IFRS: adaptation of international accounting standards in EDP Energias do Brasil Group São Paulo, January 17, 2011 Rio de Janeiro, January 18, 2011
Nov 12, 2014
IFRS: adaptation of international accounting IFRS: adaptation of international accounting standards in EDP Energias do Brasil Group
São Paulo, January 17, 2011
Rio de Janeiro, January 18, 2011
This presentation may include statements that represent expectations regarding future events or resultsaccording to the Brazilian and international regulations on securities. These statements are based oncertain presumptions and analyses made by the Company according to its experience and theeconomic environment as well as market conditions and expected future events, many of which arebeyond the Company’s control. Important factors that may lead to significant differences betweenactual results and the statements of expectations regarding future events or results include theCompany’s business strategy, Brazilian and international economic conditions, technology, financialstrategy, developments of the public services industry, hydrological conditions, conditions of the financial
Disclaimer
strategy, developments of the public services industry, hydrological conditions, conditions of the financialmarket, uncertainty regarding the results of its future operations, plans, goals, expectations andintentions, among others. Due to these factors, the Company’s actual results may differ significantly fromthose indicated or implicit in the statements of expectations regarding future events or results.
The information and opinions contained here should not be understood as a recommendation forpotential investors and no investment decision should be based on the veracity, up to date orcompleteness of these opinions or information. None of the Company’s advisors or parties relatedthereto or their representatives will have any responsibility for any losses that may arise from the use orfrom the content of this presentation.
This material includes statements on future events subject to risks and uncertainties, which are based onThis material includes statements on future events subject to risks and uncertainties, which are based onthe current expectations and forecasts involving future events and trends that may affect Companybusiness. These statements include projections of economic growth and demand and the supply ofpower, besides information on competitive position, regulatory environment, potential growthopportunities and other subjects. Numerous factors may adversely affect the estimates andpresumptions on which these statements are based.
• IFRS is the world standard for accounting pratices, with full application in the adherent countries
since 2005
• Based on na approach on essence over form and judgmental nature of the accounting criteria
• In Brazil it begins in 2005 through Comitê de Pronunciamentos Contábeis, whose objective is the
Overview
• In Brazil it begins in 2005 through Comitê de Pronunciamentos Contábeis, whose objective is the
issuance of technical pronouncements that lead to the convergence of local accounting into
international standards
• 15 Pronouncements and 2 Guidelines applicable in 2008, were published in 2007/2008
• 27 Pronouncements, 10 Interpretations and 1 Guideline were published in 2009 for application in
2010, with retroactive effect to January 1, 2009
• EDP Energias do Brasil has reported in IFRS basis to its controlling shareholder since 2005
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Nota: o gráfico ilustra o desempenho do risco-país - EMBI (JP Morgan)
The International Standards CPCs/IFRS does not affect:
Important Messages
� The relationship with clients;
� The Companies’ strategy;
� The Companies’ operational management;
� The Companies’ financial management;
� The ability to generate cash flow;
Energias do Brasil Group
Generation Transmission DistributionCommercializatio
Others
Impact of the CPCs by business area
Generation Transmission DistributionCommercializatio
nOthers
CPC 27 CPC 27
ICPC 01 / CPC 20 / CPC 17
CPC 04
CPC 06 / CPC 25 / CPC 26/ CPC 32 / CPC 33 / ICPC 03 / ICPC 08 / ICPC 09
CPC 38/39/40/ OCPC 03
CPC 38/39/40/ OCPC 03
CPCs with an impact on
the financial statements
and notes to the
statements
4
OCPC 03 OCPC 03
CPC 15CPCs with an impact on
the financial statements
and notes to the
CPC 15 and ICPC 09 Business Combination (IFRS 3)
CPC 20 Borrowing Costs (IAS 23)
CPCs issued in 2009 for application until Dec 2010General Contents
CPC 25 Provisions, Contingent Liabilities and Contingent Assets
CPC 27 and ICPC 10 Property, Plant and Equipment (IAS 16)
CPC 28 Investment Property
CPC 33 Employee Benefits (IAS 19)
ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)
ICPC 03 Leasing Operations (IFRIC 4, SIC 15 and SIC 27)
A Business Combination is an operation involving the acquisition of companies or other event in whichthe acquirer obtains control of one or more businesses.
CPC 15 – Business Combination (IFRS 3) and ICPC 09
New acquisition
Parent Company
Subsidiary Subsidiary
Parent Company
Subsidiary Subsidiary Subsidiary
Spin-offs Mergers/Takeovers
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This pronouncement applies to all the Business Combinations occurring as of January 1, 2009. Theinterpretation allows it to be applied to operations prior to this date if this expresses its business better.
CPC 15 – Business Combination (IFRS 3) and ICPC 09
Effects on the subsidiary
Effects on the parent company / Consolidated balance sheet
Absorption of the
Recording of assets and Appraisal
Recording of the initial
PPA* with appraisal reports of Appraisal
The recognized goodwill will be amortized over the concession period, since, according to ICPC 09, if it ispossible to obtain, in an objective and reliable manner, the part of the amount of the price paid that isnot allocable to the other assets and liabilities or to the concession right, it can also be amortized over theremaining period of the concession right, on an individual basis. However, it cannot be amortized on a
of the individual accounts of
the acquired company
+assets and liabilities at fair value previously
not considered
+Appraisal proforma of property, plant and equipment
of the initial acquisition cost andgoodwill / negative goodwill
+reports of property, plant and equipment and
intangible assets (*)
+Appraisal proforma of property, plant and equipment
remaining period of the concession right, on an individual basis. However, it cannot be amortized on aconsolidated basis.
Negative goodwill should be recognized immediately through income.
CPC 15 and ICPC 09 Business Combination (IFRS 3)
CPC 20 Borrowing Costs (IAS 23)
CPCs issued in 2009 for application until Dec 2010General Contents
CPC 25 Provisions, Contingent Liabilities and Contingent Assets
CPC 27 and ICPC 10 Property, Plant and Equipment (IAS 16)
CPC 28 Investment Property
CPC 33 Employee Benefits (IAS 19)
ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)
ICPC 03 Leasing Operations (IFRIC 4, SIC 15 and SIC 27)
CPC 20 – Borrowing Costs (IAS 23)
Before CPC20 After CPC20
Interest Capitalization Allowed MandatoryInterest Capitalization Allowed Mandatory
Stamped Loans
Unstamped Loans
Impact on the companies from the Group
GenerationDistributionTransmissionOthers
All*
Others
* When the conditions for interest capitalization are fulfilled (having an eligible asset and borrowing costs incurred concomitantly)
N.B. : before the application of CPC 20, in Distribution and Transmission it was not possible to apply the capitalization of financial charges due to the delay in the reception of the stamped loans.
CPC 15 and ICPC 09 Business Combination (IFRS 3)
CPC 20 Borrowing Costs (IAS 23)
CPCs issued in 2009 for application until Dec 2010General Contents
CPC 25 Provisions, Contingent Liabilities and Contingent Assets
CPC 27 and ICPC 10 Property, Plant and Equipment (IAS 16)
CPC 28 Investment Property
CPC 33 Employee Benefits (IAS 19)
ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)
ICPC 03 Leasing Operations (IFRIC 4, SIC 15 and SIC 27)
CPC 25 - Provisions, Contingent Liabilities and Contingent Assets
Present Obligation
Uncertain as to term
It will probably generate
Obligation resulting from past events
as to term and
amount
generate future
economic benefits
PROVISION
Type of obligation Recording Publication
Present obligation that probably requires payments
Possible obligation or present obligation that might require, but will probably Possible obligation or present obligation that might require, but will probably
not require future payments
There is a possible obligation or present obligation where the likelihood of
payments is remote
CPC 15 and ICPC 09 Business Combination (IFRS 3)
CPC 20 Borrowing Costs (IAS 23)
CPCs issued in 2009 for application until Dec 2010General Contents
CPC 25 Provisions, Contingent Liabilities and Contingent Assets
CPC 27 and ICPC 10 Property, Plant and Equipment (IAS 16)
CPC 28 Investment Property
CPC 33 Employee Benefits (IAS 19)
ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)
ICPC 03 Leasing Operations l (IFRIC 4, SIC 15 and SIC 27)
CPC 27 and ICPC 10 Property, Plant& Equipment (IAS 16)
Objective: to establish the accounting treatment for property, plant and equipment, so that the users offinancial statements can discern information on the entity’s investment in its property, plant andequipment, as well as its changes.
Main points to be considered in accounting: the recognition of assets; the determination of their bookvalues; rates, depreciation values and losses due to devaluation to be recognized in relation to theseassets.
Adjustments of Property, Plant and
Equipment
AdministrationCosts
ForeignExchange Debt
Deemed Cost
The deemed cost should be used if it is verified that the value of the asset is unadjusted, i.e. either much higher, or
Initial Adoption
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Costs Exchange DebtVariation
value of the asset is unadjusted, i.e. either much higher, or visibly lower.
This pronouncement applies to all the property, plant and equipment recorded at the companies included in the scope of the pronouncement, as from January 1, 2009, although the effect is always with a basis on retroaction to the origin of the creation or acquisition of the asset.
CPC 27 and ICPC 10 Property, Plant and Equipment (IAS 16)
Effects on the Companies included in the Scope Effects on the parent company/Consolidated Balance Sheet
Write-off of the Sums Added to Property, Plant
Companies Impacted
Write-off in Property, Plant
and Write-off in Property, Plant and Property, Plant and Equipment
as Administrative Apportionment in the years 2008 and 2009
= CESA EnergestInvestcoPantanal
=
and Equipment
and Reduction of
Shareholders’ Equity
Write-off in Property, Plant and Equipment
and Reduction of Shareholders’ Equity
�Depreciation rates: As established by Aneel (Brazilian Electricity Regulatory Agency).
� Companies that are entitled to compensation at the end of the concession: all the public utility providers or independent producers, of hydropower.
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� Companies that are not entitled to compensation at the end of the concession: wind farms and thermal power plants (Cenaeel, Elebrás and Pecém).
� Assets that are reversible or subject to compensation: all those that are included in accounts 132, with the exception of account 13206 (not associated with the concession), which in the case of generation has immaterial values.
CPC 15 and ICPC 09 Business Combination (IFRS 3)
CPC 20 Borrowing Costs (IAS 23)
CPCs issued in 2009 for application until Dec 2010General Contents
CPC 25 Provisions, Contingent Liabilities and Contingent Assets
CPC 27 and ICPC 10 Property, Plant and Equipment (IAS 16)
CPC 28 Investment Property
CPC 33 Employee Benefits (IAS 19)
ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)
ICPC 03 Leasing Operations (IFRIC 4, SIC 15 and SIC 27)
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CPC 28 – Investment property
Investment property is the real estate (land, building or part of a building) maintained by the owner toobtain income or capital appreciationl, and that is not available for use in the production or supply ofgoods or services, for administrative purposes or for sale in the ordinary course of business.
Do I have a lease on a property of mine?
Isn’t the property used in my operating activity/business?
Do I receive income under this lease?
NoX
Yes
NoX
Subtract the value of property, plant and equipment and classify as Investment
Property Income
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CPC 15 and ICPC 09 Business Combinations (IFRS 3)
CPC 20 Borrowing Costs (IAS 23)
CPCs issued in 2009 for application until Dec 2010General Contents
CPC 25 Provisions, Contingent Liabilities and Contingent Assets
CPC 27 and ICPC 10 Property, Plant and Equipment (IAS 16)
CPC 28 Investment Property
CPC 33 Employee Benefits (IAS 19)
ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)
ICPC 03 Leasing Operations (IFRIC 4, SIC 15 and SIC 27)
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CPC 33 – Employee Benefits (IAS 19)
CPC 33 Employee Benefits covers all the forms of remuneration granted by a sponsoring entity/employer inexchange for the services rendered by the employees, with the exception of share-based payments.
Pay for work provided
SHORT-TERM BENEFITS
- Salary
- Overtime
- Vacations and 13th month salary
- Profit sharing and gainsharing paid in the following year
Vacations and 13th month salary
These should be presented net
OTHER LONG-TERM BENEFITS
- Paid leave
- Length of service additional
POST-EMPLOYMENT BENEFITS
- Private pension
- Post-employment medical care
- Length of service bonus paid in the post-employment period
Defined contribution
Without responsibility for
Defined benefit
With responsibility for actuarial
SEVERERANCE BENEFITS
- Severance pay
- FGTS – Government severance indemnity fund for employees
- Notice period
- Voluntary Redundancy Program (PDV) Benefits
These should be presented net of provisions in liabilities. Without responsibility for
actuarial and investment risks.With responsibility for actuarial
and investment risks.
Recognition will begin to be performed in Other income/expenses in shareholders’ equity, instead of recording it in net income for the year
Inside the scope of CPC 33
Outside the scope of CPC 33
Examples of the application of this CPC at the EDP Brasil Group
CPC 33 – Employee Benefits (IAS 19)
Previous Application
2009 2010
Assets
Changes in the presentation of vacations and
13th month salary in the Balance Sheet
Previous Application
2009 2010
Liabilities
Recognition of actuarial gains and losses as
Other Compreensive Income
Assets
Current Assets
Advances to employees (other) 3,000 5,000
Liabilities
Current Liabilities
Advances to employees (other) 50,000 56,000
Application CPC 33
2009 2010
Assets
Current Assets
Advances to employees (other) - -
Liabilities
Current Liabilities
Post-employment Benefits 27,000 27,000
Non-current Liabilities
Post-employment Benefits 104,000 90,000
Application CPC 33
2009 2010
Liabilities
Current Liabilities
Post-employment Benefits 27,000 27,000
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Vacation pay and 13th month salary advances should be presented net of provisions in liabilities
Advances to employees (other) - -
Liabilities
Current Liabilities
Advances to employees (other) 47,000 51,000
Post-employment Benefits 27,000 27,000
Non-current Liabilities
Post-employment Benefits 134,000 120,000
Shareholders’ equity
Other Comprehensive Income (30,000) (30,000)
CPC 15 and ICPC 09 Business Combination (IFRS 3)
CPC 20 Borrowing Costs (IAS 23)
CPCs issued in 2009 for application until Dec 2010General Contents
CPC 25 Provisions, Contingent Liabilities and Contingent Assets
CPC 27 and ICPC 10 Property, Plant and Equipment (IAS 16)
CPC 28 Investment Property
CPC 33 Employee Benefits (IAS 19)
ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)
ICPC 03 Leasing Operations (IFRIC 4, SIC 15 and SIC 27)
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ICPC 01 – Service Concession Arrangement (IFRIC 12)
BeforeBefore the application of ICPC 01
Infrastructure associated with the concession
AfterAfter the application of ICPC 01*
Infrastructure associated with the concession acquired / built
with the concession acquired / built
Fixed Assets
Useful life of the item
Item 1Item 2...Item X
Concession date
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Intangible Assets
(depreciated during the concession)
Financial Assets
(right to compensation)
* The standard will be applied prospectively as from 01/01/2009. Bifurcated Template only applicable to Distribution. The template of Transmission is of Financial Assets, yet this template has not yet been designed in the market.
ICPC 01 – Service Concession Arrangement (IFRIC 12)
Before After
ASSETS
Current Assets
Non-current Assets 1,300,000 1,100,000
Example of the effect by disco
Receivable from the Granting Authority 0 150,000
Property, Plant and Equipment 1,250,000 5,000
Intangible Assetsl 50,000 945,000
LIABILITIES
Current Liabilities
Non-current Liabilities (200,000) 0
Special Obligations (200,000) 0
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INCOME/EXPENSES
Expenses 95,000 95,000
Depreciation 85,000 500
Amortization 10,000 94,500
CPC 17 – Construction Contracts (IAS 11)
� Only applicable to the DistributionDistribution and TransmissionTransmission companies of the EDP Energias do BrasilGroup, due to the application of ICPC 01;
� There are no adjustments to be made in the Financial Statements;� There are no adjustments to be made in the Financial Statements;
� Requires some items of additional disclosure in the Financial Statements of the companies thathave the application of this CPC, such as Revenue and Cost of Construction.
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CPC 15 and ICPC 09 Business Combination (IFRS 3)
CPC 20 Borrowing Costs (IAS 23)
CPCs issued in 2009 for application until Dec 2010General Contents
CPC 25 Provisions, Contingent Liabilities and Contingent Assets
CPC 27 and ICPC 10 Property, Plant and Equipment (IAS 16)
CPC 28 Investment Property
CPC 33 Employee Benefits (IAS 19)
ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)ICPC 01 and CPC 17 Service Concession Arrangement (IFRIC12) and Construction Contracts (IAS11)
ICPC 03 Leasing Operations (IFRIC 4, SIC 15 and SIC 27)
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ICPC 03 – Leasing Operations(IFRIC 4, SIC 15 and SIC 27)
Signing of the Contract
Legally, is it a Lease?
Process for definition of inclusion for ICP03:
Yes – CPC06
Financial
We should record the asset
No
Is there an implicit lease?
- It is a Specific Asset;
- Right of use;
- Ability to operate and control;
- Transfers the risks and benefits of the asset.
Yes
We should record the asset in our property, plant and equipment
No
We should record the amount in the
company’s operating income/expenses
There are no leases in the EDP Brasil Group.
CPC 18 – Investment in Associated Companies and Subsidiaries (IAS 28)
Write off any negative goodwill recognized upon the acquisition of the investments;Impact on the EDP Brasil Group: write-off of negative goodwill with a positive impact on net income in the amount of R$ 3MM
Other CPCs that are applicable, yet less relevant(with less or no impact)
Summary
CPC 31 – Non-Current Assets Held for Sale (IFRS 5)
The greatest impact of this reclassification is with the disclosure requirements, as the accounting adjustment is only a reclassification between lines, unless it is necessary to perform a measurement at fair value of the items classified in this account.
CPC 38, 39, 40 and OCPC 03 – Financial Instruments (IAS 32 and 39 and IFRS 7)
Requires new information disclosure needs, not having an impact on the Financial Statements.
ICPC 08 – Accounting for the Payment of Proposed Dividends
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ICPC 08 – Accounting for the Payment of Proposed Dividends
The recognition of dividends should be performed through recording of the compulsory minimum dividends (25% of net income) as a liability, whereas the rest should be kept in a specific account of shareholders’ equity, until the final decision to be made by the partners;
Regulatory Assets and Liabilities
Regulatory Assets and Liabilities are no longer registered, as they would not
Important point for the electric power sectorIt is not established by the CPCs
Regulatory Assets and Liabilities are no longer registered, as they would not fulfill the concepts established by the Conceptual Framework for preparation and presentation of the Financial Statements.
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Effects on the Financial Statements of the application of the IFRS to the Controlling Shareholder
September 30, 2010 September 30, 2010
IFRS BRGAAP Variation IFRS BRGAAP Variation
Current Assets 2,356 2,581 (225) Business volume 3,676 3,688 (13)
Other Non-current Assets 1,258 1,008 249 Cost of sales 1,973 2,061 (88)
Non-current Tax 798 530 268 Gross Margin 1,703 1,627 76
Balance Sheet (R$ MM)Statement of Income (R$ MM)
�There will be differences between the IFRS for the controlling shareholder and the local IFRS, due to the
Non-current Tax 798 530 268 Gross Margin 1,703 1,627 76
Intangible Fixed Assets 3,043 1,122 1,921 Opex 473 485 (12)
Tangible Fixed Assets 5,081 6,751 (1,670) Other costs/income 71 76 (4)
Total Assets 12,536 11,992 544 Total Opex 544 561 (17)
Current Liabilities 2,205 2,312 (107) EBITDA 1,159 1,067 92
Other Non-current Liabilities 646 370 277 Amortization and Provisions 268 245 23
Loans MLP 2,747 2,786 (39) EBIT 891 821 70
Deferred Tax 472 174 298 Financial 175 163 12
Total Liabilities 6,070 5,642 428 RAI 716 658 58
Shareholders’ Equity 4,595 4,612 (18) Taxes 238 218 20
Minority Interest 1,871 1,738 133 Minoritary Shareholders 94 97 (3)
Total Liabilities +SE+MI 12,536 11,992 544 Net Income 384 343 41
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�There will be differences between the IFRS for the controlling shareholder and the local IFRS, due to the
adoption timing;
�The greatest impacts caused by adjustment of assets/liabilities or harmonization of concepts are verified
on the initial adoption date;