,21 2	-	1,75 3,10 5	831 ,097	9,47 7,54 2	2,87 0,64 6	1,30 4,89 9	-	14,4 84,1 84	46,4 65	-	46,4 65	24,1 46,5 19
Othe erat iona l inc r op ome	684 ,831	23,0 99	(1,3 21) 46,8	(638 ,891 )	77,4 06	197 ,804	38,6 31	867 ,253	1,18 1,09 4	21,1 82	19,6 72	927 ,902	109 ,975	88,0 49	1,16 6,78 2	31,8 09	399 ,202	431 ,011	2,13 9,99 5
	63,6 94,2 70	23,3 85	(1,3 46,8 21)	62,3 70,8 34	237 ,952	904 ,801	1,04 4,84 3	867 ,253	3,05 4,84 9	852 ,280	9,49 7,21 4	17,9 02,1 45	3,94 7,11 4	88,0 49	32,2 86,8 02	78,2 74	399 ,202	477 ,476	98,1 89,9 61
Inter t inc -seg men ome	263 ,418	718 ,913			113 ,967	-	-			-	12,1 12	245 ,752	43,3 52			501 ,600
	63,9 57,6 89	742 ,297			351 ,920	904 ,801	1,04 4,84 3			852 ,280	9,50 9,32 6	18,1 47,8 97	3,99 0,46 6			579 ,873



Ope rati l ca sh- flow (EB ITDA ona	) 2 2,98 6,75 3	28,9 69	-	23,0 15,7 22	(268 ,830 )	1,04 8,05 7	814 ,964	-	1,59 4,19 2	(316 ,936	) (114 ,160 )	1,30 4,52 4	(245 ,906 )	-	627 ,521	(944 ,927 )	-	(944 ,927 )	24,2 92,5 08

The contributionof the business segments to the balance sheets as at 31 March 2010 and 31 December 2009 can be detailed as follows:

31 Ma rch 20 10
Bal e S hee t anc	Tou rism Ope ratio ns	Oth er	Tot al T ism our	Res tial Pro iden ty Dev per elop t men	Oth er R eal Esta te A ts sse	Oth er	Tot al S C A ts sse	Atla ntic Fer ries	Box Lin es	Self rio Gro up	Oth er	Tot al S d pre	Hol din g & Ot her s	Co lida ted nso
Fixe d A ts T ible d In gibl tan sse ang an e	165 ,906 ,872	1,0 81, 569	166 ,988 ,440	4,0 09, 094	75, 614 ,948	-	79, 624 ,042	27, 118 ,770	470 ,977	779 ,727	8,6 26, 786	36, 996 ,26 0	133 ,91 1	283 ,742 ,653
Inve stm ent s	638 ,125	217 ,143	855 ,26 8	-	-	19, 545 ,435	19,5 45, 435	-	-	-	1,3 41, 633	1,34 1,63 3	48, 591 ,524	70, 333 ,86 0
Tot al A ts sse	343 ,253 ,722	2,8 43, 343	346 ,097 ,064	49, 147 ,170	132 ,67 9,5 86	27, 187 ,11 8	209 ,013 ,875	28, 936 ,359	11, 002 ,25	1 6 1,02 6,3 61	38, 148 ,01 1	139 ,112 ,982	59, 366 ,559	753 ,59 0,4 80
Tot al L iab iliti es	79, 709 ,30 1	1,0 461 77,	80, 786 ,762	1,5 80, 580	6,4 95, 870	85, 233	8,1 61, 683	24, 112 ,082	7,5 02, 651	26, 958 ,655	13, 155 ,54 8	71, 728 ,93 6	253 ,776 ,115	414 ,453 ,496
Tec hni cal inv est nt me	534 ,58 0	1,6 73	536 ,252	33, 690	108 ,777	-	142 ,467	125 ,242	16, 603	112 ,543	10, 772	265 ,16 1	21, 581	965 ,46 1
Gro Deb t ss	3,8 59, 791	4,8 16	3,8 64, 607	-	1,2 02, 830	-	1,2 02, 830	22, 785 ,95 1	-	3,5 35, 176	7,2 90, 102	33, 611 ,22 8	249 ,205 ,37 9	287 ,884 ,044
Net De bt	3,5 51, 766	(13 59) 3,7	3,4 18,0 07	(50 44) 9,7	1,1 71, 132	(17 27) 8,7	482 ,662	22, 726 ,12 1	(37 8) 1,88	1,5 80, 843	6,9 12, 166	30, 847 ,243	249 ,005 ,34 0	283 ,753 ,252

31 Dec ber 20 09 em
Bal e S hee t anc	Tou rism Ope ratio ns	Oth er	Tot al T ism our	Res tial Pro iden ty Dev per elop t men	eal Esta Oth er R te A ts sse	Oth er	Tot al S C A ts sse	Atla ntic Fer ries	Box Lin es	Self rio Gro up	Oth er	Tot al S d pre	& O Hold ing the rs	Co lida ted nso
Fixe d A ts T ible d In tan gibl sse ang an e	171 ,729 ,968	1,1 35, 349	172 ,865 ,317	4,0 27, 789	76, 240 ,434	-	80, 268 ,223	27, 412 ,937	516 ,419	716 ,407	9,5 11,8 95	38, 157 ,65 8	130 ,262	291 ,42 1,45 9
Inve stm ent s	635 ,044	18, 774 ,078	19,4 09, 122	-	-	1,0 23, 043	1,02 3,0 43	-	-	-	2,8 37, 146	2,8 37, 146	48, 568 ,562	71, 837 ,873
Tot al A ts sse	346 ,029 ,236	21, 308 ,965	367 ,338 ,200	49, 167 ,57 1	132 ,917 ,29 9	8,3 17,3 46	190 ,402 ,216	28, 864 ,424	11, 585 ,908	67, 088 ,927	42, 468 ,00 9	150 ,007 ,268	62, 019 ,044	769 ,76 6,7 28
iab iliti Tot al L es	87, 025 ,266	1,3 70, 961	88, 396 ,226	932 ,235	6,5 80, 072	40, 187	7,5 52, 494	24, 710 ,190	8,2 73, 747	31, 209 ,368	16, 463 ,992	80, 657 ,29 6	248 ,22 1,32 2	424 ,827 ,33 9
Tec hni cal inv est nt me	17, 480 ,127	73, 688	17, 553 ,814	37, 346	1,2 87, 813	25, 172 ,63 1	26, 497 ,79 0	1,2 80, 047	292 ,71 0	132 ,270	674 ,605	2,3 79, 633	135 ,300	46, 566 ,537
Gro Deb t ss	3,9 23, 482	23, 642	3,9 47, 124	-	1,3 57, 560	-	1,3 57, 560	23, 107 ,644	-	3,5 03, 360	7,7 04, 367	34, 315 ,37 1	241 ,103 ,022	280 ,723 ,077
Net De bt	3,5 37, 891	10, 033	3,5 47, 924	(50 5,5 01)	1,3 31, 431	(17 ,282 )	808 ,648	23, 054 ,952	(23 3,5 32)	2,4 09, 031	7,6 46, 250	32, 876 ,70 1	240 ,684 ,524	277 ,91 7,7 97

Net debt of the Holding can be analysed as follows:

	31 March 2010
Inflows
Gross bank debt	249,205,378
Cash and cash equivalents	200,039
Net bank debt	249,005,339
Sonae Turismo	-
SC Asssets	-
Spred	-
Intercompany ST loans obtained	-
Total inflows	249,005,339
Outflows
Sonae Turismo	171,229,562
SC Asssets	173,066,634
Spred	14,952,050
Intercompany ST loans granted	359,248,246

30. APPROVAL OF THE FINANCIAL STATEMENTS

These consolidated financial statements were approved by the Board of Directors and authorized for issue on 20 May 2010.

The Board of Directors

INDIVIDUAL FINANCIAL STATEMENTS 31 MARCH 2010

(Translation from the Portuguese Original)

INDIVIDUAL BALANCE SHEETS AS AT 31 MARCH 2010 AND 31 DECEMBER 2009

(Translation of the individual financial statements originally issued in Portuguese)

(Amounts expressed in euro)

ASSETS		Notes	31 March 2010	31 December 2009
NON CURRENT ASSETS:
Tangible assets			1,982	2,643
Investments		4	542,139,453	382,639,453
Deferred tax assets			8,342	-
Other non current assets		5	344,249,300	343,547,500
	Total Non Current Assets		886,399,077	726,189,596
CURRENT ASSETS:
Other current assets		6	19,715,053	12,860,560
Cash and cash equivalents		7	71,368	55,597
	Total Current Assets		19,786,421	12,916,157
TOTAL ASSETS			906,185,498	739,105,753
	EQUITY AND LIABILITIES

EQUITY:
Share Capital		8	250,000,000	250,000,000
Translation and Fair Value Reserves Other reserves		9	- 132,638,253	- 132,638,253
Retained earnings			162,972,757	(849,780)
Profit / (Loss) for the period			(38,860)	163,822,537
TOTAL EQUITY			545,572,150	545,611,010
LIABILITIES:
NON CURRENT LIABILITIES:
Bank loans		10	104,253,952	102,750,107
Bonds		10	49,899,368	49,884,766
Other non current liabilities			78,928	140,821
Deferred tax liabilities			36,670	41,282
	Total Non Current Liabilities		154,268,918	152,816,976
CURRENT LIABILITIES
Trade accounts payable			33,019	54,384
Bank overdrafts		10	44,802,600	39,100,000
Other creditors		11	159,352,340	2,350
Other current liabilities		12	2,156,471	1,521,033
	Total Current Liabilities		206,344,430	40,677,767
TOTAL EQUITY AND LIABILITIES			906,185,498	739,105,753

The accompanying notes are an integral part of these financial statements

INDIVIDUAL INCOME STATEMENTS BY NATURE

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Translation of the individual financial statements originally issued in Portuguese)

(Amounts expressed in euro)

	Notes	31 March 2010	31 March 2009
Operational income
Other operational income		12,987	7,091
Total operational income		12,987	7,091
Operational expenses
External supplies and services	13	(58,642)	(234,301)
Staff costs	14	(311,641)	(149,114)
Depreciation and amortisation		(661)	(660)
Other operational expenses		(61,678)	(39,951)
Total operational expenses		(432,622)	(424,027)
Operational profit/(loss)		(419,635)	(416,936)
Financial income	15	2,842,699	1,810,984
Financial expenses	15	(2,474,877)	(1,816,611)
Net financial income/(expenses)		367,822	(5,627)
Investment income		-	162,500,000
Profit/(loss) before taxation		(51,813)	162,077,436
Taxation	16	12,953	104,947
Profit/(loss) for the period		(38,860)	162,182,383
Profit/(loss) per share
Basic	17	(0.000155)	0.648730

The accompanying notes are an integral part of these financial statements

INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Translation of the individual financial statements originally issued in Portuguese)

(Amounts expressed in euro)

	31 March 2010	31 March 2009
Net profit for the period	(38,860)	162,182,384
Exchange differences arising from translating foreign operations	-	-
Share of other comprehensive income of associated undertakings and joint ventures
accounted for by the equity method	-	-
Change in the fair value of assets available for sale	-	-
Change in the fair value of cash flow hedging derivatives	-	151,553
Gains on property revaluations	-	-
Income tax relating to components of other comprehensive income	-	-
Other comprehensive income for the period	-	151,553
Total comprehensive income for the period	(38,860)	162,333,937

The accompanying notes are an integral part of these financial statements

INDIVIDUAL STATEMENTS OF CHANGES IN EQUITY

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Translation of the individual financial statements originally issued in Portuguese)

(Amounts expressed in euro)

	Sha re Cap ital	Ow n Sha res	Leg al Res erve	Tra nsla tion Res erve	Fai r Va lue Res erve	Hed ging Res erve	Oth er Res erve s	Ret aine d Ear ning s	Sub tot al	Net fit / (lo ss) pro	Tot al E quit y
Bal 1 J 200 9 s at anc e a anu ary	250 ,000 ,000	-	-	-	(30 4,7 49)	-	132 ,638 ,253	(1,5 09)	132 ,33 1,99 5	(84 8,2 71)	381 ,483 ,724
Tot al c hen sive inc e fo r th erio d om pre om e p	-	-	-	-	151 ,553	-	-	-	151 ,553	162 ,182 ,384	162 ,333 ,937
of p rofit App riat ion rop s: Tra nsfe r to leg al r and ret aine d e ings ese rve arn Divi den ds dist ribu ted Acq uisi tion /(di sal) of sh spo own are s	- - -	- - -	- - -	- - -	- - -	- - -	- - -	(84 8,2 71) - -	(84 8,2 71) - -	848 ,27 1 - -	- - -
Oth ers	-	-	-	-	-	-	-	-	-	-	-
Bal s at 31 Ma rch 200 9 anc e a	250 ,000 ,000	-	-	-	(15 96) 3,1	-	132 ,638 ,253	(84 80) 9,7	131 ,635 ,277	162 ,182 ,384	543 ,817 ,66 1
Bal 1 J 201 0 s at anc e a anu ary	250 ,000 ,000	-	-	-	-	-	132 ,638 ,253	(84 9,7 80)	131 ,788 ,473	163 ,822 ,537	545 ,61 1,0 10
Tot al c hen sive inc e fo r th erio d om pre om e p	-	-	-	-	-	-	-	-	-	(38 ,860 )	(38 ,860 )
App riat ion of p rofit rop s: nsfe Tra r to leg al r and ret aine d e ings ese rve arn Divi den ds dist ribu ted Acq uisi tion /(di sal) of sh spo own are s	- - -	- - -	- - -	- - -	- - -	- - -	- - -	163 ,822 ,537 - -	163 ,822 ,537 - -	(16 ) 3,8 22, 537 - -	- - -
Oth ers	-	-	-	-	-	-	-	-	-	-	-
Bal Ma rch s at 31 201 0 anc e a	250 ,000 ,000	-	-	-	-	-	132 ,638 ,253	162 ,972 ,757	295 ,61 1,0 10	(38 ) ,860	545 ,572 ,150

The accompanying notes are an integral part of these financial statements

INDIVIDUAL CASH FLOW STATEMENTS

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Translation of the individual financial statements originally issued in Portuguese)

(Amounts expressed in euro)

	31 March 2010	31 March 2009
OPERATING ACTIVITIES
Cash paid to trade creditors	86,467	273,322
Cash paid to employees	170,461	163,658
Cash flow generated by operations	(256,928)	(436,980)
Income taxes (paid)/received	501	504
Other cash receipts/(payments) relating to operating activities	90,083	(68,746)
Net cash flow from operating activities [1]	(167,346)	(506,230)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Interest and similar income	6,120,870	3,672,243
Dividends	-	-
	6,120,870	3,672,243
Cash payments arising from:
Investments	159,500,000	-
Tangible assets	-	-
Loans granted	11,115,184	5,046,700
	(170,615,184)	(5,046,700)
Net cash flow from investment activities [2]	(164,494,314)	(1,374,456)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained	166,554,564	2,186,000
	166,554,564	2,186,000
Cash Payments arising from:
Interest and similar costs	1,877,133	322,608
Loans obtained	-	-
	(1,877,133)	(322,608)
Net cash flow from financing activities [3]	164,677,431	1,863,392
Net increase/(decrease) in cash and cash equivalents [4] = [1]+[2]+[3]	15,771	(17,294)
Cash and cash equivalents at the beginning of the period	55,597	25,516
Cash and cash equivalents at the end of the period	71,368	8,222

The accompanying notes are an integral part of these financial statements

NOTES TO THE INDIVIDUAL FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Translation of the individual financial statements originally issued in Portuguese)

(Amounts expressed in euro)

1. INTRODUCTION

Sonae Capital, SGPS, SA ("the Company" or "Sonae Capital") whose registered office is at Lugar do Espido, Via Norte, Apartado 3053, 4471‐907 Maia, Portugal, was set up on 14 December 2007 by public deed, following the demerger from Sonae, SGPS, SA of the whole of the shareholding in the company formerly named Sonae Capital, SGPS, SA, now named SC, SGPS, SA, in compliance with paragraph a) of article 118 of the Commercial Companies Code.

The Company's financial statements are presented as required by the Commercial Companies Code. According to Decree‐Law 35/2005 of 17 February 2007, the Company's financial statements have been prepared in accordance with International Financial Reporting Standards.

2. BASIS OF PREPARATION

Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".

3. PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted are consistent with those followed in the preparation of annual financial statements for the year ended 31 December 2009.

4. INVESTMENTS

As at 31 March 2010 and 31 December 2009 Investments are detailed as follows:

	31 Ma rch 2010	31 Decembe r 2009
Inves tments in a ffilia ted and a s s ocia ted unde rtakings	542,138,253	382,638,253
Inves tments in othe r compa nies (Sonae RE ‐ 0.04%)	1,200	1,200
	542,139,453	382,639,453

4.1 Investments in affiliated and associated undertakings

As at 31 March 2010 and 31 December 2009, the detail of Investments in Affiliated and Associated Companies is as shown in the table below.

Investments carried at cost correspond to those in unlisted companies and for which a fair value cannot be reliably estimated.

	31 Ma rch 2010				31 December 2009
Compa ny	% Held	Fair Value	Book Value	Fai r Value Reserve	%	Fai r Held Value	Book Value	Fair Value Rese rve
SC, SGPS, SA	100.00%	‐	382,638,253	‐	100.00%	‐	382,638,253	‐
Spred, SGPS SA	54.05%	‐	40,000,000	‐	‐	‐	‐	‐
SC As se ts, SGPS, SA	76.64%	‐	82,000,000	‐	‐	‐	‐	‐
Sonae Turi smo, SGPS SA	23.08%	‐	37,500,000	‐	‐	‐	‐	‐
Total		‐	542,138,253	‐		‐	382,638,253	‐

5. OTHER NON CURRENT ASSETS

As at 31 March 2010 and 31 December 2009 Other Non Current Assets are detailed as follows:

	31 Ma rch 2010	31 Decembe r 2009
Loans granted to group companies:
SC, SGPS, SA	308,160,500	343,547,500
SC As sets, SGPS, SA	36,088,800	‐
	344,249,300	343,547,500

These assets were not due or impaired as at 31 March 2010. The fair value of loans granted to Group companies is basically the same as their book value.

6. OTHER CURRENT ASSETS

As at 31 March 2010 and 31 December 2009 Other Current Assets can be detailed as follows:

	31 March 2010	31 December 2009
Group companies - Short term loans:
Change, SGPS, SA	2,064,000	2,052,000
SC, SGPS, SA		3,862,000
SC Assets, SGPS, SA	14,263,384
Group companies - Interest:
SC, SGPS, SA		5,945,846
Income tax withheld	212,738	212,237
Other Debtors		2,632
Accrued income	2,680,749	9,063
Deferred costs	494,182	776,782
	19,715,053	12,860,560

7. CASH AND CASH EQUIVALENTS

As at 31 March 2010 and 31 December 2009 Cash and Cash Equivalents can be detailed as follows:

	31 March 2010	31 December 2009
Cash	1,003	1,003
Bank deposits	70,365	54,594
Cash and cash equivalents in the balance sheet	71,368	55,597

Bank overdrafts

Cash and cash equivalents in the cash flow statement	71,368	55,597

8. SHARE CAPITAL

As at 31 March 2010 Share Capital consisted of 250,000,000 ordinary shares of 1 euro each.

9. OTHER RESERVES

As at 31 March 2010, the caption Other Reserves relates to the overall value of the demerger reserve (Note 1), and corresponds to the difference between the book value of the shareholding in SC, SGPS, SA (382,638,253 Euro) which was spun off from Sonae, SGPS, SA to the Company, and the value of the share capital of the Company (250,000,000 Euro).

10. LOANS

As at 31 March 2010 and 31 December 2009 this caption included the following loans:

	31 Ma rch 2010	31 December 2009
Bank loans ‐ Comme rcial paper	104,300,000	102,800,000
Up‐front fees not yet cha rged to income s ta tement	(46,048)	(49,893)
Bank loans ‐ non current	104,253,952	102,750,107
Nominal value of bonds	50,000,000	50,000,000
Up‐front fees not yet cha rged to income s ta tement	(100,632)	(115,234)
Bond Loans	49,899,368	49,884,766
Non‐current loa ns	154,153,320	152,634,873

Bank loans ‐ Comme rcial paper	44,802,600	39,100,000
Current bank loa ns	44,802,600	39,100,000

Bonds Sonae Capital 2007/2012 1st Bond issue, amounting to 20,000,000 euro, repayable after 5 years, in one instalment, on 31 December 2012, except if total or partial early repayment occurs, which can happen on 31 December 2010.

Bonds Sonae Capital 2007/2012 2nd Bond issue, amounting to 30,000,000 euro, repayable after 5 years, in one instalment, on 31 December 2012.

These bond issues pay interest every six months at Euribor six month interest rates plus spreads which vary between 0.50% and 0.60%.

Bonds totalling 20,000,000 euro are included in the financial statements based on their full lives, although prior call/put options exist. In the case of early repayment, it is considered that the borrowing could be refinanced on a similar basis and the borrowing structure maintained.

The caption Non Current Bank Loans, relates to amounts issued under four Commercial Paper Programmes with guaranteed subscription, one of which launched on 14 March 2008 with the maximum amount of 30,000,000 euro and valid for a period of 5 years, and three other launched on 26 and 28 August 2009 with the maximum amount of 36,600,000 euro each and valid for a period of 2 years.

The caption Current Bank Loans includes two issues of commercial paper programmes. One, with a maximum limit of 60,000,000 euro, without subscription guarantee, launched on 28 March 2008, valid for a ten year period, which may be extended at the option of the Company, and another, with a maximum limit of 15,000,000 euro, with subscription guarantee, launched on 22 December 2008, valid for one year period, extendable for two annual periods, which may not be renewed at the discretion of both parties.

The above loans are not guaranteed, and their fair value is considered to be close to their book value, in view of the fact that interest payable on them is at variable market rates.

There are no Derivatives.

11. OTHER CREDITORS

As at 31 March 2010 and 31 December 2009, these captions were made up as follows:

	31 Ma rch 2010	31 Decembe r 2009
Othe r credi tors
Group compa nies ‐ Short te rm loans:
SC , SGPS, SA	159,351,964	‐
Othe r credi tors	376	2,350
	159,352,340	2,350

Loans obtained from group companies bear interest at market rates and are repayable within one year.

12. OTHER CURRENT LIABILITIES

As at 31 March 2010 and 31 December 2009, these captions were made up as follows:

	31 Ma rch 2010	31 December 2009
Othe r current liabili ties
Taxes payable	255,534	185,865
Accrual s:
Sta ff cos ts	336,255	344,130
Interes t paya ble	1,557,030	977,733
Other accrual s	4,018	6,947
De fe rred income	3,633	6,358
	2,156,471	1,521,033

13. EXTERNAL SUPPLIES AND SERVICES

As at 31 March 2010 and 31 March 2009, External Supplies and Services can be detailed as follows:

	31 Ma rch 2010	31 Ma rch 2009
Ope ra tional rents	16,672	3,459
Ins ura nce cos ts	14,746	15,918
Travelling expenses	13,594	13,559
Fees	‐	‐
Services obtained	7,935	198,014
Othe r servi ces	5,695	3,351
	58,642	234,301

14. STAFF COSTS

As at 31 March 2010 and 31 March 2009, Staff Costs are made up as follows:

	31 Ma rch 2010	31 Ma rch 2009
Gove rning bodies' remune ra tions	282,599	127,150
Social securi ty contributions	23,255	20,304
Othe r s ta ff cos ts	5,787	1,660
	311,641	149,114

15. NET FINANCIAL EXPENSES

As at 31 March 2010 and 31 March 2009, Net Financial Expenses can be detailed as follows:

	31 Ma rch 2010	31 Ma rch 2009
Inte res t paya ble and similar expenses
Inte res t a ri si ng from:
Bank loans	(905,434)	(624,352)
Bonds	(194,125)	(381,597)
Othe r	(793,495)	(729,166)
Othe r fina ncial expenses	(581,823)	(81,496)
	(2,474,877)	(1,816,611)
Inte res t receivable and similar income
Inte res t income	2,842,699	1,810,984
	2,842,699	1,810,984

Net financial expenses	367,822	(5,627)

16. TAXATION

As at 31 March 2010 and 31 March 2009, Taxation is made up as follows:

	31 Ma rch 2010	31 Ma rch 2009
	Total	Total

Current tax	‐	(462)
De fe rred tax	12,953	105,409
	12,953	104,947

17. EARNINGS PER SHARE

Earnings per share for the periods ended 31 March 2010 and 2009 were calculated taking into consideration the following amounts:

	31 Ma rch 2010	31 Ma rch 2009
Net profit
Net profi t taken i nto conside ra tion to calcula te basic
ea rni ngs per s ha re (Net profi t for the pe riod )	(38,860)	162,182,384
Effect of dil utive potential s ha res	‐	‐
Net profi t taken i nto conside ra tion to calcula te
diluted ea rnings per s ha re	(38,860)	162,182,384

Number of shares
Weighted average number of s ha res used to calcula te
basic ea rnings per s ha re	250,000,000	250,000,000

Weighted average number of s ha res used to calcula te
diluted ea rnings per s ha re	250,000,000	250,000,000

Earnings per share (basic and diluted)	(0.000155)	0.648730

18. APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying financial statements were approved by the Board of Directors and authorized for issue on 20 May 2010.

19. INFORMATION REQUIRED BY LAW

Decree‐Law nr 318/94 art 5 nr 4

In the quarter ended 31 March 2010 shareholders' loan contracts were entered into with the following companies:

SC, SGPS, SA
SC Assets, SGPS, SA

In the quarter ended 31 March 2010 short‐term loan contracts were entered into with the following companies:

SC, SGPS, SA
SC Assets, SGPS, SA

As at 31 March 2010 amounts owed by affiliated companies can be summarized as follows:

Loans gra nted

Compa nies	Closing Balance
SC, SGPS, SA	308,160,500
Cha nge, SGPS, SA	2,064,000
SC As se ts, SGPS, SA	50,352,184
	360,576,684

As at 31 March 2010 amounts owed to affiliated companies can be summarized as follows:

Loans obtained

Compa nies	Closing Balance
SC, SGPS, SA	159,351,964
	159,351,964

AI Terminal

Samba Digital SGPS S.A

6003_10-q_2010-05-27_d83f90b3-6f6c-4522-91e1-dd6a931f8c42.pdf

REPORT AND ACCOUNTS 31 MARCH 2010

Index

I. Report of the Board of Directors

II. Consolidated Financial Statements 16

REPORT OF THE BOARD OF DIRECTORS 31 MARCH 2010

Report of the Board of Directors 31 March 2010

Disclaimer:

1. Executive Summary

2. Selected Main Events

3. Consolidated Financial Statements Review

Notes:

3.1. Consolidated Profit and Loss Statement

3.2 Consolidated Balance Sheet

4. Appendix

4.1. Contributions Per Business Area

4.2. Operational Data

Sales data troiaresort sales information as at 19 May 2010

5. Share Price Performance

Glossary

CONSOLIDATED FINANCIAL STATEMENTS 31 MARCH 2010

CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2010 AND 31 DECEMBER 2009

CONSOLIDATED INCOME STATEMENTS BY NATURE

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Amounts expressed in euro)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Amounts expressed in euro)

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Amounts expressed in euro)

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Amounts expressed in euro)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED 31 MARCH 2010

(Translation of the consolidated financial statements originally issued in Portuguese)

(Amounts expressed in euro)

1. INTRODUCTION

2. MAIN ACCOUNTING POLICIES

Basis of preparation

3. CHANGES IN ACCOUNTING POLICIES

4. GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS

5. INVESTMENTS IN ASSOCIATED AND JOINTLY CONTROLLED COMPANIES

6. GROUP COMPANIES, JOINTLY CONTROLLED COMPANIES AND ASSOCIATED COMPANIES EXCLUDED FROM CONSOLIDATION AND INVESTMENTS HELD FOR SALE

7. CHANGES TO THE CONSOLIDATION PERIMETER

8. TANGIBLE AND INTANGIBLE FIXED ASSETS

9. GOODWILL

10. INVESTMENTS

11. OTHER NON CURRENT ASSETS

12. STOCKS

13. TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

14. DEFFERRED TAXES

15. CASH AND CASH EQUIVALENTS

16. SHARE CAPITAL

17. NON‐CONTROLLING INTERESTS

18. BORROWINGS

As at 31 March 2010 and 31 December 2009, Borrowings are made up as follows:

19. DERIVATIVES

Interest rate derivatives

Fair value of derivatives

20. OTHER NON CURRENT LIABILITIES

21. SHARE‐BASED PAYMENTS

22. TRADE ACCOUNTS PAYABLE AND OTHER CURRENT LIABILITIES

23. PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

24. CONTINGENT ASSETS AND LIABILITIES

25. RELATED PARTIES

26. TAXATION

27. RECONCILIATION OF CONSOLIDATED NET PROFIT

28. EARNINGS PER SHARE

29. SEGMENT INFORMATION

Net debt of the Holding can be analysed as follows:

30. APPROVAL OF THE FINANCIAL STATEMENTS

INDIVIDUAL FINANCIAL STATEMENTS 31 MARCH 2010

INDIVIDUAL BALANCE SHEETS AS AT 31 MARCH 2010 AND 31 DECEMBER 2009

(Amounts expressed in euro)

INDIVIDUAL INCOME STATEMENTS BY NATURE

FOR THE THREE MONTHS ENDED 31 MARCH 2010 AND 2009

(Translation of the individual financial statements originally issued in Portuguese)