Sonae SGPS

Quarterly Report • May 31, 2011

1HIGHLIGHTS

Steady activity and growth in market share

• turnover totalled 1.309¹ million Euro in the 1st quarter of 2011 late Easter callender penalised the evolution of turnover in the quarter, but activity was already increasing by more than 1% over the first 4 months of the year
• market shares gains in retail formats

Increase in profitability

• recurrent EBITDA margin increased 0,2 p.p.to 9,5%
• Group net income increased to 12 million Euro

Strengthening of financial structure

• net debt reduced by 279 million Euro when compared to the previous year
• continuous strengthening of the quality of the capital structure

"The first quarter of 2011 has shown a very sharp decline in private consumption on the Iberian Peninsula, which was particularly pronounced in the discretionary market segments. Our businesses have on the whole stood up very well, having gained market share and optimised the respective cost structures. Nevertheless, the negative impact of the specialized retail comparable store universe performance was not negligible, and reduced the growth dynamic of the Group´s retail units to 2% in the first four months of the year.

Many uncertainties remain with regard to the austerity measures and consequent impacts on consumer behaviour. We remain confident that we will continue to grow, reduce the levels of financial debt and fulfil our medium and long term strategic guidelines, which privilege, amongst others, the strengthening of the Group´s international component."

Paulo Azevedo Sonae CEO

¹ The analysis excludes the sales relative to the petrol stations (as during 2Q10 Sonae transferred the operation of 8 petrol stations to a third party), and incorporates the restatement of Geostar´s 2010 consolidated turnover, taking into account the analysis of the sector practice. Please refer to the corresponding methodological note at the end of the press release.

2OVERALL PERFORMANCE

Consolidated profit & loss account Million euros
	1Q10	1Q11	Var
Turnover2	1.344	1.316	-2%
Turnover (ex-fuel)2	1.307	1.309	0%
Recurrent EBITDA	125	125	0%
Recurrent EBITDA m argin	9,3%	9,5%	0,2 p.p
Non recurrent itens	3	13	-
EBITDA	128	138	7%
EBITDA m argin	9,5%	10,5%	0,9 p.p
EBIT	51	54	5%
Net financial activity	-26	-25	0%
Other itens	0	-3	-
EBT	25	26	1%
Taxes	-8	-2	80%
Direct results	18	24	35%
Group share	9	14	52%
Indirect results	-7	0	96%
Group share	-3	-2	40%
Net incom e	11	24	117%
Group share	6	12	106%
Net invested capital

Million euros

	1Q10	4Q10	1Q11
Invested capital	4.927	4.714	4.882
Investm ent properties(1)	1.773	1.778	1.729
Technical investm ent(2)	3.213	3.191	3.130
Financial investm ent	48	35	35
Goodwill	747	741	741
W orking capital	-855	-1.032	-753
Total shareholders funds	1.645	1.862	1.878
Total net debt(3)	3.282	2.852	3.004
Net debt over invested capital	67%	61%	62%

(1) Includes shopping centres accounted for as financial investments in the balance sheet; (2) includes available for sale assets; (3) Financialnet debt +net shareholderloans.

• Within a weak Iberian economic environment and in a context of external pre-intervention in Portugal (which strongly penalises family consumption), Sonae´s quarterly turnover was maintained at 1.309 M€² . The comparison with the previous year is technically penalised by the late Easter period and the relative lag in the retail segments promotional calendar. Within this context, Sonae registered market share gains in its main business areas, and the consolidated activity was already increasing by more than 1% over the first 4 months of the year.
• Still in the 1st quarter of the year, the recurrent EBITDA amounted to 125 M€, representing 9,5% of overall turnover (+ 0,2 p.p.). This figure includes the general improvement of the businesses contributions but, as anticipated, is penalised by the investment in developing Sonae SR´s international operation.
• Direct net income totalled 24 M€ (+35%), benefiting from the good performance of the businesses as well as 13 M€ mainly associated with one-off gains generated from asset sales operations. In the same period, the indirect result relative to the shopping centres portfolio was nil, comparing positively with the previous year (-7 M€). Thus, net income totalled 24 M€, with the respective Group share reaching 12 M€ and increasing versus the same quarter LY.
• The investment for the quarter amounted to 70 M€. It was mainly allocated to the development of the Group´s international operations and the remodelling and maintenance of assets in Portugal.
• As at 31st March, total net debt amounted to 3.004 M€. The Company possesses a solid financial structure, with its debt decreasing sustainably and representing today 62% of invested capital (67% one year ago).

² The analysis excludes the sales relative to the petrol stations (as during 2Q10 Sonae transferred the operation of 8 petrol stations to a third party), and incorporates the re-statement of Geostar´s 2010 consolidated turnover, taking into account the analysis of the sector practice.

3TURNOVER

Turnover

Million euros
	1Q10	1Q11	Var
Turnover3	1.344	1.316	-28
3 Turnover (ex-fuel)	1.307	1.309	2
Sonae MC	735	736	1
Sonae SR	274	276	2
Sonae RP	32	31	-2
Sonae Sierra	49	50	2
Sonaecom	223	216	-7
Investm ent m anagem ent	31	33	2
Elim inations & adjustm ents	-37	-33	4
Petrol stations	37	7	-30

In the 1st quarter 2011, Sonae maintained a turnover of 1.309 M€³ . The main contributors were as follows:

• Sonae MC with 736 M€ (+1 M€). This figure incorporates an evolution of -2% on a comparable store universe basis, in light of the negative Portuguese private consumer performance, but is essentially penalised by the calendar effect associated with a late Easter and the relative lag in the promotional cycle. At the end of April, overcome the previously mentioned seasonal effects, accumulated L4L already surpassed 1%, with categories such Perishables and FMCG standing out at +2%. Once again Sonae MC strengthened its market leadership (+1 p.p. market share) 4 , with an important contribution from its private labels and saver labels portfolio – which today counts around 3.500 SKU´s and a representativeness close to 30% of the relevant categories sales.
• Sonae SR with 276 M€ (+ 2M€). This progression is penalised by the -11% evolution of the comparable store universe, in light of the significant decrease witnessed in the base markets and the previously mentioned calendar effect. Nevertheless this performance is worth highlighting, given that it is above market average and results in market share gains⁵ .
• Sonae Sierra with 50 M€ (+2 M€). In a negative consumption environment in overall Europe, Sonae Sierra demonstrated the quality of its assets by strengthening average occupation rates to 97% and increasing the volume of overall income from the shopping centres under control - with particular highlight to the contribution made by the Brazilian operation.
• Sonaecom with 216 M€ (-7 M€). This figure translates as a reduction of 3%, as the increase in revenues from the mobile segment and SSI services did not completely compensate the reduction in product sales (very much associated with the end of the e-initiatives programme) and decrease in mobile termination rates.

See previous note

⁴ As per A.C. Nielsen´s most recent Homescan figures 5

As per the sector´s most relevant sources

4RECURRENT EBITDA

Recurrent EBITDA

Million euros
	1Q10	1Q11	Var
Sonae	125	125	0%
Sonae MC	22	29	28%
Sonae SR	0	-11	-
Sonae RP	29	28	-2%
Sonae Sierra	24	23	-1%
Sonaecom	48	50	4%
Investm ent m anagem ent	0	1	257%
Elim inations & adjustm ents	2	5	-

Recurrent EBITDA

% of turnover
	1Q10	1Q11	Var
Sonae	9,3%	9,5%	0,2 p.p
Sonae MC	3,1%	3,9%	0,8 p.p
Sonae SR	0,1%	-3,9%	-4,0 p.p
Sonae RP	88,7%	91,3%	2,6 p.p
Sonae Sierra	48,5%	46,4%	-2,1 p.p
Sonaecom	21,5%	23,2%	1,6 p.p
Investm ent m anagem ent	0,9%	2,9%	2,1 p.p

In consolidated terms, the Group´s recurrent EBITDA reached 125 M€. This figure represents an increase of 0,2 p.p. in the profitability margin to 9,5%, and is sustained by the widespread implementation of projects to improve operating efficiency in all business areas. In this sense, worth highlighting are:

• Sonae MC with 29 M€, representing an increase of 0,8 p.p. in profitability to 3,9% of the respective turnover (+28%). Sonae MC strengthens its competitiveness in the quarter by combining rigorous cost control developments with supply chain optimisations (namely with regards to international sourcing and private labels) and greater levels of efficiency in the promotional campaigns supported by the client loyalty card.
• Sonae SR contribution totalled -11 M€, compared with nil the previous year. In Portugal, this referential reflects transitorily the impact of the negative performances of the universes of categories of these formats. Likewise it incorporates the investment required to constitute a significant position in the Spanish market.
• Sonae RP with 28 M€. This figure is slightly below that verified in the same period of the previous year (-1 M€), due to the reduction of the asset portfolio resulting from disposals which have since taken place.
• Sonae Sierra´s contribution to the Group´s consolidated results decreased slightly to 23 M€, and presented a profitability margin of 46,4%.
• Still in the same period, Sonaecom´s contribution totalled 50 M€, corresponding to a ratio over turnover of 23,2% (+ 1,6 p.p.). This figure represents a strengthening of the respective profitability resulting from cost structure optimisation.

5NET INCOME Consolidated direct incom e

Million euros
	1Q10	1Q11	Var
Recurrent EBITDA	125	125	0%
Recurrent EBITDA m argin	9,3%	9,5%	0,2 p.p
EBITDA	128	138	7%
EBITDA m argin	9,5%	10,5%	0,9 p.p
EBIT	51	54	5%
Net financial activity	-26	-25	0%
Other item s	0	-3	-
EBT	25	26	1%
Taxes	-8	-2	80%
Direct incom e	18	24	35%
Group share	9	14	52%
Indirect incom e

Million euros
	1Q10	1Q11	Var
Indirect incom e	-7	0	96%
Group share	-3	-2	40%
VCIDP(1)	-2	5	6
Other	0	-4	-4
Taxes	-1	-3	-1

(1) Value created on investment and development properties; includes one-off investments. Management figures details

• For the same period, EBITDA reached 138 M€. This figure represents an increase of 10 M€ in relation to the figure registered in the same period last year, and translates as an increase of 7% potentiated by the implementation of projects to improve the Group´s operating efficiency. Nevertheless, it is worth highlighting that this evolution is positively influenced by the consideration of a non-recurring gain of 13 M€ (+3 M€ in the previous year), largely resulting from Sonae RP´s sale of real estate assets, as previously communicated to the market.
• In the same quarter, depreciation and amortization costs stood at 84 M€ and financial expenses totalled 25 M€. This last figure was roughly in line with the same quarter of the previous year, by reflecting an inferior amount of debt but an increase in effective interest rates.
• The direct income for the period totalled 24 M€, increasing 35% against the 1st quarter of 2010.
• The indirect income relative to the shopping centre´s portfolio was nil, and compares positively with -7 M€ registered in the same period in 2010. Thus, net income reached 24 M€, with the amount attributable to the Group growing versus same quarter LY to 12 M€.

6INVESTED CAPITAL

1Q10	1Q11	% t(1)
98	70	5%
19	16	2%
20	17	6%
11	2	5%
21	10	19%
24	18	8%
1	4	12%
1	3	-
27	56	-

(1) Ratio over turnover

Net invested capital

Million euros

	1Q10	4Q10	1Q11
Invested capital	4.927	4.714	4.882
Investm ent properties	1.773	1.778	1.729
Technical investm ent	3.213	3.191	3.130
Financial investm ent	48	35	35
Goodwill	747	741	741
W orking capital	-855	-1.032	-753
Sonae MC	626	479	659
Sonae SR	387	337	458
Sonae RP	1.524	1.418	1.373
Sonae Sierra	1.574	1.577	1.500
Sonaecom	756	782	830
Investm ent m anagem ent	153	156	158

During the course of the first three months of 2011, Sonae carried out an overall investment of 70 M€. This meant that it was possible to:

• complete 6 new retail projects in Portugal, with recognizable value and very positive return expectations ;
• widen Sonae SR own store network presence in the Spanish market with the opening of 4.000 m2 sales area in the quarter – and thus proceed with an important avenue for international growth;
• selectively re-model a number of retail units, so as to ensure that they remain a reference in terms of modernity;
• continue with the active management of the attractiveness of Sonae Sierras current shopping centres and pursue new developments in Italy (Le Terraze) and Brazil (Uberlândia and Londrina);
• maintain Optimus´s high level of quality in mobile and fixed network as one of Sonaecom´s distinctive strategic assets;
• Still in this chapter, but without relevant impact on the quarter investment effort, during the first months of 2011 a number of Groups strategic initiatives were announced - namely with regards to internationalisation and within a capital light perspective. In particular a note on the partnership deal to develop a retail operation in Angola;
• As at 31st March, Sonae´s overall net capital employed was 4.882 M€. Sonae Sierra´s contribution to the referred invested capital amounted to 1.500 M€, corresponding to Sonae RP an overall asset portfolio of 1.373 M€.

7CAPITAL STRUCTURE

Net debt
Million euros
	1Q10	1Q11	Var
Net debt including shareholder loans	3.282	3.004	-279
Net debt over invested capital	67%	62%	-5,1 p.p
Net debt excluding shareholder loans	3.230	2.957	-272
Retail units	1.469	1.334	-135
Sonae Sierra	836	690	-146
Sonaecom	371	379	8
Investm ent m anagem ent	9	21	12
Holding & other	544	533	-11
Shareholder loans	53	47	-6
Capital structure Loan to value
1Q09 1Q10		1Q11
60%
50% 50%	46%
			42%
40%
30%
23%
20%	15%		15%
10%
Sonae Sierra Holding
0%
Capital structure
Debt to EBITDA
1Q10 1Q09		1Q11
5,0
4,4 4,5	4,0
4,0
3,5			3,1
2,6 3,0 2,1 2,5
2,0			1,9
1,5
1,0
Retail 0,5 Telecom
0,0

As at 31st March 2011, Sonae´s total net debt amounted to 3.004 M€, translating in a reduction of 279 M€ versus the previous year. This figure is all the more significant when valued from the first quarter of 2009 (around -600 M€), and in a context of strong international growth.

Sonae possesses an increasingly solid financial structure, without pressing refinancing requirements. Consolidated debt is sustainably decreasing and represents today 62% of the respective invested capital.

• At the end of March, net debt of the retail units totalled 1.334 M€, falling 135 M€ below the referential for the same period in 2010.This is the result of a combination between strong resilience in generating operating cash-flow with an investment strategy which tends to privilege asset rentals. It also benefits from the fulfilment of an important number of asset sale operations.
• Sonae Sierra´s net debt witnessed a 146 M€ decrease to 690 M€, namely benefitting from the sale of participations in the Mediterranean Cosmos, Plaza Éboli and El Rosal shopping centres. In the quarter, it also benefitted from the cash in-flow resulting from Sonae Sierra Brazil´s IPO operation. These operations together make it possible to maintain the development dynamic of the business, and permit the significant reduction of the Loan-to-Value indicator to 42% (against 46% in the same period last year).
• Sonaecom´s net debt momentarily increased to 379 M€, reflecting an extraordinary negative effect related to a 38 M€ VAT payment (already rectified in the 2nd quarter). Excluding this effect, the company´s financial debt would have decreased circa 30 M€, taking advantage of the Company´s free cash-flow active management during the course of the last months.

8CORPORATE INFORMATION

Outlook for 2011

Despite the extraordinary economic environment and uncertainty of the markets, Sonae remains confident in the robustness of its strategic guidelines which privilege strengthening of its business value propositions and international growth under a capital light context.

Nevertheless, the worsening of the circumstances in Portugal has lead us to anticipate a growing pressure on businesses sales and commercial margins over the course of the coming months. Therefore, and in order to sustain the solid profitability levels, the Group will proceed with several programs to potentiate productivity increases and working capital optimization. Likewise, Sonae will remain committed to guarantee acuity in investment allocation and continue to free-up invested capital in real-estate assets.

This will allow Sonae to continue to reduce its banking exposure and strengthen the solidity of its capital structure and, consequently, operate with tranquillity during this current environment of strong volatility in the capital markets.

Subsequent facts

On 15th April Sonae informed the market that it had celebrated a partnership deal for the joint development of a retail operation in Angola. The Project comprises the opening of a Continente hypermarket network, and is contextualized within the Group´s strategic framework as it offers a relevant international growth opportunity and facilitates diversifying investment styles.

Subsequently, on 16th May, Sonae announced the agreement in principle to a transaction involving the transfer of 8 consumer electronics stores in Spain. This operation is of particular importance since it significantly strengthens Sonae´s position in the Spanish market (especially with the Worten brand), and is consistent with the accelerated international growth strategy under a capital light framework.

Sonae provides additional operating and financial information in excel format Click here to be taken to the information directly or visit our website www.sonae.pt

Notes

The consolidated financial information contained in this report was prepared in accordance with International Financial Reporting Standards ("IFRS"), as adopted by the European Union. The financial information regarding quarterly figures was not audited.

In light of the IAS 18 clarification, the information pertaining to Geostar´s turnover now solely includes the component of services rendered and commissions earned. This methodological change implied the re-expression of historical financial figures with regards to turnover and costs, but does not imply any impact on the amount of cash-flow registered or balance sheet component.

Sonae consolidated turnover

Million euros
	1Q10	2Q10	3Q10	4Q10	FY10
As reported in 2010	1.358	1.418	1.509	1.628	5.914
According to the actual methodology	1.344	1.400	1.487	1.614	5.845

Glossary

ARPU	Average revenue per user
CAPEX	Investments in tangible and intangible assets, investment properties and acquisitions; Gross CAPEX, not including cash inflows from the sale of assets
Direct income	Direct income excludes contributions to indirect income
EBITDA	Turnover + other revenues -impairment reversal – negative goodwill- operating costs (based on direct net income) + provisions for warranties extensions + gain/losses from sales of companies; includes capital gains on the sale of shareholdings since 2008
EBITDA margin	EBITDA / Turnover
Eliminations & others	Intra-groups + consolidation adjustments + contributions from other companies not included in the identified segments
EOP	End of period
Free Cash Flow (FCF)	EBITDA – operating capex-change in working capital financial investments-financial results-income taxes
FMCG	Fast Moving Consumer Goods
Financial net debt	Total net debt excluding shareholders loans
Indirect income	Indirect Income includes Sierra's contributions net of taxes to the consolidated income statement, arising from: (i) investment property valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and; (iv) provision for assets at Risk; The data used for the analysis of indirect income was computed

	based on the proportional method for all companies owned by Sonae Sierra; for Sonae, the analysis was done using the consolidation method for each company, as stated in the consolidated financial accounts.
Net Invested capital	Total net debt + total shareholder funds
Investment properties	Shopping centres in operation owned by Sonae Sierra
Liquidity	Cash & equivalents + current investments
Like for Like sales	Sales made by stores that operated in both periods under the same conditions. Excludes stores opened, closed or which suffered major upgrade works in one of the periods
Loan to value Holding	Holding Net debt/ Investment Portfolio Gross Asset Value; gross asset value based on Market multiples, real estate NAV and market capitalization for listed companies
Loan to value shopping centres	Net debt / (investment properties + properties under Development)
Net asset value (NAV)	Open market value attributable to Sonae Sierra - net debt - minorities + deferred tax liabilities
Net debt	Bonds + bank loans + other loans + financial leases + shareholder loans – cash, bank deposits and current investments + other long term financial applications
Other income	Share of results of associated undertakings + dividends
Other loans	Bonds, leasing and derivatives
Open market value (OMV)	Fair value of properties in operation and under development (100%), provided by an independent entity
RoIC (Return on invested capital)	EBIT(12 months) /Net invested capital
ROE (return on Equity)	Total net income n (equity holders)/ Shareholders' Funds n-1 (equity holders)
Recurrent EBITDA	EBITDA excluding non-recurrent items, namely gains in sales of investments and other movements that distort comparability
Shopping Centre Services business	Asset management services + property management services
Technical investment	Tangible assets + intangible assets + other fixed assets – depreciations and amortizations
Value created on investment and development properties (VCIDP)	Increase (decrease) in the valuation of shopping centres in operation and under development; shopping centres under development are only included if a high degree of certainty concerning their conclusion and opening exists. Includes one-off investments.

Consolidated income statement

Consolidated profit & loss account (1) Million euros
	1Q10	1Q11	Var	Var
Direct result
Turnover	1.344	1.316	-28	-2%
Recurrent EBITDA (2)	125	125	0	0%
Recurrent EBITDA margin	9,3%	9,5%	-	0,2 p.p
EBITDA	128	138	10	7%
EBITDA margin	9,5%	10,5%	-	0,9 p.p
Provisions & impairments (3)	- 4	- 7	- 2	-58%
Depreciations & amortizations	-73	-77	- 4	-6%
EBIT	51	54	3	5%
Net financial activity	-26	-25	0	0%
Other itens (4)	0	- 3	- 3	-
EBT	25	26	0	1%
Taxes	- 8	- 2	6	80%
Direct results	18	24	6	35%
Group share	9	14	5	52%
Minority interests	9	10	2	18%
Indirect result
Indirect result (5)	-7	0	7	96%
Group share	- 3	- 2	1	40%
Minority interests	- 4	2	5	-
Net income
Net incom e	11	24	13	117%
Group share	6	12	6	106%
Minority interests	5	12	7	130%
(1) Quarterly numbers are unaudited; (2) EBITDA excluding extraordinary items; (3) Includes reversion o o f results o f associated undertakings + dividends; (5) Statutory numbers; for management purposes, Sonae uses the decomposition o			f impairments and negative goodwill; (4) share	f the Indirect

o f results o f associated undertakings ⁺ dividends; (5) Statutory numbers; for management purposes, Sonae uses the decomposition o f the Indirect result according to the notes to the consolidated financial statements.

Consolidated Balance Sheet

Balance sheet(1)
Million euros	1Q10	1Q11	Var	4Q10	Var
TOTAL ASSETS	7.455	7.433	-0,3%	7.552	-1,6%
Non current assets	6.033	5.952	-1,3%	6.046	-1,5%
Tangible and intangible assets	3.210	3.129	-2,5%	3.182	-1,7%
Goodwill	747	741	-0,8%	741	0,0%
Investment properties in operation	1.644	1.580	-3,9%	1.631	-3,1%
Investment properties under development	90	101	12,0%	102	-1,1%
Other investments	87	114	30,4%	113	0,3%
Deferred tax assets	233	232	-0,4%	221	5,2%
Others	21	55	163,8%	56	-0,8%
Current assets	1.423	1.481	4,1%	1.506	-1,7%
Stocks	622	650	4,5%	682	-4,8%
Trade debtors	189	149	-20,9%	187	-20,3%
Liquidity	176	279	58,6%	263	5,9%
Others(2) €	- 436	- 403 €	-7,6% €	- 374	-7,9%
SHAREHOLDERS' FUNDS	1.645	1.878	14,2%	1.862	0,9%
Equity holders	1.165	1.277	9,6%	1.337	-4,5%
Attributable to minority interests	480	602	25,3%	524	14,8%
LIABILITIES	5.810	5.555	-4,4%	5.690	-2,4%
Non-current liabilities	3.485	3.634	4,3%	3.455	5,2%
Bank loans	1.320	1.321	0,1%	1.128	17,1%
Other loans	1.564	1.690	8,0%	1.712	-1,3%
Deferred tax liabilities	329	378	14,7%	371	1,7%
Provisions	46	62	33,7%	63	-1,5%
Others	225	184	-17,9%	181	1,7%
Current liabilities	2.326	1.920	-17,4%	2.235	-14,1%
Bank loans	192	152	-21,1%	165	-7,9%
Other loans	328	107	-67,3%	100	7,7%
Trade creditors	1.024	952	-7,0%	1.265	-24,7%
Others	781	709	-9,2%	706	0,5%
SHAREHOLDERS' FUNDS + LIABILITIES	7.455	7.433	-0,3%	7.552	-1,6%

(1) Quarterly numbers are unaudited; (2)Includes available assets for sale.

Condensed consolidated financial statements

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 31 MARCH 2011 AND 2010 AND AT 31 DECEMBER 2010

(Translation of condensed consolidated financial statements originally issued in Portuguese.

In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro)

ASSETS	Notes	31 March 2011	31 March 2010	31 December 2010
NON-CURRENT ASSETS:
Tangible assets	9	2,676,709,864	2,772,063,449	2,721,492,972
Intangible assets	10	452,145,380	437,769,675	460,368,523
Investment properties	11	1,681,041,084	1,734,223,289	1,733,205,596
Goodwill	12	740,979,987	747,220,070	740,738,759
Investments in associates	6	70,700,878	72,690,754	70,031,466
Other investments	7 and 13	43,163,036	14,607,541	43,468,060
Deferred tax assets	16	232,199,421	233,046,626	220,721,455
Other non-current assets	14	55,264,359	20,946,075	55,699,300
Total Non-Current Assets		5,952,204,009	6,032,567,479	6,045,726,131
CURRENT ASSETS:
Inventories		649,525,571	621,718,833	682,103,957
Trade accounts receivable and other current assets	15	551,684,989	621,834,068	551,237,994
Investments	13	4,882,491	59,957,606	15,653,114
Cash and cash equivalents	17
		273,869,799	115,791,655	247,592,050
Total Current Assets		1,479,962,850	1,419,302,162	1,496,587,115
Assets available for sale		720,338	3,273,075	9,500,686
TOTAL ASSETS		7,432,887,197	7,455,142,716	7,551,813,932
EQUITY AND LIABILITIES
EQUITY:
Share capital	18	2,000,000,000	2,000,000,000	2,000,000,000
Own shares		(131,895,330)	(135,679,489)	(135,679,489)
Reserves and retained earnings		(603,245,379)	(705,230,618)	(694,787,895)
Profit/(Loss) for the period attributable to the equity holders of the Parent Company		11,802,308	5,741,985	167,940,582
Equity attributable to the equity holders of the Parent Company		1,276,661,599	1,164,831,878	1,337,473,198
Equity attributable to non-controlling interests	19	601,532,481	479,924,800	524,088,940
TOTAL EQUITY		1,878,194,080	1,644,756,678	1,861,562,138
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans	20	3,010,529,543	2,884,578,501	2,839,950,773
Other non-current liabilities	22	184,364,726	224,511,981	181,359,120
Deferred tax liabilities	16	377,632,435	329,260,726	371,308,829
Provisions	25	61,859,534	46,256,958	62,823,444
Total Non-Current Liabilities		3,634,386,238	3,484,608,166	3,455,442,166
CURRENT LIABILITIES:
Loans	20	259,176,494	520,699,996	264,464,248
Trade creditors and other current liabilities	24	1,657,697,182	1,801,742,471	1,967,607,152
Provisions	25	3,433,203	3,335,405	2,738,228
Total Current Liabilities		1,920,306,879	2,325,777,872	2,234,809,628
TOTAL LIABILITIES		5,554,693,117	5,810,386,038	5,690,251,794
TOTAL EQUITY AND LIABILITIES		7,432,887,197	7,455,142,716	7,551,813,932

The accompanying notes are part of these condensed consolidated financial statements.

CONDENSED CONSOLIDATED INCOME STATEMENTS FOR THE PERIODS ENDED 31 MARCH 2011 AND 2010

(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro)

	Notes	31 March 2011	31 March 2010 Note 1
Sales		1,049,552,268	1,078,513,309
Services rendered		266,462,280	265,746,062
Value created on investment properties	11	9,385,817	(3,812,472)
Investment income		(119,915)	(13,673)
Financial income		6,210,372	2,849,502
Other income		137,783,880	100,313,119
Cost of goods sold and materials consumed		(846,064,296)	(867,965,059)
Changes in stocks of finished goods and work in progress		97,173	105,361
External supplies and services		(259,925,662)	(252,383,308)
Staff costs		(180,634,219)	(170,988,189)
Depreciation and amortisation	9 and 10	(77,361,499)	(72,896,200)
Provisions and impairment losses		(10,393,502)	(6,196,539)
Financial expense		(32,655,609)	(28,367,595)
Other expenses		(28,805,133)	(23,528,505)
Share of results of associated undertakings	6	(3,299,467)	(1,140,857)
Profit/(Loss) before taxation		30,232,488	20,234,956
Taxation	28	(6,376,051)	(9,240,785)
Profit/(Loss) after taxation	29	23,856,437	10,994,171
Attributable to:
Equity holders of the Parent Company		11,802,308	5,741,985
Non-controlling interests	19	12,054,129	5,252,186
Profit/(Loss) per share
Basic	29	0.006301	0.003071
Diluted	29	0.006280	0.003066

The accompanying notes are part of these condensed consolidated financial statements.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 31 MARCH 2011 AND 2010

(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro)

	31 March 2011	31 March 2010
Net Profit / (Loss) for the period	23,856,437	10,994,171
Exchange differences arising on translation of foreign operations	(8,292,749)	9,061,537
Participation in other comprehensive income (net of tax) related to associated companies included in consolidation by the equity method	4,225,593	(1,208,404)
Changes on fair value of available-for-sale financial assets	(166,000)	(3,652,000)
Changes in hedge and fair value reserves	16,906,193	(9,324,818)
Deferred related to changes in fair values reserves	(3,400,724)	1,716,557
Other comprehensive income for the period	9,272,313	(3,407,128)
Total comprehensive income for the period	33,128,750	7,587,043
Attributable to:
Equity holders of parent company	19,449,555	1,985,992
Non controlling interests	13,679,195	5,601,051

The accompanying notes are part of these condensed consolidated financial statements.

SONAE, S.G.P.S., S.A.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE PERIODS ENDED 31 MARCH 2011 AND 2010

(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro)

	Attributable to Equity Holders of Parent Company
					Reserves and Retained Earnings
	Share Capital	Own Shares	Legal Reserve	Currency Translation Reserve	Hedging Reserve	Investments Fair Value Reserve	Other Reserves and Retained Earnings	Total	Net Profit/(Loss)	Total	Non controlling Interests (Note 19)	Total Equity
Balance as at 1 January 2010	2,000,000,000	(136,911,861)	163,229,581	27,670,569	11,801,654	(21,082,667)	(915,302,573)	(733,683,436)	93,760,817	1,223,165,520	477,968,755	1,701,134,275
Total compreensive income for the period	-	-	-	7,429,482	(3,652,000)	(6,325,071)	(1,208,404)	(3,755,993)	5,741,985	1,985,992	5,601,051	7,587,043
Appropriation of profit of 2009:
Transfer to legal reserves and retained earnings	-	-	4,586,453	-	-	-	89,174,364	93,760,817	(93,760,817)	-	-	-
Dividends distributed	-	-	-	-	-	-	(63,000,000)	(63,000,000)	-	(63,000,000)	(619,667)	(63,619,667)
Disposal of own shares/ attribution to employees	-	1,232,372	-	-	-	-	(595,319)	(595,319)	-	637,053	(889,718)	(252,665)
Partial Disposal of affiliated companies	-	-	-	-	-	-	2,010,494	2,010,494	-	2,010,494	(2,103,935)	(93,441)
Others	-	-	-	-	-	-	32,819	32,819	-	32,819	(31,686)	1,133
Balance as at 31 March 2010	2,000,000,000	(135,679,489)	167,816,034	35,100,051	8,149,654	(27,407,738)	(888,888,619)	(705,230,618)	5,741,985	1,164,831,878	479,924,800	1,644,756,678
Saldo em 1 de Janeiro de 2011	2,000,000,000	(135,679,489)	167,816,034	46,340,054	4,829,654	(18,288,904)	(895,484,733)	(694,787,895)	167,940,582	1,337,473,198	524,088,940	1,861,562,138
Total compreensive income for the period	-	-	-	(5,092,928)	(166,000)	10,377,524	2,528,651	7,647,247	11,802,308	19,449,555	13,679,195	33,128,750
Appropriation of profit of 2010:
Transfer to legal reserves and retained earnings	-	-	19,321,614	-	-	-	148,618,968	167,940,582	(167,940,582)	-	-	-
Dividends distributed	-	-	-	-	-	-	(66,200,000)	(66,200,000)	-	(66,200,000)	(750,544)	(66,950,544)
Disposal of own shares/ attribution to employees	-	3,784,159	-	-	-	-	(353,920)	(353,920)	-	3,430,239	(125,901)	3,304,338
Partial disposal or aquisitions of affiliated companies	-	-	-	(5,716,507)	-	-	(11,915,013)	(17,631,520)	-	(17,631,520)	64,565,388	46,933,868
Aquisitions of affiliated companies	-	-	-	-	-	-	-	-	-	-	253,523	253,523
Others	-	-	-	-	-	-	140,127	140,127	-	140,127	(178,120)	(37,993)
Balance as at 31 March 2011	2,000,000,000	(131,895,330)	187,137,648	35,530,619	4,663,654	(7,911,380)	(822,665,920)	(603,245,379)	11,802,308	1,276,661,599	601,532,481	1,878,194,080

The accompanying notes are part of these condensed consolidated financial statements. The Board of Directors

SONAE, S.G.P.S., S.A.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE PERIODS ENDED 31 MARCH 2011 AND 2010

(Translation of condensed consolidated financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails.)

(Amounts expressed in euro)

	Notes	31 March 2011	31 March 2010
OPERATING ACTIVITIES
Net cash flow from operating activities (1)		(202,363,997)	(97,983,375)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments		10,851,589	22,229,305
Tangible, intangible assets and investments properties		122,519,881	23,874,738
Dividends		-	167
Others		11,929,318	6,581,772
		145,300,788	52,685,982
Cash Payments arising from:
Investments		(9,735,251)	(5,308,524)
Tangible, intangible assets and investments properties		(103,580,686)	(139,975,097)
Others		(337,637)	(264,710)
		(113,653,574)	(145,548,331)
Net cash used in investment activities (2)		31,647,214	(92,862,349)
FINANCING ACTIVITIES
Cash receipts arising from:
Loans obtained		911,835,220	1,448,896,600
Others		49,967,319	543,551
		961,802,539	1,449,440,151
Cash Payments arising from:
Loans obtained		(730,262,827)	(1,291,453,426)
Interest and similar charges		(30,717,532)	(48,365,758)
Dividends		(631,343)	(618,883)
Others		(1,212,215)	(3,362,718)
		(762,823,917)	(1,343,800,785)
Net cash used in financing activities (3)		198,978,622	105,639,366
Net increase in cash and cash equivalents (4) = (1) + (2) + (3)		28,261,839	(85,206,358)
Effect of foreign exchange rate		865,026	(655,670)
Cash and cash equivalents at the beginning of the period	17	237,473,933	148,466,252
Cash and cash equivalents at the end of the period	17	264,870,746	63,915,564

The accompanying notes are part of these condensed consolidated financial statements.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

STATEMENTS FOR THE PERIOD ENDED

31 March 2011

(Amounts expressed in euro)

(Translation of condensed consolidated financial statements originally issued in Portuguese.

In case of discrepancies the Portuguese version prevails.)

1 INTRODUCTION

SONAE, SGPS, SA ("Sonae Holding"), has its head office at Lugar do Espido, Via Norte, Apartado 1011, 4471-909 Maia, Portugal, and is the parent company of a group of companies, as detailed in Notes 4 to 7 ("Sonae"). Sonae`s operations and operating segments are described in Note 31.

Revenue recognition Geostar business

According to the recent amendment to IAS 18, revenues must include the gross inflows of economic benefits received and receivable by the entity of its own. Amounts collected on behalf of third parties are not economic benefits which flow to the entity and are therefore excluded from revenue. This methodological change resulted in the restatement of turnover and related costs for the same period of 31 March 2010.

2 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 2010.

2.1. Basis of preparation

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

The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the Company, subsidiaries and joint ventures, adjusted in the consolidation process, on a going concern basis and under the historical cost convention, except for some financial instruments which are stated at fair value.

3 CHANGES IN ACCOUNTING POLICIES

During the period were adopted a set of accounting standards, interpretations, amendments and revisions issued in previous years and whose implementation has become mandatory for the year 2011 as disclosed in financial statements for the year ended 31 December 2010, which did not have significant impacts on the financial statements 31 March 2011.

4 GROUP COMPANIES INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS

Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by Sonae as at 31 March 2011 and 31 December 2010 are as follows:

						Percentage of capital held
					31 March 2011		31 December 2010
	COMPANY		Head Office	Direct	Total	Direct	Total
	Sonae - SGPS, S.A.		Maia	HOLDING	HOLDING	HOLDING	HOLDING
	Retail
	Arat Inmuebles, SA	a)	Madrid (Spain)	100.00%	100.00%	100.00%	100.00%
	Azulino Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	BB Food Service, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Bertimóvel - Sociedade Imobiliária, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
2)	Best Offer - Prestação de Informações por Internet, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
2)	Bikini, Portal de Mulheres, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Bom Momento - Comércio Retalhista, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Canasta - Empreendimentos Imobiliários, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Carnes do Continente - Indústria e Distribuição Carnes, SA	a)	Santarém	100.00%	100.00%	100.00%	100.00%
	Chão Verde - Sociedade de Gestão Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Citorres - Sociedade Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Contibomba - Comércio e Distribuição de Combustíveis, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Contimobe - Imobiliária de Castelo de Paiva, SA	a)	Castelo de Paiva	100.00%	100.00%	100.00%	100.00%
	Continente Hipermercados, SA	a)	Lisbon	100.00%	100.00%	100.00%	100.00%
	Cumulativa - Sociedade Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	Discovery Sports, SA	a)	Matosinhos	100.00%	100.00%	-	-
	Edições Book.it, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%

3)	Efanor - Design e Serviços, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Estevão Neves - Hipermercados da Madeira, SA	a)	Madeira	100.00%	100.00%	100.00%	100.00%
	Farmácia Selecção, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Fashion Division, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
1)	Fashion Division Canárias, SL	a)	Tenerife (Spain)	100.00%	100.00%	-	-
	Fozimo - Sociedade Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Fozmassimo - Sociedade Imobiliária, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Fundo de Investimento Imobiliário Fechado Imosede	a)	Maia	54.55%	54.55%	54.55%	54.55%
	Fundo de Investimento Imobiliário Imosonae Dois	a)	Maia	100.00%	100.00%	100.00%	100.00%
2)	Global S - Hipermercado, Lda	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
2)	Good and Cheap - Comércio Retalhista, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
2)	Hipotética - Comércio Retalhista, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Sonaerp - Retail Properties, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
	Igimo - Sociedade Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Iginha - Sociedade Imobiliária, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Imoconti - Sociedade Imobiliária, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Imoestrutura - Sociedade Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Imomuro - Sociedade Imobiliária, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Imoresultado - Sociedade Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Imosistema - Sociedade Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Infofield - Informática, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
4)	Just Sport - Comércio de Artigos de Desporto, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Marcas MC, zRT	a)	Budapest (Hungary)	100.00%	100.00%	100.00%	100.00%
	MJLF - Empreendimentos Imobiliários, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	MC - SGPS, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Modalfa - Comércio e Serviços, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Modalloop - Vestuário e Calçado, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Modelo Continente Hipermercados, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Modelo Hiper Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Modelo Hipermercados Trading, SA	a)	Madrid (Spain)	100.00%	100.00%	100.00%	100.00%
	Modelo.com - Vendas p/Correspond., SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
4)	NA - Comércio de Artigos de Desporto, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%

5)	NA - Equipamentos para o Lar, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Peixes do Continente - Indústria e Distribuição de Peixes, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Pharmacontinente - Saúde e Higiene, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Pharmaconcept – Actividades em Saúde, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Predicomercial - Promoção Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Selifa - Empreendimentos Imobiliários de Fafe, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Sempre à Mão - Sociedade Imobiliária, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Sesagest - Proj.Gestão Imobiliária, SA	a)	Porto	100.00%	100.00%	100.00%	100.00%
	Socijofra - Sociedade Imobiliária, SA	a)	Gondomar	100.00%	100.00%	100.00%	100.00%
	Sociloures - Sociedade Imobiliária, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Soflorin, BV	a)	Amesterdam (The Netherlands)	100.00%	100.00%	100.00%	100.00%
2)	Solaris Supermercados, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Sonae Capital Brasil, Lda	a)	São Paulo (Brazil)	100.00%	100.00%	100.00%	100.00%
	Sonae Center Serviços II, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Sonae Investimentos, SGPS, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	SIAL Participações, Ltda	a)	São Paulo (Brazil)	100.00%	100.00%	100.00%	100.00%
	Sonae Retalho España - Servicios Generales, SA	a)	Madrid (Spain)	100.00%	100.00%	100.00%	100.00%
	Sport Zone Canárias, SL	a)	Tenerife (Spain)	51.00%	51.00%	51.00%	51.00%
	Sonae Specialized Retail, SGPS, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Sondis Imobiliária, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Sonvecap, BV	a)	Amesterdam (The Netherlands)	100.00%	100.00%	100.00%	100.00%
	Sport Zone - Comércio de Artigos de Desporto, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Sport Zone Espanã - Comércio de Articulos de Deporte, SA	a)	Madrid (Spain)	100.00%	100.00%	100.00%	100.00%
	Têxtil do Marco, SA	a)	Marco de Canaveses	92.76%	92.76%	92.76%	92.76%
	Tlantic Portugal - Sistemas de Informação, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
	Tlantic Sistemas de Informação, Ltda	a)	Porto Alegre (Brazil)	100.00%	100.00%	100.00%	100.00%
	Todos os Dias - Com. Ret. Expl. C. Comer., SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Valor N, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
5)	Well W - Electrodomésticos e Equipamentos, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Worten - Equipamento para o Lar, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Worten España Distribución, S.L.	a)	Madrid (Spain)	100.00%	100.00%	100.00%	100.00%
6)	Worten Canárias, SL	a)	Tenerife (Spain)	100.00%	100.00%	100.00%	100.00%

	Zippy – Comércio e Distribuição, SA	a)	Matosinhos	100.00%	100.00%	100.00%	100.00%
	Zippy - Comércio Y Distribución, SA	a)	Madrid (Spain)	100.00%	100.00%	100.00%	100.00%
1)	ZYEvolution-Invest.Desenv.,SA	a)	Matosinhos	100.00%	100.00%	-	-
	Telecommunications
	Be Artis - Concepção, Construção e Gestão de Redes de Comunicações, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	Be Towering – Gestão de Torres de Telecomunicações, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	Cape Tecnologies Limited	a)	Dublin (Ireland)	100.00%	54.51%	100.00%	54.54%
	Digitmarket - Sistemas de Informação, SA	a)	Maia	75.10%	40.94%	75.10%	40.96%
	Lugares Virtuais, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	M3G - Edições Digitais, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	Magma - Operação de Titularização de Créditos	c)	Portugal	100.00%	54.51%	100.00%	54.54%
	Mainroad Serviços em Tecnologias de Informação, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	Miauger - Org. Gestão Leilões Electrónicos, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	Optimus - Comunicações, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	PCJ-Público, Comunicação e Jornalismo, SA	a)	Maia	100.00%	54.51%	100,00%	54.54%
	Per-Mar - Sociedade de Construções, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	Praesidium Services Limited	a)	Berkshire (U.K.)	100.00%	54.51%	100.00%	54.54%
	Público - Comunicação Social, SA	a)	Porto	100.00%	54.51%	100.00%	54.54%
	Saphety Level - Trusted Services, SA	a)	Maia	86.99%	47.42%	86.99%	47.45%
	Sonaecom BV	a)	Amesterdam (The Netherlands)	100.00%	54.51%	100.00%	54.54%
	Sonae Telecom, SGPS, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	Sonaecom - Sistemas de Informação, SGPS, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	Sonaecom - Sistemas de Información España, SL	a)	Madrid	100.00%	54.51%	100.00%	54.54%
	Sonaecom, SGPS, SA	a)	Maia	55.64%	54.51%	55.69%	54.54%
	Sonaetelecom, BV	a)	Amesterdam (The Netherlands)	100.00%	54.51%	100.00%	54.54%
	Sontária - Empreendimentos Imobiliários, SA	a)	Maia	100.00%	54.51%	100,00%	54.54%
	Tecnológica Telecomunicações, Ltda	a)	Rio de Janeiro (Brazil)	99.99%	54.46%	99.99%	54.49%
	We Do Consulting - Sistemas de Informação, SA	a)	Maia	100.00%	54.51%	100.00%	54.54%
	We Do Brasil Soluções Informáticas, Ltda	a)	Rio de Janeiro (Brazil)	99.91%	54.46%	99.91%	54.49%
	We Do Poland Sp.Z.o.o.	a)	Posnan (Poland)	100.00%	54.51%	100.00%	54.54%
	We Do Tecnologies Americas, Inc.	a)	Miami (USA)	100.00%	54.51%	100.00%	54.54%

	We Do Technologies Australia PTY Limited	a)	Australia	100.00%	54.51%	100.00%	54.54%
	We Do Tecnologies BV	a)	Amesterdam (The Netherlands)	100.00%	54.51%	100.00%	54.54%
	We Do Technologies Chile, SpA	a)	Santiago (Chile)	100.00%	54.51%	100.00%	54.54%
	We Do Technologies Egypt Limited Liability Company	a)	Cairo (Egypt)	100.00%	54.51%	100.00%	54.54%
	We Do Technologies Mexico S. de RL	a)	Mexico City	100.00%	54.51%	100.00%	54.54%
	We Do Technologies Panamá SA	a)	Panama City	100.00%	54.51%	100.00%	54.54%
	We Do Technologies Singapore PTE. LDT	a)	Singapore	100.00%	54.51%	100.00%	54.54%
	We Do Technologies (UK) Limited	a)	Berkshire (U.K.)	100.00%	54.51%	100.00%	54.54%
	Investment Management
	ADD Avaliações Engenharia de Avaliações e Perícias, Ltda	a)	Brazil	100.00%	50.00%	100.00%	50.00%
	ADDmakler Administração e Corretagem de Seguros, Ltda	a)	Brazil	99.98%	50.00%	99.98%	50.00%
	ADDmakler Administradora, Corretora de Seguros Partic. Ltda	a)	Brazil	99.98%	50.00%	100.00%	50.00%
	Fontana Corretora de Seguros Ltda	a)	Brazil	99.99%	50.01%	99.99%	50.01%
	Herco Consultoria de Risco e Corretora de Seguros, Ltda	a)	Brazil	100.00%	50.01%	100.00%	50.01%
	Larim Corretora de Resseguros Ltda	a)	Brazil	99.99%	50.01%	99.99%	50.01%
	Lazam/mds Correctora Ltda	a)	Brazil	100.00%	50.01%	100.00%	50.01%
	MDS - Corretor de Seguros, SA	a)	Porto	100.00%	50.01%	100.00%	50.01%
	MDS, SGPS, SA	a)	Maia	50.01%	50.01%	50.01%	50.01%
	MDS Consultores, SA	a)	Maia	100.00%	50.01%	100.00%	50.01%
	Miral Administração e Corretagem de Seguros, Ltda	a)	Brazil	100.00%	50.01%	100.00%	50.01%
	Modelo Continente Seguros - Sociedade Mediação, SA	a)	Porto	100.00%	50.01%	100.00%	50.01%
7)	Polinsur - Mediação de Seguros, Lda	a)	Oeiras	100.00%	50.01%	-	-
	Modelo - Distribuição de Materiais de Construção, SA	b)	Maia	50.00%	50.00%	50.00%	50.00%
	Quorum Corretora de Seguros, Ltda	a)	Brazil	100.00%	50.01%	100.00%	50.01%
	RSI Corretora de Seguros, Ltda	a)	Brazil	100.00%	50.01%	100.00%	50.01%
7)	Serenitas - Soc. Mediação Seguros, Lda	a)	Lisboa	100.00%	50.01%	-	-
	Terra Nossa Corretora de Seguros, Ltda	a)	Brazil	100.00%	50.01%	100.00%	50.01%
	Others
	Libra Serviços, Lda	a)	Funchal	100.00%	100.00%	100.00%	100.00%
	Sonae Investments, BV	a)	Amesterdam (The Netherlands)	100.00%	100.00%	100.00%	100.00%

Sonae RE, SA	a)	Luxembourg	99.92%	99.92%	99.92%	99.92%
Sonaecenter Serviços, SA	a)	Maia	100.00%	100.00%	100.00%	100.00%
Sonaegest-Soc.Gest.Fundos Investimentos, SA	a)	Maia	80.00%	70.00%	80.00%	70.00%
Sontel, BV	a)	Amesterdam (The Netherlands)	100.00%	100.00%	100.00%	100.00%

• a) Majority of voting rights;
• b) Management control;
• c) Control determined in accordance with SIC 12 Special purpose entities
• 1. Companies created in the period;
• 1. Companies merged into Modelo Continente Hipermercados, SA, at 1 January 2011;
• 1. Companies merged into Modalfa Comércio e Serviços, SA, at 1 January 2011;
• 1. Companies merged into Sport Zone- Comércio de Artigos de Desporto, SA, at 1 January 2011;
• 1. Companies merged into Worten Equipamentos para o Lar, SA, at 1 January 2011;
• 1. Capital increase in the subsidiary made by non-controlling interests resulting in a loss interest over the subsidiary;
• 1. Subsidiary acquired in the period.

These group companies are consolidated using the full consolidation method.

5 JOINTLY CONTROLLED COMPANIES

Jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by Sonae as at 31 March 2011 and 31 December 2010 are as follows:

		Percentage of capital held
		31 March 2011		31 December 2010
COMPANY	Head Office	Direct	Total	Direct	Total
Shopping Centres
3DO Holding GmbH	Dusseldorf (Germany)	100.00%	50.00%	100.00%	50.00%
3DO Shopping Centre GmbH	Dusseldorf (Germany)	100.00%	50.00%	100.00%	50.00%
3shoppings - Holding, SGPS, SA	Maia	100.00%	25.05%	100.00%	25.05%
Adlands BV	Amesterdam (The Netherlands)	100.00%	25.00%	50.00%	25.00%
Aegean Park, SA	Athens (Greece)	100.00%	25.00%	100.00%	25.00%

Airone - Shopping Centre, Srl	Milan (Italy)	100.00%	25.05%	100.00%	25.05%
ALEXA Administration GmbH	Berlin (Germany)	100.00%	25.00%	100.00%	25.00%
ALEXA Holding GmbH	Dusseldorf (Germany)	100.00%	25.00%	50.00%	25.00%
ALEXA Shopping Centre GmbH	Dusseldorf (Germany)	100.00%	25.00%	100.00%	25.00%
Algarveshopping - Centro Comercial, SA	Maia	100.00%	25.05%	100.00%	25.05%
ARP Alverca Retail Park, SA	Maia	50.00%	25.00%	50.00%	25.00%
Arrábidashopping - Centro Comercial, SA	Maia	50.00%	12.53%	50.00%	12.53%
Avenida M-40, BV	Amesterdam (The Netherlands)	100.00%	25.05%	100.00%	25.05%
Beralands BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Cascaishopping - Centro Comercial, SA	Maia	50.00%	12.53%	50.00%	12.53%
Cascaishopping Holding I, SGPS, SA	Maia	100.00%	25.05%	100.00%	25.05%
CCCB Caldas da Rainha - Centro Comercial,SA	Maia	100.00%	50.00%	100.00%	50.00%
Centro Colombo - Centro Comercial, SA	Maia	100.00%	12.53%	100.00%	12.53%
Centro Vasco da Gama - Centro Comercial, SA	Maia	50.00%	12.53%	50.00%	12.53%
Coimbrashopping - Centro Comercial, SA	Maia	100.00%	25.05%	100.00%	25.05%
Colombo Towers Holding, BV	The Hague (The Netherlands)	50.00%	25.00%	50.00%	25.00%
Craiova Mall BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Dortmund Tower GmbH	Dusseldorf (Germany)	100.00%	50.00%	100.00%	50.00%
Dos Mares - Shopping Centre, BV	Amesterdam (The Netherlands)	100.00%	25.05%	100.00%	25.05%
Dos Mares - Shopping Centre, SA	Madrid (Spain)	100.00%	25.05%	100.00%	25.05%
El Rosal Shopping, SA	Madrid (Spain)	100.00%	50.00%	100.00%	50.00%
Estação Viana - Centro Comercial, SA	Viana do Castelo	100.00%	25.05%	100.00%	25.05%
Freccia Rossa - Shopping Centre, Srl	Milan (Italy)	50.00%	25.00%	50.00%	25.00%
Fundo I.I . Parque Dom Pedro Shopping Center, SA	São Paulo (Brazil)	50.00%	3.99%	50.00%	3.99%
Fundo Investimento Imob. Shopping Parque D. Pedro Shopping, SA	São Paulo (Brazil)	100.00%	16.90%	100.00%	21.27%
Gaiashopping I - Centro Comercial, SA	Maia	50.00%	12.53%	50.00%	12.53%
Gaiashopping II - Centro Comercial, SA	Maia	100.00%	12.53%	100.00%	12.53%
Gli Orsi 1 Shopping Centre, Srl	Milan (Italy)	100.00%	50.00%	100.00%	50.00%
Guimarãeshopping - Centro Comercial, SA	Maia	100.00%	25.05%	100.00%	25.05%
Harvey Dos Iberica, SL	Madrid (Spain)	50.00%	12.53%	50.00%	12.53%
Le Terrazze – Shopping Centre 1, Srl	Milan (Italy)	50.00%	25.00%	50.00%	25.00%

Iberian Assets, SA	Madrid (Spain)	49.78%	12.48%	49.78%	12.48%
Inparsa - Gestão de Galeria Comerc., SA	Maia	100.00%	50.00%	100.00%	50.00%
Ioannina Development of Shopping Centres, SA	Athens (Greece)	100.00%	50.00%	100.00%	50.00%
La Farga - Shopping Centre, SL	Madrid (Spain)	100.00%	12.48%	100.00%	12.48%
Larissa Development of Shopping Centres, SA	Athens (Greece)	100.00%	25.00%	100.00%	25.00%
Loop 5 - Shopping Centre Gmbh	Dusseldorf(Germany)	50.00%	25.00%	50.00%	25.00%
Luz del Tajo - Centro Comercial, SA	Madrid (Spain)	100.00%	25.05%	100.00%	25.05%
Luz del Tajo, BV	Amesterdam (The Netherlands)	100.00%	25.05%	100.00%	25.05%
Madeirashopping - Centro Comercial, SA	Funchal (Madeira)	50.00%	12.53%	50.00%	12.53%
Maiashopping - Centro Comercial, SA	Maia	100.00%	25.05%	100.00%	25.05%
Münster Arkaden, BV	Amesterdam (The Netherlands)	100.00%	25.05%	100.00%	25.05%
Norte Shopping Retail and Leisure Centre, BV	Amesterdam (The Netherlands)	50.00%	12.53%	50.00%	12.53%
Norteshopping - Centro Comercial, SA	Maia	100.00%	12.53%	100.00%	12.53%
Pantheon Plaza BV	Amesterdam (The Netherlands)	50.00%	25.00%	50.00%	25.00%
Paracentro - Gestão de Galerias Comerciais, SA	Maia	100.00%	50.00%	100.00%	50.00%
Park Avenue Developement of Shopping Centers, SA	Athens (Greece)	100.00%	25.00%	100.00%	25.00%
Parque Atlântico Shopping - Centro Comercial SA	Ponta Delgada (Azores)	50.00%	12.53%	50.00%	12.53%
Parque D. Pedro 1, BV Sarl	Luxembourg	100.00%	25.00%	100.00%	25.00%
Parque de Famalicão - Empreendimentos Imobiliários, SA	Maia	100.00%	50.00%	100.00%	50.00%
Parque Principado, SL	Madrid (Spain)	50.00%	12.53%	50.00%	12.53%
Pátio Boavista Shopping, Ltda	São Paulo (Brazil)	100.00%	16.66%	100.00%	23.95%
Pátio Goiânia Shopping, Ltda	São Paulo (Brazil)	100.00%	16.66%	100.00%	23.95%
Pátio Londrina Empreendimentos e Participações, Ltda	São Paulo (Brazil)	100.00%	16.66%	100.00%	23.95%
Pátio Penha Shopping, Ltda	São Paulo (Brazil)	100.00%	16.66%	100.00%	23.95%
Pátio São Bernardo Shopping Ltda	São Paulo (Brazil)	100.00%	16.66%	100.00%	23.95%
Pátio Sertório Shopping Ltda	São Paulo (Brazil)	100.00%	16.66%	100.00%	23.95%
Pátio Uberlândia Shopping Ltda	São Paulo (Brazil)	100.00%	16.66%	100.00%	23.95%
Plaza Eboli - Centro Comercial, SA	Madrid (Spain)	100.00%	50.00%	100.00%	50.00%
Plaza Eboli, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Plaza Mayor Holding, SGPS, SA	Maia	100.00%	25.05%	100.00%	25.05%
Plaza Mayor Parque de Ócio, BV	Amesterdam (The Netherlands)	100.00%	25.05%	100.00%	25.05%

Plaza Mayor Parque de Ócio, SA	Madrid (Spain)	100.00%	25.05%	100.00%	25.05%
Plaza Mayor Shopping, BV	Amesterdam (The Netherlands)	100.00%	25.05%	100.00%	25.05%
Plaza Mayor Shopping, SA	Madrid (Spain)	75.00%	18.79%	75.00%	18.79%
Ploi Mall BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Pridelease Investments, Ltd	Cascais	100.00%	50.00%	100.00%	50.00%
Project 4, Srl	Milan (Italy)	100.00%	50.00%	100.00%	50.00%
Project SC 1, BV	Amesterdam (The Netherlands)	50.00%	25.00%	50.00%	25.00%
Project SC 2, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra 2, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra 6, BV	Amesterdam (The Netherlands)	50.00%	25.00%	50.00%	25.00%
Project Sierra 7 BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra 8 BV	Amesterdam (The Netherlands)	100.00%	25.05%	100.00%	25.05%
Project Sierra 9 BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra 10 BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra Four SA	Bucharest (Romania)	100.00%	50.00%	100.00%	50.00%
Project Sierra Germany 2 (two), Shopping Centre GmbH	Dusseldorf (Germany)	100.00%	50.00%	100.00%	50.00%
Project Sierra Germany 3 (three), Shopping Centre, GmbH	Dusseldorf (Germany)	100.00%	50.00%	100.00%	50.00%
Project Sierra Germany 4 (four), Shopping Centre, GmbH	Dusseldorf (Germany)	100.00%	50.00%	100.00%	50.00%
Project Sierra Germany Shopping Centre 1 BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra Germany Shopping Centre 2 BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra Italy 1 - Shopping Centre, Srl	Milan (Italy)	100.00%	50.00%	100.00%	50.00%
Project Sierra Italy 2 - Development of Shopping Centres, Srl	Milan (Italy)	100.00%	50.00%	100.00%	50.00%
Project Sierra Italy 3 - Shopping Centre, Srl	Milan (Italy)	100.00%	50.00%	100.00%	50.00%
Project Sierra Italy 5 - Development of Shopping Centres Srl	Milan (Italy)	100.00%	50.00%	100.00%	50.00%
Project Sierra Portugal VIII - Centro Comercial, SA	Maia	100.00%	50.00%	100.00%	50.00%
Project Sierra Spain 1, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra Spain 2 - Centro Comercial, SA	Madrid (Spain)	100.00%	50.00%	100.00%	50.00%
Project Sierra Spain 2, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%

Project Sierra Spain 3 - Centro Comercial, SA	Madrid (Spain)	50.00%	25.00%	50.00%	25.00%
Project Sierra Spain 3, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra Spain 6 - Centro Comercial, SA	Madrid (Spain)	100.00%	50.00%	100.00%	50.00%
Project Sierra Spain 6, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra Spain 7 - Centro Comercial, SA	Madrid (Spain)	100.00%	50.00%	100.00%	50.00%
Project Sierra Spain 7, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Project Sierra Three Srl	Bucharest (Romania)	100.00%	50.00%	100.00%	50.00%
Project Sierra Two Srl	Bucharest (Romania)	100.00%	50.00%	100.00%	50.00%
River Plaza BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
River Plaza Mall, Srl	Bucharest (Romania)	100.00%	50.00%	100.00%	50.00%
S.C. Microcom Doi Srl	Bucharest (Romania)	100.00%	50.00%	100.00%	50.00%
SC Aegean, BV	Amesterdam (The Netherlands)	50.00%	25.00%	50.00%	25.00%
SC Mediterranean Cosmos, BV	Amesterdam (The Netherlands)	50.00%	12.53%	50.00%	12.53%
Shopping Centre Colombo Holding, BV	Amesterdam (The Netherlands)	50.00%	12.53%	50.00%	12.53%
Shopping Centre Parque Principado, BV	Amesterdam (The Netherlands)	100.00%	25.05%	100.00%	25.05%
Sierra Asset Management - Gestão de Activos, SA	Maia	100.00%	50.00%	100.00%	50.00%
Sierra Brazil 1, BV	Amesterdam (The Netherlands)	100.00%	25.00%	100.00%	25.00%
Sierra Central, S.A.S.	Santiago de Cali (Colombia)	50.00%	25.00%	50.00%	25.00%
Sierra Charagionis Development of Shopping Centers, SA	Athens (Greece)	50.00%	25.00%	50.00%	25.00%
Sierra Charagionis Property Management, SA	Athens (Greece)	50.00%	25.00%	50.00%	25.00%
Sierra Corporate Services - Apoio à Gestão, SA	Lisbon	100.00%	50.00%	100.00%	50.00%
Sierra Corporate Services Holland, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Sierra Development of Shopping Centres Greece, SA	Athens (Greece)	100.00%	50.00%	100.00%	50.00%
Sierra Developments - Serviços de Promoção Imobiliária, SA	Maia	100.00%	50.00%	100.00%	50.00%
Sierra Developments Germany GmbH	Dusseldorf (Germany)	100.00%	50.00%	100.00%	50.00%
Sierra Berlin Holding BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Sierra Developments Holding, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%

Sierra Developments Iberia 1, Promoção Imobiliária, SA	Maia	100.00%	50.00%	100.00%	50.00%
Sierra Developments Italy, Srl	Milan (Italy)	100.00%	50.00%	100.00%	50.00%
Sierra Developments Romania SRL	Bucharest (Romania)	100.00%	50.00%	100.00%	50.00%
Sierra Developments Spain - Promociones de Centros Comerciales, SL	Madrid (Spain)	100.00%	50.00%	100.00%	50.00%
Sierra Developments, SGPS, SA	Maia	100.00%	50.00%	100.00%	50.00%
Sierra Enplanta, Ltda	São Paulo (Brazil)	100.00%	16.66%	100.00%	23.95%
Sierra European Retail Real Estate Assets Holdings, BV	Amesterdam (The Netherlands)	50.10%	25.05%	50.10%	25.05%
Sierra GP, Limited	Guernesey (U.K.)	100.00%	49.99%	100.00%	49.99%
Sierra Investimentos Brasil Ltda	São Paulo (Brazil)	100.00%	16.66%	100.00%	23.95%
Sierra Investments (Holland) 1, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Sierra Investments (Holland) 2, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Sierra Investments Holding, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Sierra Investments SGPS, SA	Maia	100.00%	50.00%	100.00%	50.00%
Sierra Italy Holding, BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Sierra Management Germany, GmbH	Dusseldorf (Germany)	100.00%	50.00%	100.00%	50.00%
Sierra Management Italy, Srl	Milan (Italy)	100.00%	50.00%	100.00%	50.00%
Sierra Management Portugal - Gestão de Centros Comerciais, SA	Lisbon	100.00%	50.00%	100.00%	50.00%
Sierra Management Spain - Gestión de Centros Comerciales, SA	Madrid (Spain)	100.00%	50.00%	100.00%	50.00%
Sierra Management, SGPS, SA	Maia	100.00%	50.00%	100.00%	50.00%
Sierra Property Management Greece, SA	Athens (Greece)	100.00%	50.00%	100.00%	50.00%
Sierra Property Management, Srl	Bucharest (Romania)	100.00%	50.00%	100.00%	50.00%
Sonae Sierra Brasil, SA	São Paulo (Brazil)	95.79%	16.66%	95.79%	23.95%
Sonae Sierra Brazil, BV Sarl	Luxembourg	50.00%	25.00%	50.00%	25.00%
Sonae Sierra, SGPS, SA	Maia	50.00%	50.00%	50.00%	50.00%
SPF - Sierra Portugal	Luxembourg	100.00%	50.00%	100.00%	50.00%
Torre Ocidente - Imobiliária, SA	Maia	50.00%	12.50%	50.00%	12.50%
Unishopping Administradora, Ltda	São Paulo (Brazil)	100.00%	16.66%	100.00%	23.95%
Unishopping Consultoria Imobiliária, Ltda	São Paulo (Brazil)	99.98%	16.66%	99.98%	23.95%
Valecenter, Srl	Milan (Italy)	100.00%	25.05%	100.00%	25.05%
Via Catarina - Centro Comercial, SA	Maia	50.00%	12.53%	50.00%	12.53%

Vuelta Omega, S.L.	Madrid (Spain)	100.00%	12.53%	100.00%	12.53%
Weiterstadt Shopping BV	Amesterdam (The Netherlands)	100.00%	50.00%	100.00%	50.00%
Zubiarte Inversiones Inmobiliarias, SA	Madrid (Spain)	49.83%	12.48%	49.83%	12.48%
Telecommunications
Unipress - Centro Gráfico, Lda	Vila Nova de Gaia	50.00%	27.20%	50.00%	27.20%
Investment Management
MDS Auto - Mediação de Seguros, SA	Porto	50.00%	25.01%	50.00%	25.01%
Equador & Mendes - Agência de Viagens e Turismo, Lda	Lisbon	50.00%	37.50%	50.00%	37.50%
Marcas do Mundo - Viagens e Turismo, Sociedade Unipessoal, Lda	Lisbon	50.00%	50.00%	50.00%	50.00%
Movimentos Viagens - Viagens e Turismo, Sociedade Unipessoal, Lda	Lisbon	50.00%	50.00%	50.00%	50.00%
Nova Equador Internacional,Agência de Viagens e Turismo, Lda	Lisbon	50.00%	37.50%	50.00%	37.50%
Puravida - Viagens e Turismo, Lda	Lisbon	50.00%	50.00%	50.00%	50.00%
Nova Equador P.C.O. e Eventos, Sociedade Unipessoal, Lda	Lisbon	50.00%	37.50%	50.00%	37.50%
Raso SGPS, SA	Lisbon	50.00%	50.00%	50.00%	50.00%
Raso - Viagens e Turismo, SA	Lisbon	50.00%	50.00%	50.00%	50.00%
Viagens y Turismo de Geotur España, S.L.	Madrid (Spain)	50.00%	50.00%	50.00%	50.00%

These entities are consolidated using the proportionate consolidation method.

Aggregate amounts, excluding intragroup eliminations, corresponding to the percentage of capital held in these jointly controlled companies included in the financial statements for the period, using the proportionate consolidation method, can be summarized as follows:

	31 March 2011	31 December 2010
Non-current assets	4,723,174,585	4,795,927,878
Current assets	456,245,986	402,831,446
Non-current liabilities	1,539,438,294	1,630,182,262
Current liabilities	483,559,992	480,960,660
	31 March 2011	31 March 2010
Income	84,948,612	84,072,362
Expenses	69,244,353	78,900,095

6 INVESTMENTS IN ASSOCIATES

Associated companies, their head offices and the percentage of share capital held as at 31 March 2011 and 31 December 2010 are as follows:

		Percentage of capital held
			31 March 2011		31 December 2010		Value in the statement of financial position
COMPANY	Head Office	Direct	Total	Direct	Total	31 March 2011	31 December 2010
Retail Sempre a Postos - Produtos Alimentares e Utilidades, Lda	Lisbon	25.00%	25.00%	25.00%	25.00%	1,263,212	1,246,672
Mundo Vip - Operadores Turísticos, SA	Lisbon	33.34%	33.34%	33.34%	33.34%	1,101,337	1,101,337
Shopping Centres
1) 8ª Avenida Centro Comercial, SA	Maia	100.00%	23.75%	100.00%	23.75%	-	-
Alexa Asset GmbH & Co	Dusseldorf (Germany)	25.00%	2.25%	50.00%	25.00%	3,697,786	3,550,247
1) Arrábidashopping - Centro Comercial, SA	Maia	50.00%	11.88%	50.00%	10.50%	-	-
Campo Limpo Lda	S. Paulo (Brazil)	20.00%	5.00%	20.00%	5.00%	2,244,614	2,305,574
1) Gaiashopping I - Centro Comercial, SA	Maia	50.00%	11.88%	50.00%	11.88%	-	-
1) Gaiashopping II - Centro Comercial, SA	Maia	100.00%	23.75%	100.00%	23.75%	-	-
1) Loureshopping - Centro Comercial, SA	Maia	100.00%	23.75%	100.00%	23.75%	-	-
1) PORTCC - Portimãoshopping - Centro Comercial, SA	Maia	50.00%	11.88%	50.00%	11.88%	-	-
1) Rio Sul - Centro Comercial, SA	Lisbon	50.00%	11.88%	50.00%	11.88%	-	-
1) Serra Shopping - Centro Comercial, SA	Covilhã	50.00%	11.88%	50.00%	11.88%	-	-
1) ALBCC - Albufeirashopping - Centro Comercial, SA	Maia	50.00%	11.88%	50.00%	11.88%	-	-
1) LCC - LeiriaShopping - Centro Comercial, S.A.	Maia	100.00%	23.75%	100.00%	23.75%	-	-
SPF - Sierra Portugal Real estate, Sarl	Luxembourg	47.50%	23.75%	47.50%	23.75%	42,391,040	41,872,289
Telecommunications
SIRS - Sociedade Independente de Radiodifusão Sonora, SA	Porto	45.00%	24.53%	45.00%	24.54%	-	-
Investment Management
Cooper Gay Swett & Crawford ltd	U.K.	25.10%	12.55%	25.10%	12.55%	20,002,889	19,955,347
Total						70,700,878	70,031,466

1) Nil balances result from the application of the equity method over the consolidated financial statements of Sierra Portugal Real estate, which holds these participations;

Associated companies are included in the consolidated financial statements using the equity method.

As at 31 March 2011 and 31 December 2010, aggregate values of main financial indicators of associated companies can be analysed as follows:

	31 March 2011	31 December 2010
Total Assets	1,250,335,866	1,296,791,695
Total Liabilities	951,123,868	1,002,483,753
	31 March 2011	31 March 2010
Income	99,548,740	64,616,411
Expenses	98,096,271	62,420,230

During the periods ended 31 March 2011 and 2010, movements in Investments in Associates, are made up as follows:

31 March 2011		31 March 2010
Proportion on equity	Goodwill	Total investment	Proportion on equity	Goodwill	Total investment
29,328,543	40,702,923	70,031,466	33,224,083	41,425,310	74,649,393
-	-	-	(2,310,176)	-	(2,310,176)
					2,250,473
					(1,140,857)
(27,424)	-	(27,424)	-	-	-
3,095,768	900,535	3,996,303	(769,996)	11,917	(758,079)
29,097,420	41,603,458	70,700,878	31,253,527	41,437,227	72,690,754
	- (3,299,467)	- -	- (3,299,467)	2,250,473 (1,140,857)	- -

The effect in equity is mainly the effect of currency translation of equity and net income of associated Companies with a functional currency different from euro.

7 GROUP COMPANIES, JOINTLY CONTROLLED COMPANIES AND ASSOCIATED COMPANIES EXCLUDED FROM CONSOLIDATION AND OTHER NON-CURRENT INVESTMENTS

Group companies, jointly controlled companies and associated companies excluded from consolidation and other non-current investments, their head offices, percentage of share capital held and book value as at 31 March 2011 and 31 December 2010 are made up as follows:

				Percentage of capital held
		31 March 2011 31 December 2010		Value in the statement of financial position
COMPANY	Head Office	Direct	Total	Direct	Total	31 March 2011	31 December 2010
Retail
Dispar - Distrib. de Participações, SGPS, S	A Lisbon	7.14%	7.14%	7.14%	7.14%	4,988	4,988
Insco - Insular de Hipermerc., SA	Ponta Delgada	10.00%	10.00%	10.00%	10.00%	748,197	748,197
Shopping Centres
Ercasa Cogeneracion SA	Grancasa (Spain)	10.00%	1,25%	10.00%	1,25%	23,949	23,949
Telecommunications
Lusa - Agên. de Notícias de Portugal, S A	Lisbon	1.38%	0.75%	1.38%	0.75%	197,344	197,344
Other investments						42,188,558	42,493,582
Total (Note 13)						43,163,036	43,468,060

As at 31 March 2011 the caption "Other investments" includes:

• 33,732,695 euro (33,732,640 euro at 31 December 2010) for amounts deposited in an Escrow Account which are invested in investments funds with high credit rating and guarantee contractual liabilities assumed on the past sale of Brazil retail operation for which provisions have been recognized (Note 22);
• Although in accordance with the deadlines contractually established, the Escrow Account should have already been released by the buyer. That didn't happen as there are some points of disagreement on the use of the Escrow Account, namely as whether or not, to retain the Escrow Account for ongoing tax additional assessments that have not yet been decided. It is the understanding of the Board of Directors, based on legal opinions of Brazilian and Portuguese lawyers, that the company is acting in accordance with the agreement and that this amount shall be entirely received, and that there are

legal means that may be operated so as to compel the buyer to authorize the reimbursement of the Escrow account. There are negotiations currently under way between the two parties in order to release the above mentioned amount. And

• 6,640,000 euro (6,806,000 euro in 31 December 2010) corresponding to the fair value of Sonae Capital SGPS, S.A. shares which are measured at fair value in accordance with the market price at the date of the statement of consolidated financial position.

8 CHANGES TO THE CONSOLIDATION PERIMETER

8.1 Main acquisitions of Companies over the three month period ended 31 March 2011 are as follows:

		Percentage of capital held
			At acquisition date
COMPANY	Head Office	Direct	Total
Management investments
Serenitas - Soc. Mediação Seguros, Lda	Lisbon	100.00%	50.01%
Polinsur - Mediação de Seguros, Lda	Oeiras	100.00%	50.01%

Acquisitions mentioned above, had the following impact on the consolidated financial statements for the period ended 31 March 2011:

	Investment Management
	At acquisition date	31 March 2011
Acquired net assets
Tangible and intangible assets (Note 9)	651,036	642,729
Other assets	187,401	305,571
Cash and cash equivalents	471,712	716,719
Loans	(515,853)	(488,343)
Other liabilities	(258,434)	(612,091)
	535,862	564,585
Goodwill (Note 12)	2,332,375
Non-controlling Interests	(282,237)
Acquisition price	2,586,000
Payments made accounted as investments	1,346,000
Accounts Payable	1,240,000
	2,586,000
Net cash outflow arising from acquisition
Cash consideration paid	1,346,000
Cash and cash equivalents acquired	(471,712)
	874,288

9 TANGIBLE ASSETS

During the three months period ended 31 March 2011 and 2010, movements in Tangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

			Tangible assets
				Tangible	Total
	Land and	Plant and		assets	Tangible
	Buildings	Machinery	Others	in progress	Assets
Gross costs:
Opening balance as at 1 January 2011	1,956,383,060	2,100,297,445	372,674,199	83,390,472	4,512,745,176
Capital expenditure	178,432	1,569,239	3,409,411	45,587,302	50,744,384
Acquisitions of subsidiaries (Note 8)	666,625	15,936	406,591	-	1,089,152
Disposals	(32,328,663)	(44,175,052)	(4,116,871)	(707,097)	(81,327,683)
Exchange rate effect	(8,145)	(68,693)	(171,535)	(1,026)	(249,399)
Transfers	4,396,882	46,757,443	6,139,359	(58,680,644)	(1,386,960)
Closing balance as at 31 March 2011	1,929,288,191	2,104,396,318	378,341,154	69,589,007	4,481,614,670
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2011	383,552,541	1,107,784,559	299,915,104	-	1,791,252,204
Charge for the period	11,635,259	40,017,834	9,360,952	-	61,014,045
Acquisitions of subsidiaries (Note 8)	55,875	15,936	366,305	-	438,116
Disposals	(6,205,155)	(37,120,346)	(4,070,340)	-	(47,395,841)
Exchange rate effect	(2,234)	(42,235)	(81,016)	-	(125,485)
Transfers	(3)	(127,541)	(150,689)	-	(278,233)
Closing balance as at 31 March 2011	389,036,283	1,110,528,207	305,340,316	-	1,804,904,806
Carrying amount
As at 31 March 2011	1,540,251,908	993,868,111	73,000,838	69,589,007	2,676,709,864
			Tangible assets
				Tangible	Total
	Land and	Plant and		assets	Tangible
	Buildings	Machinery	Others	in progress	Assets
Gross costs:
Opening balance as at 1 January 2010	1,986,853,135	1,909,707,144	356,672,971	192,384,479	4,445,617,729
Capital expenditure	3,814,119	1,177,171	5,133,755	56,385,658	66,510,703
Disposals	(11,261,965)	(5,237,071)	(3,054,511)	(1,776,822)	(21,330,369)
Exchange rate effect	25,466	71,209	133,811	666	231,152
Transfers	17,561,863	59,474,672	4,109,563	(85,671,127)	(4,525,029)
Closing balance as at 31 March 2010	1,996,992,618	1,965,193,125	362,995,589	161,322,854	4,486,504,186
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2010	356,057,319	1,030,564,372	277,818,463	-	1,664,440,154
Charge for the period	9,766,772	38,802,677	11,051,340	-	59,620,789
Disposals	(1,705,729)	(5,109,163)	(2,941,941)	-	(9,756,833)
Exchange rate effect	11,136	36,635	58,925	-	106,696
Transfers	27,767	(771,486)	773,650	-	29,931
Closing balance as at 31 March 2010	364,157,265	1,063,523,035	286,760,437	-	1,714,440,737
Carrying amount
As at 31 March 2010	1,632,835,353	901,670,090	76,235,152	161,322,854	2,772,063,449

The value of net disposals in "Tangible assets" includes 25,748,719 euro related with the Sale & Leaseback operation performed of Retail segment Continente and Worten stores located in Centro Comercial Vasco da Gama The operation was followed by the beginning of operating lease for an initial period of 20 years, automatically renewable at the option of the lessee, for two consecutive periods of 10 years each.

During the periods ended 31 March 2011 and 30 June 2010, the Board of Directors of the Group, reviewed the estimated useful life of a set of fixed and mobile telecommunications networks assets and of all UMTS network assets. These change in estimates were recorded prospectively, and its impact was that the depreciation amounts for the period ended 31 March 2011 were approximately 2.4 and 2.2 million lower than in the period ended 31 March 2010, respectively.

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

	31 March 2011	31 March 2010
Refurbishment and expansion of stores in the retail businesses located in Portugal	25,106,853	62,176,110
Refurbishment and expansion of stores in the retail businesses located in Spain	8,727,920	3,231,868
Projects of "Continente" stores for which advance payments were made	10,389,232	11,120,731
Deployment of mobile network	20,439,617	25,317,954
Deployment of fixed network	2,703,563	50,299,692
Others	2,221,822	9,176,499
	69,589,007	161,322,854

10 INTANGIBLE ASSETS

During the three month period ended 31 March 2011 and 2010, movements in Intangible assets as well as depreciation and accumulated impairment losses, are made up as follows:

	Intangible assets
			Intangible	Total
	Patents and other		assets	Intangible
	similar rights	Others	in progress	Assets
Gross costs:
Opening balance as at 1 January 2011	412,377,255	465,745,498	33,188,720	911,311,473
Capital expenditure	1,220,682	252,153	7,635,527	9,108,362
Disposals	(45,428)	(14,902)	(399,961)	(460,291)
Exchange rate effect	(626)	(1,452,470)	(5,356)	(1,458,452)
Transfers	(268,621)	13,595,165	(12,868,431)	458,113
Closing balance as at 31 March 2011	413,283,262	478,125,444	27,550,499	918,959,205
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2011	122,410,080	328,532,870	-	450,942,950
Charge for the period	5,554,216	10,793,238	-	16,347,454
Disposals	(3,156)	(2,092)	-	(5,248)
Exchange rate effect	(257)	(280,880)	-	(281,137)
Transfers	(190,454)	260	-	(190,194)
Closing balance as at 31 March 2011	127,770,429	339,043,396	-	466,813,825
Carrying amount
As at 31 March 2011	285,512,833	139,082,048	27,550,499	452,145,380

	Intangible assets
			Intangible	Total
	Patents and other		assets	Intangible
	similar rights	Others	in progress	Assets
Gross costs:
Opening balance as at 1 January 2010	404,407,706	392,398,702	31,279,161	828,085,569
Capital expenditure	379,090	407,515	6,590,636	7,377,241
Disposals	(2,809)	(25,401)	(159,032)	(187,242)
Exchange rate effect	181	258,555	-	258,736
Transfers	80,941	10,309,659	(6,762,520)	3,628,080
Closing balance as at 31 March 2010	404,865,109	403,349,030	30,948,245	839,162,384
Accumulated depreciation
and impairment losses
Opening balance as at 1 January 2010	99,146,402	288,900,669	-	388,047,071
Charge for the period	5,324,755	7,950,656	-	13,275,411
Disposals	(2,809)	(6,841)	-	(9,650)
Exchange rate effect	(9)	90,589	-	90,580
Transfers	(5,577)	(5,126)	-	(10,703)
Closing balance as at 31 March 2010	104,462,762	296,929,947	-	401,392,709
Carrying amount
As at 31 March 2010	300,402,347	106,419,083	30,948,245	437,769,675

As at 31 March 2011 and 2010, Sonae kept recorded under the heading "Patents and other similar rights" the amounts of 188,847,655 euro and 199,684,565 euro, respectively, that correspond to the investments net of depreciations made in the development of the UMTS network, including: (i) 59,255,690 euro (amount of 62,255,978 euro in 2010) relating to the license; (ii) 19,799,499 euro (amount of 20,802,005 euro in 2010) related to the agreement signed in 2002 between Oni Way and the other three mobile telecommunication operators in Portugal with licenses; (iii) 6,081,024 euro (amount of 6,388,924 euro in 2010) related to a contribution to the Information Society Fund, established in 2007, under an agreement made between the Ministry of Public Works, Transport and Communications ("Ministério das Obras Públicas, Transportes e Comunicações") and the three mobile telecommunication operators in Portugal; and (iv) 98,648,604 euro (amount of 104,918,473 euro in 2010) relating to the "Iniciativas E" program, the latter relating to commitments assumed by Sonae in the "Fund for Information Society".

Additionally, this heading also includes the fair value attributed to a group of brands with indefinite useful lives, among which the "Continente" brand, 75,000,000 euro (the same amount as at 2010).

11 INVESTMENT PROPERTIES

Investment properties are recorded at fair value. These assets are owned by the shopping centres operating segment and are consolidated using the proportionate method.

As at 31 March 2011 and 31 December 2010, Investment properties are detailed as follows:

	31 March 2011	31 December 2010
Investment properties in operation	1,580,396,988	1,631,435,084
Investment properties in progress	100,644,096	101,770,512
	1,681,041,084	1,733,205,596

Investment properties in operation correspond to the fair value of the Sonae's share of shopping centres, which can be detailed as follows:

	31 March 2011			31 December 2010
	10 years "discount rate"	Yields	Amount	10 years "discount rate"	Yields	Amount
Portugal and Spain	8,45% e 11,75%	6,20% e 9,25%	1,019,091,810	8,45% e 11,75%	6,20% e 9,25%	1,070,321,495
Other European Countries	6,75% e 11,85%	6,00% e 9,00%	336,384,207	6,75% e 11,75%	6,00% e 9,00%	336,848,999
Brazil	12,75% e 14,00%	8,25% e 9,50%	224,920,971	12,75% e 14,00%	8,25% e 9,50%	224,264,590
			1,580,396,988			1,631,435,084

The fair value was determined by a valuation performed as at 31 March 2011 by an independent specialized entity, based on valuation criteria generally accepted in the real estate business.

The reduction on the amount of Investment properties in progress caption results mainly of the sale of two shopping centres in Spain, El Rosal and Plaza Eboli although the Group retained the management of those properties.

Value created on investment properties over the three - months periods ended 31 March 2011 and 2010 can be detailed as follows:

	31 March 2011	31 March 2010
Properties which were under development and were concluded during the period	3,131,513	3,677,439
Changes in fair value of investment properties in operation	8,634,315	(8,018,154)
Changes in fair value of investment properties in progress	(2,380,011)	528,243
	9,385,817	(3,812,472)

As at 31 March 2011 and 31 December 2010, Investment properties in progress can be detailed as follows:

	31 March 2011	31 December 2010
Investment Properties in progress at cost:
Portugal:
Alverca	3,068,916	3,068,353
Centro Bordalo	1,793,172	1,736,394
Parque de Famalicão	628,500	628,500
Others	4,254	3,375
Germany:
Alexa (Tower)	3,000,000	3,000,000
Garbsen	960,292	959,742
Others	7,212	7,212
Brazil:
Goiânia Shopping	5,176,293	5,308,199
Others	5,917	126,586
Spain:
Pulianas Shopping	103,105	103,105
Dos Mares - expansion	1,404,902	1,404,902
Greece:
Ioannina	8,633,025	8,630,507
Aegean Park	4,983,218	4,981,339
Pantheon Plaza	889,064	889,064
Italy:
Le Terraze (Hypermarket)	3,921,958	3,653,700
Caldogno	4,959,618	4,957,922
Others	-	252,372
Romania:
Craiova Shopping	16,925,777	17,674,406
Ploiesti Shopping	7,651,138	7,317,640
	64,116,361	64,703,318
Impairment losses	(2,308,500)	(2,197,000)
	61,807,861	62,506,318
Investment Properties in progress at fair value:
Portugal:
Torres Oriente and Ocidente	-	6,137,875
Brazil:
Uberlândia Shopping	13,184,825	11,038,042
Boulevard Londrina Shopping	8,263,660	6,323,777
Italy:
Le Terraze	17,387,750	15,764,500
	38,836,235	39,264,194
	100,644,096	101,770,512

As at 31 March 2011, the following investment properties were mortgaged:

Airone	Madeirashopping
Algarveshopping	Maiashopping
Alverca	Manauara Shopping
Arrabidashopping	Max Center
Cascaishopping	Munster Arkaden
Centro Colombo	Norteshopping
Centro Vasco da Gama	Parque Atlântico
Coimbrashopping	Parque Principado
Dos Mares	Pátio Londrina
Estação Viana	Pátio Uberlândia
Freccia Rossa	Plaza Mayor
Gaiashopping	Plaza Mayor Shopping
Gli Orsi	River Plaza Mall
Grancasa	Torre Ocidente
Guimarãeshopping	Valecenter
La Farga	Valle Real
Le Terrazze	Viacatarina
Loop 5	Zubiarte
Luz del Tajo

12 GOODWILL

During the three month periods ended 31 March 2011 and 2010 movements in goodwill, as well as in corresponding impairment losses, were made up as follows:

	31 March 2011	31 March 2010
Gross value:
Opening balance	752,655,036	759,786,674
New companies in the consolidation perimeter (Note 8)	2,332,375	-
Increases	224,655	290,958
Decreases	-	(1,632,786)
Transfers	-	2,221,207
Currency translation	(1,711,651)	-
Write-off	-	(720,710)
Closing balance	753,500,415	759,945,343
Accumulated impairment
losses:
Opening balance	11,916,277	13,445,983
Increases	604,151	-
Write-off	-	(720,710)
Closing balance	12,520,428	12,725,273
Carrying amount:	740,979,987	747,220,070

13 OTHER INVESTMENTS

During the three months period ended 31 March 2011 and 2010 movements in other investments were made up as follows:

	31 March 2011		31 March 2010
	Non-current	Current	Non-current	Current
Investments in group companies, jointly controlled companies
or associated companies excluded from consolidation
Opening balance as at 1 January	393,447	-	925,769	-
Acquisitions in the period	-	-	-	-
Disposals in the period	-	-	-	-
Transfers	(60,000)	-	26,357	-
Closing balance as at 31 March	333,447	-	952,126	-
Accumulated impairment losses	-	-	-	-
	333,447	-	952,126	-
Other investments:
Fair value (net of impairment losses) as at 1 January	43,074,613	15,195,954	17,201,723	57,313,909
Acquisitions in the period	481	1,661,695	105,149	912,609
Disposals in the period	(79,505)	(12,545,195)	(249)	-
Increase/(Decrease) in fair value	(166,000)	-	(3,652,000)	(1,940,303)
Transfers	-	-	792	2,513,556
Fair value (net of impairment losses) as at 31 March	42,829,589	4,312,454	13,655,415	58,799,771
Other Investments (Note 7)	43,163,036	4,312,454	14,607,541	58,799,771
Derivative financial instruments (Note 21)
Fair value as at 1 January	-	457,160	-	365,122
Increase/(Decrease) in fair value	-	112,877	-	792,713
Fair value as at 31 March	-	570,037	-	1,157,835
	43,163,036	4,882,491	14,607,541	59,957,606

The financial investments in group companies, jointly controlled companies or associated companies excluded from consolidation are recorded at the acquisition cost net of impairment losses. It is Sonae understanding that no reliable fair value estimate could be made as there is no market data available for these investments. The heading of Other non-current investments includes 2,456,471 euro (3,529,415 euro as at 31 March 2010) of investments recorded at the cost net of impairment losses for the same reasons.

The investments available for sale are net of impairment losses (Note 25) amounting to 105,319 euro (68,099 euro as at 31 March 2010).

Under the caption other non-current financial investments is recorded an amount of 33,732,695 euro related to deposited amounts on an Escrow Account Note 7).

14 OTHER NON - CURRENT ASSETS

As at 31 March 2011 and 31 December 2010, Other non- current assets are detailed as follows:

	31 March 2011			31 December 2010
	Gross Value	Accumulated impairment losses	Carrying Amount	Gross Value	Accumulated impairment losses	Carrying Amount
Loans granted to related parties	8,832,829	(Note 25) -	8,832,829	8,862,867	(Note 25) -	8,862,867
Trade accounts receivable and other debtors
Legal deposits	892,517	-	892,517	927,976	-	927,976
Recognition of an amount receivable from Carrefour (a)	11,101,934	-	11,101,934	11,543,000	-	11,543,000
Cautions	4,811,267	-	4,811,267	4,660,630	-	4,660,630
Lisbon Town Council	3,888,477	-	3,888,477	3,888,477	-	3,888,477
Malaga Town Council	824,948	-	824,948	824,948	-	824,948
Rent deposits from tenants	3,160,665	-	3,160,665	4,089,802	-	4,089,802
Financial investments Disposals	2,367,815	-	2,367,815	2,367,815	-	2,367,815
Others	2,193,607	-	2,193,607	3,134,408	-	3,134,408
	29,241,230	-	29,241,230	31,437,056	-	31,437,056
Non-current derivatives (Note 21)	3,138,400	-	3,138,400	423,774	-	423,774
Reinsurer's' share of technical provisions	13,314,017	-	13,314,017	14,326,517	-	14,326,517
Other non-current assets	737,883	-	737,883	649,086	-	649,086
	55,264,359	-	55,264,359	55,699,300	-	55,699,300

a) As a result of the agreements signed in 2005 by the former subsidiary - Sonae Distribuição Brazil, SA (sold to Wal-Mart in 2005) with Carrefour Comércio e Indústria Ltda, Sonae assumed responsibility to compensate Carrefour for the expenses that would arise from the 10 stores licensing process, in the Brazilian state of São Paulo, that were sold to that entity. During 2010, Carrefour triggered a bank warranty "on first demand" amounting to 25,340,145.80 Brazilian real (approximately 11 million euro) for alleged expenses incurred with the mentioned stores and that, allegedly, arose from the need to remedy deficiencies cited by competent authorities for the licensing process. However no evidence of those expenses were presented to Sonae, or proof of the necessity of carrying out such costs for the licensing process as established on the mentioned agreements.

It is the understanding of the Board of Directors and the Group attorneys that the value of the payment is improper. It's being carried out the necessary procedures in order to initiate legal proceedings against Carrefour Comércio e Indústria, Ltda. to legally recover the above mentioned amount. It's the understanding of the Board of Directors and the Group attorneys that the success of this legal action is high, since Carrefour didn't prove the disbursement of the investments made nor its eligibility under the agreement mentioned above, and considering the deadlines established by Brazilian law.

According to lawyers, the amount improperly received by Carrefour and will be subject to claims for damages by Sonae (25,340,145.80 Reais), accrue interest at the SELIC rate will be expectable the process remains on course for a period up to 8 years.

15 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 31 March 2011 and 31 December 2010, Trade account receivable and other current assets are detailed as follows:

	31 March 2011 31 December 2010
Trade accounts receivable	232,678,168	273,371,190
Taxes recoverable	104,921,051	96,469,674
Granted loans to related companies	158,140	41,489
Other debtors
Trade creditors - debtor balances	70,387,920	59,155,520
Special regime for payment of tax and social security debts	12,382,502	12,282,502
VAT recoverable on real estate assets and discount granted	5,715,620	6,308,923
Vouchers and gift cards	953,832	1,478,041
Accounts receivable from the disposal of fixed assets	1,285,373	2,648,223
"Iniciativas E" program	18,034,745	17,390,276
Advances for the acquisiton of a real estate project	7,967,500	7,967,500
Revocation of contracts for acquisition of stores	1,335,301	7,080,423
Advances to suppliers	13,973,089	17,663,045
Advances to agents	1,012,018	1,263,597
Reinsurance operations	3,232,582	4,960,287
Other current assets	23,563,551	29,298,593
	159,844,033	167,496,930
Other current assets
Invoices to be issued	58,727,822	59,169,355
Commercial Discounts	46,106,900	16,696,170
Commissions to be received	1,370,902	1,539,228
Prepayments - Rents	7,695,180	6,369,289
Prepayments of external supplies and services	23,649,108	19,205,197
Other current assets	19,276,867	16,664,201
	156,826,779	119,643,440
Accumulated impairment losses in receivables accounts (Note 25)	(102,743,182)	(105,784,729)
	551,684,989	551,237,994

16 DEFERRED TAX

Deferred tax assets and liabilities as at 31 March 2011 and 31 December 2010 can be detailed as follows, split between the different types of temporary differences:

		Deferred tax assets		Deferred tax liabilities
	31 March 2011	31 December 2010	31 March 2011	31 December 2010
Difference between fair value and acquisition cost	2,626,386	2,626,386	293,809,098	291,729,664
Harmonisation adjustments	7,062,167	7,147,763	51,685,450	50,215,050
Provisions and impairment losses not accepted for tax purposes	20,641,015	19,036,149	-	-
Write off of tangible and intangible assets	42,705,163	47,390,799	-	-
Write off of deferred costs	24,411,212	26,225,648	2,013,669	2,069,556
Valuation of hedging derivatives	3,426,685	5,450,779	901,118	158,914
Temporary differences arising from the securitization operation	8,855,000	9,660,000	-	-
Amortisation of Goodwill for tax purposes	-	-	22,685,052	20,940,048
Non taxed exchange differences	-	-	-	247,167
Revaluation of tangible assets	-	-	1,830,509	1,862,802
Tax losses carried forward	116,009,138	96,392,351	-	-
Reinvested capital gains/(losses)	-	-	2,010,604	2,050,170
Others	6,462,655	6,791,580	2,696,935	2,035,458
	232,199,421	220,721,455	377,632,435	371,308,829

In accordance with the tax statements and tax estimates presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 31 March 2011 and 31 December 2010, and using exchange rates effective at that time, tax losses carried forward can be summarised as follows:

	31 March 2011			31 December 2010
	Tax losses carried forward	Deferred tax assets	Time limit	Tax losses carried forward	Deferred tax assets	Time limit
With limited time use
Generated in 2005	296,604	74,151	2011	296,604	74,151	2011
Generated in 2006	299,784	74,946	2012	299,784	74,946	2012
Generated in 2007	1,740,323	435,081	2013	1,308,603	327,151	2013
Generated in 2008	3,541,103	885,276	2014	3,541,099	885,276	2014
Generated in 2009	34,626,954	8,656,739	2015	34,626,954	8,656,739	2015
Generated in 2010	1,260,728	315,182	2014	1,263,284	315,818	2014
Generated in 2011	53,352,257	13,338,065	2015	-	-
	95,117,753	23,779,440		41,336,328	10,334,081
Without limited time use	5,873,256	1,605,109		7,285,741	2,094,121
With a time limit different from the above mentioned	302,228,458	90,624,589		280,136,743	83,964,149
	308,101,714	92,229,698		287,422,484	86,058,270
	403,219,467	116,009,138		328,758,812	96,392,351

As at 31 March 2011 and 31 December 2010, 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 recognized to the extent that future taxable profits will arise which may be offset against available tax losses or against deductible temporary differences.

As at 31 March 2011 there was tax losses carried forward tax losses carried forward, for which no deferred tax assets were recognized due to prudential reasons. These may be summarised as follows:

		31 March 2011		31 December 2010
	Tax losses carried forward	Deferred tax credit	Time limit	Tax losses carried forward	Deferred tax credit	Time limit
With limited time use
Generated in 2005	17,276,819	4,319,205	2011	17,295,106	4,323,777	2011
Generated in 2006	46,931,234	11,732,808	2012	53,377,911	13,344,477	2012
Generated in 2007	56,263,604	14,065,991	2013	60,528,122	15,132,031	2013
Generated in 2008	8,716,911	2,179,229	2014	13,577,675	3,394,420	2014
Generated in 2009	20,089,225	5,022,305	2015	27,961,443	6,990,387	2015
Generated in 2010	15,244,932	3,811,234	2014	16,800,963	4,200,239	2014
Generated in 2011	2,860,359	715,090	2015
	167,383,084	41,845,862		189,541,221	47,385,330
Without limited time use	57,099,923	14,189,821		56,081,477	13,834,353
With a time limit different from the above mentioned	356,328,285	91,368,307		333,736,403	85,332,332
	413,428,208	105,558,128		389,817,880	99,166,685
	580,811,292	147,403,990		579,359,101	146,552,015

17 CASH AND CASH EQUIVALENTS

As at 31 March 2011 and 31 December 2010, Cash and cash equivalents can be detailed as follows:

	31 March 2011	31 December 2010
Cash at hand	6,893,094	7,343,569
Bank deposits	146,721,234	217,226,030
Treasury applications	120,255,471	23,022,451
Cash and cash equivalents on the balance sheet	273,869,799	247,592,050
Bank overdrafts (Note 20)	(8,999,053)	(10,118,117)
Cash and cash equivalents on the statement of cash flows	264,870,746	237,473,933

Bank overdrafts are disclosed in the balance sheet under Current loans.

18 SHARE CAPITAL

As at 31 March 2011, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.

On 15 November 2007, Sonae Holding sold, 132,856,072 Sonae Holding shares directly owned by the Company. The shares were sold in a market operation at the unit price of 2.06 euro per share and resulted on a cash inflow (net of brokerage commissions) of 273,398,877 euro.

On the same date, Sonae Investments, BV, wholly owned by Sonae Holding entered into a derivative financial instrument - Cash Settled Equity Swap - over a total of 132,800,000 Sonae Holding shares, representative of 6.64% of its share capital.

This transaction has a maximum maturity of three years and a strictly financial liquidation, without any duty or right for the Company or any of its associated companies in the purchase of these shares. This transaction allows Sonae Investments BV to totally maintain the economic exposure to the sold shares.

In this context, although legally all the rights and obligations inherent to these shares have been transferred to the buyer, Sonae Holding did not derecognize their own shares, recording a liability in the caption "Other non-current liabilities" (Note 22). According to the interpretation made by Sonae of the IAS 39, applied by analogy to own equity instruments, the derecognition of own shares is not allowed as Sonae maintains the risks and rewards arising on the instruments sold.

Consequently, Sonae maintains the deduction from Equity amounting to the acquisition cost of the 132,800,000 shares (138,568,275 euro), and has accounted for the consideration received for the above mentioned sale of own shares in the caption "Other noncurrent liabilities" (273,568,000 euro).

Due to the detach of Sonae Capital SGPS, SA, as at 4 January 2008, demerger rights attributable to the 132,800,000 Sonae SGPS, SA shares subject to the above mentioned agreement, Sonae recognized an asset measured at its' fair value . This asset has not been derecognized as Sonae also entered into a Cash Settled Equity Swap over the Sonae Capital SGPS, SA shares, and therefore a liability was recognized.

On 23 April 2009, 10 March 2010 and 28 March 2011 Sonae Investments BV requested a partial cancellation of the Cash settled Equity Swap for 1,134,965, 1,185,144 and 3,639,140 shares of Sonae Holding respectively. Consequently the derivative underlying asset was updated to 126,840,751 Sonae Holding shares.

On 19 October 2010 Sonae Investments BV has agreed with a financial institution to extend the maturity of the Cash Settled Equity Swap over the 130,479,891 Sonae Holding´s shares. The renovation is done for a maximum of 3 additional years, until November 2013 and maintains the settlement mechanism of the transaction that remains strictly cash settled. The Cash Settled Equity Swap, over shares of Sonae Capital, was not subject to extension of maturity, and Sonae acquired 16,600,000 shares in the market representing 6.6% of the capital of Sonae Capital, in result of fair value.

Therefore and for the transactions described above, the value of liabilities at the date of 31 March 2011, is 103,755,784 euros on the market value of Sonae Holding (Note 22).

These liabilities are adjusted at the end of each month by the effect in Sonae Holding share price, being recognized a current asset/liability in order to present the right/obligation related to the cash settlement of the operation that resets monthly.

Additionally, the costs related to the "floating amount" based on Euribor 1 month are recorded in the income statement.

The receivable amount arising on dividends distributed by the Company is credited to Equity in order to offset the charge of the distribution.

The number of shares taken into consideration to calculate earnings per share includes the shares referred to above as a deduction to the shares issued by the Company (Note 30).

At 31 March 2011, the following entities held more than 20% of the subscribed share capital:

Entity	%
Efanor Investimentos, SGPS, SA and subsidiaries	52.98

19 NON-CONTROLLING INTERESTS

Movements in non-controlling interests during the periods ended 31 March 2011 and 2010 are as follows:

	31 March 2011	31 March 2010
Opening balance as at 1 January	524,088,940	477,968,755
Dividends	(750,544)	(619,667)
Exchange rate effect	(2,065,601)	1,632,055
Acquisition of subsidiaries	253,523	-
Capital increase and share premium	1,276,562	-
Increase of capital with shareholding variation	63,988,278	-
Increased shareholding by acquisitions	-	(2,103,935)
Changes in hedge and fair value reserves	3,169,628	(1,283,190)
Others	(482,434)	(921,404)
Profit for the period attributable to non controlling interests	12,054,129	5,252,186
Closing balance	601,532,481	479,924,800

20 LOANS

As at 31 March 2011 and 31 December 2010, Loans are made up as follows:

	31 March 2011		31 December 2010
		Outstanding amount			Outstanding amount
	Amount limit	Current	Non Current	Amount limit	Current	Non Current
Bank loans
Sonae, SGPS, SA - commercial paper	350,000,000	35,000,000	-	350,000,000	61,000,000	-
Sonae Investimentos, SGPS, S.A. - commercial paper	692,500,000	10,000,000	465,000,000	682,500,000	-	292,000,000
a)b) Sonae Sierra affiliated companies	383,878,563	14,968,890	350,045,966	420,488,882	17,761,891	382,680,843
a)b)c) Sonae Sierra affiliated companies	371,310,305	36,272,886	327,537,419	379,161,327	36,525,264	342,636,063
a)b)d) Sonae Sierra affiliated companies	26,326,800	-	-	27,055,200	-	-
a) Sonae Sierra affiliated companies	6,232,048	406,584	5,825,464	13,848,351	5,368,935	5,979,416
Sonae Sierra SGPS, SA	23,984,974	-	-	34,460,000	96,901	-
Sonaecom SGPS, SA commercial paper	247,500,000	41,067,217	143,000,000	237,500,000	28,388,536	85,000,000
Sonaecom SGPS, SA	16,500,000	-	-	26,500,000	-	-
MDS, SGPS, SA - commercial paper	10,000,000	-	21,528,450	10,000,000	-	10,000,000
Others		5,684,853	12,032,815		6,262,465	13,844,568
		143,400,430	1,324,970,114		155,403,993	1,132,140,890
Bank overdrafts (Note 17)		8,999,053	-		10,118,117	-
Up-front fees beard with the issuance of borrowings		(659,439)	(4,141,548)		(769,792)	(4,465,330)
Bank loans		151,740,044	1,320,828,566		164,752,318	1,127,675,560
Bonds
Bonds Sonae / 05		-	100,000,000		-	100,000,000
Bonds Sonae 2007/2014		-	150,000,000		-	150,000,000
Bonds Sonae 2007/2015		-	250,000,000		-	250,000,000
Bonds Modelo Continente / 2003		82,000,000	-		82,000,000	-
Bonds Modelo Continente / 2005 / 2012		-	150,000,000		-	150,000,000
Bonds Modelo Continente / 2007 / 2012		-	200,000,000		-	200,000,000
Bonds Sonae Distribuição / 2007 / 2015		-	200,000,000		-	200,000,000
Bonds Sonae Distribuição / 2007 / 2015		-	310,000,000		-	310,000,000
Bonds Sonae Distribuição / 2009 / 2014		16,000,000	34,000,000		8,000,000	42,000,000
Bonds Sonaecom / 2005/2013		-	150,000,000		-	150,000,000
Bonds Sonaecom / 2010/2013		-	30,000,000		-	30,000,000
Bonds Sonaecom / 2010/2015		-	40,000,000		-	40,000,000
Bonds Sonae Sierra / 2008/2013		-	37,500,000		-	37,500,000
Up-front fees beard with the issuance of borrowings		(319,049)	(6,880,434)		(499,580)	(7,515,653)
Bonds		97,680,951	1,644,619,566		89,500,420	1,651,984,347
Other loans		26,974	162,624		33,466	550,174
Derivative instruments (Note 21)		4,930,958	19,383,373		5,245,380	33,272,397
Other loans		4,957,932	19,545,997		5,278,846	33,822,571
Obligations under finance leases		4,797,567	25,535,414		4,932,664	26,468,295
		259,176,494	3,010,529,543		264,464,248	2,839,950,773

a) These amounts are proportionate considering the percentage held by Sonae;

b) These loans are guaranteed by mortgages of investment properties held by those affiliated companies;

c) These loans are guaranteed by a pledge of shares held by those affiliated companies;

d) These loans are guaranteed by bank guarantees.

The interest rate as at 31 March 2011 of bonds and loans were in average 2.18% (2.04% 31 December 2010).

Bank loans bear interests at market rates based on Euribor for each interest payment term, therefore the fair value of bank loans are estimated to be similar to their market value.

The derivative instruments are recorded at fair value (Note 21).

The repayment schedule of the nominal value of loans can be summarised as follows:

	31 March 2011	31 December 2010
N+1 a)	255,224,024	260,488,240
N+2	698,989,018	506,287,216
N+3	449,256,040	556,923,415
N+4	610,887,430	548,918,015
N+5	718,852,224	742,517,918
After N+5	524,183,441	464,012,795
	3,257,392,176	3,079,147,599

a) Includes the amounts drawn under commercial paper programs.

The maturities above were estimated in accordance with the contractual terms of loans that do not include financial covenants.

21 DERIVATIVES

Exchange rate derivatives

Sonae uses exchange rate derivatives, essentially to hedge future cash flows.

Sonae contracted several exchange rate forwards and options in order to manage its exchange rate exposure.

As at 31 March 2011, the fair value of exchange rate derivatives which haven't been considered hedging instruments, calculated based on present market value of equivalent financial instruments of exchange rate, is null in liabilities as in the caption current investments (76,618 and zero euro as of 31 December 2010)

The computation of the fair value of these financial instruments was made taking into consideration the present value at balance sheet date of the forward settlement amount of the relevant contract. The settlement amount considered in the valuation, is equal to the reference currency notional amount (foreign currency) multiplied by the difference between the contracted forward exchange rate and the forward exchange market rate to the settlement date as at the valuation date.

Gains and losses in the period arising from changes in the fair value of instruments that do not qualify for hedging accounting treatment were recorded directly in the income statement in the caption "Net financial expenses".

Gains and losses for the period arising from fair value change of derivatives qualified as hedging instruments were recorded in the caption "Hedging reserve" of Comprehensive Income.

Interest rate derivatives

As at 31 March 2011, derivatives used by Sonae refer essentially to swaps and interest rate options ("cash flow hedges"). These were negotiated to hedge the interest rate risk of loans amounting to 1,076,958,252 euro (1,118,050,663 euro as at 31 December 2010). The fair value of these derivatives amounts to - 18,319,314 euro (-37,560,225 euro as at 31 December 2010), and is disclosed as assets amounting to 3,138,400 euro (423,774 euro as at 31 December 2010) and as liabilities 21,457,714 euro (37,562,879 euro as at 31 de December de 2010).

These derivatives were valuated considering the estimated future cash-flows, assuming the exercise of the cancellation options by the counterparties when the forward interest rates are higher than the established fixed interest rate. Sonae intends to keep these derivatives until their expiration date, therefore, this valuation is considered to be the most appropriate to estimate the future cash flow of these instruments.

These interest rate derivatives are valued at fair value, at the balance sheet date, based on valuations performed by Sonae using specific software and on external valuations when this software does not deal with specific instruments. The fair value of swaps was calculated, at the balance sheet date, based on the discounted cash flow of the difference between the fixed interest rate of the fixed leg and the indexed variable interest rate inherent to the variable leg. The calculation of the fair value of options was based on the "Black-Scholes" and similar models.

Interest rate and exchange rate derivatives

As at 31 March 2011 no contracts existed related to interest rate and exchange rate derivatives.

Fair value of derivatives

The fair value of derivatives is detailed as follows:

		Assets		Liabilities
	31 March 2011	31 December 2010	31 March 2011	31 December 2010
Derivatives not qualified as hedging
Exchange rate (Note 13)	-	-	-	76,618
Interest rate	-	-	-	-
Hedging derivatives
Exchange rate (Note 13)	570,037	457,160	2,856,617	878,280
Interest rate (Note 14)	3,138,400	423,774	21,457,714	37,562,879
Interest and exchange rate	-	-	-	-
Other derivatives (Note 20)	-	-	-	-
	3,708,437	880,934	24,314,331	38,517,777

22 OTHER NON - CURRENT LIABILITIES

As at 31 March 2011 and 31 December 2010, "Other non-current liabilities" is detailed as follows:

	31 March 2011	31 December 2010
Shareholders loans	41,220,917	39,351,233
Fixed assets suppliers	2,755,490	4,862,095
"Iniciativas E" program	2,253,107	2,253,107
Other non-current liabilities	134,052,169	133,574,695
Accruals and deferrals	4,083,043	1,317,990
Other non-current liabilities	184,364,726	181,359,120

The caption Shareholders loans relates to affiliated undertakings in the retail, shopping centres and investment management segments. These liabilities do not have a defined vesting date and bear interests at variable market rates.

The caption Other non-current liabilities includes the amount of 103,755,734 euro (101,774,315 euro as at 31 December 2010) related to the fair value of the derivative on Sonae Holding shares referred to in Note 18.

23 SHARE-BASED PAYMENTS

In 2011 and in previous years, Sonae granted deferred performance bonuses to its directors and eligible employees. These are either based on shares to be acquired at nil cost, three years after they were attributed to the employee, or based on share options with the exercise price equal to the share price at the grant date, to be exercised three years later. In both cases, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year.

Sonae Holding plans, are settled in shares therefore as at 31 March 2011, all Sonae Holding plans are recorded in the statement of financial position under the caption "Other reserves" with the corresponding cost being recorded as "Staff costs".

The plans that continue to be settled in cash, shall remain recorded in the balance sheet, in the figure other liabilities of the balance sheet, and staff costs in the income statement.

As at 31 March 2011 and 31 December 2010, the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised as follows:

	Grant	Vesting	Number of	Fair value
	year	year	participants	31 March 2011	31 December 2010
Shares
	2008	2011	459	-	5,610,174
	2009	2012	487	8,981,171	8,300,686
	2010	2013	497	5,068,301	4,706,106
	2011	2014	498	4,338,510	-
Total				18,387,982	18,616,966

As at 31 March 2011 and 31 December 2010 the financial statements include the following amounts corresponding to the period elapsed between those dates and the date of granting deferred bonus plans, which have not yet vested:

	31 March 2011	31 December 2010
Staff costs	2,111,745	6,319,318
Recorded in previous years	8,624,946	7,572,574
	10,736,691	13,891,892
Recorded in other liabilities Recorded value in Other reserves	5,551,084 5,185,607	7,238,557 6,653,335
	10,736,691	13,891,892

24 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 31 March 2011 and 31 December 2010, Trade creditors and other current liabilities were made up as follows:

	31 March 2011	31 December 2010
Trade creditors	951,905,662	1,264,689,283
Taxes payable	94,510,174	108,704,088
Other creditors
Fixed asset suppliers	58,428,744	101,063,532
Related undertakings	71,794,029	5,888,302
Other debts	77,304,451	83,339,503
	207,527,224	190,291,337
Other current liabilities
Property investments accruals	3,242,235	5,556,771
Fixed assets accrued costs	6,472,468	8,803,150
Holiday pay and bonuses	115,838,540	126,653,883
Interests payable	16,565,339	16,631,751
Invoices to be issued	42,655,194	43,994,715
Commissions	4,998,770	5,618,354
Marketing expenses	23,947,173	27,054,939
Information society	27,861,427	33,219,196
Other external supplies and services	73,653,054	58,979,060
Accrued income - trade debtors	33,507,655	34,025,665
Accrued income - rents	5,061,712	5,149,995
Others	49,950,555	38,234,965
	403,754,122	403,922,444
	1,657,697,182	1,967,607,152

25 PROVISIONS AND ACCUMULATED IMPAIRMENT LOSSES

Movements in Provisions and impairment losses over the three months period ended 31 March 2011 and 2010 were as follows:

Caption	Balance as at 31 December 2010	Increase	Decrease	Balance as at 31 March 2011
Accumulated impairment losses on investments (Note 13)	26,769	78,718	(169)	105,318
Accumulated impairment losses on trade account receivables and other debtors (Note 15)	105,784,729	7,358,328	(10,399,875)	102,743,182
Accumulated impairment losses on inventories	35,596,931	1,293,664	(2,243,855)	34,646,740
Non-current provisions	62,823,444	2,401,372	(3,365,282)	61,859,534
Current provisions	2,738,228	784,459	(89,484)	3,433,203
	206,970,101	11,916,541	(16,098,665)	202,787,977

Caption	Balance as at 31 December 2009	Increase	Decrease	Balance as at 31 March 2010
Accumulated impairment losses on investments (Note 13)	67,925	174	-	68,099
Accumulated impairment losses on other non-current assets	141,988	-	-	141,988
Accumulated impairment losses on trade account receivables and other debtors	103,988,411	5,607,555	(9,997,719)	99,598,247
Accumulated impairment losses on inventories	31,644,772	1,949,710	(2,092,400)	31,502,082
Non-current provisions	50,607,367	394,544	(4,744,953)	46,256,958
Current provisions	2,617,751	842,416	(124,762)	3,335,405
	189,068,214	8,794,399	(16,959,834)	180,902,779

As at 31 March 2011 and 31 December 2010, Provisions can be analysed as follows:

	31 March 2011	31 December 2010
Technical provisions on reinsurance	5,968,855	8,069,284
Future liabilities relating to subsidiaries of retail sold in Brazil	10,442,116	10,856,969
Dismantling of telecommunication sites	22,755,301	22,729,081
Clients Guarantees	9,586,537	7,833,843
Judicial claims	7,710,204	7,744,369
Others	8,829,724	8,328,126
	65,292,737	65,561,672

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

26 CONTINGENT ASSETS AND LIABILITIES

As at 31 March 2011 and 31 December 2010, major contingent liabilities were guarantees given and can be detailed as follows:

	31 March 2011	31 December 2010
Guarantees given:
on tax claims	358,111,972	270,130,723
on judicial claims	589,893	575,115
on municipal claims	7,208,396	7,011,523
others	52,193,097	54,745,874

The caption "Others" includes 9,677,592 euro (13,194,442 euro as at 31 December 2010) to guarantee part of the debt of Sonae Sierra affiliates related with the purchase, sale and exchange of land.

Companies of Retail segment provided guarantees to the tax authorities associated with processes relating to VAT, amounting to 96,500,000 million euros, for which they were made or intends to submit their disputes. This processes is a understanding of Tax Administration that the Group should credit of Value Added Tax in respect of discounts given by suppliers and calculated based on values of purchases, the Tax Administration claims alleged match services to those entities, and the relative values for the regularization in debit in Value Added Tax in favor of the group related to loyalty programs discounts offer to customers.

In addition to guarantees above were made by Sonae SGPS, SA a pledge in favour of Sonae Investimentos, SGPS, SA amounting to 122,065,143 euro (71,485,070 as at 31 December.2010) for the purpose of suspension of tax cases. The most relevant of which, amounting to about 60 million, arising as a result of judicial review lodged by the Company in respect of adjustments made by the Tax Administration to income tax for the exercise ended at 31 December 2005, corresponding to a cover losses accumulated by the subsidiary, which was brought to the costs of participation, moreover, as is understanding already signed by the Tax Administration itself, and now understood that in this case should not consider the amount of the cost of participation, including therefore to cover losses when the liquidation of the subsidiary.

Guarantees given on tax claims include a guarantee granted by a company of the Retail segment in Brazil, of approximately 32,1 euro (74,078,784 brazilian real as at 31 December 2010) , which is being judged by tax courts

As a consequence of the sale of a subsidiary company in Brazil, Sonae guaranteed the buyer all the losses incurred by that company arising on unfavourable decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. As at 31 December 2010, the amount claimed by the Brazilian Tax Authorities concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss plus the amounts already paid (27.6 million euro) related to programmes for the Brazilian State of tax recovery amount to near 39.8 million euro.

Furthermore, there are other tax lawsuits totalling 54.7 million euro for which the Board, based on the lawyers' assessment, understands will not imply future losses to the old subsidiary referred above.

At 31 December 2010, the Telecommunications segment, there are outstanding balances with national operators registered under the headings of customers and suppliers, amounting to 37,139,253 Euros and 29,913,608 euro respectively, as well as balances of "Other assets currents' in the amount of 411,649 euro, and "Other current liabilities" in the amount of 6,817,553 euro, resulting from a dispute remained essentially with the TMN-Mobile Telecommunications SA on the vagueness of the interconnection prices for the year 2001, their costs and revenues were recorded in that year. The Group considered the financial statements more penalizing tariffs. First Instance in the sentence was wholly favourable to the Group. The Court of Appeal, on appeal, dismissed again rejected the attempts of TMN. However, TMN again appeal this decision, now before the Supreme Court, which upheld the Court of Appeal dismissing the thoughts of the TMN, thus concluding that the interconnection prices for 2001 were not defined. The settlement of outstanding amounts will depend on the price that will be established.

No provision has been recognized on possible risks related with the events / disputes for which guarantees were granted as in accordance with its best knowledge it is the Board understanding that the resolution of those events / disputes will not lead to any liabilities to Sonae.

27 RELATED PARTIES

Balances and transactions with related parties are detailed as follows:

	Sales and services rendered		Purchases and services obtained
Transactions	31 March 2011	31 March 2010	31 March 2011	31 March 2010
Parent Company	40,890	40,724	-	-
Jointly controlled companies	3,137,234	2,695,257	4,890,086	4,546,415
Associated companies	8,195,912	8,185,848	720,369	452,013
Other partners and Group companies	16,527,855	16,697,226	5,800,472	7,382,014
	27,901,891	27,619,055	11,410,927	12,380,442
	Interest income		Interest expenses

Transactions	31 March 2011	31 March 2010	31 March 2011	31 March 2010
Parent Company	-	-	8,006	-
Jointly controlled companies	1,048	22,539	-	41,617
Associated companies	100,616	25	-	-
Other partners and Group companies	20,881	21,495	392,894	451,046
	122,545	44,059	400,900	492,663

		Accounts receivable	Accounts payable
Balances	31 March 2011	31 December 2010	31 March 2011	31 December 2010
Parent Company	18,320	102,607	8,006	-
Jointly controlled companies	6,013,948	2,697,745	5,632,180	5,641,691
Associated companies	4,264,992	4,152,235	1,895,607	2,443,183
Other partners and Group companies	17,107,036	19,311,222	9,450,012	15,664,418
	27,404,296	26,263,809	16,985,805	23,749,292
	Loans
		Obtained		Granted
Balances	31 March 2011	31 December 2010	31 March 2011	31 December 2010
Parent Company	-	-	-	-
Jointly controlled companies	51,982	-	86,569	85,763
Associated companies	-	-	7,483,442	7,528,812
Other partners and Group companies	50,687,534	44,819,198	262,819	248,393
	50,739,516	44,819,198	7,832,830	7,862,968

The caption "Other partners in Group companies" includes Sonae Industria, SGPS, SA and Sonae Capital, SGPS, SA affiliated, associated and jointly controlled companies and also other shareholders of affiliated companies or jointly controlled companies of Sonae, as well as other affiliated companies of the parent company Efanor Investimentos, SGPS, SA.

28 INCOME TAX

As at 31 March 2011 and 2010, income tax is detailed as follows:

	31 March 2011	31 March 2010
Current tax	12,552,948	9,711,539
Deferred tax	(6,176,897)	(470,754)
	6,376,051	9,240,785

29 EARNINGS PER SHARE

Earnings per share for the period were calculated taking into consideration the following amounts:

	31 March 2011	31 March 2010
Net profit
Net profit taken into consideration t o calculate basic earnings per share (consolidated profit for the period)	11,802,308	5,741,985
Effect of dilutive potential shares Interest related to convertible bonds (net of tax)	- -	- -
Net profit taken into consideration to calculate diluted earnings per share	11,802,308	5,741,985
Number of shares
Weighted average number of shares used t o calculate basic earnings per share	1,873,159,249	1,869,520,109
Effect of dilutive potential ordinary shares from convertible bonds	-	-
Outstanding shares related with share based payments	12,680,814	11,093,255
Shares related to performance bonus that can be bought at market price	(6,592,020)	(7,941,682)
Weighted average number of shares used t o calculate diluted earnings per share	1,879,248,043	1,872,671,682
Earnings per share
Basic	0.006301	0.003071
Diluted	0.006280	0.003066

30 DIVIDENDS

In the Shareholders Annual General Meeting held on 27 April 2011, the payment of a gross dividend of 0.0331 euro per share (0.0315 euro per share in 2010) corresponding to a total of 66,200,000 euro (63,000,000 euro in 2010) was approved.

31 SEGMENT INFORMATION

As described with more detail in the Management Report the operating segments used by Sonae management are as follows:

• Food based retail
• Specialised retail
• Retail real estate
• Shopping Centres
• Telecommunications
• Investment Management

The amounts reported below, are calculated, when applicable, excluding contributions to indirect income as explained in Note 33.

Sonae's reportable segment information regarding the income statement in accordance with IFRS 8 can be analysed as follows:

	31 March 2011	Inter-segment income	31 March 2010 (Note 1)	Inter-segment income
Turnover
Food based retail	742,440,590	(1,319,818)	771,766,292	(1,575,244)
Ex-Fuel	735,759,867	(1,319,818)	734,696,366	(1,575,244)
Fuel	6,680,723	-	37,069,926	-
Specialised retail	276,271,820	-	274,348,380	-
Retail real estate	30,577,867	(24,897,390)	32,149,902	(30,329,089)
Shopping centres	50,184,395	(3,368,480)	48,584,090	(3,249,756)
Telecommunications	215,831,965	(4,400,900)	222,750,132	(2,874,754)
Investment management	33,064,778	(106,440)	31,282,637	(89,714)
Eliminations and adjustments	(32,356,867)	(311,889)	(36,622,062)	(250,596)
Total direct consolidated	1,316,014,548	(34,404,917)	1,344,259,371	(38,369,153)
Operational cash-flow (EBITDA)
Food based retail	25,744,131		22,459,725
Specialised retail	(11,576,864)		324,607
Retail real estate	44,218,455		31,722,632
Shopping centres	23,273,390		23,568,419
Telecommunications	49,968,538		47,915,168
Investment management	965,589		270,279
Eliminations and adjustments	5,174,957		1,914,349
Total direct consolidated	137,768,196		128,175,179
Operational profit/(loss) (EBIT)
Food based retail	1,070,004		3,426,680
Specialised retail	(23,827,274)		(9,908,404)
Retail real estate	36,476,941		23,649,154
Shopping centres	22,323,912		22,329,116
Telecommunications	19,743,469		13,870,411
Investment management	(1,042,167)		(910,459)
Eliminations and adjustments	(989,677)		(1,384,417)
Total direct consolidated	53,755,208		51,072,081

	31 March 2011	31 March 2010 (Note 1)
Investment (CAPEX)
Food based retail	16,495,910	19,427,116
Specialised retail	17,092,743	19,733,788
Retail real estate	1,569,178	11,299,218
Shopping centres	9,646,096	21,214,489
Telecommunications	18,100,000	24,035,502
Investment management	3,940,931	1,104,482
Eliminations and adjustments (1)	2,756,503	1,406,411
Total consolidated	69,601,361	98,221,006

	31 March 2011	31 December 2010
Invested capital
Food based retail	659,186,926	479,204,374
Specialised retail	457,908,130	337,037,521
Retail real estate	1,372,963,738	1,418,165,276
Shopping centres	1,500,470,195	1,576,617,718
Telecommunications	829,673,446	781,749,152
Investment management	158,200,139	155,569,048
Eliminations and adjustments (1)	(96,372,761)	(34,500,775)
Total consolidated	4,882,029,813	4,713,842,314
Total net debt (2)
Retail businesses	1,313,583,870	1,046,670,860
Shopping centres	700,521,414	829,279,533
Telecommunications	378,600,000	348,085,829
Investment management	92,684,908	80,627,179
Holding (1)	518,445,548	547,616,771
Total consolidated	3,003,835,740	2,852,280,172

(1) Includes Sonae Individual accounts.

(2) Includes shareholders loans.

The caption "Eliminations and Adjustments" can be analysed as follows:

	Turnover		Operational cash-flow (EBITDA)		Operational profit/(loss) (EBIT)
	31 March 2011	31 March 2010	31 March 2011	31 March 2010	31 March 2011	31 March 2010
Inter-segment income	(34,404,917)	(38,369,153)	109,379	(912,353)	(278,927)	(527,859)
Adjustment on telecommunications provisions (1)	-	-	5,396,762	3,864,272	-	-
Others	2,048,050	1,747,091	(331,184)	(1,037,570)	(710,750)	(856,558)
Eliminations and adjustments	(32,356,867)	(36,622,062)	5,174,957	1,914,349	(989,677)	(1,384,417)

(1) The sub-holding considers provisions as EBITDA.

	Investment		Invested capital
	31 March 2011	31 March 2010	31 March 2011	31 December 2010
Inter-segment balances	534,006	-	62,470,153	67,339,294
Dividends	-	-	(66,200,000)	-
Cash settled equity swap (2)	-	-	(103,755,734)	(97,077,039)
Others	2,222,497	1,406,411	11,112,820	(4,763,030)
Eliminations and adjustments	2,756,503	1,406,411	(96,372,761)	(34,500,775)

(2) Financial Instrument reported in Note 18.

Glossary:

Invested capital = Gross real estate assets + other fixed assets (including Goodwill) - amortisations and impairment losses + financial investments + working capital (includes non-current assets and non-current liabilities excluding total net debt); all figures at book value with the exception of Shopping Centres building block;

Total Net debt = Bonds + bank loans + other loans + shareholders loans + finance leases + derivatives - cash, bank deposits and current investments-other long term applications;

EBITDA = Turnover + other revenues + negative Goodwill – reversion of impairment losses – operational costs - Provisions for warranty extensions + profit/losses on disposals of subsidiaries;

Eliminations and adjustments = Inter-segment + consolidation adjustments + contribution of companies not included in the segments;

CAPEX = Investments in tangible and intangible assets, investment properties and acquisitions of subsidiaries; less amounts generated over assets disposals;

Direct income - excludes contributions to indirect income;

Indirect Income - includes the Shopping Centre operating segment contributions net of taxes to consolidated income statement, arising from: (i) investment property valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and; (iv) provision for Development Funds at Risk.

32 COMMITMENTS WITH "INFORMATION SOCIETY"

Under the agreed terms resulting from the grant of the UMTS License, Optimus – Comunicações, S.A. assumed commitments in the area of promotion of the Information Society, totalling 274 million euro, to be complied with up to the end of the licence period (2015)

In accordance with the Agreement established on 5 June 2007 with the Ministry of Public Works, Transports and Communications ("MOPTC"), a part of those commitments, up to 159 million euro, will be accomplished through its own projects as contributions to qualifying Information Society and incurred in the normal activity of Sonaecom - Communications Services (investment and networking technology that does not derive from the need for compliance with obligations relating to the allocation of the UMTS license and research activities, development and promotion services, content and applications), which must be recognized by MOPTC and entities set up especially for this purpose.

As at 31 March 2010, the total amount was already incurred and validated by the above referred entities, so at this date there are no additional responsibilities related to these commitments. These charges were recorded in the financial statements at the moment the projects were carried out and the estimated costs became known.

The remaining commitments, up to the amount of around 116 million euro, will be fulfilled as agreed between Optimus – Comunicações, S.A.and MOPTC, through contributions to the "Iniciativas E" project (offer of modems, discounted rates, cash contributions, among others, relating to the widespread use of broadband internet by students and teachers), those e contributions being made through Information Society Fund ("Fundo para a Sociedade de Informação") now known as the "Fundação para as Comunicações Móveis" (Foundation for Mobile Communications), to be created by the three mobile operators operating in Portugal. The responsibilities were recorded, at 31 December 2010, as an added cost of the UMTS license, against an entry in the captions 'Other non-current liabilities' and 'Other current liabilities'. As at 31 March 2011 these responsibilities were all recorded in the financial statements.

At 31 March 2011, the caption "Patents and other similar rights", of intangible assets includes the amount of 111.5 million euro, that correspond to the present value of the estimated responsibility with "Iniciativas E" program, recorded in June 2008 and updated September 2009.

33 PRESENTATION OF CONSOLIDATED INCOME STATEMENT

In the Management Report, and for the purposes of calculating financial indicators as EBITDA, and as well for segments income presentation purposes, the income statement is divided between Direct Income and Indirect Income, according to common practice in the Shopping Centre business.

The Indirect Income includes the contribution of the Shopping Centre operating segment to the consolidated income statement, net of taxes, that result from: (i) valuation of investment properties; (ii) gains (losses) with the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and (iv) provisions for "Development Funds at Risk".

The value of the EBITDA is calculated only in the Direct Income, excluding the indirect contributions.

The reconciliation between consolidated income and direct/indirect income for the nine month periods ended 31 March 2011 and 2010 can be summarised as follows:

	31 March 2011		31 March 2010
	Consolidated	Indirect income	Direct income	Consolidated	Indirect income	Direct income
Operational income
Sales	1,049,552,268	-	1,049,552,268	1,078,513,309	-	1,078,513,309
Services rendered	266,462,280	-	266,462,280	279,777,433	-	279,777,433
Value created on investment properties	9,385,817	9,385,817	-	(3,812,472)	(3,812,472)	-
Investment income	-	-	-	-	-	-
Dividends	-	-	-	-	-	-
Other	(119,915)	-	(119,915)	(13,673)	-	(13,673)
Other income
Badwill	-	-	-	-	-	-
Reversion of impairment losses	1,273,829	-	1,273,829	1,149,640	-	1,149,640
Other	136,607,224	-	136,607,224	99,268,840	-	99,268,840
Total income	1,463,161,503	9,385,817	1,453,775,686	1,454,883,077	(3,812,472)	1,458,695,549
Total cost (a)	1,403,184,311	(2,448,181)	1,405,632,492	1,407,989,171	365,703	1,407,623,468
Depreciation and amortisation	77,361,499	-	77,361,499	72,896,200	-	72,896,200
Provisions and impairment losses	-	-	-	-	-	-
Provisions for warranty extensions	1,752,694	-	1,752,694	840,000	-	840,000
Others	8,640,808	(715,651)	7,925,157	5,356,539	-	5,356,539
Profit before financial results and share of results of associated	59,977,192	6,221,984	53,755,208	46,893,906	(4,178,175)	51,072,081
Financial profit/(loss)	(26,445,237)	(1,004,869)	(25,440,368)	(25,518,093)	-	(25,518,093)
Share of results of associated undertakings	(3,299,467)	(630,934)	(2,668,533)	(1,140,857)	(1,059,778)	(81,079)
Profit before income tax	30,232,488	4,586,181	25,646,307	20,234,956	(5,237,953)	25,472,909
Income tax	(6,376,051)	(4,873,557)	(1,502,494)	(9,240,785)	(1,644,614)	(7,596,171)
Net profit for the period	23,856,437	(287,376)	24,143,813	10,994,171	(6,882,566)	17,876,738
- attributable to equity holders of Sonae	11,802,308	(2,020,640)	13,822,948	5,741,985	(3,352,105)	9,094,090
- attributable to non controlling interests	12,054,129	1,733,264	10,320,865	5,252,186	(3,530,462)	8,782,648
Operational cash-flow (EBITDA) (b)			137,768,196			128,175,179

(a) The amount recorded in Indirect income relates mainly to the reduction of investment properties value, accruals for "DevelopmentFunds at Risk" and recognized impairment losses;

(b) EBITDA is computed as Turnover + Other Income + Negative goodwill – Impairment losses reversal – Operational expenses - Provisions for warranty extensions + Gains/(losses) in disposals.

34 APPROVAL OF THE FINANCIAL STATEMENTS

The accompanying consolidated financial statements were approved by the Board of Directors and authorized for issue on 23 May 2011.

The Board of Directors

Belmiro Mendes de Azevedo

Álvaro Carmona e Costa Portela

Álvaro Cuervo Garcia

Bernd Bothe

Christine Cross

Michel Marie Bon

José Neves Adelino

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

Condensed individual financial statements

CONDENSED INDIVIDUAL STATEMENT OF FINANCIAL POSITION AS AT 31 MARCH 2011 AND 2010 AND AS AT 31 DECEMBER 2010

(Translation of condensed individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

ASSETS	Notes	31.March.2011	31.March.2010	31.December.2010
NON-CURRENT ASSETS:
Tangible assets		217,313	257,661	225,499
Intangible assets		106,992	5,058	118,252
Investments in affiliated companies	4	3,165,069,672	2,981,242,624	3,177,377,209
Other investments	5	58,884,880	72,012,380	63,795,880
Other non-current assets	6	807,309,667	569,258,997	808,550,697
Total non-current assets		4,031,588,524	3,622,776,720	4,050,067,537
CURRENT ASSETS:
Trade account receivables and other current assets	7	59,329,898	77,898,825	60,651,789
Cash and cash equivalents	8	80,276	70,787	307,130
Total current assets		59,410,174	77,969,612	60,958,919
TOTAL ASSETS		4,090,998,698	3,700,746,332	4,111,026,456
EQUITY AND LIABILITIES
EQUITY:
Share capital	9	2,000,000,000	2,000,000,000	2,000,000,000
Reserves and retained earnings		1,460,330,162	1,010,436,344	1,147,143,401
Profit for the period		16,390,956	69,426,950	386,432,293
TOTAL EQUITY		3,476,721,118	3,079,863,294	3,533,575,694
LIABILITIES:
NON-CURRENT LIABILITIES:
Loans	1 0	505,934,019	265,095,967	511,140,968
Other non-current liabilities		-	-	71,727
Total non-current liabilities		505,934,019	265,095,967	511,212,695
CURRENT LIABILITIES:
Loans	1 0	35,004,879	286,872,304	61,000,000
Trade creditors and other current liabilities	1 1	73,338,682	68,914,767	5,238,067
Total current liabilities		108,343,561	355,787,071	66,238,067
TOTAL EQUITY AND LIABILITIES		4,090,998,698	3,700,746,332	4,111,026,456

The accompanying notes are part of these condensed individual financial statements.

CONDENSED INDIVIDUAL INCOME STATEMENTS FOR THE PERIODS ENDED 31 MARCH 2011 AND 2010

(Translation of condensed individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

	Notes	31.March.2011	31.March.2010
Services rendered		101,150	-
Investment income	1 4	11,942,709	71,390,537
Financial income		11,135,014	3,881,996
Other income		333,696	458,773
External supplies and services		(547,608)	(830,166)
Staff costs		(513,819)	(545,105)
Depreciation and amortisation		(25,806)	(10,099)
Financial expense		(5,511,999)	(4,422,070)
Other expenses		(389,381)	(496,916)
Profit/(Loss) before taxation		16,523,956	69,426,950
Taxation		(133,000)	-
Profit/(Loss) after taxation		16,390,956	69,426,950
Profit/(Loss) per share
Basic	1 5	0.008195	0.034713
Diluted	1 5	0.008193	0.034705

The accompanying notes are part of these condensed individual financial statements.

CONDENSED INDIVIDUAL STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED AT 31 MARCH 2011 AND 2010

(Translation of the individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

	31.March.2011	31.March.2010
Net Profit / (Loss) for the period	16,390,956	69,426,950
Changes on fair value of available-for-sale financial assets	(12,473,538)	(10,675,109)
Changes in hedge and fair value reserves	5,621,171	(4,042,786)
Other comprehensive income for the period	(6,852,367)	(14,717,895)
Total comprehensive income for the period	9,538,589	54,709,055

The accompanying notes are part of these condensed individual financial statements.

CONDENSED INDIVIDUAL STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED AT 31 MARCH 2011 AND 2010

(Amounts expressed in euro)

(Translation of condensed financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
						Reserves and retained earnings
	Notes	Share capital	Own shares	Legal reserve	Fair value reserve Hedging res	erve	Other reserves and retained earnings	Total reserves and retained earnings	Net profit/(loss)	Total
Balance as at 1 January 2010		2,000,000,000	-	163,229,582	488,904,537	(5,807,343)	350,006,260	996,333,036	91,729,048	3,088,062,084
Total comprehensive income for the period		-	-	-	(10,675,109)	(4,042,786)	-	(14,717,895)	69,426,950	54,709,055
Appropriation of profit of 2009: Transfer to legal reserves and retained earnings Dividends distributed Share based payments		- - -	- - -	4,586,452 - -	- - -	- - -	24,142,596 - 92,155	28,729,048 - 92,155	(28,729,048) (63,000,000) -	- (63,000,000) 92,155
Balance as at 31 March 2010		2,000,000,000	-	167,816,034	478,229,428	(9,850,129)	374,241,011	1,010,436,344	69,426,950	3,079,863,294
Balance as at 1 January 2011		2,000,000,000	-	167,816,034	612,472,662	(7,662,771)	374,517,476	1,147,143,401	386,432,293	3,533,575,694
Total comprehensive income for the period		-	-	-	(12,473,538)	5,621,171	-	(6,852,367)	16,390,956	9,538,589
Appropriation of profit of 2010: Transfer to legal reserves and retained earnings Dividends distributed Purchase of own shares Share based payments	1 6	- - - -	- - (289,862) 289,862	19,321,614 - - -	- - - -	- - - -	300,910,679 - - (193,165)	320,232,293 - - (193,165)	(320,232,293) (66,200,000) - -	- (66,200,000) (289,862) 96,697
Balance as at 31 March 2011		2,000,000,000	-	187,137,648	599,999,124	(2,041,600)	675,234,990	1,460,330,162	16,390,956	3,476,721,118

The accompanying notes are part of these condensed individual financial statements.

CONDENSED INDIVIDUAL CASH FLOW STATEMENTS FOR THE PERIODS ENDED 31 MARCH 2011 AND 2010

(Translation of the condensed financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

(Amounts expressed in euro)

	Notes	31.March.2011	31.March.2010
OPERATING ACTIVITIES
Net cash flow from operating activities (1)		(1,511,916)	(52,489)
INVESTMENT ACTIVITIES
Cash receipts arising from:
Investments		4,745,000	5,477,500
Tangible and intangible assets		2,006	21,219
Interest and similar income		6,158,393	6,910,535
Loans granted		349,876,029	172,040,000
		360,781,428	184,449,254
Cash Payments arising from:
Tangible and intangible assets		(6,241)	(70)
Loans granted		(330,323,000)	(196,367,267)
		(330,329,241)	(196,367,337)
Net cash used in investment activities (2)		30,452,187	(11,918,083)
FINANCING ACTIVITIES
Cash receipts arising from:		357,018,000	96,471,284
		357,018,000	96,471,284
Cash Payments arising from:
Loans obtained		(383,423,000)	(111,465,000)
Interest and similar charges		(2,755,634)	(2,795,945)
Dividends		(11,370)	-
		(386,190,004)	(114,260,945)
Net cash used in financing activities (3)		(29,172,004)	(17,789,661)
Net increase in cash and cash equivalents (4) = (1) + (2) + (3)		(231,733)	(29,760,233)
Cash and cash equivalents at the beginning of the period		307,130	2,769,998
Cash and cash equivalents at the end of the period	8	75,397	(26,990,235)

The accompanying notes are part of these condensed individual financial statements.

NOTES TO THE CONDENSED INDIVIDUAL

FINANCIAL STATEMENTS FOR THE PERIOD ENDED

31 MARCH 2011

(Translation of the condensed individual financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails)

(Amounts expressed in euro)

1 INTRODUCTION

SONAE, SGPS, SA ("Sonae Holding"), has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal.

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 described in the file of annual financial statements for the year ended 31 December 2010.

4 INVESTMENTS IN AFFILIATED COMPANIES

As at 31 March 2011 and 31 December 2010 the company held investments in the following affiliated companies:

	31.March.2011
Company	% Held	Carrying amount	Acquisition cost	Fair value reserve
Sonae Investimentos SGPS, SA (a)	76.86%	1,893,270,729	1,416,192,180	477,078,549
Sonae Sierra SGPS, SA (b)	50.00%	613,051,470	490,113,339	122,938,131
Sonaecom, SGPS, SA	0.23%	1,236,168	921,724	314,444
Sontel BV	42.86%	191,341,400	191,341,400	-
Sonae Investments BV	100.00%	550,000,000	550,000,000	-
Others	-	4,669,905	4,669,905	-
Impairment		(88,500,000)	-	-
Total		3,165,069,672	2,653,238,548	600,331,124

% Held	Carrying amount	Acquisition cost	Fair value reserve
76.86%	1,893,270,729	1,416,192,180	477,078,549
50.00%	625,463,000	490,113,339	135,349,661
0.23%	1,132,175	921,724	210,452
42.86%	191,341,400	191,341,400	-
100.00%	550,000,000	550,000,000	-
-	4,669,905	4,669,905	-
	(88,500,000)	-	-
	3,177,377,209	2,653,238,548	612,638,662
			31.December.2010

(a) The value of this investment is the price paid in the public tender offer for the de-listing occurred in 2006. Since that date no change in the value of the investment was recorded.

(b) Market value was determined based on an independent valuation for the period of assets held by this affiliated company, after deduction of associated net debt and of the share attributable to non-controlling interests.

5 OTHER INVESTMENTS

As at 31 March 2011 and 31 December 2010 other investments are as follows:

		31.March.2011
	Carrying amount	Acquisition cost	Fair value reserve
Magma No. 1 Securitisation Notes	52,195,000	52,195,000	-
Sonae Capital, SGPS, SA	6,640,000	6,972,000	(332,000)
Outros	49,880	49,880	-
Total	58,884,880	59,216,880	(332,000)

	31.December.2010
	Carrying amount	Acquisition cost	Fair value reserve
Magma No. 1 Securitisation Notes	56,940,000	56,940,000	-
Sonae Capital, SGPS, SA	6,806,000	6,972,000	(166,000)
Outros	49,880	49,880	-
Total	63,795,880	63,961,880	(166,000)

6 OTHER NON-CURRENT ASSETS

As at 31 March 2011 and 31 December 2010 other non-current assets are detailed as follows:

	31.March.2011	31.December.2010
Loans granted to group companies	807,309,667	808,550,697

7 TRADE ACCOUNTS RECEIVABLE AND OTHER CURRENT ASSETS

As at 31 March 2011 and 31 December 2010 trade accounts receivable and other current assets are detailed as follows:

	31.March.2011	31.December.2010
Trade accounts receivable	59,432	497,176
Group companies	46,630,709	58,499,980
Taxes and contributions receivable	1,067,234	924,706
Accrued income and prepayments	11,082,268	470,643
Others	490,255	259,284
Total	59,329,898	60,651,789

The caption "Accrued income and prepayments" mainly includes receivables relating to interests, from loans granted to group companies (Note 6).

8 CASH AND CASH EQUIVALENTS

As at 31 March 2011 and 31 December 2010 cash and cash equivalents are detailed as follows:

	31.March.2011	31.December.2010
Cash at hand	64	89
Bank deposits	80,212	307,041
Cash and cash equivalents on the balance sheet	80,276	307,130
Bank overdrafts Cash and cash equivalents on the cash flow	(4,879)	-
statement	75,397	307,130

9 SHARE CAPITAL

As at 31 March 2011 and 31 December 2010 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.

10 LOANS

As at 31 March 2011 and 31 December 2010 this caption included the following loans:

	31.March.2011	31.December.2010
Nominal value of bonds	500,000,000	500,000,000
Up-front fees not yet charged to income statement	(2,637,927)	(2,849,786)
Bonds	497,362,073	497,150,214
Derivatives	8,571,946	13,990,754
Non-current loans	505,934,019	511,140,968
Commercial paper	35,000,000	61,000,000
Bank overdrafts	4,879	-
Current loans	35,004,879	61,000,000

Non-current loans

Bonds Sonae / 05 amounting to 100,000,000 euro, repayable after 8 years, in one installment, on 31 March 2013. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.

Bonds Sonae 2007/2014 amounting to 150,000,000 euro, repayable after 7 years, in one installment, on 11 April 2014. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 10th and 12th coupons.

Bonds Sonae 2010/2015 amounting to 250,000,000 euro, repayable after 5 years, in one installment, on 16 April 2015. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.

Current loans

Commercial paper - Program of issuance of short-term commercial paper, by private subscription, released on August 23, 2004, valid for a period of 10 years with an extension possibility by Company's initiative, with a maximum of 350,000,000 euro.

The above mentioned loans are unsecured and its estimated fair value is considered to be near its carrying amount, as they bear interests at variable market rates.

Interest rate as at 31 March 2011 of the bonds and bank loan was, on average, 2.6% (2.5% as at 31 December 2010).

Maturity of Borrowings

As at 31 March 2011 and 31 December 2010 the analysis of the maturity of loans is as follows:

	31.March.2011	31.December.2010
N+1	35,004,879	61,000,000
N+2	100,000,000	-
N+3	-	100,000,000
N+4	150,000,000	150,000,000
N+5	250,000,000	250,000,000

11 TRADE CREDITORS AND OTHER CURRENT LIABILITIES

As at 31 March 2011 and 31 December 2010, trade creditors and other current liabilities are detailed as follows:

	31.March.2011	31.December.2010
Trade creditors	670,614	1,193,408
Group companies	-	405,000
Taxes and contributions payable	377,326	153,684
Accrued expenses	5,727,796	3,412,195
Others	66,562,946	73,780
Total	73,338,682	5,238,067

12 CONTINGENT LIABILITIES

As at 31 March 2011 and 31 December 2010, contingent liabilities are detailed as follows:

	31.March.2011	31.December.2010
Guarantees given:
on tax claims	307,664	307,664
on judicial claims	145,256	145,256
Guarantees given in favour of subsidiaries	a) 124,909,412	74,329,339

a) Guarantees given to Tax Authorities in favour of subsidiaries to suspend claims from tax authorities.

13 RELATED PARTIES

Transactions and balances with related parties are detailed as follows:

Transactions	31.March.2011	31.March.2010
Group companies	44,178	416,200
Jointly controlled companies	51,150	-
Other partners in group companies	25,000	-
Services rendered and other income	120,328	416,200
Group companies	280,394	237,914
Jointly controlled companies	6,966	3,714
Other partners in group companies	13,707	63,180
Purchases and services obtained	301,067	304,808
Group companies	10,493,351	3,090,625
Interest income	10,493,351	3,090,625
Parent company	8,006	-
Group companies	55,168	82,069
Interest expenses	63,174	82,069
Group companies	75,099	57,734,657
Jointly controlled companies	11,867,610	13,655,880
Dividend income (N o te 14)	11,942,709	71,390,537
Balance	31.March.2011	31.December.2010
Parent company	1,427	-
Group companies	11,284,317	6,107,634
Jointly controlled companies	11,918,760	219,976
Other partners in group companies	79,941	146,536
Accounts receivable	23,284,445	6,474,146
Parent company	35,082,421	-
Group companies	974,685	1,041,762
Jointly controlled companies	1,174	-
Other partners in group companies	17,086	13,938
Accounts payable	36,075,366	1,055,700
Group companies	841,997,667	861,550,697
Loans granted (N o te 18)	841,997,667	861,550,697
Group companies	-	405,000
Loans obtained (N o te 18)	-	405,000

All Sonae, SGPS, SA subsidiaries, associates and joint ventures are considered related parties and are identified in Consolidated Financial Statements. All Efanor Investimentos, SGPS, SA, subsidiaries, including the ones of Sonae Indústria, SGPS, SA and of Sonae Capital, SGPS, SA are also considered related parties.

14 INVESTMENTS INCOME

As at 31 March 2011 and 31 March 2010, investment income can be detailed as follows:

	31.March.2011	31.March.2010
Dividends	11,942,709	71,390,537

The dividends mentioned above were distributed by the affiliates Sonae Sierra, SGPS, SA (11,867,610 euro) and Sonaegest, SA (75,099 euro).

15 EARNINGS PER SHARE

Earnings per share for the period were calculated taking into consideration the following amounts:

	31.March.2011	31.March.2010
Net profit Net profit taken into consideration to calculate basic earnings per share (Net profit for the period)	16,390,956	69,426,950
Effect of dilutive potential shares	-	-
Interests related to convertible bonds (net of tax) Net profit taken into consideration to calculate diluted	-	-
earnings per share:	16,390,956	69,426,950
Number of shares Weighted average number of shares used to calculate basic earnings Effect of dilutive potential ordinary shares from convertible bonds Outstanting shares related with deferred performance	2,000,000,000 -	2,000,000,000 -
bonus	1,407,223	1,322,666
Number of shares that could be acquired at average market price Weighted average number of shares used to calculate diluted earnings per share	(764,370) 2,000,642,853	(806,052) 2,000,516,614
Profit/(Loss) per share Basic	0.008195	0.034713
Diluted	0.008193	0.034705

16 SUBSEQUENT EVENTS

The 2010 profit appropriation has been approved in the General Meeting of Shareholders held on 27 April 2011. Dividends amounting to 66,200,000.00 euro have been attributed and are already considered in these financial statements.

17 APPROVAL OF FINANCIAL STATEMENTS

The accompanying financial statements were approved by the Board of Directors and authorized for issue on 23 May 2011.

18 INFORMATION REQUIRED BY LAW

Decree-Law nr 318/94 art 5 nr 4

During the period ended 31 March 2011 shareholders' loan contracts were entered into with the following companies:

Sonae Investments, BV

Sontel, BV

During the period ended 31 March 2011 short-term loan contracts were entered into with the following companies:

Efanor Investimentos, SGPS, SA

Sonae Specialized Retail, SGPS, SA

As at 31 March 2011 amounts owed by affiliated undertakings can be summarized as follows:

Companies	Closing Balance
Sonae Investimentos, SGPS, SA	34,688,000
Sonae Investments, BV	370,537,400
Sonaecenter Serviços, SA	208,267
Sontel, BV	36,564,000
Total	441,997,667

As at 31 March 2011 amounts owed from affiliated undertakings were nill.

The Board of Directors

Belmiro Mendes de Azevedo

Álvaro Carmona e Costa Portela

Álvaro Cuervo Garcia

Bernd Bothe

Christine Cross

Michel Marie Bon

José Neves Adelino

Duarte Paulo Teixeira de Azevedo

Ângelo Gabriel Ribeirinho dos Santos Paupério

Nuno Manuel Moniz Trigoso Jordão

SAFE HARBOUR

This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forwardlooking statements are statements that are not historical facts.

These forward-looking statements are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, including, but not limited to, changes in regulation, industry and economic conditions; and the effects of competition. Forward-looking statements may be identified by words such as "believes," "expects," "anticipates," "projects," "intends," "should," "seeks," "estimates," "future" or similar expressions.

Although these statements reflect our current expectations, which we believe are reasonable, investors and analysts are cautioned that forwardlooking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forwardlooking information and statements. You are cautioned not to put undue reliance on any forward-looking information or statements. We do not undertake any obligation to update any forward-looking information or statements.

Report available at Sonae's institutional website www.sonae.pt

Media and Investor Contacts

Catarina Fernandes Communication, Brand and Corporate Responsibility Catarina.Fernandes@sonae.pt Tel: + 351 22 010 4775

Rita Barrocas External Communication rfbarrocas@sonae.pt Tel: + 351 22 010 4745

Patrícia Mendes Head of Investor Relations patricia.mendes@sonae.pt Tel.: + 351 22 010 4794

Sonae is listed on the Euronext Stock Exchange. Information may be accessed on Reuters under the symbol SONP.IN and on Bloomberg under the symbol SONPL.

Sonae Lugar do Espido Via Norte 4471-909 Maia Portugal Tel.: +351 229487522 Fax: +351 229404634