Table of Contents

 

 

 

FORM 6-K

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of November 2010

 

Commission File Number 1-15224

 

Energy Company of Minas Gerais

(Translation of Registrant’s Name Into English)

 

Avenida Barbacena, 1200

30190-131 Belo Horizonte, Minas Gerais, Brazil

(Address of Principal Executive Offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F x  Form 40-F o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes  o No x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):  N/A

 

 

 



Table of Contents

 

Index

 

Item

 

Description of Item

 

 

 

1.

 

Third Quarter 2010 Earnings Release, Companhia Energética de Minas Gerais – CEMIG

 

 

 

2.

 

Quarterly Financial Information for the quarter ended September 30, 2010, Companhia Energética de Minas Gerais – CEMIG

 

 

 

3.

 

Market Announcement — Transfer of Shares in Empresa Norte de Transmissão de Energia S.A. (ENTE), Empresa Regional de Transmissão de Energia S.A. (ERTE) and Empresa Catarinense de Transmissão de Energia S.A. (ECTE), Companhia Energética de Minas Gerais – CEMIG, November 12, 2010

 

 

 

4.

 

Market Announcement — Acquisition of shares in Light: payment and transfer of final tranche, Companhia Energética de Minas Gerais – CEMIG, November 17, 2010

 

 

 

5.

 

Summary of Principal Decisions of the 496th Meeting of the Board of Directors, Companhia Energética de Minas Gerais — CEMIG, November 18, 2010

 

 

 

6.

 

Summary of Principal Decisions of the 124th Meeting of the Board of Directors, Cemig Geração e Transmissão S.A., November 18, 2010

 

 

 

7.

 

Summary of Principal Decisions of the 117th Meeting of the Board of Directors, Cemig Distribuição S.A., November 18, 2010

 

Forward-Looking Statements

 

This report contains statements about expected future events and financial results that are forward-looking and subject to risks and uncertainties.  Actual results could differ materially from those predicted in such forward-looking statements.  Factors which may cause actual results to differ materially from those discussed herein include those risk factors set forth in our most recent Annual Report on Form 20-F filed with the Securities and Exchange Commission.  CEMIG undertakes no obligation to revise these forward-looking statements to reflect events or circumstances after the date hereof, and claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

 

2



Table of Contents

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

COMPANHIA ENERGETICA DE MINAS
GERAIS – CEMIG

 

 

 

 

 

By:

/s/ Djalma Bastos de Morais

 

 

Name: Djalma Bastos de Morais

 

 

Title: Chief Executive Officer

Date: November 22, 2010

 

 

3



Table of Contents

 

1.             Third Quarter 2010 Earnings Release, Companhia Energética de Minas Gerais – CEMIG

 

4



Table of Contents

 

 

EARNINGS RELEASE

 

3Q2010

 

Cemig H

 

(Figures in R$ ’000, except where otherwise indicated)

 

5



Table of Contents

 

— Disclaimer

 

Some statements and estimates in this material may represent expectations about future events or results that involve risks and uncertainties known and unknown. There is no guarantee that the events or results referred to in these expectations will occur.

 

These expectations are based on present assumptions and analyses from the viewpoint of our management, based on their experience, the macroeconomic environment, market conditions in the energy sector and our expected future results, many of which are not under Cemig’s control.

 

Important factors that can lead to significant differences between actual results and projections about future events or results include Cemig’s business strategy, Brazilian and international economic conditions, technology, Cemig’s financial strategy, changes in the energy sector, hydrological conditions, conditions in the financial and energy markets, uncertainty regarding future results of operations, plans and objectives as well as other factors. Because of these and other factors, our actual results may differ significantly from those indicated in or implied by these statements.

 

6



Table of Contents

 

The information and opinions contained herein should not be understood as a recommendation to potential investors and no investment decision should be based on the truthfulness, or completeness as of the date hereof of this information or these opinions. None of Cemig’s professionals nor any of their related parties or representatives shall have any liability for any losses that may result from the use of the content of this presentation.

 

To evaluate the risks and uncertainties as they relate to Cemig, and to obtain additional information about factors that could lead to different results from those estimated by Cemig, please consult the section on Risk Factors included in our Formulário de Referência filed with the Brazilian Securities Commission – CVM, and in Form 20-F filed with the U.S. Securities and Exchange Commission – SEC.

 

7



Table of Contents

 

Contents

 

— Disclaimer

6

— 3Q10 Highlights

12

— Share price appreciation

12

— Economic Summary

13

— The electricity market of Cemig GT

15

— The electricity market of Cemig D

17

— The electricity market of Light

19

—Consolidated operational revenue

19

Revenue from electricity supply

19

Revenue from use of the grid – Free Consumers

20

— EBITDA

21

— Net income

21

— Deductions from operational revenues

22

— Operational costs and expenses (excluding Financial revenue/expenses)

23

— Financial revenues (expenses)

27

— Income tax and Social Contribution tax

28

CEMIG GT – Tables I to III

29

CEMIG D – Tables I to IV

30

 

8



Table of Contents

 

·                 Cemig’s CEO, Mr. Djalma Bastos de Morais, comments as follows:

 

“ The exceptional results that we are now presenting for the third quarter of 2010 reflect the success of our Long-term Strategic Plan, and the strategy that is linked to it – which, by focusing on the long term, enables Cemig to present growing results, with a balanced portfolio of businesses, and with low risk.

 

After successfully making several acquisitions, Cemig is now in an excellent position in a context of strong economic growth, as is shown by the exceptional growth of our consumer market – and the growth of our results in financial terms – which are now back to pre-crisis levels.

 

We continue to “do our homework”, bringing our management practices into the companies that we acquire, and helping to improve their results through focus on operational excellence – as is shown by the increases in the margins of the companies in which we have acquired interests.

 

Finally, the results presented show that we are on the right path, and that the decisions that we have taken in the last few years are constantly adding value to our businesses, making Cemig a company that is stronger and more solid every day, with efficient corporate management. ”

 

9



Table of Contents

 

Mr. Luiz Fernando Rolla, Cemig’s Chief Officer for Finance, Investor Relations and Control of Holdings, made these comments:

 

“ In the third quarter we continued to provide consistent and robust cash flow, as a result of our operations, which aim to add value for our shareholders.

 

Our Ebitda in the quarter is R$ 1.2 billion, 11% more than in the third quarter of 2009, boosted by our policy of maintaining high levels of operational efficiency – the excellence of which is evidenced by our Net income, of R$ 553 million in this third quarter, 90% more than in the second quarter of this year.

 

This new level of results reflects the correctness of our growth strategy via acquisitions and new projects, within the process of consolidation of the sector. Even with as many as the 62 companies and 10 consortia that it now has, the Cemig Group presents operations that are synergetic, increasingly profitable, and positioned with lower risk, and greater stability – and results that are always growing over the long term.

 

Even after making the payments, in the year of 2010, for our acquisitions and for distribution of dividends, we continue to maintain a solid balance sheet, also reflected in our robust cash position of R$ 4.2 billion – which makes it possible to carry out our Long-term Strategic Plan, while also guaranteeing our dividend policy, and the management of our debt, and carry out our planned capital expenditure, including those investments that are associated with opportunities for acquisitions.

 

The excellent results that we are presenting today show that we continue to add value, in a continuous and sustainable manner, for all our shareholders – and all our other stakeholders.

 

10



Table of Contents

 

The rest of this release gives the highlights of our third quarter financial figures. ”

 

11



Table of Contents

 

— 3Q10 Highlights

 

·      Record Ebitda, of

 

R$

1.2 billion

 

 

 

 

 

·      Net income:

 

R$

553 million

 

 

 

 

 

·      Net sales revenue

 

R$

3.2 billion

 

 

 

 

 

·      Cash position:

 

R$

4.2 billion

 

 

 

 

 

·      Total sales – up 8% from 3Q09, at:

 

 

16,478 GWh

 

 

— Share price appreciation

 

 

 

Close of 3Q10

 

Close of 3Q09

 

Appreciation

 

CMIG4

 

27.45

 

23.38

 

17.43

%

CMIG3

 

20.10

 

18.65

 

7.78

%

CIG

 

16.39

 

13.68

 

24.37

%

CIG.C

 

11.93

 

10.86

 

9.88

%

XCMIG

 

11.67

 

10.38

 

12.43

%

Ibovespa

 

69,429

 

61,517

 

12.86

%

IEE index

 

25,497

 

22,330

 

14.18

%

 

12



Table of Contents

 

— Economic Summary

 

 

 

3Q10

 

3Q09

 

Change (%)

 

Electricity sold, MWh

 

16,478,003

 

15,242,398

 

8.11

%

Gross revenue

 

4,811,819

 

4,400,855

 

9.34

%

Net revenue

 

3,183,177

 

2,988,939

 

6.50

%

EBITDA

 

1,187,899

 

1,072,505

 

10.76

%

Net income

 

553,320

 

567,038

 

-2.42

%

 

Cemig’s aggregate energy market

 

In the third quarter of 2010 (“3Q10”), Cemig sold a total of 16,478 GWh, 8.11% more than in the third quarter of 2009 (“3Q09”).

 

Highlights were the high volume of energy sold to industrial consumers, totaling 6,521 GWh in the quarter, and also the volume of energy sold to other concession holders, which was 6% higher than in 3Q09.

 

13



Table of Contents

 

Consolidated sales volume – MWh

 

 

 

MWh (*)

 

 

 

3Q10

 

3Q09

 

Change,
%

 

 

 

 

 

 

 

 

 

Residential

 

2,475,266

 

2,390,877

 

3.53

 

Industrial

 

6,521,231

 

5,618,583

 

16.07

 

Commercial. services and others

 

1,492,038

 

1,456,060

 

2.47

 

Rural

 

748,867

 

678,046

 

10.44

 

Public authorities

 

269,547

 

255,566

 

5.47

 

Public illumination

 

310,552

 

304,818

 

1.88

 

Public service

 

355,252

 

335,729

 

5.82

 

Subtotal

 

12,172,753

 

11,039,679

 

10.26

 

Own consumption

 

14,499

 

12,635

 

14.75

 

 

 

12,187,252

 

11,052,314

 

10.27

 

Wholesale supply to other concession holders

 

3,671,488

 

3,463,773

 

6.00

 

Transactions in electricity on the CCEE

 

597,554

 

726,311

 

(17.73

)

Sales under the Proinfa program

 

21,709

 

 

 

Total

 

16,478,003

 

15,242,398

 

8.11

 

 


(*) The information in MWh has not been reviewed by the external auditors.

 

Sales to final consumers

 

The total volume of electricity sold to final consumers in the third quarter of 2010 was 12.187 GWh, or 10.27% more than the 11.052 GWh sold in the third quarter of 2009. There was outstanding growth in consumption by the industrial and rural categories of consumer, respectively 16.07% and 10.44% higher than in 3Q09.

 

The growth in all the consumer types reflects the definite resumption of growth in Brazil’s economy, which is already 10.4% bigger than in the pre-crisis period (3Q08).

 

14



Table of Contents

 

This chart shows the breakdown of the Cemig Group’s sales to final consumers:

 

 

— The electricity market of Cemig GT

 

Cemig GT sold 9,001 GWh in 3Q10, 3.06% more than in 3Q09 (8,733 GWh). This level of sales is the result of Cemig’s sales and business strategy, and its position as the largest wholesale supplier in the Brazilian market.

 

This increase is mainly due to the higher volume of electricity supplied to Free Consumers, which grew by a robust 23.29%.

 

15



Table of Contents

 

The volume of electricity sold to other concession holders, and under ‘bilateral contracts’, was 7.41% lower year-on-year. This mainly reflects the lower volume of electricity traded in the Regulated Market (CCEAR contracts), due to completion of some contracts, and redirection of the electricity to industrial clients.

 

 

 

MWh (*)

 

 

 

3Q10

 

3Q09

 

Change.%

 

Industrial

 

4,941,138

 

4,018,184

 

22.97

 

Commercial

 

15,458

 

1,296

 

1,092.75

 

 

 

4,956,596

 

4,019,480

 

23.31

 

Wholesale supply to other concession holders (**)

 

3,856,193

 

4,164,971

 

(7.41

)

Transactions in electricity on the CCEE

 

166,227

 

548,999

 

(69.72

)

Sales under the Proinfa program

 

21,708

 

 

 

Total

 

9,000,724

 

8,733,450

 

3.06

 

 


( * ) Information in MWh has not been reviewed by external auditors.

(* * ) Includes Regulated Market Electricity Sale Contracts (CCEARs) and “bilateral contracts” with other agents.

 

16



Table of Contents

 

— The electricity market of Cemig D

 

Cemig D sold 6,301 GWh in 3Q10, 11.17% more than in 3Q09.

 

This increase reflects the recovery of the economy in the distribution company’s concession area, led by the residential. commercial and rural consumer categories. As a result of the migration of consumers from the captive market to the free market, sales to the industrial category were 0.91% lower in 3Q10 than in 3Q09.

 

Adjusted for this migration, consumption by the industrial category was 11% higher, representing a volume of sales to final consumers 6% higher.

 

17



Table of Contents

 

 

 

MWh(*)

 

 

 

3Q10

 

3Q09
Reclassified

 

Change. %

 

 

 

 

 

 

 

 

 

Residential

 

2,021,422

 

1,950,636

 

3.63

 

Industrial

 

1,209,299

 

1,220,376

 

-0.91

 

Commercial. services and others

 

1,116,538

 

1,101,849

 

1.33

 

Rural

 

745,724

 

675,052

 

10.47

 

Public authorities

 

187,221

 

176,293

 

6.2

 

Public illumination

 

266,952

 

262,849

 

1.56

 

Public service

 

285,923

 

270,005

 

5.9

 

Subtotal

 

5,833,079

 

5,657,060

 

3.11

 

Own consumption

 

8,138

 

8,621

 

-5.6

 

 

 

5,841,217

 

5,665,681

 

3.1

 

Transactions in electricity on the

 

 

 

 

 

 

 

CCEE (**)

 

459,994

 

2,613

 

17,504.06

 

Total

 

6,301,211

 

5,668,294

 

11.17

 

 


(*)         The information in MWh has not been reviewed by the external auditors.

(**)  Figures given in MWh are for net purchase/sale.

 

The table below shows the sources and uses of electricity of Cemig D for June through August 2010.

 

Cemig Distribuição

 

 

 

Energy (GWh)

 

Energy (GWh)

 

Change. %

 

Item

 

June-August 2010

 

June-August 2009

 

2010/2009

 

Line load (a+b+c)

 

12,226

 

10,817

 

13.0

 

Transported for distributors (a)

 

71

 

68

 

4.4

 

Transported for Free Consumers (b)

 

5,025

 

3,804

 

32.1

 

Own load (c)

 

7,130

 

6,945

 

2.7

 

Consumption by captive market

 

5,725

 

5,553

 

3.1

 

Losses in distribution network

 

1,405

 

1,392

 

0.9

 

 

Sources: CCEE

 

18



Table of Contents

 

— The electricity market of Light

 

Light sold 5,144 GWh in 3Q10, 3.1% more than in 3Q09. There are more details on Light’s sales in 3Q10 in this report: http://www.mzweb.com.br/light/web/arquivos/Press Release 3T10 eng final.pdf

 

— Consolidated operational revenue

 

Revenue from electricity supply

 

Revenue from supply of electricity in 3Q10 was R$ 3,859,583, 3.81% higher than in 3Q09 (R$ 3,718,027).

 

The main factors affecting revenue in 2010 were:

 

·                  Tariff Adjustment with average impact on consumer tariffs of 1.67%, in effect from April 8. 2010.

 

·                  Volume of energy invoiced to final consumers 10.26% higher (this excludes Cemig’s own internal consumption).

 

19



Table of Contents

 

Volume of electricity sold to other concession holders 25.24% higher year-on-year, though with a lower average selling price, of R$ 98.37/MWh in 3Q10, compared to R$ 109.51 per MWh in 3Q09. This comparison principally reflects sale of electricity through the adjustment auctions to the distributors, held in 2009, with an average price of R$ 145.00/MWh. As a result, in spite of the volume of electricity sold to other concession holders being 25.24% higher, the revenue from wholesale supply was only 12.50% higher, at R$ 426,723 in 3Q10, compared to R$ 379,312 in 3Q09.

 

Revenue from use of the grid – Free Consumers

 

This Revenue is from the TUSD – Tariff for Use of the Distribution System – arising from the charges made to Free Consumers, on energy sold, and also from the revenue for use of Cemig GT’s part of the national grid. It was 46.25% higher in 3Q10, at R$ 767,299, than in 3Q09 (R$ 524,635.)

 

This change is due to higher transport of electricity to Free Consumers, as a result of the recovery of industrial activity, and migration of captive clients to the free market, and also to the consolidation in 2010 of the operations of Taesa, acquired in 2009.

 

20



Table of Contents

 

— EBITDA

 

Cemig’s Ebitda in the third quarter of 2010 was 10.76% higher than in 3Q09. Adjusted for the non-recurring items, it was 9.40% higher.

 

Ebitda – R$ ’000

 

3Q10

 

3Q09

 

Change. %

 

Net income

 

553,320

 

567,038

 

(2.42

)

+ Income tax and Social Contribution tax expense

 

203,583

 

287,165

 

(29.11

)

+ Profit shares

 

52,554

 

26,094

 

101.40

 

- Financial revenue (expenses)

 

165,585

 

10,344

 

1,500.78

 

+ Depreciation and amortization

 

212,857

 

173,675

 

22.56

 

+ Minority interests

 

 

8,189

 

 

EBITDA

 

1,187,899

 

1,072,505

 

10.76

 

Non-recurring items:

 

 

 

 

 

 

 

+ PDV and PPD Voluntary Retirement Programs

 

(3,387

)

10,205

 

 

= ADJUSTED EBITDA

 

1,184,512

 

1,082,710

 

9.40

 

 

— Net income

 

In the third quarter of 2010 (3Q10), Cemig reported Net income of R$ 553,320, 2.42% less than the net income of R$ 567,038 reported for the third quarter of 2009 (3Q09). This mainly is mainly due to the difference between net financial expenses in the two quarters: R$ 165,585 in 3Q10, vs. R$ 10,344 in 3Q09.

 

21



Table of Contents

 

For its positive effect on the result for 2010, we highlight the contribution to Net income of the Companies in which we acquired equity interests over the year of 2009, which contributed an aggregate R$ 49,587 to the Company’s Net income in 3Q10.

 

— Deductions from operational revenues

 

The main variations in deductions from revenue between the two years are as follows:

 

The Fuel Consumption Account – CCC

 

The deduction from revenue for the CCC in 3Q10 was R$ 191,684, 88.96% more than in 3Q09 (R$ 101,439). This charge is for the costs of operation of the thermal plants in the national grid and in the isolated systems. It is shared (prorated) between electricity concession holders, on a basis set by an Aneel Resolution. This is a non-controllable cost: the amount recorded as relating to distribution services is equal to the amount passed through to the tariff.  For the portion relating to transmission services the Company charges the CCC amount to Free Consumers on their invoices and passes it on to Eletrobrás.

 

22



Table of Contents

 

CDE – Energy Development Account

 

The deduction from revenue for the CDE was R$ 117,305 in 3Q10, 11.69% higher than in 3Q09 (R$ 105,024). This is a non-controllable cost. The amount posted for electricity distribution services is passed through in full to the tariff. For the amount posted in relation to electricity transmission services the company also merely passes through the charge – this part is charged to Free Consumers on the invoice for the use of the grid, and passed onto Eletrobrás.

 

The other deductions from revenue are taxes, calculated as a percentage of amounts invoiced. Hence their year-on-year variations are directly proportional to the change in revenue.

 

— Operational costs and expenses (excluding Financial revenue/expenses)

 

Operational costs and expenses (excluding Financial revenue/expenses) totaled R$ 2,208,135 in 3Q10, 5.65% more than in 3Q09 (R$ 2,090,109). This result is mainly due to the increased expenditure on energy bought for resale and

 

23



Table of Contents

 

outsourced services, partially offset by lower operational provisions.

 

These are the main variations in expenses:

 

Electricity bought for resale

 

The expense on electricity bought for resale in 3Q10 was R$ 1,077,342 – 5.69% more than in 3Q09 (R$ 1,019,362). This is a non-controllable cost: the expense recognized in the income statement is equal to the amount effectively passed on to the tariff. There is more information on this in Explanatory Note 28 to the Consolidated Quarterly Information.

 

Outsourced services

 

The expense on outsourced services in 3Q10 was R$ 234,180, 37.52% more than in 3Q09 (R$ 170,287) – the highest variation being in expenditure on maintenance and conservation of facilities and electrical equipment.

 

The expense on maintenance and conservation of electrical facilities and equipment in 3Q10 was R$ 52,475, an increase of 110.72% from 3Q09 (R$ 24,902).  The change arises primarily from greater activity of the Company in

 

24



Table of Contents

 

preventive maintenance of its distribution networks, and also from consolidation of the companies acquired in 2009.

 

Personnel

 

Personnel expenses in 3Q10, at R$ 264,864, were 4.76% lower than in 3Q09 (R$ 278,102). This substantially is due to the difference in the expense on the PDV Voluntary Retirement Program in the two quarters: an expense of R$ 10,205 in 3Q09, but a reversal of expense, of R$ 3,387, in 3Q10, arising from an adjustment to the provision. Note also the reduction in the number of employees, from 9,837 in September 2009 to 8,949 in September 2010.

 

Charges for use of the transmission grid

 

Expenses on charges for the use of the transmission grid were 5.01% higher, at R$ 207,903, in 3Q10, than in 3Q09 (R$ 197,980). These charges, set by an Aneel Resolution, are payable by electricity distribution and generation agents for use of the facilities that are components of the national grid. This is a non-controllable cost, in the Distribution activity: the expense recognized in the Income statement corresponds to the value effectively passed through to the tariff.

 

25



Table of Contents

 

Post-employment obligations

 

Expenses on post-employment obligations totaled R$ 40,500 in 3Q10, 8.70% more than in 3Q09 (R$ 37,258). These expenses basically represent the interest applicable to Cemig’s actuarial obligations, net of the investment yield expected from the assets of the pension plans, estimated by an external actuary. The higher expense in 3Q10 is basically due to lower expectation of income from the plan’s assets in 2010.

 

Operational provisions

 

Operational provisions in 3Q10 took the form of a reversal of provision totaling R$ 33,272, compared to a provision expense of R$ 42,154 in 3Q09. The change mainly reflects reversal of provisions for legal proceedings in 2010, due to review of amounts previously provisioned.

 

26



Table of Contents

 

— Financial revenues (expenses)

 

The main factors in the difference between financial revenues/expenses in 3Q10 and 3Q09 are:

 

·                  Revenue from cash investments R$ 51,554 higher in 3Q10, due to a higher volume of cash invested.

 

·                  Revenue from arrears penalty payments on client invoices R$ 43,264 lower, mainly due to less default by clients in 2010.

 

·                  Expense on net monetary adjustment of regulatory assets (CVA. the General Agreement for the Electricity Sector, and the Deferred Tariff Adjustment) of R$ 14,657 in 3Q10, compared to revenue of R$ 13,778 in 3Q09. This change mainly reflects monetary variation on the CVA: a net expense of R$ 18,394 in 3Q10, compared to net revenue of R$ 7,887 in 3Q09. Also, in 2010 the regulatory assets were lower in total than in 2009, because more of them had been paid down by receipt through client electricity bills.

 

27



Table of Contents

 

·                  Higher expenses on costs of loans and financings: these were R$ 293,987 in 3Q10, compared to R$ 199,156 in 3Q09. This reflects entry of new financings, principally the R$ 2,700,000 in debentures raised by Cemig GT (Cemig Geração e Transmissão) in March 2010.

 

— Income tax and Social Contribution tax

 

In 3Q10, Cemig’s expense on income tax and the Social Contribution tax was R$ 203,583, equal to 25.15% of the pre-tax profit of R$ 809,457. In 3Q09, the expense on income tax and Social Contribution was R$ 287,165, equal to 32.32% of the pre-tax profit of R$ 888,486.

 

28



Table of Contents

 

CEMIG GT — Tables I to III

 

Table I

 

Statement of Results
(Values in millions of reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Net Revenue

 

991

 

843

 

18

 

2,685

 

2,612

 

3

 

Operating Expenses

 

(404

)

(330

)

22

 

(1,179

)

(996

)

18

 

EBIT

 

587

 

513

 

14

 

1,506

 

1,616

 

(7

)

EBITDA

 

666

 

570

 

17

 

1,728

 

1,786

 

 

Financial Result

 

(117

)

(55

)

113

 

(318

)

(148

)

115

 

Provision for Income Taxes, Social Cont & Deferred Income Tax

 

(116

)

(133

)

(13

)

(329

)

(442

)

(26

)

Employee Participation

 

(11

)

(6

)

83

 

(28

)

(22

)

27

 

Net Income

 

343

 

319

 

8

 

831

 

1,004

 

(17

)

 

Table II

 

Operating Revenues
(Values in millions of reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Sales to end consumers

 

573

 

455

 

26

 

1,564

 

1,298

 

20

 

Supply

 

402

 

437

 

(8

)

1,122

 

1,333

 

(16

)

Revenues from Trans. Network + Transactions in the CCEE

 

280

 

171

 

64

 

706

 

636

 

11

 

Others

 

5

 

6

 

(17

)

23

 

18

 

28

 

Subtotal

 

1,260

 

1,069

 

18

 

3,415

 

3,285

 

4

 

Deductions

 

(269

)

(226

)

19

 

(730

)

(673

)

8

 

Net Revenues

 

991

 

843

 

18

 

2,685

 

2,612

 

3

 

 

Table III

 

Operating Expenses
(Values in millions of reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Personnel/Administrators/Councillors

 

71

 

65

 

9

 

217

 

235

 

(8

)

Depreciation and Amortization

 

79

 

57

 

39

 

222

 

170

 

31

 

Charges for Use of Basic Transmission Network

 

57

 

66

 

(14

)

193

 

208

 

(7

)

Contracted Services

 

28

 

35

 

(20

)

104

 

88

 

18

 

Forluz — Post-Retirement Employee Benefits

 

7

 

7

 

 

23

 

22

 

5

 

Materials

 

4

 

4

 

 

13

 

10

 

30

 

Royalties

 

35

 

35

 

 

100

 

105

 

(5

)

Operating Provisions

 

 

 

 

(6

)

1

 

 

Other Expenses

 

27

 

15

 

80

 

71

 

36

 

97

 

Purchased Energy

 

96

 

46

 

109

 

242

 

117

 

 

Raw material for production

 

 

 

 

 

4

 

(100

)

Total

 

404

 

330

 

22

 

1,179

 

996

 

18

 

 

29



Table of Contents

 

CEMIG D — Tables I to IV

 

Table I

 

CEMIG D Market

 

 

 

(GWh)

 

GW

 

Quarter

 

Captive Consumers

 

TUSD ENERGY(1)

 

T.E.D(2)

 

TUSD PICK(3)

 

1Q09

 

5,448

 

3,269

 

8,717

 

21

 

2Q09

 

5,478

 

3,593

 

9,071

 

21

 

3Q09

 

5,666

 

3,915

 

9,581

 

22

 

4Q09

 

5,740

 

4,304

 

10,043

 

22

 

1Q10

 

5,613

 

4,385

 

9,998

 

23

 

2Q10

 

5,710

 

4,914

 

10,625

 

24

 

3Q10

 

5,841

 

5,047

 

10,888

 

25

 

 


(1)   Refers to the quantity of electricity for calculation of the regulatory charges charged to free consumer clients (“Portion A”)

(2)   Total electricity distributed

(3)   Sum of the demand on which the TUSD is invoiced, according to demand contracted (“Portion B”).

 

Table II

 

Statement of Results
(Values in million of Reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Net Revenue

 

1,673

 

1,761

 

(5

)

5,086

 

4,537

 

12

 

Operating Expenses

 

1,485

 

1,520

 

(2

)

4,684

 

4,148

 

13

 

EBIT

 

188

 

241

 

(22

)

402

 

389

 

3

 

EBITDA

 

284

 

321

 

(12

)

686

 

632

 

9

 

Financial Result

 

(35

)

43

 

(181

)

(105

)

36

 

(392

)

Provision for Income Taxes, Social Cont & Deferred Income Tax

 

(18

)

(74

)

(76

)

(31

)

(76

)

(59

)

Employee Participation

 

(37

)

(19

)

95

 

(96

)

(70

)

37

 

Net Income

 

98

 

191

 

(49

)

170

 

279

 

(39

)

 

Table III

 

Operating Revenues
(Values in million of Reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Sales to end consumers

 

2,348

 

2,394

 

(2

)

7,138

 

6,487

 

10

 

TUSD

 

432

 

307

 

41

 

1,187

 

845

 

40

 

Subtotal

 

2,780

 

2,701

 

3

 

8,325

 

7,332

 

14

 

Others

 

23

 

28

 

(18

)

62

 

65

 

(5

)

Subtotal

 

2,803

 

2,729

 

3

 

8,387

 

7,397

 

13

 

Deductions

 

(1,130

)

(968

)

17

 

(3,301

)

(2,860

)

15

 

Net Revenues

 

1,673

 

1,761

 

(5

)

5,086

 

4,537

 

12

 

 

Table IV

 

Operating Expenses
(Values in million of Reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Purchased Energy

 

793

 

884

 

(10

)

2,362

 

2,128

 

11

 

Personnel/Administrators/Councillors

 

159

 

180

 

(12

)

548

 

694

 

(21

)

Depreciation and Amortization

 

96

 

80

 

20

 

284

 

243

 

17

 

Charges for Use of Basic Transmission Network

 

177

 

138

 

28

 

513

 

393

 

31

 

Contracted Services

 

171

 

116

 

47

 

437

 

363

 

20

 

Forluz — Post-Retirement Employee Benefits

 

26

 

23

 

13

 

78

 

69

 

13

 

Materials

 

23

 

21

 

10

 

67

 

62

 

8

 

Operating Provisions

 

10

 

37

 

(73

)

244

 

61

 

300

 

Other Expenses

 

30

 

41

 

(27

)

151

 

135

 

12

 

Total

 

1,485

 

1,520

 

(2

)

4,684

 

4,148

 

13

 

 

30



Table of Contents

 

Cemig. Consolidated — Tables I to XI

 

Table I

 

Statement of Results
(Values in million of Reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Net Revenue

 

3,183

 

2,989

 

6

 

9,048

 

8,323

 

9

 

Operating Expenses

 

(2,208

)

(2,090

)

6

 

(6,648

)

(5,951

)

12

 

EBIT

 

975

 

899

 

8

 

2,400

 

2,372

 

1

 

EBITDA

 

1,188

 

1,073

 

11

 

3,011

 

2,888

 

4

 

Financial Result

 

(165

)

(10

)

1,550

 

(433

)

(81

)

435

 

Provision for Income Taxes, Social Cont & Deferred Income Tax

 

(204

)

(288

)

(29

)

(572

)

(722

)

(21

)

Employee Participation

 

(53

)

(26

)

104

 

(132

)

(99

)

33

 

Minority Shareholders

 

 

(8

)

(100

)

 

(43

)

(100

)

Net Income

 

553

 

567

 

(2

)

1,263

 

1,427

 

(11

)

 

Table II

 

Statement of Results - per Company

 

Cemig H

 

Cemig D

 

Cemig GT

 

(Values in million of Reais)

 

9M10

 

9M09

 

9M10

 

9M09

 

9M10

 

9M09

 

Net Revenue

 

9,048

 

8,323

 

5,086

 

4,537

 

2,685

 

2,612

 

Operating Expenses

 

-

6,648

 

-

5,951

 

-

4,684

 

-

4,148

 

-

1,179

 

-

996

 

EBIT

 

2,400

 

2,372

 

402

 

389

 

1,506

 

1,616

 

EBITDA

 

3,011

 

2,888

 

686

 

632

 

1,728

 

1,786

 

Financial Result

 

-

433

 

-

81

 

-

104

 

36

 

-

318

 

-

148

 

Provision for Income Taxes, Social Cont & Deferred Income Tax

 

-

572

 

-

722

 

-

32

 

-

76

 

-

329

 

-

442

 

Employee Participation

 

-

132

 

-

99

 

-

96

 

-

70

 

 

 

Minority Shareholders

 

 

-

43

 

 

 

831

 

1,004

 

Net Income

 

1,263

 

1,427

 

170

 

279

 

831

 

1,004

 

 

Table III

 

Cash Flow Statement
(Values in million of Reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Cash at start of period

 

3.755

 

2.251

 

67

 

4.425

 

2.284

 

94

 

Cash from operations

 

1.147

 

1.363

 

(16

)

3.033

 

2.671

 

14

 

Net income

 

553

 

567

 

(2

)

1.263

 

1.427

 

(11

)

Depreciation and amortization

 

213

 

173

 

23

 

611

 

517

 

18

 

Suppliers

 

263

 

36

 

631

 

173

 

-

159

 

(209

)

Deferred Tariff Adjustment

 

2

 

 

 

 

133

 

(100

)

Regulatory Asset - Transmission Tariff Review

 

50

 

21

 

 

50

 

136

 

 

Other adjustments

 

66

 

566

 

(88

)

936

 

617

 

52

 

Financing activity

 

-

103

 

100

 

(203

)

-

105

 

-

103

 

2

 

Financing obtained and capital increases

 

454

 

121

 

275

 

4.373

 

592

 

639

 

Payment of loans and financing

 

-

546

 

-

9

 

5.967

 

-

4.001

 

-

214

 

1.770

 

Interest on Own Capital and Dividends

 

-

 4

 

-

12

 

 

-

470

 

-

481

 

(2

)

Investment activity

 

-

621

 

-

945

 

(34

)

-

3.175

 

-

2.083

 

52

 

Investments

 

-

59

 

-

50

 

18

 

-

447

 

-

216

 

107

 

Property, Plant and Equipment /Intangible

 

-

562

 

-

895

 

(37

)

-

2.728

 

-

1.867

 

46

 

Cash at the end of period

 

4.178

 

2.769

 

51

 

4.178

 

2.769

 

51

 

 

31



Table of Contents

 

Table IV

 

Energy Sales - (in GW)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Residential

 

2,475

 

2,391

 

4

 

7,343

 

7,259

 

1

 

Industrial

 

6,521

 

5,619

 

16

 

18,149

 

16,751

 

8

 

Commercial

 

1,492

 

1,456

 

2

 

4,558

 

4,553

 

0

 

Rural

 

748

 

678

 

10

 

1,859

 

1,655

 

12

 

Others

 

936

 

896

 

4

 

2,708

 

2,697

 

0

 

Subtotal

 

12,172

 

11,040

 

10

 

34,617

 

32,915

 

5

 

Own Consumption

 

15

 

13

 

19

 

40

 

39

 

3

 

Supply

 

3,671

 

3,463

 

6

 

10,098

 

9,737

 

4

 

Transactions on the CCEE

 

598

 

726

 

(18

)

3,971

 

2,009

 

98

 

Sales under the Proinfa program

 

22

 

 

 

39

 

 

 

TOTAL

 

16,478

 

15,242

 

8

 

48,765

 

44,700

 

9

 

 

Table V

 

Energy Sales
(Values in million of Reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Residential

 

1,174

 

1,128

 

4

 

3,548

 

3,374

 

5

 

Industrial

 

1,037

 

962

 

8

 

2,959

 

2,771

 

7

 

Commercial

 

649

 

646

 

0

 

2,012

 

1,985

 

1

 

Rural

 

176

 

168

 

5

 

476

 

407

 

17

 

Others

 

298

 

289

 

3

 

871

 

850

 

2

 

Electricity sold to final consumers

 

3,334

 

3,193

 

4

 

9,866

 

9,387

 

5

 

Low-Income Consumers Subsidy

 

32

 

51

 

(37

)

99

 

111

 

(11

)

Unbilled Supply, Net

 

25

 

5

 

400

 

(29

)

(63

)

(54

)

Supply

 

427

 

379

 

13

 

1,093

 

1,106

 

(1

)

Transactions on the CCEE

 

36

 

24

 

50

 

106

 

121

 

(13

)

Final result of the second review of CEMIG D

 

 

66

 

 

71

 

(137

)

(152

)

Sales under the Proinfa program

 

6

 

 

 

11

 

 

 

Additional charge – Law 12111/09

 

(1

)

 

 

4

 

 

 

TOTAL

 

3,859

 

3,718

 

4

 

11,221

 

10,525

 

7

 

 

Table VI

 

Operating Revenues
(Values in million of Reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Sales to end consumers

 

3,391

 

3,248

 

4

 

9,936

 

9,435

 

5

 

TUSD

 

419

 

247

 

70

 

1,115

 

845

 

32

 

Effects of the Definitive Tariff Review

 

 

66

 

(100

)

71

 

(137

)

 

Supply + Transactions in the CCEE

 

463

 

403

 

15

 

1,199

 

1,227

 

(2

)

Revenues from Trans. Network

 

348

 

278

 

25

 

887

 

755

 

17

 

Gas Supply

 

106

 

83

 

28

 

292

 

234

 

25

 

Others

 

85

 

76

 

12

 

221

 

206

 

7

 

Subtotal

 

4,812

 

4,401

 

9

 

13,721

 

12,565

 

9

 

Deductions

 

(1,629

)

(1,412

)

15

 

(4,673

)

(4,242

)

10

 

Net Revenues

 

3,183

 

2,989

 

6

 

9,048

 

8,323

 

9

 

 

32



Table of Contents

 

Table VII

 

Operating Expenses
(Values in million of Reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Personnel/Administrators/Councillors

 

265

 

278

 

(5

)

858

 

1,024

 

(16

)

Forluz – Post-Retirement Employee Benefits

 

41

 

37

 

9

 

126

 

106

 

20

 

Materials

 

31

 

27

 

13

 

89

 

79

 

12

 

Raw material for production

 

 

 

 

 

4

 

(100

)

Contracted Services

 

234

 

170

 

38

 

639

 

532

 

20

 

Purchased Energy

 

1,077

 

1,019

 

6

 

3,024

 

2,529

 

20

 

Royalties

 

38

 

42

 

(10

)

113

 

115

 

(1

)

Depreciation and Amortization

 

213

 

174

 

23

 

611

 

517

 

18

 

Operating Provisions

 

(33

)

42

 

(179

)

174

 

89

 

96

 

Charges for Use of Basic Transmission Network

 

208

 

198

 

5

 

599

 

613

 

(2

)

Gas Purchased for Resale

 

62

 

44

 

41

 

163

 

129

 

26

 

Other Expenses

 

73

 

58

 

25

 

253

 

214

 

18

 

Total

 

2,208

 

2,090

 

6

 

6,648

 

5,951

 

12

 

 

Table VIII

 

Financial Result Breakdown
(Values in million of Reais)

 

3Q10

 

3Q09

 

Change%

 

9M10

 

9M09

 

Change%

 

Financial Revenues

 

243

 

270

 

(10

)

677

 

685

 

(1

)

Income from Investments

 

103

 

51

 

102

 

286

 

183

 

56

 

Fines on Energy Accounts

 

35

 

78

 

(55

)

103

 

139

 

(26

)

CRC Contract/State (interest + monetary variation)

 

41

 

68

 

(40

)

111

 

117

 

(5

)

Monetary variation of Extraordinary Tariff Recomposition and RTD

 

33

 

35

 

(7

)

100

 

115

 

(13

)

Exchange Rate Variations

 

27

 

29

 

(6

)

44

 

119

 

(63

)

PASEP/COFINS

 

(15

)

(9

)

74

 

(26

)

(27

)

(4

)

Adjustment to Present Value

 

1

 

1

 

80

 

14

 

1

 

862

 

Others

 

18

 

17

 

8

 

45

 

37

 

20

 

Financial Expenses

 

(408

)

(280

)

46

 

(1,109

)

(766

)

45

 

Charges on Loans and Financing

 

(294

)

(199

)

48

 

(792

)

(549

)

44

 

Monetary variation of Extraordinary Tariff Recomposition

 

(24

)

(5

)

380

 

(34

)

(3

)

 

Exchange Rate Variations

 

(4

)

(12

)

(67

)

(25

)

(17

)

 

Monetary Variarion Liabilities - Loans and Financing

 

(11

)

1

 

(2,257

)

(82

)

(6

)

1,380

 

Adjustment to Present Value

 

 

(3

)

(100

)

(1

)

(7

)

(93

)

Reversal of provision for PIS and Cofins taxes

 

 

8

 

 

 

8

 

(100

)

Losses from Derivatives

 

(6

)

(4

)

67

 

(9

)

(80

)

(89

)

Other

 

(69

)

(66

)

5

 

(167

)

(112

)

49

 

Financial Result

 

(165

)

(10

)

1,615

 

(433

)

(81

)

432

 

 

33



Table of Contents

 

Table IX

 

BALANCE SHEETS - ASSETS
(Values in million of Reais)

 

9M10

 

6M10

 

CURRENT ASSETS

 

9,365

 

8,898

 

Cash and Cash Equivalents

 

4,178

 

3,755

 

Consumers and Distributors

 

2,239

 

2,220

 

Consumers – Rate Adjustment

 

 

66

 

Dealership - Energy Transportation

 

425

 

428

 

Dealers - Transactions on the MAE

 

48

 

46

 

Tax Recoverable

 

1,256

 

1,155

 

Materials and Supplies

 

47

 

45

 

Prepaid Expenses - CVA

 

221

 

282

 

Tax Credits

 

246

 

200

 

Regulatory Assets - Transmition Rate Adjustment

 

68

 

92

 

Other

 

637

 

609

 

NONCURRENT ASSETS

 

40,847

 

40,034

 

Account Receivable from Minas Gerais State Government

 

1,792

 

1,831

 

Prepaid Expenses - CVA

 

214

 

89

 

Tax Credits

 

559

 

604

 

Recoverable Taxes

 

254

 

241

 

Escrow Account re: Lawsuits

 

876

 

796

 

Regulatory Assets - Transmition Rate Adjustment

 

94

 

100

 

Consumers and Distributors

 

4

 

1

 

Other Receivables; Regulatory Assets; Deferred Tariff Adjustment

 

152

 

120

 

Investments

 

24

 

24

 

Property, Plant and Equipment

 

15,881

 

15,525

 

Intangible

 

2,546

 

2,577

 

TOTAL ASSETS

 

31,761

 

30,806

 

 

34



Table of Contents

 

Tables X

 

BALANCE SHEETS LIABILITIES AND SHAREHOLDERS’ EQUITY
(Values in million of Reais)

 

9M10

 

6M10

 

CURRENT LIABILITIES

 

6,044

 

5,971

 

Suppliers

 

994

 

936

 

Taxes payable

 

1,070

 

886

 

Loan, Financing and Debentures

 

1,749

 

1,846

 

Payroll,related charges and employee participation

 

235

 

308

 

Interest on capital and dividends

 

487

 

487

 

Employee post-retirement benefits

 

100

 

104

 

Regulatory charges

 

337

 

358

 

Other Obligations - Provision for losses on financial instruments

 

601

 

600

 

Regulatory Liabilities - CVA

 

471

 

446

 

NON CURRENT LIABILITIES

 

14,148

 

13,815

 

Loan, Financing and Debentures

 

11,034

 

10,807

 

Employee post-retirement benefits

 

1,259

 

1,271

 

Taxes and social charges

 

786

 

719

 

Reserve for contingencies

 

363

 

431

 

Other

 

545

 

456

 

Prepaid expenses - CVA

 

161

 

131

 

PARTICIPATION IN ASSOCIATE COMPANIES

 

 

 

SHAREHOLDERS’ EQUITY

 

11,569

 

11,020

 

Registered Capital

 

3,412

 

3,412

 

Capital reserves

 

3,954

 

3,954

 

Income reserves

 

2,882

 

2,882

 

 

 

(3

)

 

Acumulated Income

 

1,297

 

745

 

Funds for capital increase

 

27

 

27

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

31,761

 

30,806

 

 

Tables XI

 

Ner. of consumers

 

 

 

9M10

 

9M09

 

 

 

 

 

 

 

Residential

 

9,470,694

 

9,267,800

 

Industrial

 

87,210

 

87,086

 

Commercial

 

880,546

 

867,675

 

Rural

 

524,819

 

465,213

 

Others

 

82,302

 

79,046

 

Electricity sold to final consumers

 

11,045,571

 

10,766,820

 

Own Consumption

 

1,183

 

1,164

 

Supply

 

90

 

86

 

TOTAL

 

11,046,844

 

10,768,070

 

 

35



Table of Contents

 

2.                                                                                       Quarterly Financial Information for the quarter ended September 30, 2010, Companhia Energética de Minas Gerais – CEMIG

 

36



Table of Contents

 

 

CONTENTS

 

BALANCE SHEETS

38

INCOME STATEMENTS

40

STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

41

STATEMENTS OF CASH FLOWS

42

EXPLANATORY NOTES TO THE QUARTERLY INFORMATION (ITR)

44

1) – OPERATIONAL CONTEXT

44

2. PRES ENTATION OF THE QUARTERLY INFORMATION

49

3. CASH & CASH EQUIVALENTS

55

4. CONSUMERS AND TRADERS

55

5. REGULATORY ASSETS AND LIABILITIES

56

6. THE EXTRAORDINARY TARIFF RECOMPOSITION, AND “PORTION A”

56

7. TRADERS – TRANSACTIONS IN “FREE ENERGY”

58

8. REVIEW OF THE TRANSMISSION TARIFF

59

9. ANTICIPATED EXPENSES AND REGULATORY LIABILITIES – CVA

60

10. TAXES OFFSETABLE

61

11. TAX CREDITS

62

12. DEPOSITS LINKED TO LEGAL ACTIONS

64

13. ACCOUNTS RECEIVABLE FROM THE GOVERNMENT OF THE STATE OF MINAS GERAIS; AND RECEIVABLES INVESTMENT FUND

64

14. INVESTMENTS

67

15. FIXED ASSETS

73

16. INTANGIBLE

74

17. SUPPLIERS

76

18. TAXES, CHARGES AND CONTRIBUTIONS

76

19. LOANS, FINANCINGS AND DEBENTURES

77

20. REGULATORY CHARGES

80

21. POST-EMPLOYMENT OBLIGATIONS

80

22. CONTINGENCIES FOR LEGAL PROCEEDINGS

83

23. STOCKHOLDERS’ EQUITY

91

24. REVENUE FROM SUPPLY OF ELECTRICITY

92

25. REVENUE FROM USE OF THE NETWORK – FREE CONSUMERS

93

26. OTHER OPERATIONAL REVENUES

93

27. DEDUCTIONS FROM OPERATIONAL REVENUES

94

28. OPERATIONAL COSTS AND EXPENSES

94

29. NET FINANCIAL REVENUE (EXPENSES)

96

30. TRANSACTIONS WITH RELATED PARTIES

97

31. FINANCIAL INSTRUMENTS

98

32. FINAL RESULT OF THE SECOND TARIFF REVIEW, AND THE TARIFF ADJUSTMENT, OF CEMIG D

104

33. FINANCIAL STATEMENTS SEPARATED BY COMPANY

106

34. SUMMARY FINANCIAL STATEMENT BY ACTIVITY

107

CONSOLIDATED ECONOMIC AND FINANCIAL PERFORMANCE

108

OTHER INFORMATION THAT THE COMPANY BELIEVES TO BE MATERIAL

123

 

37



Table of Contents

 

 

BALANCE SHEETS

 

AT SEPTEMBER 30 AND JUNE 30, 2010

 

ASSETS

 

R$ ’000

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

CURRENT

 

 

 

 

 

 

 

 

 

Cash and cash equivalents (Note 3)

 

4,178,835

 

3,754,516

 

432,355

 

428,321

 

Consumers and traders (Note 4)

 

2,238,548

 

2,220,462

 

 

 

Extraordinary Tariff Recomposition, and “Portion A” (Note 6)

 

 

65,512

 

 

 

Concession holders – transport of energy

 

425,619

 

428,236

 

 

 

Taxes subject to offsetting (Note 10)

 

1,256,262

 

1,155,224

 

6,403

 

6,406

 

Anticipated expenses – CVA (Note 9)

 

221,225

 

282,301

 

 

 

Traders – Transactions in “Free Energy” (Note 7)

 

47,678

 

46,141

 

 

 

Tax credits (Note 11)

 

245,580

 

200,053

 

20,790

 

10,966

 

Dividends receivable

 

 

 

633,741

 

421,145

 

Transmission Tariff Review (Note 8)

 

68,468

 

91,954

 

 

 

Inventories

 

46,832

 

44,616

 

615

 

444

 

Other credits

 

635,999

 

609,413

 

10,408

 

13,070

 

TOTAL, CURRENT

 

9,365,046

 

8,898,428

 

1,104,312

 

880,352

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT

 

 

 

 

 

 

 

 

 

Long term assets

 

 

 

 

 

 

 

 

 

Accounts receivable from Minas Gerais State Govt. (Note 13)

 

1,792,189

 

1,830,892

 

 

 

Credit Receivables Investment Fund (Note 13)

 

 

 

927,550

 

911,777

 

Anticipated expenses – CVA (Note 9)

 

214,392

 

88,675

 

 

 

Tax credits (Note 11)

 

558,897

 

603,591

 

59,671

 

79,146

 

Taxes subject to offsetting (Note 10)

 

254,828

 

241,519

 

142,433

 

116,824

 

Deposits linked to legal actions (Note 12)

 

876,237

 

796,165

 

119,180

 

95,460

 

Consumers and traders (Note 4)

 

93,651

 

100,117

 

 

 

Transmission Tariff Review (Note 8)

 

4,043

 

1,055

 

 

 

Other credits

 

150,966

 

120,060

 

41,872

 

43,690

 

 

 

3,945,203

 

3,782,074

 

1,290,706

 

1,246,897

 

 

 

 

 

 

 

 

 

 

 

Investments (Note 14)

 

23,563

 

23,821

 

10,088,350

 

9,802,968

 

Fixed assets (Note 15)

 

15,881,480

 

15,524,986

 

1,990

 

1,987

 

Intangible (Note 16)

 

2,545,808

 

2,577,033

 

867

 

1,147

 

TOTAL, NON-CURRENT

 

22,396,054

 

21,907,914

 

11,381,913

 

11,052,999

 

TOTAL ASSETS

 

31,761,100

 

30,806,342

 

12,486,225

 

11,933,351

 

 

The Explanatory Notes are an integral part of the Quarterly Information.

 

 

38



Table of Contents

 

BALANCE SHEETS

 

AT SEPTEMBER 30 AND JUNE 30, 2010

 

LIABILITIES

 

R$ ’000

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

 

 

 

 

 

 

 

 

 

 

CURRENT

 

 

 

 

 

 

 

 

 

Suppliers (Note 17)

 

993,633

 

935,632

 

1,143

 

3,852

 

Regulatory charges (Note 20)

 

337,138

 

357,816

 

 

 

Profit shares

 

76,332

 

54,562

 

3,267

 

2,295

 

Taxes, charges and contributions (Note 18)

 

1,070,928

 

886,709

 

83,186

 

47,574

 

Interest on Equity and dividends payable (Note 30)

 

487,062

 

487,063

 

487,062

 

487,063

 

Loans and financings (Note 19)

 

1,387,928

 

1,605,442

 

20,975

 

19,263

 

Debentures (Note 19)

 

361,115

 

240,946

 

 

 

Salaries and mandatory charges on payroll

 

235,045

 

308,105

 

13,049

 

16,142

 

Regulatory liabilities – CVA (Note 9)

 

471,191

 

445,589

 

 

 

Post-employment obligations (Note 21)

 

100,437

 

104,033

 

3,810

 

3,987

 

Provision for losses on financial instruments (Note 31)

 

61,786

 

60,076

 

 

 

Transmission Tariff Review (Note 8)

 

58,576

 

75,568

 

 

 

Debt to related parties

 

 

 

4,318

 

4,288

 

Contingency provisions (Note 22)

 

 

76,141

 

 

 

Extraordinary Tariff Recomposition, and “Portion A” (Note 6)

 

16,273

 

 

 

 

Other obligations

 

386,346

 

333,354

 

17,604

 

18,046

 

TOTAL, CURRENT

 

6,043,790

 

5,971,036

 

634,414

 

602,510

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT

 

 

 

 

 

 

 

 

 

Regulatory charges (Note 20)

 

251,094

 

206,710

 

 

 

Regulatory liabilities – CVA (Note 9)

 

160,813

 

130,827

 

 

 

Loans and financings (Note 19)

 

6,483,486

 

6,598,049

 

36,794

 

36,794

 

Debentures (Note 19)

 

4,551,444

 

4,208,523

 

 

 

Taxes, charges and contributions (Note 18)

 

786,453

 

719,377

 

 

 

Contingency provisions (Note 22)

 

363,031

 

430,804

 

121,838

 

150,664

 

Post-employment obligations (Note 21)

 

1,259,030

 

1,271,265

 

50,495

 

49,735

 

Other obligations

 

291,989

 

249,976

 

72,714

 

73,873

 

TOTAL, NON-CURRENT

 

14,147,340

 

13,815,531

 

281,841

 

311,066

 

 

 

 

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY (Note 23)

 

 

 

 

 

 

 

 

 

Registered capital

 

3,412,073

 

3,412,073

 

3,412,073

 

3,412,073

 

Capital reserves

 

3,953,850

 

3,953,850

 

3,953,850

 

3,953,850

 

Profit reserves

 

2,882,308

 

2,882,308

 

2,882,308

 

2,882,308

 

Accumulated Stockholders’ equity conversion adjustment

 

(3,305

)

(180

)

(3,305

)

(180

)

Funds allocated to increase of capital

 

27,124

 

27,124

 

27,124

 

27,124

 

Retained earnings

 

1,297,920

 

744,600

 

1,297,920

 

744,600

 

TOTAL STOCKHOLDERS’ EQUITY

 

11,569,970

 

11,019,775

 

11,569,970

 

11,019,775

 

TOTAL LIABILITIES

 

31,761,100

 

30,806,342

 

12,486,225

 

11,933,351

 

 

The Explanatory Notes are an integral part of the Quarterly Information.

 

 

39



Table of Contents

 

INCOME STATEMENTS

 

FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2010 AND 2009

 

(R$ ’000, expect net profit per share)

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/09/2009
Reclassified

 

30/09/2010

 

30/09/2009

 

OPERATIONAL REVENUE

 

 

 

 

 

 

 

 

 

Revenue from supply of electricity (Note 24)

 

11,220,947

 

10,525,222

 

 

 

Revenue for use of the network – Free Consumers (Note 25)

 

2,001,917

 

1,600,922

 

 

 

Other operational revenues (Note 26)

 

498,387

 

438,720

 

338

 

267

 

 

 

13,721,251

 

12,564,864

 

338

 

267

 

Deductions from operational revenue (Note 27)

 

(4,673,416

)

(4,242,228

)

 

(2

)

NET OPERATIONAL REVENUE

 

9,047,835

 

8,322,636

 

338

 

265

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL COSTS

 

 

 

 

 

 

 

 

 

COST OF ELECTRICITY AND GAS (Note 28)

 

 

 

 

 

 

 

 

 

Electricity bought for resale

 

(3,023,885

)

(2,529,469

)

 

 

Charges for the use of the basic transmission grid

 

(598,012

)

(612,627

)

 

 

Gas purchased for resale

 

(162,685

)

(128,610

)

 

 

 

 

(3,784,582

)

(3,270,706

)

 

 

 

 

 

 

 

 

 

 

 

 

COST OF OPERATION (Note 28)

 

 

 

 

 

 

 

 

 

Personnel and managers

 

(677,343

)

(690,293

)

 

 

Post-employment obligations

 

(94,793

)

(70,487

)

 

 

Materials

 

(80,918

)

(76,816

)

 

 

Raw materials and inputs for generation

 

 

(4,070

)

 

 

Outsourced services

 

(495,672

)

(447,979

)

 

 

Depreciation and amortization

 

(591,850

)

(501,699

)

 

 

Operational provisions

 

(218,223

)

(39,814

)

 

 

Royalties for use of water resources

 

(104,925

)

(109,336

)

 

 

Other

 

(137,212

)

(91,612

)

 

 

 

 

(2,400,936

)

(2,032,106

)

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL COST

 

(6,185,518

)

(5,302,812

)

 

 

 

 

 

 

 

 

 

 

 

 

GROSS PROFIT

 

2,862,317

 

3,019,824

 

338

 

265

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL EXPENSES (Note 28)

 

 

 

 

 

 

 

 

 

Selling expenses

 

(113,907

)

(119,741

)

 

 

General and administrative expenses

 

(300,776

)

(479,353

)

55,660

 

(10,963

)

Other operational expenses

 

(47,467

)

(49,521

)

(12,275

)

(15,986

)

 

 

(462,150

)

(648,615

)

43,385

 

(26,949

)

 

 

 

 

 

 

 

 

 

 

Operational profit before equity gains/losses and financial revenues/expenses

 

2,400,167

 

2,371,209

 

43,723

 

(26,684

)

Equity gain (loss) from subsidiaries

 

 

 

1,294,423

 

1,543,364

 

Net financial revenue (expenses) (Note 29)

 

(433,336

)

(81,308

)

17,975

 

9,817

 

 

 

 

 

 

 

 

 

 

 

Profit before taxation and profit shares

 

1,966,831

 

2,289,901

 

1,356,121

 

1,526,497

 

 

 

 

 

 

 

 

 

 

 

Income tax and Social Contribution tax (Note 11)

 

(645,082

)

(759,874

)

(75,247

)

(83,599

)

Deferred income tax and Social Contribution tax (Note 11)

 

73,382

 

39,217

 

(13,338

)

(13,118

)

Employees’ and managers’ profit shares

 

(132,072

)

(99,163

)

(4,477

)

(2,706

)

Minority interests

 

 

(43,007

)

 

 

NET PROFIT FOR THE PERIOD

 

1,263,059

 

1,427,074

 

1,263,059

 

1,427,074

 

NET PROFIT PER SHARE – R$

 

 

 

 

 

1.85166

 

2.30033

 

 

The Explanatory Notes are an integral part of the Quarterly Information.

 

40



Table of Contents

 

STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

 

FOR THE THIRD QUARTER AND NINE-MONTH PERIOD ENDED SEPTEMBER 30, 2010 (“9M10”)

 

R$ ’000

 

 

 

Registered
capital

 

Capital
reserves

 

Profit
reserves

 

Retained
earnings

 

Conversion /
Valuation
Adjustment to
Stockholders’
equity

 

Funds allocated to
increase of capital

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BALANCES ON JUNE 30, 2010

 

3,412,073

 

3,953,850

 

2,882,308

 

744,600

 

(180

)

27,124

 

11,019,775

 

Adjustment to stockholders’ equity in affiliated company (Note 23)

 

 

 

 

 

1,542

 

 

1,542

 

Balance sheet conversion adjustment

 

 

 

 

 

(4,667

)

 

(4,667

)

Net profit in the quarter

 

 

 

 

553,320

 

 

 

553,320

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BALANCES ON SEPTEMBER 30, 2010

 

3,412,073

 

3,953,850

 

2,882,308

 

1,297,920

 

(3,305

)

27,124

 

11,569,970

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BALANCES AT DECEMBER 31, 2009

 

3,101,884

 

3,969,099

 

3,177,248

 

 

150

 

27,124

 

10,275,505

 

Increase in registered capital (Note 23)

 

310,189

 

(15,249

)

(294,940

)

 

 

 

 

Adjustment to stockholders’ equity in affiliated company (Note 23)

 

 

 

 

 

1,993

 

 

1,993

 

Balance sheet conversion adjustment

 

 

 

 

 

(5,448

)

 

(5,448

)

Prior year adjustment in affiliated company

 

 

 

 

34,861

 

 

 

34,861

 

Net profit for the period

 

 

 

 

1,263,059

 

 

 

1,263,059

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BALANCES ON SEPTEMBER 30, 2010

 

3,412,073

 

3,953,850

 

2,882,308

 

1,297,920

 

(3,305

)

27,124

 

11,569,970

 

 

The Explanatory Notes are an integral part of the Quarterly Information.

 

41



Table of Contents

 

STATEMENTS OF CASH FLOWS

 

FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2010 AND 2009

R$ ’000

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

CASH FLOW FROM OPERATIONS

 

 

 

 

 

 

 

 

 

Net profit for the period

 

1.263.059

 

1.427.074

 

1.263.059

 

1.427.074

 

Expenses (Revenues) not affecting Cash and cash equivalents

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

610.975

 

517.204

 

127

 

140

 

Net write-offs of fixed assets

 

12.060

 

16.938

 

 

 

Equity gain (loss) from subsidiaries

 

 

 

(1.294.423

)

(1.543.364

)

Interest and monetary variations – Non-current

 

112.546

 

(43.755

)

(40.410

)

(35.966

)

Revision of permitted transmission revenue

 

50.073

 

(136.657

)

 

 

Deferred federal taxes

 

(73.381

)

(39.217

)

13.338

 

13.118

 

Provisions (reversals) for operational losses

 

(29.433

)

88.765

 

(101.861

)

(30.557

)

Provision for losses (Gains on financial instruments

 

(6.956

)

80.136

 

 

 

Provisions for losses in recovery of Extraordinary Tariff Recomposition amounts

 

 

(7.915

)

 

 

Amortization of goodwill on acquisitions

 

53.853

 

16.352

 

35.286

 

16.352

 

Post-employment obligations

 

126.457

 

105.760

 

9.408

 

4.252

 

Minority interests

 

 

43.007

 

 

 

Additional low-income consumers subsidy – 2008 and 2009 Tariff Adjustments

 

(55.263

)

 

 

 

Write-off of CVA – prior years

 

70.889

 

 

 

 

Write-off of regulatory assets – PIS, Pasep and Cofins taxes

 

46.240

 

 

 

 

Others

 

(3.113

)

7.616

 

 

 

 

 

2.178.006

 

2.075.308

 

(115.476

)

(148.951

)

(Increase) reduction of assets

 

 

 

 

 

 

 

 

 

Consumers and traders

 

(139.102

)

(298.788

)

 

 

Extraordinary Tariff Recomposition – Current

 

227.445

 

240.047

 

 

 

Amortization of accounts receivable from the Minas Gerais State Government

 

101.079

 

143.647

 

 

 

Traders – transactions on CCEE

 

(1.055

)

3.317

 

 

 

Deferred tax credits

 

(15.315

)

9.909

 

25.646

 

23.462

 

Taxes offsetable

 

(383.681

)

(503.031

)

14.095

 

(14.370

)

Transport of electricity

 

(8.591

)

74.623

 

 

 

Other credits

 

(255.766

)

173.430

 

25.029

 

(7.041

)

Deferred Tariff Adjustment

 

 

133.423

 

 

 

Anticipated expenses – CVA

 

21.038

 

35.782

 

 

 

Payments into court

 

(247.804

)

(175.649

)

(23.718

)

(7.631

)

Review of the transmission tariff

 

55.271

 

 

 

 

Dividends received from subsidiaries

 

 

 

1.159.294

 

820.171

 

 

 

(646.481

)

(163.290

)

1.200.346

 

814.591

 

 

 

 

 

 

 

 

 

 

 

Increase (reduction) of liabilities

 

 

 

 

 

 

 

 

 

Suppliers

 

173.741

 

(159.782

)

(13.132

)

(1.447

)

Taxes, charges and contributions

 

635.332

 

892.623

 

50.347

 

54.186

 

Salaries and mandatory charges on payroll

 

(119.261

)

83.305

 

(5.374

)

457

 

Regulatory charges

 

87.415

 

11.142

 

 

 

Loans, financings and debentures

 

605.282

 

64.805

 

(2.383

)

(3.716

)

Post-employment obligations

 

(39.977

)

(147.612

)

(7.329

)

(6.714

)

Regulatory liabilities — CVA

 

170.080

 

34.245

 

 

 

Losses on financial instruments

 

(12.712

)

(16.365

)

 

 

Contingency provisions

 

32.370

 

 

(102.334

)

 

Others

 

(30.668

)

(3.314

)

(13.507

)

(7.972

)

 

 

1.501.602

 

759.047

 

(93.712

)

34.794

 

 

 

 

 

 

 

 

 

 

 

NET CASH FROM OPERATIONAL ACTIVITIES

 

3.033.127

 

2.671.065

 

991.158

 

700.434

 

 

42



Table of Contents

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

CASH FLOWS IN INVESTMENT ACTIVITIES

 

 

 

 

 

 

 

 

 

Investments

 

(446.797

)

(216.492

)

(729.996

)

(543.981

)

Investments in fixed and intangible assets

 

(2.727.684

)

(1.866.350

)

(387

)

745

 

NET CASH USED IN INVESTMENT ACTIVITIES

 

(3.174.481

)

(2.082.842

)

(730.383

)

(543.236

)

 

 

 

 

 

 

 

 

 

 

CASH FLOW IN FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

Financings and debentures obtained

 

4.372.711

 

592.380

 

 

 

Reduction of capital

 

 

 

 

185.000

 

Payments of loans and financings

 

(4.000.681

)

(214.211

)

(18.397

)

 

Minority interests

 

(6.948

)

 

 

 

Interest on Equity, and dividends

 

(469.852

)

(481.160

)

(466.727

)

(481.159

)

NET CASH USED IN FINANCING ACTIVITIES

 

(104.770

)

(102.991

)

(485.124

)

(296.159

)

 

 

 

 

 

 

 

 

 

 

NET CHANGE IN CASH POSITION

 

(246.124

)

485.232

 

(224.349

)

(138.961

)

 

 

 

 

 

 

 

 

 

 

STATEMENT OF CHANGES IN CASH POSITION

 

 

 

 

 

 

 

 

 

Beginning of period

 

4.424.959

 

2.283.937

 

656.704

 

256.906

 

End of period

 

4.178.835

 

2.769.169

 

432.355

 

117.945

 

 

 

(246.124

)

485.232

 

(224.349

)

(138.961

)

 

The Explanatory Notes are an integral part of the Quarterly Information.

 

 

43



Table of Contents

 

EXPLANATORY NOTES TO THE QUARTERLY INFORMATION (ITR)

FOR SEPTEMBER 30, 2010

(Figures in R$ ’000, except where otherwise stated)

 

1) — OPERATIONAL CONTEXT

 

Companhia Energética de Minas Gerais (“Cemig” or “the Company”) is a listed corporation registered in the Brazilian Registry of Corporate Taxpayers (CNPJ) under number 17.155.730/0001-64, with shares traded at Corporate Governance Level 1 on the São Paulo stock exchange and on the stock exchanges of the US and Spain. It operates exclusively as a holding company, with stockholdings in companies controlled individually or jointly, the principal objectives of which are to build and operate systems for generation, transformation, transmission, distribution and sale of electricity, and also activities in the various fields of energy, for the purpose of commercial operation.

 

Cemig had stockholdings in the following operational companies on September 30, 2010:

 

·     Cemig Geração e Transmissão S.A. (“Cemig GT”) (subsidiary, 100% stake), registered with the CVM (Brazilian Securities Commission): Generation and transmission of electricity, through 48 power plants, of which 43 are hydroelectric, 4 wind plants and one a thermal plant, and transmission lines, most of which are part of the Brazilian national generation and transmission grid system. Cemig GT has stockholdings in the following subsidiaries and jointly controlled:

 

· Hidrelétrica Cachoeirão S.A. (jointly controlled, 49.00% stake): Production and sale of electricity as an independent power producer, through the Cachoeirão hydroelectric power plant, at Pocrane, in the State of Minas Gerais, with installed capacity of 27MW (information not reviewed by external auditors). The plant began operating in 2009.

 

· Central Eólica Praias de Parajuru S.A. (jointly controlled – 49.00% stake): Production and sale of electricity at the Praias de Parajuru Wind Farm, in the county of Beberibe in the state of Ceará, Northern Brazil, with installed capacity of 28.8MW (information not reviewed by external auditors). The plant began operating in August 2009.

 

· Baguari Energia S.A. (jointly controlled, 69.39% stake): Construction, operation, maintenance and commercial operation, through its participation in the UHE Baguari Consortium (Baguari Energia 49.00%, Neoenergia 51.00%), of the Baguari Hydroelectric Plant, with installed capacity of 140MW (information not reviewed by external auditors), on the Doce River in Governador Valadares, Minas Gerais State. The various units of this plant began operating over the period September 2009 to May 2010.

 

44



Table of Contents

 

· Transmissora Aliança de Energia Elétrica S.A. (“Taesa”) – previously named Terna Participações S.A. (jointly controlled, 32.27% stake): Construction, operation and maintenance of electricity transmission facilities in 11 states of Brazil through the following companies in which it has a controlling or other interest: TSN – Transmissora Sudeste Nordeste S.A.; Novatrans Energia S.A.; ETEO – Empresa de Transmissão de Energia do Oeste S.A.; ETAU – Empresa de Transmissão do Alto Uruguai S.A.; Brasnorte Transmissora de Energia S.A. and Terna Serviços Ltda. These companies control an aggregate of more than 3,712km (information not reviewed by external auditors) of high voltage transmission lines (230 to 500kV), components of the Brazilian National Grid.

 

· Transmissora Alvorada de Energia S.A. (“Alvorada”) (jointly controlled, 74.50% stake): Holding of a 62.80% interest in Transmissora Alterosa de Energia S.A.

 

· Transmissora Alterosa de Energia S.A. (“Alterosa”) (jointly controlled, 36.23% stake): Holding of a 29.42% interest in Transmissora Aliança de Energia S.A.

 

· Central Eólica Praias do Morgado S.A. (jointly controlled, 49% stake): Production and sale of electricity through the Praias do Morgado Wind Farm in the county of Aracaju in the state of Ceará, Northern Brazil, with installed capacity of 28.8MW (information not reviewed by external auditors). The plant began operating in April 2010.

 

· Central Eólica Volta do Rio S.A. (jointly controlled, 49% stake): Production and sale of electricity through the Volta do Rio Wind Farm in the municipality of Aracaju in the state of Ceará, Northern Brazil, with installed capacity of 42MW (information not reviewed by external auditors). The plant began operating in September 2010.

 

Subsidiaries and jointly-controlled subsidiaries of Cemig GT at pre-operational stage:

 

· Guanhães Energia S.A. (jointly controlled, 49.00% stake): Production and sale of electricity through building and commercial operation of the following Small Hydro Plants in Minas Gerais state: Dores de Guanhães, Senhora do Porto and Jacaré, in the county of Dores de Guanhães; and Small Hydro Plants Fortuna II, in the county of Virginópolis. The plants are scheduled to start operating in August 2011, and will have total installed capacity of 44MW (information not reviewed by external auditors).

 

· Cemig Baguari Energia S.A. (subsidiary, 100% stake): Production and sale of electricity as an independent producer in future projects.

 

· Madeira Energia S.A. (jointly controlled, 10.00% stake): Construction, operation and commercial operation of the Santo Antônio Hydroelectric Plant in the Madeira river basin, in the State of Rondônia, with generation capacity of 3,150 MW (information not reviewed by external auditors) and commercial startup scheduled for 2012.

 

45



Table of Contents

 

· Hidrelétrica Pipoca S.A. (jointly controlled, 49.00% stake): Independent production of electricity, through construction and commercial operation of the Pipoca Small Hydro Plant, with installed capacity of 20MW (information not reviewed by external auditors), located on the Manhuaçu River, in the municipalities of Caratinga and Ipanema, in the State of Minas Gerais. Startup of commercial operation in October 2010.

 

· Empresa Brasileira de Transmissão de Energia (“EBTE”) (jointly-controlled subsidiary, 49% stake): Holder of public service electricity transmission concession for transmission lines in the state of Mato Grosso. Operational startup is scheduled for December 2010.

 

Lightger S.A. (“Light Ger”) (jointly controlled, 49% stake): Independent power production through building and commercial operation of the hydroelectric potential referred to as the Paracambi Small Hydro Plant, with installed capacity of 25MW, (information not reviewed by external auditors), on the Ribeirão das Lages River in the county of Paracambi, in the State of Rio de Janeiro. The first rotor is scheduled to start operation in October 2011.

 

·                 Cemig Distribuição S.A. (“Cemig D”) (wholly-owned subsidiary – 100% stake), registered with the CVM (Securities Commission): Distribution of electricity through distribution networks and lines in approximately 97% of the Brazilian state of Minas Gerais, serving 7,000,655 consumers on September 30, 2010 (information not reviewed by external auditors).

 

·                 Light S.A. (“Light”) (Jointly-controlled subsidiary – 15.53% stake): Objects are to hold direct or indirect interests in other companies and, directly or indirectly, to operate electricity services, including generation, transmission, trading or distribution, and other related services. Light S.A. is the controlling stockholder of:

 

· Light Serviços de Eletricidade S.A. (“Light SESA”) (100% stake): A listed corporation primarily operating in electricity distribution, with 2.0 million consumers in 31 municipalities of the state of Rio de Janeiro. (information not reviewed by external auditors).

 

· Light Energia S.A. (“Light Energia”) (100% stake): An unlisted corporation whose principal activities are to study, plan, build and commercially operate systems of generation, transmission and sale of electricity and related services;

 

· Light Esco Prestação de Serviços Ltda. (“Light Esco”) (100% stake): Provision of services of co-generation, planning, administration and solutions including electricity efficiency and structuring of energy sourcing, and trading of electricity in the free market.

 

· Itaocara Energia Ltda. (“Itaocara Energia”) (100% stake): Company at pre-operational stage, whose principal objects are planning, building, installation and commercial operation of electricity power plants.

 

46



Table of Contents

 

· Lightger S.A. (“Lightger”) (51.00% stake), and Lighthidro Ltda. (“Lighthidro”) (100% stake): Companies at pre-operational stage, formed to participate in auctions of concessions, authorizations and permissions in new plants. On December 24, 2008, Lightger obtained the installation license authorizing the start of works on the Paracambi Small Hydro Plant.

 

· Instituto Light para o Desenvolvimento Urbano e Social (“the Light Institute”) (100% stake): Participation in social and cultural projects, and interest in economic and social development of cities, reaffirming the Company’s vocation for social action and Corporate Citizenship.

 

· Lightcom Comercializadora de Energia S.A. (Lightcom) (100% stake): Purchase, sale, importation and exportation of electricity and general consultancy in the Free and Regulated Electricity Markets.

 

· Axxiom Soluções Tecnológicas S.A. (“Axxiom”) (jointly controlled – 51.00% stake): Formed in August 2008 to provide complete services of implementation and management of systems for electricity sector companies.

 

·                 Sá Carvalho S.A. (subsidiary, 100% stake): Production and sale of electricity, as a public electricity service concession holder, through the Carvalho hydroelectric power plant.

 

·                 Usina Térmica Ipatinga S.A. (subsidiary, 100% stake): Production and sale, as an Independent Power Producer, of thermally generated electricity, through the Ipatinga thermal plant, located on the premises of Usiminas (Usinas Siderúrgicas de Minas Gerais S.A.).

 

·                 Companhia de Gás de Minas Gerais (“Gasmig”) (jointly controlled, 55.19% stake): Acquisition, transport and distribution of combustible gas or sub-products and derivatives, through concession for distribution of gas in the State of Minas Gerais.

 

·                 Cemig Telecomunicações S.A. (“Cemig Telecom”) – previously named Empresa de Infovias S.A. (subsidiary, 100% stake): Provision and commercial operation of specialized telecommunications services, through an integrated system consisting of fiber optic cables, coaxial cables, and electronic and associated equipment (multi-service network).

 

·                 Efficientia S.A. (subsidiary, 100% stake): Provides electricity efficiency and optimization services and energy solutions through studies and execution of projects, as well as providing services of operation and maintenance in energy supply facilities.

 

·                 Horizontes Energia S.A. (subsidiary, 100% stake): Production and sale of electricity, as an independent power producer, through the Machado Mineiro and Salto do Paraopeba hydroelectric power plants, in the State of Minas Gerais, and the Salto do Voltão and Salto do Passo Velho power plants in the State of Santa Catarina.

 

·                 Central Termelétrica de Cogeração S.A. (subsidiary, 100% stake): Production and sale of electricity produced by thermal generation as an independent producer, in future projects.

 

47



Table of Contents

 

·                 Rosal Energia S.A. (subsidiary, 100% stake): Production and sale of electricity, as a public electricity service concession holder, at the Rosal hydroelectric power plant, on the border between the States of Rio de Janeiro and Espírito Santo, Brazil.

 

·                 Central Hidrelétrica Pai Joaquim S.A. (subsidiary, 100% stake): Production and sale of electricity as an independent producer, in future projects.

 

·                 Cemig PCH S.A. (subsidiary, 100% stake): Production and sale of electricity as an independent power producer, through the Pai Joaquim hydroelectric power plant.

 

·                 Cemig Capim Branco Energia S.A. (subsidiary, 100% stake): Production and sale of electricity as an independent power producer, through the Amador Aguiar I and II hydroelectric power plants, built through a consortium with private-sector partners.

 

·                 UTE Barreiro S.A. (subsidiary, 100% stake): Production and sale of thermally generated electricity, as an independent power producer, through construction and operation of the UTE Barreiro thermal generation plant, located on the premises of V&M do Brasil S.A., in Minas Gerais state.

 

·                 Cemig Trading S.A. (subsidiary: 100% stake): Sale and intermediation of business transactions related to energy.

 

·                 Companhia Transleste de Transmissão (jointly controlled, 25.00% stake): Operation of the 345kV transmission line connecting the substation located in Montes Claros to the substation of the Irapé hydroelectric power plant.

 

·                 Companhia Transudeste de Transmissão (jointly controlled, 24.00% stake): Construction, operation and maintenance of national grid transmission lines and facilities – the 345kV Itutinga–Juiz de Fora transmission line.

 

·                 Companhia Transirapé de Transmissão (jointly controlled, 24.50% stake): Construction, operation and maintenance of the 230kV Irapé–Araçuaí transmission line – also part of the national grid.

 

·                 EPTE (Empresa Paraense de Transmissão de Energia S.A.) (jointly controlled, 41.05% stake): Holder of a public service electricity transmission concession, for the 500kV transmission line in the State of Pará. ETEP has formed the wholly-owned subsidiary ESDE (Empresa Santos Dumont de Energia S.A.).

 

·                 ENTE (Empresa Norte de Transmissão de Energia S.A.) (jointly controlled, 36.69% stake): Holder of a public service electricity transmission concession, for two 500kV transmission lines in the States of Pará and Maranhão.

 

·                 ERTE (Empresa Regional de Transmissão de Energia S.A.) (jointly controlled, 36.69% stake): Holder of a public service electricity transmission concession, for a 230kV transmission line in the State of Pará.

 

·                 EATE (Empresa Amazonense de Transmissão de Energia S.A.) (jointly controlled, 37.44% stake): Holder of the public service electricity transmission concession for the 500kV transmission lines between the sectionalizing Substations of Tucuruí, Marabá, Imperatriz, Presidente Dutra and Açailândia. EATE has holdings in the following transmission companies: EBTE (Empresa Brasileira de Transmissão de Energia), with a 51% stake; STC (Sistema de Transmissão Catarinense), with a stake of 80%, and Lumitrans Cia. Transmissora de Energia Elétrica, with a stake of 80%.

 

48



Table of Contents

 

·                ECTE (Empresa Catarinense de Transmissão de Energia S.A.) (jointly controlled, 13.37% stake): Holder of a public electricity transmission service concession operating a 525kV transmission line in the State of Santa Catarina.

 

·                Axxiom Soluções Tecnológicas S.A. (“Axxiom”) (jointly controlled, 49.00% stake): Formed in August 2008 to provide complete services of implementation and management of systems for electricity sector companies.

 

·                Transchile Charrúa Transmisión S.A. – (“Transchile”) (jointly controlled, 49.00% stake): Implementation, operation and maintenance of the Charrúa–Nueva Temuco 220kV transmission line and two sections of transmission line at the Charrúa and Nueva Temuco substations, in the central region of Chile. The head office of Transchile is in Santiago, Chile. The transmission line began operating in January 2010.

 

·                Companhia de Transmissão Centroeste de Minas (jointly controlled, 51.00% stake): Construction, operation and maintenance of the 345kV Furnas–Pimenta transmission line – part of the national grid. The transmission line began operating in April 2010.

 

Cemig also has stockholdings in the companies listed below, which were at pre-operational stage on September 30, 2010:

 

·               Cemig Serviços S.A. (“Cemig Serviços”) - (subsidiary, 100% stake): Provision of services related to planning, construction, operation and maintenance of electricity generation, transmission and distribution systems, and provision of administrative, commercial and engineering services in the various fields of energy, from any source.

 

Where Cemig exercises joint control it does so through stockholders’ agreements with the other stockholders of the investee company.

 

2. PRESENTATION OF THE QUARTERLY INFORMATION

 

2.1. Presentation of the quarterly information

 

The Quarterly Information (ITR), both for the holding company and consolidated, was prepared according to Brazilian accounting practices, comprising: the Brazilian Corporate Law; the statements, orientations and interpretations issued by the Brazilian Accounting Statements Committee; rules of the Brazilian Securities Commission (CVM – Comissão de Valores Mobiliários); and rules of the specific legislation applicable to holders of Brazilian electricity concessions, issued by the Brazilian National Electricity Agency, Aneel.

 

This Quarterly Information (ITR) has been prepared according to principles, practices and criteria consistent with those adopted in the preparation of the annual financial statements at December 31, 2009. Hence this Quarterly Information should be read in conjunction with those annual financial statements, published on April 20, 2010 and approved by the Executive Board on March 9, 2010.

 

49



Table of Contents

 

Additionally, to optimize the information provided to the market, the Company is presenting, in Explanatory Note 33, income statements separated by company. All the information presented was obtained from the accounting records of the Company and its subsidiaries.

 

The reclassification made to the balances of September 30, 2009 for the purposes of comparability in compliance with the change in the Electricity Public Service Accounting Manual (MCSPEE) is as follows:

 

Original line

 

Consolidated

 

 

 

 

 

Other operational expenses

 

 

 

 

 

 

 

Emergency Acquisition Charge

 

11,866

 

 

Reclassified to

 

Consolidated

 

 

 

 

 

Deductions from revenue

 

 

 

 

 

 

 

Emergency Acquisition Charge

 

(11,866

)

 

2.2. Application of the new accounting rules starting in 2010

 

In continuation of the process, begun in 2008, of harmonizing Brazilian accounting rules with International Financial Reporting Standards – IFRS, issued by the IASB – International Accounting Standards Board, in 2009 the CPC issued, and the CVM approved, several accounting statements, with obligatory application for the business years starting on or after January 1, 2010, backdated to 2009 for the purposes of comparability.

 

However, as allowed by CVM Decision 603, of November 10, 2009, as amended by CVM Decision 626, of March 31, 2010, the Company opted to present its quarterly information in accordance with the accounting rules adopted in Brazil up to December 31, 2009.

 

The Company is in the process of assessing the possible effects of application of the technical statements so far issued and has concluded, preliminarily, that the main effects will arise from the application of the following rules:

 

Technical Interpretation ICPC 01 – Concession Contracts, which establishes the general principles for recognition and measurement of obligations and the respective rights of concession contracts. Under ICPC 01, the remuneration received or receivable by the concession holder is to be recorded at fair value, corresponding to rights held in relation to a financial asset and/or an intangible asset. At present it is not possible to estimate the effects arising from the application of this rule, since the concepts introduced are still being studied for the purposes of application, but adjustments are expected, arising from the reclassification of the fixed assets as an intangible and/or a financial asset, recognition of construction revenue, and treatment of obligations linked to the concession.

 

CPC Statement 17 – Construction Contracts, which establishes the accounting treatment of revenues and expenses associated with construction contracts. The applicability of this accounting statement is directly related to the resolution of doubts arising from Technical Interpretation ICPC 01, since the recognition of this revenue is not provided for in the regulatory tariff environment. Thus, the company believes that it is not possible, in the present scenario, to securely quantify the impact of adoption of the said statement.

 

50



Table of Contents

 

Statement CPC 30 – Revenues, which sets out the accounting treatment of revenues that arise from certain types of transaction and event: sale of goods; provision of services; and use, by third parties, of other assets of the entity that generate profits, royalties and dividends. The applicability of this accounting statement is directly related to the resolution of doubts arising from Technical Interpretation ICPC 01, since the recognition of this revenue is not provided for in the regulatory tariff environment. Thus, the company believes that it is not possible, in the present scenario, to securely quantify the impact of adoption of the said statement.

 

Statement CPC 24 – Subsequent event, and ICPC 08 – Accounting of the proposal for payment of dividends: Management has the obligation to propose distribution of the profits at the end of the business year. This distribution can be changed by the stockholders. Thus, according to CPC 24 the part of the proposed dividends that is not declared and is in excess of the obligatory minimum dividend and the interest on equity shall be maintained within Stockholders’ equity and shall not be recognized as a liability at the end of the period. Dividends that are additional to the minimum shall be posted in liabilities as and when they are approved by the competent bodies of the company.

 

Statement CPC 43 – This establishes the criteria for the initial adoption of CPCs 15 to 40, and specifies that the exceptions in relation to the international rules are limited to the maintenance of equity income in the individual financial statements that have investments valued by the equity method and maintenance of the deferred asset formed up to December 31, 2008, until its entire amortization. At present, in Brazil, regulatory assets and liabilities are recorded, and when the regulator establishes criteria for allocation of revenue or expense to subsequent periods, a regulatory asset or liability is recognized. At present these regulatory assets and liabilities represent a difference in generally accepted accounting principles between the accounting principles adopted in Brazil, and IFRS. Until this moment there is no definition on the recognition of regulatory assets and liabilities, so, the management is awaiting to assess its possible effects on the financial statements prepared in accordance with accounting practices adopted in Brazil.

 

The Company is participating in the discussions and debates in the market, especially in the professional organizations of the accounting sector and with the regulators, in relation to the interpretations on the criteria for application of these Statements, among which we highlight Technical Interpretation ICPC 01, and these parties may possibly make a position statement on specific aspects for application in the electricity sector. At this moment, due to the conceptual doubts that have given rise to differing interpretations as to the correct application of these rules in the Brazilian regulatory environment, and until there is a better understanding on the practical application of the Statements, we believe it is not possible yet to quantify the possible effects on the financial statements with a reasonable degree of certainty.

 

 

51



Table of Contents

 

2.3. Transmission revenue – Criteria for recognition

 

On October 14, 2009 the CVM, through a decision of its Council, ordered that the electricity transmission service concession holders controlled by Taesa should, as from the first disclosure of ITRs of 2010, change the accounting treatment to be adopted in accounting of the revenue, with effects backdated in 2009 only for the purposes of comparability, Taesa being exempted from having to restate its accounting statements for the previous business years.

 

Considering that Cemig GT and the transmission companies of the TBE Group have electricity transmission concession contracts similar to those of Taesa, they too should adopt the same procedures ordered by the CVM.

 

On May 4, 2010, the CVM, through its Official Letter SEP/GEA 189/10, authorized non-application of this new practice for the ITRs to be published during the 2010 business year, allowing it to be adopted only after the business year ending December 31, 2010, jointly with the other accounting pronouncements that have effect in 2010.

 

It has not been possible to evaluate the impact on the Stockholders’ equity of concession holders arising from the “linearization” of revenue, due to the conceptual doubts that have given rise to differing interpretations as to the correct application of Technical Interpretation ICPC 01 – Concession contracts, and its interaction with CPC 17 – Construction contracts and CPC 30 – Revenues, in the regulatory environment, as described above.

 

2.4. Criterion for consolidation of the Quarterly Information

 

The Quarterly Information (ITR) of the subsidiaries and jointly-controlled companies mentioned in Explanatory Note 1 has been consolidated as follows: The data of the jointly-controlled subsidiaries was consolidated based on the method of proportional consolidation, applicable to each component of the accounting statements of the jointly-controlled subsidiaries. All the subsidiaries, including those that are jointly-controlled, follow accounting practices that are consistent with those of the holding company.

 

In the consolidation, the interests of the holding company in the Stockholders’ equity of the controlled companies, and material balances of assets, liabilities, revenues and expenses arising from transactions effected between the companies, have been eliminated.

 

The dates of the Quarterly Information of the subsidiaries used for calculation of equity gains (losses) and consolidation coincide with those of the holding company.

 

The references made in this Quarterly Information of the subsidiaries and of the jointly-controlled subsidiaries are realized in proportion to the Company’s stake.

 

52



Table of Contents

 

The accounting statements of Transchile, for the purpose of consolidation, are converted from Chilean accounting principles to Brazilian accounting principles, with Chilean pesos being converted to Reais at the exchange rate of the last day of the quarter, since the functional currency of Cemig is the Real and that of Transchile is the US dollar.

 

The dates of the quarterly information of the subsidiaries and jointly-controlled subsidiaries used for calculation of equity gains (losses) and consolidation coincide with those of the holding company.

 

In accordance with CVM Instruction 408, the Consolidated Quarterly Information includes the balances and the transactions of the exclusive investment funds, the only unit holders of which are the Company and its subsidiaries, comprising public and private debt securities and debentures of companies with minimum risk rating A+(bra) (Brazilian long-term rating), ensuring high liquidity of the securities.

 

The exclusive fund, the Quarterly Information of which is regularly reviewed, is subject to obligations restricted to: payment for services provided for administration of the assets, attributed to operation of the investments, such as custody fees, audit fees and other expenses. There are, thus, no significant financial obligations, nor assets of the unit holders to guarantee these obligations.

 

 

53



Table of Contents

 

The Company uses the full and proportional consolidation criteria, as shown in the following table. The proportions of holding indicated are of the subsidiary’s total capital:

 

 

 

 

 

30/09/2010

 

Subsidiaries and jointly-controlled subsidiaries

 

Form of
consolidation

 

Direct holding,
%

 

Indirect
holding, %

 

 

 

 

 

 

 

 

 

Subsidiaries and jointly-controlled subsidiaries

 

 

 

 

 

 

 

Cemig GT

 

Full

 

100.00

 

 

Cemig Baguari Energia

 

Full

 

 

100.00

 

Hidrelétrica Cachoeirão

 

Proportional

 

 

49.00

 

Guanhães Energia

 

Proportional

 

 

49.00

 

Madeira Energia

 

Proportional

 

 

10.00

 

Hidrelétrica Pipoca

 

Proportional

 

 

49.00

 

Baguari Energia

 

Proportional

 

 

69.39

 

Empresa Brasileira de Transmissão de Energia S.A – EBTE

 

Proportional

 

 

49.00

 

Praias de Parajuru Wind Farm

 

Proportional

 

 

 

49.00

 

Central Eólica Volta do Rio

 

Proportional

 

 

49.00

 

Central Eólica Praias de Morgado

 

Proportional

 

 

49.00

 

TAESA

 

Proportional

 

 

32.27

 

Alterosa

 

Proportional

 

 

36.23

 

Alvorada

 

Proportional

 

 

74.50

 

Light Ger

 

Proportional

 

 

49.00

 

Cemig D

 

Full

 

100.00

 

 

Cemig Telecom

 

Full

 

100.00

 

 

Ativas Data Center

 

Proportional

 

 

49.00

 

Rosal Energia

 

Full

 

100.00

 

 

Sá Carvalho

 

Full

 

100.00

 

 

Horizontes Energia

 

Full

 

100.00

 

 

Usina Térmica Ipatinga

 

Full

 

100.00

 

 

Cemig PCH

 

Full

 

100.00

 

 

Cemig Capim Branco Energia

 

Full

 

100.00

 

 

Cemig Trading

 

Full

 

100.00

 

 

Efficientia

 

Full

 

100.00

 

 

Central Termelétrica de Cogeração

 

Full

 

100.00

 

 

UTE Barreiro

 

Full

 

100.00

 

 

Central Hidrelétrica Pai Joaquim

 

Full

 

100.00

 

 

Cemig Serviços

 

Full

 

100.00

 

 

GASMIG

 

Proportional

 

55.19

 

 

Companhia Transleste de Transmissão

 

Proportional

 

25.00

 

 

Companhia Transudeste de Transmissão

 

Proportional

 

24.00

 

 

Companhia Transirapé de Transmissão

 

Proportional

 

24.50

 

 

Light S.A.

 

Proportional

 

25.53

 

 

Light Sesa

 

Full

 

 

25.53

 

Light Energia

 

Full

 

 

25.53

 

Light Esco

 

Full

 

 

25.53

 

Lightger

 

Full

 

 

13.02

 

Light Hidro

 

Full

 

 

25.53

 

Light Institute

 

Full

 

 

25.53

 

Itaocara Energia

 

Full

 

 

25.53

 

Lightcom

 

Full

 

 

25.53

 

Axxiom

 

Proportional

 

 

13.02

 

Transchile

 

Proportional

 

49.00

 

 

Companhia de Transmissão Centroeste de Minas

 

Proportional

 

51.00

 

 

Empresa Amazonense de Transmissão de Energia - EATE

 

Proportional

 

37.99

 

 

Sistema de Transmissão Catarinense - STC

 

Full

 

 

30.39

 

Lumitrans Cia. Transmissora de Energia Elétrica

 

Full

 

 

30.39

 

Empresa Brasileira de Transmissão de Energia - EBTE

 

Proportional

 

 

19.37

 

Empresa Paraense de Transmissão de Energia - ETEP

 

Proportional

 

41.49

 

 

Empresa Santos Dumont de Energia - ESDE

 

Full

 

 

41.49

 

Empresa Norte de Transmissão de Energia - ENTE

 

Proportional

 

36.69

 

 

Empresa Regional de Transmissão de Energia - ERTE

 

Proportional

 

36.69

 

 

Empresa Catarinense de Transmissão de Energia - ECTE

 

Proportional

 

13.37

 

 

Axxiom

 

Proportional

 

49.00

 

 

 

54



Table of Contents

 

3 . CASH & CASH EQUIVALENTS

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

 

 

 

 

 

 

 

 

 

 

Bank accounts

 

92,941

 

90,492

 

9,442

 

9,726

 

Cash investments

 

 

 

 

 

 

 

 

 

Bank certificates of deposit

 

3,707,593

 

3,295,962

 

422,625

 

418,478

 

National Treasury Notes

 

149,090

 

 

 

 

Treasury Financial Notes (LFTs)

 

50,561

 

186,688

 

15

 

16

 

National Treasury Notes (LTNs)

 

25,848

 

 

23

 

 

Others

 

152,802

 

181,374

 

250

 

101

 

 

 

4,085,894

 

3,664,024

 

422,913

 

418,595

 

 

 

 

 

 

 

 

 

 

 

 

 

4,178,835

 

3,754,516

 

432,355

 

428,321

 

 

Cash investments are transactions contracted with Brazilian institutions, and international financial institutions with branch offices in Brazil, at normal market prices and on normal market conditions. All the transactions are highly liquid, promptly convertible into a known amount of cash, and are subject to insignificant risk of change in value. Bank Certificates of Deposit (CBDs), with fixed or floating rates, and Time Deposits with Special Guarantee (DPGEs) are remunerated at a percentage (varying from 100% to 110%) of the CDI rate published by Cetip (the Custody and Settlement Chamber).

 

4 . CONSUMERS AND TRADERS

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

 

 

 

 

 

 

 

 

 

 

Retail supply invoiced

 

1,984,821

 

1,989,175

 

46,071

 

46,071

 

Retail supply not invoiced

 

791,995

 

740,554

 

 

 

Wholesale supply to other concession holders

 

68,319

 

66,649

 

 

 

(-) Provision for doubtful receivables

 

(512,936

)

(475,799

)

(46,071

)

(46,071

)

 

 

2,332,199

 

2,320,579

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

2,238,548

 

2,220,462

 

 

 

Non-current assets

 

93,651

 

100,117

 

 

 

 

Under rules laid down by Aneel, the criteria for constitution of provisions for doubtful receivables are as follows: (i) for consumers with significant debts payable, an individual analysis is made of the balance, taking into account the history of default, negotiations in progress and the existence of real guarantees; (ii) for other consumers, debts are provisioned in full as follows: from residential consumers, when past due and unpaid for more than 90 days; from commercial consumers, when past due and unpaid for more than 180 days; and for the other consumer categories, when past due and unpaid more than 360 days.

 

The Provision for doubtful receivables is considered to be sufficient to cover any losses in the realization of these assets.

 

55



Table of Contents

 

5 . REGULATORY ASSETS AND LIABILITIES

 

The General Agreement for the Electricity Sector, signed in 2001, and the new regulations governing the electricity sector, resulted in the constitution of several regulatory assets and liabilities, and also in deferral of federal taxes applicable to these assets and liabilities (which are settled as and when the assets and liabilities are received and/or paid), as follows:

 

 

 

Consolidated

 

 

 

30/09/2010

 

30/06/2010

 

Assets

 

 

 

 

 

Extraordinary Tariff Recomposition, and Portion “A” (Note 6)

 

 

65,512

 

Traders – Transactions in “Free energy” during the rationing program (Note 7)

 

47,678

 

46,141

 

Pre-paid expenses – CVA (Note 9)

 

435,617

 

370,976

 

Review of Tariff for Use of the Distribution System (TUSD)

 

3,089

 

3,984

 

TUSD discounts – Source with incentive

 

7,639

 

11,315

 

TUSD discounts – Self-Producers and Independent Producers

 

6,913

 

10,240

 

Low-income subsidy

 

132,370

 

126,548

 

Transmission Tariff Review – “Adjustment Portion” (Note 8)

 

72,511

 

93,009

 

Discounts for irrigation enterprises

 

2,063

 

3,056

 

Other regulatory assets

 

62,467

 

14,821

 

 

 

770.347

 

745,602

 

Liabilities

 

 

 

 

 

“Free energy” – Reimbursements to generators

 

(15,202

)

(45,264

)

Amounts to be restituted in the tariff – CVA (Note 9)

 

(632,005

)

(576,416

)

Extraordinary Tariff Recomposition, and Portion “A” (Note 6)

 

(16,273

)

 

Transmission Tariff Review – “Adjustment Portion” (Note 8)

 

(58,576

)

(75,568

)

Provision for other financial components

 

(26,631

)

(24,311

)

Other regulatory liabilities

 

(61,706

)

(9,773

)

 

 

(810,392

)

(731,332

)

 

 

 

 

 

 

Taxes, charges and contributions – Deferred liabilities (Note 18)

 

(50,031

)

(72,372

)

 

 

(860,423

)

(803,704

)

 

 

 

 

 

 

Total

 

(90,076

)

(58,102

)

 

6 . THE EXTRAORDINARY TARIFF RECOMPOSITION, AND “PORTION A”

 

The Brazilian federal government, through the Electricity Emergency Chamber (GCE), signed an agreement with the electricity distributors and generators in December 2001, named “The General Agreement for the Electricity Sector”, which set criteria for ensuring the economic and financial equilibrium of concession contracts and for “recomposition” of the extraordinary revenues and losses which occurred during the Rationing Program, through an Extraordinary Tariff Recomposition (“RTE”), established to compensate for the variation in non-manageable costs of “Portion A” that took place in the period from January 1 to October 25, 2001.

 

a) The Extraordinary Tariff Recomposition

 

The RTE came into effect on December 27, 2001, through the following tariff adjustments:

 

56



Table of Contents

 

·                 Adjustment of 2.90% for consumers in the residential category (excluding low-rental consumers), and rural and public-illumination consumption; and for industrial high-voltage consumer categories for whom the cost of electricity represents 18.00% or more of the average cost of production and which meet certain requirements related to load factor and electricity demand, specified in the Resolution.

 

·                 Increase of 7.90% for other consumers.

 

The RTE was used to compensate the following items:

 

·                 Losses of invoiced sales revenue in the period from June 1, 2001 to February 28, 2002, corresponding to the difference between Cemig’s estimated revenue if the rationing program had not been put in place and the actual revenue while the program was in place, according to a formula published by Aneel. Calculation of this value did not take into account any losses from default by consumers.

 

·                 Pass-through to be made to the generators who bought energy in the MAE – which was succeeded in 2004 by the Electricity Trading Chamber – (“the CCEE”), in the period from June 1, 2001 to February 28, 2002, for more than R$ 49.26/MWh (referred to as “Free Energy”).

 

On January 12, 2010, Aneel published Normative Resolution 387, establishing that the balances of payments due for “Free Energy” and for Loss of Revenue, after completion of the process of collection of the RTE in distributors’ retail supply tariffs, should be recalculated using a new methodology.

 

The final passthrough of “Free Energy” amounts will be the sum of the monthly differences, positive or negative, between the passthroughs for Free Energy made in accordance with certain defined criteria, and the passthroughs already made, plus financial remuneration at the Selic rate, from the date of occurrence of the difference up to the date of completion of the charging of the RTE within retail supply tariffs.

 

Due to the recalculation by Aneel of the amounts to be transferred by the Distributors to the Generators, an additional amount was decided, to be passed through by the Company, of R$ 30,602. Since the period for receipt of the RTE has already expired, it was necessary to post, in September 2010, a counterpart loss of that amount, corresponding to the additional amount passed through to the generators, in accordance with the order by Aneel.

 

b) “Portion A”

 

The items of “Portion A” are defined as being the sum of the differences, positive or negative, in the period January 1 to October 25, 2001, between the amounts of the non-controllable costs presented in the basis of calculation for determination of the last annual Tariff Adjustment, and the disbursements which actually took place in the period.

 

57



Table of Contents

 

The recovery of “Portion A” began in March 2008, shortly after the end of the period of validity of the RTE, using the same recovery mechanisms, that is to say, the adjustment applied to tariffs for compensation of the amounts of the RTE will continue in effect for compensation of the items of “Portion A”.

 

The “Portion A” credits are updated by the variation in the Selic rate up to the month in which they are actually offset, and there is no time limit for their realization.

 

As and when amounts of “Portion A” are received through the tariff, Cemig transfers those amounts from Assets to the Income statement. For Cemig D (Cemig Distribuição S.A.), the amounts transferred were:

 

 

 

Consolidated

 

Amounts transferred to Expenses

 

3Q10

 

3Q09

 

Energy bought for resale

 

151,048

 

143,829

 

Fuel Consumption Account – CCC

 

66,884

 

63,688

 

Global Reversion Reserve – RGR

 

6,684

 

6,364

 

Tariff for transport of electricity from Itaipu

 

2,579

 

2,456

 

Tariff for use of national grid transmission facilities

 

17,275

 

16,449

 

Royalties for use of water resources

 

5,932

 

5,649

 

Connection – Realization of “Portion A”

 

364

 

347

 

Delivery service inspection charge

 

626

 

596

 

 

 

251,392

 

239,378

 

 

In September 2010 the Company completed its receipt of the amount of “Portion A”.

 

The amount of R$ 16,273 posted in Liabilities relating to “Portion A” arises from an excess amount received in September 2010. The amount will be reimbursed to consumers in the next tariff cycle.

 

7 . TRADERS – TRANSACTIONS IN “FREE ENERGY”

 

The receivables of the subsidiary Cemig GT for transactions in “Free Energy” in the Electricity Trading Chamber (CCEE) during the period of the Rationing Program are as follows:

 

 

 

Consolidated

 

 

 

30/09/2010

 

30/06/2010

 

Current assets

 

 

 

 

 

Amounts to be received from distributors

 

47,678

 

46,141

 

 

The amounts to be received in Assets refer to the difference between the prices paid by the Company in the transactions in energy on the CCEE, during the period when the Rationing Program was in force, and the rate of R$ 49.26/MWh. This difference is to be reimbursed through the amounts raised by means of the RTE, as specified in the General Agreement for the Electricity Sector.

 

In accordance with Aneel Resolution 36 of January 29, 2003, the electricity distributors have, since March 2003, been collecting the amounts obtained monthly by means of the RTE and passing them through to the generators and distributors that have amounts to be received, among which Cemig GT is included.

 

58



Table of Contents

 

On January 12, 2010, Aneel published Normative Resolution 387, establishing that the balances of payments due for “Free Energy” (receivable by the generators) and Loss of Revenue (receivable by the distributors), after completion of the collection of the Extraordinary Tariff Recomposition (RTE) in distributors’ retail supply tariffs, should be recalculated using a new methodology.

 

The final passthrough of “Free Energy” amounts will be the sum of the monthly differences, positive or negative, between the passthroughs for Free Energy made in accordance with criteria defined in this new methodology, and the passthroughs already made, plus financial remuneration at the Selic rate, from the date of occurrence of the difference up to the date of completion of the charging of the RTE in retail supply tariffs.

 

As a result of the recalculation by Aneel of the amounts to be received by the Distributors, the Company recorded an amount of R$ 36,388, corresponding to the amounts to be received by the Distributors, of which, up to September 2010, the company received the amount of R$ 7,388.

 

The amounts receivable by Cemig GT are updated by the variation in the Selic rate plus 1.00% interest per year.

 

The conclusion of certain court proceedings in progress, brought by market agents, in relation to interpretation of the rules in force at the time of the transactions on the CCEE, could result in changes in the amounts recorded. For more details please see Explanatory Note 22.

 

8 . REVIEW OF THE TRANSMISSION TARIFF

 

The First Tariff Review

 

Cemig GT’s first Tariff Review, for the whole of the asset base of Cemig GT, was approved by the Council of Aneel on June 17, 2009. In it Aneel set the percentage for repositioning of the Company’s Permitted Annual Revenue (RAP) at 5.35%, backdated to 2005.

 

On June 1, 2010, Aneel granted and partially approved an Administrative Appeal filed by the Company, ordering the repositioning of its first periodic Tariff Review from 5.35% to 6.96%, for the following reasons:

 

(i)                                    costs incurred in preparation of the evaluation report, in the amount of R$ 978;

 

(ii)                                 alteration of the Net Remuneration Basis by R$ 1,140;

 

(iii)          inclusion of the Sector Charges on the difference, of Revenues, applied for of the last four cycles and by the Updating of the Financial Amount, due to the alteration of the profile of Remuneration for the Facilities, authorized at R$ 8,424.

 

59



Table of Contents

 

Aneel additionally established a financial component of R$ 168,632 to be paid to the Company by means of the “Adjustment Portion” (“PA”) in 24 months. This is the backdated effect of the tariff repositioning over the period from July 1, 2005 to June 30, 2009, increased by the R$ 10,542 arising from the Administrative Appeal. The first part, of R$ 85,732, was incorporated into the adjustment for the 2009/2010 cycle, and the second part, of R$ 93,009, is being offset in the 2010/2011 adjustment.

 

Second Tariff Review

 

On June 8, 2010, Aneel homologated the result of the Second Transmission Tariff Review of Cemig GT, which set the repositioning of the Permitted Annual Revenue (RAP) at a negative percentage, –15.88%, backdated to June 2009. This resulted in a requirement for reimbursement of R$ 75,568 to the users of the Transmission System during the July tariff cycle of 2011. This amount was registered as a reduction in revenue by Cemig GT in the second quarter of 2010.

 

As and when the amounts of the “Adjustment Portion” for the 1st and 2nd Tariff reviews are received/discounted in the tariff, the Company transfers the corresponding amounts recorded in Assets and Liabilities to the Income statement.

 

 

 

30/09/2010

 

30/06/2010

 

 

 

 

 

 

 

Review of the Transmission Tariff – First Review

 

 

 

 

 

Amount homologated

 

158,090

 

158,090

 

Updating by IGPM rate

 

2,475

 

2,868

 

Amounts received

 

(96,557

)

(78,932

)

Total of the first Review of the Transmission Tariff

 

64,008

 

82,026

 

 

 

 

 

 

 

Review of the Transmission Tariff – Second Review

 

 

 

 

 

Amount homologated

 

(64,585

)

(64,585

)

Updating by IGPM rate

 

(126

)

 

Amounts received

 

14,638

 

 

Total of the second Review of the Transmission Tariff

 

(50,073

)

(64,585

)

 

 

 

 

 

 

Current assets

 

68,468

 

91,954

 

Non-current assets

 

4,043

 

1,055

 

Current liabilities

 

(58,576

)

(75,568

)

 

 

13,935

 

17,441

 

 

9 . ANTICIPATED EXPENSES AND REGULATORY LIABILITIES – CVA

 

The balance on the Account to Compensate for Variation of Portion A items (known as the “CVA” account) is made up of the positive and negative differences between the estimate of non-manageable costs used for deciding the tariff adjustment, and the payments actually made. The variations ascertained are compensated in the subsequent Tariff Adjustments.

 

60



Table of Contents

 

The following is a statement of the balance on the CVA account:

 

 

 

Consolidated

 

 

 

30/09/2010

 

30/06/2010

 

 

 

 

 

 

 

Cemig Distribuição

 

(207,974

)

(228,530

)

Light

 

11,587

 

23,090

 

 

 

(196,387

)

(205,440

)

 

 

 

 

 

 

Current assets

 

221,225

 

282,301

 

Non-current assets

 

214,392

 

88,675

 

Current liabilities

 

(471,191

)

(445,589

)

Non-current liabilities

 

(160,813

)

(130,827

)

Net amounts

 

(196,387

)

(205,440

)

 

10. TAXES OFFSETABLE

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

Current

 

 

 

 

 

 

 

 

 

ICMS tax recoverable

 

243,970

 

246,817

 

3,832

 

3,828

 

Income tax

 

663,596

 

568,443

 

 

 

Social Contribution tax

 

234,060

 

197,543

 

 

 

Pasep tax

 

19,552

 

22,847

 

1

 

2

 

Cofins tax

 

90,841

 

105,387

 

4

 

10

 

Others

 

4,243

 

14,187

 

2,566

 

2,566

 

 

 

1,256,262

 

1,155,224

 

6,403

 

6,406

 

Non-current

 

 

 

 

 

 

 

 

 

ICMS tax recoverable

 

81,640

 

80,249

 

426

 

426

 

Income tax

 

119,895

 

92,526

 

116,254

 

90,153

 

Social Contribution tax

 

26,022

 

26,245

 

25,753

 

26,245

 

Pasep and Cofins

 

27,271

 

42,499

 

 

 

 

 

254,828

 

241,519

 

142,433

 

116,824

 

 

 

 

 

 

 

 

 

 

 

 

 

1,511,090

 

1,396,743

 

148,836

 

123,230

 

 

The credits for Pasep and Cofins taxes arise from payments made in excess by the Company as a result of adoption of the non-cumulative regime for revenues of the transmission companies whose electricity supply contracts were prior to October 31, 2003, and for which subsequent regulation by the Brazilian tax authority allowed review and inclusion in the cumulative regime. As a consequence of this review, restitution of excess tax paid in prior periods was allowed.

 

The balances of income tax and Social Contribution tax refer to tax credits in corporate income tax returns of previous years, and advance payments made in 2010, which will be offset against federal taxes becoming payable, in each business year, posted in Taxes and contributions.

 

The credits of ICMS tax recoverable, posted in Long term assets, arise from acquisitions of fixed assets, and can be offset in 48 months. The transfer to short-term has been made in accordance with the estimates of the amounts which should be realized up to December 2011.

 

61



Table of Contents

 

11 . TAX CREDITS

 

a) Deferred income tax and Social Contribution tax:

 

Cemig and its subsidiaries have deferred income tax credits, constituted at the rate of 25.00%, and deferred Social Contribution tax credits, at the rate of 9.00%, as follows:

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

Tax credits on temporary differences

 

 

 

 

 

 

 

 

 

Tax loss carryforwards / Negative taxable balances

 

105,150

 

117,439

 

 

 

Contingency provisions

 

134,382

 

164,476

 

59,706

 

70,304

 

Post-employment obligations

 

90,462

 

80,151

 

3,839

 

3,290

 

Provision for doubtful receivables

 

194,881

 

187,679

 

15,768

 

15,664

 

Provision for Pasep and Cofins taxes – Extraordinary Tariff Recomposition

 

2,392

 

1,741

 

 

 

Financial instruments

 

54,177

 

52,587

 

 

 

FX variation

 

124,312

 

123,389

 

 

 

Taxes with demandability suspended

 

44,111

 

28,979

 

 

 

Goodwill premium on absorption

 

6,352

 

6,755

 

 

 

Others

 

48,258

 

40,448

 

1,148

 

854

 

 

 

804,477

 

803,644

 

80,461

 

90,112

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

245,580

 

200,053

 

20,790

 

10,966

 

Non-current assets

 

558,897

 

603,591

 

59,671

 

79,146

 

 

At its meeting on March 23, 2010, the Board of Directors approved the technical study prepared by the CFO’s department on the forecasts for future profitability adjusted to present value, which show capacity for realization of the deferred tax asset in a maximum period of 10 years, as defined in CVM Instruction 371. This study includes Cemig and its subsidiaries Cemig GT and Cemig D, and was submitted to Cemig’s Audit Board for examination on March 4, 2010,

 

In accordance with the individual estimates of Cemig and its subsidiaries, future taxable profits enable the deferred tax asset existing on September 30, 2010 to be realized as follows:

 

 

 

Consolidated

 

Holding
company

 

 

 

 

 

 

 

2010

 

116,273

 

7,119

 

2011

 

172,792

 

18,228

 

2012

 

132,536

 

20,778

 

2013

 

126,248

 

20,778

 

2014 to 2015

 

124,170

 

12,023

 

2016 to 2017

 

99,128

 

768

 

2018 to 2019

 

33,330

 

767

 

 

 

804,477

 

80,461

 

 

On September 30, 2010 the holding company has tax credits not recognized in its Quarterly Information totaling R$ 389,532.

 

62



Table of Contents

 

The credits not recognized refer basically to the effective loss arising from the assignment of the credits of accounts receivable from the state government to the Credit Receivables Fund in the first quarter of 2006, as set out in Explanatory Note 13. As a result of this assignment the provision for losses on recovery of the amounts constituted in previous years became deductible for the purposes of income tax and Social Contribution. The portion not recognized, in relation to this matter, is R$ 388,485.

 

b) Reconciliation of the expense on income tax and the Social Contribution tax:

 

This table shows the reconciliation of the nominal expense on income tax (rate 25%) and Social Contribution tax (rate 9%) with the expense shown in the Income statement:

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

 

 

 

 

 

 

 

 

 

 

Profit before income tax and Social Contribution tax

 

1,966,831

 

2,289,901

 

1,356,121

 

1,526,497

 

Income tax and Social Contribution – nominal expense

 

(668,723

)

(778,566

)

(461,081

)

(519,009

)

Tax effects applicable to:

 

 

 

 

 

 

 

 

 

Equity gain (loss) from subsidiaries

 

 

 

345,405

 

426,412

 

Employees’ profit shares

 

46,053

 

33,717

 

1,522

 

920

 

Non-deductible contributions and donations

 

(5,612

)

(4,986

)

(937

)

(245

)

Tax incentives

 

20,472

 

16,062

 

1,340

 

148

 

Tax credits not recognized

 

18,828

 

1,709

 

19,865

 

81

 

Amortization of goodwill

 

(7,794

)

(5,560

)

(8,821

)

(5,560

)

Income tax and Social Contribution – prior year tax return adjustment

 

(1,471

)

(11,423

)

(1,471

)

 

Others

 

26,547

 

28,390

 

15,593

 

536

 

Income tax and Social Contribution tax – effective expense

 

(571,700

)

(720,657

)

(88,585

)

(96,717

)

 

Light subscribes to the new Refis Installment Tax Payment program (Law 11941/09)

 

On November 6, 2009, the Board of Directors of the indirect subsidiary Light Sesa approved agreement to the program of reduction and installment payment of taxes under Law 11941/09.

 

The principal benefits of this adhesion to the new Refis system, further to the actual disbursement of cash being by installments, are the reduction of interest and penalty payments, in the amount of R$ 128,921, and the possibility of paying the remaining portion of the interest and penalty payments with the use of tax loss carryforwards.

 

The initial amount included in the Refis was R$ 585,639. Since R$ 262,428 was offset against tax losses, the actual amount divided into installments which will result in future disbursements of cash is R$ 323,211.

 

Light Sesa has been making the minimum payments, plus payment of the installments arising from the migration of the Social Security PAES (REFIS II), in the consolidated amount of R$ 1,752, while it awaits a notice from the Brazilian Federal Revenue Service for the due consolidation. The variation of the balance is explained by the updating of the Selic rate in the period, in the amount of R$ 6,252, as well as the amount paid to the Social Security PAES (PAES – Previdenciário).

 

63



Table of Contents

 

12 . DEPOSITS LINKED TO LEGAL ACTIONS

 

“Deposits linked to legal actions” refers principally to employment-law actions and matters related to tax obligations.

 

The main payments into court in relation to tax obligations relate to income tax withheld at source on Interest on Equity, and to exclusion of amounts of ICMS tax from the amount taxable by PIS and Cofins tax.

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

 

 

 

 

 

 

 

 

 

 

Employment law cases

 

204,587

 

201,175

 

48,531

 

49,028

 

 

 

 

 

 

 

 

 

 

 

Tax obligations

 

 

 

 

 

 

 

 

 

Income tax on Interest on Equity

 

13,714

 

13,714

 

 

 

PASEP and Cofins taxes

 

493,858

 

430,739

 

 

 

Others

 

15,615

 

16,789

 

2,971

 

2,935

 

 

 

 

 

 

 

 

 

 

 

Others

 

148,463

 

133,748

 

67,678

 

43,497

 

 

 

876,237

 

796,165

 

119,180

 

95,460

 

 

The balances of deposits paid into court in relation to the Pasep and Cofins taxes have corresponding provisions recorded in Taxes, charges and contributions. For more details, see Explanatory Note 18.

 

13 . ACCOUNTS RECEIVABLE FROM THE GOVERNMENT OF THE STATE OF MINAS GERAIS; AND RECEIVABLES INVESTMENT FUND

 

The outstanding credit balance receivable on the CRC (Results Compensation) Account was transferred to the State of Minas Gerais in 1995, under an Agreement to assign that account (“the CRC Agreement”), in accordance with Law 8724/93, for monthly amortization over 17 years starting on June 1, 1998, with annual interest of 6% plus monetary updating by the Ufir index.

 

The First Amendment to the CRC Agreement, signed on January 24, 2001, replaced the monetary updating unit in the Agreement, which had been the Ufir, with the IGP-DI inflation index, backdated to November 2000, due to the abolition of the Ufir in October 2000.

 

Second and Third Amendments to the CRC Agreement were signed in October 2002, setting new conditions for amortization of the credits by the Minas Gerais state government. The main clauses were: (i) monetary updating by the IGP-DI inflation index; (ii) amortization of the two Amendments by May 2015; (iii) interest rates of 6.00% and 12.00% for the Second and Third Amendments, respectively; and (iv) guarantee of retention, in full, of dividends becoming due to Minas Gerais state, for settlement of the Third Amendment.

 

64



Table of Contents

 

a) Fourth Amendment to the CRC Agreement

 

As a result of default in receipt of the credits specified in the Second and Third Amendments, the Fourth Amendment was signed, with the aim of making possible full receipt of the CRC balance through retention of dividends becoming payable to State Government. This agreement was approved by the Extraordinary General Meeting of Stockholders completed on January 12, 2006.

 

The Fourth Amendment to the CRC contract had backdated effect on the outstanding balance existing on December 31, 2004, and consolidated the amounts receivable under the Second and Third Amendments, corresponding to a total of R$ 4,795,729 on September 30, 2010.

 

The government of the state will amortize the debit in 61 consecutive half-yearly installments, becoming due by June 30 and December 31 of each year, over the period from June 2005 to June 2035 inclusive. The amounts of the portions for amortization of the principal, updated by the IGP-DI index, increase over the period, from R$ 28,828 for the 1st, and R$ 97,232 for the 61st – expressed in currency of September 30, 2010.

 

The debt is being amortized, as priority, by the retention of 65% of the minimum obligatory dividends payable to the State Government. If the amount is not enough to amortize the portion becoming due, the retention may be of up to 65% of all and any amount of extraordinary dividends or extraordinary Interest on Equity. The dividends retained are to be used for amortization of the Agreement in the following order: (i) settlement of past due installments; (ii) settlement of the installment for the current half-year; (iii) anticipated settlement of up to 2 installments; and, (iv) amortization of the debtor balance.

 

On September 30, 2010 the installments of the Agreement becoming due on December 31, 2010 and June 30, 2011, had been amortized in advance.

 

The Fourth Amendment provides that, so as to ensure complete receipt of the credits, the provisions of the Bylaws must be obeyed – they lay down certain targets to be met annually in conformity with the Strategic Plan. The principal of these are as follows:

 

Target

 

Index required

Debt / Ebitda

 

Less than 2 (1)

(Debt) / (Debt plus Stockholders’ equity)

 

40% or less (2)

Capital expenditure and acquisition of assets

 

40%, or less, of Ebitda

 


Ebitda = Earnings before interest, taxes on profit, depreciation and amortization.

(1)   Less than 2.5 in certain situations specified in the Bylaws.

(2)   50% or less, in certain situations also specified in the Bylaws.

 

The Extraordinary General Meeting of Stockholders of May 5, 2010 authorized that the index required for the 2010 business year in relation to the restrictive clause “Capital expenditure and acquisition of assets / Ebitda” should be equivalent to 90%, in view of the Company’s investment programs planned for the year. As a result, none of the restrictive clauses for the year 2010 was not complied with.

 

65



Table of Contents

 

b) Transfer of the CRC credits to a Receivables Investment Fund (“FIDC”)

 

On January 27, 2006 Cemig transferred the credits under the CRC into a Receivables Investment Fund (“FIDC”). The amount of the FIDC was established by the administrator based on long-term financial projections for Cemig, with estimation of the dividends that will be retained for amortization of the outstanding debtor balance on the CRC Agreement. Based on these projections, the FIDC was valued at a total of R$ 1,659,125, of which R$ 900,000 in senior units and R$ 759,125 in subordinated units.

 

The senior units were subscribed and acquired by financial institutions and will be amortized in 20 half-yearly installments, from June 2006, updated by the variation of the CDI plus interest of 1.7% of interest per year, guaranteed by Cemig.

 

The subordinated units were subscribed by Cemig and correspond to the difference between the total value of the FIDC and the value of the senior units.

 

The updating of the subordinated units corresponds to the difference between the valuation of the FIDC using a rate of 10.00% per year, and the increase in value of the senior units by the variation of the CDI rate plus interest of 1.70% per year.

 

Movement in the FIDC in 3Q10 was as follows:

 

 

 

Consolidated and
Holding company

 

 

 

 

 

Balance at June 30, 2010

 

1,830,892

 

Monetary updating on the senior units

 

25,691

 

Monetary updating on the subordinated units

 

15,773

 

Amortization of the senior units

 

(80,167

)

Balance on September 30, 2010

 

1,792,189

 

 

 

 

 

Composition of the FIDC on September 30, 2010

 

 

 

- Senior units held by third parties

 

864,839

 

 

 

 

 

- Subordinated units owned by Cemig

 

921,511

 

- Dividends retained by the Fund

 

6,039

 

 

 

927,550

 

 

 

 

 

TOTAL

 

1,792,189

 

 

Cemig paid dividends on June 29, 2010, R$ 67,399 being used for amortization of part of the senior units. Additionally, the Company injected R$ 14,501 into the fund to complete the amount necessary for redemption of the senior units and other operational expenses of the FIDC. The amortization of R$ 80,167 of the senior units was effected only on July 10, 2010.

 

The dividends proposed by the Executive Board to the Board of Directors, to be distributed to stockholders for the business year 2009, are posted in Current Liabilities. Of the dividends to be distributed, R$ 103,691 is payable to the Minas Gerais State Government, of which R$ 67,399 will be retained for settlement of part of CRC credits becoming due.

 

66



Table of Contents

 

c) Criterion of consolidation for the FIDC

 

Due to the guarantee offered by Cemig of settlement of the senior units, in the event that the dividends payable to the state government are not sufficient for amortization of the installments, the consolidated Quarterly Information presents the balance of the FIDC registered in full in Cemig, and the senior units are presented as a debt under Loans and financings in Current and Non-current liabilities. Similarly, in the consolidation, the monetary updating of the FIDC has been recognized in full as a financial revenue, and in counterpart, the amount of the monetary updating of the senior units is recorded as a cost of debt.

 

14. INVESTMENTS

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

 

 

 

 

 

 

 

 

 

 

In subsidiaries and jointly-controlled subsidiaries

 

 

 

 

 

 

 

 

 

Cemig GT

 

 

 

4,236,883

 

3,981,934

 

Cemig D

 

 

 

2,697,081

 

2,665,332

 

Light

 

 

 

730,718

 

789,883

 

Cemig Telecom

 

 

 

287,366

 

287,596

 

Gasmig

 

 

 

440,438

 

429,131

 

Rosal Energia

 

 

 

67,712

 

63,647

 

Sá Carvalho

 

 

 

63,397

 

57,374

 

Horizontes Energia

 

 

 

72,979

 

70,814

 

Usina Térmica Ipatinga

 

 

 

38,162

 

35,690

 

Cemig PCH

 

 

 

45,711

 

42,127

 

Cemig Capim Branco Energia

 

 

 

40,232

 

30,935

 

Companhia Transleste de Transmissão

 

 

 

15,056

 

14,208

 

UTE Barreiro

 

 

 

8,523

 

8,759

 

Companhia Transudeste de Transmissão

 

 

 

9,405

 

10,255

 

Usina Hidrelétrica Pai Joaquim

 

 

 

486

 

488

 

Companhia Transirapé de Transmissão

 

 

 

7,061

 

7,854

 

Transchile

 

 

 

21,074

 

24,283

 

Efficientia

 

 

 

9,548

 

8,161

 

Central Termelétrica de Cogeração

 

 

 

6,781

 

6,444

 

Companhia de Transmissão Centroeste de Minas

 

 

 

19,307

 

17,951

 

Cemig Trading

 

 

 

36,407

 

33,514

 

Empresa Paraense de Transmissão de Energia - ETEP

 

 

 

47,021

 

44,014

 

Empresa Norte de Transmissão de Energia - ENTE

 

 

 

77,730

 

70,398

 

Empresa Regional de Transmissão de Energia - RTE

 

 

 

13,322

 

12,014

 

Empresa Amazonense de Transmissão de Energia - EATE

 

 

 

177,726

 

159,641

 

Empresa Catarinense de Transmissão de Energia - ECTE

 

 

 

9,159

 

8,254

 

Axxiom Soluções Tecnológicas

 

 

 

2,465

 

2,385

 

Cemig Serviços

 

 

 

59

 

77

 

 

 

 

 

9,181,809

 

8,883,163

 

 

 

 

 

 

 

 

 

 

 

Goodwill premium on acquisition of interest in Rosal Energia

 

 

 

23,484

 

24,865

 

Goodwill premium on acquisition of interest in ETEP

 

 

 

61,033

 

61,773

 

Goodwill premium on acquisition of interest in ENTE

 

 

 

91,439

 

92,472

 

Goodwill premium on acquisition of interest in ERTE

 

 

 

22,148

 

22,399

 

Goodwill premium on acquisition of interest in EATE

 

 

 

357,275

 

361,608

 

Goodwill premium on acquisition of interest in ECTE

 

 

 

14,259

 

14,437

 

Goodwill premium on acquisition of interest in Light

 

 

 

333,401

 

338,749

 

Other investments

 

23,563

 

23,821

 

3,502

 

3,502

 

 

 

23,563

 

23,821

 

906,541

 

919,805

 

 

 

23,563

 

23,821

 

10,088,350

 

9,802,968

 

 

67



Table of Contents

 

a) The main information on the investees is as follows:

 

 

 

 

 

At September 30, 2010

 

9M2010

 

Company

 

No. of shares

 

Cemig
interest (%)

 

Registered
capital

 

Stockholders’
equity

 

Dividends

 

Profit
(loss)

 

Cemig GT

 

2,896,785,358

 

100.00

 

3,296,785

 

4,236,883-

 

159,156

 

831,148

 

Cemig D

 

2,261,997,787

 

100.00

 

2,261,998

 

2,697,081

 

118,159

 

170,117

 

Light

 

203,934,060

 

25.53

 

2,225,822

 

2,861,911

 

363,003

 

350,102

 

Cemig Telecom

 

381,023,385

 

100.00

 

225,082

 

287,366

 

8,200

 

11,388

 

Rosal Energia

 

46,944,467

 

100.00

 

46,944

 

67,712

 

 

15,288

 

Sá Carvalho

 

361,200,000

 

100.00

 

36,833

 

63,397

 

 

17,984

 

Gasmig

 

409,255,483

 

55.19

 

643,779

 

798,003

 

55,012

 

67,515

 

Horizontes Energia

 

64,257,563

 

100.00

 

64,258

 

72,979

 

 

5,825

 

Usina Térmica Ipatinga

 

29,174,281

 

100.00

 

29,174

 

38,162

 

 

6,454

 

Cemig PCH

 

30,952,000

 

100.00

 

30,952

 

45,711

 

 

12,670

 

Cemig Capim Branco Energia

 

5,528,000

 

100.00

 

5,528

 

40,232

 

 

25,300

 

Companhia Transleste de Transmissão

 

49,569,000

 

25.00

 

49,569

 

60,225

 

9,190

 

8,836

 

UTE Barreiro

 

23,328,000

 

100.00

 

11,918

 

8,523

 

 

(6,671

)

Companhia Transudeste de Transmissão

 

30,000,000

 

24.00

 

30,000

 

39,188

 

7,409

 

4,799

 

Central Hidrelétrica Pai Joaquim

 

486,000

 

100.00

 

486

 

486

 

 

508

 

Companhia Transirapé de Transmissão

 

22,340,490

 

24.50

 

22,340

 

28,822

 

6,267

 

3,881

 

Transchile

 

33,340,000

 

49.00

 

66,951

 

43,008

 

 

(4,632

)

Efficientia

 

6,051,994

 

100.00

 

6,052

 

9,548

 

 

2,971

 

Central Termelétrica de Cogeração

 

5,000,000

 

100.00

 

5,001

 

6,781

 

 

1,188

 

Companhia de Transmissão Centroeste de Minas

 

51,000

 

51.00

 

51

 

37,855

 

 

3,514

 

Cemig Trading

 

160,297

 

100.00

 

160

 

36,407

 

 

1,353

 

Empresa Paraense de Transmissão de Energia – ETEP

 

45,000,010

 

41.49

 

82,309

 

113,329

 

26,443

 

26,614

 

Empresa Norte de Transmissão de Energia – ENTE

 

100,840,000

 

36.69

 

145,663

 

211,861

 

40,217

 

54,171

 

Empresa Regional de Transmissão de Energia – ERTE

 

23,400,000

 

36.69

 

23,400

 

36,313

 

15,729

 

10,268

 

Empresa Amazonense de Transmissão de Energia – EATE

 

180,000,010

 

37.99

 

323,579

 

467,873

 

103,939

 

110,873

 

Empresa Catarinense de Transmissão de Energia – ECTE

 

42,095,000

 

13.37

 

42,095

 

68,525

 

22,999

 

19,275

 

Axxiom Soluções Tecnológicas

 

7,200,000

 

49.00

 

7,200

 

5,032

 

 

(221

)

Cemig Serviços

 

100,000

 

100.00

 

100

 

59

 

 

(40

)

 

 

68



Table of Contents

 

 

 

 

 

At September 30, 2009

 

9M09

 

Company

 

No. of shares

 

Cemig stake
%

 

Registered
capital

 

Stockholders’
equity

 

Dividends

 

Profit
(Loss)

 

Cemig GT

 

2,896,785,358

 

100.00

 

2,896,785

 

4,324,787

 

159,790

 

1,003,849

 

Cemig D

 

2,261,997,787

 

100.00

 

2,261,998

 

2,641,436

 

113,653

 

279,078

 

Rio Minas Energia

 

709,309,572

 

25.00

 

709,309

 

1,362,400

 

 

199,391

 

Infovias

 

381,023,385

 

100.00

 

225,082

 

277,528

 

8,150

 

21,845

 

Rosal Energia

 

46,944,467

 

100.00

 

46,944

 

67,999

 

 

16,744

 

Sá Carvalho

 

361,200,000

 

100.00

 

36,833

 

66,598

 

 

21,185

 

Gasmig

 

409,255,000

 

55.19

 

493,780

 

630,826

 

 

53,873

 

Horizontes Energia

 

64,257,563

 

100.00

 

64,258

 

72,515

 

 

5,777

 

Usina Térmica Ipatinga

 

29,174,281

 

100.00

 

29,174

 

38,147

 

 

6,870

 

Cemig PCH

 

30,952,000

 

100.00

 

30,952

 

43,947

 

 

11,685

 

Cemig Capim Branco Energia

 

5,528,000

 

100.00

 

5,528

 

39,479

 

 

24,547

 

Companhia Transleste de Transmissão

 

49,569,000

 

25.00

 

49,569

 

59,917

 

6,896

 

9,173

 

UTE Barreiro

 

11,918,000

 

100.00

 

11,918

 

3,258

 

 

2,535

 

Companhia Transudeste de Transmissão

 

30,000,000

 

24.00

 

30,000

 

39,555

 

483

 

5,557

 

Central Hidrelétrica Pai Joaquim

 

486,000

 

100.00

 

486

 

477

 

 

(10

)

Companhia Transirapé de Transmissão

 

22,340,490

 

24.50

 

22,340

 

29,375

 

 

4,763

 

Transchile

 

27,840,000

 

49.00

 

48,340

 

47,894

 

 

(18,384

)

Efficientia

 

6,051,994

 

100.00

 

6,052

 

10,855

 

 

4,541

 

Central Termelétrica de Cogeração

 

150,000,000

 

100.00

 

150,001

 

157,524

 

 

7,399

 

Companhia de Transmissão Centroeste de Minas

 

51,000

 

51.00

 

51

 

23,439

 

 

 

Cemig Trading

 

160,297

 

100.00

 

160

 

3,656

 

 

3,463

 

Empresa Paraense de Transmissão de Energia – ETEP

 

45,000,010

 

39.33

 

69,569

 

107,616

 

2,348

 

25,623

 

Empresa Norte de Transmissão de Energia – ENTE

 

100,840,000

 

36.69

 

120,128

 

195,746

 

19,902

 

54,280

 

Empresa Regional de Transmissão de Energia – ERTE

 

23,400,000

 

36.69

 

23,400

 

36,120

 

6,480

 

10,780

 

Empresa Amazonense de Transmissão de Energia – EATE

 

180,000,010

 

35.34

 

273,469

 

441,988

 

3,687

 

117,082

 

Empresa Catarinense de Transmissão de Energia – ECTE

 

42,095,000

 

13.37

 

42,095

 

66,368

 

14,747

 

18,398

 

Axxiom Soluções Tecnológicas

 

7,200,000

 

49.00

 

7,200

 

5,632

 

 

(810

)

 

 

69



Table of Contents

 

The movement of investments in subsidiaries is as follows:

 

 

 

30/06/2010

 

Equity gain
(loss)

 

Capital
injection /
Acquisition

 

Dividends
proposed

 

Others

 

30/09/2010

 

Cemig GT

 

3,981,934

 

342,685

 

 

(89,278

)

1,542

 

4,236,883

 

Cemig D

 

2,665,332

 

98,030

 

 

(66,281

)

 

2,697,081

 

Light

 

789,883

 

33,521

 

 

(92,686

)

 

730,718

 

Cemig Telecom

 

287,596

 

7,970

 

 

(8,200

)

 

287,366

 

Rosal Energia

 

63,647

 

4,065

 

 

 

 

67,712

 

Sá Carvalho

 

57,374

 

6,023

 

 

 

 

63,397

 

Gasmig

 

429,131

 

11,307

 

 

 

 

440,438

 

Horizontes Energia

 

70,814

 

2,165

 

 

 

 

72,979

 

Usina Térmica Ipatinga

 

35,690

 

2,472

 

 

 

 

38,162

 

Cemig PCH

 

42,127

 

3,584

 

 

 

 

45,711

 

Cemig Capim Branco Energia

 

30,935

 

9,297

 

 

 

 

40,232

 

Companhia Transleste de Transmissão

 

14,208

 

848

 

 

 

 

15,056

 

UTE Barreiro

 

8,759

 

(236

)

 

 

 

8,523

 

Companhia Transudeste de Transmissão

 

10,255

 

484

 

 

(1,334

)

 

9,405

 

Central Hidrelétrica Pai Joaquim

 

488

 

(2

)

 

 

 

 

486

 

Companhia Transirapé de Transmissão

 

7,854

 

359

 

 

(1,152

)

 

7,061

 

Transchile

 

24,283

 

(2,007

)

 

 

(1,202

)

21,074

 

Efficientia

 

8,161

 

1,387

 

 

 

 

9,548

 

Central Termelétrica de Cogeração

 

6,444

 

337

 

 

 

 

6,781

 

Companhia de Transmissão Centroeste de Minas

 

17,951

 

1,792

 

 

 

(436

)

19,307

 

Cemig Trading

 

33,514

 

2,893

 

 

 

 

36,407

 

Empresa Paraense de Transmissão de Energia - ETEP

 

44,014

 

3,815

 

75

 

(883

)

 

47,021

 

Empresa Norte de Transmissão de Energia - ENTE

 

70,398

 

7,332

 

 

 

 

77,730

 

Empresa Regional de Transmissão de Energia - ERTE

 

12,014

 

1,308

 

 

 

 

13,322

 

Empresa Amazonense de Transmissão de Energia - EATE

 

159,641

 

15,616

 

795

 

 

1,674

 

177,726

 

Empresa Catarinense de Transmissão de Energia - ECTE

 

8,254

 

905

 

 

 

 

9,159

 

Axxiom Soluções Tecnológicas

 

2,385

 

80

 

 

 

 

2,465

 

Cemig Serviços

 

77

 

(18

)

 

 

 

59

 

 

 

8,883,163

 

556,012

 

870

 

(259,814

)

(1,578

)

9,181,809

 

 

b) Stockholding in Light

 

A discount was ascertained on the acquisition of Light, corresponding to the difference between the amount paid by Rio Minas Energia (“RME”) and the book value of the stake in the stockholders’ equity of Light, in the amount of R$ 364,961 (Cemig’s portion is 25.00%). This discount arises from the estimate of the results of future years as a function of the commercial operation of the electricity distribution and generation concessions, and is being amortized from October 2006 to May 2026, the date of the termination of the distribution concession, on a straight-line basis. The remaining value of the discount, R$ 72,683 (R$ 73,843 on June 30, 2010), was incorporated into the Company’s stockholders’ equity after the split of RME, and is being presented in the consolidated quarterly information as a Non-current liability, under Other obligations.

 

 

70



Table of Contents

 

c) Goodwill on acquisitions of equity interests

 

The goodwill on acquisition of the companies by the Company is the difference between the amount paid for the jointly-controlled subsidiaries and the book value of the stake in their stockholders’ equity, arising from the added value of the concessions.

 

These items of goodwill will be amortized over the remaining period of validity of the concessions.

 

d) Completion of the transaction to purchase shares in LIGHT

 

The payment for the acquisition by Cemig of the 25,494,500 common shares in Light S.A. (Light) owned by Andrade Gutierrez Concessões (“AGC”), representing 12.50% of the registered capital and voting stock of Light, was made on March 25, 2010. The price paid by Cemig for this share purchase was R$ 718,518, corresponding to R$ 29.54 per share, this value resulting from the updating of the price stipulated in the contract by the CDI (Interbank Certificate of Deposit) rate, published by Cetip – the Financial Securities Custody and Settlement Center, from December 1, 2009 to the date of the payment, and deduction of the dividends of R$ 2.12 per share declared by Light at the Ordinary General Meeting completed on March 24, 2010.

 

As well as providing for the payment for the shares made on that day, the Contract provides for acquisition by Cemig, of 1,081,649 (one million eighty one thousand six hundred forty nine) common shares issued by Light, representing, approximately, 0.53% of the voting and total capital of Light, owned by AGC. The price corresponding to the 0.53% of the capital of Light is R$ 31,949, and this amount, also, will be adjusted by the CDI rate from December 1, 2009 to the date of payment, deducting any dividends and/or Interest on Equity paid or declared by Light in that period.

 

The Contract also provides for assignment of the shares acquired to an affiliated company of Cemig, or to third parties.

 

The Company recognizes a premium, in this transaction, in the amount of R$ 344,098, arising from the added value of the concession.

 

Additional option to purchase shares in Light

 

Cemig, if the sale option is exercised, will acquire 100% of the share units of LUCE INVESTMENT FUND, which holds 75% (seventy five per cent) of the shares of LUCE BRASIL FUNDO DE INVESTIMENTO EM PARTICIPAÇÕES. The result would be that Cemig would acquire 19,932,112 common shares in Light S.A., representing 9.75% of its total and voting capital for the price of US$340,455, from which would be deducted any dividends and Interest on Equity paid or declared by Light S.A. in the period starting on December 1, 2009, up to and including the date of the exercise of the option, if any.

 

71



Table of Contents

 

The option was exercised on October 6, 2010; ENLIGHTED PARTNERS VENTURE CAPITAL LLC, the indirect controlling stockholder of LUCE EMPREENDIMENTOS E PARTICIPAÇÕES S.A., gave notice of its decision to exercise its option to sell units of LUCE BRASIL FUNDO DE INVESTIMENTO EM PARTICIPAÇÕES, as mentioned in the Material Announcement previously published.

 

The completion of this transaction is conditional upon certain contractually established requirements being complied with, and also the approval of the competent bodies such as, where necessary, the financing agents and debenture holders of Light and of its subsidiaries.

 

e) Acquisition of a complementary stake in Transmissora Aliança de Energia Elétrica – Taesa

 

On May 6, 2010 Cemig GT made a Public Offer to acquire shares and units from minority stockholders, through Transmissora Alterosa de Energia Elétrica. The transaction resulted in the acquisition of 24.42% of the shares until then held by the minority stockholders, equivalent to 56.69% of the total capital of Taesa, for R$ 1,001,851, or R$ 15.57 per share.

 

A premium of R$ 523,367 was ascertained, corresponding to future profitability from commercial operation of the concessions in the period specified by the regulator. The goodwill will be amortized over the remaining period of validity of the concessions.

 

With this transaction the company, together with Fundo de Investimentos em Participação Coliseu, concluded the process of acquisition of Transmissora Aliança de Energia Elétrica – Taesa (formerly Terna Participações). Some of the minority stockholders did not accept the Public Offer to acquire shares, and 4.72% of the shares of Taesa remained in circulation in the market.

 

f) Acquisition of stockholding

 

On July 8, 2010, Cemig Telecomunicações S.A. signed a share purchase contract with Ativas Participações S.A., for the purchase of 9,804,900 common shares, or 49% of the voting stock of Ativas Data Center S. A. The objects of Ativas Data Center S.A. are provision of the services of supply of IT and communication technology infrastructure, including hosting and colocation of IT environments, database storage and site backup, professional information safety and availability security services, IT consultancy, connectivity with sale of access and Internet bandwidth. For these purposes it is building a data center classified as “Tier III” (Uptime Institute), to serve medium-sized and large-scale corporations. The initial investment was R$ 6,753, equivalent to 6,753,615 common shares, being increased by R$ 1.00 for each share pending paying up by Ativas Participações S.A. until March 31, 2011.

 

72



Table of Contents

 

g) Acquisition of equity interest - Lightger SA

 

Cemig Geração e Transmissão acquired from Light.S.A, on August 18, 2010, 49% of the registered and voting capital of Lightger, a special purpose company subsidiary of Light, holder of authorization for commercial operation of the Paracambi Small Hydro Plant. Cemig GT paid, for the acquisition, R$ 19,960 representing 25,939,013 common shares in Lightger.

 

15. FIXED ASSETS

 

 

 

Consolidated

 

 

 

30/09/2010

 

30/06/2010

 

 

 

Historic cost

 

Accumulated
depreciation

 

Net value

 

Net value

 

In service

 

25,889,821

 

(10,961,367

)

14,928,454

 

14,767,541

 

Distribution

 

12,343,241

 

(5,764,008

)

6,579,233

 

6,494,871

 

Generation

 

8,768,442

 

(3,506,349

)

5,262,093

 

5,210,793

 

Transmission

 

3,741,530

 

(1,160,878

)

2,580,652

 

2,569,022

 

Management

 

421,846

 

(280,450

)

141,396

 

145,492

 

Telecoms

 

434,611

 

(211,058

)

223,553

 

204,176

 

Gas

 

180,151

 

(38,624

)

141,527

 

143,187

 

 

 

 

 

 

 

 

 

 

 

In progress

 

3,511,385

 

 

3,511,385

 

3,303,935

 

Distribution

 

1,598,464

 

 

1,598,464

 

1,481,364

 

Generation

 

1,005,094

 

 

1,005,094

 

943,138

 

Transmission

 

429,666

 

 

429,666

 

418,942

 

Management

 

43,508

 

 

43,508

 

73,534

 

Telecoms

 

35,326

 

 

35,326

 

26,342

 

Gas

 

399,327

 

 

399,327

 

360,615

 

Total fixed assets

 

29,401,206

 

(10,961,367

)

18,439,839

 

18,071,476

 

“Special Obligations” linked to the concession

 

(2,864,082

)

305,723

 

(2,558,359

)

(2,546,490

)

Net fixed assets

 

26,537,124

 

(10,655,644

)

15,881,480

 

15,524,986

 

 

“Special Obligations” linked to the concession are basically contributions made by consumers for execution of the undertakings necessary for Cemig to comply with requests for retail supply of electricity. Any settlement of these obligations depends on the will of Aneel, at the termination of the Distribution concessions, through reduction of the residual value of the Fixed Asset for the purposes of determining the value that the Concession-granting Power will pay to the concession holder.

 

Some land sites and buildings of the subsidiaries, registered in Fixed assets – Administration, have been given in guarantee for lawsuits involving tax, labor-law, civil disputes and other contingencies in the amount, net of depreciation, of R$ 7,268 on September 30, 2010 (R$ 7,412 on June 30, 2010).

 

The company has not identified any indications of loss in the recoverable value of its fixed assets. The Concession Contracts provide that at the end of each concession the Concession-granting Power shall determine the amount to be indemnified to the Company. Thus Management believes that the book value of the non-depreciated Fixed assets, at the end of the concession, will be reimbursable by the Concession-granting Power.

 

Additionally, and due to the control of the remuneratory basis, which is higher than the amount recognized in the accounting, the Company believes there is no indication of a need to constitute a provision.

 

73



Table of Contents

 

16. INTANGIBLE

 

 

 

30/09/2010

 

30/06/2010

 

 

 

Gross accounting
value

 

Accumulated
amortization

 

Book value

 

Residual value

 

In service – Useful life defined

 

12,465

 

(12,461

)

4

 

284

 

Useful life defined

 

12,465

 

(12,461

)

4

 

284

 

Software use rights

 

2,950

 

(2,950

)

 

 

 

Brands and patents

 

5

 

(1

)

4

 

4

 

Right to commercial operation of concession Cemig Telecom S.A

 

9,510

 

(9,510

)

 

280

 

 

 

 

 

 

 

 

 

 

 

In progress

 

863

 

 

863

 

863

 

Assets in formation

 

863

 

 

863

 

863

 

Total, Intangible

 

13,328

 

(12,461

)

867

 

1,147

 

 

 

 

CONSOLIDATED

 

 

 

30/09/2010

 

30/06/2010

 

 

 

Gross accounting
value

 

Accumulated
amortization

 

Book value

 

Residual value

 

In service – Useful life defined

 

3,092,605

 

(632,322

)

2,460,283

 

2,480,790

 

Software use rights

 

324,434

 

(181,368

)

143,066

 

156,692

 

Brands and patents

 

37

 

(4

)

33

 

81

 

Temporary easements

 

82,741

 

(3,349

)

79,392

 

78,396

 

Right to commercial operation of concession Cemig Telecom S.A.

 

9,510

 

(9,510

)

 

279

 

Central Eólica Praias de Parajuru S.A.

 

30,820

 

(1,669

)

29,151

 

29,607

 

Central Eólica Praias de Morgado S.A.

 

41,932

 

(874

)

41,058

 

42,238

 

Central Eólica Volta do Rio S.A.

 

27,028

 

(117

)

26,911

 

28,548

 

EATE

 

397,333

 

(40,058

)

357,275

 

361,608

 

ECTE

 

16,062

 

(1,803

)

14,259

 

14,437

 

ENTE

 

101,170

 

(9,732

)

91,438

 

92,472

 

ETEP

 

68,007

 

(6,975

)

61,032

 

61,772

 

ERTE

 

24,445

 

(2,297

)

22,148

 

22,398

 

Rosal Energia S.A

 

55,256

 

(31,772

)

23,484

 

24,865

 

UTE Ipatinga S.A

 

84,584

 

(59,209

)

25,375

 

26,868

 

Light S.A.

 

344,098

 

(10,697

)

333,401

 

338,749

 

Transmissora Aliança De Energia Elétrica S.A.

 

1,453,912

 

(271,874

)

1,182,038

 

1,198,009

 

Others

 

31,236

 

(1,014

)

30,222

 

3,771

 

 

 

 

 

 

 

 

 

 

 

In progress

 

85,525

 

 

85,525

 

96,243

 

Assets in formation

 

85,525

 

 

85,525

 

96,243

 

Total, Intangible

 

3,178,130

 

(632,322

)

2,545,808

 

2,577,033

 

 

 

74


 


Table of Contents

 

The movement in intangible assets is as follows:

 

 

 

HOLDING COMPANY

 

 

 

Balance on
30/06/2010

 

Amortization

 

Balance on
30/09/2010

 

In service – Useful life defined

 

284

 

(280

)

4

 

 

 

 

 

 

 

 

 

Brands and patents

 

4

 

 

4

 

Right to commercial operation of concession Cemig Telecom

 

280

 

(280

)

 

 

 

 

 

 

 

 

 

In progress

 

863

 

 

863

 

Assets in formation

 

863

 

 

863

 

TOTAL, INTANGIBLE

 

1,147

 

(280

)

867

 

 

 

 

CONSOLIDATED

 

 

 

Balance on
30/06/2010

 

Additions

 

Amortization

 

Transfers

 

Balance on
30/09/2010

 

In service – Useful life defined

 

2,480,790

 

30,495

 

(62,874

)

11,872

 

2,460,283

 

Software use rights

 

156,692

 

 

(27,742

)

14,116

 

143,066

 

Brands and patents

 

81

 

5

 

(7

)

 

79

 

Temporary easements

 

78,396

 

4,085

 

(3,101

)

12

 

79,392

 

Right to commercial operation of concession Cemig Telecom S.A

 

279

 

 

(279

)

 

 

Central Eólica Praias de Parajuru S.A.

 

29,607

 

 

(382

)

(74

)

29,151

 

Central Eólica Praias de Morgado S.A.

 

42,238

 

 

(518

)

(662

)

41,058

 

Central Eólica Volta do Rio S.A.

 

28,548

 

 

(117

)

(1,520

)

26,911

 

EATE

 

361,608

 

 

(4,333

)

 

357,275

 

ECTE

 

14,437

 

 

(178

)

 

14,259

 

ENTE

 

92,472

 

 

(1,034

)

 

91,438

 

EPTE

 

61,772

 

 

(740

)

 

61,032

 

ERTE

 

22,398

 

 

(250

)

 

22,148

 

Rosal Energia S.A

 

24,865

 

 

(1,381

)

 

23,484

 

UTE Ipatinga S.A

 

26,868

 

 

(1,493

)

 

25,375

 

Light S.A.

 

338,749

 

 

(5,348

)

 

333,401

 

Transmissora Aliança De Energia Elétrica S.A.

 

1,198,009

 

 

(15,971

)

 

1,182,038

 

Others

 

3,771

 

26,405

 

 

 

30,176

 

 

 

 

 

 

 

 

 

 

 

 

 

In progress

 

96,243

 

4,264

 

 

(14,982

)

85,525

 

Assets in formation

 

96,243

 

4,264

 

 

(14,982

)

85,525

 

TOTAL, INTANGIBLE

 

2,577,033

 

34,759

 

(62,874

)

(3,110

)

2,545,808

 

 

The intangible assets Software use rights, Brands and patents, Temporary easements, and others, are amortizable by the linear method, and the rates used are those defined by Aneel.

 

The assets of the Operation of Law Public Service Award are due to the added value of the concessions and amortized over the remaining period of the concessions.

 

Company has not identified indications of loss of recoverable value of its intangible assets that have defined useful life, and are being amortized over the period of the concession or over periods specified by Aneel Normative Resolution 367/09.

 

 

75



Table of Contents

 

17. SUPPLIERS

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

 

 

 

 

 

 

 

 

 

 

Wholesale supply and transport of electricity

 

 

 

 

 

 

 

 

 

Eletrobrás – energy from Itaipu

 

153,919

 

160,457

 

 

 

Furnas

 

19,071

 

18,417

 

 

 

CCEE

 

66,398

 

57,231

 

 

 

RTE under Aneel Res. 387/09

 

24,871

 

45,264

 

 

 

Others

 

452,572

 

331,896

 

 

 

 

 

716,831

 

613,265

 

 

 

Materials and services

 

276,802

 

322,367

 

1,143

 

3,852

 

 

 

993,633

 

935,632

 

1,143

 

3,852

 

 

18. TAXES, CHARGES AND CONTRIBUTIONS

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

Current

 

 

 

 

 

 

 

 

 

Income tax

 

415,751

 

269,763

 

37,969

 

20,679

 

Social Contribution tax

 

137,909

 

97,096

 

10,161

 

6,129

 

ICMS tax

 

303,038

 

314,067

 

18,091

 

18,100

 

Cofins tax

 

66,516

 

62,606

 

11,819

 

 

Pasep tax

 

19,702

 

18,870

 

2,566

 

 

Social security system

 

19,154

 

18,730

 

1,621

 

1,667

 

Others

 

50,854

 

25,973

 

959

 

999

 

 

 

1,012,924

 

807,105

 

83,186

 

47,574

 

Deferred obligations

 

 

 

 

 

 

 

 

 

Income tax

 

33,496

 

46,074

 

 

 

Social Contribution tax

 

13,646

 

17,897

 

 

 

Cofins tax

 

8,925

 

12,844

 

 

 

Pasep tax

 

1,937

 

2,789

 

 

 

 

 

58,004

 

79,604

 

 

 

 

 

1,070,928

 

886,709

 

83,186

 

47,574

 

 

 

 

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

 

 

 

 

Income tax

 

 

32,669

 

 

 

Social Contribution tax

 

 

11,761

 

 

 

Cofins tax

 

422,406

 

372,449

 

 

 

Pasep tax

 

91,706

 

80,861

 

 

 

Others

 

45,869

 

976

 

 

 

 

 

559,981

 

498,716

 

 

 

 

 

Deferred obligations

 

 

 

 

 

 

 

 

 

Income tax

 

166,524

 

162,251

 

 

 

Social Contribution tax

 

59,948

 

58,410

 

 

 

 

 

226,472

 

220,661

 

 

 

 

 

786,453

 

719,377

 

 

 

 

The “Deferred obligations”, under Current, are basically the assets and liabilities linked to the General Agreement for the Electricity Sector and other regulatory issues, and become due as and when those assets and liabilities are realized.

 

The Non-current obligations for Pasep and Cofins taxes refer to the legal action challenging the constitutionality of the inclusion of ICMS tax in the taxable amount for these taxes, and applying for offsetting of the amounts paid in the last 10 years. The Company obtained a Court injunction enabling it not to make the payment and authorizing payment into Court starting from 2008.

 

76



Table of Contents

 

The non-current deferred obligations for income tax and Social Contribution refer, substantially, to the recognition of financial instruments (FX variation, and hedge transactions) by the cash method, which are payable as and when realized, by payment or redemption, and to the marking of financial instruments to fair value, implemented by the change in the Corporate Law, to be reversed as and when realized.

 

19. LOANS, FINANCINGS AND DEBENTURES

 

 

 

 

 

 

 

 

 

Consolidated

 

 

 

Principal

 

Annual financial cost

 

 

 

30/09/2010

 

30/06/2010

 

FINANCING SOURCES

 

maturity

 

(%)

 

Currency

 

Current

 

Non-current

 

Total

 

Total

 

FOREIGN CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ABN Amro Bank N.A. (2)

 

2013

 

6

 

US$

 

22,247

 

42,355

 

64,602

 

67,658

 

Banco do Brasil – various bonds (1)

 

2024

 

Various

 

US$

 

10,134

 

45,795

 

55,929

 

64,765

 

Brazilian federal Treasury

 

2024

 

Libor + Spread

 

US$

 

3,895

 

17,417

 

21,312

 

24,687

 

Inter-American Development Bank

 

2026

 

2,12

 

US$

 

1,491

 

34,414

 

35,905

 

41,435

 

Others

 

Various

 

Various

 

Various

 

14,597

 

13,615

 

28,212

 

29,269

 

Debt in foreign currency

 

 

 

 

 

 

 

52,364

 

153,596

 

205,960

 

227,814

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BRAZILIAN CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Banco do Brasil

 

2012

 

110.00% of CDI

 

R$

 

329,645

 

582,000

 

911,645

 

886,164

 

Banco do Brasil

 

2013

 

CDI + 1.70%

 

R$

 

34,310

 

69,305

 

103,615

 

105,695

 

Banco do Brasil

 

2013

 

107.60 of CDI

 

R$

 

5,646

 

126,000

 

131,646

 

128,046

 

Banco do Brasil

 

2014

 

104.10% of CDI

 

R$

 

54,199

 

1,200,000

 

1,254,199

 

1,220,998

 

Banco do Brasil (6)

 

2013

 

10,83*

 

R$

 

21,675

 

600,000

 

621,675

 

605,773

 

Banco do Brasil (6)

 

2013

 

11,58**

 

R$

 

(2,909

)

(7,455

)

(10,364

)

(11,599

)

Banco Itaú BBA

 

2013

 

CDI + 1.70%

 

R$

 

91,597

 

182,227

 

273,824

 

291,358

 

Banco Votorantim S.A.

 

2010

 

113.50 of CDI

 

R$

 

56,032

 

 

56,032

 

54,417

 

Banco Votorantim S.A.

 

2013

 

CDI + 1.70%

 

R$

 

26,933

 

50,974

 

77,907

 

87,074

 

Brazilian Development Bank (BNDES)

 

2026

 

TJLP + 2.34%

 

R$

 

8,035

 

113,189

 

121,224

 

124,174

 

Bradesco

 

2014

 

CDI + 1.70%

 

R$

 

116,070

 

227,848

 

343,918

 

337,057

 

Debentures (4)

 

2011

 

104.00% of CDI

 

R$

 

21,029

 

238,816

 

259,845

 

252,973

 

Debentures – Minas Gerais state government (4) (5)

 

2031

 

IGP-M

 

R$

 

 

40,476

 

40,476

 

39,301

 

Debentures (4)

 

2014

 

IGP-M index + 10.50%

 

R$

 

11,099

 

324,052

 

335,151

 

319,991

 

Debentures (4)

 

2017

 

IPCA + 7.96

 

R$

 

28,631

 

459,212

 

487,843

 

478,989

 

Debentures (4) (6)

 

2012

 

CDI + 0.90% (*)

 

R$

 

114,720

 

1,565,992

 

1,680,712

 

1,634,249

 

Debentures (4) (6)

 

2012

 

0,1051(***)

 

R$

 

(1,568

)

(475

)

(2,043

)

(2,539

)

Debentures (4) (6)

 

2015

 

IPCA + 7.68(*)

 

R$

 

62,771

 

1,169,907

 

1,232,678

 

1,211,037

 

Debentures (4) (6)

 

2015

 

0,042(***)

 

R$

 

(482

)

(1,643

)

(2,125

)

(2,163

)

ELETROBRÁS

 

2013

 

Finel + 7.50 to 8.50%

 

R$

 

12,513

 

27,111

 

39,624

 

42,574

 

ELETROBRÁS

 

2023

 

Ufir, RGR + 6.00 to 8.00%

 

R$

 

56,604

 

280,740

 

337,344

 

350,473

 

Santander do Brasil

 

2013

 

CDI + 1.70%

 

R$

 

21,192

 

39,837

 

61,029

 

68,565

 

Unibanco

 

2013

 

CDI + 1.70%

 

R$

 

121,627

 

167,201

 

288,828

 

314,298

 

Unibanco

 

2013

 

CDI + 1.70%

 

R$

 

20,975

 

36,794

 

57,769

 

56,057

 

Itaú and Bradesco (3)

 

2015

 

CDI + 1.70%

 

R$

 

154,390

 

710,249

 

864,639

 

919,115

 

Debentures IV (4)

 

2015

 

TJLP + 4.00%

 

R$

 

5

 

18

 

23

 

24

 

Debentures V (4)

 

2014

 

CDI + 1.50%

 

R$

 

22,613

 

208,978

 

231,591

 

235,483

 

Debentures VI (4)

 

2011

 

115% of CDI

 

R$

 

79,076

 

 

79,076

 

76,583

 

BNDES: Finem

 

2019

 

TJLP

 

R$

 

24,830

 

104,211

 

129,041

 

134,052

 

CCB Bradesco S.A.

 

2017

 

CDI + 0.85%

 

R$

 

11,143

 

114,896

 

126,039

 

122,566

 

Brazilian Development Bank (BNDES)

 

2033

 

TJLP + 2.40%

 

R$

 

 

175,709

 

175,709

 

172,125

 

Debentures (4)

 

2013

 

IPCA

 

R$

 

 

175,735

 

175,735

 

172,820

 

BNDES – Onlending

 

2033

 

TJLP

 

R$

 

 

213,867

 

213,867

 

177,578

 

BNDES – Principal Subcredit A/B/C/D

 

2022

 

Various

 

R$

 

21,910

 

88,802

 

110,712

 

257,452

 

Federal Savings Bank (CEF)

 

2022

 

TJLP + 3.50%

 

R$

 

6,390

 

61,236

 

67,626

 

67,111

 

CEF

 

2021

 

TJLP + 3.50%

 

R$

 

5,241

 

49,356

 

54,597

 

55,319

 

CEF

 

2022

 

TJLP + 3.50%

 

R$

 

8,776

 

85,297

 

94,073

 

93,235

 

BNDES

 

2018

 

Various

 

R$

 

65,338

 

422,990

 

488,328

 

506,010

 

Syndicate of Banks

 

2010

 

113% of CDI

 

R$

 

 

 

 

332,449

 

BNDES

 

2016

 

TJLP + 3.12%

 

R$

 

38

 

162,266

 

162,304

 

157,122

 

BNDES

 

2024

 

TJLP + 2.56%

 

R$

 

8,089

 

92,185

 

100,274

 

73,083

 

Debentures (4)

 

2012

 

TJLP

 

R$

 

16,565

 

31,963

 

48,528

 

32,721

 

Debentures (4)

 

2015

 

CDI + 1.30%

 

R$

 

4,815

 

195,412

 

200,227

 

 

Debentures (4)

 

2015

 

IPCA + 7.91%

 

R$

 

1,841

 

143,001

 

144,842

 

 

BNDES

 

2025

 

TJLP + 2.15%

 

R$

 

1,966

 

39,335

 

41,301

 

35,179

 

BNDES

 

2015

 

TJLP + 5.5%

 

R$

 

11,829

 

48,233

 

60,062

 

63,370

 

Others

 

2025

 

Various

 

R$

 

41,480

 

265,487

 

306,967

 

148,787

 

Debt in Brazilian currency

 

 

 

 

 

 

 

1,696,679

 

10,881,334

 

12,578,013

 

12,425,146

 

Overall total, consolidated

 

 

 

 

 

 

 

1,749,043

 

11,034,930

 

12,783,973

 

12,652,960

 

 


(1)          Interest rates vary: 2.00 to 8.00 % p.a.; Six-month Libor plus spread of 0.81 to 0.88% per year;

 

77



Table of Contents

 

(2)          Swaps for exchange of rates were contracted. The following are the rates for the loans and financings taking the swaps into account: CDI rate + 1.50% p.a.

(3)          Refers to the senior units of the credit rights funds. See Explanatory Note 13;

(4)          Nominal, unsecured, book-entry debentures not convertible into shares, without preference.

(5)          Contracts adjusted to present value, as per changes to the Corporate Law made by Law 11638/07.

(6)          Contracts with rates and amounts adjusted in accordance with CPC 08.

 

*       Contractual rate.

**     Internal rate of return, including transaction cost.

***   Effective cost of the transaction.

 

The consolidated composition of loans, by currency and indexor, with the respective amortization, is as follows:

 

 

 

2010

 

2011

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017 and
subsequent
years

 

Total

 

Currency

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US dollar

 

20,200

 

34,534

 

31,934

 

28,851

 

5,014

 

2,406

 

4,719

 

61,599

 

189,257

 

Euro

 

896

 

4,097

 

2,810

 

1,524

 

1,524

 

1,524

 

1,524

 

 

13,899

 

UMBndes (**)

 

90

 

316

 

317

 

316

 

316

 

316

 

633

 

500

 

2,804

 

 

 

21,186

 

38,947

 

35,061

 

30,691

 

6,854

 

4,246

 

6,876

 

62,099

 

205,960

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Indexor

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

IPCA (Expanded CPI)

 

80,883

 

12,053

 

115,032

 

493,783

 

433,640

 

599,020

 

306,141

 

 

2,040,552

 

Ufir (Fiscal Reference Unit) / RGR

 

14,090

 

56,894

 

53,437

 

47,785

 

46,407

 

40,104

 

54,013

 

25,376

 

338,106

 

Interbank CD (CDI)

 

859,741

 

1,143,950

 

2,830,644

 

1,187,743

 

753,730

 

249,256

 

39,483

 

 

7,064,547

 

Eletrobrás Finel index

 

3,128

 

12,512

 

12,513

 

11,470

 

 

 

 

 

39,623

 

URTJ (*)

 

60,947

 

186,434

 

217,242

 

223,071

 

240,823

 

225,660

 

272,323

 

559,489

 

1,985,989

 

IGP-M inflation index

 

13,523

 

5,698

 

5,771

 

5,773

 

329,783

 

4,603

 

2,615

 

47,802

 

415,568

 

UMBndes (**)

 

2,582

 

9,763

 

10,312

 

10,916

 

11,480

 

11,960

 

8,096

 

115

 

65,224

 

Others (IGP-DI, INPC) (***)

 

3,401

 

 

396

 

805

 

9,343

 

347

 

801

 

195

 

15,288

 

No indexor

 

22,145

 

39

 

769

 

590,116

 

 

47

 

 

 

 

 

613,116

 

 

 

1,060,440

 

1,427,343

 

3,246,116

 

2,571,462

 

1,825,206

 

1,130,997

 

683,472

 

632,977

 

12,578,013

 

 

 

1,081,626

 

1,466,290

 

3,281,177

 

2,602,153

 

1,832,060

 

1,135,243

 

690,348

 

695,076

 

12,783,973

 

 


(*)                                           URTJ = Interest Rate Reference Unit.

(**)                                    UMBndes = BNDES Monetary Unit.

(***)                             IGP-DI inflation index (General Price Index – Domestic Availability).

INPC – National Consumer Price Index.

 

The principal currencies and indexors used for monetary updating of the loans, financings and debentures had the following variations:

 

Currency

 

Change, %, in quarter
ended 30/09/2010

 

YTD % variation in
2010

 

US dollar

 

(5.96

)

(2.70

)

Euro

 

4.81

 

(7.85

)

 

Indexor

 

Change, %, in
quarter ended
30/09/2010

 

YTD % variation in
2010

 

IGP-M

 

2.09

 

7.89

 

Finel

 

0.41

 

1.54

 

CDI

 

2.57

 

6.97

 

UMBndes

 

(5.39

)

(1.58

)

 

 

78



Table of Contents

 

The movement on loans, financings and debentures is as follows:

 

 

 

Consolidated

 

Balance at June 30

 

12,652,960

 

Initial balance – acquisition of subsidiaries

 

21,722

 

Loans and financings obtained

 

452,953

 

Monetary and FX variation

 

13,175

 

Fund raising costs

 

(1,939

)

Amortization of fund raising costs

 

2,192

 

Financial charges provisioned

 

295,000

 

Financial charges paid

 

(97,799

)

Capitalization

 

3

 

Adjustment to present value

 

(1,972

)

Amortization of financings

 

(552,322

)

Balance on September 30, 2010

 

12,783,973

 

 

a) Restrictive covenant clauses

 

Cemig and its subsidiaries have contracts for loans and financings with restrictive covenant clauses, requiring compliance at the end of each calendar half-year (June 30 and December 31). On June 30, 2010, some clauses were not complied with. Due to this, the company obtained from its creditors, on that day, consent that they would not exercise their rights to demand immediate or early payment of amounts owed until June 30, 2011.

 

The financing contracts of Taesa have restrictive covenants relating to debt servicing coverage indices. On September 30, 2010, Taesa and its subsidiaries had debt servicing coverage indices that complied with the limits established in the contract.

 

Madeira Energia has a loan contracted with the BNDES and with Banco da Amazônia S.A with restrictive covenant clauses that were fully complied with on September 30, 2010.

 

 

79


 


Table of Contents

 

20. REGULATORY CHARGES

 

 

 

Consolidated

 

 

 

30/09/2010

 

30/06/2010

 

 

 

 

 

 

 

Global Reversion Reserve – RGR

 

43,730

 

32,823

 

Fuel Consumption Account – CCC

 

53,179

 

49,612

 

CDE – Energy Development Account

 

38,945

 

38,721

 

Eletrobrás – Compulsory loan

 

1,207

 

1,207

 

Aneel inspection charge

 

3,742

 

3,912

 

Energy Efficiency

 

203,763

 

211,009

 

Research and Development

 

214,839

 

205,451

 

Energy System Expansion Research

 

2,794

 

2,252

 

National Scientific and Technological Development Fund

 

5,594

 

4,890

 

Alternative Energy Program – Proinfa

 

3,285

 

3,187

 

0.30% additional payment – Law 12111/09

 

17,154

 

11,462

 

 

 

588,232

 

564,526

 

 

 

 

 

 

 

Current liabilities

 

337,138

 

357,816

 

Non-current liabilities

 

251,094

 

206,710

 

 

21. POST-EMPLOYMENT OBLIGATIONS

 

The Forluz Pension Fund

 

Cemig is a sponsor of Forluz – the Forluminas Social Security Foundation, a non-profit legal entity whose object is to provide its associates and participants and their dependents and beneficiaries with a financial income to complement retirement and pension, in accordance with the Forluz pension plan they are subscribed in.

 

The actuarial obligations and assets of the Plans on December 31, 2004 were segregated between Cemig, Cemig GT and Cemig D on the basis of the allocation of employees in each of these companies.

 

Forluz makes the following supplementary pension benefit plans available to its participants:

 

The Mixed Benefits Plan (“Plan B”): A plan that is defined-contribution at the stage of accumulation of funds, for retirement benefits for normal time of service; and provides defined-benefit coverage for disability or death of participants still in active employment, and also receipt of the benefits for time of contribution. The contributions of the Sponsors are equal to the basic monthly contributions of the participants, and this is the only plan open for joining by new participants.

 

Of the Sponsors’ contribution to this plan, 27.52% goes to the portion with defined benefit characteristics, relating to the coverage for invalidity or death for the active participant, and this is used for amortization of the defined obligation through an actuarial calculation. The remaining 72.48%, for the portion of the plan with defined-contribution characteristics, goes to the nominal accounts of the participants and is recognized in the income statement for the period in accordance with the payments made by the Company, under Personnel expenses.

 

80



Table of Contents

 

Hence the obligations for payment of supplementary pension benefits under the Mixed Plan, with defined contribution characteristics, and their respective assets, in the same amount of R$ 2,767,140, on December, 31, 2009, are not presented in this Explanatory Note.

 

Pension Benefits Balances Plan (“Plan A”): This includes all the currently employed and assisted participants who opted to migrate from the previous Defined-benefit Plan, and are entitled to a benefit proportional to those balances. For participants who are still working, this benefit has been deferred to the retirement date.

 

Defined Benefit Plan: This is the benefit plan adopted by Forluz up to 1998, which complements the amount of the Official Social Security benefit so as to result in the average real salary of the employee’s last three working years in the Company. After the process of migration that was carried out in June 2007, approved by the Private Pension Plans Secretariat (SPC), in which more than 80% of the participants migrated to Plans A and B, 51 participants remained in the Defined Benefit plan.

 

Cemig, Cemig GT and Cemig D also maintain, independently of the plans made available by Forluz, payments of part of the life insurance premium for the retirees, and contribute to a health plan and a dental plan for the employees, retirees and dependents, administered by Forluz.

 

Separation of the Health Plan

 

On August 26, 2008 the Executive Council of Forluz, complying with orders issued by the Private Pension Plans Authority (SPC), decided to transfer management of the Cemig Integrated Health Plan (PSI) to a separate entity to be created for that purpose. The reason for the decision was the SPC’s belief that it would be impossible to maintain those participants in the Health Plan who were not also inscribed in the pension and retirement plans. To protect the interests of the participants, and also to comply with the SPC’s requirement, Forluz opted to separate the activities, keeping the present dental and pension plans within itself. Conclusion of the process of separation of the health plan was completed in September 2010, thus starting from October 1, the Health Plan shall be administrated by and all the existing benefits and cover will be maintained.

 

Health was completed in September 2010, thus starting from October 1, the Health Plan shall be administered by Cemig Health and maintained all existing benefits and coverage.

 

Amortization of actuarial obligations

 

Part of the consolidated actuarial obligation for post-employment benefits in the amount of R$ 872,288 at September 30, 2010 (R$ 893,027 at June 30, 2005) has been recognized as an obligation payable by Cemig, and is being amortized by June 2024, through monthly installments calculated by the system of constant installments (the so-called “Price” table). After the Third Amendment to the Forluz Agreement, the amounts began to be adjusted only by the IPCA Inflation Index (Amplified National Consumer Price Index) published by the Brazilian Geography and Statistics Institute (IBGE), plus 6% per year.

 

81



Table of Contents

 

The liabilities and expenses recognized by the Companies in connection with the Supplementary Retirement Plan, Health Plan, Dental Plan and Life insurance are adjusted in accordance with the terms of CVM Decision 371/00 and an Opinion prepared by independent actuaries. Hence the financial updating of the obligation in the debt agreed with Forluz mentioned in the previous paragraph does not produce accounting effects in Cemig’s Income statement.

 

The amounts recognized in the balance sheet at December 31, 2009, as they appear in the opinion prepared by an external actuary in conformity with CVM Decision 371, are presented in this Explanatory Note.

 

The Braslight Pension Fund

 

Light is a sponsor of Fundação de Seguridade Social Braslight, a non-profit private pension plan entity whose purpose is to guarantee retirement revenue to Company employees subscribed with the Foundation, and pension revenue to their dependents.

 

Braslight was instituted in April 1974, and has three plans – A, B and C – put in place in 1975, 1984 and 1998 respectively. About 96% of the active participants of the other plans have migrated to plan C.

 

In plans A and B the benefits are of the defined type. In Plan C, which is of the mixed type, the programmable benefits (retirement not arising from invalidity, and the respective reversal in pension), during the capitalization phase are of the defined contribution type, without any link to the INSS, and the risk benefits (illness assistance, retirement for invalidity and pension for death of a participant who is still working, becomes invalid or receives illness assistance), as well as those of continued income, once granted, are of the defined type.

 

On October 2, 2001, the Private Pension Plans Secretariat approved a contract for a solution for the technical deficit and the refinancing of the reserve to be amortized relating to the pension plans of Braslight, which were recorded in full. This is being paid in 300 monthly installments, starting from July 2001, updated by the variation of the IGP-DI inflation index plus interest of 6.00% per year, totaling R$ 963,108 at 30 September, 2010 (R$ 971,749 on June 30, 2010). The effect on the Company’s consolidated result is of the portion corresponding to 25.53% of this amount, according to proportional consolidation.

 

The movement in Net liabilities has been as follows:

 

 

 

Pension plans and retirement
supplement plans

 

 

 

 

 

Life

 

 

 

Consolidated

 

Forluz

 

Braslight

 

Health plan

 

Dental plan

 

insurance

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net liabilities on 30/06/2010

 

234,063

 

248,112

 

387,052

 

21,060

 

485,011

 

1,375,298

 

Expense recognized in the Income statement

 

6,681

 

3,734

 

17,657

 

1,045

 

11,383

 

40,500

 

Contributions paid

 

(34,119

)

(5,940

)

(13,494

)

(191

)

(2,587

)

(56,331

)

Net liabilities on 30/09/2010

 

206,625

 

245,906

 

391,215

 

21,914

 

493,807

 

1,359,467

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

76,528

 

23,909

 

 

 

 

100,437

 

Non-current liabilities

 

130,097

 

221,997

 

391,215

 

21,914

 

493,807

 

1,259,030

 

 

82



Table of Contents

 

 

 

Pension plans and
retirement
supplement plans

 

 

 

 

 

Life

 

 

 

Holding company

 

Forluz

 

Health plan

 

Dental plan

 

insurance

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

Net liabilities on 30/06/2010

 

11,309

 

20,113

 

1,092

 

21,208

 

53,722

 

Expense recognized in the Income

 

505

 

1,764

 

89

 

778

 

3,136

 

Contributions paid

 

(1,691

)

(718

)

(10

)

(134

)

(2,553

)

Balance on 30/09/2010

 

10,123

 

21,159

 

1,171

 

21,852

 

54,305

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

3,810

 

 

 

 

3,810

 

Non-current liabilities

 

6,313

 

21,159

 

1,171

 

21,852

 

50,495

 

 

The amounts recorded as Current refer to the contributions to be made by Cemig in the next 12 months for amortization of the actuarial liabilities.

 

22 . CONTINGENCIES FOR LEGAL PROCEEDINGS

 

Cemig and its subsidiaries are parties in court and administrative proceedings before various courts and government bodies, arising from the normal course of business, involving tax, labor-law, civil and other issues.

 

Actions in which the company is creditor with success considered “probable”

 

Pasep and Cofins – widening of the calculation base

 

The holding company has legal proceedings challenging the enlargement of the taxable basis for calculation of the Pasep and Cofins taxes, on financial revenue and on other non-operational revenues, in the period from 1999 to January 2004, by Law 9718 of November 27, 1998; and has a judgment in its favor at first instance. In the event that this action is won in the final instance (i.e. subject to no further appeal) – and we would note that the Federal Supreme Court has ruled on several similar cases in favor of the taxpayer – the gain to be registered in the results of the year will be R$ 183,817 (R$181,668 on June 30, 2010), net of income tax and Social Contribution Tax.

 

 

83



Table of Contents

 

Actions in which the company would be debtor

 

For those contingencies where negative outcomes are considered “probable”, the Company and its subsidiaries have constituted provisions for losses.

 

Cemig’s management believes that any disbursements in excess of the amounts provisioned, when the respective processes are completed, will not significantly affect the result of operations or the financial position of the holding company nor the consolidated result.

 

 

 

Consolidated

 

 

 

Balance on
30/06/2010

 

Additions
(reversal)

 

Written
off

 

Balance

 

Deposits
paid into
court

 

Balance on
30/09/2010

 

Employment-law cases

 

 

 

 

 

 

 

 

 

 

 

 

 

Various

 

123,510

 

3,822

 

(12,246

)

115,086

 

(13,091

)

101,995

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Civil cases

 

 

 

 

 

 

 

 

 

 

 

 

 

Personal damages

 

21,818

 

154

 

(1,879

)

20,093

 

 

20,093

 

Tariff increases

 

125,303

 

2,478

 

(99,768

)

28,013

 

(16,324

)

11,689

 

Environmental

 

5,669

 

 

(172

)

5,497

 

 

5,497

 

Other

 

154,696

 

6,960

 

(48,183

)

113,473

 

(28,935

)

84,538

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax

 

 

 

 

 

 

 

 

 

 

 

 

 

Finsocial

 

21,635

 

98

 

 

21,733

 

(21,733

)

 

PIS and Cofins taxes

 

3,450

 

1,338

 

 

4,788

 

 

4,788

 

ICMS tax

 

57,672

 

1,519

 

(25,702

)

33,489

 

(10,302

)

23,187

 

Taxes and contributions – suspension of demandability

 

185

 

 

 

185

 

 

185

 

Social security system

 

17,027

 

215

 

 

17,242

 

 

17,242

 

Other

 

5,294

 

10,266

 

 

15,560

 

(518

)

15,042

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Regulatory

 

 

 

 

 

 

 

 

 

 

 

 

 

Aneel administrative proceedings

 

85,184

 

592

 

(929

)

84,847

 

(6,072

)

78,775

 

Total

 

621,443

 

27,442

 

(188,879

)

460,006

 

(96,975

)

363,031

 

 

 

 

Holding company

 

 

 

Balance on
30/06/2010

 

Additions
(reversal)

 

Written
off

 

Balance

 

Deposits
paid into
court

 

Balance on
30/09/2010

 

Employment-law cases

 

 

 

 

 

 

 

 

 

 

 

 

 

Various

 

72,559

 

 

(11,590

)

60,969

 

(8,944

)

52,025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Civil cases

 

 

 

 

 

 

 

 

 

 

 

 

 

Personal damages

 

17,536

 

 

(1,879

)

15,657

 

 

15,657

 

Tariff increases

 

20,552

 

 

(4,228

)

16,324

 

(16,324

)

 

Other

 

84,943

 

 

(42,753

)

42,190

 

(21,909

)

20,281

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax

 

 

 

 

 

 

 

 

 

 

 

 

 

Finsocial

 

21,635

 

98

 

 

21,733

 

(21,733

)

 

Social security system

 

1,183

 

22

 

 

1,205

 

 

1,205

 

Other

 

2,943

 

10,121

 

 

13,064

 

(518

)

12,546

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Regulatory

 

 

 

 

 

 

 

 

 

 

 

 

 

Aneel administrative proceedings

 

25,741

 

455

 

 

26,196

 

(6,072

)

20,124

 

Total

 

247,092

 

10,696

 

(60,450

)

197,338

 

(75,500

)

121,838

 

 

 

84



Table of Contents

 

The details on the provisions constituted are as follows:

 

(a)          Employment-law cases: The complaints under the labor laws are basically disputes on overtime, additional amounts for dangerous work, property damages and pain and suffering.

 

(b)         Civil disputes – tariff increase

 

Various industrial consumers have filed actions against Cemig seeking reimbursement for the amounts paid as a result of the tariff increase during the federal government’s economic stabilization plan known as the “Cruzado Plan” in 1986, alleging that the said increase violated the control of prices instituted by that plan. Cemig estimates the amounts to be provisioned based on the disputed amounts billed and based on recent court decisions. The total exposure of Cemig and its subsidiaries in this matter, in the understanding of management, is R$ 80,248. The part of this in which loss is considered “probable” has been provisioned in full, in the amount of R$ 28,013 (R$ 49,162 on June 30, 2010).

 

In May 2010, the Company signed a settlement in relation to the legal action filed by an industrial consumer in relation to reimbursement of increase of the tariff introduced by the National Water and Energy Department (DNAEE) during the Cruzado economic plan. Under this agreement the Company agreed to pay to the consumer the amount of R$ 177,592, of which R$ 92,592 was to be offset against unpaid invoices, and R$ 85,000 to be paid by deduction from future payments for supply of electricity and use of the distribution systems, without any adjustment or monetary updating, and including the fees of Counsel. The amount of R$ 177,592 has been recognized in full in the income statement for the period.

 

Under the agreement, the amounts provisioned and not yet offset by electricity invoices, in the amount of R$ 76,141, now become, effectively, Accounts Payable, and have been transferred to Other current liabilities.

 

(c)          ICMS tax

 

Since 1999, Light has been inspected on various occasions by the tax authority of Rio de Janeiro State in relation to the ICMS value added tax, charged by states. The infringement notices received so far and not paid are the subject of contestation in the administrative and legal spheres. Based on the opinion of its counsel and calculation of the amounts involved in the infringement notices, Management believes that only a part of these amounts represents “probable” risk of loss, and the amount of R$ 25,113 is provisioned.

 

85


 


Table of Contents

 

(d)         Taxes and contributions - demandabilities suspended

 

Cemig did have a provision of R$ 86,437 relating to the deduction, from the amount subject to corporate income tax, of the expense of the Social Contribution tax since 1988. On April 17, 1998, the 8th Federal Court granted Cemig an injunction, which was overturned in April 2010. Cemig paid the amount of R$ 91,487 on May 21, 2010. The Company has made an application for Provisional Remedy to appeal against this judgment.

 

(e)          Social security system

 

In December 1999 the National Social Security Institute (INSS) issued infringement notices against Light for alleged joint liability to withhold payments at source on amounts paid for services of contractors, and the applicability of the Social Security contribution to employees’ profit shares.

 

Light challenged the legality of Law 7787/89, which increased the Social Security contribution percentage applying to payrolls, believing that it also changed the basis of calculations of Social Security contributions during the period July to September 1989. As a result of the Provisional Remedy given by the Court, the Company has offset the amounts payable for Social Security contribution.

 

The company assesses the chance of loss in the actions mentioned as “probable”, and the provisions for the actions brought by the INSS total R$ 16,035 (R$ 15,844 on June 30, 2009).

 

(f)            Aneel administrative proceedings

 

On January 9, 2007, Aneel notified Cemig D (Cemig Distribuição S.A.) that it considered certain criteria adopted by the Company in calculation of the revenue from the subsidy for low-income consumers to be incorrect, questioning the criteria for identification of the consumers who should receive the benefit and also the calculation of the difference to be reimbursed by Eletrobrás, in the estimated amount of R$ 143,000. The Company has made a provision corresponding to loss in this dispute of which it considers the chances to be “probable”, in the amount of R$ 53,582.

 

(g)         Others

 

Other civil actions are primarily claims for personal damages by individuals, mainly due to accidents allegedly occurring as a result of the Company’s business, and damages as a result of power outages. The provision at September 30, 2010 represents the potential loss on these claims.

 

Among the civil cases we highlight an action for indemnity arising from a fire on grazing land of a rural property, allegedly due to breakage of an electricity cable. The chances of loss in this action are assessed as “probable”, in the amount of R$ 13,714, which has been 100% provisioned.

 

86



Table of Contents

 

(h) Actions with chances of loss assessed as “possible” or “remote”

 

Cemig and its subsidiaries are disputing other actions in the courts for which they assess the chances of loss as “possible” or “remote”. The following are the details of the most important of these:

 

(i) Income tax and Social Contribution on post-employment benefits

 

The federal tax authority issued an Infringement Notice on October 11, 2001, in the amount which updated is R$ 325,826, as a result of the use of tax credits which resulted in the rectification, for the reduction of taxes payable, of the income tax declarations for 1997, 1998 and 1999. The income tax returns were rectified as a result of the change in the method of accounting of the liabilities for post-employment benefits. The additional post-employment obligations, which resulted from the changes in the method of accounting, were recognized in the tax years that were rectified, resulting in a tax loss and a negative basis for calculation of the Social Contribution.

 

Cemig presented an administrative appeal to the Finance Ministry Taxpayers’ Council, obtaining a favorable decision for the years of 1997 and 1998 and an adverse decision in relation to the year 1999. This adverse decision would result in a reduction of the tax loss carryforward, registered as tax credits, in the historic amount of R$ 26,631. The tax credits were not reduced, and no provision was made for contingencies for any losses as a result of this decision, since Cemig believes it has solid legal grounds for defense in the Courts, for the procedures adopted for recovery of the said tax credits. Thus, it assesses the chances of loss in this action as “remote”.

 

The tax credits constituted, mentioned in the previous paragraph, were used by Cemig to offset federal taxes and contributions paid in the business years of 2002 and 2003. Due to this fact, Cemig had the offsetting proceedings refused by the federal tax authority and would be exposed to an additional penalty, updated to September 30, 2010 of R$ 306,619 (R$ 303,435 on June 30, 2010). With the decision of the Taxpayers’ Council, mentioned above, Cemig considers that the refusal of this process of offsetting becomes null. Thus, no contingency provision has been constituted to meet any losses, since Cemig believes that it has solid legal grounds for the procedures adopted and assesses the chances of loss in this action as “remote”.

 

(II) Tax on Inheritance and Donations (ITCD)

 

The State of Minas Gerais is challenging the Company in the courts for non-payment of the Tax on Donations (ITCD) in relation to contributions of consumers, the amount of which on September 30, 2010 was R$ 210,480 (R$ 204,485 on June 30, 2010). No provision has been made for this dispute, since the Company believes it has arguments on the merit for defense against this claim. The Company assesses the chances of loss in this action as “remote”.

 

87



Table of Contents

 

(iii) Acts of the regulatory agency

 

Aneel filed an administrative action against Cemig stating that the company owes R$ 945,067 to the federal government (R$ 1,240,698 on June 30, 2010) as a result of an alleged error in the calculation of credits under the CRC (Results Compensation) Account, which were, in the past, used to offset amounts owed to the federal government. On October 31, 2002 Aneel issued a final administrative decision against Cemig. On January 9, 2004 the National Treasury issued an Official Collection Notice for the amount of the debit. Cemig did not make the payment because it believes that it has arguments on the merit for defense in the Courts and, thus, has not constituted a provision for this action. The Company assesses the chances of loss in this action as “possible”.

 

(iv) Social Security and tax obligations - indemnity for the ‘Anuênio’ and profit shares.

 

In 2006 Cemig and its subsidiaries Cemig GT and Cemig D paid indemnities to their employees, totaling R$ 177,685, in exchange for the rights to future payments known as the “Anuênio” which would otherwise be incorporated in the future, into salaries. The Company and its subsidiaries did not make payments of income tax and Social Security contribution in relation to this amount because they considered that these obligations are not applicable to amounts paid as indemnity. However, to avoid the risk of a future fine arising from a differing interpretation by the federal tax authority and the National Social Security Institution (INSS), the Company decided to apply for orders of Mandamus, which allowed payment into Court of the potential obligations on these amounts, with a total of R$ 172,192. These are posted in Deposits linked to legal actions (Note 12). No provision has been made for any losses. The Company assesses the chance of loss in this action as “possible”.

 

In September 2006 Cemig was notified by the INSS (National Social Security System) as a result of the non-payment of the Social Security contribution on the amounts paid as profit shares in the period 2000 to 2004, representing a total of R$ 128,011 (R$ 125,594 on June 30, 2010). Cemig has appealed, in administrative proceedings, against the decision. No provision has been made for any losses. Cemig believes it has arguments of merit for defense, and the chances of loss in this action are assessed as “remote”.

 

(V) ICMS tax

 

Since 2002 the company has received a subsidy from Eletrobrás for the discounts given to low-income consumers. The Minas Gerais State Tax Authority served an infringement notice on Cemig, relating to the period from 2002 to 2005, on the argument that the subsidy received should be the subject of ICMS tax. The potential for loss in this action would be R$ 128,328, not including any ICMS tax which might be claimed by the Tax Authority for the periods subsequent to the infringement notice. The company decided to join the Minas Gerais State Special Tax Installment Payment Program for ICMS, created by the State Government through Decree 45358 of May 4, 2010, recognizing, as a result of this, a provision of R$ 25,702.

 

88



Table of Contents

 

Cemig was served an infringement notice, as co-defendant, in which the Minas Gerais State Tax Authority demanded payment of R$ 49,748 (R$ 48,689 at June 30, 2010) in ICMS tax on sales of excess electricity by industrial consumers during the period of electricity rationing. If the Company does have to pay ICMS tax on these transactions, it will be able to charge consumers the same amount to recover the amount of the tax plus any possible penalty charge. The chances of loss in this action are assessed as “possible”.

 

(vi) Regulatory contingency - CCEE

 

In an action dating from August 2002, AES Sul Distribuidora has challenged in the courts the criteria for accounting of electricity sale transactions in the wholesale electricity market during the period of rationing. It obtained a judgment in its favor in February 2006, which orders Aneel, working with the CCEE, to comply with the claim by AES Sul and recalculate the settlement of the transactions during the rationing period, leaving out of account Aneel’s Dispatch No. 288/2002. This was to be put into effect in the CCEE starting in November 2008, resulting in an additional disbursement for Cemig, for the expense on purchase of energy in the short-term market, in the CCEE, in the amount of approximately R$ 106,364 (R$ 103,718 on June 30, 2010). On November 9, 2008 the Company obtained an injunction in the Regional Federal Appeal Court suspending the obligatory nature of the requirement to pay into court the amount owed arising from the Special Financial Settlement carried out by the CCEE. Because of the above, no provision was constituted for this dispute, since the Company believes it has arguments on the merit for defense against this claim. The Company assesses the chances of losses from this action as “possible”.

 

(vii) Environmental claims

 

An environmental association, through a public civil action, claimed indemnity for supposed collective environmental damages as a result of the construction and operation of the Nova Ponte Plant. The amount involved in the action is R$ 1,196,469 (R$ 1,173,390 at June 30, 2010). The Company believes it has arguments of merit for legal defense and thus has not made a provision for this action. The chance of losses from this action is assessed as “possible”.

 

(viii) Civil claims - consumers

 

Several consumers and the Public Attorney of the State of Minas Gerais have brought civil actions against Cemig contesting tariff increases applied in previous years, including: the tariff subsidies granted to low-income consumers; the extraordinary tariff recomposition; and the inflation index used to increase the tariff for electricity in April 2003; requesting 200% reimbursement on the amounts considered charged in error by the company. The case was rejected by the courts in August 2010 and the case was set aside, as expected by the Company’s counsel.

 

89



Table of Contents

 

Cemig is defendant in legal proceedings challenging the criteria for measurement of amounts to be charged in relation to the contribution for public illumination, in the total amount of R$ 1,031,678 (R$ 981,776 on June 30, 2010). The Company believes that it has arguments of merit for legal defense, and has thus made no provision for this action. The chance of loss from this action is assessed as “possible”.

 

A public class action challenging the Conduct Adjustment Undertaking entered into between Cemig and the Public Attorneys’ Office demands return to the public funds of the amounts paid to the contractors providing services to the Company that implemented the Light for Everyone Program. The amount involved in the action is R$ 1,852,648 (R$ 1,792,530 at June 30, 2010). The Company believes it has arguments of merit for legal defense and thus has not made a provision for this action. The chance of loss from this action is assessed as “possible”.

 

(iX) PIS and Cofins taxes

 

Light had two legal actions challenging the applicability of the PIS and Cofins taxes, in the manner specified by Law 9718/98, as follows:

 

The first questioned the changes imposed by the said law in relation to: (i) expansion of the taxable base of the said taxes, and (ii) the increase in the tax rate of the Cofins tax from 2% to 3%. In the Company’s Appeal to the Federal Supreme Court, final judgment was given, against which there is no further appeal, in relation to the expansion of the taxable base of calculation of the tax, granting the Appeal, and declaring Article 3, § 1º, of Law 9718/98 unconstitutional. The respective reversal of provision was made in the second quarter of 2008, in the amount of R$ 108,090, with counterpart entry in Financial expenses.

 

In the second, the company alleges expiry by limitation of time of part of the amounts demanded in the Collection Letter issued by the federal tax authority on January 31, 2007, on the grounds of the federal inspectors not having posted a tax credit within the legal period. An injunction was obtained suspending collection. This was upheld by the Regional Federal Appeal Court, and at present awaits judgment on an appeal to the Higher Appeal Courts. As to the merits, the judgment of the first instance is awaited. The advisors of the Company’s legal department assess the chance of loss as “possible”. Light opted to include this case in the new procedure for payment by installments (Law 11941/09).

 

(X) Tax on Services (ISS)

 

Cemig is involved in litigation with the Municipality of Belo Horizonte on the criteria for applicability of the ISS tax on services performed by the Company. The amount involved in the action is R$ 24,525 (R$ 44,433 on June 30, 2010). No provision has been made for any losses. Cemig believes it has arguments of merit for defense. The chances of loss in this action are assessed as “remote”.

 

90



Table of Contents

 

(xi) Action for annulment of the RME Agreement

 

A public class action was filed applying for annulment of the transaction for acquisition of an interest in the Light Group by Cemig through the company RME, and of the stockholdings of the other partners, and of all the subsequent transactions. The amount involved is R$ 2,576,689. The Company believes it has arguments of merit for defense, and thus has not made a provision for these actions. The company assesses the chances of loss in this action as “remote”.

 

In addition to the issues described above, Cemig and its subsidiaries are involved, on the plaintiff or defendant side, in other cases, of smaller scale, related to the normal course of their operations. Management believes that it has adequate defense for these actions, and does not expect significant losses relating to these issues that might have an adverse effect on the Company’s financial position or the consolidated result of its operations.

 

23 . STOCKHOLDERS’ EQUITY

 

Capital increase at the Ordinary and Extraordinary General Meetings of Stockholders held in April 2010

 

The General Meeting of Stockholders held on April 29, 2010 approved an increase in the registered capital of Cemig from R$ 3,101,884 to R$ 3,412,073 with issue of new shares, through capitalization of R$ 294,940 of the balance of the Earnings Reserve and R$ 15,428 of the Capital Reserve, with consequent distribution of a stock dividend of 10% in new shares to stockholders, of the same type as those held, with nominal value of R$ 5.00.

 

The Company’s registered capital is represented by 298,269,668 common shares and 384,144,914 preferred shares, all with nominal value of R$ 5.00.

 

Change in the Company’s stockholding structure

 

In 1997 the Government of the State of Minas Gerais sold approximately 32.96% of the Company’s common shares to a group of investors led by Southern Electric Brasil Participações Ltda. (“SEB”).

 

On June 16, 2010, as advised in correspondence sent to the Company by Southern Electric Brasil Participações Ltda. (“SEB”), Southern’s holding in Cemig was sold to AGC Energia S.A. (“AGC Energia”), an unlisted S.A. corporation controlled by Andrade Gutierrez Concessões S.A. (“AGC”).

 

The transfer of shares took place under the share purchase agreement signed between SEB and AGC Energia, with AGC as consenting party, on November 12, 2009, as amended, and is for the sale of the entire stockholding of SEB in CEMIG, that is to say 98,321,592 nominal common shares issued by Cemig, representing 32.96% of the voting stock and 14.41% of the total capital of CEMIG.

 

91



Table of Contents

 

We emphasize that this transaction does not change the composition of the stockholding control nor the administrative structure of Cemig.

 

Prior-year adjustment in a subsidiary

 

With the intention of harmonizing accounting practices between the companies of the Cemig Group, the Company posted directly in Stockholders’ equity an adjustment of R$ 34,861, for revenue recognized by one of its subsidiaries in 2010, arising from a contract for intermediation of electricity in previous years.

 

24 . REVENUE FROM SUPPLY OF ELECTRICITY

 

This table shows supply of electricity by type of consumer:

 

 

 

(Not reviewed by external auditors)

 

 

 

 

 

 

 

Number of consumers (*)

 

MWh (*)

 

R$

 

 

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

Residential

 

9,470,694

 

9,267,800

 

7,343,299

 

7,258,610

 

3,547,737

 

3,374,600

 

Industrial

 

87,210

 

87,086

 

18,149,884

 

16,751,048

 

2,959,010

 

2,771,419

 

Commercial, services and others

 

880,546

 

867,675

 

4,558,053

 

4,553,494

 

2,011,813

 

1,984,772

 

Rural

 

524,819

 

465,213

 

1,859,940

 

1,654,615

 

476,010

 

407,373

 

Public authorities

 

68,747

 

65,971

 

789,045

 

781,589

 

342,984

 

335,310

 

Public illumination

 

3,702

 

3,323

 

907,086

 

920,208

 

231,676

 

227,293

 

Public service

 

9,853

 

9,752

 

1,009,757

 

995,127

 

296,769

 

286,497

 

Subtotal

 

11,045,571

 

10,766,820

 

34,617,064

 

32,914,691

 

9,865,999

 

9,387,264

 

Own consumption

 

1,183

 

1,164

 

39,552

 

38,291

 

 

 

Low-income subsidy (1)

 

 

 

 

 

99,486

 

110,896

 

Retail supply not invoiced, net

 

 

 

 

 

(29,056

)

(62,740

)

 

 

11,046,754

 

10,767,984

 

34,656,616

 

32,952,982

 

9,936,429

 

9,435,420

 

Supply to other concession holders (**)

 

90

 

86

 

10.098.398

 

9.737.282

 

1.093.238

 

1.106.045

 

Transactions in energy on the CCEE

 

 

 

3.971.052

 

2.009.456

 

106.054

 

121.215

 

Sales under the Proinfa program

 

 

 

39.400

 

 

10.811

 

 

Effect of the Final Tariff Review (2)

 

 

 

 

 

71.302

 

(137.458

)

Additional charge — Law 12111/09

 

 

 

 

 

3.113

 

 

Total

 

11.046.844

 

10.768.070

 

48.765.466

 

44.699.720

 

11.220.947

 

10.525.222

 

 


(*) The “Number of consumers” column includes 100% of the consumers of Light.

The MWh column includes a proportion of the total electricity sold by Light, in proportion to the Company’s stockholding.

(**) Includes Regulated Market Electricity Sale Contracts (CCEARs) and “bilateral contracts” with other agents.

 

(1)  Revenue recognized arising from the subsidy from Eletrobrás, for the discount given on tariffs charged to low-income consumers. The amounts have been homologated by Aneel and are reimbursed by Eletrobrás.

 

(2)  Amount recognized, as counterpart to a regulatory liability, due to homologation of the Final Result of the Company’s Tariff Review, in March 2009. The amount of R$ 71,302 refers to the amortization of the regulatory liabilities in January-March 2010. See complementary explanations in Note 32.

 

92



Table of Contents

 

25 . REVENUE FROM USE OF THE NETWORK – FREE CONSUMERS

 

 

 

Consolidated

 

 

 

30/09/2010

 

30/09/2009

 

 

 

 

 

 

 

Tariff for Use of the Electricity Distribution Systems (TUSD)

 

1.115.336

 

845.477

 

Revenue from use of the basic grid

 

874.066

 

521.393

 

System connection revenue

 

77.101

 

97.395

 

Review of the transmission tariff

 

(64.586

)

136.657

 

 

 

2.001.917

 

1.600.922

 

 

The revenue from the Tariff for Use of the Distribution System – TUSD – refers basically to the charging of a tariff for the use of the distribution network on sales of electricity to Free Consumers.

 

Revenue from Use of the Basic Grid refers to the tariff charged to agents in the electricity sector, including Free Consumers connected to the high voltage network, for use of that part of the National transmission Grid that is owned by the Company. Supply of electricity to the Brazilian grid system is recorded when it takes place, and invoiced monthly, in accordance with the payments specified by the concession contract. Under some of these contracts the revenue to be reimbursed in the last 15 years of the concession will be 50% less than in the first 15 years. The company recognizes the payments received under these concessions in accordance with each contract.

 

26 . OTHER OPERATIONAL REVENUES

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

 

 

 

 

 

 

 

 

 

 

Supply of gas

 

291.611

 

234.063

 

 

 

Charged service

 

12.368

 

12.887

 

 

 

Telecoms service

 

93.053

 

90.076

 

 

 

Services provided

 

53.937

 

41.178

 

10

 

 

Rental and leasing

 

46.804

 

50.035

 

328

 

267

 

Other

 

614

 

10.481

 

 

 

 

 

498.387

 

438.720

 

338

 

267

 

 

 

93



Table of Contents

 

27 . DEDUCTIONS FROM OPERATIONAL REVENUES

 

 

 

Consolidated

 

 

 

 

 

30/09/2009

 

 

 

30/09/2010

 

Reclassified

 

 

 

 

 

 

 

Taxes on revenue

 

 

 

 

 

ICMS tax

 

2.326.801

 

2.226.919

 

Cofins tax

 

1.019.325

 

911.516

 

PIS and Pasep taxes

 

218.630

 

185.907

 

Others

 

3.697

 

2.705

 

 

 

3.568.453

 

3.327.047

 

Charges to the consumer

 

 

 

 

 

Global Reversion Reserve – RGR

 

142.477

 

141.911

 

Energy Efficiency Program – P.E.E.

 

32.917

 

28.854

 

CDE – Energy Development Account

 

344.919

 

300.445

 

Fuel Consumption Account – CCC

 

491.221

 

376.108

 

Research and Development – P&D

 

26.050

 

22.443

 

National Scientific and Technological Development Fund

 

23.079

 

22.404

 

Energy system expansion research – EPE (Mining and Energy Ministry)

 

11.911

 

11.150

 

Emergency Capacity Charge

 

15.235

 

11.866

 

0.30% additional payment (Law 12111/09)

 

17.154

 

 

 

 

1.104.963

 

915.181

 

 

 

4.673.416

 

4.242.228

 

 

Cemig pays the ICMS tax applicable to “Portion A” in accordance with the invoicing of the amounts on customers’ electricity bills.

 

28 . OPERATIONAL COSTS AND EXPENSES

 

 

 

Consolidated

 

Holding company

 

 

 

 

 

30/09/2009

 

 

 

 

 

OPERATIONAL COSTS AND EXPENSES (REVENUES)

 

30/09/2010

 

Reclassified

 

30/09/2010

 

30/09/2009

 

 

 

 

 

 

 

 

 

 

 

Personnel (a)

 

858.094

 

1.024.354

 

29.245

 

25.560

 

Post-employment obligations

 

126.457

 

105.760

 

9.408

 

4.252

 

Materials

 

88.704

 

79.232

 

282

 

230

 

Raw materials

 

 

4.070

 

 

 

Outsourced services

 

638.706

 

531.908

 

7.139

 

9.676

 

Energy bought for resale (b)

 

3.023.885

 

2.529.469

 

 

 

Depreciation and amortization

 

610.975

 

517.204

 

127

 

140

 

Royalties for use of water resources

 

113.444

 

114.984

 

 

 

Provisions (reversals) for operational losses (c)

 

173.861

 

88.765

 

(101.861

)

(30.557

)

Charges for the use of the basic transmission grid

 

598.012

 

612.627

 

 

 

Gas purchased for resale

 

162.685

 

128.610

 

 

 

Other operational expenses, net (d)

 

252.845

 

214.444

 

12.275

 

17.648

 

 

 

6.647.668

 

5.951.427

 

(43.385

)

26.949

 

 

 

 

Consolidated

 

Holding company

 

(a) PERSONNEL COSTS AND EXPENSES

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

 

 

 

 

 

 

 

 

 

 

Remuneration and salary-related charges and expenses

 

772.385

 

787.985

 

22.545

 

15.453

 

Supplementary pension contributions – Defined Contribution plan

 

45.058

 

45.963

 

2.861

 

2.155

 

Assistance benefits

 

89.732

 

87.926

 

2.492

 

2.038

 

 

 

907.175

 

921.874

 

27.898

 

19.646

 

 

 

 

 

 

 

 

 

 

 

The PPD Voluntary Retirement Program

 

 

(486

)

 

(8

)

The PDV Temporary Voluntary Retirement Program

 

21.992

 

201.389

 

1.347

 

5.922

 

(-) Personnel costs transferred to Works in progress

 

(71.073

)

(98.423

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

858.094

 

1.024.354

 

29.245

 

25.560

 

 

94



Table of Contents

 

The PDV Temporary Voluntary Retirement Program

 

In April 2009 Cemig put in place a temporary Voluntary Retirement Program — named the PDV — which was joined by 1,221 employees. The financial incentive for employees who subscribed to the PDV program was an indemnity varying between 3 and 16 times the employee’s monthly remuneration, according to criteria set in the Program’s regulations, among which the main factor is the time of contribution remaining for qualification for full retirement benefits under the National Social Security program. Another of the incentives is payment of the contribution to the pension fund and the National Social Security System up to the date when the employee would meet the requirements for retirement benefits under the National Social Security System (limited to 5 years), and deposit of the extra payment of 40% on the balance of the FGTS fund (the payment that would be obligatory if the contract were being rescinded by the employer).

 

Additionally, Cemig guarantees full payment of the costs of the Group Life Insurance Plan (for 6 months) and the Health Plan (for 12 months), from the date of the employee leaving the Company, which must be between June 2009 and September 2010.

 

 

 

Consolidated

 

(b) ENERGY BOUGHT FOR RESALE

 

30/09/2010

 

30/09/2009

 

 

 

 

 

 

 

From Itaipu Binacional

 

1.050.820

 

819.116

 

Spot market

 

166.914

 

212.737

 

Proinfa (the Alternative Energy Sources Program)

 

156.807

 

122.879

 

(Reimbursement of CVA) – “Initial Contracts”

 

(197.025

)

 

‘Bilateral Contracts’

 

330.402

 

439.239

 

Electricity acquired at auction in Regulated Market

 

1.604.473

 

985.923

 

‘Portion A’

 

151.048

 

143.829

 

Credits of Pasep and Cofins taxes

 

(239.554

)

(194.254

)

 

 

3.023.885

 

2.529.469

 

 

The ‘Portion A’ amounts refer to transfer to the Income statement of the respective amounts received in the tariff. See information in Explanatory Note 06.

 

 

 

Consolidated

 

Holding company

 

c) OPERATIONAL PROVISIONS

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

 

 

 

 

 

 

 

 

 

 

Pension plan premiums

 

(8.861

)

(5.003

)

(395

)

(217

)

Provision (reversal) for doubtful receivables

 

75.709

 

108.632

 

 

(2.367

)

Provision for labor-law contingencies

 

(9.335

)

(3.544

)

(11.921

)

(4.895

)

Provision for Aneel administrative proceedings

 

11.037

 

3.175

 

2.193

 

982

 

Provision for legal contingencies – civil actions

 

(53.442

)

9.923

 

(54.184

)

9.923

 

Provision (Reversal) for civil actions on tariff increases

 

126.273

 

(29.227

)

(38.711

)

(29.227

)

Inflationary profit

 

(3.970

)

249

 

(3.970

)

249

 

Other provisions (reversals)

 

36.450

 

4.560

 

5.127

 

(5.005

)

 

 

173.861

 

88.765

 

101.861

 

(30.557

)

 

 

 

Consolidated

 

Holding company

 

(d) OTHER OPERATIONAL EXPENSES, NET

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

Leasings and rentals

 

38.641

 

27.694

 

593

 

571

 

Advertising and marketing

 

21.019

 

16.310

 

87

 

227

 

Own consumption of electricity

 

7.960

 

11.022

 

 

 

Subsidies and donations

 

23.766

 

23.376

 

2.754

 

720

 

Aneel inspection charge

 

33.870

 

31.542

 

 

 

(*) License Charge for Occupation of Highway Lands.

 

27.114

 

27.304

 

 

 

Concessions for consideration

 

16.608

 

8.121

 

 

 

Taxes and charges (IPTU, IPVA and others)

 

16.003

 

13.064

 

222

 

89

 

Insurance

 

9.064

 

4.764

 

933

 

116

 

CCEE Contribution

 

3.648

 

3.480

 

3

 

 

Forluz – Current Administration expense

 

7.647

 

9.072

 

464

 

443

 

Other expenses

 

47.505

 

38.695

 

7.219

 

15.482

 

 

 

252.845

 

214.444

 

12.275

 

17.648

 

 

95



Table of Contents

 

29 . NET FINANCIAL REVENUE (EXPENSES)

 

 

 

Consolidated

 

Holding company

 

 

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

FINANCIAL REVENUES

 

 

 

 

 

 

 

 

 

Revenue from cash investments

 

286.287

 

183.144

 

34.071

 

14.560

 

Arrears penalty payments on electricity bills

 

103.108

 

139.464

 

 

 

Interest and monetary updating on accounts receivable from the Minas Gerais state government

 

111.086

 

116.963

 

 

 

Monetary updating of CVA

 

10.854

 

28.822

 

 

 

Monetary updating on items under the General Agreement for the Electricity Sector

 

9.434

 

35.261

 

 

 

FX variations

 

43.517

 

118.586

 

2

 

21

 

Pasep and Cofins taxes on financial revenues

 

(26.254

)

(27.450

)

(26.410

)

(26.047

)

Gains on financial instruments

 

3.638

 

306

 

 

 

Adjustment to present value

 

14.298

 

1.486

 

 

 

FIDC revenues

 

 

 

40.410

 

35.966

 

Monetary updating on taxes offsetable

 

79.611

 

51.209

 

5.129

 

10.257

 

Other

 

40.966

 

36.933

 

7.817

 

3.857

 

 

 

676.545

 

684.724

 

61.019

 

38.614

 

FINANCIAL EXPENSES

 

 

 

 

 

 

 

 

 

Costs of loans and financings

 

(791.696

)

(549.177

)

(5.361

)

(6.823

)

Monetary updating on items under the General Agreement for the Electricity Sector

 

 

(2.663

)

 

 

Monetary updating of CVA

 

(34.390

)

306

 

 

 

FX variations

 

(24.493

)

(16.669

)

(101

)

(11

)

Monetary updating on loans and financings

 

(82.228

)

(5.539

)

 

 

Adjustment to present value

 

(547

)

(7.400

)

 

 

Losses on financial instruments

 

(10.594

)

(80.442

)

 

 

Reversal of provision for PIS and Cofins tax on Revenue

 

 

7.915

 

 

 

Amortization of goodwill on investments

 

(47.714

)

(16.932

)

(35.286

)

(16.352

)

Other

 

(118.219

)

(95.431

)

(2.296

)

(5.611

)

 

 

(1.109.881

)

(766.032

)

(43.064

)

(28.797

)

 

 

 

 

 

 

 

 

 

 

NET FINANCIAL REVENUE (EXPENSES)

 

(433.336

)

(81.308

)

17.975

 

9.817

 

 

The Pasep and Cofins expenses apply to financial revenues on regulatory assets and Interest on Equity.

 

 

96



Table of Contents

 

30 . TRANSACTIONS WITH RELATED PARTIES

 

The principal balances and transactions with related parties of Cemig and its subsidiaries are:

 

 

 

Consolidated and Holding company

 

 

 

ASSETS

 

LIABILITIES

 

REVENUES

 

EXPENSES

 

COMPANIES

 

30/09/2010

 

31/06/2010

 

30/09/2010

 

31/06/2010

 

30/09/2010

 

30/09/2009

 

30/09/2010

 

30/09/2009

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Distribuição S.A. (“Cemig D”)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Equity, and dividends

 

229,559

 

173,220

 

 

 

 

 

 

 

Affiliates and subsidiaries / parent company

 

3

 

3

 

1,647

 

1,627

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Geração e Transmissão S.A. (“Cemig GT”)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Equity, and dividends

 

186,234

 

110,347

 

 

 

 

 

 

 

Affiliates and subsidiaries / parent company

 

 

 

2,671

 

2,661

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Light S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Equity, and dividends

 

92,686

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Minas Gerais state government

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumers and traders (1)

 

1,500

 

1,450

 

 

 

63,495

 

58,929

 

 

 

Taxes offsetable – ICMS – current (2)

 

220,226

 

212,941

 

294,472

 

309,549

 

(1,974,454

)

(1,844,119

)

 

 

Accounts receivable from Minas Gerais state gov. – CRC (3)

 

1,792,189

 

1,830,892

 

 

 

111,086

 

116,963

 

 

 

Taxes offsetable – ICMS – Non-current (2)

 

64,868

 

65,464

 

 

 

 

 

 

 

Consumers and traders (4)

 

 

 

50,361

 

 

 

 

 

 

 

Interest on Equity, and dividends

 

 

 

103,691

 

103,691

 

 

 

 

 

Debentures (5)

 

 

 

40,476

 

39,301

 

 

 

(3,422

)

(3,193

)

Receivables fund (6)

 

 

 

864,839

 

911,777

 

 

 

 

 

Financings – Minas Gerais Development Bank (7)

 

 

 

13,949

 

16,787

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forluz

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Post-employment obligations – Current (8)

 

 

 

76,529

 

80,137

 

 

 

(110,297

)

(95,069

)

Post-employment obligations – Non-current (8)

 

 

 

1,037,033

 

1,047,049

 

 

 

 

 

Others

 

 

 

7,059

 

18,389

 

 

 

 

 

Personnel (9)

 

 

 

 

 

 

 

(45,058

)

(45,963

)

Current administration expense (10)

 

 

 

 

 

 

 

(7,647

)

(9,072

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Andrade Gutierrez S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Light for Everyone program - Current

 

11,487

 

10,817

 

403

 

6,671

 

 

 

 

 

Light for Everyone program - Non-current

 

 

 

2,923

 

526

 

 

 

 

 

Other credits (11)

 

 

 

15,825

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Others

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Equity

 

124,110

 

137,578

 

 

 

 

 

 

 

Affiliates and subsidiaries / parent company

 

6,691

 

9,418

 

 

 

 

 

 

 

 


Main material comments on the above transactions:

 

(1)

 

Refers to sale of energy to the government of the State of Minas Gerais — transactions are made on terms equivalent to those that prevail in the transactions with independent parties, considering that the price of the energy is that set by Aneel through a Resolution referring to the company’s annual Tariff Adjustment.

(2)

 

The transactions with ICMS tax posted in the financial statements refer to transactions for sale of electricity and are carried out in accordance with the specific legislation of the State of Minas Gerais.

(3)

 

Injection of the credits of the CRC into a Receivables Fund, in senior and subordinated units. See information in Explanatory Note 13.

(4)

 

A substantial portion of the amount refers to the renegotiation of a debit originating from the sale of energy to Copasa, with payment scheduled up to September 2012, and financial updating by the IGP—M inflation index + 0.5% per month.

(5)

 

Private issue of R$ 120,000 in non-convertible debentures, updated by the IGP—M inflation index, for completion of the Irapé hydroelectric plant, with redemption 25 years from the issue date. The amount at June 30, 2010 was adjusted to present value, as per Explanatory Note 19.

(6)

 

Senior units owned by third parties, in the amount of R$ 900,000, amortized in 20 half-yearly installments, from June 2006, with monetary updating by the CDI rate plus interest of 1.7% p.a. See information in Explanatory Note 13.

(7)

 

Financings of the subsidiaries Transleste, Transudeste and Transirapé with maturity in 2019 (TJLP long-term interest rate + 4.5% p.a. and UMBndes 4.54% p.a.), and of Transleste, in 2017 and 2025 (rates 5% p.a. and 10% p. a.).

(8)

 

Part of the contracts of Forluz are adjusted by the IPCA (Expanded Consumer Price) Inflation Index of the IBGE (Brazilian Geography and Statistics Institute), and part are adjusted based on the Salary Adjustment Index of the employees of Cemig, Cemig GT and Cemig D, excluding productivity factors, plus 6% p.a., with amortization up to 2024. See information in Explanatory Note 21.

 

97



Table of Contents

 

(9)

 

Cemig’s contributions to the Pension Fund related to the employees participating in the Mixed Plan (see Explanatory Note 21), calculated on the monthly remunerations, in accordance with the Regulations of the Fund.

 

 

 

(10)

 

Funds for annual current administrative costs of the Pension Fund, in accordance with the specific legislation of the sector. The amounts are estimated as a percentage of the Company’s total payroll.

 

 

 

(11)

 

Amount received from the Stockholder, as a result of Cemig’s waiver of exercise of the option to purchase generation assets of Light.

 

For more information on the main transactions, see Explanatory Notes 4, 10, 13, 19, 21, 24, 28 and 29.

 

31 . FINANCIAL INSTRUMENTS

 

The Company’s financial instruments comprise only: Cash and cash equivalents, Consumers and traders, Amounts receivable from the Minas Gerais State Government, Loans and financings, Obligations under debentures, and currency swaps; the gains and losses obtained on the transactions are registered in full by the accrual method.

 

The Company’s financial instruments were recorded at fair value and are classified as follows:

 

·                  Financial instruments measured at fair value via the income statement: In this category are Cash investments and Derivative investments (mentioned in item “b”). They are valued at fair value and the gains or losses are recognized directly in the Income statement.

 

·                  Receivables: In this category are credits receivable from consumers and traders, and credits receivable from the Government of Minas Gerais State. They are recognized at their nominal realization value, similar to the fair values.

 

·                  Loans and financings, and Obligations under debentures: These are measured at the amortized cost using the effective interest rates method.

 

·                  Derivative financial instruments: These are valued at fair value and the gains or losses are recognized directly in the income statement.

 

a) Management of risks

 

Management of corporate risks is a management tool that is part of Corporate Governance practices and aligned with the process of planning, which sets the strategic objectives of the Company’s business.

 

The Company has a Financial Risks Management Committee, the purpose of which is to implement guidelines and monitor the financial risk of transactions that might negatively affect the Company’s liquidity or profitability, recommending hedge protection strategies in relation to foreign exchange, interest rate and inflation risks. These have effects that are in line with the Company’s strategy.

 

The key aim of the Financial Risks Management Committee is to give predictability to the Company’s cash flow and position for a maximum of 12 months, taking into account the economic scenario published by a firm of external consultants.

 

98



Table of Contents

 

The principal risks to which the Company is exposed are as follows:

 

Exchange rate risk

 

Cemig and its subsidiaries and jointly-controlled subsidiaries as a whole are exposed to the risk of increase in exchange rates, especially of the US dollar against the real, with significant impact on indebtedness, profit and cash flow. To reduce the Company’s exposure to increases in exchange rates, on June 30, 2010 Cemig had hedge transactions contracted, which are described in more detail in item “b”.

 

The net exposure to exchange rates is as follows:

 

 

 

Consolidated and Holding

 

EXPOSURE TO FOREIGN EXCHANGE RATES (Note 19)

 

30/09/2010

 

31/06/2010

 

 

 

 

 

 

 

US dollar

 

 

 

 

 

Loans and financings

 

189,257

 

210,295

 

(+/–) Contracted hedges / swaps

 

(47,568

)

(50,581

)

 

 

141,689

 

159,714

 

Euro

 

 

 

 

 

Loans and financings

 

13,899

 

14,472

 

 

 

 

 

 

 

Other foreign currencies

 

 

 

 

 

Loans and financings

 

 

 

 

 

Others

 

2,804

 

3,047

 

Net liability exposure

 

158,392

 

177,233

 

 

Sensitivity analysis

 

Based on its financial consultants the Company estimates that, in a probable scenario, the appreciation of the exchange rates of foreign currencies against the Real on September 30, 2011 will be 3.51% (i.e. the Dollar would be at R$ 1.768 and the Euro at R$ 2.25). The Company has made a sensitivity analysis of the effects on its results arising from increases of 25% and 50% in the exchange rate, in relation to the scenario that it rates as “probable” — designating these alternative scenarios as “possible” and “remote”, respectively.

 

Risk: FX exposure

 

Base scenario
30/09/2010

 

“Probable”
scenario

 

“Possible” scenario:
FX depreciation 25%

 

“Remote” scenario:
FX depreciation 50%

 

 

 

 

 

 

 

 

 

 

 

US dollar

 

 

 

 

 

 

 

 

 

Loans and financings

 

189,257

 

197,501

 

246,876

 

296,252

 

(–) Contracted hedges and swaps

 

(47,568

)

(49,640

)

(62,050

)

(74,460

)

 

 

141,689

 

147,861

 

184,826

 

221,792

 

Other foreign currencies

 

 

 

 

 

 

 

 

 

Loans and financings

 

 

 

 

 

 

 

 

 

Euro

 

13,899

 

13,536

 

16,920

 

20,303

 

Other

 

2,804

 

2,846

 

3,561

 

4,275

 

Net liability exposure

 

158,392

 

164,243

 

205,307

 

246,370

 

 

 

 

 

 

 

 

 

 

 

Net effect of exchange rate depreciation

 

 

 

(5,851

)

(46,915

)

(87,978

)

 

99



Table of Contents

 

Interest rate risk

 

Cemig and its subsidiaries are exposed to the risk of increase in international interest rates, affecting loans and financings in foreign currency with floating interest rates (principally Libor), in the amount of R$ 47,983 (R$ 42,691 on June 30, 2009).

 

As to the risk of increase in domestic Brazilian interest rates, the Company’s exposure arises from its net liabilities indexed to variation in the Selic and CDI rates, as follows:

 

 

 

Consolidated

 

EXPOSURE TO BRAZILIAN INTEREST RATES

 

30/09/2010

 

30/06/2010

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Cash investments (Note 3)

 

4,085,894

 

3,664,024

 

Regulatory assets (Note 5)

 

483,295

 

482,629

 

 

 

4,569,189

 

4,146,653

 

Liabilities

 

 

 

 

 

Loans, financings and debentures (Note 19).

 

(7,064,547

)

(7,193,741

)

Regulatory assets (Note 5)

 

(648,278

)

(576,415

)

Contracted hedges / swaps (Note 31)

 

(47,568

)

(50,581

)

 

 

(7,760,393

)

(7,820,737

)

Net liability exposure

 

(3,192,204

)

(3,674,084

)

 

Sensitivity analysis

 

In relation to the most significant risk of increase in interest rates, the Company estimates that, in a probable scenario, the Selic rate on September 30, 2011 will be 10.75%. The Company has made a sensitivity analysis of the effects on its results arising from increases of 25% and 50% in the Selic rate, in relation to the scenario that it considers as “Probable” — designating these alternative scenarios as “Possible” and “Remote”, respectively. Variation in the CDI rate accompanies the variation in the Selic rate.

 

Estimation of the Scenarios for the path of interest rates will take into account the projection of the Company’s basic, optimistic and pessimistic scenarios, as described in the Hedging Policy.

 

Risk: Increase in Brazilian domestic interest
rates

 

Base scenario:
Selic 10.75%

 

“Probable”
scenario: Selic
10.75%

 

“Possible”
scenario: Selic
13.4375%

 

“Remote”
scenario: Selic
16.125%

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

Cash investments

 

4,085,894

 

4,525,128

 

4,634,936

 

4,744,744

 

Regulatory assets

 

483,295

 

535,249

 

548,238

 

561,226

 

 

 

4,569,189

 

5,060,377

 

5,183,174

 

5,305,970

 

Liabilities

 

 

 

 

 

 

 

 

 

Loans, financings and debentures

 

(7,064,547

)

(7,823,986

)

(8,013,846

)

(8,203,705

)

Regulatory liabilities

 

(648,278

)

(717,968

)

(735,390

)

(752,813

)

Contracted hedge / swap transactions

 

(47,568

)

(52,682

)

(53,960

)

(55,238

)

 

 

(7,760,393

)

(8,594,636

)

(8,803,196

)

(9,011,756

)

Net liability exposure

 

(3,192,204

)

(3,534,259

)

(3,620,022

)

(3,705,786

)

Net effect of the variation in the Selic rate

 

 

(342,055

)

(428,818

)

(514,582

)

 

Credit risk

 

The risk arising from the possibility of Cemig and its subsidiaries incurring losses as a result of difficulty in receiving amounts billed to its clients is considered to be low. The Company carries out monitoring for the purpose of reducing default, on an individual basis, with its consumers. Negotiations are also entered into for receipt of any receivables in arrears.

 

100



Table of Contents

 

In relation to the risk of the Company suffering losses resulting from a financial institution where it makes deposits being declared insolvent, a Cash Investment Policy was approved, and is in force since 2004, in which each institution is analyzed according to criteria of current liquidity, degree of leverage, degree of default, profitability, and costs, and also analysis by three financial risk rating agencies. The institutions receive maximum limits of allocation of funds, and these are reviewed, both periodically and also in the event of any change in the macroeconomic scenarios of the Brazilian economy.

 

Energy scarcity risk

 

The electricity sold is generated, substantially, by hydroelectric power plants. A prolonged period of scarcity of rainfall could result in reduction of the volume of water in the reservoirs of the generation plants, limiting recovery of their volume, and resulting in losses as a result of increased costs in the acquisition of electricity, or reduction of revenues in the event of adoption of another rationing program, like the one put in place in 2001.

 

Risk of early maturity of debt

 

The Company has contracts for loans and financings with restrictive covenant clauses normally applicable to these types of transaction, related to complying with economic and/or financial indices, cash flow and other indicators. Non-compliance with these covenants could result in early maturity of debts. On September 30, 2010 these clauses were complied with, as stated in Explanatory Note 19.

 

Risk of non-renewal of concessions

 

The Company has concessions for commercial operation of generation, transmission and distribution services, and its Management expects that they will be renewed by Aneel and/or the Mining and Energy Ministry. If the regulatory bodies do not grant the applications for renewals of these concessions, or if they decide to renew them upon imposition of additional costs for the Company (“concessions for consideration”) or setting of a price ceiling, the present levels of profitability and activity could be altered.

 

The Company has not suffered any significant negative impact as a result of events related to the risks described above.

 

b) Financial instruments — Derivatives

 

The derivative instruments contracted by Cemig and its subsidiaries have the purpose of protecting their operations against the risks arising from foreign exchange variation and are not used for speculative purposes.

 

The principal amounts of the transactions in derivatives are not posted in the Balance sheet, since they refer to transactions that do not require cash payments of the principal: only the gains or losses that actually occur are recorded. On September 30, 2010 the net result of these transactions was a loss of R$ 6,956 (vs. loss of R$ 80,136 on September 30, 2009), recorded in Financial revenues (expenses).

 

101



Table of Contents

 

The Company has a Financial Risks Management Committee, created to monitor the financial risks in relation to volatility and trends of inflation indices, exchange rates and interest rates that affect its financial transactions and which could negatively affect its liquidity and profitability. This Committee aims, when implementing Action Plans, to set Guidelines for proactive operation in the environment of financial risks.

 

Method of calculation of the fair value of positions

 

The fair value of cash investments has been calculated taking into consideration the market prices of each security, or market information that makes such calculation possible, and future interest rates and FX rates applying to similar securities. The market value of the security corresponds to its value at maturity, brought to present value by the discount factor obtained from the market yield curve in Reais.

 

This table shows the derivative instruments contracted by the subsidiaries Cemig Distribuição e Madeira Energia on September 30, 2010.

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized loss

 

Accumulated effect

 

Receivable by

 

Payable by the

 

Maturities —

 

Trading

 

Value of principal
contracted

 

Amount acccording to
contract

 

Fair value

 

Amount
received

 

Amount paid

 

the Company

 

Company

 

period

 

market

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/06/2010

 

30/09/2010

 

30/09/2010

 

Cemig D

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FX variation + rate
(5.58% p.a. to 7.14% p.a.)

 

R$
100% of the CDI + rate (1.5% p.a. to 3.01% p.a.)

 

From
04/2009
until
06/2013

 

Over-the-
counter

 

USD

28,077

 

USD

28,077

 

(66,856

)

(59,928

)

(66,406

)

(61,099

)

 

(22,327

)

Madeira Energia S.A

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

R$: IGP—M index

 

R$: 5.86%
fixed -
rate

 

In 12/2012

 

Over-the- counter

 

R$

120,000

 

R$

120,000

 

202

 

466

 

202

 

466

 

32,232

 

(32,327

)

 

 

 

 

 

 

 

 

 

 

 

 

(66,654

)

(59,462

)

(66,204

)

(60,633

)

32,232

 

(54,654

)

 

Additionally, the jointly-controlled subsidiary Light uses swap transactions to reduce foreign exchange variation risk. The unrealized net value of these transactions on September 30, 2010 was negative at R$ 855 (R$ 1,365 on September 30, 2009).

 

The counterparty in the derivatives transactions of Cemig Distribuição and Madeira Energia is Banco Santander—ABN, and the contracts are for FX and indexor swaps.

 

102



Table of Contents

 

Sensitivity analysis

 

The derivative instrument described above shows that the Company is exposed to variation in the CDI rate. The Company estimates that the CDI rate on September 30, 2010 will be 10.75%. The Company has made a sensitivity analysis of the effects on its results arising from increases in the Selic rate of 25% and 50%, respectively, in relation to September 30, 2010 — scenarios which we consider to be “possible” and “remote”, respectively. In these scenarios, the CDI rate at September 30, 2011 would be, respectively: 13.4375%, and 16.125%.

 

 

 

Base scenario:
Selic 10.75%

 

“Probable”
scenario: Selic
10.75%

 

“Possible”
scenario
Selic 13.4375%

 

“Remote”
scenario:
Selic 16.125%

 

 

 

 

 

 

 

 

 

 

 

Risk: Rise in Brazilian domestic interest rates

 

 

 

 

 

 

 

 

 

Contracts updated at 100.00% of CDI rate

 

47,568

 

52,682

 

53,960

 

55,238

 

Net effect of the variation in the CDI rate

 

 

(5,114

)

(6,392

)

(7,670

)

 

 

 

 

 

 

 

 

 

 

Risk: Increase in US$ exchange rate

 

 

 

 

 

 

 

 

 

Contracts updated at 100.00% of CDI rate

 

47,568

 

49,640

 

62,050

 

74,460

 

Net effect of variation of US$

 

 

(2,072

)

(14,482

)

(26,892

)

Net effect

 

 

(3,041

)

8,090

 

19,222

 

 

Value and type of margin guarantees

 

The Company does not make margin deposits for derivative instruments.

 

 

103



Table of Contents

 

32 . FINAL RESULT OF THE SECOND TARIFF REVIEW, AND THE TARIFF ADJUSTMENT, OF CEMIG D

 

2010 Tariff Review

 

On April 6, 2010 Aneel published the result of the annual Tariff Adjustment of Cemig D. The impact on the Company’s tariffs was an average increase of 1.67%, from April 8, 2010.

 

On March 26, 2010, Aneel published a Technical Note with details of the Tariff Adjustment of Cemig D. The principal adjustments that affected the Company’s 2010 Income statement as a result of this announcement were the following:

 

Item

 

Adjustments (1Q 2010)

 

Write-off of CVA — prior years

 

(70,889

)

Additional low-income consumers subsidy — Tariff adjustments of 2008 and 2009

 

106,388

 

Write-off of regulatory asset: Pasep and Cofins taxes

 

(46,240

)

Financial balance of prior years to be offset

 

(30,573

)

Total

 

(41,314

)

 

The writing off of the CVA balance relating to prior years, shown in the table above, in the amount of R$ 70,889, is due to residual balances of CVA which, in the Company’s judgment, were not fully covered in the past tariff adjustments. This difference was not included in the 2010 Tariff Adjustment Index (IRT) in spite of the administrative appeal made by the company to Aneel for this purpose.

 

The amount written off referring to Financial balance to be offset, of previous business years, in the amount of R$ 30,573, refers to the revision by Aneel of the amount included in the tariff in a previous business year relating to CVA, with the identification of excess amount passed through, that was compensated for in the IRT of 2010.

 

The amounts transferred to the Income statement relating to the adjustments mentioned above are shown in the table below:

 

Item

 

CVA
30/09/2010

 

Financial
balance
30/09/2010

 

Deductions from operational revenues

 

 

 

 

 

- CDE — Energy Development Account

 

(8,556

)

224

 

- Fuel Consumption Account — CCC

 

(6,354

)

(3,274

)

 

 

(14,910

)

(3,050

)

Operational costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

- Energy bought for resale

 

 

 

 

 

Spot market

 

(22,262

)

(2,013

)

Energy bought in auctions

 

143,158

 

(38,330

)

From Itaipu Binacional

 

(392,358

)

10,766

 

‘Bilateral Contracts’

 

(12,500

)

16,943

 

Proinfa (the Alternative Energy Sources Program)

 

(1,620

)

(8,320

)

Reimbursement of CVA — “Initial Contracts”

 

253,754

 

 

 

 

(31,828

)

(20,954

)

- Charges for use of the Grid

 

(21,564

)

(6,569

)

- Other expenses, net

 

 

 

 

 

Royalties for use of water resources

 

(2,587

)

 

Total

 

(70,889

)

(30,573

)

 

104



Table of Contents

 

The Tariff Review - final levels decided

 

In March 2009 Aneel homologated the final result of the Tariff Review of Cemig D, the effects of which took place from April 2008.

 

The final result of the Company’s Second Tariff Review resulted in an average reduction of 19.62%, which compares with the average reduction of 18.09% applied on a provisional basis in April 2008.

 

As a result of the homologation of the Final Tariff Review, Aneel recalculated the amounts which, in its judgment, should have been those actually recognized in the Company’s Tariff Adjustment as from April 2008.

 

The effects on the Income statement relate primarily to the reduction in the value of the “Reference Company” used as a basis for reimbursement of the Company’s controllable costs; and also to a review, by Aneel, of the criterion for calculation of the reimbursement in the tariff of the financial regulatory assets, which resulted in discounting of amounts which, in the regulator’s view, were included in excess in the Tariff Adjustment of Cemig D in 2008.

 

These amounts, totaling R$ 264,626, recorded in Current liabilities, under “Regulatory liabilities — Tariff Review”, were transferred monthly to the income statement, on a linear basis, in the period from April 8, 2009 to April 7, 2010.

 

105



Table of Contents

 

33 . FINANCIAL STATEMENTS SEPARATED BY COMPANY

 

FOR THE PERIOD ENDED SEPTEMBER 30, 2010

 

R$ ‘000

 

DESCRIPTION

 

HOLDING

 

CEMIG - GT

 

CEMIG - D

 

RME Light

 

ETEP,ENTE,
ERTE,EATE,
ECTE

 

GASMIG

 

CEMIG
TELECOM

 

SÁ CARVALHO

 

ROSAL

 

OTHERS

 

ELIMINATION

 

TOTAL

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

12,486,225

 

13,343,138

 

10,105,346

 

2,323,913

 

705,454

 

870,399

 

393,600

 

106,441

 

87,664

 

559,015

 

(9,220,094

)

31,761,100

 

Cash and cash equivalents

 

432,355

 

2,417,624

 

759,788

 

216,940

 

31,896

 

48,256

 

74,251

 

18,505

 

14,769

 

164,451

 

 

4,178,835

 

Accounts receivables

 

1,561,291

 

479,638

 

1,841,966

 

383,797

 

24,624

 

208,017

 

 

4,458

 

3,091

 

22,756

 

20,368

 

4,550,006

 

Regulatory Assets

 

 

120,190

 

406,157

 

29,460

 

 

 

 

 

 

 

 

556,026

 

Other Assets

 

401,372

 

907,206

 

2,103,568

 

461,841

 

37,971

 

68,640

 

54,589

 

15,402

 

136

 

32,729

 

(57,852

)

4,025,600

 

Investments/Fixed assets

 

10,091,207

 

9,418,480

 

4,993,868

 

1,231,875

 

610,963

 

545,486

 

264,760

 

68,076

 

69,667

 

339,079

 

(9,182,610

)

18,450,852

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

12,486,225

 

13,343,138

 

10,105,346

 

2,323,913

 

705,454

 

870,399

 

393,600

 

106,441

 

87,664

 

559,015

 

(9,220,094

)

31,761,100

 

Suppliers and Supplies

 

1,143

 

161,026

 

716,661

 

127,658

 

2,458

 

40,781

 

15,993

 

9,957

 

9,007

 

28,107

 

(83,085

)

1,029,706

 

Loans, financings and debentures

 

57,768

 

7,559,191

 

3,058,435

 

641,733

 

298,115

 

162,304

 

67,165

 

 

 

74,624

 

864,639

 

12,783,974

 

Interest on equity and dividends

 

487,062

 

186,234

 

229,559

 

92,683

 

32,047

 

1,014

 

6,970

 

9,453

 

7,208

 

68,620

 

(633,788

)

487,062

 

Post-employment obligations

 

54,305

 

250,629

 

808,628

 

245,906

 

 

 

 

 

 

 

 

1,359,467

 

Other liabilities

 

315,976

 

949,176

 

2,594,982

 

485,215

 

47,876

 

225,861

 

16,107

 

23,635

 

3,736

 

53,606

 

(185,250

)

4,531,139

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity

 

11,569,970

 

4,236,883

 

2,697,081

 

730,717

 

324,958

 

440,438

 

287,366

 

63,397

 

67,712

 

334,058

 

(9,182,610

)

11,569,970

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RESULTS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operational revenue

 

338

 

2,685,090

 

5,086,021

 

931,502

 

144,218

 

232,241

 

74,988

 

33,968

 

25,936

 

129,936

 

(296,404

)

9,047,835

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL COSTS AND EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

(29,245

)

(216,680

)

(547,696

)

(36,053

)

(4,942

)

(11,656

)

(6,104

)

(721

)

(956

)

(4,041

)

 

(858,094

)

Post-employment obligations

 

(9,408

)

(23,183

)

(77,706

)

(16,160

)

 

 

 

 

 

 

 

(126,457

)

Materials

 

(282

)

(13,124

)

(67,378

)

(5,484

)

(284

)

(884

)

(598

)

(186

)

(121

)

(363

)

 

(88,704

)

Outsourced services

 

(7,139

)

(104,183

)

(437,573

)

(54,463

)

(8,116

)

(3,800

)

(11,203

)

(2,775

)

(2,407

)

(17,168

)

10,121

 

(638,706

)

Royalties for use of water resources

 

 

(100,774

)

(8,519

)

 

 

 

 

(1,291

)

(973

)

(1,887

)

 

(113,444

)

Eletricity bought for resale

 

 

(242,333

)

(2,362,143

)

(517,893

)

 

 

 

(543

)

(1,634

)

(4,614

)

105,275

 

(3,023,885

)

Charges for use of the basic transmission network

 

 

(192,809

)

(513,446

)

(65,484

)

 

 

 

 

(2,049

)

(5,216

)

180,991

 

(598,012

)

Depreciation and amortization

 

(127

)

(222,150

)

(283,553

)

(50,460

)

(13,976

)

(4,312

)

(23,203

)

(1,674

)

(1,626

)

(9,893

)

 

(610,975

)

Operational provisions

 

101,861

 

6,230

 

(243,719

)

(28,278

)

 

 

(59

)

22

 

(225

)

(9,693

)

 

(173,861

)

Gas purchased for resale

 

 

 

 

 

 

(162,685

)

 

 

 

 

 

(162,685

)

Other expenses, net

 

(12,275

)

(70,306

)

(142,145

)

(12,498

)

(2,042

)

143

 

(8,923

)

(174

)

(282

)

(4,359

)

17

 

(252,844

)

 

 

43,385

 

(1,179,313

)

(4,683,877

)

(786,772

)

(29,359

)

(183,194

)

(50,091

)

(7,343

)

(10,274

)

(57,233

)

296,404

 

(6,647,668

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operational profit (loss) before financial revenues (expenses)

 

43,723

 

1,505,777

 

402,144

 

144,730

 

114,858

 

49,047

 

24,898

 

26,626

 

15,662

 

72,702

 

 

2,400,167

 

Financial revenues (expenses)

 

17,975

 

(318,090

)

(104,205

)

(19,245

)

(21,347

)

5,819

 

1,195

 

1,181

 

1,131

 

2,249

 

 

(433,336

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit (loss) before Income Tax, Social Contribution and employees’ profit shares

 

61,698

 

1,187,687

 

297,939

 

125,484

 

93,511

 

54,866

 

26,092

 

27,807

 

16,794

 

74,952

 

 

1,966,831

 

Income tax and Social Contribution

 

(88,585

)

(329,143

)

(31,923

)

(47,332

)

(15,211

)

(17,603

)

(6,505

)

(9,694

)

(1,417

)

(24,287

)

 

(571,701

)

Employees profit shares

 

(4,477

)

(27,396

)

(95,899

)

(3,831

)

 

 

1

 

(130

)

(88

)

(250

)

 

(132,072

)

Net profit for the period

 

(31,364

)

831,148

 

170,117

 

74,321

 

78,300

 

37,263

 

19,588

 

17,984

 

15,288

 

50,415

 

 

1,263,059

 

 

106



Table of Contents

 

34 . SUMMARY FINANCIAL STATEMENT BY ACTIVITY

 

 

 

Electricity

 

 

 

 

 

 

 

 

 

 

 

Description

 

Generation

 

Transmission

 

Distribution

 

Gas

 

Telecom

 

Others

 

Elimination

 

TOTAL

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL REVENUE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from supply of electricity

 

2,881,958

 

 

8,450,811

 

 

 

3

 

(111,826

)

11,220,947

 

Revenue for use of the network — Free Consumers

 

59,430

 

827,151

 

1,303,913

 

 

 

 

(188,577

)

2,001,917

 

Other revenues

 

16,620

 

3,881

 

80,349

 

291,611

 

93,322

 

16,174

 

(3,571

)

498,388

 

 

 

2,958,008

 

831,033

 

9,835,072

 

291,611

 

93,322

 

16,178

 

(303,973

)

13,721,251

 

DEDUCTIONS FROM OPERATIONAL REVENUE

 

(625,579

)

(149,524

)

(3,817,549

)

(59,370

)

(18,334

)

(3,060

)

 

(4,673,416

)

NET OPERATIONAL REVENUE

 

2,332,430

 

681,509

 

6,017,523

 

232,241

 

74,988

 

13,118

 

(303,973

)

9,047,835

 

OPERATIONAL COSTS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

COST OF ELECTRICITY SERVICE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Electricity bought for resale

 

(249,114

)

 

(2,880,036

)

 

 

(10

)

105,275

 

(3,023,885

)

Charges for use of Transmission and Distribution Systems

 

(207,754

)

111

 

(578,930

)

 

 

 

188,560

 

(598,012

)

Gas purchased for resale

 

 

 

 

(162,685

)

 

 

 

(162,685

)

 

 

(456,868

)

111

 

(3,458,966

)

(162,685

)

 

(10

)

293,836

 

(3,784,582

)

COST OF OPERATION

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel expenses

 

(129,998

)

(93,609

)

(583,749

)

(11,656

)

(6,104

)

(32,978

)

 

(858,094

)

Private pension plan entity

 

(23,183

)

 

(93,866

)

 

 

(9,408

)

 

(126,457

)

Material

 

(9,921

)

(4,116

)

(72,862

)

(884

)

(598

)

(323

)

 

(88,704

)

Outsourced services

 

(84,400

)

(48,547

)

(492,035

)

(3,800

)

(11,203

)

(8,842

)

10,121

 

(638,706

)

Depreciation and amortization

 

(155,768

)

(93,246

)

(334,013

)

(4,312

)

(23,203

)

(433

)

 

(610,975

)

Provisions

 

(3,268

)

(265

)

(271,997

)

 

(59

)

101,727

 

 

(173,861

)

Royalties for use of water resources

 

(104,925

)

 

(8,519

)

 

 

 

 

(113,444

)

Other

 

(54,057

)

(22,996

)

(154,644

)

143

 

(8,923

)

(12,385

)

17

 

(252,845

)

 

 

(565,520

)

(262,778

)

(2,011,683

)

(20,509

)

(50,091

)

37,359

 

10,137

 

(2,863,086

)

TOTAL COST

 

(1,022,388

)

(262,668

)

(5,470,649

)

(183,194

)

(50,091

)

37,349

 

303,973

 

(6,647,668

)

GROSS PROFIT

 

1,310,042

 

418,841

 

546,874

 

49,047

 

24,898

 

50,466

 

 

2,400,167

 

 

 

 

 

 

 

 

 

 

 

EBITDA

 

1,465,809

 

512,087

 

880,887

 

53,359

 

48,101

 

50,900

 

 

3,011,143

 

Operational profit before financial revenues (expenses)

 

1,310,042

 

418,841

 

546,874

 

49,047

 

24,898

 

50,466

 

 

2,400,167

 

NET FINANCIAL REVENUE (EXPENSES)

 

(228,006

)

(111,225

)

(123,451

)

5,819

 

1,195

 

22,331

 

 

(433,336

)

Profit before taxes and profit shares

 

1,082,036

 

307,616

 

423,423

 

54,866

 

26,092

 

72,797

 

 

1,966,831

 

Income tax and Social Contribution tax

 

(334,705

)

(59,128

)

(147,482

)

(17,603

)

(4,444

)

(81,720

)

 

(645,082

)

Deferred income tax and Social Contribution tax

 

20,147

 

606

 

68,227

 

 

(2,061

)

(13,537

)

 

73,381

 

EMPLOYEES’ PROFIT SHARES

 

(18,629

)

(8,986

)

(99,730

)

 

1

 

(4,728

)

 

(132,072

)

NET PROFIT FOR THE PERIOD

 

748,850

 

240,109

 

244,438

 

37,263

 

19,588

 

(27,188

)

 

1,263,059

 

 

107



Table of Contents

 

CONSOLIDATED ECONOMIC AND FINANCIAL PERFORMANCE

 

A.   Performance in the 9 months to September 30, 2010 (“9M10”)

 

Profit in the period

 

In January through September 2010 (9M10), Cemig reported consolidated net profit of R$ 1,263,059, 11.49% less than the consolidated net profit of R$ 1,427,074 reported for January through September 2009 (9M09). The reduction mainly reflects non-recurring items in 2010 and 2009, and an increase in net financial expenses from R$ 81,308 in 2009 to R$ 433,336 in 2010, as described in more detail in this report.

 

As a positive item in the result for 2010, we highlight the result of consolidation of the Companies acquired by Cemig GT in 2009 — Taesa and Lightger — which contributed an aggregate R$ 94,244 to the Company’s net profit.

 

Ebitda (method of calculation not reviewed by external auditors)

 

Cemig’s Ebitda in 9M10 was 4.25% higher than in 9M09. Adjusted for non-recurring items, Ebitda was 7.41% higher year-on-year.

 

The higher Ebitda in 9M10 than in 9M09 mainly reflects Net operational revenue 8.71% higher, partially offset by Operational costs and expenses (excluding Depreciation and amortization) 11.70% higher. Higher operational costs and expenses were reflected in Ebitda margin, which was 33.28% in 9M10, compared to 34.71% in 9M09.

 

The main non-recurring items affecting Ebitda are:

 

·                  Publication by Aneel, on April 6, 2010, of the results of the Tariff Adjustment of Cemig D, in which regulatory assets and liabilities were written off, with a negative effect on the income statement of R$ 54,613 (see Explanatory Note 32);

 

·                  In 2010 the company recorded a reduction of revenue of R$ 64,586 arising from the Second Periodic Tariff Review of the Transmission Tariff, which repositioned the tariff level by a negative percentage, –15.88%, which was applied to revenue backdated to July 2009.

 

·                  In 2009 the company recorded a positive revenue item of R$ 158,090, arising from the tariff repositioning under its First Transmission Tariff Review, which was an increase of 5.35%, for a period backdated to 2005.

 

·                  Cemig D recognized an expense of R$ 177,592, for settlement of a legal action brought by Rima Industrial S.A., for reimbursement of the tariff increase introduced by the National Water and Energy Authority (DNAEE) during the Cruzado economic plan of 1986.

 

108



Table of Contents

 

·                  An expense on ICMS tax was recognized relating to the subsidy for the discount on tariffs for low-income consumers, in the amount of R$ 25,702, resulting from the decision to subscribe to the Tax Amnesty program put in place by the government of the State of Minas Gerais.

 

·                  Provisions, in 2010 and 2009, of R$ 21,992, and R$ 200,903, respectively, for the Company’s Voluntary Retirement Program.

 

The Companies acquired in 2009 made a positive contribution of R$ 224,440 to the Company’s Ebitda in 9M10.

 

EBITDA - R$ ’000

 

30/09/2010

 

30/09/2009

 

Change,
%

 

Net profit

 

1,263,059

 

1,427,074

 

(11.49

)

+ Provision for current and deferred income tax and Social Contribution tax

 

571,700

 

720,657

 

(20.67

)

+ – Financial revenues (expenses)

 

433,336

 

81,308

 

432.96

 

+ Depreciation and amortization

 

610,975

 

517,204

 

18.13

 

+ Profit shares

 

132,072

 

99,163

 

33.19

 

+ Minority interests

 

 

43,007

 

 

= EBITDA

 

3,011,142

 

2,888,413

 

4.25

 

Non-recurring items:

 

 

 

 

 

 

 

+ Write-off of CVA — prior years

 

70,889

 

 

 

- Additional low-income consumers subsidy — Tariff adjustments of 2008 and 2009

 

(93,089

)

 

 

+ Write-off of regulatory asset: Pasep and Cofins taxes

 

46,240

 

 

 

+ Prior years balance for offsetting

 

30,573

 

 

 

+ Settlement with Rima Industrial S.A.

 

177,592

 

 

 

+– Review of Transmission Revenue — Explanatory Note 8

 

64,586

 

(158,090

)

 

+ ICMS tax: low-income consumers

 

25,702

 

 

 

+ – Tariff review — Net revenue

 

 

213,803

 

 

- + Tariff review — Operational expense

 

 

(20,987

)

 

+ PDV Voluntary Retirement Program

 

21,992

 

200,904

 

(89.05

)

= ADJUSTED EBITDA

 

3,355,627

 

3,124,043

 

7.41

 

 

 

 

Revenue from supply of electricity

 

Gross revenue from retail electricity sales was R$ 11,220,947 in January through September 2010, compared to R$ 10,525,222 in the first nine months of 2009 — an increase of 6.61%.

 

109



Table of Contents

 

Final consumers

 

Revenue from electricity sold to final consumers, excluding Cemig’s own consumption, was R$ 9,810,736 in 9M10, compared to R$ 9,257,808 in 9M09. The main items affecting this result are:

 

·                 Increase of 5.17% in the volume of energy invoiced to final consumers (excluding internal consumption).

·                 Tariff increase for Cemig D with average effect on consumer tariffs of 1.67%, starting from April 8, 2010;

·                 Tariff adjustment in Cemig Distribuição, with average impact on consumer tariffs of 6.21%, from April 8, 2009 (full effect in 9M10);

·                 Posting of regulatory liabilities arising from the adjustment in the Company’s Tariff Review, with effect backdated to 2009, representing a reduction in gross revenue of R$ 213,803 in that year.

·                 Recording by Cemig D of additional revenue of R$ 93,089 in 2010 relating to the subsidy for low-income consumers, in accordance with a Technical Note published by Aneel, arising from the 2010 Tariff Adjustment.

 

Electricity sold to final consumers (MWh)

(Data not reviewed by external auditors)

 

 

 

MWh

 

 

 

January to September

 

January to September

 

 

 

Consumption by consumer type

 

2010

 

2009

 

Change, %

 

Residential

 

7,343,299

 

7,258,610

 

1.17

 

Industrial

 

18,149,884

 

16,751,048

 

8.35

 

Commercial, services and others

 

4,558,053

 

4,553,494

 

0.10

 

Rural

 

1,859,940

 

1,654,615

 

12.41

 

Public authorities

 

789,045

 

781,589

 

0.95

 

Public illumination

 

907,086

 

920,208

 

(1.43

)

Public service

 

1,009,757

 

995,127

 

1.47

 

Total

 

34,617,064

 

32,914,691

 

5.17

 

 

Revenue from wholesale electricity sales

 

The volume of electricity sold to other concession holders was 3.71% higher in 9M10 than 9M09, but average price in these sales was lower — at R$ 108,26/MWh in 2010, compared to R$ 113.59/MWh in 2009. This reduction mainly reflected electricity sales contracts made through the adjustment auctions, to the distributors, held exclusively for 2009, with average price of R$ 145.00 per MWh. As a result, revenue from wholesale supply to other concession holders was 1,16% lower, at R$ 1,093,238 in 2010 compared to R$ 1,106,045 in 2009. The volume of electricity sold to other concession holders in 9M10 totaled 10,098,398 MWh, compared to 9,737,282 in 9M09.

 

Revenue from use of the network — Free Consumers

 

Revenue from use of the grid in 2010 was 25.05%, or R$ 400,995 higher in 2Q10 than in 2Q09 (at R$ 2,001,917 in 2010, vs. R$ 1,600,922 in 2009).

 

110



Table of Contents

 

The revenue of Cemig D and Light from the Tariff for Use of the Distribution System (TUSD) was 31.92% higher, at R$ 1,115,336, in 2010, than in 2009 (R$ 845,477). This revenue comes from charges made to Free Consumers on energy sold by other agents of the electricity sector, and its increase arises from a higher volume of transport of energy for free consumers, a consequence of the recovery of industrial activity and of migration of captive clients to the free market.

 

Also included in the balance on this line are Revenues from use of the Grid and the connection system, which totaled R$ 951,167 in 2010, compared to R$ 618,788 in 2009. The increase of 53.71% mainly represents the consolidation of Taesa.

 

In 2010 the Company recorded a reduction of revenue, of R$ 64,586, in the income statement, from the application of the tariff repositioning, of –15.88%, applied to Transmission Revenue, backdated to July 2009, decided in the Periodic Transmission Tariff Review. In 2009, by contrast, a positive revenue item of R$ 136,657 was recorded, as a result of the Transmission Tariff Review, also with backdated effect, but covering the period from July 1, 2005 to June 30, 2009.

 

Non-controllable costs

 

Differences between the sums of non-controllable costs (also known as “CVA”), used as a reference in calculating the tariff adjustment, and the disbursements actually made, are offset in subsequent tariff adjustments. They are recorded in Assets and Liabilities. Complying with the Aneel Chart of Accounts, some items are allocated as Deductions from Operational Revenue. Further information is in Explanatory note No. 9 to the Quarterly Information.

 

In the period from March 2008 to September 2010 the Company began to receive, in the tariff, the amounts posted in assets under “Portion A”. The portion of non-controllable costs that was actually received in the tariff is transferred to Operational expenses.

 

Deductions from operational revenue

 

Deductions from operational revenue in 9M10 totaled R$ 4,673,416, 10.16% more than in 9M09 (R$ 4,242,228). The following paragraphs describe the main year-on-year differences in the amounts of the deductions from revenue:

 

The Fuel Consumption Account — CCC

 

The deduction from revenue for the CCC account in 9M10 was R$ 491,221, 30.61% more than in 9M09 (R$ 376,108). This charge is for the costs of operation of the thermal plants in the national grid and in the isolated systems. It is shared between electricity concession holders, on a basis set by an Aneel Resolution.

 

111



Table of Contents

 

This is a non-controllable cost. The amount for electricity distribution services is passed through in full to the tariff. For the amount in relation to electricity transmission services, the company passes through the charge to Free Consumers on their invoices for use of the grid. Both parts are passed on to Eletrobrás.

 

CDE – Energy Development Account

 

The deduction from revenue for the CDE account in 9M10 was R$ 344,919, 14.80% more than in 9M09 (R$ 300,445). These payments are specified by a Resolution issued by the regulator, Aneel. This is a non-controllable cost. The amount relating to electricity distribution services is passed through in full to the tariff. For the amount relating to electricity transmission services the company passes through the charge to Free Consumers on the invoice for the use of the grid. Both are passed onto Eletrobrás.

 

The other deductions from revenue are taxes, calculated as a percentage of amounts invoiced. Hence their variations are mainly proportional to the changes in revenue.

 

Operational costs and expenses (excluding Financial revenue /expenses)

 

Operational costs and expenses (excluding net financial revenue/expenses) in 9M10 totaled R$ 6,647,668, an increase of 11.70% compared to the expenses of R$ 5,951,427 in 9M09. The difference is mainly due to increase in the non-controllable costs of Energy bought for resale, partially offset by lower Personnel expenses. Another contributing factor in higher Operational expenses was the provision of R$ 177,592, recorded in Other expenses, for a settlement with a large consumer. There is more information on this in Explanatory Note 28 to the Consolidated Quarterly Information.

 

The main variations in operational expenses were:

 

Electricity bought for resale

 

The expense on electricity purchased for resale in 9M10 was R$ 3,023,885, 19.55% more than in 9M09 (R$2,529,469). This is a non-controllable cost in the Distribution activity: the expense recognized in the Income statement corresponds to the amount actually passed through to the tariff. See more information on this in Explanatory Note 28 to the Consolidated Quarterly Information.

 

Charges for use of the transmission grid

 

The expense on charges for use of the transmission network in January through September 2010 was R$ 598,012, vs. R$ 612,627 in 9M09, a variation of 2.39%.

 

These charges, set by an Aneel Resolution, are payable by electricity distribution and generation agents for use of the facilities that are components of the national grid, and are set by an Aneel Resolution. This is a non-controllable cost in the Distribution activity: the expense recognized in the Income statement is the same as the amount actually passed through to the tariff.

 

112



Table of Contents

 

Personnel

 

Personnel expenses in 9M10 were R$ 858,094, compared to R$ 1,024,354 in 9M09, a reduction of 16.23%. This mainly reflects the expense on the PDV Voluntary Retirement Program, of R$ 200,904 in 9M09, compared to R$ 21,992 in 9M10, associated with the lower number of employees – which was reduced from 9,837 in September 2009 to 8,949 in September 2010.

 

Depreciation and amortization

 

Depreciation and amortization was 18.13% higher year-on-year, at R$ 610.975 in January-September 2010, compared to R$ 517,204 in January-September 2009. This result arises substantially from (i) the increase in fixed assets due to new investments made in the Clarear, CresceMinas and Luz para Todos (“Light For Everyone”) programs; (ii) amortization of Intangible assets, represented by the Company’s new client invoicing software; and (iii) consolidation of the companies acquired in 3Q09.

 

Post-employment obligations

 

The expense on post-employment obligations in 9M10 was R$ 126,457, 19.57% more than the expense of R$ 105,760 posted in 9M09. These expenses basically represent the interest applicable to Cemig’s actuarial obligations, net of the investment yield expected from the pension plans’ assets, estimated by an external actuary. The increase in this expense basically reflects lower expectation of revenue from the plan’s assets in 2010.

 

Operational provisions

 

Operational provisions in 9M10 totaled R$ 173,861, 95.87% more than their total of R$ 88,765 in 9M09. The difference reflects, substantially, a settlement of a legal action brought by an industrial consumer relating to the tariff increase ordered by Ministerial Order 045/86 of the DNAEE. The amount of R$ 177,592 was provisioned in May.

 

Gas purchased for resale

 

The expense on gas purchased for resale in 9M10 was R$ 162,685, 26.49% more than in 9M09 (R$ 128,610). This higher figure mainly reflects the higher quantity of gas bought in 9M10, as a consequence of greater operation by the thermal generation plants, clients of Gasmig, in 2010.

 

Financial revenues (expenses)

 

The result of this line in 9M10 was a net financial expense of R$ 433,336, which compares with a net financial expense of R$ 81,308 in 9M09. The main factors in this financial result are:

 

·                 Higher revenue from cash investments: R$ 286,287 in 9M10, 56.32% more than in R$ 183,144, as a result of a higher volume of cash invested in 2010;

 

113



Table of Contents

 

·                  Revenue from net monetary adjustment on regulatory assets (CVA; the General Agreement for the Electricity Sector; and the Deferred Tariff Adjustment) 98.84% lower. In 9M10 this revenue was R$ 14,102, compared to R$ 61,726 in 9M09. The change is mainly because the value of the various regulatory assets had been reduced in 2010 - as they were partially paid off by receipt of amounts in the tariff through clients’ electricity bills.

 

·                  Higher expenses on costs of loans and financings: R$ 791,696 in 9M10, compared to R$ 549,177 in 9M09. This reflects the entry of new financings, one of the most important being the issue by Cemig GT in October 2009 of R$ 2,700,000 in Promissory Notes, settled in March 2010; and the raising of funds by a debenture issue in March 2010, of the same amount, used to settle the Promissory Notes.

 

·                 Higher monetary updating on loans and financings: R$ 82,228 in 9M10, compared to R$ 5,539 in 9M09. The higher figure is mainly due to the higher volume of funding raised, and the variation in inflation indices and other indexors of contracts on the company’s loans, financings and debentures – principally the IGP-M inflation index, which was 1.61% over the period of 9M09, and 7.89% over the period of 9M10.

 

For a breakdown of financial revenues and expenses, see Explanatory Note 29 to the Consolidated Quarterly Information.

 

Income tax and the Social Contribution tax

 

In 9M10 Cemig’s expense on income tax and the Social Contribution was R$ 571,700, on profit of R$ 1,966,831 before tax effects, a percentage of 29.07%. In 9M09 Cemig’s expense on income tax and the Social Contribution was R$ 720,657, on profit of R$ 2,289,901, before tax effects, a percentage of 31.47%. These effective rates are compared with the nominal rates in Note 10 to the Consolidated Quarterly Information.

 

 

114



Table of Contents

 

A. Performance in the third quarter of 2010 (“3Q10”)

 

INCOME STATEMENTS FOR THE THIRD QUARTERS OF 2010 AND 2009

 

 

 

Third
Quarter 2010

 

Third
Quarter 2009
Reclassified

 

Change, %

 

OPERATIONAL REVENUE

 

 

 

 

 

 

 

Revenue from supply of electricity

 

3,859,583

 

3,718,027

 

3.81

 

Revenue from use of the network

 

767,299

 

524,635

 

46.25

 

Other operational revenues

 

184,937

 

158,193

 

16.91

 

Gross operational revenue

 

4,811,819

 

4,400,855

 

9.34

 

Deductions from operational revenue

 

(1,628,642

)

(1,411,916

)

15.35

 

Net operational revenue

 

3,183,177

 

2,988,939

 

6.50

 

 

 

 

 

 

 

 

 

OPERATIONAL COSTS AND EXPENSES

 

 

 

 

 

 

 

Personnel, managers and board members

 

(264,864

)

(278,102

)

(4.76

)

Post-employment obligations

 

(40,500

)

(37,258

)

8.70

 

Materials

 

(30,642

)

(27,064

)

13.22

 

Outsourced services

 

(234,180

)

(170,287

)

37.52

 

Electricity bought for resale

 

(1,077,342

)

(1,019,362

)

5.69

 

Depreciation and amortization

 

(212,857

)

(173,675

)

22.56

 

Royalties for use of water resources

 

(37,831

)

(42,100

)

(10.14

)

Operational provisions

 

33,272

 

(42,154

)

(178.93

)

Charges for the use of the basic transmission grid

 

(207,903

)

(197,980

)

5.01

 

Gas purchased for resale

 

(61,603

)

(43,735

)

40.86

 

Other operational expenses, net

 

(73,685

)

(58,392

)

26.19

 

 

 

(2,208,135

)

(2,090,109

)

5.65

 

Operational profit (loss) before Financial revenue (expenses)

 

975,042

 

898,830

 

8.48

 

NET FINANCIAL EXPENSES

 

(165,585

)

(10,344

)

1.500.78

 

Profit before income tax and Social Contribution tax

 

809,457

 

888,486

 

(8.89

)

Income tax and Social Contribution tax

 

(232,191

)

(289,742

)

(19.86

)

Deferred income tax and Social Contribution tax

 

28,608

 

2,577

 

1.010.13

 

Profit shares

 

(52,554

)

(26,094

)

101.40

 

Minority interests

 

 

(8,189

)

 

Net profit for the period

 

553,320

 

567,038

 

(2.42

)

Net profit per thousand shares, R$

 

0.81117

 

0.91433

 

(11.28

)

 

Profit for the quarter

 

In the third quarter of 2010 (3Q10), Cemig reported net profit of R$ 553,320, 2.42% less than the net profit of R$ 567,038 reported for the third quarter of 2009 (3Q09). This mainly reflects the difference between net financial expenses of R$ 165,585 in 3Q10 and R$ 10,344 in 3Q09.

 

For its positive effect on the result for 2010, we highlight the Net profit of the Companies acquired in the fourth quarter of 2009, which contributed an aggregate R$ 49,587 to the Company’s net profit in 3Q10.

 

 

115



Table of Contents

 

Ebitda (method of calculation not reviewed by external auditors)

 

Ebitda in 3Q10 was 10.76% higher than in 3Q09: Adjusted for non-recurring items, Ebitda was 9.40% higher year-on-year.

 

EBITDA - R$ ’000

 

3Q10

 

3Q09

 

Change, %

 

Net profit

 

553,320

 

567,038

 

(2.42

)

+ Income tax and Social Contribution tax expense

 

203,583

 

287,165

 

(29.11

)

+ Profit shares

 

52.554

 

26.094

 

101,40

 

- Financial revenue (expenses)

 

165.585

 

10.344

 

1.500,78

 

+ Depreciation and amortization

 

212.857

 

173.675

 

22,56

 

+ Minority interests

 

 

8.189

 

 

EBITDA

 

1.187.899

 

1.072.505

 

10,76

 

Non-recurring items:

 

 

 

 

 

 

 

+ PDV and PPD Voluntary Retirement Programs

 

(3.387

)

10.205

 

 

= ADJUSTED EBITDA

 

1.184.512

 

1.082.710

 

9,40

 

 

 

 

Ebitda benefited from the companies acquired in the fourth quarter of 2009, which contributed a total of R$ 101,859 in 3Q10.

 

 

116



Table of Contents

 

Revenue from supply of electricity

 

 

 

MWh (*)

 

R$

 

 

 

3Q10

 

3Q09

 

Change,
%

 

3Q10

 

3Q09

 

Change,
%

 

Residential

 

2,475,266

 

2,390,877

 

3,53

 

1,173,927

 

1,128,090

 

4.06

 

Industrial

 

6,521,231

 

5,618,583

 

16,07

 

1,037,608

 

961,728

 

7.89

 

Commercial, services and others

 

1,492,038

 

1,456,060

 

2,47

 

649,065

 

646,072

 

0.46

 

Rural

 

748,867

 

678,046

 

10,44

 

175,878

 

168,301

 

4.50

 

Public authorities

 

269,547

 

255,566

 

5,47

 

116,212

 

111,389

 

4.33

 

Public illumination

 

310,552

 

304,818

 

1,88

 

77,675

 

76,669

 

1.31

 

Public service

 

355,252

 

335,729

 

5,82

 

103,254

 

100,429

 

2.81

 

Subtotal

 

12,172,753

 

11,039,679

 

10,26

 

3,333,619

 

3,192,678

 

4.41

 

Own consumption

 

14,499

 

12,635

 

14,75

 

 

 

 

Subsidy for low-income consumers

 

 

 

 

32,419

 

50,518

 

(35.83

)

Uninvoiced supply, net

 

 

 

 

25,455

 

5,292

 

381.01

 

 

 

12,187,252

 

11,052,314

 

10,27

 

3,391,493

 

3,248,488

 

4.40

 

Wholesale supply to other concession holders

 

3,671,488

 

3,463,773

 

6,00

 

426,723

 

379,312

 

12.50

 

Transactions in electricity on the CCEE

 

597,554

 

726,311

 

(17,73

)

36,366

 

24,070

 

51.08

 

Sales under the Proinfa program

 

21,709

 

 

 

6,499

 

 

 

Effects of the Final Tariff Review

 

 

 

 

 

66,157

 

 

Additional charge — Law 12111/09

 

 

 

 

(1,498

)

 

 

Total

 

16,478,003

 

15,242,398

 

8,11

 

3,859,583

 

3,718,027

 

3.81

 

 


(*) The information in MWh has not been reviewed by the external auditors.

 

Revenue from supply of electricity in 3Q10 was R$ 3,859,583, 3.81% higher than in 3Q09 (R$ 3,718,027).

 

The main factors affecting revenue in 2010 were:

 

·                  Tariff Adjustment with average impact on consumer tariffs of 1.67%, starting from April 8, 2010.

 

·                  Volume of energy invoiced to final consumers 10.26% higher (this excludes Cemig’s own internal consumption).

 

The volume of electricity sold to other concession holders was 6.00% higher, which recorded an increase in average price in these sales, at R$ 116.23/MWh in 3Q10, compared to R$ 109.51/MWh in 3Q09. The Increase in the amount of energy sold, associated with an increase of 6.14% of average price, the revenue with electricity sold to other concession holders increased 12.50% in the third quarter of 2010 compared to third quarter 2009.

 

117



Table of Contents

 

Revenue from use of the network

 

This Revenue is from the TUSD — Tariff for Use of the Distribution System — arising from the charges made to Free Consumers, on energy sold, and also from the revenue for use of Cemig GT’s part of the national grid. It was 46.25% higher, in 3Q10, at R$ 767,299, than in 3Q09 (R$ 524,635.)

 

As well as reflecting higher transport of electricity for Free Consumers, as a result of the recovery in industrial activity, and migration of captive clients to the free market, the figures in 2010 include consolidation of the revenues of the transmission company Taesa, acquired in the fourth quarter of 2009.

 

Non-controllable costs

 

Differences between the sums of non-controllable costs (also known as “CVA”), used as a reference in calculating the Tariff Adjustment, and the disbursements actually made, are offset in subsequent tariff adjustments. They are recorded in Assets and Liabilities. Due to a change in Aneel’s plan of accounts, some items were transferred to Deductions from operational revenue. For more information, please see Explanatory Notes 2 and 9 to the Quarterly Information.

 

Deductions from operational revenue

 

 

 

3Q10

 

3Q09
Reclassified

 

Change,
%

 

ICMS tax

 

802,296

 

743,222

 

7.95

 

Cofins tax

 

341,222

 

314,678

 

8.44

 

PIS and Pasep taxes

 

73,968

 

63,315

 

16.83

 

Others

 

1,160

 

734

 

58.04

 

 

 

1,218,646

 

1,121,949

 

8.62

 

 

 

 

 

 

 

 

 

Global Reversion Reserve — RGR

 

57,758

 

49,554

 

16.56

 

Energy Efficiency Program — P.E.E.

 

11,152

 

10,770

 

3.55

 

Energy Development Account — CDE

 

117,305

 

105,024

 

11.69

 

Fuel Consumption Account — CCC

 

191,684

 

101,439

 

88.96

 

Research and Development — P&D

 

9,067

 

7,930

 

14.34

 

National Scientific and Technological Development Fund — FNDCT

 

8,040

 

7,666

 

4.88

 

Energy System Expansion Research (EPE / Energy Ministry)

 

4,391

 

3,811

 

15.22

 

Emergency Capacity Charge

 

4,907

 

3,773

 

30.06

 

0.30% additional payment (Law 12111/09)

 

5,692

 

 

 

 

 

409,996

 

289,967

 

41.39

 

 

 

1,628,642

 

1,411,916

 

15.35

 

 

 

118



Table of Contents

 

The main changes in the deductions from revenue between the two years are as follows:

 

The Fuel Consumption Account – CCC

 

The deduction from revenue for the CCC in 3Q10 was R$ 191,684, 88.96% more than in 3Q09 (R$ 101,439). This charge is for the costs of operation of the thermal plants in the national grid and in the isolated systems. It is shared between electricity concession holders, on a basis set by an Aneel Resolution. This is a non-controllable cost. The amount related to electricity distribution services is passed through in full to the tariff. The amount related to electricity transmission services is charged to Free Consumers on the invoice for the use of the grid. Both are passed on to Eletrobrás.

 

CDE – Energy Development Account

 

The deduction from revenue for the CDE was R$ 117,305 in 3Q10, 11.69% higher than in 3Q09 (R$ 105,024). This is a non-controllable cost. The amount related to electricity distribution services is passed through in full to the tariff. The amount related to electricity transmission services is charged to Free Consumers on the invoice for the use of the grid. Both are passed on to Eletrobrás.

 

The other deductions from revenue are taxes, calculated as a percentage of amounts invoiced. Hence their year-on-year variations are directly proportional to the change in revenue.

 

Operational costs and expenses (excluding Financial revenue /expenses)

 

Operational costs and expenses (excluding Financial revenue/expenses) totaled R$ 2,208,135 in 3Q10, 5.65% more than in 3Q09 (R$ 2,090,109). This result is mainly due to higher cost of energy bought for resale and expenditure on outsourced services, partially offset by lower operational provisions.

 

The main variations in expenses were:

 

Electricity bought for resale

 

The expense on electricity bought for resale in 3Q10 was R$ 1,077,342 – 5.69% more than in 3Q09 (R$ 1,019,362). This is a non-controllable cost: the expense recognized in the income statement is the amount passed on to the tariff. There is more information on this in Explanatory Note 28 to the Consolidated Quarterly Information.

 

Outsourced services

 

The expense on outsourced services in 3Q10 was R$ 234,180, 37.52% more than in 3Q09 (R$ 170,287), the main change in expenses being in maintenance and conservation of electricity facilities and equipment.

 

119



Table of Contents

 

·              The expense on maintenance and conservation of electrical facilities and equipment in 3Q10 was R$ 52,475, an increase of 110.72% from 3Q09 (R$ 24,902). The change arises primarily from more activity of the Company in preventive maintenance of its distribution networks, and also from consolidation of the Companies acquired in the 4th quarter of 2009.

 

Personnel

 

Personnel expenses in 3Q10, at R$ 264,864, were 4.76% lower than in 3Q09 (R$278,102). This substantially is due to the difference in the expense on the PDV Voluntary Retirement Program in the two quarters: an expense of R$ 10,205 in 3Q09, but a reversal of expense, of R$ 3,387, in 3Q10, arising from an adjustment to the provision. Note also the reduction in the number of employees, from 9,837 in September 2010 to 8,949 in September 2010.

 

Charges for use of the transmission grid

 

Expenses on charges for the use of the transmission grid were 5.01% higher, at R$207,903, in 3Q10, than in 3Q09 (R$ 197,980). These charges, set by an Aneel Resolution, are payable by electricity distribution and generation agents for use of the facilities that are components of the national grid. This is a non-controllable cost in the Distribution activity: the deduction from revenue recognized in the Income statement is equal to the value passed through to the tariff.

 

Post-employment obligations

 

Expenses on post-employment obligations totaled R$ 40,500 in 3Q10, 8.70% more than in 3Q09 (R$ 37,258). These expenses basically represent the interest applicable to Cemig’s actuarial obligations, net of the investment yield expected from the pension plans’ assets, estimated by an external actuary. The higher expense in 2010 basically reflects lower expectation of revenue from the plan’s assets in 2010.

 

Operational provisions

 

Expenses on operational provisions in 3Q10 were R$ 33,272, compared to R$ 42,154 in 3Q09. The change mainly reflects reversal of provisions for legal proceedings in 2010, due to review of amounts previously provisioned.

 

120



Table of Contents

 

Financial revenues (expenses)

 

 

 

3Q10

 

3Q09

 

Change %

 

 

 

 

 

 

 

 

 

FINANCIAL REVENUES

 

 

 

 

 

 

 

Revenue from cash investments

 

102,658

 

51,104

 

100.88

 

Arrears penalty payments on electricity bills

 

35,185

 

78,449

 

(55.15

)

Interest and monetary updating on accounts receivable from the Minas Gerais state government

 

41,463

 

67,959

 

(38.99

)

Monetary updating of CVA

 

6,900

 

7,548

 

(8.59

)

Monetary updating on items under the General Agreement for the Electricity Sector

 

2,703

 

8,573

 

(68.47

)

Monetary updating on Deferred Tariff Adjustment

 

 

(1,802

)

 

FX variations

 

27,197

 

28,710

 

(5.27

)

Pasep and Cofins taxes on financial revenues

 

(14,964

)

(8,614

)

73.72

 

Gains on financial instruments

 

3,638

 

306

 

1,088.89

 

Adjustment to present value

 

1,003

 

555

 

80.72

 

Monetary variation on taxes offsetable

 

23,269

 

19,364

 

20.17

 

Other

 

 14,247

 

18,196

 

(21.70

)

 

 

243,299

 

270,348

 

(10.01

)

 

 

 

 

 

 

 

 

FINANCIAL EXPENSES

 

 

 

 

 

 

 

Costs of loans and financings

 

(293,987

)

(199,156

)

47.62

 

Monetary updating on items under the General Agreement for the Electricity Sector

 

1,034

 

(880

)

 

Monetary updating — CCEE

 

 

(4,013

)

 

Monetary updating of CVA

 

(25,294

)

339

 

 

FX variations

 

(3,879

)

(11,971

)

(67.60

)

Monetary updating on loans and financings

 

(11,316

)

510

 

 

Adjustment to present value

 

(116

)

(2,829

)

(95.90

)

Losses on financial instruments

 

(5,941

)

(3,596

)

65.21

 

Reversal of provision for PIS and Cofins taxes

 

 

7,915

 

 

Amortization of goodwill on investments

 

(19,838)

 

(8,776)

 

126.05

 

Other

 

(49,547

)

(53,942

)

 (8.15

)

 

 

(408,884

)

(280,692

)

45.67

 

 

 

(165,585

)

(10,344

)

1,500.78

 

 

The main factors in the difference between financial revenues/expenses in 3Q10 and 3Q09 are:

 

·                 Revenue from cash investments R$ 51,554 higher, due to a higher volume of cash invested in 2010.

 

·                 Revenue from arrears penalty payments on client invoices R$ 43,264 lower, mainly due to lower default by clients in 2010.

 

·                 Expense on net monetary adjustment of regulatory assets (CVA, the General Agreement for the Electricity Sector, and the Deferred Tariff Adjustment) of R$ 14,657 in 3Q10, compared to revenue of R$ 13,778 in 3Q10. This change mainly reflects monetary on the CVA: a net expense of R$ 18,394 in 3Q10, compared to net revenue of R$ 7,887 in 3Q09.Also, in 2010 the regulatory assets were lower in total than in 3Q09, since more of them had been paid down by receipt through client electricity bills.

 

121



Table of Contents

 

·                 Higher expenses of loans and financings: R$ 293,987 in 3Q10, compared to R$ 199,156 in 3Q09. This reflects entry of new financings, principally the R$ 2,700,000 debentures issue by Cemig GT (Cemig Geração e Transmissão) in March 2010.

 

Income tax and Social Contribution tax

 

In 3Q10, Cemig’s expenses on income tax and the Social Contribution totaled R$ 203,583, on profit of R$ 809,457, before tax effects, a percentage of 25.15%. In 3Q09, the Company’s expense on income tax and the Social Contribution was R$ 287,165, equal to 32.32% of the pre-tax profit of R$ 888,486.

 

 

122



Table of Contents

 

OTHER INFORMATION THAT THE COMPANY BELIEVES TO BE MATERIAL

 

Information not reviewed by our external auditors.

 

Investor Relations

 

In 2009, through strategic activities aiming to enable investors and stockholders to make a correct valuation of our businesses and our prospects for growth and addition of value, we increased Cemig’s exposure to the Brazilian and global capital markets as a leading company in its sector.

 

We maintain a constant and proactive flow of communication with Cemig’s investor market, strengthening our credibility, seeking to increase interest in our securities and ensure that investors are satisfied with them.

 

Our results are published in presentations given by video webcasts and conference calls, with simultaneous translation into English, at which members of the Executive Board are always present — developing an increasingly transparent relationship, in line with the best corporate governance practices.

 

To serve our stockholders, who are spread over more than 40 countries, and facilitate optimum coverage of investors, Cemig was present in Brazil and worldwide at innumerable seminars, conferences, investor meetings, congresses, and roadshows; and also held video and telephone conference calls with analysts, investors and other parties interested in the capital markets.

 

At the end of May, for the 15th year running, we held our now traditional Cemig Meeting with the Capital Markets and Investors, together with Apimec, the Brazilian Capital Markets and Analysts’ Association, in the town of Belo Horizonte, Minas Gerais, where these professionals once again had the opportunity to interact with the company’s directors and principal executives.

 

Corporate governance

 

Our corporate governance model is based on principles of transparency, equity and accountability, focusing on clear definition of the roles and responsibilities of the Board of Directors and the Executive Board in the formulation, approval and execution of policies and guidelines for managing the company’s business.

 

We seek sustainable development of the Company through balance between the economic, financial, environmental and social aspects of our enterprises, aiming to improve the relationship with our stockholders, clients, and employees, the public at large and other stakeholders.

 

123



Table of Contents

 

Cemig’s preferred and common shares have been listed at Corporate Governance Level 1 on the São Paulo Stock Exchange since 2001 (with tickers CMIG3 and CMIG4 respectively). This classification represents a guarantee to our stockholders of optimum reporting of information, and also that stockholdings are relatively widely dispersed. Further, because Cemig has ADRs (American Depositary Receipts) listed on the New York Stock Exchange, representing its preferred (PN) shares (with ticker CIG) and its common (ON) shares (with ticker CIG.C), it is also subject to the regulations of the US Securities and Exchange Commission (SEC) and the New York Stock Exchange Listed Companies Manual. Our preferred shares have also been listed on the Latibex market of the Madrid stock exchange (with ticker XCMIG) since 2002.

 

Since the end of 2006 our material procedures related to preparation of the Consolidated Financial Statements have been compliant with the requirements of Section 404 of the Sarbanes-Oxley law of the US.

 

Our bylaws include the targets of the Strategic Plan, and also our dividend policy. They lay down the following requirements:

 

·                Consolidated debt to be kept equal to or less than 2 times Ebitda.

 

·                The consolidated ratio [(Net debt) / (Net debt + Stockholders’ equity)] to be kept equal to or less than 40%.

 

·                Consolidated funds in Current assets to be limited to 5% of Ebitda.

 

·                Consolidated funds allocated to capital expenditure in each business year to be limited to 40% of Ebitda (exceptionally, 65% in 2006 and 55% in 2007).

 

·                Investment to be only in distribution, generation and transmission projects which offer real minimum internal rates of return equal to or greater than those specified in the company’s Long-Term Strategic Plan, subject to the legal obligations.

 

·                Expenses of the subsidiary Cemig Distribuição (Cemig D), and of any subsidiary which operates in distribution of electricity, to be limited to amounts not greater than the amounts recognized in the tariff adjustments and tariff reviews.

 

The Board of Directors may authorize figures in excess of these levels, in response to temporary needs, up to the following limits:

 

·                Consolidated debt: maximum of 2.5 times Ebitda.

 

·                The consolidated ratio [(Net debt) / (Net debt + Stockholders’ equity)]: maximum of 50%.

 

·                Consolidated funds in Current assets: maximum of 10% of Ebitda.

 

124



Table of Contents

 

Board of Directors

 

Meetings

 

Our Board of Directors met 25 times in 2009, to discuss strategic planning, projects, acquisitions of new assets, and various investments, and other subjects.

 

Membership, election and period of office

 

The present Board of Directors was elected on April 29, 2010, by the cumulative voting method, as specified by Article 141 of Law 6404 of December 15, 1976, as amended.

 

The period of office of the present members of the Board of Directors expires at the Annual General Meeting of Stockholders to be held in 2012.

 

Principal responsibilities and attributions:

 

The Board of Directors has the following responsibilities and attributions, as well as those conferred on it by law:

 

·                Decision, before signing, on any contract to be entered into between Cemig and any of its stockholders or their parent companies.

 

·                Decision on any sale of assets, loans, financings, placing of a charge on the company’s property, plant or equipment, guarantees to third parties, or other legal acts or transactions, with value of R$ 5 million or more.

 

·                Authorization for issuance of securities in the domestic or external market to raise funds.

 

·                Approval of the Long-term Strategic Plan, and its revisions, and of the Multi-year Strategic Implementation Plan and its revisions, and the Annual Budget.

 

Since 2006 Cemig has had Committees, made up of members of the Board of Directors, to discuss and analyze matters to be decided by the Board, as follows:

 

1.     Board of Directors’ Support Committee

2.     Corporate Governance Committee

3.     Human Resources Committee

4.     Strategy Committee

5.     Finance Committee; and,

6.     Audit and Risks Committee

 

Qualification and remuneration

 

The members of the Board of Directors have training and experience in a wide range of areas (business administration, engineering, law, economics, etc.), and very broad experience in business management. Their remuneration is on average 20% of that of the Chief Officers, and does not include any share purchase options.

 

125



Table of Contents

 

The names of the members of the Board of Directors and their résumés is on our website at: http://ri.cemig.com.br.

 

Audit Committee

 

As well as the Brazilian Corporate Law, in relation to the requirements of the Sarbanes-Oxley law, to which we are subject due to our shares being registered with the US Securities and Exchange Commission (SEC), the regulator of the capital markets of the United states, we opted to exercise the exemption allowed by the Exchange Act, Rule 10-3A, and regulated by SEC release 82-1234, which accepts the activity of the Audit Board as an alternative to the Audit Committee specified by the Sarbanes-Oxley law.

 

The Executive Board

 

The Executive Board is made up of nine members whose individual functions are set by the company’s Bylaws. They are elected by the Board of Directors for periods of office of three years. They may be reelected; they may also be dismissed at any time by the Board of Directors.

 

Members are allowed to hold simultaneous non-remunerated positions in the management of wholly-owned subsidiaries, or subsidiaries or affiliates of Cemig, upon decision by the Boards of Directors of those companies. They are also, obligatorily, members of the Boards of Directors of Cemig GT (Generation and Transmission) and Cemig D (Distribution), with the same positions as on the board of Cemig itself.

 

The period of office of the present Chief Officers expires at the first meeting of the Board of Directors held after the Ordinary General Meeting of Stockholders of 2012.

 

The members of the Executive Board and their résumés are on our website: http://ri.cemig.com.br.

 

The Chief Officers have individual responsibilities established by the Board of Directors and the Bylaws, including:

 

·                  Current management of the company’s business, complying with the Bylaws, the Long-term Strategic Plan, the Multi-Year Strategic Implementation Plan, and the Annual Budget.

 

·                  Decision on any disposal of goods, loans or financings, placing of any charge on any of the Company’s property, plant or equipment, guarantees to third parties, or other legal acts or transactions, in amounts less than R$ 14 million.

 

The Executive Board normally meets weekly. It held 59 meetings in 2009.

 

A list of the names and summary resumes of its members is available on our website: http://ri.cemig.com.

 

126



Table of Contents

 

The Audit Board

 

Meetings

 

10 meetings were held in 2009.

 

Membership, election and period of office

 

We have a permanent Audit Board, made up of five sitting members and their respective substitute members. They are elected by the Ordinary (Annual) General Meeting of Stockholders, for a period of office of one year, and may be reelected:

 

·                one member is elected by the holders of the preferred shares;

 

·                one member is elected by holders of common shares not belonging to the controlling stockholder group and representing at least 10% of the registered capital; and

 

·                three members are elected by the majority stockholder.

 

The members of the Audit Board are listed on our website: http://ri.cemig.com.br.

 

Principal responsibilities and attributions:

 

As well as the attributions specified by Law 6404 of December 15, 1976, as amended, in relation to the Sarbanes-Oxley law – to which we are subject due to our shares being registered with the Securities and Exchange Commission (SEC), the capital markets regulator of the United states - we opted to exercise the exemption allowed by Rule 10-3A of the Exchange Act, regulated by SEC Release 82-1234, which accepts the activity of the Audit Board as an alternative to the Audit Committee as defined by the Sarbanes-Oxley law.

 

Qualification and remuneration

 

The Audit Board is a multi-disciplinary body, made up of members with various competencies (accounting, economics, business administration, and others). Their remuneration is 10% of the average earned by the Chief Officers.

 

Résumé information on its members is on our website: http://ri.cemig.com.br.

 

The Sarbanes-Oxley Law

 

Cemig has obtained certification of its internal controls for mitigation of the risks involved in the preparation and disclosure of the financial statements, issued in accordance with Section 404 of the Sarbanes-Oxley Law and the rules of the Public Company Accounting Oversight Board (PCAOB), included in the annual 20-F report relating to the business year ending December 31, 2006, filed with the US Securities and Exchange Commission (SEC) on July 23, 2007.

 

127



Table of Contents

 

A link was established between the potentially significant controls and accounting records in the financial statements for 2008, and the design of the processes and key controls for ensuring mitigation of the risks associated with the preparation and disclosure of the financial statements for the year ended December 31, 2008 was validated.

 

Management of corporate risks

 

Corporate risk management is a management tool that is an integral part of our corporate governance practices. For it to have maximum efficacy, and for it to be more easily included in the organization’s culture, we aim to align it with the company’s process of Strategic Planning — which defines the strategic objectives of the company’s business. Other instances of management that relate to corporate risk management include: The Corporate Governance Committee, Compliance with the Sarbanes-Oxley Law, the Budget Prioritization Committee, Internal Auditing, the Energy Risks Management Committee, the Insurable Risks Committee, and the Control and Management Committee.

 

Cemig’s corporate risks management structure was put in place in 2003. The risks matrix was revised for the first time in 2004, and a second time in 2005-6, aiming to identify changes in relation to the level of performance expected for each process. An improvement in the effectiveness of the strategic controls, commitment in implementation of the mitigating action plans proposed, and reduction of the financial impact and of the probability of occurrence of innumerable risks, has been perceived.

 

The method for measurement of risks that Cemig has chosen is the ORCA Method, which was put in place with the assistance of external consultants, based on four dimensions: objectives, risks, internal controls and alignment.

 

To ensure safety, confidentiality of information, and speed in the process of periodic revision and review of the matrix of corporate risks, we use the SGIR (Integrated Risk Management System) application, which embodies the methodology referred to above. Cemig also has a site giving employees access to information on the subject, which enables the risks identified by managers to be continuously and dynamically monitored.

 

Functional structure

 

The main determining factor for the option adopted for functional structure is decentralized management by Risk Managers. This expresses the corporative and matricial nature of the function, with monitoring centralized by the Corporate Risk Management Unit, which generates significant information with a systemic view and meets the demands of the Corporate Risk Management Committee. The Committee analyzes and prioritizes the actions established by the Board of Directors and the Executive Board.

 

128



Table of Contents

 

Challenges

 

The main challenges to be faced by corporate risk management in Cemig are:

 

·                 Improvement of the methodology of calculation of financial exposure risks, to provide the maximum possible objectivity for the assessment made by managers, offering senior management maximum security in the process of taking decisions. The results expected are: improvement in the quality of the information related to the matrix, and guarantee of compliance with the directive guidelines that arise from the Corporate Risk Management Policy.

 

·                 Creation of standard reports, to meet the needs of various levels of decision in the company.

 

Statement of Ethical Principles and Code of Professional Conduct

 

The approval by the Board of Directors, in May 2004, of the Statement of Ethical Principles and Code of Professional Conduct (http://ri.cemig.com.br), stating a list of 11 principles of ethical conduct and values incorporated into Cemig’s company culture, was an important step in perfecting the company’s internal system of corporate government and increasing our overall corporate transparency.

 

Cemig’s Ethics Committee was created on August 12, 2004, to coordinate all actions relating to management of the Declaration of Ethical Principles and Code of Professional Conduct. This includes assessment and decision on any possible non-compliances with the document.

 

In December 2006 we created the Information Channel, to be used only by Cemig employees and workers. It enabled the Ethics Committee to receive anonymous reports, via an open channel on our intranet – the Anonymous Information Channel. These reports can deal with any type of irregular practice contrary to the company’s interest, such as: financial fraud, changing, falsification or suppression of financial, tax or accounting documents; undue appropriation of goods or resources; receipt of undue advantage by managers or employees; irregular contracting; or other practices considered to be illegal.

 

The Ethics Committee

 

This was created on August 12, 2004, with three sitting members and three substitute members, and is responsible for management (interpretation, publicizing, application and updating) of the Code of Professional Conduct.

 

It can receive and investigate any reports of violations of the ethical principles and rules of conduct, provided they are presented in a written document signed by the interested party, and sent to the address: Cemig, Av. Barbacena 1200, SA/17°/B2, accompanied by indication of the means of proof (witnesses, documents or other sufficient and appropriate means). They can also be sent by email or telephone — the address and phone number are well known to all the company’s employees.

 

129



Table of Contents

 

In December 2006 we put in place our Anonymous Information Channel, available on the corporate intranet, the purpose of which is to receive, submit and process accusations of irregular practices, such as financial fraud, undue appropriation of assets, receipt of irregular advantages or illegal contracting. This channel is one more step for the company in the direction of improving transparency, correct behavior and the concept of corporate governance itself within Cemig. This new instrument of corporate governance improves the management of our employees and of our business, and reaffirms our ethical principles.

 

Cemig’s Statement of Ethical Principles and Code of Professional Conduct of Cemig is consolidated into 11 Principles, which express the ethical conduct and values incorporated into its culture. It is available on our website at http://ri.cemig.com.br.

 

POSITION OF STOCKHOLDERS WITH MORE THAN 5% OF THE VOTING STOCK ON SEPTEMER 30, 2009

 

Stockholders

 

COMMON
SHARES
(thousands)

 

%

 

PREFERRED
SHARES
(thousands)

 

%

 

TOTAL SHARES
(thousands)

 

%

 

State of Minas Gerais

 

151,993,292

 

50.96

 

 

0.00

 

151,993,292

 

22.27

 

Other entities of Minas Gerais State

 

40,197

 

0.01

 

7,057,472

 

1.84

 

7,097,669

 

1.00

 

Total, controlling stockholder

 

152,033,489

 

50.97

 

7,057,472

 

1.84

 

159,090,961

 

23.31

 

AGC Energia S/A

 

98,321,592

 

32.96

 

 

0.00

 

98,321,592

 

14.41

 

 

Note: The stockholder AGC Energia S.A. is a wholly-controlled subsidiary of Andrade Gutierrez Concessões S.A., a corporation registered for listing with the CVM.

 

130



Table of Contents

 

SHARES OF THE CONTROLLING STOCKHOLDER, SENIOR MANAGEMENT AND MEMBERS OF THE AUDIT BOARD

 

 

 

30.09.2010

 

30.09.2009

 

 

 

ON

 

PN

 

ON

 

PN

 

CONTROLLING STOCKHOLDER

 

152,033,489

 

7,057,472

 

138,212,264

 

6,415,884

 

BOARD OF DIRECTORS

 

8,687

 

481

 

110

 

438

 

Adriano Magalhães Chaves

 

1

 

 

1

 

 

Aécio Ferreira da Cunha

 

1

 

 

 

 

Antônio Adriano Silva

 

1

 

 

1

 

 

Arcângelo Eustáquio Torres Queiroz

 

1

 

 

 

 

Cezar Manoel de Medeiros

 

1

 

 

1

 

 

Djalma Bastos de Morais

 

 

55

 

 

50

 

Eduardo Borges de Andrade

 

 

1

 

 

 

Fernando Henrique Schüffner Neto

 

 

424

 

 

386

 

Francelino Pereira dos Santos

 

1

 

 

1

 

 

Franklin Moreira Gonçalves

 

1

 

 

1

 

 

Guilherme Horta Gonçalves Junior

 

1

 

 

1

 

 

Guy Maria Villela Paschoal

 

11

 

 

10

 

 

João Camilo Penna

 

1

 

1

 

1

 

1

 

Lauro Sérgio Vasconcelos David

 

1

 

 

1

 

 

Luiz Antônio Athayde Vasconcelos

 

1

 

 

1

 

 

Marco Antônio Rodrigues da Cunha

 

1

 

 

1

 

 

Maria Estela Kubitschek Lopes

 

1

 

 

1

 

 

Newton Brandão Ferraz Ramos

 

1

 

 

 

 

Otávio Marques de Azevedo

 

 

1

 

 

 

Paulo Márcio de Oliveira Monteiro

 

 

421

 

 

 

Paulo Roberto Reckziegel Guedes

 

 

1

 

 

 

Paulo Sérgio Machado Ribeiro

 

96

 

1

 

88

 

1

 

Renato Torres de Faria

 

 

1

 

 

 

Ricardo Antônio Mello Castanheira

 

1

 

 

 

 

Ricardo Coutinho de Sena

 

 

1

 

 

 

Saulo Alves Pereira Júnior

 

 

1

 

 

 

Sérgio Alair Barroso

 

1

 

 

1

 

 

Tarcísio Augusto Carneiro

 

2.201

 

280

 

 

 

 

131



Table of Contents

 

 

 

STOCKHOLDING POSITION

 

 

 

30.09.2010

 

30.09.2009

 

NAME

 

ON Shares
(common)

 

PN Shares
(preferred)

 

ON

 

PN

 

 

 

 

 

 

 

 

 

 

 

EXECUTIVE BOARD

 

9

 

479

 

9

 

436

 

Djalma Bastos de Morais

 

 

55

 

 

50

 

Arlindo Porto Neto

 

1

 

 

1

 

 

Bernardo Afonso Salomão de Alvarenga

 

1

 

 

1

 

 

Fernando Henrique Schüffner Neto

 

 

424

 

 

386

 

José Carlos de Mattos

 

 

 

 

 

Luiz Fernando Rolla

 

6

 

 

6

 

 

Luiz Henrique de Castro Carvalho

 

 

 

 

 

Marco Antônio Rodrigues da Cunha

 

1

 

 

1

 

 

Márcio Augusto Vasconcelos Nunes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AUDIT BOARD

 

4,400

 

 

 

 

Aliomar Silva Lima

 

 

 

 

 

Ari Barcelos da Silva

 

 

 

 

 

Aristóteles Luiz Menezes Vasconcellos Drummond

 

 

 

 

 

Helton da Silva Soares

 

 

 

 

 

Luiz Guarita Neto

 

 

 

 

 

Marcus Eolo de Lamounier Bicalho

 

 

 

 

 

Newton de Moura

 

 

 

 

 

Rafael Cardoso Cordeiro

 

4,400

 

 

 

 

Thales de Souza Ramos Filho

 

 

 

 

 

Vicente de Paulo Barros Pegoraro

 

 

 

 

 

 

SHARES IN CIRCULATION

(OTHER THAN SHARES OWNED BY THE STATE OF MINAS GERAIS) (*)

 

DATE

 

COMMON
SHARES

 

%

 

PREFERRED
SHARES

 

%

 

TOTAL
SHARES

 

%

 

30.09.2010

 

146,229,446

 

49.03

 

376,794,855

 

98.09

 

523,024,301

 

76.64

 

30.09.2009

 

132,934,068

 

49.03

 

342,541,418

 

98.09

 

475,475,486

 

76.64

 

 


(*) Changes in numbers of shares arise from corporate action and/or events during 2010.

 

132



Table of Contents

 

 

133



Table of Contents

 

3.                                                                                      Market Announcement — Transfer of Shares in Empresa Norte de Transmissão de Energia S.A. (ENTE), Empresa Regional de Transmissão de Energia S.A. (ERTE) and Empresa Catarinense de Transmissão de Energia S.A. (ECTE), Companhia Energética de Minas Gerais – CEMIG, November 12, 2010

 

134



Table of Contents

 

 

COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG

 

LISTED COMPANY

CNPJ 17.155.730/0001-64

NIRE 33300266003

 

MARKET ANNOUNCEMENT

 

Transfer of shares in ENTE, ERTE and ECTE

 

CEMIG (Companhia Energética de Minas Gerais), a listed company with securities traded on the stock exchanges of São Paulo, New York and Madrid, in accordance with CVM Instruction 358 of January 3, 2002, as amended, and complementing the information given in the Material Announcement of October 28, 2009, hereby publicly informs the Brazilian Securities Commission (CVM), the São Paulo Stock, Commodities and Futures Exchange (BM&F Bovespa S.A.) and the market in general as follows:

 

On today’s date, ownership was transferred to Cemig of the following equity interests held by MDU Resources Luxembourg II LLC, S.à.r.l. in the following companies:

 

Company

 

Percentage of voting stock and total stock

Empresa Norte de Transmissão de Energia S.A. (ENTE)

 

13.3%;

Empresa Regional de Transmissão de Energia S.A. (ERTE)

 

13.3%;

Empresa Catarinense de Transmissão de Energia S.A. (ECTE)

 

5.73%;

 

for the corresponding amount of R$ 100,498,468.54 (one hundred million four hundred ninety eight thousand four hundred sixty eight Reais and fifty four centavos).

 

Belo Horizonte, November 12, 2010

 

Luiz Fernando Rolla

Chief Officer for Finance, Investor Relations and Control of Holdings

 

  Av. Barbacena 1200

Santo Agostinho

30190-131 Belo Horizonte, MG

Brazil Tel.: +55 31 3506-5024

Fax +55 31 3506-5025

 

This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.

 

135



Table of Contents

 

4.

 

Market Announcement — Acquisition of shares in Light: payment and transfer of final tranche, Companhia Energética de Minas Gerais – CEMIG, November 17, 2010

 

136



Table of Contents

 

 

COMPANHIA ENERGÉTICA DE MINAS GERAIS — CEMIG

 

LISTED COMPANY
CNPJ 17.155.730/0001-64

 

MARKET ANNOUNCEMENT

 

Acquisition of shares in Light: payment and transfer of final tranche.

 

In accordance with CVM Instruction 358 of January 3, 2002, as amended, Cemig (Companhia Energética de Minas Gerais), a listed company with securities traded on the stock exchanges of São Paulo, New York and Madrid, hereby publicly informs the Brazilian Securities Commission (CVM), the São Paulo Stock, Commodities and Futures Exchange (BM&F Bovespa S.A.) and the market in general, that:

 

On today’s date 1,081,649 (one million and eighty one thousand six hundred and forty nine) common shares, representing 0.53% of the voting and total stock of Light S. A. (Light) were transferred from the ownership of Andrade Gutierrez Concessões S.A. (AGC) to Companhia Energética de Minas Gerais (CEMIG), and the corresponding payment was made. This transfer completes the agreement for acquisition disclosed in the Material Announcement dated March 25, 2010.

 

The value received by AGC for the sale of these shares was R$ 30,471,088.05 (thirty million four hundred and seventy one thousand and eighty eight Reais and five centavos), corresponding to R$ 28.17 (twenty eight Reais and seventeen centavos) per share of Light S.A.

 

 

Belo Horizonte, November 17, 2010

 

 

Luiz Fernando Rolla
Chief Officer for Finance, Investor Relations and Control of Holdings

 

Av. Barbacena 1200   Santo Agostinho   30190-131 Belo Horizonte, MG   Brazil    Tel.: +55 31 3506-5024   Fax +55 31 3506-5025

 

This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.

 

137



Table of Contents

 

5.

 

Summary of Principal Decisions of the 496th Meeting of the Board of Directors, Companhia Energética de Minas Gerais — CEMIG, November 18, 2010

 

138



Table of Contents

 

 

COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG

 

LISTED COMPANY

CNPJ 17.155.730/0001-64

NIRE 31300040127

 

BOARD OF DIRECTORS

 

SUMMARY OF PRINCIPAL DECISIONS

 

At its 496th meeting, held on November 18, 2010, the Board of Directors of Companhia Energética de Minas Gerais decided the following matters:

 

1-Constitution of a consortium, with Light Energia S.A.

 

2-Signing of partnership arrangements with Municipal Councils for the Rights of Children and Adolescents.

 

3-Signing of a working agreement for participation in the Mixed Benefits Pension Plan (Plan B), between Cemig Saúde and Forluz.

 

4-Signing of amendments with Banco do Brasil.

 

5-Signing of a loan agreement with Lightger S.A.

 

6-Increase in the registered capital of UTE Barreiro.

 

7- Increase in the registered capital of Itaocara Energia S.A.

 

8- Filing of a legal action.

 

9- Signing of terms of settlement and quittance of an assignment agreement.

 

10-Signing of an undertaking for offsetting, settlement and other matters.

 

11-New valuation of generation assets.

 

Av. Barbacena 1200   Santo Agostinho   30190-131 Belo Horizonte, MG   Brazil   Tel.: +55 31 3506-5024     Fax +55 31 3506-5025

 

This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.

 

139



Table of Contents

 

6.

 

Summary of Principal Decisions of the 124th Meeting of the Board of Directors, Cemig Geração e Transmissão S.A., November 18, 2010

 

140



Table of Contents

 

GRAPHIC

 

CEMIG GERAÇÃO E TRANSMISSÃO S.A.

 

LISTED COMPANY

 

CNPJ 06.981.176/0001-58

NIRE 31300020550

 

BOARD OF DIRECTORS

 

SUMMARY OF PRINCIPAL DECISIONS

 

At its 124th meeting, held on November 18, 2010, the Board of Directors of Cemig Geração e Transmissão S.A. decided the following matters:

 

1.               Signing of a working agreement for participation in the Mixed Benefits Pension Plan (Plan B), between Cemig Saúde and Forluz.

 

2.               Constitution of a consortium, with Light Energia S.A.

 

3.               Signing of amendments with Banco do Brasil.

 

4.               Signing of partnership arrangements with Municipal Councils for the Rights of Children and Adolescents.

 

Av. Barbacena 1200   Santo Agostinho   30190-131 Belo Horizonte, MG   Brazil   Tel.: +55 31 3506-5024     Fax +55 31 3506-5025

 

This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.

 

141



Table of Contents

 

7.

 

Summary of Principal Decisions of the 117th Meeting of the Board of Directors, Cemig Distribuição S.A., November 18, 2010

 

142



Table of Contents

 

GRAPHIC

 

CEMIG DISTRIBUIÇÃO S.A.

 

LISTED COMPANY

 

CNPJ 06.981.180/0001-16

 

BOARD OF DIRECTORS

 

SUMMARY OF PRINCIPAL DECISIONS

 

At its 117th meeting, held on November 18, 2010, the Board of Directors of Cemig Distribuição S.A. decided the following matter:

 

1-              Award of Lot 6 of Electronic Auction 530 — H00616.

 

2-              Award of Sole Lot of Electronic Auction 530 — H01111.

 

3-              Signing of contractual amendment with Embratel — Re-ratification of CRCA.

 

4-              Signing of an amendment to contract with A&C Centro de Contatos S.A. / Re-ratification of CRCA.

 

5-              Signing of partnership arrangements with Municipal Councils for the Rights of Children and Adolescents.

 

6-              Signing of a working agreement for participation in the Mixed Benefits Pension Plan (Plan B), between Cemig Saúde and Forluz.

 

7-              Signing of amendments with Banco do Brasil.

 

8-              Signing of an amendment to the Contract for Implementation of the Cresceminas Program.

 

9-              Revision of Phase III of the Luz para Todos (Light for Everyone) Program.

 

Av. Barbacena 1200   Santo Agostinho   30190-131 Belo Horizonte, MG   Brazil   Tel.: +55 31 3506-5024    Fax +55 31 3506-5025

 

This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.

 

143