20 02 - Sonae Sierra

0220sonaeimobiliária

I N R E V I E W

0220sonaeimobiliária

I N R E V I E W

Report & Strategy 06 Summary of Performance in 2002 10 Our business 11 Development 12

Investment 24 Property Management 36 Brazil 50 Environmental Management 58 Financial

Situation & Results 65 Organization & People 66 Consolidated Accounts 72 Prospects 76

> index

€ 144.4 million, increased by 19.4%

1,140,532 m2 of GLA

NET PROFIT

€ 95.5 million, increased by 30%EBITDA

377 millionVISITS TO THE SHOPPING CENTRES

OMV amounted to € 1,471.2 million,an increase of €407 million in 2002

OMV [OPEN MARKET VALUE]

OWNS OR CO-OWNS

H A V E F U N

€ 223.9 million, an increase of 58.7%RENTS AND INCOME

5,089 SHOP RENTAL CONTRACTS

€ 1,037 million, an increase of 11.1%

Sonae Imobiliária owns or co-owns 24 shoppings andleisure centres, one retailpark and two galleries

NAV [NET ASSET VALUE]

1,516,532 m2 of GLAUNDER MANAGEMENT

N W I T H U SI N R E V I E W

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presents an integrated vision of its activity

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Sonae Imobiliária is a European company, incorporated in Portugal in 1989.

Its strategic shareholders are SONAE, SGPS (Portugal) and GROSVENOR (United Kingdom), owners of 100% of the company’s shares.

SONAE, SGPS holds, directly or indirectly 67.04%, and GROSVENOR holds, directly or indirectly, 32.96%.

> Report & Strategy

> SONAE IMOBILIÁRIA’S ACTIVITY

Sonae Imobiliaria is a specialist company in the shopping and leisure centre sector, and its activities include real estate development,

investment and the management of the developments in which it participates.

With the active support of its shareholders, Sonae Imobiliária:

• Is a dominant leader of the Portuguese market

• Creates new retail formats and innovative concepts

• Follows a consistent policy of joint-venturing

• Maintains a clear and consistent growth strategy based on international expansion

> INTERNATIONAL EXPANSION

Sonae Imobiliária started its international expansion in 1997 and is now operating in the following target markets:

• Portugal, Spain, Italy, Germany, Austria and Greece (Europe)

• Brazil (South America)

The modernization of the shopping centre concept is one of the company’s strongest bets, introducing new integrated retail and

leisure formats.

> INTERNATIONAL ACKNOWLEDGMENTThe quality and innovative designs of its products have made Sonae Imobiliária the company with the most international awards in

the shopping centre sector. Its products have already won 6 awards at ICSC-Europe, 2 at ICSC-Las Vegas, 4 ICSC Marketing Awards,

3 at MIPIM, 1 from Procos and one Real Estate Oscar. In Spain in March 2001 Sonae Imobiliária was awarded the prize of "Developer

of the Year", sponsored by the Spanish magazine "Spanish Real Estate" and in 2003 the Company was distinguished with the "Euro-

pean Prize" of Procos as the "Best European Developer and Investor".

> STRATEGYSonae Imobiliária is an international company with a European base and it specialises in shopping and leisure

centres. Its strategy is based on two main approaches, focus and growth.

OBJECTIVE > FOCUS

Sonae Imobiliária concentrates on its main core business of the development of shopping and leisure centres, of holding them

as an investment, and of managing them, creating destinations of choice for its customers.

Simultaneously, the shopping and leisure centre industry is treated in an integrated way, where added value is achieved, not

only through development, but also through active management of the properties.

Taking a global view of the shopping and leisure centre business, the company aims, in all targeted markets, to innovate and

introduce new concepts, through local partnerships on the basis of a long-term view of investment.

Sonae Imobiliária is and wants to continue to be the "partner of choice".

> BETTING ON INNOVATION

OBJECTIVE > GROWTH

Sonae Imobiliária’s objective is to grow, by more than doubling its "Net Asset Value" (NAV) in the next five years, and to

continue to generate high levels of return for its shareholders.

This growth will be achieved by capitalizing on the key strengths of the company, by pursuing its policy of joint-ventures and

international diversification through new developments, refurbishments and acquisitions.

This growth strategy makes the company an active partner, controlling or sharing control, in all its developments. Maintaining

its position as leader in the development, investment and management of shopping centres in Portugal implies concentrating

its efforts in the markets where it already operates, seeking a leadership position, both nationally and internationally.

Consequently, it’s a priority to be proactive in the search for and taking advantage of the opportunities that occur in the rest of

Europe, and also to achieve a position of importance within the sector in Brazil, with a self-imposed limit of exposure to this

market of not more than 20% of Group NAV.

Sonae Imobiliária’s objective is to grow, by more than doubling its"Net Asset Value" (NAV) in the next five years

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> SONAE IMOBILIÁRIA’S MAIN JOINT-VENTURES

ING Real Estate [Holland]

ViaCatarina (50%)Porto, Portugal

Centro Colombo (50%)Lisboa, Portugal

Zubiarte (50%)Bilbao, Spain

MaxCenter (50%)Bilbao, Spain

Miller Developments [United Kingdom]

Sintra Retail Park (50%)Lisboa, Portugal

Coimbra Retail Park (50%)Coimbra, Portugal

Setúbal Retail Park (50%)Setúbal, Portugal

Grupo Eroski [Spain]

Plaza Eboli (35%)Pinto, Madrid, Spain

Estação Shopping [Portugal]

Estação Viana (50%)Viana do Castelo, Portugal

WIB [Germany]

3Do (10%)Dortmund, Germany

Grupo Nicolau Sousa Lima [Portugal]

Parque Atlântico (50%)Ponta Delgada, Azores, Portugal

Enplanta Engenharia [Brazil]

Boavista Shopping (2.5%)S. Paulo, Brazil

Sonae Enplanta (50%)S. Paulo, Brazil

Parque D. Pedro (2.5%)Campinas, S. Paulo, Brazil

Dos Mares (35%)S, Javier, Murcia, Spain

Avenida M40 (40%)Madrid, Spain

Luz del Tajo (35%)Toledo, Spain

Grupo Charagionis [Greece]

Mediterranean Cosmos (19.95%)Thessaloniki, Greece

Lambda Developments [Greece]

Mediterranean Cosmos (60.1%)Thessaloniki, Greece

CNP Assurances [France]

Arrábida Shopping (25%)Porto, Portugal

GaiaShopping (25%)Porto, Portugal

Ecureuil Vie [France]

GaiaShopping (25%)Porto, Portugal

Arrábida Shopping (25%)Porto, Portugal

Aegean Park (50%)Athens, Greece

DEGEWO [Germany]only shares housing

AlexanderPlatzBerlin, Germany

PAM [Italy]only shares hypermarket Espansione Commerciale [Italy]

Borgarello Centre Pavia, Italy

Segest (50%) Italy

Estevão Neves [Portugal]

MadeiraShopping (50%)Funchal, Madeira, Portugal

Castle City [United Kingdom]

Plaza Mayor (development)Malaga, Spain

Plaza Mayor Shopping (25%)Malaga, Spain

Valle Real (50%)Santander, Spain

GranCasa (50%)Zaragoça, Spain

La Farga (25%)Hospitalet, Barcelona, Spain

Centro Vasco da Gama (50%)Lisboa, Portugal

Grupo LAR Grosvenor [Spain]

Parque Principado (25%)Oviedo, Spain

PanEuropean [United Kingdom]

CascaiShopping (25%)Cascais, Portugal

Whitehall Found [USA]

Parque Principado (50%)Oviedo, Spain

TransEuropean [United Kingdom]

CascaiShopping (25%)Cascais, Portugal

TIAA-CREF [USA]

NorteShopping (50%)Porto, Portugal

Multiplan [Brazil]

CascaiShopping (development)Cascais, Portugal

BAI [Austria] only shares offices and hotel

Vienna Mitte Viena, Austria

In 2001, Sonae Imobiliária began to draw up its consolidated accounts in accordance with INTERNATIONAL ACCOUNTING STANDARDS (IAS).

There were a number of reasons for this decision. Firstly, the use of this standard makes it easier to compare Sonae Imobiliária’s

performance with that of other companies in the market. Secondly, IAS is widely regarded as the standard system for the future and

has been adopted by EPRA - "European Public Real Estate Association". From 2005 onwards, all companies in the European Union

will be required by law to use it.

In general, Sonae Imobiliária’s results are made up of two main parts. The first of these relates to the profits on its investments, made

up of income from the properties, which it owns, and, from time to time, of the proceeds of sale of such properties. The second part

relates to the variation in the value of the company's investment portfolio as determined by independent appraisers.

> Summary of Performance in 2002

PERFORMANCE INDICATORS 1997 1998 1999 2000 2001 2002

Real Estate NAV as of 31 Dec. (million €) 379 459 643 752 934 1,037

Real Estate NAV as of 31 Dec per share (€) 10.11 12.24 17.15 20.05 24.90 27.67

Share Price as of 31 Dec (€) 11.13 16.34 13.09 12.55 16.00 * n.a.

GLA owned in operating centres (000’s m2) 333 413 563 584 790 1,140

GLA under management (000’s m2) 550 625 893 959 1,128 1,517

Number of tenant contracts under management 1,747 2,050 3,162 3,450 3,949 5,089

Consolidated EBITDA – Portuguese GAAP (million €) 12.0 12.3 54.1 63.4 n.a. n.a.

Consolidated EBITDA – IAS (million €) 55.1 73.8 95.5

Consolidated Net Profit – Portuguese GAAP (million €) 4.6 15.2 22.6 25.6 n.a. n.a.

Consolidated Net Profit – IAS (million €) n.a. n.a. n.a. 63.0 120.9 144.4

GROWTH (in % of the previous year)

PERFORMANCE INDICATORS 1998 1999 2000 2001 2002

Real Estate NAV as of 31 Dec. 21% 40% 17% 24.1% 11.1%

Real Estate NAV as of 31 Dec per share 21% 40% 17% 24.1% 11.1%

Share Price as of 31 Dec 47% (20%) (4%) 27.5%* n.a.

GLA owned in operating centres 14% 36% 4% 35.3% 44.4%

GLA under management 14% 43% 7% 17.6% 34.5%

Number of tenant contracts under management 17% 54% 9% 14.5% 28.9%

International Accounting Standards were adopted

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> Our businessAt present Sonae Imobiliária owns 12 shopping centres, 2 shopping galleries and one retail park in operation in Portugal. The company

is the market leader in the country's shopping centre industry, with a market share of 51% in terms of GLA under management.

In Portugal, the company is also marketing and developing 2 more shopping centres and 2 new retail parks and is extending an

existing shopping centre, the CascaiShopping.

In Spain, Sonae Imobiliária owns six shopping centres already in operation and it is developing 6 new shopping centres (Plaza Mayor

in Malaga, Avenida M40 in Madrid, Luz del Tajo in Toledo, Plaza Eboli in Pinto, Madrid, Dos Mares in S. Javier, Murcia, and Zubiarte in

Bilbao).

Sonae Imobiliária is also developing another 7 new projects elsewhere in Europe: 3DO in Dortmund, Germany, AlexanderPlatz in

Berlin, Germany, Vienna Mitte in Vienna, Austria, Aegean Park in Athens, Greece, Mediterranean Cosmos in Thessaloniki, Greece,

Brescia Centre in Brescia, Italy and Borgadello Centre in Pavia, Italy.

In Brazil, Sonae Imobiliária is developing one new shopping and leisure centre in São Paulo, the Boavista Shopping, and is extending

Shopping Penha. Parque D. Pedro in Campinas, São Paulo opened in March 2002, and the company has holdings in five other shop-

ping centres in operation, of which four are in the state of S. Paulo and one is in Brazilia.

Sonae Imobiliária is actively involved in 114 properties, of which 83 are in Portugal, 16 in Spain, 3 in Greece, 2 in Italy, 2 in Germany,

1 in Austria and 7 in Brazil.

Overall, Sonae Imobiliária owns or co-owns about 1,140,532 m2 of GLA in operation in Portugal, Spain and Brazil and manages

1,516,821 m2 of GLA in these markets.

During the course of 2002, following the focusing strategy on shopping and leisure centres, the Prædium Company, for the develop-

ment of residences, was sold. The process for the sale of our 50% holding of SPEL, a car park company, was also started. The VilaLam-

bert property, in Lisbon, was also sold, and the company is still the main tenant of the offices and manager of the shopping gallery.

Sonae Imobiliária is actively involved in over 100properties and continues to expand

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Plaza Mayor [Malaga, Spain] opened in April

Construction started at Coimbra Retail Park [Coimbra, Portugal], a joint development with Miller Developments

"Joint-venture" between Sonae Imobiliária and Grupo Eroski for the development of three shopping and leisure centres in Spain:Luz del Tajo [Toledo], Plaza Éboli [Pinto] and Dos Mares [S. Javier]

The sales launch and presentation to the public of theAvenida M40 shopping and leisure centre [Madrid, Spain]

took place

MadeiraShopping [Funchal, Portugal], AlgarveShopping [Albufeira,Portugal] and Parque Principado [Oviedo, Spain] were awardedwith international prizes

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> development <THE MAIN EVENTS OF 2002

Construction started at Parque Atlântico [Ponta Delgada, Portugal]with the participation of the Nicolau de Sousa Lima Group

Construction began at Estação Viana, [Viana do Castelo,Portugal]. Sonae Imobiliária and a group of local investorsare carrying out the development on a 50-50 basis

A 50-50 joint venture was set up with ING to developthe Zubiarte shopping and leisure centre [Bilbao, Spain]

The company has signed a promissory contract to buy a site for thedevelopment of Shopping Centre AlexanderPlatz [Berlin, Germany]

A joint venture was set up between Sonae Charagionis and Lamda Developmentto develop the Mediterranean Cosmos [Thessaloniki, Greece]

> PORTUGALAs previously mentioned, the company is currently developing five projects. The total investment in all these projects amounts to around

€ 146,8 million.

The two Shopping Centres, Parque Atlântico (Ponta Delgada, Azores, Portugal) and Estação Viana (Viana do Castelo, Portugal) are both

being developed in partnership with local companies. Construction started in 2002 and the centres are scheduled to open in the autumn

of 2003. The marketing campaigns for these centres have been highly successful and the centres should open almost fully let.

Coimbra Retail Park and Setubal Retail Park are the company's second and third investments of this type in Portugal. We hope that these

developments will be just as successful as Sintra Retail Park. Building began at Coimbra Retail Park in late 2002 and the project is

scheduled to open in autumn 2003.

The architectural plans for Setúbal Retail Park, in Setúbal, have been approved and the project is still awaiting a building licence. Hope-

fully this will soon be granted so that building can begin during 2003.

The second extension of CascaiShopping is now under construction. € 25,4 million is being invested in extending its GLA by 7,000 m2. The

building work and the marketing campaign are proceeding faster than expected and the new area of the Centre should open in September

of this year.

There are currently 19 projects under development and expansion in six countries

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PORTUGAL

Location

Opening Date

Catchment Area

GBA (m2)

GLA (m2)

Nr of parking places

Anchor Stores

Shop Units

Nº of

Restaurants

Gross Investment

Developers

Owners

PARQUE ATLÂNTICO

Ponta Delgada,

Azores

Autumn 2003

116,000 inhab.

37,000

22,000

1,120

7

75

16

39.5 million

Sonae Imobiliária

Sonae

Imobiliária (50%) / Grupo

Nicolau Sousa Lima (50%)

ESTAÇÃO VIANA

Viana do Castelo

Autumn 2003

134,000 inhab.

33,000

18,000

600

7

85

16

46.3 million

Sonae Imobiliária

Sonae

Imobiliária (50%) /

Estação Shopping (50%)

CASCAISHOPPING

EXPANSION

Cascais

Autumn 2003

1,000,000 inhab.

+10,000

+7,000

+610

+2

+36

0

25.4 million

Sonae Imobiliária /

PanEuropean

TransEuropean

Sonae

Imobiliária (50%)

PanEuropean (25%)

TransEuropean (25%)

COIMBRA

RETAIL PARK

Coimbra

Autumn 2003

175,000 inhab.

13,000

12,800

500

1

10

1

13.5 million

Sonae Imobiliária /

Miller Developments

Sonae

Imobiliária (50%)/

Miller Group (50%)

SETÚBAL

RETAIL PARK

Setúbal

Autumn 2004

154,000 inhab.

20,000

20,000

800

3

10

4

22.1 million

Sonae Imobiliária/

Miller Developments

Sonae

Imobiliária (50%)

Miller Group (50%)

> SPAINIn Spain, Plaza Mayor, in Malaga, opened as planned on 18th April. The opening event was a huge success.

Sonae Imobiliária’s first complete project in Spain, the centre has 33,000 m2 of GLA, and represents an

investment of € 51 million.

The construction and marketing of the Avenida M40 shopping and leisure centre, in Madrid, are

proceeding at a brisk pace. This joint venture between Sonae Imobiliária and the Eroski Group

(60/40) is scheduled to open next spring. Avenida M40 will have 147 shops and a number of

anchors. Contracts have already been signed for 55% of its GLA. The centre will feature a 15,000

m2 Eroski hypermarket, a 12-screen Yelmo Cineplex cinema, a Forum sports shop, and the Zara

Group's complete range of brand names.

In July 2002, Sonae Imobiliária announced that it was going to develop a new shopping and leisure

centre, Plaza Eboli, in Pinto, in the Madrid area. This is another joint venture with the Eroski Group

(65%/35%). About € 45 million will be invested in the centre, which will have 30,000 m2 of GLA with 80

shops. The Centre will have an Eroski hypermarket, 13 restaurants, a 10-screen cinema and parking

for about 1,000 car parking places.

In October, also in partnership with the Eroski Group (65%/35%), building began at the Dos Mares shopping

and leisure centre in S. Javier, in the Murcia area. This project represents an investment of about € 35 million. It will have 24,000 m2

of GLA with 77 shops, including an Eroski hypermarket, 15 restaurants, an 8-screen cinema and parking for about 1,200 car parking

places. It is scheduled to open in Spring 2004. The company is continuing to develop Luz del Tajo, in Toledo. This is another joint invest-

ment with the Eroski Group (65%/35%). The estimated investment in the centre is € 77 million and it will have 41,000 m2 of GLA.

As has already been mentioned, the company has formed a 50/50 joint venture with ING, and Sonae Imobiliária and ING Developments

are developing the Zubiarte shopping and leisure centre, in Bilbao. The centre is already under construction. With a GLA of around

21,700 m2 and 77 shops, it is scheduled to open in the second quarter of 2004.

SPAIN

Location

Opening Date

Catchment Area

GBA (m2)

GLA (m2)

Nº of parking places

Anchor Stores

Shop Units

Nº of

Restaurants

Gross Investment

Developers

Owners

AVENIDA M40

Madrid

Spring 2004

1,009,000 inhab.

65,000

47,600

2,400

8

111

28

110.7 million

Sonae Imobiliária/

Grupo Eroski

Sonae


Grupo Eroski (40%)

LUZ DEL TAJO

Toledo

Autumn 2004

247,000 inhab.

55,000

41,400

2,000

8

77

14

77.1 million

Sonae Imobiliária/

Grupo Eroski

Sonae


Grupo Eroski (35%)

PLAZA ÉBOLI

Pinto, Madrid

Autumn 2004

156,000 inhab.

39,000

30,000

1,000

7

60

13

45.0 million

Sonae Imobiliária/

Grupo Eroski

Sonae


Grupo Eroski (35%)

PLAZA MAYOR SHOPPING

Málaga

Spring 2005

882,000 inhab.

17,000

16,700

970

3

50

0

30.7 million

Sonae Imobiliária/

Castle City

Sonae


Castle City (25%)

ZUBIARTE

Bilbau

Autumn 2004

1,500,000 inhab.

35,000

21,700

1,000

8

55

14

75.0 million

Sonae Imobiliária/

ING Real Estate

Sonae


ING Real Estate (50%)

DOS MARES

S. Javier, Murcia

Spring 2004

137,000 inhab.

31,000

24,000

1,200

9

53

15

35.2 million

Sonae Imobiliária/

Grupo Eroski

Sonae


Grupo Eroski (35%)

> GERMANY & AUSTRIA Through its subsidiary for the German and Austrian markets, SonaeWest Shopping, with headquarters in Dusseldorf, Sonae

Imobiliária has continued to develop 3DO in Dortmund, Germany. The project, which exemplifies the company’s commitment to

international expansion, has a GLA of around 55,000 m2 and an estimated development cost of € 250 million.

In December, Sonae Imobiliária signed a contract for the purchase of a site on the Alexanderplatz, in the city of Berlin on which

to develop a shopping and leisure centre. This new development will have 53,200 m2 of GLA and represents an investment of

around € 265.5 million.

In Austria the Vienna Mitte shopping and leisure centre is being developed in Vienna. The development cost of this centre, which

will have around 25,000 m2 of GLA is € 170 million.

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GERMANY

& AUSTRIA

Location

Opening Date

Catchment Area

GBA (m2)

GLA (m2)


Anchor Stores

Shop Units

Nº of

Restaurants

Gross Investment

Developers

Owners

3DO

Dortmund, Germany

2006

3,400,000 inhab.

86,000

55,000

2,100

8

180

25

250.0 million

Sonae Imobiliária

Sonae


WIB (10%)

ALEXANDERPLATZ

Berlin, Germany

Spring 2006

2,000,000 inhab.

79,000

53,200

1,600

14

190

20

265.5 million

Sonae Imobiliária

Sonae

Imobiliária

VIENNA MITTE

Viena, Austria

Autumn 2006

2,000,000 inhab.

40,500

24,600

750

6

125

23

170.0 million

Sonae Imobiliária

Sonae

Imobiliária

betting on international expansion

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> GREECEIn Greece during 2002, through Sonae Charagionis - Sonae Imobiliária’s joint-venture with Charagionis Group for the Greek market,

with headquarters in Athens - the company continued to focus on obtaining the licences required for the development of Aegean Park,

a shopping centre in the Greater Athens area.

During the first week of July, through Sonae Charagionis, Sonae Imobiliária signed an agreement with the LAMDA Development Group

to develop Mediterranean Cosmos, a shopping and leisure centre in the city of Thessaloniki, in Northern Greece. This centre, of which

Sonae Charagionis owns 39.9%, will have 47,000 m2 of GLA and represents an investment of € 104 million.

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GREECE

Location

Opening Date

Catchment Area

GBA (m2)

GLA (m2)


Anchor Stores

Shop Units

Nº of

Restaurants

Gross Investment

Developers

Owners

AEGEAN PARK

Athens

2005

1,104,000 inhab.

83,000

60,000

2,300

13

295

25

152.0 million

Sonae Charagionis

Sonae

Imobiliária (50%)

Grupo Charagionis (50%)

MEDITERRANEAN COSMOS

Thessaloniki

Autumn 2004

210,000 inhab.

74,000

47,000

2,800

11

175

21

104.0 million

Sonae Charagionis

Grupo LAMBDA

Sonae Charagionis (39.9%)

Grupo LAMBDA (60.1%)

> ITALYIn Italy, through Sonae Imobiliária Italy, efforts are being made to conclude the licensing process so that work can begin in 2003 on

the Brescia Centre, in Brescia, Italy. This 29,000 m2 shopping and leisure centre has a development cost of about € 109 million. In

November, Sonae Imobiliária agreed to invest in the Borgarello Centre, a shopping and leisure centre in Pavia, Italy. The agreement

is conditional on the necessary licences being obtained. This new centre represents an investment of € 129 million and it will have

47,500 m2 of GLA. This is a joint development with PAM, an Italian company leader in the food retail business.

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ITALY

Location

Opening Date

Catchment Area

GBA (m2)

GLA (m2)


Anchor Stores

Shop Units

Nº of

Restaurants

Gross Investment

Developers

Owners

BRESCIA CENTRE

Brescia

Autumn 2005

582,000 inhab.

40,000

29,000

2,500

7

105

15

109.2 million

Sonae Imobiliária

Sonae

Imobiliária

BORGARELLO CENTRE

Pavia

Autumn 2005

530,000 inhab.

65,000

47,500

2,700

11

106

18

129.2 million

Sonae Imobiliária/

PAM (hipermercado)

Sonae

Imobiliária

Germany 29% | Greece 15% | Spain 22% | Portugal 8% | Italy 14% | Brazil 2% | Austria 10%

The geographical distribution of the company's investments is as follows:

> THE IMPORTANCE OF SHOPPING AND LEISURE CENTRES DEVELOPMENTThis business contributed with € 1,845 million for the company's consolidated profits, as against € 511 thousand in 2001. This Net

Profit has two components, first, the one that results from the normal activity of development - Direct Profit -, the second results

from the value created during the development process and is captured under Indirect Profit. The income arises from project

management fees (services rendered) debited to projects under development in the various countries. This applies in every

market except in Brazil, where this income is included as part of the Brazil business unit. The growth versus 2001 results from an

increased number of projects under development in 2002, as mentioned above. Operating costs rose by 8.9%, a substantial

increase over 2001. The Company has a strong commitment to future expansion and conse-quently the reinforcement of the

management team during the year.

The Total Indirect Profit is higher than last year by 19.5%. The Company has already expressed its belief that the development busi-

ness should be remunerated in relation to the actual increase in value generated during the development phase. The Company,

therefore, recognised under the heading "Realized Property Profit" (IAS 40) 10% of the increase in value relating to the centres

opened during the year, in this case Plaza Mayor. In relation to non-realised gains on revaluation, the business has recognised the

income from future capital gains in the value of centres in course of development, which will only materialise at the time when the

centres open. At that time, the centres will be transferred to the shopping centre investment business. The added value profit is

only calculated for the projects already with building license (see created value table). These non-realised gains on revaluation are

excluded from the global consolidated accounts, since they represent transactions between businesses of the same Group. The

Deferred taxes arise from the Realized Property Profit and from the Non-Realised Property Profit.

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SONAE IMOBILIÁRIA DEVELOPMENTPROFIT & LOSS ACCOUNT 31 DEC. 2002* 31 DEC. 2001* (%) ∆ 01/02

Project Development Services Rendered 8,796 6,827 28.8%

Operating Costs 11,498 10,559 8.9%

General Supplies and Services 6,386 7,098 (10.0%)

Personnel Costs 5,027 3,460 45.3%

Other Costs 86 2 -

Gross Operating Results (2,703) (3,732) (27.6%)

Depreciation 94 41 128.5%

Operating Results (2,797) (3,773) (25.9%)

FInancial Income 690 92 646.5%

Financial Costs 624 163 281.9%

Financial Results 66 (71) (192.6%)

Current Results (2,731) (3,844) (29.0%)

Corporate Taxes (901) (1,266) (28.8%)

Direct Profits (1,830) (2,578) (29.0%)

Realized Property Profit (IAS 40) 1,947 4,610 (57.8%)

Non-Realized Property Profit (IAS 40) 3,563 0 -

Total Indirect Income 5,510 4,610 19.5%

Deferred Tax 1,836 1,521 20.6%

Indirect Profit 3,675 3,089 19.0%

Net Profit 1,845 511 261.2%

CONSOLIDATED BALANCE SHEET 31 DEC. 2002*

Properties under Development 136,885

Costumers 1,113

Deferred Taxes 3,676

Other Assets 35,744

Deposits 14,392

Total Assets 191,810

Net Worth (1,101)

Minorities 6,792

Shareholder Loans 143,954

Bank Loans 11,818

Other Liabilities 29,446

Deferred Taxes 899

Total Liabilities 186,118

Net Worth, Minorities and Total Liabilities 191,810

* Figures in Euro (thousands)∆ – percentage variation

* Figures in Euro (thousands)

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Estação Viana 50% 6,809 Autumn 2003 21,973 18,597 3,376 46%** 1,390

Parque Atlântico 50% 8,046 Autumn 2003 24,981 23,915 1,067 19%** 184

Coimbra Retail Park 50% 2,047 Autumn 2003 8,416 6,750 - - -

Avenida M40 60% 35,913 Spring 2004 102,000 95,809 6,191 41%** 1,356

Plaza Éboli 65% 9,164 Spring 2004 41,915 45,000 - - -

Luz Del Tajo 65% 5,091 Spring 2004 65,797 77,100 - - -

Mediterranean Cosmos 20% 1,531 Summer 2004 n.a. 20,800 - - -

Setúbal Retail Park 50% 1,247 Summer 2004 n.a. 11,050 - - -

Zubiarte 50% 15,000 Summer 2004 47,500 45,082 2,418 29%** 633

Dos Mares 65% 5,661 Autumn 2004 36,000 35,200 - - -

Plaza Mayor Shopping 100% 4,381 Spring 2005 n.a. 30,700 - - -

Aegean Park 50% 17,405 Autumn 2005 98,463 76,000 - - -

Brescia Centre 100% 4,390 Autumn 2005 118,534 109,200 - - -

3DO 100% 2,678 Spring 2006 n.a. 250,000 - - -

AlexanderPlatz 100% 3,143 Spring 2006 292,093 265,500 - - -

Vienna Mitte 100% 2,187 Autumn 2006 n.a. 170,000 - - -

LoureShopping 100% 9,307 - 62,726 - - - -

Parque Famalicão 100% 2,885 - n.a. - - - -

TOTAL 136,885 920,398 1,273,953 13,051 3,563

Projects underDevelopment

Sonae Share31 Dec. 2002

Gross Book Valuein 31 Dec. 2002

Completion Date

Estimated

Open Market Value at completion

Estimated

Total Cost ofInvestment at

CompletionEstimated

Total Marginat Completion

Estimated

% of completion 31 Dec. 2002

Margin31 Dec. 2002

VALUE CREATED

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* Figures in Euro (thousands)** Rounded of

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The market value increase of Sonae Imobiliária’s assets is due to the acquisition offour shopping centres in Spain and to the opening of the Plaza Mayor [Malaga,Spain], with a GLA of over 33 thousand m2

The asset’s market value increase in Spain was, on a "like-for-like" basis, of 8.6%

The geographical distribution of the OMV of the operating centres and galleries held(or co-held) by Sonae Imobiliária is as follows: Portugal 76% | Brazil 6% | Spain 18%

In 2002, construction proceeded of Phase 2B of the extension ofCascaiShopping The extension will add around 7,000 m2 of GLA to the centre

and about 34 new shops. Total investment will be around € 25 million

During 2002, the re-financing took place of ViaCatarina [Porto, Portugal] (€ 39 million), CascaiShopping [Cascais, Portugal] (€ 123 million including theextension project) and Centro Vasco da Gama [Lisboa, Portugal] (€ 111 million)

The remodelling of the shopping gallery opposite the hyper-market at GaiaShopping [Vila Nova de Gaia, Portugal] was

completed, with new shops and better premises

The Vila Lambert building was sold to AF Investimentos, BancoComercial Português Group’s Investment Management Company

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> investment <MAIN EVENTS IN 2002

Sonae Imobiliária owns or co-owns 1,140,532 m2 of GLA in operation inPortugal, Spain and Brazil, an increase of 44% compared to the previous year

The geographical distribution of GLA owned (or co-owned) under operation isas follows: Portugal 53% | Spain 27% | Brazil 20%

An agreement was concluded for the purchase of Castle City's 25% holdingin the Plaza Mayor shopping and leisure centre [Malaga, Spain]; SonaeImobiliária now owns 100% of the centre

In December 2002, an agreement was signed relating to the acquisition of FILO's shopping centre business and a joint venture with ING for this purposeThe company now co-owns four shopping centres in operation: GranCasa[Zaragoza], MaxCenter [Bilbao], Valle Real [Santander] and La Farga [Barcelona]

CENTRE LOCATION OPENING UNITS OCCUPANCY GLA (M2) TOTAL

01.CascaiShopping Cascais 91+94+99+00 170 99% 64,894

02.CoimbraShopping Coimbra 1993 69 97% 26,482

03.GuimarãeShopping Guimarães 1995 92 100% 24,875

04.GaiaShopping Gaia 1989+95 163 97% 57,186

05.ViaCatarina Porto 1996 100 96% 11,611

06.Centro Colombo Lisboa 1997 426 100% 119,769

07.MaiaShopping Maia 1997 110 100% 28,940

08.NorteShopping Porto 1998 289 99% 72,024

09.Centro Vasco da Gama Lisboa 1999 166 100% 47,649

10.Sintra Retail Park Sintra 2000 16 100% 17,317

11.MadeiraShopping Funchal 2001 112 92% 26,516

12.AlgarveShopping Guia 2001 133 96% 42,404

13.Arrábida Shopping Gaia 1996 176 97% 56,457

Total Shopping Centres in Portugal 2,022 98% 596,124

14.ClérigoShopping Porto 1991 25 16% 1,423

15.Edifício Grandella Lisboa 1998 5 80% 5,806

Total Galleries in Portugal 30 27% 7,229

Total Portugal 2,052 97% 603,353

16.Parque Principado Oviedo 2001 126 95% 75,542

17.Plaza Mayor Málaga 2002 111 90% 33,034

18.GranCasa Zaragoça 1997 177 97% 78,943

19.La Farga Barcelona 1996 128 73% 18,584

20.MaxCenter Bilbau 1994 186 82% 59,613

21.Valle Real Santander 1994 104 91% 47,738

Total Shopping Centres in Spain 832 88% 313,454

22.Shopping Penha S. Paulo 1992 203 69% 18,106

23.Shopping Franca S. Paulo 1993 108 81% 18,361

24.Shopping Metrópole S. Paulo 1980 164 95% 25,289

25.Pátio Brasil Brasília, DF 1997 198 90% 30,942

26.Tivoli Shopping S. Paulo 1998 160 88% 21,389

27.Parque D. Pedro S. Paulo 2002 368 86% 109,638

Total Shopping Centres in Brazil 1,201 85% 223,725

TOTAL 4,085 92% 1,140,532

INFORMATION ON CENTRES AND GALLERIES OWNED

27

2002 > A POSITIVE YEAR FOR SONAE IMOBILIÁRIAThe Shopping Centres and Galleries owned or co-owned by the company in Portugal, Spain and Brazil generated rents and other

income amounting to € 223.9 million, an increase of 58.7% over the previous year. On a "like-for-like" basis, the increase was 12.2%,

a high value. At the end of 2002, the occupancy rate of this 24 shopping centre portfolio was 92%.

In Portugal, rents and other income generated by shopping centres and galleries owned or co-owned by Sonae Imobiliária amounted

to € 143.8 million, an increase of 16.1% over 2001. This portfolio was 97% occupied at the end of 2002.

Distribution (in m2 of GLA) of operating owned centres:

Portugal 53% | Spain 27% | Brazil 20%

Analysis of the fixed and variable rents generated only by the portfolio of shopping centres in Portugal shows revenue amounting to

€ 135 million, an increase of 9.2% over 2001. Turnover rents amounted to 10.7% of the fixed rents. CoimbraShopping, Centro Colombo,

€ 223.9 million in profits and rents in 2002

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MaiaShopping, NorteShopping, Centro Vasco da Gama and AlgarveShopping

were all particularly successful, generating turnover rents amounting to over 10%

of the fixed rental income of these centres.160.0

140.0

120.0

100.0

80.0

60.0

40.0

20.0

0.097 98 99 00 01 02

Portugal Shopping and GalleriesRentaland Other Income

32

62

87

102

124

144

mill

ion

Euro

PORTUGAL GROSS RENTAL INCOME

2002* 2001* (%) ∆ 02/01

CascaiShopping 14,619 13,809 5.9%

CoimbraShopping 2,783 2,679 3.9%

GuimarãeShopping 2,922 2,641 10.6%

GaiaShopping 9,132 8,341 9.5%

ViaCatarina 4,933 4,678 5.5%

Centro Colombo 37,487 36,650 2.3%

MaiaShopping 4,073 3,879 5.0%

NorteShopping 21,490 19,551 9.9%

Centro Vasco da Gama 13,404 12,260 9.3%

Sintra Retail Park 2,474 2,382 3.9%

MadeiraShopping 6,109 4,262 43.3%

AlgarveShopping 6,500 3,851 68.8%

Arrábida Shopping 9,040 8,618 4.9%

Total 134,966 123,601 9.2%

SPAIN GROSS RENTAL INCOME

2002* 2001* (%) ∆ 02/01

Parque Principado 9,158 5,299 72.8%

Plaza Mayor 3,169 0 n.a.

GranCasa 8,548 8,068 5.9%

La Farga 3,372 3,276 2.9%

MaxCenter 6,855 6,073 12.9%

Valle Real 4,450 4,102 8.5%

Total 35,552 26,818 32.6%

In December, Sonae Imobiliária sold VilaLambert, where the company has its

Lisbon headquarters, to AF Investimentos, the Investment Fund Management

Company of the Banco Comercial Português Group. The company maintains a

tenant contract and still manages the shopping gallery.

The portfolio of shopping centres in Spain either owned or co-owned by Sonae

Imobiliária generated fixed and variable rents of € 36 million. Major factors

contributing to this total were the opening of Plaza Mayor and the fact that Parque

Principado has now been in operation for a full year. At the end of 2002, the occu-

pancy rate was 88%.

∆ – percentage variationFigures in Euro (thousands)

* Figures in Euro (thousands) | ∆ – percentage variation

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On April 18th the Plaza Mayor shopping and leisure centre opened in Malaga, Spain, and in December Sonae Imobiliária agreed to

buy 25% of Castle Management’s holding in the Plaza Mayor.

In September, Sonae Imobiliária became the owner, jointly with ING Real Estate Bishop, of the shopping centres acquired from FILO.

As a result of this purchase the company now owns 50% of the GranCasa (Zaragoza), MaxCenter (Bilbao), Valle Real (Santander) and

La Farga (Barcelona) shopping centres. Finally, a note concerning the relative weight in terms of rental income of the various groups

who are clients/shop tenants: Sonae Imobiliária’s largest tenant is the INDITEX Group, which generates about 8.3% of the total fixed

rent income. Sonae Distribuição, including all its brand names, represents only 4.5% of the total rental income. Sonae Turismo's contri-

bution is negligible.

GRUPO INDITEX

SONAE

DISTRIBUIÇÃO

GRUPO IBERSOL

GRUPO

CONFESPANHA

WARNER

LUSOMUNDO

GRUPO MACONDE

GRUPO BCP

GRUPO

BARREIROS FARIA

MANGONOR

GRUPO VISTA

ALEGRE

AND ATLANTIS

Zara; Pull & Bear;

Bershka; Kiddy’s

Class;

Massimo Dutti;

Stradivaríus; Oysho

Modelo Bounjour;

Vobis; Sport Zone;

Worten; Auto Center;

Max Office

Pizza Hut; Pans &

Company; KFC;

Pasta Café; Iber;

Ó Kilo; Burguer King;

Quiosque Buondi

Cortefiel; Douglas;

Women Secret;

Milano;

Springfield

Warner Lusomundo

Macmoda; Tribo

BCP; BII; Bonança;

Banco 7; Nova Rede;

BPSM

Perfumes e Cª

Mango

Casa Alegre;

Vista Alegre; Atlantis

8.33%

4.46%

3.52%

3.46%

2.84%

2.57%

1.53%

1.48%

1.24%

1.17%

1

2

3

4

5

6

7

8

9

10

RANKING SHOP TENANTS % WEIGHT ON RENTS

(weight on rents) Name Brand

> OPEN MARKET VALUATIONThe open market value of the shopping centres and galleries in

operation in Portugal, Spain and Brazil as of 31 December 2002,

was € 2,560.9 million. The part that belonged to Sonae Imobiliária

was valued at € 1,471.2 million. This represents an increase in 2002

of € 407 million just in its share of the shopping centres and

galleries in operation. This increase came about through the

company’s own investment and through the growth in rents and

other types of income.

The changes in the open market value of the main Shopping

Centres owned (or co-owned) by Sonae Imobiliária between 2001

and 2002 are shown in the following table:

CONTINUATION

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Open Market Value of Operating ShoppingCentres and Galleries

3000

2500

2000

1500

1000

500

0‘12/97 ‘12/98 ‘12/99 ‘12/00 ‘12/01 ‘12/02

million Euro

959

375653 534

1,376

843739

Total Value Sonae Share

1,0551,2071,321

1,802

AlgarveShopping 100% 37,000 81,927 77,566 10.5% 8,117 30,147

Arrábida Shopping 50% 57,387 59,049 57,367 2.9% 1,682 1,280

CascaiShopping 50% 34,936 97,359 93,404 2.1% 1,929 580

Centro Colombo 50% 133,218 278,574 248,525 12.1% 30,048 2,321

Centro Vasco da Gama 100% 53,382 204,098 185,903 9.8% 18,195 19,105

CoimbraShopping 100% 10,904 31,475 29,265 7.6% 2,210 1,277

GaiaShopping 50% 31,370 58,207 56,242 3.5% 1,965 19,912

GuimarãeShopping 100% 14,045 33,231 31,326 6.1% 1,905 3,219

MadeiraShopping 50% 21,305 32,460 26,573 22.2% 5,887 3,905

MaiaShopping 100% 26,018 49,245 41,965 17.3% 7,280 2,759

NorteShopping 50% 43,561 134,462 118,172 13.8% 16,290 6,137

Sintra Retail Park 50% 7,607 14,713 14,300 2.9% 413 957

Shopping Centres in Operation



Open Market Value Value Created in 200131 Dec. 200131 Dec. 2002

Value Created in 2002value%

SHOPPING CENTRES AND GALLERIES OWNED OR CO-OWNED AND IN OPERATION

2,390

CONTINUATION

Geographical breakdown of OMV of Shopping Centres in operation:

Portugal 76% | Spain 18% | Brazil 6%

ViaCatarina 50% 22,291 33,026 30,755 7.4% 2,271 2,199

VilaLambert 100% 8,740 8,536 8,322 2.6% 214 (14)

Total Portugal 501,764 1,116,359 1,019,685 9.7% 98,405 93,785

GranCasa 50% 61,453 63,250 - - - -

MaxCenter 50% 58,178 61,000 - - - -

Valle Real 25% 29,900 33,000 - - - -

La Farga 25% 23,512 22,750 - - - -

Zubiarte 50% 14,205 15,000 - - (9,747) -

Plaza Mayor 75% 38,441 61,814 0 - 21,425 -

Parque Principado 25% 29,698 31,625 32,750 (3.4%) (1,125) 3,188

Total Spain 255,386 288,439 32,750 32.2% 10,553 3,188

TOTAL 757,151 1,404,798 1,052,435 108,958 96,972

Shopping Centres in Operation



Open Market Value Value Created in 200131 Dec. 200131 Dec. 2002

Value Created in 2002value%

> 273.1 MILLION IN RE-FINANCINGDuring 2002 three shopping centres in Portugal were re-financed through long-term, mortgage-backed, project finance type loans.

This is a means of financing the expansion of the company, particularly outside Portugal.

The Shopping Centres that were re-financed in this way were ViaCatarina (€ 9.2 million), CascaiShopping (€ 122.9 million including

the extension currently underway) and Vasco da Gama (€ 111.0 million).

These transactions raised Sonae Imobiliária’s long-term level of debt by € 238 million.

> RISK MANAGEMENTIn its Shopping Centres, Sonae Imobiliária has set up a number of activities and plans of action in the area of Risk Management. During

2002, various audits took place of a technological and operational nature. These included audits of the fire alarm system, the burglar

alarm and CCTV systems, and technical audits of the tenants’ shops, particularly of the hygiene standards and sanitation in the shops

in the food courts. These audits revealed that some operating procedures were in need of improvement and that there is also a need

for some re-building in particular areas. The emergency procedures in the Shopping Centres were also audited. Fire drills and

bomb-scare and evacuation drills were held. In some cases the civil protection services, the security services and the fire-fighting

service were present. In addition to these audits, technical, environmental, legal and security audits took place in all the Shopping

Centres. All assets owned by Sonae Imobiliária in Portugal and Spain are insured against acts of terrorism.

> 107.9 MILLION IN INCOMEThis business contributed with € 108.2 million to the company’s Consolidated Profits, compared to € 116.1 million in 2001, a decrease

of 6.8%.

The income of this business has two main elements. The first relates to the direct income from operations during the year and corre-

sponds to the Total Income from shopping centres. This amounted to € 107.9 million compared to € 98.7 million in 2001, an increase

of 9.3%. This figure is lower than it would have been since one type of income generated in 2001 did not arise in the same way in 2002.

We refer to the payment of key money (net of letting costs), which, according to IAS regulations, must be accounted for only when the

shopping centre opens. In 2001, this was the case of MadeiraShopping and AlgarveShopping, where key money reached the amount

of € 5.6 million.

In the first half of 2002 only Plaza Mayor opened. However, in the Spanish Shopping Centres market the concept of key money barely

exists. This meant that only the letting costs of this investment were taken into account (€ 931 thousand).

If this unfavourable factor were to be left out, the increase in Shopping Centre Operating Income would have been 18.6%. This growth

is due to the increase in business after the opening of Plaza Mayor and to the fact that AlgarveShopping, MadeiraShopping and Parque

Principado were all in operation for the whole year. The second main element of the income of this business is Gains on Revaluation

of the company’s properties. This amounted to € 108.9 million, of which € 21.4 million derives from the increase in value of Plaza

Mayor, which opened during the year, and the remaining amount is from gains in value of the other properties.

There was an increase during the year in Net Financial Expenses. This was due to the increase in investments, to the re-financing of

certain properties and to the fact that the interest charges on the financing for the development of the centres which opened during

the year ceased to be capitalised once the centres opened. The Extraordinary Profits and Losses relate to the capital gain on the sale

of a business included within the sale of Prædium (€ 1.4 million), and to previous year adjustments in respect of estimates for local

property taxes and notary fees.

Corporation Tax was € 14.9 million. This is calculated in relation to individual businesses or tax groups, in accordance with

Portuguese Tax and Accounting Regulations. Deferred Tax relates to tax on adjustments made to comply with IAS regulations.

the Plaza Mayor was inaugurated in the first semester of 2002

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SONAE IMOBILIÁRIA ASSETSPROFIT & LOSS ACCOUNT 31 DEC. 2002* 31 DEC. 2001* (%) ∆ 02/01

Fixed Rental Income 84,555 70,458 20.0%

Turnover Rental Income 8,581 8,264 3.8%

Key-Money Income 9,098 16,149 (43.7%)

Other Income 5,714 3,859 48.1%

Total Shopping Centre Operating Income 107,948 98,730 9.3%

Property Management Services 5,673 4,922 15.3%

Common Charges for Vacant Units 805 434 85.6%

Letting & Marketing Costs 2,171 6,448 (66.3%)

Property Taxes 3,013 3,254 (7.4%)

Capital Expenditure 6,030 3,696 63.2%

Other Costs 10,624 4,374 142.9%

Total Shopping Centre Operating Costs 28,316 23,127 22.4%

Shopping Net Operating Margin 79,632 75,603 5.3%

Parking Income 7,101 6,424 10.5%

Parking Costs 3,284 3,150 4.3%

Parking Net Operating Margin 3,817 3,274 16.6%

Co-generation Income 2,432 2,044 19.0%

Co-generation Costs 1,699 1,575 7.9%

Co-generation Net Operating Margin 733 469 56.3%

Total Shopping Centre Operating Margin 84,182 79,346 6.1%

Office Income 1,154 1,198 (3.7%)

Office Costs 59 40 46.8%

Offices Net Operating Margin 1,094 1,158 (5.5%)

Asset Management Fees 1,288 499 157.9

Total Income from Services Rendered 1,288 499 157.9

General Supplies and Services 7,582 7,559 0.3%

Personnel Costs 363 322 12.6%

Total Overheads 7,945 7,882 0.8%

Gross Operating Results 78,619 73,121 7.5%

Depreciation 242 639 (62.2%)

Provisions 111 89 25.2%

Operating Results 78,266 72,393 8.1%

Financial Income 10,781 7,998 34.8%

Financial Costs 34,060 24,790 37.4%

Financial Results (23,279) (16,792) 38.6%

Current Results 54,987 55,601 (1.1%)

Other Non-Recurring Income 3,714 1,716 116.4%

Other Non-Recurring Costs 494 2,477 (80.0%)

CONTINUATION∆ – percentage variation* Figures in Euro (thousands)

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Investment Properties & Other Properties 1,429,916

Costumers 9,859

Other Assets 71,775

Short Term Investments 165,358

Deposits 32,720

Total Assets 1,709,628

Net Worth 658,073

Minorities 18,064

Bank Loans 673,915



Total Liabilities 1,033,491

Net Worth, Minorities and Total Liabilities 1,709,628

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PROFIT & LOSS ACCOUNT 31 DEC. 2002* 31 DEC. 2001* (%) ∆ 02/01

Results Before Corporate Taxes 58,207 54,840 6.1%

Corporate Taxes 14,939 11,464 30.3%

Direct Profits 43,267 43,376 (0.3%)

Realized Property Profit 0 13,631 (100.0%)

Non-realized Property Profit (IAS 40) 108,958 96,987 12.3%

Total Indirect Income from Investments 108,958 110,618 (1.5%)

Deferred Tax 44,050 37,896 16.2%

Indirect Profit 64,908 72,722 (10.7%)

Net Profit 108,176 116,098 (6.8%)

CONTINUATION

∆ – percentage variation* Figures in Euro (thousands)


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The company took over Arrábida Shopping, [Vila Nova de Gaia,Portugal] and Parque D. Pedro [Campinas, Brazil]

Sonae Imobiliária is responsible for the management of six morecentres in Spain: GranCasa [Zaragoza], La Farga [Barcelona],

MaxCenter [Bilbao], Valle Real [Santander],La Morea [Pamplona] and Plaza Mayor (Malaga]

At the end of 2002, the GLA under management in the company’s portfolioin Portugal, Spain and Brazil amounted to a total of 1,516,831 m2.

In 2002 the number of contracts under management grew to 5,089(+28.9%)

During 2002, the number of visits to centres in the company’sportfolio under management in Portugal, Spain and Brazil was

377 millions, an increase of 6.5% relative to 2001

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> property management <MAIN EVENTS OF 2002

During 2002, sales (excluding those made in shops of which the occupiers arethe owners) amounted to about € 2,495 million in the company’s portfolio undermanagement in Portugal, Spain and Brazil. This is an increase of about 11.5%over the previous year

Contracts were signed for 693 shops during 2002, of which 156 were inPortugal (22.5% of the total), 247 in Spain (35.6%) and 290 in Brazil (41.2%)

Contracts were renewed and shops relet in ViaCatarina [Porto, Portugal]and Arrábida Shopping [Vila Nova de Gaia, Portugal] with extremelypositive results

The back office and management staff the FILO Shopping Centres were integrated into CCC in the last quarter of 2002

The company began to train the future management staff of Parque Principado [Oviedo, Spain]

> PORTFOLIO UNDER MANAGEMENTSonae Imobiliária’s consolidated business of managing,

marketing and letting shopping centres continued to

expand. The company’s business grew in all three of the

countries where it operates, Portugal, Spain and Brazil.

CENTRES GLA m2 Nr. of contracts

CascaiShopping 64,894 187

CoimbraShopping 26,482 93

GuimarãeShopping 24,875 98

GaiaShopping 57,186 179

ViaCatarina 11,611 120

Centro Colombo 119,769 502

MaiaShopping 28,940 120

NorteShopping 72,024 333

Centro Vasco da Gama 47,649 227

Sintra Retail Park 17,317 16

MadeiraShopping 26,516 143

AlgarveShopping 42,404 177

Arrábida Shopping 56,457 195

Total Shopping Centres in Portugal 596,124 2,390

ClérigoShopping 1,423 3

Galeria Lambert 1,995 16

Grandella 5,806 3

Total Galleries in Portugal 9,224 22

Third Party Galleries under management 259,246 647

Total under management in Portugal 864,594 3,059

Plaza Mayor 33,034 103

GranCasa 78,943 175

La Farga 18,584 93

MaxCenter 59,613 148

Valle Real 47,738 93

Urbil 35,675 69

La Morea 19,195 72

Total Shopping Centres in Spain 292,782 753

Third Party Galleries under management 135,720 162

Total under management in Spain 428,502 915

Shopping Penha 18,106 166

Shopping Franca 18,361 89

Shopping Metrópole 25,289 156

Pátio Brasil 30,942 194

Tivoli Shopping 21,389 148

Parque D. Pedro 109,638 362

Total Shopping Centres in Brazil 223,725 1,115

TOTAL UNDER MANAGEMENT 1,516,821 5,089

As of 31/12/2002, Sonae Imobiliária had under management

1,516,821 m2 of GLA (an increase of 34.4% over 31/12/2001).

Of this total, 57% was in Portugal, 28% in Spain, and the

remaining 15% in Brazil. This GLA relates to 5,089 contracts

with retailers (over 28.9% more than in the previous year). In

Portugal, at the end of 2002, Sonae Imobiliária had under

management 3,059 contracts for shops and storage space,

representing a total GLA of 864,594 m2. In Spain, Sonae

Imobiliária expanded its portfolio under management from

seven to fourteen shopping centres and galleries. The

company now manages a total of 915 contracts and 428,502

m2 of GLA. Sonae Imobiliária co-owns five of these centres,

and the other two shopping centres and seven galleries are

owned by other companies.

In Brazil, Unishopping, a company wholly owned by Sonae

Enplanta, currently manages six Shopping Centres. Sonae

Imobiliária is co-owner of these, either directly or through

Sonae-Enplanta. The company has a total of 1,115 contracts

and 223,725 m2 of GLA under management.

SHOPPING CENTRES CONTRACTS AND GLA (M2) UNDER MANAGEMENT

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‘93 ‘94 ‘95 ‘96 ‘97 ‘98 ‘99 ‘00 ‘01 ‘02

1,000

800

600

400

200

0

3,500

3,000

2,500

2,000

1,500

1,000

500

0

GLA (000’s) m2

under manag.

Nr. ofcontracts

under manag.

PORTUGAL

Nr. of contracts & GLA under management

GLA (1,000 m2 ) under Management

Nr. of Contracts under Management

> POSITIVE SHOPPING CENTRE EVOLUTIONWe will begin by analysing the 2002 performance of Sonae Imobiliária’s 12 shopping centres and the retail park in Portugal. Despite

the weak economy, the centres continued to perform well. The total number of visits remained more or less the same (-0.1%), while

total sales rose by 7.7% compared to the previous year. On a "like-for-like" basis, excluding the centres, which opened in 2002, and

the months of 2002 during which the centres were not open in 2001, there was a slight decline in the number of visits in Portugal

(-2.1%), while sales rose by 5.5%.

CENTRE VISITS SALES

2002 2001 (%) ∆ 02/01 2002* 2001* (%) ∆ 02/01

CascaiShopping 10,460 10,824 (3.4%) 159,165 156,765 1.5%

CoimbraShopping 7,533 7,466 0.9% 45,343 43,875 3.3%

GuimarãeShopping 8,967 8,442 6.2% 41,726 37,070 12.6%

GaiaShopping 10,721 10,670 0.5% 95,596 86,335 10.7%

ViaCatarina 9,585 9,371 2.3% 41,611 38,097 9.2%

Centro Colombo 31,458 34,088 (7.7%) 450,145 448,423 0.4%

MaiaShopping 8,582 8,718 (1.6%) 51,028 45,895 11.2%

NorteShopping 21,652 21,558 0.4% 307,272 275,322 11.6%

Centro Vasco da Gama 21,000 21,466 (2.2%) 174,126 171,672 1.4%

Sintra Retail Park n.d. n.d. n.d. 24,270 20,756 16.9%

MadeiraShopping 5,899 4,562 29.3% 79,384 57,508 38.0%

AlgarveShopping 7,526 6,192 21.5% 80,985 53,916 50.2%

Arrábida Shopping 12,179 12,438 (2.1%) 80,931 79,786 1.4%

Total 155,562 155,795 (0.1%) 1,631,582 1,515,420 7.7%

TOTAL (like-for-like) 02/01 152,148 155,386 (2.1%) 1,595,507 1,512,419 5.5%

∆ – percentage variation* Figures in Euro (thousands)Number of visitors (thousands)

At CascaiShopping the number of visits remained stable, despite building works for the current extension. There were about 10.5

million visits (3.4% fewer than in 2001). Total sales increased by 1.5% compared with 2001. The average effort rate at the centre (Rents

plus Common Service Charges divided by Shop Sales) was 12.5% in 2002.

At CoimbraShopping, five years after its extension, both traffic and sales increased by 0.9% and 3.3% respectively. In terms of sales,

the performance was excellent, reaching € 600 per m2 per month, the best record in the Sonae Imobiliária portfolio. The average effort

rate at the centre was 7.7%, which is very low.

In GuimarãeShopping traffic continued to grow (+6.2%) together with sales (+12.6%). In 2001, a large number of contracts with

retailers expired and new brands moved in, improving the tenant-mix. The average effort rate was 11.4%.

In GaiaShopping visits reached 10.7 million (+0.5%), while total sales rose 10.7% due to the improvement in the tenant-mix during

the second quarter of 2002. This performance was achieved even though the shops in the Gallery opposite the Hypermarket had to

close temporarily for renovation works. The average effort rate was 11.3%.

At ViaCatarina there were 9.6 million visits (+2.3%), while sales went up by 9.2%. During most of 2001, the disruption caused by pub-

lic works in downtown Porto had a considerable effect on the centre, and this was an excellent recovery. The average effort rate was

15.4%. This is likely to decrease in future, once new brands are introduced with better sales per m2.

At Centro Colombo, in its fifth year of operation there were 31.5 million visitors. Even though the number of visits declined by

7.7% compared to 2001, Colombo is still one of the most popular shopping centres in the world. In November 2001 the department

store "El Corte Inglés" opened in Lisbon, with over 40,000 m2 of GLA. In September 2002 Fórum Almada opened in the Greater

Lisbon area, with over 70,000 m2 of GLA. The presence of these new competitors needs to be taken into account. Sales at Centro

Colombo rose by 0.4% in 2002, reaching a monthly average of over € 469 per m2 (excluding the Hypermarket and C&A), a very good

performance for a centre of this size. The average effort rate at Colombo was 10% in 2002.

MaiaShopping also completed its fifth year in operation, performing well with 8.6 million visitors (-1.6%), while sales rose 11.2% as

several new brands opened and the tenant-mix improved. The average effort rate during the year was 10.4%.

NorteShopping opened in October 1998 and has completed its fourth year with an excellent performance record. The centre has

had 21.7 million visitors (+0.4%) and a double-digit increase in sales (+11.6%). The average effort rate was low (8.9%), suggesting that

rents could rise in the medium term.

Centro Vasco da Gama, which opened in April 1999, performed reasonably well, with 21 million visits (-2.2%) and a 1.4% increase

in total sales, despite intense competition in its catchment area with the opening of "El Corte Inglés" and Fórum Almada. The average

effort rate was 10.4%.

Sintra Retail Park opened in November 2000 and its performance has shown steady progress. At the end of 2002 sales rose by a

healthy 16.9%. There is no record of levels of traffic. The average effort rate reached 11.4% in 2002.

MadeiraShopping opened at the end of March 2001. It had almost 6 million visits in 2002 and total sales were € 79 million. In the

months during which performance can be compared to the previous year, the number of visitors and total sales increased by 1.0%

and 11.6% respectively. The average effort rate was 9.8%.

AlgarveShopping opened in April 2001. It had over 7.5 million visits in 2002 and total sales reached € 81 million (excluding the

hypermarket). In the months which can be compared with the previous year, although the number of visits fell by 6.5%, total sales

rose by 18.0%. The average effort rate was 10.4%.

Finally, Arrábida Shopping, acquired at the end of December 2001, had over 12 million visits in 2002 (-2.1%) and total sales (exclud-

ing the hypermarket) were € 81 million, a 1.4% increase over the previous year. October saw the beginning of major improvements

in the tenant-mix as old contracts expired and new ones were signed. It is probable that this change will generate higher sales in

2003. In 2002 the centre’s average effort rate was 13.4%.

> SPAIN

In Spain, the company bought four Shopping Centres previously owned by FILO and the number of centres in Sonae Imobiliária’s

spanish portfolio under management rose from seven to fourteen. Overall, the performance of these centres was good. In 2002

the number of visitors increased by 14.5% and total sales rose by 19.2% compared to 2001.

Taking only the centres which are co-owned by Sonae Imobiliária and La Morea (Pamplona), the growth over 2001 was of 14.8%

and 22% in visits and sales respectively.

On a "like-for-like" basis, comparing only those months during which the centres were open in the previous year, the number

of visitors and total sales rose by 2.5% and 9.5% respectively.

Plaza Mayor is primarily a leisure centre. It opened in April 2002, and has had a major impact on the Malaga area. In its first eight

and a half months in operation, it has had 5.1 million visitors, with shop tenants recording sales of € 23 million. These figures are

within the forecasts. In 2002 the average effort rate was 16% because several shops opened late and had to start paying rent and

expenses for the common parts before generating any sales. This figure should be much lower in 2003.

In September Sonae Imobiliária bought four centres previously owned by FILO (GranCasa, LaFarga, MaxCenter and Valle Real).

Although the company only began managing these centres in September 2002, we present below their performance figures for the

whole of 2002.

GranCasa is the largest shopping centre in Zaragoza. As in previous years, its performance was excellent. There were 16.3 million

visits (-0.7%) and total sales were € 91 million, an increase of 14.2% over 2001. Average effort rate in 2002 was 10.4%.

At La Farga, in Hospitalet (near Barcelona), the level of traffic and sales fell by 4% and 0.4% respectively due mainly to increased

competition, with new shopping centres opening in La Farga’s catchment area. There are to be major changes in the tenant-mix of the

upper floors of the centre to make it more competitive and more attractive to the local clientele. Average effort rate was around 10%.

The MaxCenter, in Bilbao, was extended in 2002. A new area has been built, bringing together the centre’s leisure facilities (cine-

mas, bowling, food and drink), and a number of new fashion brands have been introduced. As a result, the level of traffic rose by 7.4%

and sales by 9.1%, an excellent performance. Average effort rate was 11.2%.

Valle Real, in Santander, continued to improve its performance as in previous years, with levels of traffic and sales increasing by

34% and 9.6% respectively. Average effort rate was 9.5%.

Lastly, La Morea, in Pamplona, which is owned by a third party but is managed by Sonae Imobiliária through CCC. The centre

opened in October and has proved extremely popular in the city. There are no figures for the level of traffic, as the footfall system has

not yet been installed. Sales are good, with average monthly figures of around € 340 per m2. Average effort rate was 9.3% during the

first two and a half months in operation.

CascaiShopping • CoimbraShopping • GuimarãeShopping •

MaiaShopping • NorteShopping • Centro Vasco da Gama •

Sintra Retail Park • MadeiraShopping • AlgarveShopping •

GaiaShopping • ViaCatarina • Centro Colombo •

Arrábida Shopping • PlazaMayor • GranCasa •

La Farga • Valle Real • MaxCenter •

> MANAGEMENT RELATED ISSUES One of the most important aspects of shopping centre management is the collection

of rent, service charges and key money. Rent collection performance in 2002 was

excellent in Portugal and Spain, with the rent collection level (the ratio between rents

collected and amounts invoiced over the 12-month period) reaching an overall figure

of 99.8%.

In Portugal, the rent collection level rose to over 100% as some bad debts were

settled. In Spain, it was around 97.4% because some bad debts remained. These

should be settled during the first half of 2003.

> LETTING OF CENTRES UNDER MANAGEMENTDuring 2002 the take-up of new tenancies in Iberia (the number of contracts being signed) remained buoyant. Contracts were signed for

a total of 403 shops, of which 170 were in new projects being developed and 233 in centres already in operation.

In 2002 in Spain, 160 contracts were signed with shops in new developments at Plaza Mayor (in Malaga), La Morea (in Pamplona),

Zubiarte (Bilbao), the enlarged MaxCenter and Avenida M-40 (under construction near Madrid).

In Portugal, a total of 10 new contracts were signed with the first shop tenants of Parque Atlântico (Ponta Delgada, Azores) and Coimbra

Retail Park.

Once shopping centres are operating, it is important to continue to ensure that the quality of the tenant-mix remains high. In Portugal, a

total of 146 contracts were signed for shops in centres already in operation and 87 such contracts were signed in Spain. The level of tenant

turnover in shops in existing shopping centres was 6.1%.

Besides the contracts signed in operating shopping centres, it should be noted that, during 2002, 347 new contracts were re-negotiated

with tenants that had reached the end of their respective contracts (280 in Portugal and 67 in Spain) but there was a mutual interest in

establishing new contracts. The results achieved with new contracts were very positive, namely in ViaCatarina, Arrábida Shopping and

GranCasa.

CENTRE VISITS SALES

2002 2001 (%) ∆ 02/01 2002* 2001* (%) ∆ 02/01

Plaza Mayor (Opened April 2002) 5,120 n.d. 22,701 n.d.

GranCasa 16,305 16,414 (0.7%) 110,554 96,766 14.2%

La Farga 6,410 6,688 (4.2%) 39,140 39,676 (1.4%)

MaxCenter 8,039 7,486 7.4% 88,451 81,040 9.1%

Valle Real 6,934 6,708 3.4% 58,131 53,040 9.6%

La Morea (Opened October 2002) n.d. n.d. 11,029 n.d.

Total 42,808 37,296 14.8% 330,006 270,522 22.0%

TOTAL (like-for-like) 02/01 37,688 37,296 1.1% 296,276 270,522 9.5%

101

100

99

98

97

96

95Total Spain Portugal

%

99.8

97.4

100.2

RENT COLLECTION LEVEL

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NEW BUSINESSES & NEW TECHNOLOGIES

During 2002, the NTBD (New Technologies Business Department) launched a number of projects that add value to the company’s

activities by taking advantage of new Technology. The SonaeShopping brand was created at the end of 2001 and brings together a

number of projects involving communications, customer loyalty, and new services to shop tenants.

PORTAL SONAESHOPPING.COM This is Internet infrastructure for on-line advertising and communication between the Sonae Imobiliária

Shopping Centres and the public. This portal will give access to all the sites of Shopping Centres under Sonae Imobiliária management,

both in Portugal and abroad. As of 31/12/2002, the portal already included 26 shopping centre gallery sites, 20 in Portugal, 1 in Spain and

5 in Brazil. Over the next few months the roll-out to the websites of other centres under management will take place and this will then

expand further to include the websites of centres at the development stage, serving as backup to other marketing activities. This portal

has already had more than 13,000 page-views and has links to Sonae Imobiliária’s corporate portal.

PORTAL SONAESHOPPING.NET This is a highly innovative B2B tool designed for the use of shop tenants in Sonae Imobiliária shopping

centres. It has already been launched in 74 shopping centres and galleries in Portugal (including the Continente and Modelo galleries),

1 centre in Spain and 2 centres in Brazil. It is now expanding to include the rest of the company’s portfolio under management in Spain

and Brazil, with priority for centres co-owned by Sonae Imobiliária. The main objectives of the portal are to increase the efficiency of

digital (Internet) communication between the centres and their tenants, eliminating paperwork wherever possible, and to offer a range

of services to tenants, (security, cleaning, maintenance, telecommunications, insurance, temporary work etc.), through a group of

qualified service providers offering preferential terms. The portal has had a good tenant take-up and is already in use in over 1,500

shops. In 2002 there were over 21,000 visits to the site and almost 5,000 requests for services.

SONAESHOPPING GIFT CHEQUE PROJECT This is a customer loyalty programme for individual shopping centres marketed through

their websites. Customers can order cheques either on-line or at kiosks in the shopping centres and can use them to shop in those

shopping centres. The project is now in operation in the company’s 12 shopping centres in Portugal, and the roll-out to the other

centres in Spain and Brazil will soon take place.

SONAESHOPPING.TV An agreement has been made with SIC (Portuguese TV operator) to set up the company SIC INDOOR, in which

Sonae Imobiliária will have a 35% shareholding. The aim is to use video walls to create a flow of entertainment and information for

clients in the food-courts of shopping centres. The project should generate advertising revenue both from general advertisers and

from tenants of the centres. It is due to be launched in Spring 2003.

New Projects

Nr.

of c

ontr

acts

Centres in Operation

250

200

150

100

50

0Portugal Spain Total

146

10

160

87

233

170

LETTING OF CENTRES UNDER MANAGEMENT

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> STAFFThe number of staff members involved in the management and letting of Shopping Centres was of 213 as of December 2002, an

increase of 3.9% compared to staff numbers of 205 at the end of 2001.

In Spain there was a bigger increase in staff numbers, from 30 people as of 31/12/2001 (including Back Office), to 75 people as of

31/12/2002 (also including Back Office). This is an increase of 150% and is due to the expansion of the company’s portfolio under

management with the purchase of 4 FILO Shopping Centres and to the addition of La Morea to this portfolio.

> PROPERTY MANAGEMENT AND LETTING FEESAs Property Management is a service business, the fees related to it need to be analysed in some detail.

In Portugal and Spain the company expanded its operations and total fees related to Property Management showed a marked overall

increase in 2002 (+13% compared with 2001). If the different types of fees are analysed separately, it can be seen that in 2002 overall

management fees increased considerably (+21%), due to the overall expansion of the company’s portfolio, while letting fees, which

relate to a more cyclical activity, fell by 27%, because activity in this area peaked in 2001 and is likely to do so again in 2003.

It should be noted that halfway through 2002 the Market Research Department started to invoice its services and that the New Tech-

nologies Business Department (NTBD) also issued some invoices for projects being launched. Both of these departments should show

an increase in revenue in 2003.

As the Brazilian operations make up their own consolidated accounts, the following analysis of the company’s consolidated financial

performance relates only to the European operations. Property Management activities were clearly profitable in 2002, as can be seen

from the table below, showing the Consolidated Account for this business. The Net profits rose from € 2.8 million in 2001 to € 3.5

million in 2002, an increase of 24%. The Total Income increased by 13% overall between 2001 and 2002, as the company expanded its

operations. The main contributors were the opening of Plaza Mayor (in 2002), the first full year of operation of centres opened in 2001

and the management of 5 additional shopping centres in Spain (from September onwards) as a result of their acquisition. The Over-

heads including Personnel Costs went up by 12% in 2002, increasing less than income thanks to benefits resulting from the size of the

company’s portfolio, particularly in relation to back-office expenses. As a result of this, Operating Results increased by 6% between

2001 and 2002. The Financial Results are below last year because the interest rate of short-term investments was lower than in 2001.

The Results Before Corporate Taxes increased from € 5.1 million in 2001 to € 5.6 million in 2002, an increase of 9%.

Property Management net profit went up from € 2.8 million in2001 to € 3.5 million in 2002, an increase of 24%

PROFIT & LOSS ACCOUNT 31 DEC. 2002* 31 DEC. 2001* (%) ∆ 02/01

Property Management Fees 13,941 10,588 32%

Letting Services Fees 2,046 2,819 (27%)

Other Income 560 1,295 (57%)

Total Income from Prop. Management Services 16,548 14,701 13%

Common Charges Operating Defferences 146 116 26%

General Supplies and Services 7,408 6,932 7%

Personnel Costs 4,021 3,257 23%

Overheads 11,429 10,188 12%

Gross Operating Results 5,265 4,629 12%

Depreciation 708 316 124%

Operating Results 4,556 4,313 6%

Financial Income 1,087 1,276 (15%)

Financial Costs 155 163 (5%)

Financial Results 932 1,113 (16%)

Other Non-Recurring Income/ (Costs) 97 (314) (131%)

Results Before Corporate Taxes 5,585 5,112 9%

Corporate Taxes 2,093 2,302 (9%)

NET PROFIT 3,492 2,811 24%

SONAE IMOBILIÁRIA PROPERTY MANAGEMENT

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PROSPECTS FOR 2003The prospects for 2003 are that Sonae Imobiliária will continue to expand its management, marketing and letting activities in the shop-

ping and leisure centre sectors.

In relation to Shopping Centre Management, in Portugal the company will continue to enlarge its portfolio. In 2003 Parque Atlântico,

Estação Viana, and Coimbra Retail Park will open and Sonae Imobiliária Property Management will also be responsible for the exten-

sion of CascaiShopping.

In Spain, although none of the projects currently under development are scheduled to open before 2004, in April 2003 CCC will begin

managing Parque Principado, a shopping centre in Oviedo with over 70,000 m2 of GLA. Sonae Imobiliária owns 25% of this centre, which

opened in April 2001. From 1 January 2003, we will no longer be managing either the Eroski shopping centres and galleries or the Urbil

shopping centre in San Sebastian, owned by the Lar-Grosvenor Group.

In April 2003, we will start to manage shopping centres in Italy. We have already formed a partnership with the Italian company Espan-

sione Commerciale and will be managing the Orio Center in Bergamo. This Centre has around 54,000 m2 of GLA and is owned by the

German fund CGI. In 2003 we will also be setting up a management company in Greece. The Mediterranean Cosmos project (in Thessa-

loniki) is scheduled to open in 2004. Some staff has already been recruited and will be trained over the coming year. The Company will

also be expanding its business of marketing and letting shopping centres. A large number of developments are underway and are being

marketed either by Sonae Imobiliária Property Management (as is the case for Parque Atlântico, Estação Viana and Coimbra Retail Park

and the extension of CascaiShopping), or by CCC (who are responsible for Avenida M-40, Luz del Tajo, Plaza Eboli, Dos Mares and

Zubiarte, which are being developed by Sonae Imobiliária, and also the projects at Elche, Fuengirola, Mijas and Gandia, which are being

developed by third party companies).

In Italy, Greece, Germany and Austria, we will also begin the marketing and letting of the anchor stores in centres under development,

either directly through our own teams or through contracts with other companies.


End

of th

e P

rope

rty

Man

agem

ent C

hapt

er


Net Fixed Assets 711

Goodwill 10,920

Costumers 6,567

Other Assets 18,457

Cash & Deposits 24,331

Total Assets 60,986

Net Worth 6,219


Deferred Taxes 0



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The Parque D. Pedro [Campinas, Brazil], the largestshopping and leisure centre in Latin America openedon 18th March.

The launch of Boavista Shopping, [S. Paulo, Brazil] in October

Parque D. Pedro [Campinas, Brazil] collected three awards, the mostimportant of which was the Master Imobiliário 2002 in the retail category

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> brazil <THE MAIN EVENTS OF 2002

Sonae Imobiliária managed shopping centres hadover 53.5 million visits, a growth by 20.8%

Total rent income for shopping centres owned or co-ownedgrew by 55.8% in Reais

NAV of the shopping centres owned or co-ownedin Brazil grew by € 86 million

BRAZIL Shopping Penha (Expansion) Boavista Shopping

Location S. Paulo, SP S. Paulo, SP

Opening Date April 2004 April 2004

Catchment Area 653,000 inhab. 340,000 inhab.

GBA (m2) +17,500 40,000

GLA (m2) +12,300 24,000

Nº of parking places +350 1,160

Anchor Stores +3 3

Shop Units +40 150

Nº of Restaurants 13

Gross Investment (€) € 11.6 million € 18 million

Developers Sonae Enplanta Sonae Enplanta

Owners Sonae Imobiliária and others Sonae Imobiliária (95%)/ Sonae Enplanta (5%)

> INVESTMENT IN SHOPPING CENTRES Sonae Imobiliária opened the Parque D. Pedro in Campinas, in the state of São Paulo on 19th March 2002. This Centre is the largest

shopping and leisure centre in Latin America. There are 360 shops and 108,000 m2 of GLA. The total rents generated by the shop-

ping centres owned or co-owned by Sonae Imobiliária in Brazil grew by 55.8% in Reais. If we exclude the opening of Parque D. Pedro

> DEVELOPMENT OF SHOPPING CENTRES Boavista Shopping is being developed in Santo Amaro, in São Paulo, and it is due to open in April 2004. About 60% of the GLA has

already been let. The estimated development cost is € 18 million. In July 2002 the Board of the Company approved the investment

in the extension of Shopping Penha, in the city of São Paulo. The total development cost is estimated at € 11.6 million and the GLA

of the Centre will be Increased by about 12,300 m2.

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the growth in Reais was 6.6%. Converted into Euro this amounts to a fall of 11.9% compared with 2002. The occupancy rate of the port-

folio at the end of 2002 was 85%. It should be noted that the growth in rents has been negatively affected by the substantial devalu-

ation of the Brazilian Real.

The open market value, as of 31st December 2002, of the Brazilian shopping centres in operation was € 97 million, a growth of € 88

million resulting exclusively from the opening of Parque D. Pedro. It should be noted that once again this growth was strongly

affected by the devaluation of the Brazilian Real.

BRAZIL GROSS RENTAL INCOME

2002* 2001* (%) ∆ 02/01

Shopping Penha 1,776 3,653 (51.4%)

Shopping Franca 584 923 (36.7%)

Shopping Metrópole 3,062 5,053 (39.4%)

Pátio Brasil 3,691 5,407 (31.7%)

Tivoli Shopping 1,081 1,875 (42.3%)

Parque D. Pedro 4,710 0 n.a.

Total 14,904 16,910 (11.9%)∆ – percentage variation* Figures in Euro (thousands)

Shopping Penha 7% 488 779 2,016 592 (467) 49

Shopping Metropole 5% 339 1,116 1,887 847 106 46

Tivoli Shopping 13% 848 1,212 1,495 920 544 36

Franca Shopping 16% 1,066 599 777 455 240 19

Pátio Brasil Shopping 5% 353 1,683 2,962 1,278 70 72

Parque D. Pedro 98.47% 57,667 91,634 - 13,733 47,701 -

TOTAL 60,761 97,023 9,137 17,826 48,194 221

Centre Sonae Share31 Dec. 2002


FxGain

Value Createdin 2002

Value Createdin 2001

Open Market Value in 31 Dec.20012002

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> PERFORMANCE OF CENTRES UNDER MANAGEMENTUnishopping, a company wholly owned by Sonae Enplanta, currently manages six centres, all of which Sonae Imobiliária is co-owner

either directly or through Sonae Enplanta. In these centres there are 1,115 contracts and 223,725 m2 of GLA.

CENTRE VISITS SALES

2002 2001 (%) ∆ 02/01 2002* 2001* (%) ∆ 02/01

Parque D. Pedro 12,395 - n.a. 96,026 - n.a.

Shopping Penha 10,843 13,522 (19.8%) 24,179 34,475 (29.9%)

Shopping Franca 3,981 5,766 (30.9%) 17,015 21,760 (21.8%)

Shopping Metrópole 8,630 8,908 (3.12%) 54,849 56,102 (2.2%)

Pátio Brasil 10,997 7,495 46.7% 36,695 54,448 (32.6%)

Tivoli Shopping 6,659 8,609 (22.6%) 17,635 29,804 (40.8%)

Total 53,507 44,299 20.8% 246,399 196,590 25.3%

Total (like-for-like) 02/01 37,688 37,296 (7.2%) 150,373 196,590 (23.5%)

Overall there were 53.5 million visitors to these shopping centres in 2002 (an increase of 20.8% over 2001) which generated sales

of more than 914.7 million Reais (€ 246.3 million) a growth of 121.57% (in Reais), compared to the same period in 2001. On a like-

for-like basis the number of visitor fell by 7.2% and sales rose by 8.23%.

> FINANCIAL PERFORMANCE OF THE SHOPPING CENTRES BRAZIL BUSINESSThe total contribution of this business of the company to the Consolidated Profit was € 30.3 million.

This business includes investment (Sonae Enplanta and Parque D. Pedro), management (Unishopping), and development (Sonaeimo

and Boavista Shopping) of shopping centres. Parque D. Pedro was transferred from development to investment when it opened to the

public in 2002.

The Gross Operating Profit of Investment in Shopping Centres was € 7.3 million, compared with € 848 thousand in 2001. This growth

resulted from the opening to the public of Parque D. Pedro in the middle of March. This Operating Profit also included a non-recurring

element of € 2.3 million relating to key money (deducted from the letting costs) recognized in the accounts of Parque D. Pedro at the

time of its opening.

In relation to Property Management, the income from Property Management Services amounted to € 1.6 million, derived from contracts

for management services of the five shopping centres in which Sonae Enplanta has a share and from the inclusion of the property

management of Parque D. Pedro in the management portfolio of Unishopping. The income from Property Development amounted to

€ 241 thousand, derived from development services provided by Unishopping and by Sonaeimo to projects under development.

The Financial Costs relate to local financing charges and exchange differences on the loans made by the shareholders to Parque

D. Pedro (€ 7.6 million). The Financial Income results from the capitalisation of interest on the development of Parque D. Pedro, until

its opening in March 2002. Other Non-Recurring Income/(Costs) of € 737 thousand resulted from the sale of the C&A shop in Parque

D. Pedro. Non-Realised Property Profits of € 47 million arose almost exclusively from the revaluation of Parque D. Pedro as of

1/12/2002. Deferred tax is calculated based on this amount.


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SHOPPING CENTRES BRAZIL

PROFIT AND LOSS ACCOUNT** 31 DEC. 2002* 31 DEC. 2001*

Fixed Rental Income 6,903 1,056

Turnover Rental Income 599 114

Key Money Income 5,997 77

Other Income 310 58

Total Shopping Centre Operating Income 13,809 1,306

Property Management Services 174 54

Common Charges from Vacant Units 875 150

Letting & Marketing Costs 3,667 0

Income Tax 588 0

Centre Owner Contribuitions to Promotion Funds 444 52

Other Costs 741 237

Total Shopping Centre Operating Costs 6,491 492

Parking Income 104 134

Parking Costs 85 99

Parking Net Operating Margin 18 35

Centre Net Operating Margin 7,336 848

Income from Project Development Services 241 875

Income from Property Management Services 1,637 1,309

Total Income from Service Rendered 1,877 2,184

General Supplies and Services 1,005 1,033

Personnel Costs 1,327 1,249

Structure Costs 2,331 2,281

Gross Operating Results 6,882 751

Depreciation 80 89

Provisions 403 143

Operating Results 6,399 520

Financial Income 660 2,806

Financial Costs 343 3,178

FX Financial Results (7,606) 0

Financial Results (7,289) (372)

Current Results (890) 148

Other Non-Recurring Income 3,305 0

Other Non-Recurring Costs 2,568 0

Direct Results Before Corporate Taxes (154) 148

Corporative Taxes 757 207

Direct Profits (911) (59)

Non-realized Property Profit (IAS 40) 47,440 221

CONTINUATION* Figures in Euro (thousands)** Non-comparable figures. Parque D. Pedro only began operating in March 2002.

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PROFIT AND LOSS ACCOUNT 31 DEC. 2002* 31 DEC. 2001*

Total Indirect Income From Investments 47,440 221

Deferred Tax 16,198 (235)

Indirect Profit 31,242 456

Total Net Profit 30,330 397

CONTINUATION



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Properties 100,794

Investments 97,023

Project under Development 3,771


Costumers 2,480

Other Assets 768

Deposits 650

Total Assets 108,342

Net Worth (46,381)

Minorities 1,237

Shareholder Loans 134,479

Bank Loans 934





> environmental management

> SONAE IMOBILIÁRIA REVIEWED AND IMPROVED ITS ENVIRONMENTAL MANAGEMENT SYSTEMIn 2002 in compliance with Norm ISO 14001 Sonae Imobiliária reviewed the operational procedures of its Environmental Management

System (EMS) and defined procedures for the Real Estate Development sector of its business. These procedures, three in total, were

structured according to the logic of this development business.

• New Businesses

Defines how to evaluate possible environmental issues relating to land and properties to be purchased.

• Design and Development

Defines environmental requirements for Sonae Imobiliária’s projects. Its main objective is to promote eco-efficiency by implementing

common requirements for all projects regardless of the country where they are located.

• Environmental Management of Building Works

Defines environmental requirements during construction and establishes environmental management rules for building works.

> THE IMPLEMENTATION OF EMS WAS STARTED IN PROJECTS UNDER DEVELOPMENTIn 2002, as a result the implementation of New Business Procedures, an Environmental Due Diligence – study of soil utilization and

contamination –, was done on all land purchased. These studies follow the general "Standard Practice for Environment Site assess-

ment" methodology published by the American Society for Testing Materials (ASTM, 2000). During the year Sonae Imobiliária did not

make any land purchase that had environmental problems. Implementation of Procedures for Design and Development was started

in 2002 in the majority of projects in the course of development in the Iberian Peninsula (Parque Atlântico, Estação Viana, Luz del Tajo,

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Dos Mares, Plaza Eboli), and environmental audits of the projects for water supply and drainage,

management of waste and acoustics, were also made on centres being developed in Portugal.

In relation to the environmental requirements to be applied in the projects, it should be

noted that Sonae Imobiliária chose to abandon the BREEAM (Building Research Estab-

lishment Environmental Assessment Scheme) methodology and to create its own.

This new "Environmental Standards for Retail Developments" methodology is not

only based on the requirements which the company has already defined, but

also takes into account internationally recognized requirements for the envi-

ronmental certification of buildings. In addition, a search engine for the

requirements data base was developed which is available on the Internet for

project managers and designers.

The implementation of Building Works Management Procedures was started

in Estação Viana in 2002, thereby ensuring that the environmental impact

resulting from the building works was reduced and controlled.

We implemented, in December 2002, a noise monitoring system at Estação

Viana in order to minimize its impact in the surroundings.

> PROCEEDING WITH EMS IMPLEMENTATION IN CENTRESTHAT ARE ALREADY OPENThe implementation of EMS continued in the Shopping Centres in Portugal, and the imple-

mentation and coordination of EMS was begun in centres where Sonae Imobiliária is the owner or

co-owner, in Spain and in Brazil. EMS monitoring went on as in previous years and in the second

semester the centres in Brazil were also included. Monitoring was focused especially on the areas of waste and

energy, the environmental areas which are most relevant in operational terms.

It is important to note that the method used in quantifying waste was altered as a result of recommendations made in the audit of

waste management systems that took place in each centre at the beginning of 2002.

*These amounts include figures from

GuimarãeShopping, MaiaShopping, NorteShopping,

ViaCatarina, GaiaShopping, CoimbraShopping,

Centro Colombo, Centro Vasco da Gama,

CascaiShopping, AlgarveShopping, MadeiraShopping

Toneladas

Total waste produced by Shopping

Centres in Portugal*

Recycled Total

2001 2002

25000

20000

15000

10000

5000

0

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The rate of recycling of waste has been increasing, not only due to the awareness campaigns directed at shopkeepers, making them

constantly aware of the importance of correctly sorting waste, but also to a gradual improvement in infrastructure which will support

separate waste collection, for instance in the Food Courts.

> THE MANAGEMENT OF ENERGY IN SHOPPING CENTRES IN PORTUGAL HAS IMPROVEDThe reduction in energy consumption in 2002 is not only the result of measures taken on a managerial level, such as new timeta-

bles/programming of equipment working hours and lit areas, but is also due to specific energy rationalisation programmes, such as

the Greenlight Programme in which the Centro Colombo participated. This a voluntary Community Programme aimed at controlling

CO2 emissions in an economically viable way, for instance by reusing already existing lighting installations. After joining the Green-

light Programme, the savings obtained became obvious. Because of these modifications to its lighting system, Centro Colombo saved

around 400,830 Kwh/year.

In spite of this better performance, the levels of energy consumed in the running of the Shopping Centres led to a programme being

started in 2002 of in-depth research in order to identify energy efficiency levels, which could become benchmarks for the Shopping

Centre sector.

*These amounts include figures

from GuimarãeShopping, MaiaShopping,

NorteShopping, ViaCatarina, GaiaShopping,

CoimbraShopping, Centro Colombo,

CascaiShopping, AlgarveShopping,

MadeiraShopping

Rates of Recyclingof Waste in ShoppingCentre in Portugal*

Recycling Rate

2001 2002

0.195

0.190

0.185

0.180

0.175

0.170

0.165

0.160

*These amounts include figures

from GuimarãeShopping, MaiaShopping, NorteShopping,

ViaCatarina, GaiaShopping, CoimbraShopping, Centro

Colombo, CascaiShopping, AlgarveShopping,

MadeiraShopping

Mwh

Energy consumptionin Shoppng centres

in Portugal*

Energy consuption

2001 2002

900008000070000600005000040000300002000010000

0

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1.30

1.20

1.10

1.00

0.90

0.80

0.70

0.60

0.50

Gui

mar

ãesS

hopp

ing

Nor

teSh

oppi

ng

Alg

arve

Shop

ping

Casc

aisS

hopp

ing

Mai

aSho

ppin

g

Mad

eira

Shop

ping

Gai

aSho

ppin

g

Arr

ábid

a Sh

oppi

ng

ViaC

atat

arin

a

Cent

ro C

olom

bo

Coim

braS

hopp

ing

posi

tive

diffe

renc

ene

gativ

e di

ffere

nce

ActualBenchmark

The amount of consumption by Sonae Imobiliária as shown in these figures will still be "reviewed" in accordance with endogenous

factors (e.g. the presence of skylights, inefficient air conditioning) and/or exogenous factors (e.g. climate), which at the moment have

a negative influence on these results. The work to define the weightings of the "correction" to be made was also started in 2002 and

will be finished next year.

A pilot study was started in ViaCatarina in 2002 to evaluate the energy efficiency of the development. This work, to be concluded in

2003, will enable real time consumption figures to be obtained, thus enabling action to be taken immediately in those areas where

there are deviations from the expected amounts, thereby avoiding waste of energy.

Comparison Between consuption benchmarks for

shopping centres and actual consumption in Soane

Imobiliária’s shopping centres in Portugal

(2001 Data)

The reduction in energy consumptionin 2002 is not only the result of

measures taken on a manageriallevel, such as new

timetables/programming equipmentworking hours and lit areas, but is

also due to specific energyrationalisation programmes.

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Energy consumption in Centro Colombo’s

Carparks

New projects

700

600

500

400

300

200

100

0Nov 01 Dec 01 Jan 02 Feb 02

Kwh

> THE RESULTS OF EMS IN THE SHOPPING CENTRESIn order to assess the results of EMS, environmental audits were carried out in 2002 on all shopping

centres in Portugal and Spain, and every recommendation was analysed, budgeted and included in the

respective investment plans and Environmental Action Plans for 2003.

> ENVIRONMENTAL AWARENESSIn October 2002 the Board of Directors attended a Workshop on "Sustainable Development", during

which various guidelines for Sonae Imobiliária were identified aimed at Sustainable Development. As

in previous years, various events to promote Environmental Awareness among visitors were also held

at Shopping Centres. The Campaign "Trip to TetraPak World" was promoted in the Centres in Portugal,

endeavouring to create awareness among visitors of the importance of waste separation and of the

recycling process of TetraPak’s packaging. Also waste separation was the theme of a campaign in Shop-

ping Centres in Brazil, like TivoliShopping, to make visitors aware of correct environmental behaviour.

Surveys among visitors to Plaza Mayor – Spain and Parque D. Pedro – Brazil reveal once more the impor-

tance visitors place on environmental management in this type of development.

in 2002 environmental audits were made in all the centresoperating in Portugal and Spain

Water management audits were made in every shopping centre in Portugal. The audit’s

objective was to analyse the way the systems were operating, to identify solutions for

technical/operational problems/flaws resulting in waste and consequently to define a plan

to monitor water consumption in order to detect any problem, in real time, and to avoid

excessive and unnecessary waste of this resource. The auditors’ recommendations were

implemented in Centro Colombo and as a result a 35% reduction in consumption was

achieved, which meant a yearly saving of the order of € 127,847 (taking water at a cost of

€ 1.11/ m3).

m3

water consumption

2001 2002

350 000

300 000

250 000

200 000

150 000

100 000

50 000

0

Importance of the Centre’s environmental management

Consider that the Centre is Managing the environment

Plaza Mayor Parque D. Pedro(Spain) (Brazil)

100 %90 %80 %70 %60 %50 %40 %30 %20 %10 %

0 %

RESULTS OF SURVEYS AMONG VISITORS TO PLAZA MAYOR - SPAIN AND PARQUE D. PEDRO - BRAZIL

WATER CONSUMPTION IN CENTRO COLOMBO

visitors place a lot of importance on environmentalmanagement in shopping and leisure centres En

d of

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> NAV OF THE PROPERTIESASSUMPTIONS ON NAV CALCULATIONS

Starting in 2001, the Company decided to adopt International Accounting Standards (IAS) in the preparation of its consolidated

accounts. The IAS lead to the open-market value of the investment properties being reflected in the Company’s Balance Sheet. We do

not believe however that the Net Asset Value resulting from such a Balance Sheet truly reflects the value of the Company and this

basically for two reasons. First, in accordance with IAS, the properties under development or held for sale are not booked at market

value. In the case of Sonae Imobiliária, the shopping centres under development are therefore booked at historical cost. The under-

estimation of value in these properties can be significant. Second and more importantly, in accordance with IAS, deferred taxes are

booked in connection with the latent capital gains arising from investment properties. From the Company’s point of view, this deduc-

tion for deferred taxes is arguable. In a property sale, the market practice is not to sell the asset itself but to sell the corporate vehicle

holding it. And, in fact, in several jurisdictions, capital gains arising from the sale of shares are tax-sheltered. For these reasons, the

Company calculates and publishes a NAV that results from valuing all of its properties on an open-market basis and includes no

deduction for deferred taxes. The calculation now presented is consistent with the NAV calculations published in previous years. It is

hoped that a better perception of the value of the Company is obtained in this way.

> NAV OF THE PROPERTIES AS OF 31 DECEMBER 2002As in last year, the chart below compares open market value of the properties with their respective historical costs (net of deprecia-

tion) as of the 31 December 2002. The difference between both amounts gives an approximation of the return generated by each prop-

erty (excluding the effect of the property’s previous year’s results).

Please note that the concept of "value created" is different from the concept of "valuation surplus" shown in the accounts. Both corre-

spond to the difference between market value and the historical cost of the property. However, to calculate "value created" we have

used a definition of historical cost that is different from the one used to calculate "valuation surplus" in the accounts. When calculating

"value created", the historical cost of the property includes marketing and letting costs (as addition to the investment) and key money

received (as a deduction to the investment).

> OPEN MARKET VALUE OF THE SONAE IMOBILIÁRIA PROPERTIESThe Company has published every year, since 1997, the open market valuation of its properties as prepared by an independent entity,

Cushman & Wakefield Healey & Baker.

> OPEN MARKET VALUE OF THE PROPERTIES AS OF 31 DECEMBER 2002Sonae Imobiliária, in accordance with its strategy, is focused on shopping and leisure centres – they represent practically all of the

open market value of the properties attributable to the Company.

The Company’s real estate assets were valued as of the 31 December 2002 at € 2,837 billion (€ 2,348 billion in 2001). Of that amount,

the part attributable to Sonae Imobiliária was € 1,641 billion (€ 1,361 billion in 2001) – this represents a growth of € 279 million or

20.5% in relation to 2001.

The geographical distribution of Sonae Imobiliária Properties’ Open Market Value, as of 31/12/2002 was as follows:

Europe 92.9% [€ 1,524 million] Brazil 7.1% [€ 117 million]

> financial situation and results> FINANCIAL PERFORMANCEAdoption of International Accounting Standards The Company, as mentioned before, decided to use International Accounting Standards

(IAS) when preparing the consolidated accounts for 2001. The main differences between IAS and the Portuguese Accounting

Standards previously used by the Company are as follows:

Properties held as investments are revalued annually on the basis of an independent open-market valuation (since 1997 Sonae

Imobiliária has published the independent open-market valuation of its properties);

The variations in the value of properties held as investments, or properties under development which are completed and go into oper-

ation during the year, are booked as gains or losses of that same year;

Deferred taxes are booked those gains or losses;

Given that the investment properties are booked at open-market value every year, no charge for depreciation is booked;

Debt and financial derivatives are also booked at open-market value.

The accounts, however, treat these amounts, respectively, as cost and income of the year and not as part of the investment. The NAV

as of 31 December 2002, of the properties attributable to Sonae Imobiliária (in Portugal and abroad – as per chart) reached € 1,037

billion versus € 934 million on the 31 Dec 2001. The growth was € 103 million or 1.1%. The NAV per share of the properties attribut-

able to the Company was € 27.67 versus € 24.90 as of 31 Dec 2001.

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NAV of total Real Estate assets owned

1,200

1,000

800

600

400

200

031/12/97 31/12/98 31/12/99 31/12/00 31/12/01 31/12/02

379456

643

752

934

1,037

million Euro

Europe Brazil Spel Total

Open Market Value 1,537,892 116,676 16,296 1,670,864

Investment Properties 1,383,893 95,439 0 1,479,332

Development & Others 153,999 21,237 16,296 191,532

Total Debt (684,500) (12,267) (696,767)

Other Net Assets 70,036 3,000 75 73,111

Dividend (9,750) (9,750)

NAV 2002 913,678 119,676 4,104 1,037,458

NET ASSET VALUE

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Sonae Imobiliária Serviços Apoio a Empresas

Sonae Imobiliária Brasil, B.V.

Sonae Imobiliária Assets, SGPS

HoldingCompanies

Sonae Imobiliária Developments, SGPS

Sonae Imobiliária Property Management, SGPS

SPEL, S.A.

Sonae Enplanta,S.A.

HoldingCompanies

UniShopping S.A.

Sonae Imobiliária Asset Management, SGPS

Sonae Imobiliária Developments, S.A.

Sonae Imobiliária Desarollos, S.A.

Sonae Imobiliária Gestão, S.A.

Sonae Imobiliária ItáliaProperty Management, S.A.

CCC – ConsultoriaCentros Comerciales, S.A.

Sonae Imobiliária Itália, SRL

Sonae West Shopping, A.G.

Sonae Charagionis Services, S.A.

SONAE IMOBILIÁRIA SGPS

SONAE IMOBILIÁRIA ORGANIZATION

The restructuring that took place in December 2000 was designed to adjust the Group’s legal structure to its several businesses; Shop-

ping Centre Development, Shopping Centre Investment, Shopping Centre Management, Shopping Centres Brazil, Car Parks and Resi-

dential Development.

The organization of Sonae Imobiliária, with the exception of Residential Development, which has been sold, still stands and can be

illustrated as follows:

At the end of the year, Sonae Imobiliária had a team of 607 employees, 401 working in Portugal, 81 in

Spain, 16 in Germany, 5 in Greece, 5 in Italy and 99 in Brazil. Of this total, 558 work in the shopping centre

business and 49 in SPEL

> ORGANIZATION AND PEOPLEThe Board of Directors of Sonae Imobiliária remained unchanged in 2002, both in terms of the number of members and

their respective responsibilities.

There are nine Directors on the Board, of whom four are non-executive:

Angelo Ribeirinho PaupérioNON-EXECUTIVE DIRECTOR

Belmiro Mendes de AzevedoNON-EXECUTIVE CHAIRMAN

Neil Leslie JonesNON-EXECUTIVE DIRECTOR

Jeremy Henry Moore NewsumNON-EXECUTIVE DIRECTOR

José Edmundo FigueiredoDIRECTOR, RESPONSIBLE FOR FINANCE,MANAGEMENT CONTROL, ASSET MANAGEMENT, LEGAL,MERGERS AND ACQUISITIONS AND BACK OFFICE

Álvaro PortelaPRESIDENT AND TAKING DIRECT RESPONSIBILITYFOR INSTITUTIONAL RELATIONS,ENVIRONMENT AND CORPORATE COMMUNICATION

João Pessoa JorgeDIRECTOR, RESPONSIBLE FOR ALL THE

COMPANY’S BUSINESS IN BRAZIL WHEREHE RESIDES

Fernando Guedes de OliveiraDIRECTOR, RESPONSIBLE FOR EXPANSION,

DEVELOPMENTS, DESIGN AND ARCHITECTURE OF SHOPPING AND LEISURE CENTRES

EXECUTIVE

MEMBERS

OF THE BOARD

Pedro CaupersDIRECTOR, RESPONSIBLE FOR ALL THE

COMPANY’S OPERATIONS, INCLUDING SHOPPING CENTREMANAGEMENT, MARKETING AND LETTING

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IN IBERIA AND FRANCE

Joaquim Pereira MendesRESPONSIBLE FOR LEGAL, MERGERS

AND ACQUISITIONS

Adrian FordRESPONSIBLE FOR NEW BUSINESSES IN EUROPE(EXCEPT IBERIA)

José QuintelaRESPONSIBLE FOR DEVELOPMENT, CONCEPT AND ARCHITECTURE

SENIOR DIRECTORS

Pietro MalaspinaRESPONSIBLE FOR ALL ACTIVITY IN ITALY, WHERE HE RESIDES

João Correia SampaioRESPONSIBLE FOR SHOPPING CENTRE MANAGEMENT IN

PORTUGAL

Ted KupchevskyRESPONSIBLE FOR SONAE WESTSHOPPING ACTIVITY

IN GERMANY, WHERE HE RESIDES

Ana Guedes OliveiraRESPONSIBLE FOR INVESTMENTS AND ASSETMANAGEMENT

Luís MarquesRESPONSIBLE FOR BACK-OFFICE

> PROFIT AND LOSS ACOUNTIn consolidated terms, the total income of Sonae Imobiliária in 2002 amounted to € 237.2 million

(€ 227.1 million in 2001), which represents a growth of 4% over the previous year.

In 2002, the Company altered the procedures to annual intra-group transactions between Prop-

erty Management Companies held at 100% and Property Investment Companies consolidated

under the proportional method. This alteration produced an equal amount reduction on the Total

Direct Income and Total Direct Costs of the consolidated accounts. This adjustment was also

made in 2001 (€ -81.5 million) for comparison purposes.

As previously stated, Prædium – Sonae Imobiliária’s residential Development company – was

sold in March 2002. If the Total Direct Income from both 2002 and 2001 would be excluded from

Prædium’s contribution then the growth experienced by the Total Direct Income in 2002 would be

25.3%. This increase was due to the inclusion of AlgarveShopping, MadeiraShopping (Portugal)

and Parque Principado (Spain) during the full year, the inauguration of Plaza Mayor (Spain) and

Parque D. Pedro (Brazil) and to the organic rent growth of existing operating centres.

> Analysis of Consolidated Accounts

Sonae Imobiliária closed the financialperiod of 2002 with total earnings of € 237.2 million

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The results of the Company under IAS have two main components. The first, the Direct Profit from Investments, was € 63 million

(€ 57.5 million in 2001) – corresponding to the operating profit which shows a significant growth over 2001 (10%), both due to organic

growth, and as a result of the centres that went into operation during this period.

The second component corresponds to Indirect Investment Profit (€ 166.9 million versus € 116.5 million in 2001) and is divided

between Gains on the Revaluation of Properties (€ 166.9 compared to € 101.8 million in 2001) and the Gain on Sale of Investments

(€ 14.7 million in 2001). From these amounts, deferred taxes of € 63.8 million (€ 39.0 million in 2001) were deducted.

EBITDA reached € 95.5 million (€ 73.8 million in 2001) growing 30% as a consequence of the organic growth and the addition of shop-

ping centres to the portfolio in 2001 and 2002.

Net Financial Costs came to € 29.8 million (€ 14.5 million in 2001), reflecting the ambitious international expansion plan of the

Company and the unfavourable foreign exchange rate result coming from shareholders’ loans made to Brazilian companies.

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CONSOLIDATED PROFIT AND LOSS ACCOUNT 31 DEC. 2002* 31 DEC. 2001* (%) ∆ 02/01

Total Direct Income from Investments 126,368 105,515 20%

Property Management Fees 15,988 13,407 19%

Development Fees 8,796 6,827 29%

SPEL - Car Parking 2,215 1,578 40%

Prædium- Residencial 5,517 46,775 (88%)

Common Charges and Other Income 78,345 52,997 48%

Total Direct Income from Investments 237,228 227,100 4%

General Supplies and Services 109,009 124,833 (13%)

Personnel Costs 20,078 18,605 8%

Other Costs 12,605 9,909 27%

Total Direct Costs from Investments 141,691 153,347 (8%)

EBITDA 95,537 73,753 30%

Depreciation 2,615 1,710 53%

Net Financial Costs 22,282 14,500 54%

FX Financial Results (7,606) 0 n.a

Direct Profits 63,034 57,543 10%

Corporate Tax 16,655 14,560 14%

Direct Net Profits from Investments 46,379 42,983 8%

Total Indirect Income from Investments 166,934 116,533 43%

Indirect Income from valuation of Investments (IAS 40) 166,934 101,804 64%

Indirect Income from gains on sales of Investments 0 14,729 n.a

Deferred Taxes 63,846 39,008 64%

Indirect Net Profit from Investments 103,088 77,525 33%

Total Net Profit 149,466 120,508 24%

Minorities 5,074 (375) -

TOTAL NET PROFIT AFTER MINORITIES 144,392 120,883 19%


> SONAE IMOBILIÁRIAINVESTMENTS PROPERTIES 31 DEC. 2002* 31 DEC. 2001* (%) ∆ 02/01

Investments Properties 1,498,889 1,162,172 29.0%

Properties Under Development 176,323 122,902 43.5%

Goodwill 19,424 1,170 1,559.6%

Other Assets 159,134 157,711 0.9%

Cash 90,670 145,566 (37.7%)

Total Assets 1,944,440 1,589,521 22.3%

Net Worth 697,889 610,961 14.2%

Minorities 26,117 8,387 211.4%

Loans 787,437 542,986 45.0%

Other Liabilities 134,183 208,244 (35.6%)

Deferred Taxes 298,815 218,943 36.5%

Total Liabilities 1,220,434 970,173 25.8%

Net Worth, Minorities and total Liabilities 1,944,440 1,589,521 22.3%

Corporation Tax due is € 16.7 million (14.6 million in 2001), representing a low tax rate since it is computed on the basis of profits calcu-

lated in accordance with the Portuguese Accounting System.

The Net Profit came to € 144.4 million compared with € 120.9 million in 2001.

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Ratios Actual 2002 Actual 2001

Gearing 37.4% 35.0%

Interest Cover 2.65 4.08


the company’s asset base was increased due whether to investment or added value

End

of th

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ccou

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Chap

ter

The financial position of Sonae Imobiliária remains sound. Debt (corresponding to Loans and Other Liabilities, Current and Non-

-Current less Cash) increased during the year, from € 459 million to € 697 million. At the same time, the Company’s asset base

increased, resulting from investment and from the increase in values of the properties (with the corresponding increase in Net

Worth). In consequence, Gearing (measured as Indebtedness divided by Total Assets less Cash) grew only from 35% to 37.4%, which

we consider a comfortable level.

Financial Ratios

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> PROSPECTSThe company will continue to have its base in the European market, where it will never have lessthan 80% of its NAV. It will stay focused on the markets where it is already present, developingnew projects, but also renovating and expanding existing projects, always with the objective ofdelivering innovative and high quality products.

The Company will be alert to the consolidation of the sector in Europe, a process in which itexpects to participate whenever opportunities arise that fit with its strategy.Therefore, it is still the objective of Sonae Imobiliária to become one of the leading Europeancompanies in Shopping and Leisure Centres.

Sonae Imobiliária’s main objective is to have quality and

innovative products

> TEXT

SONAE IMOBILIÁRIA

> TRANSLATION

PEDRO CAIANO

> DESIGN & PAGINATION

HUGO NEVES with RODRIGO SAIAS / ATELIER 004

> EDITING

PATRÍCIA REIS / ATELIER 004

> PRODUCTION

CLÁUDIO GARRUDO / ATELIER 004

> PHOTOGRAPHY

LUÍS PAVÃO | CREACOM | FOTOGRAFIA REAL | SONAE IMOBILIÁRIA

> EXECUTIVE PRODUCTION

VASCO RAMIREZ PESSANHA / MEDIALIVROS

> PRE-PRESS

CRITÉRIO – PRODUÇÃO GRÁFICA

> PRINTING

NORPRINT

A MEDIALIVROS projectJUNE 2003

This content was originally published in the report and accounts approved in General Assembly, and is available at www.sonaeimobiliaria.com

> PORTUGAL

[PORTO]

LUGAR DO ESPIDO, VIA NORTE

4470 MAIA

PHONE: +351 22 948 75 22

FAX: +351 22 940 46 98

[LISBOA]

RUA AMÍLCAR CABRAL, 23

1750-018 LISBOA

PHONE: +351 21 751 5000

FAX: +351 21 758 5528

> SPAIN

[MADRID]

C/ CONDE DE ARANDA, 24, 3º

28001 MADRID

PHONE: +34 91 575 8986

FAX: +34 91 575 7903

[BILBAO]

IBAÑEZ DE BILBAO, 28, 7º MÓDULO C

48009 BILBAO

PHONE : +34 94 435 6070

FAX: +34 94 424 3707

> ITALY

CORSO MAGENTA, 85

20123 MILANO

PHONE: +39 02 4391 2517

FAX: +39 02 4391 2531

> GREECE

10, KAPSALI STR.,

HERODOTOU STR., N. DOUKA STR.

KOLONAKI

10674 ATHENS

PHONE: +30 210 72 79 907

FAX: +30 210 72 79 927

> GERMANY

KANZLERSTRASSE 4

40472 DÜSSELDORF

PHONE: +49 211 4361 6201

FAX: +49 211 4361 6202

> BRAZIL

RUA GOMES DE CARVALHO, 1327, 3º, CONJ. 32

VILA OLÍMPIA, SÃO PAULO - SP

CEP: 04547-005

PHONE: +55 11 3371 3666

FAX: +55 11 3845 4522

> www.sonaeimobiliária.com

20 02 - Sonae Sierra

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