Table of Contents

 

 

 

FORM 6-K

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

 

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

 

For the month of June 2011

 

Commission File Number 1-15224

 

Energy Company of Minas Gerais

(Translation of Registrant’s Name Into English)

 

Avenida Barbacena, 1200

30190-131 Belo Horizonte, Minas Gerais, Brazil

(Address of Principal Executive Offices)

 

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

 

Form 20-F  x    Form 40-F  o

 

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

 

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

 

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

 

Yes   o    No  x

 

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

 

 

 



Table of Contents

 

Index

 

Item

 

 

 

Description of Item

 

 

 

 

1.

First Quarter 2011 Financial Results, May 16, 2011

 

 

 

 

2.

Presentation of Financial Forecast Guidance 2011-2015 — 16th Annual CEMIG-APIMEC Meeting, June 3, 2011

 

 

 

 

3.

Material Announcement — Acquisition of Interest in Transmission Assets by CEMIG Affiliate TAESA, June 2, 2011

 

 

 

 

4.

Market Announcement — File of Media Release on Acquisitions by TAESA, June 2, 2011

 

 

 

 

5.

Summary of Minutes of the 510th Meeting of the Board of Directors, May 5, 2011

 

 

 

 

6.

Summary of Principal Decisions of the 511th Meeting of the Board of Directors, June 2, 2011

 

 

 

 

7.

Summary of Principal Decisions of the 129th Meeting of the Board of Directors of CEMIG Distribuição S.A., June 2, 2011

 

 

 

 

8.

Summary of Principal Decisions of the 137th Meeting of the Board of Directors of CEMIG Geração e Transmissão S.A., June 2, 2011

 

 

 

 

9.

Market Announcement — Presentation of 16th Annual CEMIG-APIMEC Meeting

 

 

 

 

10.

Market Announcement — Presentation of TAESA Acquisition of Transmission Assets

 

 

 

 

11.

Market Announcement — Presentation of Supply/Demand Balance CEMIG GT and the Grid — 16th Annual CEMIG-APIMEC Meeting, June 3, 2011

 

 

 

 

12.

Notice to Stockholders — June 29, 2011, Dividend Payment, June 7, 2011

 

 

 

 

13.

Summary of Minutes of the 511th Meeting of the Board of Directors, June 2, 2011

 

2



Table of Contents

 

Forward-Looking Statements

 

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

 

3



Table of Contents

 

SIGNATURES

 

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

 

 

 

COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG

 

 

 

 

 

By:

/s/ Frederico Pacheco de Medeiros

 

 

Name:

Frederico Pacheco de Medeiros

 

 

Title:

Acting Chief Officer for Finance and Investor Relations

 

 

Date: June 15, 2011

 

 

4



Table of Contents

 

1.               First Quarter 2011 Financial Results, May 16, 2011

 

5



Table of Contents

 

 

CONTENTS

 

CONTENTS

6

BALANCE SHEETS

7

BALANCE SHEETS

8

INCOME STATEMENTS

9

COMPREHENSIVE PROFIT & LOSS ACCOUNT

10

STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY — CONSOLIDATED AND HOLDING COMPANY

11

STATEMENTS OF CASH FLOWS

12

STATEMENTS OF ADDED VALUE

14

EXPLANATORY NOTES TO THE QUARTERLY INFORMATION (ITR)

15

 

 

1.

OPERATIONAL CONTEXT

15

2.

BASIS OF PREPARATION

22

3.

PRINCIPLES OF CONSOLIDATION

22

4.

CASH AND CASH EQUIVALENTS

24

5.

SECURITIES

24

6.

CONSUMERS AND TRADERS

25

7.

TAXES OFFSETABLE AND INCOME TAX AND SOCIAL CONTRIBUTION TAX RECOVERABLE

25

8.

INCOME TAX AND SOCIAL CONTRIBUTION TAX

26

9.

DEPOSITS LINKED TO LEGAL ACTIONS

28

10.

ACCOUNTS RECEIVABLE FROM THE GOVERNMENT OF THE STATE OF MINAS GERAIS AND CREDIT RECEIVABLES INVESTMENT FUND

28

11.

FIXED ASSETS

37

12.

INTANGIBLE ASSETS

40

13.

SUPPLIERS

41

14.

TAXES, CHARGES AND CONTRIBUTIONS AND INCOME TAX AND SOCIAL CONTRIBUTION TAX

41

15.

LOANS, FINANCINGS AND DEBENTURES

42

16.

REGULATORY CHARGES

44

17.

POST-EMPLOYMENT OBLIGATIONS

44

18.

PROVISIONS

47

19.

STOCKHOLDER’S EQUITY AND REMUNERATION TO STOCKHOLDERS

52

20.

REVENUES

53

21.

OPERATIONAL COSTS AND EXPENSES

54

22.

NET FINANCIAL REVENUE (EXPENSES)

56

23.

TRANSACTIONS WITH RELATED PARTIES

57

24.

FINANCIAL INSTRUMENTS

58

25.

MEASUREMENT AT FAIR VALUE

65

26.

STATEMENTS OF ADDED VALUE (DVAS)

67

27.

SUBSEQUENT EVENTS

67

28.

FINANCIAL STATEMENTS SEPARATED BY COMPANY, AT MARCH 31, 2011

68

29.

INCOME STATEMENTS SEPARATED BY ACTIVITY, AT MARCH 31, 2011

69

 

 

ECONOMIC AND FINANCIAL PERFORMANCE — CONSOLIDATED

70

OTHER INFORMATION THAT THE COMPANY BELIEVES TO BE MATERIAL

75

REPORT ON REVIEW OF THE QUARTERLY INFORMATION

86

 

6



Table of Contents

 

BALANCE SHEETS

 

AT MARCH 31, 2011 AND DECEMBER 31, 2010

 

ASSETS

 

(R$ ’000)

 

 

 

 

 

Consolidated

 

Holding company

 

 

 

 

 

IFRS

 

BRGAAP

 

 

 

Notes

 

03/31/2011

 

12/31/2010

 

03/31/2011

 

12/31/2010

 

CURRENT

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

4

 

2,733,242

 

2,979,693

 

289,104

 

302,741

 

Securities — cash investments

 

5

 

849,931

 

321,858

 

1,055

 

55

 

Consumers and Traders

 

6

 

2,405,981

 

2,262,585

 

 

 

Concession holders — transport of energy

 

 

 

411,761

 

400,556

 

 

 

Financial Assets of the Concession

 

11

 

786,080

 

625,332

 

 

 

Taxes offsetable

 

7

 

361,591

 

374,430

 

5,237

 

5,233

 

Income tax and Social Contribution tax recoverable

 

7

 

586,675

 

489,813

 

 

 

Dividends receivable

 

 

 

 

 

226,436

 

230,405

 

Inventories

 

 

 

42,577

 

41,080

 

16

 

16

 

Other credits

 

 

 

604,027

 

590,229

 

12,910

 

13,889

 

TOTAL, CURRENT

 

 

 

8,781,865

 

8,085,576

 

534,758

 

552,339

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable from Minas Gerais state government

 

10

 

1,791,993

 

1,837,088

 

 

 

Credit Receivables Investment Fund

 

10

 

 

 

961,070

 

946,571

 

Deferred income tax and Social Contribution tax

 

8a

 

1,804,924

 

1,800,567

 

348,335

 

345,472

 

Taxes offsetable

 

7

 

143,262

 

139,883

 

426

 

426

 

Income tax and Social Contribution tax recoverable

 

7

 

72,802

 

83,438

 

68,981

 

80,117

 

Deposits linked to legal actions

 

9

 

1,136,885

 

1,027,206

 

202,725

 

195,517

 

Consumers and Traders

 

6

 

94,018

 

95,707

 

 

 

Other credits

 

 

 

116,395

 

114,207

 

75,139

 

31,737

 

Financial Assets of the Concession

 

11

 

7,439,158

 

7,315,756

 

 

 

Investments

 

12

 

22,885

 

24,206

 

11,801,544

 

11,313,969

 

Fixed assets

 

13

 

8,296,909

 

8,228,513

 

2,055

 

2,066

 

Intangible

 

14

 

4,607,989

 

4,803,687

 

795

 

838

 

TOTAL, NON-CURRENT

 

 

 

25,527,220

 

25,470,258

 

13,461,070

 

12,916,713

 

TOTAL ASSETS

 

 

 

34,309,085

 

33,555,834

 

13,995,828

 

13,469,052

 

 

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

 

7



Table of Contents

 

BALANCE SHEETS

 

AT MARCH 31, 2011 AND DECEMBER 31, 2010

 

LIABILITIES

 

(R$ ’000)

 

 

 

 

 

Consolidated

 

Holding company

 

 

 

 

 

IFRS

 

BRGAAP

 

 

 

Notes

 

03/31/2011

 

12/31/2010

 

03/31/2011

 

12/31/2010

 

CURRENT

 

 

 

 

 

 

 

 

 

 

 

Suppliers

 

15

 

1,104,910

 

1,121,009

 

5,186

 

1,687

 

Regulatory charges

 

18

 

392,717

 

384,415

 

 

 

Profit shares

 

 

 

31,900

 

116,183

 

1,443

 

5,129

 

Taxes, charges and contributions

 

16a

 

421,177

 

403,533

 

20,660

 

32,836

 

Income tax and Social Contribution tax

 

16b

 

280,092

 

137,035

 

 

 

Interest on Equity and dividends payable

 

 

 

1,153,895

 

1,153,895

 

1,153,895

 

1,153,895

 

Loans and financings

 

17

 

1,666,534

 

1,573,885

 

385,213

 

373,599

 

Debentures

 

17

 

2,092,755

 

628,681

 

 

 

Salaries and mandatory charges on payroll

 

 

 

202,674

 

243,258

 

8,186

 

12,478

 

Post-employment obligations

 

19

 

100,354

 

99,220

 

3,677

 

3,703

 

Provision for losses on financial instruments

 

 

 

78,511

 

69,271

 

 

 

Debt to related parties

 

 

 

 

 

8,059

 

6,687

 

Other obligations

 

 

 

384,032

 

472,973

 

12,599

 

14,655

 

TOTAL, CURRENT

 

 

 

7,909,551

 

6,403,358

 

1,598,918

 

1,604,669

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT

 

 

 

 

 

 

 

 

 

 

 

Regulatory charges

 

18

 

172,898

 

142,481

 

 

 

Loans and financings

 

17

 

6,077,555

 

6,244,475

 

36,794

 

36,794

 

Debentures

 

17

 

3,480,570

 

4,779,449

 

 

 

Taxes, charges and contributions

 

16a

 

761,091

 

692,803

 

 

 

Income tax and Social Contribution tax

 

16b

 

1,062,771

 

1,065,399

 

 

 

Provisions

 

20

 

405,305

 

370,907

 

193,075

 

187,553

 

Concessions payable

 

 

 

123,914

 

117,802

 

 

 

Post-employment obligations

 

19

 

2,077,728

 

2,061,608

 

93,539

 

92,349

 

Other obligations

 

 

 

234,595

 

201,419

 

70,395

 

71,554

 

TOTAL, NON-CURRENT

 

 

 

14,396,427

 

15,676,343

 

393,803

 

388,250

 

STOCKHOLDERS’ EQUITY ATTRIBUTED TO CONTROLLING STOCKHOLDERS

 

21

 

 

 

 

 

 

 

 

 

Registered capital

 

 

 

3,412,073

 

3,412,073

 

3,412,073

 

3,412,073

 

Capital reserves

 

 

 

3,953,850

 

3,953,850

 

3,953,850

 

3,953,850

 

Profit reserves

 

 

 

2,873,253

 

2,873,253

 

2,873,253

 

2,873,253

 

Adjustments to Stockholders’ equity

 

 

 

1,164,586

 

1,210,605

 

1,164,586

 

1,210,605

 

Accumulated Conversion Adjustment

 

 

 

(801

)

(772

)

(801

)

(772

)

Funds allocated to increase of capital

 

 

 

27,124

 

27,124

 

27,124

 

27,124

 

Retained earnings

 

 

 

573,022

 

 

573,022

 

 

TOTAL STOCKHOLDERS’ EQUITY

 

 

 

12,003,107

 

11,476,133

 

12,003,107

 

11,476,133

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

34,309,085

 

33,555,834

 

13,995,828

 

13,469,052

 

 

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

 

8



Table of Contents

 

INCOME STATEMENTS

 

FOR THE QUARTERS ENDED ON MARCH 2011 AND 2010

 

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

 

 

 

 

 

Consolidated

 

Holding company

 

 

 

 

 

IFRS

 

BRGAAP

 

 

 

Notes

 

03/31/2011

 

03/31/2010

 

03/31/2011

 

03/31/2010

 

REVENUES

 

22

 

3,386,587

 

2,877,653

 

103

 

74

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL COSTS

 

23

 

 

 

 

 

 

 

 

 

COST OF ELECTRICITY AND GAS

 

 

 

 

 

 

 

 

 

 

 

Electricity bought for resale

 

23c

 

(1,075,760

)

(717,941

)

 

 

Charges for the use of the basic transmission grid

 

 

 

(189,614

)

(186,921

)

 

 

Gas purchased for resale

 

 

 

(62,366

)

(49,480

)

 

 

 

 

 

 

(1,327,740

)

(954,342

)

 

 

COST OF OPERATION

 

 

 

 

 

 

 

 

 

 

 

Personnel and managers

 

23a

 

(228,814

)

(237,476

)

 

 

Employees’ and managers’ profit shares

 

 

 

(23,022

)

(36,130

)

 

 

Post-employment obligations

 

 

 

(30,888

)

 

 

 

Materials

 

 

 

(11,659

)

(27,881

)

 

 

Outsourced services

 

23b

 

(164,411

)

(141,677

)

 

 

Depreciation and amortization

 

 

 

(226,217

)

(210,685

)

 

 

Operational provisions

 

23d

 

(31,052

)

7,996

 

 

 

Royalties for use of water resources

 

 

 

(37,993

)

(41,505

)

 

 

Other

 

23e

 

(815

)

(45,234

)

 

 

 

 

 

 

(754,871

)

(732,592

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONSTRUCTION COSTS

 

 

 

(49,163

)

(56,793

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL COST

 

 

 

(2,131,774

)

(1,743,727

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS PROFIT

 

 

 

1,254,813

 

1,133,926

 

103

 

74

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL EXPENSES

 

23

 

 

 

 

 

 

 

 

 

Selling expenses

 

 

 

(10,016

)

(41,917

)

 

 

General and administrative expenses

 

 

 

(140,221

)

(113,337

)

(19,706

)

(10,875

)

Other operational expenses

 

 

 

(45,114

)

(28,354

)

(9,695

)

(4,852

)

 

 

 

 

(195,351

)

(183,608

)

(29,401

)

(15,727

)

 

 

 

 

 

 

 

 

 

 

 

 

Operational profit/loss before Equity gain/loss and Financial revenue/expenses

 

 

 

1,059,462

 

950,318

 

(29,298

)

(15,653

)

Equity gain (loss) on subsidiaries

 

12

 

 

 

 

556,552

 

519,319

 

Financial revenues

 

24

 

203,777

 

235,642

 

24,164

 

35,294

 

Financial expenses

 

24

 

(486,596

)

(365,088

)

(28,130

)

(12,876

)

 

 

 

 

 

 

 

 

 

 

 

 

Profit before taxes

 

 

 

776,643

 

820,872

 

523,288

 

526,084

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax and Social Contribution tax

 

8b

 

(231,091

)

(206,101

)

 

(5,296

)

Deferred income tax and Social Contribution tax

 

8b

 

(19,401

)

(94,705

)

2,863

 

(722

)

profit for the period

 

 

 

526,151

 

520,066

 

526,151

 

520,066

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit attributable to the Company’s majority stockholders

 

 

 

526,151

 

520,066

 

526,151

 

520,066

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic profit per preferred and common share

 

 

 

0.77

 

0.84

 

0.77

 

0.84

 

Diluted profit per preferred and common share

 

 

 

0.77

 

0.84

 

0.77

 

0.84

 

 

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

 

9



Table of Contents

 

COMPREHENSIVE PROFIT & LOSS ACCOUNT

 

FOR THE QUARTERS ENDED ON MARCH 2011 AND 2010

 

(R$ ’000)

 

 

 

Consolidated and Holding company

 

 

 

03/31/2011

 

03/31/2010

 

PROFIT FOR THE PERIOD

 

526,151

 

520,066

 

 

 

 

 

 

 

OTHER COMPONENTS OF COMPREHENSIVE INCOME

 

 

 

 

 

Foreign exchange conversion differences on transactions outside Brazil

 

(29

)

174

 

Cash flow hedge instruments

 

852

 

1,220

 

 

 

 

 

 

 

COMPREHENSIVE PROFIT (LOSS) FOR THE PERIOD

 

526,974

 

521,460

 

 

 

 

 

 

 

Comprehensive Profit attributable to the controlling stockholders

 

526,974

 

521,460

 

 

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

 

10



Table of Contents

 

STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY — CONSOLIDATED AND HOLDING COMPANY

 

FOR THE QUARTERS ENDED ON MARCH 31, 2011 AND 2010

 

(R$ ’000)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’

 

 

 

 

 

 

 

 

 

Adjustments

 

 

 

 

 

Funds

 

equity

 

 

 

 

 

 

 

 

 

to

 

Accumulated

 

 

 

allocated to

 

attributed to

 

 

 

Registered

 

Capital

 

Profit

 

Stockholders’

 

Conversion

 

Retained

 

increase of

 

controlling

 

 

 

capital

 

Reserves

 

reserves

 

equity

 

Adjustment

 

earnings

 

capital

 

stockholders

 

BALANCES AT DECEMBER 31, 2009

 

3,101,884

 

3,969,099

 

3,177,248

 

1,343,383

 

150

 

(453,387

)

27,124

 

11,165,501

 

Profit for the period

 

 

 

 

 

 

520,066

 

 

520,066

 

Other components of comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange conversion differences on transactions outside

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brazil

 

 

 

 

 

174

 

 

 

174

 

Cash flow hedge instruments

 

 

 

 

1,220

 

 

 

 

1,220

 

Total comprehensive profit (loss) for the period

 

 

 

 

1,220

 

174

 

520,066

 

 

521,460

 

Realization of reserves

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustments to Stockholders’ equity – cost attributed to fixed assets

 

 

 

 

(33,543

)

 

33,543

 

 

 

BALANCES ON MARCH 31, 2010

 

3,101,884

 

3,969,099

 

3,177,248

 

1,311,060

 

324

 

100,222

 

27,124

 

11,686,961

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BALANCES AT DECEMBER 31, 2010

 

3,412,073

 

3,953,850

 

2,873,253

 

1,210,605

 

(772

)

 

27,124

 

11,476,133

 

Profit for the period

 

 

 

 

 

 

526,151

 

 

526,151

 

Other components of comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange conversion differences on transactions outside

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brazil

 

 

 

 

 

(29

)

 

 

 

(29

)

Cash flow hedge instruments

 

 

 

 

 

 

852

 

 

 

 

852

 

Total comprehensive profit (loss) for the period

 

 

 

 

852

 

(29

)

526,151

 

 

526,974

 

Realization of reserves

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustments to Stockholders’ equity – cost attributed to fixed assets

 

 

 

 

(46,871

)

 

46,871

 

 

 

BALANCES ON MARCH 31, 2011

 

3,412,073

 

3,953,850

 

2,873,253

 

1,164,586

 

(801

)

573,022

 

27,124

 

12,003,107

 

 

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

 

11



Table of Contents

 

STATEMENTS OF CASH FLOWS

FOR THE QUARTERS ENDED MARCH 31, 2011 AND 2010

 

(R$ ’000)

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

 

 

03/31/2011

 

03/31/2010

 

03/31/2011

 

03/31/2010

 

CASH FLOW FROM OPERATIONS

 

 

 

 

 

 

 

 

 

Profit (loss) for the year

 

526,151

 

520,066

 

526,151

 

520,066

 

Expenses (revenues) not affecting cash and cash equivalents

 

 

 

 

 

 

 

 

 

Income tax and Social Contribution tax

 

19,401

 

94,705

 

(2,863

)

722

 

Depreciation and amortization

 

232,797

 

213,904

 

89

 

45

 

Net write-offs of fixed and intangible assets

 

2,733

 

 

 

 

Equity gain (loss) on subsidiaries

 

 

 

(556,552

)

(519,319

)

Interest and Monetary updating

 

37,456

 

16,620

 

(14,499

)

(4,672

)

Provisions for operational losses

 

34,398

 

(4,284

)

5,522

 

 

Post-employment obligations

 

63,225

 

58,263

 

3,700

 

3,136

 

Other

 

61,057

 

(10,803

)

1,569

 

8,196

 

 

 

977,218

 

888,471

 

(36,883

)

8,174

 

(Increase) / reduction of assets

 

 

 

 

 

 

 

 

 

Consumers and Traders

 

(143,396

)

55,445

 

 

 

Amortization of accounts receivable from the Minas Gerais State

 

 

 

 

 

 

 

 

 

Government

 

67,399

 

76,876

 

 

 

Tax credits

 

 

(185,510

)

 

2,374

 

Taxes offsetable

 

(76,766

)

163,788

 

11,132

 

10,989

 

Concession holders – transport of energy

 

(11,205

)

(10,804

)

 

 

Deposits linked to legal actions

 

(109,679

)

(23,166

)

(7,208

)

(1

)

Financial assets

 

(284,150

)

(298,794

)

 

 

 

Dividends received from subsidiaries

 

 

 

66,895

 

504,556

 

Other

 

(15,794

)

(151,328

)

(37,941

)

12,903

 

 

 

(573,591

)

(373,493

)

32,878

 

530,821

 

Increase (reduction) of liabilities

 

 

 

 

 

 

 

 

 

Suppliers

 

(16,099

)

72,266

 

3,499

 

873

 

Taxes, charges and contributions

 

202,603

 

127,698

 

(12,176

)

(9,383

)

Salaries and mandatory charges on payroll

 

(40,584

)

(19,437

)

(4,292

)

(844

)

Regulatory charges

 

8,302

 

39,572

 

 

 

Loans, financings and debentures

 

55,414

 

390,377

 

11,614

 

1,926

 

Post-employment obligations

 

(45,971

)

68,991

 

(2,536

)

(2,407

)

Other

 

(93,457

)

(38,163

)

(5,486

)

(47,605

)

 

 

70,208

 

641,304

 

(9,377

)

(57,440

)

 

 

 

 

 

 

 

 

 

 

NET CASH FROM OPERATIONAL ACTIVITIES

 

473,835

 

1,156,282

 

(13,382

)

481,555

 

 

12



Table of Contents

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

 

 

03/31/2011

 

03/31/2010

 

03/31/2011

 

03/31/2010

 

CASH FLOWS FROM INVESTMENT ACTIVITIES

 

 

 

 

 

 

 

 

 

Investments

 

 

 

 

(715,397

)

In securities – cash investments

 

(528,073

)

 

(1,000

)

 

In financial assets

 

 

 

 

 

In fixed assets

 

(167,964

)

(68,008

)

(78

)

(325

)

In intangible assets

 

 

(1,107,160

)

 

 

 

NET CASH FROM (USED IN) INVESTMENT ACTIVITIES

 

(696,037

)

(1,175,168

)

(1,078

)

(715,722

)

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

Financings and debentures obtained

 

325,061

 

3,196,654

 

 

 

Payments of loans and financings

 

(349,310

)

(3,111,775

)

 

 

Injection of cash into FIDC Fund

 

 

 

 

 

 

Interest on Equity, and dividends

 

 

(3,749

)

823

 

(3,749

)

NET CASH FROM (USED IN) FINANCING ACTIVITIES

 

(24,249

)

81,130

 

823

 

(3,749

)

 

 

 

 

 

 

 

 

 

 

NET CHANGE IN CASH AND CASH EQUIVALENTS

 

(246,451

)

62,244

 

(13,637

)

(237,916

)

 

 

 

 

 

 

 

 

 

 

STATEMENT OF CHANGES IN CASH AND CASH EQUIVALENTS

 

 

 

 

 

 

 

 

 

At start of period

 

2,979,693

 

4,424,959

 

302,741

 

656,704

 

At end of period

 

2,733,242

 

4,487,203

 

289,104

 

418,788

 

 

 

(246,451

)

62,244

 

(13,637

)

(237,916

)

 

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

 

13



Table of Contents

 

STATEMENTS OF ADDED VALUE

 

FOR THE QUARTERS ENDED ON MARCH 31, 2011 AND 2010

 

(R$ ’000)

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

 

 

3/31/2011

 

 

 

3/31/2010

 

 

 

3/31/2011

 

 

 

3/31/2010

 

 

 

REVENUES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales of electricity, gas and services

 

5,034,237

 

 

 

4,270,789

 

 

 

103

 

 

 

74

 

 

 

Provision for doubtful receivables

 

(27,281

)

 

 

(20,797

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

INPUTS ACQUIRED FROM THIRD PARTIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Electricity bought for resale

 

(1,075,760

)

 

 

(717,941

)

 

 

 

 

 

 

 

 

Charges for the use of the basic transmission grid

 

(189,614

)

 

 

(186,921

)

 

 

 

 

 

 

 

 

Outsourced services

 

(214,649

)

 

 

(178,221

)

 

 

(960

)

 

 

(1,310

)

 

 

Gas purchased for resale

 

(62,366

)

 

 

(49,480

)

 

 

 

 

 

 

 

 

Materials

 

(18,340

)

 

 

(28,251

)

 

 

(55

)

 

 

(46

)

 

 

Other operational costs

 

(94,368

)

 

 

(108,589

)

 

 

(14,658

)

 

 

(2,573

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS VALUE ADDED

 

3,351,859

 

 

 

2,980,589

 

 

 

(15,570

)

 

 

(3,855

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RETENTIONS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(232,797

)

 

 

(213,904

)

 

 

(89

)

 

 

(45

)

 

 

NET ADDED VALUE PRODUCED BY THE COMPANY

 

3,119,062

 

 

 

2,766,685

 

 

 

(15,659

)

 

 

(3,900

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ADDED VALUE RECEIVED BY TRANSFER

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity gain (loss) on subsidiaries

 

 

 

 

 

 

 

556,552

 

 

 

519,319

 

 

 

Financial revenues

 

203,788

 

 

 

235,642

 

 

 

24,163

 

 

 

35,294

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ADDED VALUE TO BE DISTRIBUTED

 

3,322,850

 

 

 

3,002,327

 

 

 

565,056

 

 

 

550,713

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

DISTRIBUTION OF ADDED VALUE

 

 

 

 

%

 

 

 

%

 

 

 

%

 

 

 

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Employees

 

295,644

 

8.90

 

291,696

 

10.63

 

10,953

 

1.95

 

11,526

 

1.96

 

Direct remuneration

 

192,863

 

5.80

 

214,219

 

7.45

 

3,657

 

0.65

 

4,368

 

0.79

 

Benefits

 

80,527

 

2.42

 

51,047

 

2.26

 

3,993

 

0.71

 

5,968

 

1.08

 

FGTS

 

15,308

 

0.46

 

15,297

 

0.53

 

803

 

0.14

 

819

 

0.15

 

Other

 

6,946

 

0.22

 

11,133

 

0.39

 

2,500

 

0.45

 

371

 

0.07

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxes, charges and contributions

 

1,994,407

 

60.02

 

1,814,987

 

62.11

 

(375

)

(0.07

)

6,073

 

1.91

 

Federal

 

1,138,187

 

34.25

 

1,090,184

 

36.89

 

(433

)

(0.08

)

6,018

 

1.09

 

State

 

853,203

 

25.68

 

721,504

 

25.11

 

5

 

 

5

 

 

Municipal

 

3,016

 

0.09

 

3,299

 

0.11

 

52

 

0.01

 

50

 

0.01

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remuneration of third party capital

 

506,648

 

15.25

 

375,578

 

12.67

 

28,327

 

5.01

 

13,048

 

2.37

 

Interest

 

486,596

 

14.65

 

365,088

 

12.30

 

28,130

 

4.98

 

12,876

 

2.34

 

Rentals

 

20,052

 

0.60

 

10,490

 

0.37

 

197

 

0.03

 

172

 

0.03

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remuneration of own capital

 

526,151

 

15.83

 

520,066

 

14.59

 

526,151

 

93.11

 

520,066

 

94.44

 

Retained earnings

 

526,151

 

15.83

 

520,066

 

14.59

 

526,151

 

93.11

 

520,066

 

94,44

 

 

 

3,322,850

 

100

 

3,002,327

 

100

 

565,056

 

100

 

550,713

 

100

 

 

See Explanatory Note 28 for more information on the Statement of Added Value.

 

14



Table of Contents

 

EXPLANATORY NOTES TO THE QUARTERLY INFORMATION (ITR)

 

AT MARCH 31, 2011

 

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

 

1.     OPERATIONAL CONTEXT

 

Companhia Energetica de Minas Gerais (“Cemig” or “the Company”) is a listed corporation registered in the Brazilian Registry of Corporate Taxpayers (CNPJ) under number 17.155.730/0001 -64, with shares traded on the BM&F Bovespa (“Bovespa”) at Corporate Governance Level 1, ADRs traded on the New York Stock Exchange (“NYSE”), and shares traded on the Latibex System of the Madrid Stock exchange. It operates exclusively as a holding company, with stockholdings in companies controlled individually or jointly, the principal objectives of which are the construction and operation of systems for generation, transformation, transmission, distribution and sale of electricity, and also activities in the various fields of energy, for the purpose of commercial operation.

 

It is an entity domiciled in Brazil, with head office at Avenida Barbacena 1200, Belo Horizonte, in the Brazilian State of Minas Gerais.

 

CEMIG has stockholdings in the following companies that were operational on March 31, 2011.

 

·      CEMIG GERAÇÃO E TRANSMISSÃO S.A. (“Cemig GT”) (subsidiary, 100.00% stake): registered for listing with the CVM (Securities Commission): Generation and transmission of electricity, through 48 power plants, 43 being hydroelectric, 4 wind power plants and one thermal plant, and their transmission lines, most of them belonging to the Brazilian national generation and transmission grid system. Cemig GT has stockholdings in the following subsidiaries and jointly-controlled subsidiaries:

 

·  Hidreletrica Cachoeirao S.A. (“Cachoeirao”) (jointly controlled): Production and sale of electricity as an independent power producer, through the Cachoeirão hydroelectric power plant located at Pocrane, in the State of Minas Gerais. The plant began operating in 2009.

 

·  Central Eólica Praias de Parajuru S.A. (“Parajuru”) (jointly controlled) – Production and sale of electricity through the Parajuru wind farm in the county of Beberibe, in the State of Ceará. The plant began operating in August 2009.

 

15



Table of Contents

 

·  Baguari Energia S.A. (“Baguari Energia”) (jointly controlled): Construction, operation, maintenance and commercial operation of the Baguari Hydroelectric Plant, through participation in the UHE Baguari Consortium (Baguari Energia 49.00%, Neoenergia 51.00%), located on the Doce River in Governador Valadares, Minas Gerais State. The plant began operation of its units from September 2009 to May 2010.

 

·  Transmissora Alianca de Energia Elétrica S.A. (“Taesa”), previously named Terna Participações S. A., (jointly controlled): Construction, operation and maintenance of the transmission facilities in 11 States of Brazil. Taesa has the following subsidiaries: ETAU (Empresa de Transmissão do Alto Uruguai S.A.) and Brasnorte (Brasnorte Transmissora de Energia S.A.).

 

·  Central Eólica Praia do Morgado S.A. (“Morgado”) (jointly controlled): Production and sale of electricity by the Morgado Wind Farm in the county of Aracaju in the State of Ceará, Northern Brazil. The plant began operating in April 2010.

 

·  Central Eolica Volta do Rio S.A. (“Volta do Rio”) (jointly controlled): Production and sale of electricity by the Volta do Rio Wind Farm in the County of Aracaju in the State of Ceará, Northern Brazil. The plant began operating in September 2010.

 

·  Hidrelétrica Pipoca S.A. (“Pipoca”) (jointly controlled): Independent production of electricity, through construction and commercial operation of the Pipoca Small Hydro Plant, located on the Manhuaçu River, in the Municipalities of Caratinga and Ipanema, in the State of Minas Gerais.  The plant began commercial operation in October 2010.

 

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

 

·  Guanhães Energia S.A. (“Guãnhaes Energia”) (jointly controlled): Production and sale of electricity through building and commercial operation of the following Small Hydro Plants in Minas Gerais state: Dores de Guanhães, Senhora do Porto and Jacaré, in the municipality of Dores de Guanhães; and Fortuna II, in the municipality of Virginópolis. These plants are scheduled to start operation in August 2011.

 

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

 

16



Table of Contents

 

·  Madeira Energia S.A. (“Madeira”) (jointly controlled): Implementation, construction, operation and commercial operation, through the subsidiary Santo Antônio Energia S.A., of the Santo Antônio hydroelectric power plant located in the basin of the Madeira River, in the State of Rondônia, with commercial startup scheduled for December 2011.

 

·  “EBTE” (Empresa Brasileira de Transmissão de Energia) (jointly-controlled subsidiary): Holder of a public electricity transmission concession, operating transmission lines in the state of Mato Grosso.  Operational startup is scheduled for May 2011.

 

Lightger S.A. (“Lightger”) (jointly controlled): Independent power production through building and commercial operation of the hydroelectric potential referred to as the Paracambi Small Hydro Plant, on the Ribeirão das Lages river in the county of Paracambi, in the State of Rio de Janeiro. The first rotor is scheduled to start operation in October 2011.

 

·      CEMIG DISTRIBUIÇÃO S.A. (“Cemig D”) (subsidiary) registered for listing with the CVM (Brazilian Securities Commission): Distribution of electricity through distribution networks and lines in approximately all of the Brazilian state of Minas Gerais.

 

·      LIGHT S.A. (“Light”) (jointly-controlled): Its objects are to hold stock or unit shares in other companies, and direct or indirect operation of electricity generation, transmission, sales, distribution and related services. Light has the following subsidiaries and jointly-controlled subsidiaries:

 

·  Light Servicos de Eletricidade S.A. (“Light SESA”) (subsidiary): The principal activity of this listed company is distribution of electricity, operating in various municipalities of the State of Rio de Janeiro.

 

·  Light Energia S.A. (“Light Energia”) (subsidiary): Principal activities of this unlisted company are to study, plan, build, and commercially operate systems of generation, transmission and sale of electricity and related services. Light Energia holds interests in Central Eólica São Judas Tadeu Ltda and Central Eólica Fontainha Ltda;

 

·  Light Esco Prestação de Serviços Ltda. (“Light Esco”) (subsidiary): Principal activity is purchase, sale, importation, exportation, and provision of consultancy services in the energy sector.

 

·  Itaocara Energia Ltda. (“Itaocara Energia”) (subsidiary): At pre-operational phase; principal activity is to plan, build, install and commercially operate electricity generation plants.

 

17



Table of Contents

 

· Lightger S.A. (“Lightger”): At pre-operational stage, formed to participate in auctions of concessions, authorizations and permissions in new plants. On December 24, 2008, Lightger obtained the installation license authorizing the start of works on the Paracambi Small Hydro Plant. Jointly controlled by Light S.A (51%) and Cemig GT (49%).

 

· Light Soluções em Eletricidade Ltda.: Formerly named Light Hidro Ltda. (“Light Hidro”), and renamed by new articles of association dated January 27, 2011, this company’s main activity is provision of services to low-voltage clients including assembly, refurbishment and maintenance of facilities.

 

· Instituto Light para o Desenvolvimento Urbano e Social (“the Light Institute”) (subsidiary): Participation in social and cultural projects, and interest in economic and social development of cities.

 

· Lightcom Comercializadora de Energia S.A. (“Lightcom”) (subsidiary): Purchase, sale, importation and exportation of electricity and general consultancy in the Free and Regulated Markets for electricity.

 

· Axxiom Soluções Tecnológicas S.A. (“Axxiom”) (jointly-controlled subsidiary): Unlisted company providing technological solutions and systems for operational management of public service concessions, including electricity, gas, water and sewerage companies and other utilities. Jointly controlled by Light S.A (51%) and Cemig (49%).

 

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

 

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

 

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

 

18



Table of Contents

 

·                  Cemig Telecomunicações S.A. — Cemig Telecom (“Cemig Telecom”),  previously named Empresa de Infovias S.A.  (subsidiary): Provision and commercial operation of specialized telecommunications services, through an integrated system consisting of fiber optic cables, coaxial cables, and electronic and associated equipment (multi-service network); holds 49% of Ativas Data Center (“Ativas”) (jointly-controlled subsidiary), the principal activity of which is provision of services to supply IT and communications infrastructure, comprising hosting and related services for medium-sized and large corporations.

 

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

 

·                  Horizontes Energia S.A.  (“Horizontes”) (subsidiary): Production and sale of electricity, as an Independent Power Producer, through the Machado Mineiro and Salto do Paraopeba hydroelectric power plants, in the State of Minas Gerais, and the Salto do Voltão and Salto do Passo Velho power plants in the State of Santa Catarina.

 

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

 

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

 

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

 

·                  Cemig PCH S.A.  (“Cemig PCH”) (subsidiary): Production and sale of electricity as an Independent Power Producer, through the Pai Joaquim hydroelectric power plant.

 

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

 

19



Table of Contents

 

·                  UTE Barreiro S.A.  (“Barreiro”) (subsidiary): Production and sale of thermally generated electricity, as an Independent Power Producer, through the construction and operation of the UTE Barreiro thermal generation plant, located on the premises of Vallourec & Mannesmann Tubes,  in the State of Minas Gerais.

 

·                  Cemig Trading S.A.  (“Cemig Trading”) (subsidiary): Sale and intermediation of business transactions related to energy.

 

·                  Companhia Transleste de Transmissão (“Transleste”) (jointly controlled): Operation of a transmission line connecting the substation located in Montes Claros to the substation of the Irapé hydroelectric power plant.

 

·                  Companhia Transudeste de Transmissão (“Transudeste”) (jointly controlled): Construction, operation and maintenance of the ItutingaJuiz de Fora transmission line, and its facilities, part of the Brazilian national grid.

 

·                  Companhia Transirapé de Transmissão (“Transirapé”) (jointly controlled): Construction, operation and maintenance of the Irapé—Araçuaí transmission line — also part of the national grid.

 

·                  EPTE (Empresa Paraense de Transmissão de Energia S.A.) (jointly controlled): Holder of a public service electricity transmission concession for a transmission line in the State of Pará.  ETEP has formed the subsidiary ESDE (Empresa Santos Dumont de Energia S.A.), of which it owns 100%.

 

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

 

·                  ERTE (Empresa Regional de Transmissão de Energia S.A.) (jointly controlled — 35.78%  stake): Holder of a public service electricity transmission concession, for a 230kV transmission line in the State of Pará.

 

·                  Empresa Amazonense de Transmissão de Energia S.A. (“EATE”) (jointly controlled):  holder of the public service electricity transmission concession, for the transmission lines between the sectionalizing Substations of Tucuruí, Marabá, Imperatriz, Presidente Dutra and Açailândia.  EATE has holdings in the following transmission companies:  Empresa Brasileira de Transmissão de Energia S.A.- (“EBTE”) (jointly controlled); Sistema de Transmissão Catarinense S.A. — (“STC”) (subsidiary) and Lumitrans Companhia Transmissora de Energia Elétrica S.A. — (“Lumitrans”) (subsidiary).

 

20



Table of Contents

 

·                  ECTE (Empresa Catarinense de Transmissão de Energia S.A.) (jointly controlled): Holder of a public electricity transmission service concession for transmission lines in the State of Santa Catarina.

 

·                  Axxiom Soluções Tecnológicas S.A.  (“Axxiom”) (jointly-controlled subsidiary): Unlisted company providing technological solutions and systems for operational management of public service concessions, including electricity, gas, water and sewerage companies and other utilities.  Jointly controlled by Light S.A (51%) and Cemig (49%).

 

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

 

·                  Companhia de Transmissão Centroeste de Minas (“Centroeste”) (jointly controlled): Construction, operation and maintenance of the Furnas—Pimenta transmission line, part of the national grid.  The transmission line began operating in April 2010.

 

Cemig also has stockholdings in the companies listed below, which on March 31, 2011 were at pre-operational stage:

 

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

 

·                  Parati S.A Participações em Ativos de Energia Elétrica (“Parati”) (jointly controlled, 49% stake): holdings of stock or unit shares in other Brazilian or non-Brazilian companies, operating in any activity.

 

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

 

21



Table of Contents

 

2.                                      BASIS OF PREPARATION

 

2.1) — Presentation of the Quarterly Information

 

The individual interim accounting information has been prepared in compliance with Technical Pronouncement CPC 21 — Interim Statements, and with International Standard IAS 34 — Interim Financial Reporting, issued by the International Accounting Standards Board — IASB, and also in accordance with the requirement to present this information in a manner compliant with the rules issued by the Brazilian Securities Commission (CVM — Comissão de Valores Mobiliários) applicable to Quarterly Information (ITR).

 

This Quarterly Information (ITR) has been prepared according to principles, practices and criteria consistent with those adopted in the preparation of the annual accounting statements at December 31, 2010. Hence this Quarterly Information should be read in conjunction with those annual accounting statements, which were approved by the Executive Board on March 16, 2011 and filed with the CVM on March 29, 2011.

 

2.2 Re-presentation of the Quarterly Information

 

As a function of the adoption of the new accounting rules issued by the CPC, and the international accounting rules (IFRS), in the financial statements of December 31, 2010, the Company has re-stated the quarterly information for the first quarter of 2010.

 

The effects on the Income statement for the first quarter of 2010 arising from the adoption of the new accounting rules are as shown below. The effects of the adjustments, in each quarter of the business year 2010, can be seen in the Financial Statements at December 31, 2010.

 

 

 

1st quarter 2010

 

Profit previously presented for the quarter

 

419,223

 

Stockholders’ Equity valuation adjustment (Attributed cost) — ICPC 10 and 27

 

(33,478

)

Assets of Gas concessions — ICPC 01 and ICPC 05

 

3,299

 

Assets of Wind Generation concessions — ICPC 01 and OCPC 05

 

(394

)

Assets of new Transmission concessions — ICPC 01 and OCPC 05

 

101,823

 

Reversal of Administration Cost allocation — CPC 27 and ICPC 01

 

(122

)

Concession contracts — Granted for payment — OCPC 05

 

(2,096

)

Charges capitalized — CPC 20

 

2,122

 

Post-employment obligations

 

(10,860

)

Reversal of Regulatory Assets and Liabilities — Conceptual Framework

 

40,549

 

Effect of adoption of the new accounting practices

 

100,843

 

Adjusted profit for the quarter (as re-presented)

 

520,066

 

 

3.                                      PRINCIPLES OF CONSOLIDATION

 

The financial statements of the subsidiaries and jointly-controlled subsidiaries mentioned in Explanatory Note 1 have been consolidated.

 

22



Table of Contents

 

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

 

 

 

Form of

 

3/31/2011

 

12/31/2010

 

Subsidiaries and jointly-controlled subsidiaries

 

consolidation

 

Direct stake

 

Indirect

 

Direct stake

 

Indirect

 

 

 

 

 

(%)

 

stake (%)

 

(%)

 

stake (%)

 

Subsidiaries and jointly-controlled companies

 

 

 

 

 

 

 

 

 

 

 

Cemig GT

 

Full

 

100

 

 

100

 

 

Cemig Baguari Energia

 

Full

 

 

100

 

 

100

 

Hidrelétrica Cachoeirão

 

Proportional

 

 

49

 

 

49

 

Guanhães Energia S.A.

 

Proportional

 

 

49

 

 

49

 

Madeira Energia

 

Proportional

 

 

10

 

 

10

 

Hidrelétrica Pipoca

 

Proportional

 

 

49

 

 

49

 

Baguari Energia

 

Proportional

 

 

69.39

 

 

69.39

 

Empresa Brasileira de Transmissão de Energia S.A — EBTE

 

Proportional

 

 

49

 

 

49

 

Central Eólica Praias de Parajuru

 

Proportional

 

 

 

49

 

 

 

49

 

Central Eólica Volta do Rio

 

Proportional

 

 

49

 

 

49

 

Central Eólica Praias de Morgado

 

Proportional

 

 

49

 

 

49

 

TAESA

 

Proportional

 

 

56.69

 

 

56.69

 

Transmissora Alterosa de Energia

 

Proportional

 

 

 

 

 

Lightger

 

Proportional

 

 

49

 

 

49

 

Cemig Distribuição

 

Full

 

100

 

 

100

 

 

Cemig Telecom

 

Full

 

100

 

 

100

 

 

Ativas Data Center

 

Proportional

 

 

49

 

 

49

 

Rosal Energia

 

Full

 

100

 

 

100

 

 

Sá Carvalho

 

Full

 

100

 

 

100

 

 

Horizontes Energia

 

Full

 

100

 

 

100

 

 

Usina Térmica Ipatinga

 

Full

 

100

 

 

100

 

 

Cemig PCH

 

Full

 

100

 

 

100

 

 

Cemig Capim Branco Energia

 

Full

 

100

 

 

100

 

 

Cemig Trading

 

Full

 

100

 

 

100

 

 

Efficientia

 

Full

 

100

 

 

100

 

 

Central Termelétrica de Cogeração

 

Full

 

100

 

 

100

 

 

UTE Barreiro

 

Full

 

100

 

 

100

 

 

Central Hidrelétrica Pai Joaquim

 

Full

 

100

 

 

100

 

 

Cemig Serviços

 

Full

 

100

 

 

100

 

 

Gasmig

 

Proportional

 

55.19

 

 

55.19

 

 

Companhia Transleste de Transmissão

 

Proportional

 

25

 

 

25

 

 

Companhia Transleste de Transmissão

 

Proportional

 

24

 

 

24

 

 

Companhia Transleste de Transmissão

 

Proportional

 

24.5

 

 

24.5

 

 

Light S.A.

 

Proportional

 

26.06

 

 

26.06

 

 

Light Sesa

 

Full

 

 

26.06

 

 

26.06

 

Light Energia

 

Full

 

 

26.06

 

 

26.06

 

Light Esco

 

Full

 

 

26.06

 

 

26.06

 

Light Ger

 

Full

 

 

13.29

 

 

13.29

 

Light Soluções em Eletricidade

 

Full

 

 

26.06

 

 

26.06

 

Light Institute

 

Full

 

 

26.06

 

 

26.06

 

Itacoara Energia

 

Full

 

 

26.06

 

 

26.06

 

Lightcom

 

Full

 

 

26.06

 

 

26.06

 

Axxiom

 

Proportional

 

 

13.29

 

 

13.29

 

Transchile

 

Proportional

 

49

 

 

49

 

 

Companhia de Transmissão Centroeste de Minas

 

Proportional

 

51

 

 

51

 

 

EATE (Empresa Amazonense de Transmissão de Energia S.A.)

 

Proportional

 

38.53

 

 

38.53

 

 

Sistema de Transmissão Catarinense — STC

 

Full

 

 

30.82

 

 

30.82

 

Lumitrans Cia. Transmissora de Energia Elétrica

 

Full

 

 

30.82

 

 

30.82

 

Empresa Brasileira de Transmissão de Energia S.A — EBTE

 

Proportional

 

 

19.65

 

 

19.65

 

Empresa Paraense de Transmissão de Energia — EPTE

 

Proportional

 

41.96

 

 

41.96

 

 

Empresa Santos Dumont Energia — ESDE

 

Full

 

 

41.96

 

 

41.96

 

Empresa Norte de Transmissão de Energia — ENTE

 

Proportional

 

49.99

 

 

49.99

 

 

Empresa Regional de Transmissão de Energia — ERTE

 

Proportional

 

49.99

 

 

49.99

 

 

Empresa Catarinense de Transmissão de Energia — ECTE

 

Proportional

 

19.09

 

 

19.09

 

 

Axxiom

 

Proportional

 

49

 

 

49

 

 

 

23



Table of Contents

 

4.             CASH AND CASH EQUIVALENTS

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

 

 

3/31/2011

 

12/31/2010

 

31/3/2011

 

12/31/2010

 

 

 

 

 

 

 

 

 

 

 

Bank accounts

 

95,889

 

94,605

 

4,027

 

10,164

 

Cash investments

 

 

 

 

 

 

 

 

 

Bank deposit certificates (CDBs)

 

2,127,385

 

2,516,342

 

283,243

 

289,642

 

Treasury Financial Notes (LFTs)

 

166,854

 

121,586

 

518

 

566

 

National Treasury Notes (LTNs)

 

114,230

 

 

 

 

Other

 

228,884

 

247,160

 

1,316

 

2,369

 

 

 

2,637,353

 

2,885,088

 

285,077

 

292,577

 

 

 

2,733,242

 

2,979,693

 

289,104

 

302,741

 

 

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

 

The Company’s exposure to interest rate risk and an analysis of sensitivity of financial assets and liabilities are given in Explanatory Note no26.

 

5.             SECURITIES

 

Securities refers to transactions contracted with Brazilian institutions, and international financial institutions with branch offices in Brazil, at normal market prices and on normal market conditions, with redemption periods of more than 90 days.

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

 

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

12/31/2010

 

Cash investments

 

 

 

 

 

 

 

 

 

Bank deposit certificates (CDBs)

 

849,931

 

321,858

 

1,055

 

55

 

 

 

849,931

 

321,858

 

1,055

 

55

 

 

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Table of Contents

 

6.             CONSUMERS AND TRADERS

 

 

 

Consolidated

 

Holding company

 

 

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

12/31/2010

 

 

 

 

 

 

 

 

 

 

 

Retail supply invoiced

 

2,115,052

 

1,996,853

 

26,091

 

26,173

 

Retail supply not invoiced

 

879,030

 

856,222

 

 

 

Wholesale supply to other concession holders

 

83,131

 

66,134

 

 

 

(-) Provision for doubtful receivables

 

(577,214

)

(560,917

)

(26,091

)

(26,173

)

 

 

2,499,499

 

2,358,292

 

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT ASSETS

 

2,405,981

 

2,262,585

 

 

 

NON-CURRENT ASSETS

 

94,018

 

95,707

 

 

 

 

The Company makes provisions for doubtful receivables through individual analysis of clients’ outstanding balances, taking into account the default history, negotiations in progress and the existence of any real guarantees.

 

The Company’s exposure to credit risk related to Consumers and Traders is given in Note 26.

 

7.             TAXES OFFSETABLE AND INCOME TAX AND SOCIAL CONTRIBUTION TAX RECOVERABLE

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

a) TAXES OFFSETABLE

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

12/31/2010

 

Current

 

 

 

 

 

 

 

 

 

ICMS tax recoverable

 

236,782

 

223,395

 

3,843

 

3,843

 

PIS and Pasep taxes

 

19,163

 

26,730

 

2

 

 

Cofins tax

 

95,133

 

116,723

 

8

 

 

Other

 

10,513

 

7,582

 

1,384

 

1,390

 

 

 

361,591

 

374,430

 

5,237

 

5,233

 

Non-current

 

 

 

 

 

 

 

 

 

ICMS tax recoverable

 

87,314

 

84,746

 

426

 

426

 

PIS, Pasep and Cofins taxes

 

55,948

 

55,137

 

 

 

 

 

143,262

 

139,883

 

426

 

426

 

 

 

 

 

 

 

 

 

 

 

 

 

504,853

 

514,313

 

5,663

 

5,659

 

 

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

 

The balances of income tax and Social Contribution tax refer to tax credits in corporate income tax returns of previous years, and advance payments made in 2011, which will be offset against federal taxes payable, calculated during the business year, posted in Taxes and contributions.

 

25



Table of Contents

 

The credits of ICMS tax recoverable, posted in Non-current assets, arise from acquisitions of fixed assets, and can be offset in 48 months. The transfer to Current assets was made in accordance with Management’s estimates of the amounts likely to be realized up to the end of March 2012.

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

b) INCOME TAX AND SOCIAL CONTRIBUTION TAX RECOVERABLE

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

12/31/2010

 

Current

 

 

 

 

 

 

 

 

 

Income tax

 

420,770

 

353,196

 

 

 

Social Contribution tax

 

165,905

 

136,617

 

 

 

 

 

586,675

 

489,813

 

 

 

Non-current

 

 

 

 

 

 

 

 

 

Income tax

 

52,373

 

66,439

 

49,564

 

63,120

 

Social Contribution tax

 

20,429

 

16,999

 

19,417

 

16,997

 

 

 

72,802

 

83,438

 

68,981

 

80,117

 

 

 

 

 

 

 

 

 

 

 

 

 

659,477

 

573,251

 

68,981

 

80,117

 

 

8.             INCOME TAX AND SOCIAL CONTRIBUTION TAX

 

a) Deferred income tax and Social Contribution tax:

 

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

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

 

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

12/31/2010

 

Tax credits:

 

 

 

 

 

 

 

 

 

Tax loss carryforwards / Negative taxable balances

 

556,334

 

570,611

 

262,434

 

260,966

 

Provisions

 

131,241

 

125,412

 

58,205

 

56,354

 

Post-employment obligations

 

355,173

 

349,989

 

18,526

 

18,105

 

Provision for doubtful receivables

 

197,710

 

191,866

 

8,871

 

8,899

 

Goodwill on absorption of subsidiary

 

81,350

 

84,166

 

 

 

Financial Instruments

 

33,043

 

33,043

 

 

 

FX variation

 

125,224

 

124,957

 

 

 

Taxes with demandability suspended

 

158,194

 

143,109

 

 

 

Other

 

166,655

 

177,414

 

299

 

1,148

 

 

 

1,804,924

 

1,800,567

 

348,335

 

345,472

 

 

At its meeting on March 28, 2011, the Board of Directors approved the technical study prepared by Cemig’s Chief Finance and Investor Relations Officers’ Department on the forecasts for future profitability adjusted to present value, which show capacity for realization of the deferred tax asset in a maximum period of 10 years, as defined in CVM Instruction 371.

 

26



Table of Contents

 

In accordance with the individual estimates of Cemig, its subsidiaries, and its jointly-controlled subsidiaries, future taxable profits enable the deferred tax asset existing on March 31, 2011 to be realized according to the following estimate:

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

 

 

 

 

 

 

2011

 

472,113

 

60,027

 

2012

 

296,239

 

49,220

 

2013

 

276,518

 

34,079

 

2014

 

277,996

 

35,557

 

2015 up to 2016

 

301,045

 

58,605

 

2017 up to 2018

 

85,029

 

49,946

 

2019 and 2020

 

95,984

 

60,901

 

 

 

1,804,924

 

348,335

 

 

On March 31, 2011 the Holding Company has tax credits not recognized in its financial statements in the amount of R$100,839 (R$100,839 on December 31, 2010), which relate, basically, to the effective loss, due to the assignment of the credits in Accounts Receivable from the Government of the State to the Credit Rights Fund, in the first quarter of 2006, as per Explanatory Note 10. As a result of this assignment the provision for losses on recovery of the amounts constituted in previous years became deductible for the purposes of income tax and Social Contribution.

 

Deductible temporary differences and accumulated tax losses do not expire, under the tax legislation currently in force. Deferred tax assets have not been recognized in relation to these items, because it is not probable that future taxable profits will be available for the Company to be able to use the benefits of these.

 

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

 

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

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

 

 

3/31/2011

 

3/31/2010

 

3/31/2011

 

3/31/2010

 

 

 

 

 

 

 

 

 

 

 

Profit before income tax and Social Contribution tax

 

776,642

 

820,872

 

523,288

 

526,084

 

Income tax and Social Contribution – nominal expense

 

(264,056

)

(279,096

)

(177,918

)

(178,869

)

Tax effects applicable to:

 

 

 

 

 

 

 

 

 

Subsidiaries: Equity gain (loss) +Interest on Equity received

 

 

 

187,189

 

176,568

 

Non-deductible contributions and donations

 

(628

)

(758

)

(2

)

(82

)

Tax incentives

 

1,514

 

9,564

 

 

50

 

Tax credits not recognized

 

(2,798

)

589

 

(2,996

)

30

 

Amortization of goodwill

 

(2,988

)

(2,787

)

(3,267

)

(2,787

)

Adjustment in income tax and Social Contribution tax – prior year

 

1,104

 

 

 

 

Recognition of credits on Tax loss carryforwards / Negative taxable amounts

 

 

 

 

 

Other

 

17,360

 

(28,318

)

(143

)

(928

)

Income tax and Social Contribution – effective gain (expense)

 

(250,492

)

(300,806

)

2,863

 

(6,018

)

Effective rate

 

32.25

%

36.64

%

-0.55

%

1.14

%

 

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Table of Contents

 

9.             DEPOSITS LINKED TO LEGAL ACTIONS

 

Deposits linked to legal actions are mainly related to contingencies for employment-law litigation and tax obligations.

 

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

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

 

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

12/31/2010

 

 

 

 

 

 

 

 

 

 

 

Employment law cases

 

213,400

 

212,142

 

46,265

 

46,142

 

 

 

 

 

 

 

 

 

 

 

Tax obligations

 

 

 

 

 

 

 

 

 

Income tax on Interest on Equity

 

13,714

 

13,714

 

 

 

Pasep and Cofins tax cases

 

690,138

 

550,944

 

61,686

 

61,592

 

Other

 

11,446

 

57,289

 

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

208,187

 

193,117

 

94,774

 

87,783

 

 

 

1,136,885

 

1,027,206

 

202,725

 

195,517

 

 

The balances of deposits paid into court in relation to the Pasep and Cofins taxes have a corresponding provision recorded in Taxes, Charges and Contributions. For more details, please see Explanatory Note 16.

 

10.                               ACCOUNTS RECEIVABLE FROM THE GOVERNMENT OF THE STATE OF MINAS GERAIS AND CREDIT RECEIVABLES INVESTMENT FUND

 

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

 

a) Fourth Amendment to the CRC Agreement

 

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

 

The Fourth Amendment to the CRC contract had backdated effect on the outstanding balance existing on December 31, 2004, and consolidated the amounts receivable under the Second and Third Amendments, corresponding to R$5,200,478 on March 31, 2011 (R$5,070,376 on December 31, 2010).

 

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Table of Contents

 

The government of the state will amortize the debit in 61 consecutive half-yearly installments, becoming due by June 30 and December 31 of each year, over the period from June 2005 to June 2035 inclusive. The amounts of the portions for amortization of the principal, updated by the IGP-DI index, increase over the period, from R$28,828 for the 1st, to R$102,733 for the 61st – expressed in currency of March 31, 2011.

 

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

 

On March 31, 2011 the installments of the contract becoming due on June 30 and December 31, 2011 had already been amortized.

 

The Fourth Amendment to the agreement provides that, so as to ensure complete receipt of the credits, the provisions of the Bylaws must be obeyed — they define certain targets to be met annually in conformity with the Strategic Plan, as follows:

 

Target

 

Index required

 

Debt / Ebitda

 

Less than 2 (1)

 

(Debt) / (Debt plus Stockholders’ equity)

 

40% or less (2)

 

Capital expenditure and acquisition of assets

 

40%, or less, of Ebitda

 

 


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

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

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

 

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

 

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

 

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

 

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

 

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Table of Contents

 

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

 

The composition of the FIDC is as follows:

 

 

 

3/31/2011

 

12/31/2010

 

- Senior units held by third parties

 

830,923

 

890,517

 

 

 

 

 

 

 

- Subordinated units owned by Cemig

 

953,452

 

938,704

 

Dividends retained by the Fund

 

7,618

 

7,867

 

 

 

961,070

 

946,571

 

 

 

 

 

 

 

Total

 

1,791,993

 

1,837,088

 

 

Movement in the FIDC in 1Q11 was as follows:

 

 

 

Consolidated

 

 

 

and Holding

 

 

 

company

 

 

 

 

 

Balance at December 31, 2010

 

1,837,088

 

Monetary updating of the senior units

 

7,804

 

Monetary updating of the subordinated units

 

14,500

 

Amortization of the senior units

 

(67,399

)

Balance at March 31, 2011

 

1,791,993

 

 

Cemig paid dividends on December 21, 2010, R$67,399 being used for amortization of part of the senior units. Additionally, the Company injected R$18,835 into the fund to complete the amount necessary for redemption of the senior units and other operational expenses of the FIDC.

 

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Table of Contents

 

c) Criterion of consolidation for the FIDC

 

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

 

11.          FINANCIAL ASSETS OF THE CONCESSION

 

The Company’s concession contracts for distribution, transmission, gas and wind power generation are within the criteria for application of Technical Interpretation ICPC 01, which deals with the accounting of concessions.

 

The balances of the financial assets are as follows:

 

Consolidated

 

3/31/2011

 

12/31/2010

 

Distribution concessions

 

2,514,897

 

2,509,339

 

Gas concessions

 

535,743

 

287,425

 

New transmission concessions

 

4,432,636

 

4,399,627

 

Old transmission concessions

 

741,962

 

744,697

 

Total

 

8,225,238

 

7,941,088

 

Current assets

 

786,080

 

625,332

 

Non-current assets

 

7,439,158

 

7,315,756

 

 

For new transmission concessions, the rate used for remuneration of financial assets varies between 7.8% and 14.48%, in accordance with the specified characteristics of each concession and their investment dates.

 

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Table of Contents

 

12.          CAPITAL EXPENDITURE

 

The table below presents a summary of the financial information in subsidiaries, affiliated companies and jointly-controlled enterprises. The information presented below is adjusted for the percentage of the stake held by the Company.

 

 

 

Holding company

 

 

 

BRGAAP

 

 

 

3/31/2011

 

12/31/2010

 

 

 

 

 

 

 

In subsidiaries and jointly controlled companies

 

 

 

 

 

Cemig GT

 

5,297,872

 

5,050,645

 

Cemig Distribuição

 

2,520,498

 

2,376,898

 

Light

 

911,267

 

867,918

 

Cemig Telecom

 

291,637

 

287,718

 

Gasmig

 

464,579

 

444,043

 

Rosal Energia

 

141,492

 

137,543

 

Sá Carvalho

 

127,972

 

121,843

 

Horizontes Energia

 

73,550

 

70,017

 

Usina Térmica Ipatinga

 

39,564

 

36,865

 

Cemig PCH

 

96,656

 

93,145

 

Cemig Capim Branco Energia

 

43,768

 

34,797

 

Companhia Transleste de Transmissão

 

25,235

 

24,040

 

UTE Barreiro

 

15,409

 

7,695

 

Companhia Transudeste de Transmissão

 

13,737

 

12,937

 

Usina Hidrelétrica Pai Joaquim

 

83,129

 

108,291

 

Companhia Transirapé de Transmissão

 

11,036

 

10,602

 

Transchile

 

29,318

 

28,908

 

Efficientia

 

9,910

 

8,944

 

Central Termelétrica de Cogeração

 

6,470

 

6,281

 

Companhia de Transmissão Centroeste de Minas

 

19,086

 

17,953

 

Cemig Trading

 

16,751

 

7,416

 

Empresa Paraense de Transmissão de Energia-ETEP

 

68,731

 

63,950

 

Empresa Norte de Transmissão de Energia-ENTE

 

169,599

 

168,069

 

Empresa Regional de Transmissão de Energia-ERTE

 

33,256

 

29,914

 

Empresa Amazonense de Transmissão de Energia-EATE

 

306,363

 

303,575

 

Empresa Catarinense de Transmissão de Energia-ECTE

 

23,834

 

24,353

 

Axxiom Soluções Tecnológicas

 

3,340

 

2,970

 

Cemig Serviços

 

5,117

 

45

 

 

 

10,849,176

 

10,347,375

 

 

 

 

 

 

 

Goodwill on acquisition of stake in Rosal Energia

 

20,721

 

22,103

 

Goodwill on acquisition of stake in ETEP

 

59,552

 

60,292

 

Goodwill on acquisition of stake in ENTE

 

130,345

 

131,853

 

Goodwill on acquisition of stake in ERTE

 

33,625

 

34,014

 

Goodwill on acquisition of stake in EATE

 

348,610

 

352,942

 

Goodwill on acquisition of stake in ECTE

 

22,128

 

22,412

 

Goodwill on acquisition of stake in Light

 

337,387

 

342,978

 

 

 

953,368

 

966,594

 

 

 

11,801,544

 

11,313,969

 

 

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Table of Contents

 

a) The following is the principal information on the subsidiaries and jointly-controlled subsidiaries:

 

 

 

 

 

On March 31, 2011

 

January to March 2011

 

 

 

Number of

 

Cemig stake

 

Registered

 

Stockholders’

 

 

 

Profit

 

Subsidiary

 

shares

 

%

 

capital

 

equity

 

Dividends

 

(Loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Geração e Transmissão

 

2,896,785,358

 

100.00

 

3,296,785

 

5,297,872

 

 

246,375

 

Cemig Distribuição

 

2,261,997,787

 

100.00

 

2,261,998

 

2,520,498

 

 

143,599

 

Light

 

203,934,060

 

26.06

 

2,225,822

 

3,496,469

 

 

166,525

 

Cemig Telecom

 

381,023,385

 

100.00

 

225,082

 

295,659

 

 

6,881

 

Rosal Energia

 

46,944,467

 

100.00

 

46,944

 

141,492

 

1,787

 

5,737

 

Sá Carvalho

 

361,200,000

 

100.00

 

36,833

 

127,972

 

 

6,129

 

GASMIG

 

409,255,483

 

55.19

 

643,780

 

841,742

 

 

37,209

 

Horizontes Energia

 

64,257,563

 

100.00

 

64,258

 

73,550

 

 

3,533

 

Usina Térmica Ipatinga

 

29,174,281

 

100.00

 

29,174

 

39,564

 

 

2,699

 

Cemig PCH

 

30,952,000

 

100.00

 

30,952

 

96,656

 

939

 

4,450

 

Cemig Capim Branco Energia

 

5,528,000

 

100.00

 

5,528

 

43,768

 

 

8,971

 

Companhia Transleste de Transmissão

 

49,569,000

 

25.00

 

49,569

 

100,264

 

1,392

 

5,494

 

UTE Barreiro

 

23,328,000

 

100.00

 

30,902

 

15,409

 

 

(140

)

Companhia Transudeste de Transmissão

 

30,000,000

 

24.00

 

30,000

 

57,236

 

775

 

3,250

 

Central Hidrelétrica Pai Joaquim

 

486,000

 

100.00

 

486

 

83,129

 

26,927

 

1,766

 

Companhia Transirapé de Transmissão

 

22,340,490

 

24.50

 

22,340

 

45,045

 

510

 

2,892

 

Transchile

 

47,233,672

 

49.00

 

68,902

 

59,834

 

 

941

 

Efficientia

 

6,051,944

 

100.00

 

6,052

 

9,910

 

 

966

 

Central Termelétrica de Cogeração

 

5,001,000

 

100.00

 

5,001

 

6,470

 

 

189

 

Companhia de Transmissão Centroeste de Minas

 

51,000

 

51.00

 

51

 

37,424

 

 

2,224

 

Cemig Trading

 

160,297

 

100.00

 

160

 

16,751

 

 

9,334

 

Empresa Paraense de Transmissão de Energia — ETEP

 

45,000,010

 

41.96

 

82,544

 

163,804

 

 

11,389

 

Empresa Norte de Transmissão de Energia — ENTE

 

100,840,000

 

49.99

 

145,663

 

339,272

 

27,531

 

27,635

 

Empresa Regional de Transmissão de Energia — ERTE

 

23,400,000

 

49.99

 

23,400

 

66,529

 

 

6,683

 

Empresa Amazonense de Transmissão de Energia — EATE

 

180,000,010

 

38.53

 

323,579

 

798,477

 

48,923

 

60,931

 

Empresa Catarinense de Transmissão de Energia — ECTE

 

42,095,000

 

19.09

 

42,095

 

124,833

 

 

9,215

 

Axxiom Soluções Tecnológicas

 

7,200,000

 

49.00

 

9,200

 

6,815

 

 

297

 

Cemig Serviços

 

100,000

 

100.00

 

5,100

 

5,117

 

 

72

 

 

 

 

 

 

On March 31, 2010

 

January to March 2010

 

 

 

Number of

 

Cemig stake

 

Registered

 

Stockholders’

 

 

 

Profit

 

Subsidiary

 

shares

 

%

 

capital

 

equity

 

Dividends

 

(Loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Geração e Transmissão

 

2,896,785,358

 

100.00

 

3,296,785

 

4,739,257

 

 

232,512

 

Cemig Distribuição

 

2,261,997,787

 

100.00

 

2,261,998

 

2,276,940

 

 

182,335

 

Light

 

203,934,060

 

25.53

 

2,225,822

 

3,488,280

 

 

224,779

 

Cemig Telecom

 

381,023,385

 

100.00

 

225,081

 

281,513

 

 

5,535

 

Rosal Energia

 

46,944,467

 

100.00

 

46,944

 

129,565

 

 

5,234

 

Sá Carvalho

 

361,200,000

 

100.00

 

36,833

 

114,192

 

 

5,627

 

GASMIG

 

409,255,483

 

55.19

 

643,779

 

752,134

 

55,012

 

24,945

 

Horizontes Energia

 

64,258,000

 

100.00

 

64,258

 

69,046

 

 

1,892

 

Usina Térmica Ipatinga

 

29,174,281

 

100.00

 

29,174

 

33,422

 

160

 

1,714

 

Cemig PCH

 

30,952,000

 

100.00

 

30,952

 

84,794

 

23

 

3,630

 

Cemig Capim Branco Energia

 

5,528,000

 

100.00

 

5,528

 

19,090

 

 

5,552

 

Companhia Transleste de Transmissão

 

49,569,000

 

25.00

 

49,569

 

94,291

 

3,063

 

3,894

 

UTE Barreiro

 

11,918,000

 

100.00

 

11,918

 

4,468

 

 

684

 

Companhia Transudeste de Transmissão

 

30,000,000

 

24.00

 

30,000

 

53,558

 

1,852

 

2,064

 

Central Hidrelétrica Pai Joaquim

 

486,000

 

100.00

 

486

 

492

 

 

6

 

Companhia Transirapé de Transmissão

 

22,340,490

 

24.50

 

22,340

 

43,961

 

1,567

 

2,015

 

Transchile

 

33,340,000

 

49.00

 

62,852

 

54,504

 

 

 

Efficientia

 

6,051,994

 

100.00

 

6,052

 

6,901

 

 

324

 

Central Termelétrica de Cogeração

 

5,000,000

 

100.00

 

5,001

 

5,848

 

 

255

 

Companhia de Transmissão Centroeste de Minas

 

51,000

 

51.00

 

51

 

34,794

 

 

(1,024

)

Cemig Trading

 

160,297

 

100.00

 

160

 

30,700

 

 

(4,353

)

Empresa Paraense de Transmissão de Energia — ETEP

 

45,000,010

 

40.19

 

82,039

 

143,748

 

13,142

 

8,187

 

Empresa Norte de Transmissão de Energia — ENTE

 

100,840,000

 

36.69

 

144,863

 

223,811

 

39,670

 

14,921

 

Empresa Regional de Transmissão de Energia — ERTE

 

23,400,000

 

36.69

 

23,400

 

43,451

 

15,729

 

2,969

 

Empresa Amazonense de Transmissão de Energia — EATE

 

180,000,010

 

36.35

 

323,579

 

535,991

 

103,939

 

31,143

 

Empresa Catarinense de Transmissão de Energia — ECTE

 

42,095,000

 

13.37

 

42,095

 

116,997

 

22,999

 

5,059

 

Axxiom Soluções Tecnológicas

 

7,200,000

 

49.00

 

7,200

 

5,009

 

 

(244

)

Cemig Serviços

 

100,000

 

100.00

 

100

 

98

 

 

(1

)

 

33



Table of Contents

 

The movement of investments in subsidiaries and jointly-controlled subsidiaries is as follows:

 

 

 

 

 

 

 

Injection

 

 

 

 

 

 

 

 

 

 

 

Equity gain

 

(reduction) of

 

Dividends

 

 

 

 

 

Subsidiary

 

12/31/2010

 

(loss)

 

capital

 

proposed

 

Other

 

3/31/2011

 

Cemig Geração e Transmissão

 

5,050,645

 

246,375

 

 

 

852

 

5,297,872

 

Cemig Distribuição

 

2,376,898

 

143,599

 

 

 

1

 

2,520,498

 

Cemig Telecom

 

287,718

 

6,881

 

 

 

(2,962

)

291,637

 

Rosal Energia

 

137,543

 

5,737

 

 

(1,788

)

 

141,492

 

Sá Carvalho

 

121,843

 

6,129

 

 

 

 

127,972

 

Gasmig

 

444,043

 

20,536

 

 

 

 

464,579

 

Horizontes Energia

 

70,017

 

3,533

 

 

 

 

73,550

 

Usina Térmica Ipatinga

 

36,865

 

2,699

 

 

 

 

39,564

 

Cemig PCH

 

93,145

 

4,450

 

 

(939

)

 

96,656

 

Cemig Capim Branco Energia

 

34,797

 

8,971

 

 

 

 

43,768

 

Companhia Transleste de Transmissão

 

24,040

 

1,374

 

 

(348

)

169

 

25,235

 

UTE Barreiro

 

7,695

 

140

 

7,574

 

 

 

15,409

 

Companhia Transudeste de Transmissão

 

12,937

 

780

 

 

(186

)

206

 

13,737

 

Central Hidrelétrica Pai Joaquim

 

108,291

 

1,766

 

 

(26,927

)

(1

)

83,129

 

Companhia Transirapé de Transmissão

 

10,602

 

709

 

 

(125

)

(150

)

11,036

 

Transchile

 

28,908

 

461

 

 

 

(51

)

29,318

 

Efficientia

 

8,944

 

966

 

 

 

 

9,910

 

Central Termelétrica de Cogeração

 

6,281

 

189

 

 

 

 

6,470

 

Companhia de Transmissão Centroeste de Minas

 

17,953

 

1,134

 

 

 

(1

)

19,086

 

Light

 

867,918

 

43,402

 

 

 

(53

)

911,267

 

Cemig Trading

 

7,416

 

9,334

 

 

 

1

 

16,751

 

Empresa Paraense de Transmissão de Energia - ETEP

 

63,950

 

4,779

 

 

 

2

 

68,731

 

Empresa Norte de Transmissão de Energia — ENTE

 

168,069

 

13,814

 

 

(13,763

)

1,479

 

169,599

 

Empresa Regional de Transmissão de Energia - ERTE

 

29,914

 

3,340

 

 

 

2

 

33,256

 

Empresa Amazonense de Transmissão de Energia — EATE

 

303,575

 

23,477

 

772

 

(18,850

)

(2,611

)

306,363

 

Empresa Catarinense de Transmissão de Energia - ECTE

 

24,353

 

1,759

 

 

 

(2,278

)

23,834

 

Axxiom Soluções Tecnológicas

 

2,970

 

146

 

 

 

224

 

3,340

 

Cemig Serviços

 

45

 

72

 

5,000

 

 

 

5,117

 

 

 

10,347,375

 

556,552

 

13,346

 

(62,926

)

(5,171

)

10,849,176

 

 

b) Stockholding in Light

 

On the acquisition of Light, an amount of diminished value of the concession was recorded, corresponding to the difference between the amount paid by Rio Minas Energia S.A. (“RME”) and the book value of the interest in the Stockholders’ equity of Light in the amount of R$364,961, of which Cemig’s portion corresponds to 25.00%. This discount arises from the estimate of the results of future years as a function of the commercial operation of the electricity distribution and generation concessions, and is being amortized from October 2006 to May 2026, the date of the termination of the distribution concession, on a straight-line basis. The remaining amount of the diminished value of the concession is R$70,363 at March 31, 2011 (R$71,523 on December 31, 2010).

 

c) Added value on the acquisitions of equity interests

 

The goodwill on acquisition of the companies by the Company is the difference between the amount paid for the subsidiary or jointly-controlled subsidiary and the book value of the stake in their stockholders’ equity, arising from the added value of the concessions (Intangible asset) and of the Financial Assets of the Concession. The amortization of the added value of those assets that have defined useful life will take place during the remaining period of validity of the concessions.

 

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d) Completion of the transaction to purchase shares in LIGHT

 

The payment for the acquisition by Cemig of the 25,494,500 common shares in Light S.A. (Light) owned by Andrade Gutierrez Concessões (“AGC”), representing 12.50% of the registered capital and voting stock of Light, was made on March 25, 2010. Cemig paid R$718.518 for the purchase, corresponding to R$29.54 per share. This amount results from the adjustment of the price stipulated in the Contract by the index published by Cetip (Securities Settlement and Custody Center) from December 1, 2009 to the present date, and from the deduction of the dividends of R$2.12 per share declared by Light at the Ordinary General Meeting of Stockholders completed on March 24, 2010.

 

On November 17, 2010, the payment for, and the transfer of, 1,081,649 common shares issued by Light S.A., owned by Andrade Gutierrez Concessões S.A., representing 0.53% do capital total and voting capital of Light S.A., to Cemig, was realized. The amount relating to the sale of the shares was R$ 30,471.

 

An Offsetting and Settlement Undertaking was signed between Cemig and AGC, stating that the debtor balance of the Generation Option premium payable by AGC should be paid in full to Cemig, against offsetting by the amounts owed by Cemig to AGC. For payment at sight, through the said compensation, Cemig granted AGC a discount in the amount of R$1,558. The net amount received by AGC was R$15,783.

 

The Company recognized a premium, in this transaction, in the amount of R$359,184, arising from the added value of the concession.

 

Additional option to buy shares in Light

 

On March 24, 2010, Enlighted Partners Venture Capital LLC (“Enlighted”) signed an option sale contract with Cemig under which Cemig granted to Enlighted the option to sell to Cemig the holding of Luce Investment Fund, owner of 75% of the unit shares in Luce Brasil Fundo de Investimentos em Participações (this fund owns 13.03% of the total capital of Light S.A.) — while Cemig had the option to indicate third parties to acquire the interest in Luce Investment Fund. As a result Cemig will be able to acquire 19,932,112 common shares issued by Light, representing 9.75% of its total and voting investment capital, for US$340,455,000, from which will be deducted any dividends and Interest on Equity paid or declared by Light from December 1, 2009 up to the date of the exercise of the option.

 

The option was exercised on October 6, 2010 by Enlighted, which gave notice of its decision to exercise its option to sell units of Luce Brasil Fundo de Investimento em Participações, as mentioned in the Material Announcement published on October 7, 2010.

 

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The completion of this transaction, however, is conditional upon certain contractually established requirements being complied with, and also approval by the competent bodies, including ANEEL, the Brazilian electricity Regulator, and CADE, the Brazilian Monopolies authority, and also, where necessary, the financing agents and debenture holders of Light and of its subsidiaries.

 

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

 

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

 

The transaction was found to create a goodwill premium of R$523,367, corresponding to the added value of the financial asset to be received in the period of the concession specified by the regulator. The recovery of the goodwill will be amortized over the remaining period of validity of the concessions.

 

With this transaction Cemig GT, jointly with Fundo de Investimentos em Participação Coliseu, concluded the process of acquisition of Taesa. Some of the minority stockholders did not accept the public offer to acquire shares, and 4.72% of the shares of Taesa remained in circulation in the market.

 

On December 31, 2010 the companies Transmissora Alterosa de Energia Elétrica and Transmissora Alvorada Energia Elétrica were absorbed by Transmissora Aliança de Energia Elétrica — Taesa, with consequent extinction of the companies absorbed, which were succeeded in all their rights and obligations. The percentage holding of Cemig GT in Taesa was not changed due to the holding in Transmissora Alterosa de Energia Elétrica.

 

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13.          FIXED ASSETS

 

 

 

3/31/2011

 

12/31/2010

 

 

 

 

 

Accumulated

 

 

 

 

 

Consolidated

 

Historic cost

 

depreciation

 

Net value

 

Net value

 

In service

 

18,584,268

 

(11,622,820

)

6,961,448

 

6,997,380

 

- Generation

 

17,990,184

 

(11,359,544

)

6,630,640

 

6,671,591

 

Land

 

434,438

 

 

434,438

 

410,855

 

Reservoirs, dams and water courses

 

7,896,613

 

(4,879,438

)

3,017,175

 

2,999,805

 

Buildings, works and improvements

 

2,116,930

 

(1,441,231

)

675,699

 

724,933

 

Machinery and equipment

 

7,490,572

 

(4,995,732

)

2,494,840

 

2,527,378

 

Vehicles

 

11,837

 

(10,314

)

1,523

 

1,604

 

Furniture and utensils

 

39,794

 

(-32,829)

 

6,965

 

7,016

 

 

 

 

 

 

 

 

 

 

 

- Transmission

 

50,326

 

(1,615

)

48,711

 

42,337

 

Land

 

61

 

 

61

 

61

 

Machinery and equipment

 

50,247

 

(1,605

)

48,642

 

42,266

 

Furniture and utensils

 

18

 

(10

)

8

 

10

 

 

 

 

 

 

 

 

 

 

 

- Directors

 

82,331

 

(52,828

)

29,503

 

31,485

 

Land

 

63

 

 

63

 

63

 

Buildings, works and improvements

 

27,130

 

(14,922

)

12,208

 

8,451

 

Machinery and equipment

 

35,667

 

(27,991

)

7,676

 

13,528

 

Vehicles

 

13,331

 

(4,632

)

8,699

 

9,233

 

Furniture and utensils

 

6,140

 

(5,283

)

857

 

210

 

 

 

 

 

 

 

 

 

 

 

- Telecoms

 

461,427

 

(208,833

)

252,594

 

251,967

 

Land

 

31,227

 

 

31,227

 

82

 

Buildings, works and improvements

 

108,871

 

(39,791

)

69,080

 

69,435

 

Machinery and equipment

 

320,351

 

(168,333

)

152,018

 

182,190

 

Furniture and utensils

 

978

 

(709

)

269

 

260

 

 

 

 

 

 

 

 

 

 

 

In progress

 

1,335,461

 

 

1,335,461

 

1,231,133

 

- Generation

 

1,267,456

 

 

1,267,456

 

1,016,972

 

- Transmission

 

161

 

 

161

 

122

 

- Directors

 

49,355

 

 

49,355

 

14,555

 

- Telecoms

 

18,489

 

 

18,489

 

12,426

 

 

 

 

 

 

 

 

 

 

 

Net fixed assets — Consolidated

 

19,919,729

 

(11,622,820

)

8,296,909

 

8,228,513

 

 

Changes in fixed assets

 

 

 

Balance on

 

Additions /

 

 

 

 

 

Balance on

 

Consolidated

 

12/31/2010

 

transfers

 

Written off 

 

Depreciation

 

3/31/2011

 

In service

 

6,997,380

 

103,082

 

(84

)

(138,930

)

6,961,448

 

Land

 

411,061

 

54,872

 

(84

)

 

465,849

 

Reservoirs, dams and water courses

 

2,999,805

 

55,666

 

 

(38,295

)

3,017,176

 

Buildings, works and improvements

 

802,819

 

(73,438

)

 

(14,668

)

714,713

 

Machinery and equipment

 

2,765,362

 

64,029

 

 

(83,949

)

2,745,442

 

Vehicles

 

10,837

 

767

 

 

(1,382

)

10,222

 

Furniture and utensils

 

7,496

 

1,186

 

 

(636

)

8,046

 

In progress

 

1,231,133

 

104,328

 

 

 

1,335,461

 

Net fixed assets — Consolidated

 

8,228,513

 

207,410

 

(84

)

(138,930

)

8,296,909

 

 

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The company has not identified any indications of loss of the recoverable value of its fixed assets. The concession contracts specify that at the end of the period of each concession the Concession-granting Power shall decide the amount to be indemnified to the Company. As a result Management believes that the accounting value of fixed assets that are not depreciated at the end of the concession period will be reimbursed by the Concession-granting Power.

 

ANEEL, under the Brazilian regulatory framework, is responsible for establishing the useful economic life of the generation and transmission assets of the electricity sector, with periodic reviews of the estimates. The rates established by the Agency are used in the processes of (i) tariff Review, and (ii) calculation of the indemnity at the end of the concession, and are recognized as a reasonable estimate of useful life of the assets of the concession. Hence, these rates were used as the basis for amortization of the Fixed Assets.

 

The average annual depreciation rates applied in the subsidiaries on March 31, 2011 are as follows:

 

Generation

 

 

 

Hydroelectric plants

 

2.49

%

Thermal plants

 

3.98

%

Administration and other

 

12.69

%

Telecoms

 

6.72

%

 

Consortia

 

The Company participates in consortia to operate electricity generation concessions, for which companies with an independent legal existence were not constituted to administer the object of the concession; and the controls of the specific portion equivalent to the investments made were/are maintained in the accounting of Cemig GT under Fixed Assets and Intangible Assets, , as follows:

 

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Table of Contents

 

 

 

Stake in the

 

Average annual

 

 

 

 

 

 

 

electricity

 

depreciation rate

 

 

 

 

 

 

 

generated

 

%

 

3/31/2011

 

12/31/2010

 

In service

 

 

 

 

 

 

 

 

 

Porto Estrela Plant

 

33.33

%

2.48

 

38,627

 

38,627

 

Igarapava Plant

 

14.50

%

2.58

 

55,554

 

55,554

 

Funil Plant

 

49.00

%

2.64

 

182,360

 

182,360

 

Queimado Plant

 

82.50

%

2.45

 

206,729

 

206,729

 

Aimorés Plant

 

49.00

%

2.62

 

549,537

 

549,537

 

Consórcio Capim Branco Energia S.A.

 

21.05

%

2.52

 

56,240

 

56,240

 

Accumulated depreciation

 

 

 

 

 

(178,242

)

(171,321

)

Total, in operation

 

 

 

 

 

910,805

 

917,726

 

 

 

 

 

 

 

 

 

 

 

In progress

 

 

 

 

 

 

 

 

 

Queimado Plant

 

82.50

%

 

 

1,751

 

1,579

 

Funil Plant

 

49.00

%

 

 

642

 

648

 

Aimorés Plant

 

49.00

%

 

 

1,483

 

1,187

 

Igarapava Plant

 

14.50

%

 

 

1,171

 

1,171

 

Porto Estrela Plant

 

33.33

%

 

 

157

 

156

 

Consórcio Capim Branco Energia S.A.

 

21.05

%

 

 

998

 

1,264

 

Total, under construction

 

 

 

 

 

6,202

 

6,005

 

 

 

 

 

 

 

 

 

 

 

Total, consortia — Holding company

 

 

 

 

 

917,007

 

923,731

 

 

 

 

 

 

 

 

 

 

 

Baguari Plant — under construction

 

34.00

%

 

 

181,491

 

181,416

 

 

 

 

 

 

 

 

 

 

 

Total, consortia — Consolidated

 

 

 

 

 

1,098,498

 

1,105,147

 

 

The depreciation of the assets in the property, plant and equipment of the consortia is calculated by the straight-line method, based on rates established by ANEEL.

 

This table shows the interests of the other members of the consortia in the energy generated by the projects:

 

Consortia

 

Other shareholders

 

Stake, %

 

Porto Estrela Plant

 

Companhia de Tecidos Nortes de Minas Gerais — Coteminas

 

33.34

 

 

 

Vale S.A.

 

33.33

 

 

 

 

 

 

 

Igarapava Plant

 

Vale S.A.

 

38.15

 

 

 

Companhia Mineira de Metais — CMN

 

23.93

 

 

 

Companhia Siderúrgica Nacional — CSN

 

17.92

 

 

 

Mineração Morro Velho — MMV

 

5.50

 

 

 

 

 

 

 

Funil Plant

 

Vale S.A.

 

51.00

 

 

 

 

 

 

 

Queimado Plant

 

Companhia Energética de Brasília

 

17.50

 

 

 

 

 

 

 

Aimorés Plant

 

Vale S.A.

 

51.00

 

 

 

 

 

 

 

Baguari Plant

 

Furnas Centrais Elétricas S.A.

 

15.00

 

 

 

Baguari I Geração de Energia Elétrica S.A.

 

51.00

 

 

 

 

 

 

 

Amador Aguiar Plants I and II .

 

Vale S.A.

 

48.43

 

 

 

Comercial e Agrícola Paineiras Ltda.

 

17.89

 

 

 

Votorantim Metais e Zinco S.A.

 

12.63

 

 

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Table of Contents

 

14.          INTANGIBLE ASSETS

 

 

 

3/31/2011

 

12/31/2010

 

 

 

 

 

Accumulated

 

Residual

 

 

 

Holding company

 

Historic cost

 

amortization

 

value

 

Residual value

 

In service

 

13,323

 

(12,533

)

790

 

833

 

Useful life defined

 

13,323

 

(12,533

)

790

 

833

 

- Software use rights

 

3,808

 

(3,021

)

787

 

830

 

- Brands and patents

 

5

 

(2

)

3

 

3

 

- Assets of the concession

 

 

 

 

 

 

 

 

 

-Cemig Telecom S.A.

 

9,510

 

(9,510

)

 

 

In progress

 

5

 

 

5

 

5

 

- Assets in formation

 

5

 

 

5

 

5

 

Intangible, net — Holding company

 

13,328

 

(12,533

)

795

 

838

 

 

 

 

3/31/2011

 

12/31/2010

 

 

 

 

 

Accumulated

 

Residual

 

 

 

Consolidated

 

Historic cost

 

amortization

 

value

 

Residual value

 

In service

 

9,266,181

 

(6,662,114

)

2,604,067

 

3,080,733

 

Useful life defined

 

 

 

 

 

 

 

 

 

- Temporary easements

 

31,387

 

(1,478

)

29,909

 

61,459

 

- Concessions for consideration

 

32,034

 

(7,961

)

24,073

 

24,336

 

- Assets of the concession

 

9,163,417

 

(6,618,922

)

2,544,495

 

2,965,606

 

- Other

 

39,343

 

(33,753

)

5,590

 

29,332

 

In progress

 

2,003,922

 

 

2,003,922

 

1,722,954

 

- Assets in formation

 

2,003,922

 

 

2,003,922

 

1,722,954

 

Net intangible assets – Consolidated

 

11,270,103

 

(6,662,114

)

4,607,989

 

4,803,687

 

 

The movement in Intangible assets is as follows:

 

 

 

Balance on

 

 

 

 

 

 

 

Special

 

Balance on

 

Consolidated

 

12/31/2010

 

Additions

 

Written off

 

Amortization

 

Obligations

 

3/31/2011

 

- Temporary easements

 

61,459

 

 

(31,503

)

(47

)

 

29,909

 

- Concessions for consideration

 

24,336

 

 

 

(263

)

 

24,073

 

- Assets of the concession

 

2,965,606

 

 

(2,649

)

(135,249

)

(283,213

)

2,544,495

 

- Other

 

29,332

 

 

(23,339

)

(403

)

 

5,590

 

- Assets in formation

 

1,722,954

 

280,968

 

 

 

 

2,003,922

 

Net intangible assets – Consolidated

 

4,803,687

 

280,968

 

(57,491

)

(135,962

)

(283,213

)

4,607,989

 

 

The intangible assets Software use rights, Brands and patents, and Temporary easements, and others, are amortizable by the linear method, and the rates used are those set by ANEEL, which are based on the useful life of the assets.

 

The Company has not identified indications of loss of recoverable value of its intangible assets, which have defined useful life, amortizable by the linear method and the rates used are those set by ANEEL Normative Resolution 367/09 or by the period of the concessions.

 

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15.                               SUPPLIERS

 

 

 

Consolidated

 

 

 

IFRS

 

 

 

3/31/2011

 

12/31/2010

 

Wholesale supply and transport of electricity

 

 

 

 

 

Eletrobrás — energy from Itaipu

 

146,173

 

150,953

 

Furnas

 

22,685

 

30,555

 

CCEE

 

112,513

 

127,089

 

Electricity auctions

 

51,532

 

39,155

 

Other

 

520,124

 

364,561

 

 

 

853,027

 

712,313

 

Materials and services

 

251,883

 

408,696

 

 

 

1,104,910

 

1,121,009

 

 

16.                               TAXES, CHARGES AND CONTRIBUTIONS AND INCOME TAX AND SOCIAL CONTRIBUTION TAX

 

a)                                      Taxes, charges and contributions

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

 

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

12/31/2010

 

Current

 

 

 

 

 

 

 

 

 

ICMS tax

 

307,120

 

277,202

 

18,091

 

18,095

 

Cofins tax

 

56,822

 

65,803

 

 

9,947

 

Pasep tax

 

12,345

 

10,738

 

 

2,159

 

Social security system

 

17,771

 

23,267

 

1,612

 

1,887

 

Other

 

27,119

 

26,523

 

957

 

748

 

 

 

421,177

 

403,533

 

20,660

 

32,836

 

Non-current

 

 

 

 

 

 

 

 

 

Cofins tax

 

586,382

 

530,638

 

 

 

Pasep tax

 

127,306

 

115,189

 

 

 

Other

 

47,403

 

46,976

 

 

 

 

 

761,091

 

692,803

 

 

 

 

The non-current Obligations for Pasep and Cofins taxes refer to the legal action challenging the constitutionality of the inclusion of the ICMS tax amount, already charged, inside the taxable amount for these taxes, and applying for offsetting of the amounts paid in the last 10 years. The Company and its subsidiaries Cemig D and Cemig GT obtained a Court injunction enabling it not to make the payment and authorizing payment into Court starting from 2008.

 

a)                                      Income tax and Social Contribution tax

 

 

 

Consolidated

 

 

 

IFRS

 

 

 

3/31/2011

 

12/31/2010

 

Current

 

 

 

 

 

Income tax

 

218,517

 

111,713

 

Social Contribution tax

 

61,575

 

25,322

 

 

 

280,092

 

137,035

 

Non-current

 

 

 

 

 

Deferred obligations

 

 

 

 

 

Income tax

 

709,826

 

712,254

 

Social Contribution tax

 

352,945

 

353,145

 

 

 

1,062,771

 

1,065,399

 

 

The Deferred obligations in Non-current, for income tax and the Social Contribution tax refer, mostly, to the tax effect arising from the cost attributed to the generation assets in the initial adoption of ICPC 10 on December 31, 2010.

 

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17.                               LOANS, FINANCINGS AND DEBENTURES

 

 

 

 

 

 

 

 

 

Consolidated

 

 

 

Principal

 

 

 

 

 

3/31/2011

 

12/31/2010

 

Financing sources

 

maturity

 

Current financing cost

 

Currenc

 

Current

 

Non-current

 

Total

 

Total

 

FOREIGN CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ABN AMRO Real S.A. (3)

 

2013

 

6

 

US$

 

21,387

 

40,718

 

62,105

 

62,597

 

Banco do Brasil — A. — Various bonds (1)

 

2024

 

Various

 

US$

 

9,656

 

40,961

 

50,617

 

51,035

 

BNP Paribas

 

2012

 

5.89

 

EURO

 

2,591

 

 

2,591

 

3,809

 

KFW

 

2016

 

4.5

 

EURO

 

1,628

 

7,628

 

9,256

 

8,817

 

Brazilian national Treasury (10)

 

2024

 

Libor + Spread

 

US$

 

3,781

 

15,884

 

19,665

 

19,414

 

Inter-American Development Bank (13)

 

2026

 

4.2

 

US$

 

1,526

 

29,826

 

31,352

 

33,873

 

Others

 

2025

 

Various

 

Various

 

9,457

 

3,685

 

13,142

 

11,722

 

Debt in foreign currency

 

 

 

 

 

 

 

50,026

 

138,702

 

188,728

 

191,267

 

BRAZILIAN CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Banco do Brasil S.A.

 

2012

 

109.8 of CDI

 

R$

 

331,293

 

582,000

 

913,293

 

887,523

 

Banco do Brasil

 

2013

 

CDI + 1.70

 

R$

 

33,033

 

54,639

 

87,672

 

85,063

 

Banco do Brasil

 

2013

 

107.60 of CDI

 

R$

 

13,124

 

126,000

 

139,124

 

135,276

 

Banco do Brasil

 

2014

 

104.10 of CDI

 

R$

 

57,454

 

1,200,000

 

1,257,454

 

1,223,789

 

Banco do Brasil

 

2013

 

10.83

 

R$

 

54,039

 

594,585

 

648,624

 

630,494

 

Banco Itaú BBA

 

2013

 

CDI + 1.70

 

R$

 

91,847

 

150,432

 

242,279

 

235,052

 

Banco Itaú BBA

 

2014

 

CDI + 1.70

 

R$

 

947

 

1,736

 

2,683

 

3,875

 

Banco Votorantim

 

2013

 

CDI + 1.70

 

R$

 

26,952

 

50,658

 

77,610

 

77,020

 

BNDES

 

2026

 

TJLP+ 2.34

 

R$

 

8,048

 

109,374

 

117,422

 

119,336

 

Banco Bradesco

 

2014

 

CDI + 1.70

 

R$

 

498

 

910

 

1,408

 

1,366

 

Bradesco

 

2013

 

CDI + 1.70

 

R$

 

116,750

 

188,626

 

305,376

 

296,286

 

Bradesco

 

2011

 

105.50 of CDI

 

R$

 

360,674

 

 

360,674

 

350,890

 

Debentures (12)

 

2011

 

104.00 of CDI

 

R$

 

249,717

 

 

249,717

 

243,038

 

Debentures — Minas Gerais State Government (12)

 

2031

 

IGP-M

 

R$

 

 

42,931

 

42,931

 

37,083

 

Debentures (12)

 

2014

 

IGP -M + 10.50

 

R$

 

29,723

 

342,573

 

372,296

 

354,638

 

Debentures (12)

 

2017

 

IPCA + 7.96

 

R$

 

10,945

 

481,161

 

492,106

 

472,333

 

Debentures

 

2012

 

CDI + 0.90

 

R$

 

1,601,879

 

 

1,601,879

 

1,725,974

 

Debentures

 

2015

 

IPCA + 7.68

 

R$

 

18,016

 

1,224,418

 

1,242,434

 

1,284,860

 

Eletrobrás

 

2013

 

FINEL + 7.50 to 8.50

 

R$

 

12,652

 

21,087

 

33,739

 

36,724

 

Eletrobrás

 

2023

 

UFIR. RGR + 6.00—8.00

 

R$

 

61,794

 

295,600

 

357,394

 

373,365

 

Santander do Brasil S.A.

 

2013

 

CDI + 1.70

 

R$

 

21,223

 

39,837

 

61,060

 

60,641

 

Unibanco S.A

 

2013

 

CDI + 1.70

 

R$

 

93,642

 

154,642

 

248,284

 

240,879

 

Unibanco (2)

 

2013

 

CDI + 1.70

 

R$

 

24,538

 

36,794

 

61,332

 

59,503

 

Itaú and Bradesco (9)

 

2015

 

CDI + 1.70

 

R$

 

160,618

 

670,305

 

830,923

 

890,517

 

Minas Gerais Development Bank

 

2025

 

10

 

R$

 

687

 

8,241

 

8,928

 

9,090

 

Banco do Brasil (14)

 

2020

 

TJLP + 2.55

 

R$

 

2,049

 

22,768

 

24,817

 

25,500

 

Unibanco(14)

 

2020

 

TJLP + 2.55

 

R$

 

539

 

5,748

 

6,287

 

6,460

 

Debentures I and IV (10)

 

2010/2015

 

TJLP + 4.00

 

R$

 

5

 

16

 

21

 

22

 

Debentures V (10)

 

2014

 

CDI + 1.50

 

R$

 

28,387

 

177,980

 

206,367

 

210,287

 

Debentures VI (10)

 

2011

 

115% of CDI

 

R$

 

81,218

 

 

81,218

 

78,642

 

CCB Bradesco S.A (10)

 

2017

 

CDI + 0.85

 

R$

 

6,736

 

117,286

 

124,022

 

120,242

 

ABN Amro Real (10)

 

2010

 

CDI + 0.95

 

R$

 

1,268

 

20,851

 

22,119

 

21,541

 

Banco Itaú BBA (16)

 

2022

 

TJLP + 4.55

 

R$

 

485

 

4,673

 

5,158

 

5,274

 

BNDES — Finem (10)

 

2019

 

TJLP

 

R$

 

41,214

 

158,928

 

200,142

 

189,686

 

Regional Development Bank of the Extreme South (16)

 

2022

 

TJLP + 4.55

 

R$

 

579

 

4,584

 

5,163

 

5,274

 

Unibanco (16)

 

2022

 

TJLP + 4.55

 

R$

 

163

 

1,560

 

1,723

 

1,762

 

Unibanco (16)

 

2022

 

IGPM + 9.85

 

R$

 

557

 

3,049

 

3,606

 

3437

 

Debentures (16)

 

2016

 

CDI+ 1.30%

 

R$

 

1,900

 

12,497

 

14,397

 

 

Debentures (16)

 

2016

 

CDI+ 1.30%

 

R$

 

12,600

 

82,891

 

95,491

 

 

Debentures (16)

 

2016

 

CDI+ 1.30%

 

R$

 

18,399

 

121,053

 

139,452

 

 

BNDES (17)

 

2033

 

TJLP + 2.40

 

R$

 

 

297,400

 

297,400

 

262,420

 

Debentures (17)

 

2013

 

IPCA

 

R$

 

 

189,296

 

189,296

 

182,188

 

BNDES — Onlending (17)

 

2033

 

TJLP

 

R$

 

 

352,744

 

352,744

 

316,159

 

BNDES — A/B/C/D Principal Subcredit (16)

 

2022

 

Various

 

R$

 

19,301

 

146,015

 

165,316

 

365,577

 

BNDES (18)

 

2024

 

TJLP + 2.50

 

R$

 

3,023

 

38,798

 

41,821

 

42,119

 

Federal Savings Bank (CEF) (19)

 

2022

 

TJLP + 3.50

 

R$

 

6,602

 

59,973

 

66,575

 

67,128

 

CEF (20)

 

2021

 

TJLP + 3.50

 

R$

 

5,413

 

48,262

 

53,675

 

54,157

 

CEF (21)

 

2022

 

TJLP + 3.50

 

R$

 

8,901

 

89,001

 

97,902

 

96,601

 

BNDES (22)

 

2018

 

Various

 

R$

 

2,039

 

11,566

 

13,605

 

14,147

 

Bank Syndicate (22)

 

2010

 

CDI + 1.50

 

R$

 

6,952

 

18,447

 

25,399

 

27,696

 

CEF (22)

 

2016

 

117.5 of CDI

 

R$

 

2,392

 

9,944

 

12,336

 

12,904

 

Debentures (22)

 

2017

 

CDI+ 1.6

 

R$

 

39,966

 

805,754

 

845,720

 

819,065

 

BNDES (24)

 

2016

 

TJLP + 3.12

 

R$

 

20,282

 

130,716

 

150,998

 

158,373

 

BNDES (25) Cemig Telecom

 

2017

 

Various

 

R$

 

2,042

 

46,211

 

48,253

 

48,539

 

Others

 

2025

 

Various

 

R$

 

16,158

 

64,863

 

81,021

 

65,408

 

Debt in Brazilian Currency

 

 

 

 

 

 

 

3,709,263

 

9,419,423

 

13,128,686

 

13,035,223

 

Total, Consolidated

 

 

 

 

 

 

 

3,759,289

 

9,558,125

 

13,317,414

 

13,226,490

 

 


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

(2)                                      Loan of the holding company.

(3) to (8) Swaps for exchange of rates were contracted. The following are the rates for the loans and financings taking the swaps into account:

(3) CDI + 1.50% p.a.; (4) CDI + 2.12% p.a.; (5) 111.00% of the CDI rate; (6) CDI + 2.98% p.a.; (7) and (8) CDI + 3.01% p.a..

(9)                                      Refers to the senior units of the credit rights funds. See Explanatory Note 12.

 

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Table of Contents

 

(10)                   Loans, financings and debentures of RME (Light).

(11)                   Consolidated loans and financings of the transmission companies acquired in August 2006.

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

(13)                   Financing of Transchile.

(14)                   Financing of Cachoeirão.

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

(16)                   Consolidated loans and financings of the TBE group;

(17)                   Loan contracted for the jointly-controlled subsidiary Madeira Energia.

(18)                   Loan contracted for the jointly-controlled subsidiary Hidrelétrica Pipoca S.A.

(19)                   Loan contracted for the jointly-controlled subsidiary Praia de Morgado S.A.

(20)                   Loan contracted for the jointly-controlled subsidiary Praia de Parajuru S.A.

(21)                   Loan contracted for the jointly-controlled subsidiary VDR S.A.

(22)                   Loan contracted for the jointly-controlled subsidiary Taesa.

(23)                   3rd issue of Promissory Notes by Cemig GT.

(24)                   Loan and financing of Gasmig.

(25)                   Loan arranged by Cemig Telecom — Ativas.

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2018 and

 

 

 

 

 

2011

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

later

 

Total

 

Currency

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US dollar

 

45,768

 

30,033

 

27,022

 

4,296

 

1,997

 

2,238

 

2,401

 

60,587

 

174,342

 

Euro

 

2,932

 

2,814

 

1,526

 

1,525

 

1,525

 

1,525

 

 

 

11,847

 

UMBndes (**)

 

238

 

303

 

304

 

304

 

304

 

304

 

304

 

478

 

2,539

 

 

 

48,938

 

33,150

 

28,852

 

6,125

 

3,826

 

4,067

 

2,705

 

61,065

 

188,728

 

Indexors

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

IPCA (Expanded CPI)

 

37,563

 

124,940

 

521,669

 

456,259

 

629,427

 

161,209

 

160,387

 

 

2,091,454

 

Ufir (Fiscal Reference Unit) / RGR

 

46,508

 

58,464

 

52,815

 

51,435

 

45,132

 

36,358

 

28,127

 

39,195

 

358,034

 

Interbank CD (CDI)

 

1,787,194

 

3,184,725

 

1,245,560

 

931,576

 

433,288

 

144,753

 

130,063

 

 

7,857,159

 

Eletrobrás Finel internal index

 

9,489

 

12,652

 

11,598

 

 

 

 

 

 

33,739

 

URTJ (*)

 

82,093

 

107,112

 

112,049

 

130,361

 

120,279

 

115,937

 

93,041

 

793,374

 

1,554,246

 

IGP-M inflation index

 

30,710

 

3,066

 

2,774

 

345,385

 

2,066

 

1,862

 

1,790

 

52,853

 

440,506

 

UMBndes (**)

 

15,312

 

20,571

 

20,395

 

20,394

 

20,164

 

19,025

 

8,677

 

5,784

 

130,322

 

Others (IGP-DI, INPC, TR, Selic) (***)

 

4,255

 

2,298

 

2,042

 

1,990

 

611

 

208

 

206

 

208

 

11,818

 

No indexor

 

54,332

 

(3,213

)

599,010

 

538

 

594

 

85

 

17

 

45

 

651,408

 

 

 

2,067,456

 

3,510,615

 

2,567,912

 

1,937,938

 

1,251,561

 

479,437

 

422,308

 

891,459

 

13,128,686

 

 

 

2,116,394

 

3,543,765

 

2,596,764

 

1,944,063

 

1,255,387

 

483,504

 

425,013

 

952,524

 

13,317,414

 

 


(*)                                 URTJ = Interest Rate Reference Unit.

(**)                          UMBNDES = BNDES Monetary Unit.

(***)                   IGP-DI inflation index = General Price Index — Domestic Availability.  INPC = National Consumer Price Index.

 

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

 

 

 

Change in

 

 

 

 

 

Change in

 

 

 

 

 

quarter ended

 

Change to date in

 

 

 

quarter ended

 

Change to date in

 

 

 

3/31/2011

 

2011

 

 

 

3/31/2011

 

2011

 

Currencies

 

%

 

%

 

Indexors

 

%

 

%

 

US dollar

 

(2.25

)

(2.25

)

IGP—M

 

2.43

 

2.43

 

Euro

 

3.81

 

3.81

 

IPCA

 

2.28

 

2.28

 

 

 

 

 

 

 

Finel

 

0.48

 

0.48

 

 

 

 

 

 

 

CDI

 

2.60

 

2.60

 

 

 

 

 

 

 

Selic

 

2.65

 

2.65

 

 

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Table of Contents

 

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

 

 

 

Consolidated

 

Holding company

 

Balance at December 31, 2010

 

13,226,490

 

410,393

 

Loans and financings obtained

 

325,061

 

 

Monetary and FX variation

 

59,760

 

 

Amortization of costs of obtaining funding

 

1,853

 

 

Financial charges provisioned

 

315,956

 

11,614

 

Financial charges paid

 

(267,794

)

 

Capitalization

 

3

 

 

Adjustment to present value

 

5,395

 

 

Amortization of financings

 

(349,310

)

 

Balance at March 31, 2011

 

13,317,414

 

422,007

 

 

Debentures

 

The Debentures issued by the subsidiaries and jointly-controlled subsidiaries are of the type: non-convertible into shares.

 

Restrictive covenant clauses

 

Cemig has contracts for loans and financings with restrictive covenant clauses requiring compliance at the end of each calendar half-year (June 30 and December 31).

 

18.                               REGULATORY CHARGES

 

 

 

Consolidated

 

 

 

3/31/2011

 

12/31/2010

 

Global Reversion Reserve — RGR

 

46,772

 

46,086

 

Fuel Consumption Account — CCC

 

57,059

 

51,438

 

Energy Development Account — CDE

 

44,165

 

35,264

 

Eletrobrás — Compulsory loan

 

1,207

 

1,210

 

ANEEL inspection charge

 

3,345

 

3,764

 

Energy Efficiency

 

143,765

 

157,488

 

Research and Development

 

195,140

 

196,191

 

Energy System Expansion Research

 

4,023

 

3,847

 

National Scientific and Technological Development Fund

 

14,171

 

7,704

 

Proinfa — Alternative electricity sources incentive program

 

2,935

 

17,755

 

Emergency capacity charge

 

19,071

 

3,022

 

0.30% additional payment — Law 12111/09

 

33,962

 

3,127

 

 

 

565,615

 

526,896

 

 

 

 

 

 

 

Current liabilities

 

392,717

 

384,415

 

Non-current liabilities

 

172,898

 

142,481

 

 

19.                               POST-EMPLOYMENT OBLIGATIONS

 

The Forluz Pension Fund

 

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

 

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Table of Contents

 

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

 

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

 

The Mixed Benefits Plan (“Plan B”): This is a defined-contribution plan at the phase of accumulation of funds, for retirement benefits for normal time of service, and as a defined-benefit plan for disability or death of participants still in active employment, and for receipt of benefits for time of contribution. The Sponsors match the basic monthly contributions of the participants. This is the only plan open for joining by new participants.

 

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

 

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

 

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

 

Amortization of the actuarial obligations and recognition in the accounting statements

 

In this Explanatory Note the Company demonstrates the liabilities and the expenses in connection with the Retirement Supplement Plan, the Health Plan, the Dental Plan and Life Insurance in accordance with the terms of Technical Pronouncement CPC 33 (Benefits to employees) and an opinion prepared by independent actuaries based on December 31, 2010.

 

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Table of Contents

 

The Company recognized an obligation payable for past actuarial deficits in the amount of R$866,850 on March 31, 2011 (R$868,178 on December 31, 2010). This amount was recognized as an obligation payable by Cemig and its subsidiaries Cemig GT and Cemig D, and is being amortized by June 2024, through monthly installments calculated by the system of constant installments (known as the “Price” Table). After the Third Amendment to the Forluz Agreement, the amounts began to be adjusted only by the IPCA Inflation Index (Amplified National Consumer Price Index) published by the Brazilian Geography and Statistics Institute (IBGE), plus 6% per year.

 

Thus, in cases of retirement obligations, the liability recognized in the balance sheet is the debt agreed with the foundation for amortization of the actuarial obligations, mentioned above, in view of the fact that it is greater than the liability to the pension fund contained in the actuary’s opinion. Since this debt must be paid even in the event of the Foundation having a surplus, the Company decided to record the debt in full against Stockholders’ equity on the transition date, and record the impacts relating to monetary updating and interest in Financial revenue (expenses).

 

The Braslight Pension Fund

 

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

 

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

 

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

 

On October 2, 2001, the Private Pension Plans Secretariat approved a contract for a solution to the technical deficit and the refinancing of the reserve to be amortized relating to the pension plans of Braslight, which were recorded in full. This is being paid in 300 monthly installments, starting from July 2001, updated by the variation of the IGP-DI inflation index and interest of 6,00% per year, totaling R$1,028,958 at 31 March, 2011 (R$1,016,185 on December 31, 2010). The effect in the consolidated results of the jointly-controlled subsidiary on March 31, 2011 is of the portion corresponding to 26.06% of this amount, as per proportional consolidation.

 

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Table of Contents

 

The movement in Net liabilities has been as follows:

 

 

 

Pension and retirement

 

 

 

 

 

 

 

 

 

supplement plans

 

 

 

 

 

 

 

Holding company

 

Forluz

 

Health Plan

 

Dental Plan

 

Life Insurance

 

Net liabilities on December 31, 2010

 

42,805

 

28,029

 

1,555

 

23,663

 

Expense recognized in the Income statement

 

1,591

 

1,108

 

28

 

973

 

Contributions paid

 

(1,669

)

(637

)

(10

)

(220

)

Net liabilities on March 31, 2011

 

42,727

 

28,500

 

1,573

 

24,416

 

Current liabilities

 

3,677

 

 

 

 

Non-current liabilities

 

39,050

 

28,500

 

1,573

 

24,416

 

 

 

 

Pension and retirement supplement

 

 

 

 

 

 

 

 

 

plans

 

 

 

 

 

Life

 

Consolidated

 

Forluz

 

Braslight

 

Health Plan

 

Dental Plan

 

Insurance

 

Net liabilities on December 31, 2010

 

868,178

 

264,850

 

553,669

 

30,132

 

443,999

 

Expense recognized in the Income statement

 

32,337

 

9,915

 

17,229

 

347

 

13,312

 

Contributions paid

 

(33,665

)

(6,583

)

(12,688

)

(202

)

(2,747

)

Net liabilities on March 31, 2011

 

866,850

 

268,182

 

558,210

 

30,277

 

454,564

 

Current Liabilities

 

73,757

 

26,597

 

 

 

 

Non-current liabilities

 

793,092

 

241,585

 

558,210

 

30,277

 

454,564

 

 

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

 

20.          PROVISIONS

 

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

 

Actions in which the company would be debtor

 

The Company, its subsidiaries and jointly-controlled subsidiaries have made provisions for contingencies for legal actions in which it is considered, on the date of the financial statements,  that the existence of an obligation is more likely than not.

 

Cemig’s management believes that any disbursements in excess of the amounts provisioned, when the respective processes are completed, will not materially affect the result of operations or the individual and consolidated financial position of the Company.

 

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Consolidated

 

 

 

Balance on

 

Additions / updating

 

 

 

 

 

12/31/2010

 

(–) Reversals

 

Balance on 3/31/2011

 

Employment-law matters

 

 

 

 

 

 

 

Various

 

114,145

 

2,046

 

116,191

 

 

 

 

 

 

 

 

 

Civil cases

 

 

 

 

 

 

 

Personal damages

 

42,970

 

3,270

 

46,240

 

Tariff increases

 

25,715

 

2,281

 

27,996

 

Environmental

 

3,185

 

67

 

3,252

 

Other

 

70,364

 

17,960

 

88,324

 

 

 

 

 

 

 

 

 

Tax matters

 

 

 

 

 

 

 

Finsocial tax

 

21,807

 

78

 

21,885

 

PIS and Cofins taxes

 

1,702

 

267

 

1,969

 

ICMS tax

 

24,604

 

2,747

 

27,351

 

Taxes and contributions — demandabilities suspended

 

 

 

 

Social Contribution tax

 

 

 

 

Social security system

 

17,788

 

225

 

18,013

 

Other

 

21,347

 

4,929

 

26,276

 

 

 

 

 

 

 

 

 

Regulatory

 

 

 

 

 

 

 

ANEEL administrative proceedings

 

27,280

 

528

 

27,808

 

Total

 

370,907

 

34,398

 

405,305

 

 

 

 

Holding company

 

 

 

Balance on

 

Additions / updating

 

 

 

 

 

12/31/2010

 

(–) Reversals

 

Balance on 3/31/2011

 

Employment-law matters

 

 

 

 

 

 

 

Various

 

57,896

 

(1,265

)

56,631

 

 

 

 

 

 

 

 

 

Civil cases

 

 

 

 

 

 

 

Personal damages

 

15,761

 

635

 

16,396

 

Tariff increases

 

13,444

 

1,866

 

15,310

 

Other

 

45,488

 

(1,055

)

44,433

 

 

 

 

 

 

 

 

 

Tax matters

 

 

 

 

 

 

 

Finsocial tax

 

21,807

 

78

 

21,885

 

 

 

 

 

 

 

 

 

Taxes and contributions — demandabilities suspended

 

 

 

 

 

 

Social security system

 

1,226

 

22

 

1,248

 

Other

 

4,813

 

4,717

 

9,530

 

 

 

 

 

 

 

 

 

Regulatory

 

 

 

 

 

 

 

ANEEL administrative proceedings

 

27,118

 

524

 

27,642

 

Total

 

187,553

 

5,522

 

193,075

 

 

The details on the provisions constituted are as follows:

 

(a)          Employment-law matters

 

The complaints under the labor laws are basically disputes on overtime, additional amounts for dangerous work, property damages and pain and suffering.

 

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(b)         ICMS tax

 

Since 1999, Light has been inspected on various occasions by the tax authority of Rio de Janeiro State in relation to the ICMS value added tax, charged by states. The infringement notices received so far and not paid are the subject of contestation in the administrative and legal spheres. The management, based on the opinion of its counsel and on assessing the amounts involved in the infringement notices, believes that only part of these amounts represent a risk of loss in which, on the date of the financial statements, the existence of an obligation is more likely than not, and this part is provisioned in the amount of R$104,938 (R$94,400 on December 31, 2010). The proportional part of this obligation attributable to Cemig, in proportion to its ownership in Light, is R$27,351 (R$24,604 on December 31, 2010).

 

(c)          Social security system

 

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

 

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

 

The company assesses the chance of loss, in the actions referred to, as “probable”, and the amounts provisioned for the actions brought by the INSS were a total of R$16,764 on March 31, 2011 (R$16,562 on December 31, 2010).

 

(d)         Environmental administrative proceedings

 

Cemig GT was served an infringement notice by the Minas Gerais State Forests Institute (IEF), alleging that it omitted to take measures to protect the fish population, causing fish deaths, as a result of the flow and operation of the machinery of the Três Marias Hydroelectric Plant. The Company has presented a defense and considers the chances, on the date of the financial statements, of there being a present obligation more likely than not, in the amount of R$3,252 on March 31, 2011 (R$3,185 on December 31, 2010), which has been duly provisioned.

 

(e)          Other

 

Other civil actions are primarily claims for personal damages by individuals, mainly due to accidents allegedly occurring as a result of the Company’s business, and damages as a result of power outages. The provision at March 31, 2011 represents the potential loss on these claims.

 

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(f)            Contingent liabilities

 

(I) Acts of ANEEL

 

ANEEL filed an administrative action against Cemig stating that the company owes R$971,380 to the federal government (R$962,572 on December 31, 2010) as a result of an alleged error in the calculation of the credits under the CRC (Results Compensation) Account, which were, in the past, used to offset amounts owed to the federal government. On October 31, 2002 ANEEL issued a final administrative decision against Cemig. On January 9, 2004 the National Treasury issued an Official Collection Notice for the amount of the debit. Cemig did not make the payment because it believed that it has arguments on the merit for defense in the Courts and, thus, has not constituted a provision for this action. The Company assesses the chances of loss in this action as “possible”.

 

(II) Social security and tax obligations — indemnity of the “Anuênio” and profit shares.

 

In 2006 Cemig and its subsidiaries Cemig GT and Cemig D paid indemnities to their employees, totaling R$177,686, in exchange for the rights to future payments known as the “Anuênio” which would otherwise be incorporated, in the future, into salaries. The Company and its subsidiaries did not make payments of income tax and Social Security contribution in relation to this amount because they considered that these obligations are not applicable to amounts paid as indemnity. However, to avoid the risk of a future fine arising from a different interpretation by the federal tax authority and the National Social Security Institution, the company and its subsidiaries decided to file for orders of Mandamus to allow payment into Court of potential obligations under this heading, in the amount of R$121,834. These are posted in Deposits connected to legal actions.

 

Additionally, the Federal Revenue Service issued an Infringement Notice challenging the non-payment of the social security contributions (employer’s portion) on the “anuênio” amount indemnified, to prevent expiry by lapse of time, in the amount of R$16,754.

 

In September 2006, Cemig was notified by the INSS (National Social Security System) as a result of the non-payment of the Social Security contribution on the amounts paid as profit shares in the period 2000 to 2004, representing a total of R$195,368 (R$192,707 on December 31, 2010).  The Company has appealed in administrative proceedings against the decision. No provision has been made for any losses. Cemig believes it has arguments of merit for defense, and the chances of loss in this action are assessed as “remote”.

 

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(III) ICMS tax

 

Cemig was served an infringement notice, as a co-guarantor party, in relation to sales of excess electricity by industrial consumers during the period of electricity rationing, in which the Minas Gerais State Tax Authority demanded payment of the ICMS tax on these transactions, in the amount of R$51,870 (R$51,159 on December 31, 2010). If the Company does have to pay the ICMS tax on these transactions, it can charge consumers the same amount to recover the amount of the tax plus any possible penalty charge. The Company assesses the chances of loss in this action as “possible”.

 

(IV) Regulatory contingency — CCEE

 

In an action dating from August 2002, AES Sul Distribuidora has challenged in the courts the criteria for accounting of electricity sale transactions in the wholesale electricity market during the period of rationing. It obtained a judgment in its favor in February 2006, which orders ANEEL, working with the CCEE, to comply with the claim by AES Sul and recalculate the settlement of the transactions during the rationing period, leaving out of account ANEEL’s Dispatch No. 288/2002.  This measure was to be put into effect in the CCEE as from November 2008, which would have resulted in an additional disbursement for Cemig, for the expense on purchase of energy in the spot market, in the CCEE, in the amount of approximately R$113,861 (R$112,838 on December 31, 2010). On November 9, 2008 the Company obtained an injunction from the Regional Federal Appeal Court suspending the obligatory nature of the requirement to deposit the amount owed arising from the Special Financial Settlement carried out by the CCEE. Because of the above, no provision was constituted for this dispute, since the Company believes it has arguments on the merit for defense against this claim. The Company assesses the chances of loss in this action as “possible”.

 

(V) Civil claims — consumers

 

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

 

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The company is defendant in legal proceedings challenging the criteria for measurement of amounts to be charged in relation to the contribution for public illumination, in the total amount of R$650,254 (R$636,723 on December 31, 2010). The Company believes that it has arguments on the merit for defense in this dispute and as a result has not constituted provision for this action. The Company assesses the chances of loss in this action as “possible”.

(VI) Denial of offsetting of tax credits

 

The Federal Revenue Service did not homologate the statement filed by the Company of offsetting of credits for payments made unduly or in excess, in the amount of R$360,804, relating to various administrative taxation proceedings on offsetting of federal taxes.

 

Action in which the Company is potential creditor and success is rated “probable”

 

Pasep and Cofins — Widening of the calculation base

 

The holding company has legal proceedings challenging the enlargement (by Law 9718 of November 27, 1998) of the taxable basis for calculation of the Pasep and Cofins taxes, to apply to financial revenue and other non-operational revenues, in the period from 1999 to January 2004; and has a judgment in its favor at first instance. In the event that this action is won in the final instance (i.e. when subject to no further appeal) — and we note that the Federal Supreme Court has ruled on similar proceedings in favor of the taxpayer — the gain to be registered in the Income statement will be R$188,131 (R$185,906 on December 31, 2010), net of income tax and Social Contribution Tax.

 

21. STOCKHOLDER’S EQUITY AND REMUNERATION TO STOCKHOLDERS

 

The Registered Capital of Cemig on March 31, 2011, is R$ 3,412,073, represented by 298,269,668 common shares and 384,144,914 preferred shares all with nominal unit value of R$5.00.

 

The Ordinary and Extraordinary General Meetings of Stockholders held on April 29, 2011, decided to distribute R$1,196,074 to the stockholders as dividends, comprising the obligatory dividend, of R$1,128,988, and complementary dividends of R$67,086.

 

The Company has dividends that will be received from its subsidiaries during 2011 for settlement of its obligations payable, including the dividends referred to above, and its other operational expenses.

 

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22. REVENUES

 

 

 

Consolidated

 

 

 

IFRS

 

 

 

3/31/2011

 

3/31/2010

 

Revenue from supply of electricity (a)

 

3,969,051

 

3,465,493

 

Revenue from use of the electricity distribution systems (TUSD)

 

524,375

 

335,042

 

Revenue from use of the transmission grid (b)

 

329,028

 

317,875

 

Other operational revenues (c)

 

211,783

 

152,379

 

Deductions from operational revenues (d)

 

(1,647,650

)

(1,393,136

)

Net operational revenue

 

3,386,587

 

2,877,653

 

 


(a) Revenue from supply of electricity

 

This table shows supply of electricity by type of consumer:

 

 

 

MWh (*)

 

R$

 

 

 

3/31/2011

 

3/31/2010

 

3/31/2011

 

3/31/2010

 

Residential

 

2,831,408

 

2,350,021

 

1,300,117

 

1,127,342

 

Industrial

 

6,257,236

 

5,587,941

 

1,006,968

 

925,399

 

Commercial, services and others

 

1,809,749

 

1,472,502

 

741,501

 

642,495

 

Rural

 

536,842

 

503,200

 

151,794

 

140,764

 

Public authorities

 

301,685

 

229,729

 

124,048

 

98,174

 

Public illumination

 

322,755

 

287,009

 

78,146

 

73,136

 

Public service

 

355,273

 

309,607

 

96,273

 

90,166

 

Subtotal

 

12,414,948

 

10,740,009

 

3,498,847

 

3,097,476

 

Own consumption

 

15,040

 

11,436

 

 

 

Low-income subsidy (1)

 

 

 

22,641

 

33,229

 

Supply not yet invoiced, net

 

 

 

12,451

 

(44,327

)

 

 

12,429,988

 

10,751,445

 

3,533,939

 

3,086,378

 

Wholesale supply to other concession holders (**)

 

3,410,217

 

3,237,078

 

364,724

 

331,127

 

Transactions in electricity on the CCEE

 

2,128,694

 

1,520,035

 

66,914

 

45,441

 

Sales under the Proinfa program

 

12,261

 

10,392

 

3,473

 

2,547

 

Total

 

17,981,160

 

15,518,950

 

3,969,051

 

3,465,493

 

 


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

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

(1)                                  Revenue recognized arising from the subsidy from Eletrobrás, for the discount given on tariffs charged to low-income consumers.

The amounts have been homologated by ANEEL and are reimbursed by Eletrobrás.

 

(b) Revenue from use of the transmission grid

 

 

 

Consolidated

 

 

 

IFRS

 

 

 

3/31/2011

 

3/31/2010

 

Revenue from use of the Basic Grid

 

289,527

 

291,694

 

System Connection Revenue

 

39,501

 

26,181

 

 

 

329,028

 

317,875

 

 

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(c) Other operational revenues

 

 

 

Consolidated

 

 

 

IFRS

 

 

 

3/31/2011

 

3/31/2010

 

Supply of gas

 

126,159

 

89,640

 

Charged service

 

3,903

 

3,554

 

Telecoms service

 

39,096

 

29,687

 

Services provided

 

25,194

 

14,330

 

Rental and leasing

 

17,094

 

15,128

 

Other

 

337

 

40

 

 

 

211,783

 

152,379

 

 

(d) Deductions from operational revenues

 

 

 

Consolidated

 

 

 

IFRS

 

 

 

3/31/2011

 

3/31/2010

 

Taxes on revenue

 

 

 

 

 

ICMS tax

 

851,169

 

718,997

 

Cofins tax

 

353,055

 

313,369

 

PIS and Pasep taxes

 

76,655

 

68,349

 

Other

 

1,145

 

1,586

 

 

 

1,282,024

 

1,102,301

 

Charges to the consumer

 

 

 

 

 

Global Reversion Reserve — RGR

 

43,107

 

42,690

 

Energy Efficiency Program — P.E.E.

 

9,935

 

10,863

 

Energy Development Account — CDE

 

122,855

 

110,176

 

Fuel Consumption Account — CCC

 

157,302

 

98,942

 

Research and Development — P&D

 

9,077

 

8,403

 

National Scientific and Technological Development Fund — FNDCT

 

7,981

 

7,630

 

Energy System Expansion Research (EPE / Energy Ministry)

 

3,989

 

3,801

 

Emergency Capacity Charge

 

4,143

 

5,420

 

0.30% additional payment (Law 12111/09)

 

7,237

 

11,910

 

 

 

365,626

 

290,835

 

 

 

1,647,650

 

1,393,136

 

 

23. OPERATIONAL COSTS AND EXPENSES

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

OPERATIONAL COSTS AND EXPENSES

 

3/31/2011

 

3/31/2010

 

3/31/2011

 

3/31/2010

 

Personnel (a)

 

281,967

 

294,543

 

10,273

 

9,032

 

Employees’ and managers’ profit shares

 

23,022

 

36,130

 

992

 

479

 

Post-employment obligations

 

30,888

 

27,905

 

2,109

 

2,160

 

Materials

 

18,340

 

28,251

 

55

 

46

 

Outsourced services (b)

 

214,649

 

178,221

 

960

 

1,310

 

Electricity bought for resale (c)

 

1,075,760

 

717,941

 

 

 

Depreciation and amortization

 

232,797

 

213,904

 

89

 

45

 

Royalties for use of water resources

 

37,993

 

41,505

 

 

 

Provisions (reversals) for operational losses (d)

 

41,068

 

23,148

 

5,229

 

(4,672

)

Charges for the use of the basic transmission grid

 

189,614

 

186,921

 

 

 

Gas purchased for resale

 

62,366

 

49,481

 

 

 

Construction costs

 

49,164

 

56,793

 

 

 

Other operational expenses, net (e)

 

69,497

 

72,592

 

9,693

 

7,327

 

 

 

2,327,125

 

1,927,335

 

29,400

 

15,727

 

 

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Table of Contents

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

(a) PERSONNEL EXPENSES

 

3/31/2011

 

3/31/2010

 

3/31/2011

 

3/31/2010

 

Remuneration and salary-related charges and expenses

 

349,045

 

251,987

 

8,138

 

8,260

 

Supplementary pension contributions — Defined contribution plan

 

16,970

 

17,371

 

974

 

972

 

Assistance benefits

 

30,814

 

30,688

 

851

 

830

 

 

 

343,696

 

300,046

 

9,963

 

10,062

 

 

 

 

 

 

 

 

 

 

 

The PDV Temporary Voluntary Retirement Program

 

7,300

 

11,133

 

2,500

 

371

 

(-) Personnel costs transferred to Works in progress

 

(15,897

)

(16,636

)

(2,190

)

(1,401

)

 

 

(61,729

)

(5,503

)

310

 

(1,030

)

 

 

281,967

 

294,543

 

10,273

 

9,032

 

 

Profit shares

 

The Company and its subsidiaries Cemig D and Cemig GT use, as a general criterion for provision of employees’ profit shares, a percentage of 3% of operational profit, adjusted for certain items specified by ANEEL in the Annual Reporting Procedure (PAC).

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

b) OUTSOURCED SERVICES

 

3/31/2011

 

3/31/2010

 

2010

 

2009

 

Collection / Meter reading / Bill delivery Agents

 

31,220

 

30,181

 

 

 

Communication

 

20,204

 

17,227

 

435

 

360

 

Maintenance and conservation of electrical facilities and equipment

 

43,120

 

42,071

 

6

 

7

 

Building conservation and cleaning

 

14,623

 

10,963

 

12

 

10

 

Contracted labor

 

11,912

 

12,851

 

12

 

2

 

Freight and airfares

 

2,322

 

2,096

 

237

 

193

 

Accommodation and meals

 

6,046

 

4,185

 

43

 

41

 

Security services

 

4,666

 

4,137

 

 

 

Consultancy

 

2,164

 

1,645

 

120

 

554

 

Maintenance and conservation of furniture and utensils

 

6,719

 

4,336

 

5

 

 

Maintenance and conservation of vehicles

 

6,362

 

5,366

 

3

 

3

 

Disconnection and reconnection

 

12,454

 

6,477

 

 

 

Other

 

52,837

 

36,686

 

87

 

140

 

 

 

214,649

 

178,221

 

960

 

1,310

 

 

 

 

Consolidated

 

 

 

IFRS

 

(C) ELECTRICITY BOUGHT FOR RESALE

 

3/31/2011

 

3/31/2010

 

From Itaipu Binacional

 

221,067

 

203,592

 

Spot market

 

95,259

 

34,258

 

Proinfa

 

49,050

 

43,757

 

‘Bilateral contracts’

 

112,022

 

80,725

 

Electricity acquired in Regulated Market auctions

 

535,948

 

432,469

 

Electricity acquired in the Free Market

 

151,131

 

 

Credits of Pasep and Cofins taxes

 

(88,717

)

(76,860

)

 

 

1,075,760

 

717,941

 

 

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Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

(d) OPERATIONAL PROVISIONS

 

3/31/2011

 

3/31/2010

 

3/31/2011

 

3/31/2010

 

Pension plan premiums

 

(1,602

)

(2,021

)

(215

)

(88

)

Provision (reversal) for doubtful receivables

 

27,281

 

20,796

 

 

 

Provision for labor-law contingencies

 

2,619

 

5,734

 

 

5,324

 

Provision for ANEEL administrative proceedings

 

528

 

3,563

 

524

 

880

 

Provision for legal contingencies — civil actions

 

1,109

 

3,958

 

635

 

3,810

 

Provision (Reversal) for civil actions on tariff increases

 

1,904

 

(11,042

)

1,866

 

(11,330

)

Other provisions (reversals)

 

9,229

 

2,160

 

2,419

 

(3,268

)

 

 

41,068

 

23,148

 

5,229

 

(4,672

)

 

 

 

Consolidated

 

Holding company

 

 

 

IFRS

 

BRGAAP

 

(e) OTHER OPERATIONAL EXPENSES, NET

 

3/31/2011

 

3/31/2010

 

3/31/2011

 

3/31/2010

 

Leasings and rentals

 

20,052

 

13,425

 

197

 

275

 

Advertising

 

3,862

 

6,198

 

 

3

 

Own consumption of electricity

 

674

 

3,562

 

 

 

Subsidies and donations

 

3,678

 

3,811

 

5

 

240

 

ANEEL inspection charge

 

11,170

 

11,889

 

 

 

Concessions for consideration

 

5,947

 

5,565

 

 

 

Taxes and charges (IPTU, IPVA and others)

 

6,849

 

7,099

 

67

 

62

 

Insurance

 

1,846

 

3,171

 

157

 

443

 

CCEE annual charge

 

1,629

 

1,194

 

1

 

1

 

TDRF (*) License fee

 

9

 

 

 

 

Net loss on deactivation and disposal of assets

 

2,326

 

 

 

 

Forluz — Current Administration expense

 

7,086

 

5,128

 

3,098

 

270

 

Other expenses

 

4,369

 

11,550

 

6,168

 

6,033

 

 

 

69,497

 

72,592

 

9,693

 

7,327

 

 


(*)TFDR = License Charge for use or occupation of Land adjoining Highways.

 

24. NET FINANCIAL REVENUE (EXPENSES)

 

 

 

Consolidated IFRS

 

Holding company BRGAAP

 

 

 

3/31/2011

 

3/31/2010

 

3/31/2011

 

3/31/2010

 

FINANCIAL REVENUES -

 

 

 

 

 

 

 

 

 

Revenue from cash investments

 

84,981

 

94,093

 

6,922

 

12,746

 

Arrears penalty payments on electricity bills

 

33,588

 

32,464

 

 

 

Monetary variations

 

25,180

 

3,435

 

810

 

 

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

 

22,304

 

40,336

 

 

 

 

FX variations

 

5,752

 

15,445

 

33

 

 

Pasep and Cofins taxes on financial revenues

 

(10

)

(825

)

 

 

 

 

Gains on financial instruments

 

23,407

 

465

 

 

 

Adjustment to present value

 

2,258

 

9,547

 

 

 

FIDC revenues

 

 

 

14,500

 

18,994

 

Other

 

6,317

 

40,682

 

1,899

 

3,554

 

 

 

203,777

 

235,642

 

24,164

 

35,294

 

FINANCIAL EXPENSES

 

 

 

 

 

 

 

 

 

Costs of loans and financings

 

(302,699

)

(231,034

)

(11,613

)

(1,926

)

FX variations

 

(6,548

)

(22,932

)

(2

)

(8

)

Monetary updating on loans and financings

 

(50,964

)

(31,975

)

 

 

Monetary updating - paid concessions

 

(10,101

)

(9,519

)

 

 

Losses on financial instruments

 

(33,045

)

(1,203

)

 

 

Charges and monetary updating on Post-employment obligations

 

(32,338

)

(30,358

)

(1,594

)

(1,499

)

Amortization of goodwill premium /discount on investments

 

(23,028

)

(12,953

)

(14,226

)

(8,196

)

Other

 

(27,873

)

(25,114

)

(695

)

(1,247

)

 

 

(486,596

)

(365,088

)

(28,130

)

(12,876

)

 

 

 

 

 

 

 

 

 

 

NET FINANCIAL REVENUE (EXPENSES)

 

(282,819

)

(129,446

)

(3,966

)

22,418

 

 

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The Pasep and Cofins expenses apply to Interest on Equity.

 

25. TRANSACTIONS WITH RELATED PARTIES

 

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

 

 

 

Consolidated and Holding company

 

 

 

ASSETS

 

LIABILITIES

 

REVENUES

 

EXPENSES

 

COMPANIES

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

3/31/2010

 

3/31/2011

 

3/31/2010

 

Cemig Distribuição S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Equity, and dividends

 

50,842

 

50,842

 

 

 

 

 

 

 

Affiliates and subsidiaries / parent company

 

4,622

 

4,622

 

3,737

 

3,328

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Geração e Transmissão S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Equity, and dividends

 

46,819

 

46,819

 

 

 

 

 

 

 

Affiliates and subsidiaries / parent company

 

5,366

 

5,366

 

2,738

 

2,682

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Light S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Equity, and dividends

 

35,487

 

35,487

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Minas Gerais state government

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumers and traders (1)

 

6,565

 

8,619

 

 

 

18,621

 

19,188

 

 

 

Taxes offsetable — ICMS — current (2)

 

201,802

 

202,523

 

305,977

 

270,990

 

(681,751

)

(639,431

)

 

 

Accounts receivable from Minas Gerais state government — CRC (3)

 

1,791,993

 

1,837,088

 

 

 

7,804

 

21,342

 

 

 

Taxes offsetable — ICMS — Non-current (2)

 

72,221

 

69,653

 

 

 

 

 

 

 

Consumers and traders (4)

 

35,578

 

39,893

 

 

 

 

 

 

 

Interest on Equity, and dividends

 

 

 

251,426

 

251,426

 

 

 

 

 

Debentures (5)

 

 

 

42,931

 

37,083

 

 

 

(5,848

)

(1,107

)

Receivables fund (6)

 

 

 

830,923

 

890,517

 

 

 

 

 

Financings — Minas Gerais Dev’t Bank (7)

 

 

 

12,818

 

13,219

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forluz

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Post-employment obligations — Current (8)

 

 

 

100,354

 

99,220

 

 

 

(30,888

)

(36,766

)

Post-employment obligations — Non-current (8)

 

 

 

2,077,728

 

2,061,608

 

 

 

 

 

Other

 

 

 

31,671

 

62,640

 

 

 

 

 

Personnel (9)

 

 

 

 

 

 

 

16,970

 

(17,371

)

Current administration expense (10)

 

 

 

 

 

 

 

(3,870

)

(5,128

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Equity

 

93,288

 

97,258

 

 

 

 

 

 

 

Affiliates and subsidiaries / parent company

 

21,199

 

2,877

 

776

 

677

 

 

 

 

 

 


Main material comments on the above transactions:

 

( 1 ) Refers to sale of energy to the government of the State of Minas Gerais — transactions made on terms equivalent to those which prevail in the transactions with independent parties, considering that the price of the electricity is that defined by ANEEL through a resolution referring to the company’s annual tariff adjustment.

 

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

 

( 3 ) Injection of the credits of the CRC into a Receivables Fund, in senior and subordinated units. For more information please see Explanatory Note 11.

 

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

 

( 5 ) Private issue of non-convertible debentures for R$ 120,000, updated by the IGP—M inflation index, for completion of the Irapé hydroelectric plant, with redemption after 25 years from the issue date. The amount at December 31, 2009 was adjusted to present value, as per Explanatory Note 22.

 

( 6 ) Senior units owned by third parties, in the amount of R$ 900,000, amortized in 20 half-yearly installments, from June 2006, with monetary updating by the CDI rate plus interest of 1.7% p.a. For more information please see Explanatory Note 12.

 

( 7 ) Financings of the subsidiaries Transudeste and Transirapé with maturity in 2019 (TJLP long-term interest rate + 4. 5 p.a. and UMBndes 4.54% p.a.), and of Transleste, in 2017 and 2025 (rates 5% p.a. and 10% p. a.).

 

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(8)                             Some of the contracts of Forluz are adjusted by the IPCA (Expanded Consumer Price) Inflation Index of the IBGE (Brazilian Geography and Statistics Institute), and others are adjusted based on the Salary Adjustment Index of the employees of Cemig, Cemig GT and Cemig D, excluding productivity factors, plus 6% p.a., with amortization up to 2024. For more information please see Explanatory Note 24.

(9)                             Cemig’s contributions to the Pension Fund related to the employees participating in the Mixed Plan (see Explanatory Note 24), calculated on the monthly remunerations in accordance with the regulations of the Fund.

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

 

26.                          FINANCIAL INSTRUMENTS

 

The Company’s Financial Instruments are restricted to the following: Cash and cash equivalents, Cash investments, Consumers and traders, Credits receivable from the Minas Gerais State Government, Financial assets of the concession, Loans and financings, Obligations under debentures, and Currency swaps, the gains and losses obtained in the transactions being registered in full in accordance with the Accrual method.

 

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

 

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

 

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

 

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

 

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

 

 

 

3/31/2011

 

12/31/2010

 

Financial instruments

 

Book value

 

Fair value

 

Book value

 

Fair value

 

Assets

 

 

 

 

 

 

 

 

 

Cash equivalents

 

2,733,242

 

2,733,242

 

2,979,693

 

2,979,693

 

Securities — cash investments

 

849,931

 

849,931

 

321,858

 

321,858

 

Credits from consumers

 

2,499,999

 

2,501,688

 

2,262,585

 

2,262,585

 

Credits from the Minas Gerais State Government

 

1,791,993

 

1,791,993

 

1,837,088

 

1,837,088

 

Liabilities

 

 

 

 

 

 

 

 

 

Loans and financings

 

13,317,415

 

13,317,415

 

13,226,490

 

13,226,490

 

Derivative instruments

 

78,511

 

78,511

 

69,271

 

69,271

 

 

a) Management of risks

 

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

 

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

 

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

 

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

 

Exchange rate risk

 

Cemig and its jointly-controlled subsidiaries as a whole are exposed to the risk of increase in exchange rates, especially of the US dollar and Euro against the Real, with significant impact on indebtedness, profit and cash flow. For the purpose of reducing its exposure to increases in exchange rates, on March 31, 2011 and December 31, 2010, Cemig had hedge transactions contracted, which are described in more detail in item “b”.

 

The net exposure to exchange rates is as follows:

 

 

 

Consolidated and Holding company

 

EXPOSURE TO EXCHANGE RATES

 

3/31/2011

 

12/31/2010

 

 

 

 

 

 

 

US dollar

 

 

 

 

 

Loans and financings

 

174,342

 

175,963

 

(+/–) Contracted hedges / swaps

 

(44,403

)

(45,426

)

 

 

129,939

 

130,537

 

Other foreign currencies

 

 

 

 

 

Loans and financings — Euro

 

11,847

 

12,626

 

Other

 

2,539

 

2,675

 

Net liability exposure

 

14,386

 

15,301

 

 

 

144,325

 

145,838

 

 

Sensitivity analysis

 

Based on its financial consultants, the Company estimates that, in a probable scenario, the appreciation of the exchange rates of foreign currencies against the Real on March 31, 2012 will be 5.42% for the Dollar (i.e. to US$1:R$ 1.717) and 1.95% for the Euro (to €1:R$ 2.358). The Company has made a sensitivity analysis of the effects on its results arising from increases of 25% and 50% in the exchange rate, in relation to the scenario that it rates as “probable” — designating these alternative scenarios as “possible” and “remote”, respectively.

 

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“Possible”

 

“Remote”

 

 

 

Base scenario

 

“Probable”

 

scenario: FX

 

scenario: FX

 

Risk: FX exposure

 

3/31/2011

 

scenario

 

depreciation 25%

 

depreciation 50%

 

 

 

 

 

 

 

 

 

 

 

US dollar

 

 

 

 

 

 

 

 

 

Loans and financings

 

174,342

 

183,791

 

229,739

 

275,687

 

(–) Contracted hedges and swaps

 

(44,403

)

(46,810

)

(58,512

)

(70,214

)

 

 

129,939

 

136,981

 

171,227

 

205,473

 

Other foreign currencies

 

 

 

 

 

 

 

 

 

Loans and financings

 

2,539

 

2,677

 

3,346

 

4,015

 

Euro

 

11,847

 

12,078

 

15,098

 

18,117

 

 

 

14,386

 

14,755

 

18,444

 

22,132

 

Net liability exposure

 

144,325

 

151,738

 

189,671

 

227,605

 

Net effect of exchange rate depreciation

 

 

(7,413

)

(45,328

)

(83,241

)

 

Interest rate risk

 

Cemig and its jointly-controlled subsidiaries were exposed to the risk of increase in international interest rates, affecting Loans and financings in foreign currency with floating interest rates (principally Libor), in the amount of R$57,860 at December 31, 2011 (R$58,905 on December 31, 2010).

 

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

 

 

 

Consolidated

 

EXPOSURE TO BRAZILIAN INTEREST RATES

 

3/31/2011

 

12/31/2010

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Cash equivalents — cash investments (Note 5)

 

2,637,353

 

2,885,088

 

Securities (Note 5)

 

849,931

 

321,858

 

 

 

3,487,284

 

3,206,946

 

Liabilities

 

 

 

 

 

Loans, financings and debentures (Note 18)

 

(7,857,159

)

(7,655,139

)

Contracted hedges / swaps (Interest rates)

 

(600,000

)

 

Contracted hedges / swaps (FX rates)

 

(44,403

)

(45,426

)

 

 

(8,501,562

)

(7,700,565

)

Net liability exposure

 

(5,014,278

)

(4,815,477

)

 

Sensitivity analysis

 

In relation to the most significant risk of increase in interest rates, the Company estimates that, in a probable scenario, the Selic rate on March 31, 2012 will be 11.75%. The Company has made a sensitivity analysis of the effects on its results arising from increases of 25% and 50% in the Selic rate, in relation to the scenario that it considers as “Probable” — designating these alternative scenarios as “Possible” and “Remote”, respectively. Variation in the CDI rate accompanies the variation in the Selic rate.

 

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

 

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Base

 

“Probable”

 

“Possible”

 

“Remote”

 

 

 

scenario:

 

scenario: Selic

 

scenario: Selic

 

scenario: Selic

 

Risk: Increase in Brazilian domestic interest rates

 

Selic 10.75%

 

11,75%

 

14.6875%

 

17,625%

 

Assets

 

 

 

 

 

 

 

 

 

Cash equivalents — Cash investments (Note 4)

 

2,637,353

 

2,947,242

 

3,024,714

 

3,102,186

 

Securities (Note 5)

 

849,931

 

949,798

 

974,765

 

999,731

 

 

 

3,487,284

 

3,897,040

 

3,999,479

 

4,101,917

 

Liabilities

 

 

 

 

 

 

 

 

 

Loans, financings and debentures (Note 17)

 

(7,857,159

)

(8,780,375

)

(9,011,179

)

(9,241,983

)

Contracted hedges / swaps (Interest rates)

 

(600,000

)

(670,500

)

(688,125

)

(705,750

)

Contracted hedges / swaps (FX)

 

(44,403

)

(49,620

)

(50,925

)

(52,229

)

 

 

(8,501,562

)

(9,500,495

)

(9,750,229

)

(9,999,962

)

Net liability exposure

 

(5,014,278

)

(6,603,455

)

(5,750,750

)

(5,898,045

)

Net effect of the variation in the Selic rate

 

 

(686,225

)

(857,781

)

(1,029,337

)

 

Credit risk

 

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

 

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

 

Energy scarcity risk

 

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

 

Risk of non-renewal of concessions

 

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

 

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

 

Liquidity risk

 

Cemig has sufficient cash flow to cover its short-term requirements and for its program of acquisitions and investments.

 

The principal indicators of financial covenants, which compare the requirements for debt and cash generation (Ebitda) in the 1st quarter of 2011, show the Company’s liquidity profile.

 

Also, just as important as the quality of the business’s operational cash flow is management of the liquidity risk, with a group of methodologies, procedures and instruments that are coherent with the complexity of the business and applied in permanent control of the financial processes, so as to guarantee appropriate risk management.

 

The structure adopted for the management of Cemig’s risks is matrix-based and decentralized, but with centralized monitoring, which generates material information with a systemic vision. This structure enables the process of management of corporate risks to interact with other components of management — including: The Corporate Governance Committee, the Budget Prioritization Committee, the Energy Risks Management Committee, the Insurable Risks Committee, the Control and Management Committee, and the Financial Risks Management Committee — as well as complying with the Sarbanes-Oxley Law, and the requirements of Internal Auditing.

 

The Financial Risk Management Committee, in particular, has as its purpose the implementation of directives to control the financial risk of transactions that could compromise the Company’s liquidity and profitability.

 

In the operational aspect, Cemig adopts rigid and conservative principles in management of cash flow, establishing financial covenants in its Bylaws, that are more restrictive than those contained in the debt contracts, and a minimum cash amount for each one of the companies, stipulated as 5% of Ebitda.

 

In its management of liquidity risk, Cemig carries out permanent, and conservative, monitoring of its cash flow, in a budget-based vision, which projects balances monthly, for each one of the companies, over a period of 12 months, and monitoring of daily liquidity, which projects balances daily for 180 days.

 

The short-term allocations also obey rigid principles established in the Cash Investment Policy, handling up to 20% of the funds in exclusive private credit investment funds, without market risk, with the excess margin applied directly in bank CDs or repo transactions remunerated at the CDI rate.

 

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In the management of cash investments, the Company seeks to obtain profitability on its transactions based on a rigid analysis of bank credit, obeying operational limits with banks, based on assessments of the banks that take into account ratings, exposures and equity. It also seeks returns by working on lengthening of the tenors of cash investments, always on the basis of the central principle, which is control of liquidity.

 

b) Financial instruments — Derivatives

 

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

 

The principal amounts of the transactions in derivatives are not posted in the Balance sheet, since they refer to transactions that do not require cash payments of the principal: only the gains or losses that actually occur are recorded. On March 31, 2011 the net result of these transactions was a loss of R$9,638 (vs. loss of R$6,072 on December 31, 2010), recorded in Financial revenues (expenses).

 

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

 

Method of calculation of the fair value of positions

 

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

 

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This table shows the derivative instruments contracted by the subsidiaries Cemig Distribuição and Madeira Energia on March 31, 2011.

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized loss

 

Accumulated effect

 

Receivable

 

 

 

 

 

 

 

Value of principal

 

Amount according to

 

 

 

 

 

Amount

 

 

 

by the

 

Payable by

 

Maturities

 

Trading

 

contracted

 

contract

 

Fair value

 

received

 

Amount paid

 

Company

 

the Company 

 

— period

 

market

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

12/31/2010

 

3/31/2011

 

3/31/2011

 

Cemig Distribuição SA

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

In R$: 100% of CDI + spread (1.5% – 3.01% p.a.)

 

April 2009 to June 2013

 

Over-the-counter

 

US$

27,263

 

US$

27,263

 

(73,742

)

(69,366

)

(75,066

)

(70,565

)

––

 

––

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rate of 11.47 % p.a.

 

Rate: 96% of CDI

 

Matures on May 10, 2013

 

Over-the-counter

 

R$

600,000

 

––

 

6,237

 

––

 

(3,445

)

––

 

––

 

––

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig GT and Madeira Energia SA

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

R$ IGP-M

 

R$: fixed rate of 5.86%

 

December 2012

 

Over-the-counter

 

R$

120,000

 

R$

120,000

 

3,563

 

2,235

 

3,563

 

2,235

 

––

 

––

 

Euro

 

Variation in Euro FX rate

 

February 2012

 

Option

 

R$

2,375

 

R$

2,375

 

33

 

44

 

33

 

44

 

––

 

––

 

 

 

 

 

 

 

 

 

 

 

 

 

(63,909

)

(66,987

)

(74,915

)

(68,186

))

––

 

––

 

 

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

 

Sensitivity analysis

 

The derivative instrument described above shows that the Company is exposed to variation in the CDI rate. The Company estimates that the CDI rate on March 31, 2012 will be 11.75%. The Company has made a sensitivity analysis of the effects on its results arising from increases in the CDI rate of 25% and 50%, in relation to March 31, 2011 — scenarios which it assesses as “possible” and “remote”, respectively. In these scenarios, the CDI rate at March 31, 2012 would be, respectively: 14.6875%, and 17.6250%.

 

a) Risk: of CDI rate differing from the Base Scenario of 11.75%

 

 

 

 

 

“Probable”

 

“Possible”

 

“Remote”

 

 

 

Base scenario:

 

scenario:

 

scenario:

 

scenario:

 

 

 

Selic 11.75%

 

Selic 11.75%

 

Selic 14.6875%

 

Selic 17.6250%

 

 

 

 

 

 

 

 

 

 

 

Risk: Increase in Brazilian domestic interest rates

 

 

 

 

 

 

 

 

 

Contracts updated at 100.00% of CDI rate

 

44,403

 

49,620

 

50,925

 

52,229

 

Net effect of the variation in the CDI rate

 

 

(5,218

)

(6,522

)

(7,826

)

Risk: Increase in US$ exchange rate

 

 

 

 

 

 

 

 

 

Contracts updated at 100.00% of CDI rate

 

44,403

 

46,810

 

58,512

 

70,214

 

Net effect of variation of US$

 

 

(2,408

)

(14,103

)

(25,799

)

Net effect

 

 

(2,810

)

7,587

 

17,985

 

 

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b)             Risk of variation of the CDI in relation to a fixed rate of 11.47% p.a.

 

 

 

 

 

“Probable”

 

“Possible”

 

“Remote”

 

 

 

Base, 3/31/2011

 

scenario

 

scenario

 

scenario

 

 

 

11.28%

 

11.28%

 

14.10%

 

16,92%

 

Risk: Increase in Brazilian domestic interest rates

 

 

 

 

 

 

 

 

 

Contracts updated at 96% of CDI rate

 

600,000

 

667,680

 

684,600

 

701,520

 

Net effect of the variation in the CDI rate

 

 

 

(67,680

)

(84,600

)

(101,520

)

 

 

 

 

 

 

 

 

 

 

Risk — Fixed interest rate

 

 

 

 

 

 

 

 

 

Contracts updated at 11.47% p.a.

 

600,000

 

668,820

 

668,820

 

668,820

 

Net effect of variation of US$

 

 

 

(68,820

)

(68,820

)

(68,820

)

 

 

 

 

 

 

 

 

 

 

Net effect

 

 

 

1,140

 

(15,780

)

(32,700

)

 

Value and type of margin guarantees

 

The Company does not make margin deposits for derivative instruments.

 

c)              Administration of capital

 

This table gives the ratio of debt to Adjusted Capital:

 

 

 

3/31/2011

 

12/31/2010

 

Total liabilities

 

22,305,978

 

22,079,701

 

Cash and cash equivalents

 

2,733,242

 

2,979,693

 

Net debt

 

19,572,736

 

19,100,008

 

 

 

 

 

 

 

Total Stockholders’ equity

 

12,003,107

 

11,476,133

 

Accumulated amounts in Stockholders’ equity related to hedges of cash flow

 

801

 

772

 

Adjusted Capital

 

12,003,908

 

11,476,905

 

Net debt / Adjusted Capital

 

1.63

 

1.66

 

 

27.                               MEASUREMENT AT FAIR VALUE

 

The Company adopts measurement at fair value of its financial assets and liabilities. Fair value is measured at market value, based on assumptions in which the participants in the market are able to measure an asset or liability. To increase coherence and comparability, we use a “hierarchy of fair value” that puts the mechanism used for measurement into three levels by order of priority, as follows:

 

·                  Level 1. With active market: Quoted price — A financial instrument is considered as quoted on an active market if the prices quoted are promptly and regularly made available by an exchange or organized over-the-counter market, by operators, brokers, or a market association, or by entities whose objective is to publicize prices, or by regulatory agencies, and provided that these prices represent market transactions that occur regularly between independent parties, without favoring any party.

 

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·                  Level 2. Without active market: Valuation technique — For an instrument that does not have an active market the fair value should be ascertained using a valuation/pricing methodology. Criteria that can be used include data on the current fair price of another instrument that is substantially the same, analysis of discounted cash flow, and option pricing models. The aim of a valuation technique is to establish what would be the price of the transaction on the date of measurement in an exchange of value not affected by any extraneous interest, and motivated by business considerations.

 

·                  Level 3. Without active market: Equity security — Fair value of investments in equity securities that do not have market prices quoted on an active market and of derivatives that are linked to them and which are to be settled by the delivery of non-quoted equity assets.

 

This is a summary of the instruments that are measured at fair value:

 

 

 

 

 

Fair value at March 31, 2011

 

 

 

Balance at

 

Active market –

 

No active market –

 

No active market –

 

 

 

March 31,

 

quoted price

 

Valuation

 

Equity security

 

Account line

 

2011

 

(Level 1)

 

technique (Level 2)

 

(Level 3)

 

Assets

 

 

 

 

 

 

 

 

 

Cash equivalents — Cash investments

 

 

 

 

 

 

 

 

 

Bank deposit certificates (CDBs)

 

2,127,385

 

 

2,127,385

 

 

Treasury Financial Notes (LFTs)

 

166,854

 

166,854

 

 

 

Treasury Notes

 

114,230

 

114,230

 

 

 

Securities

 

 

 

 

 

 

 

 

 

Bank deposit certificates (CDBs)

 

849,931

 

 

 

849,931

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

Swap contracts

 

78,511

 

 

78-,511

 

 

 

Methodology of calculation of fair value

 

a) The fair value of cash investments is calculated taking into consideration the market prices of the security, or market information that makes such calculation possible, taking into account future fixed-income market and FX rates applicable to similar securities. The market value of the security corresponds to its maturity value brought to present value by the discount factor obtained from the market yield curve in Reais.

 

b) Swap contracts: The criterion for marking to market of transactions in derivatives consists of establishing the present price of a transaction contracted in the past in such a way that its replacement provides the same results as a new transaction. Swaps are priced by the difference between the market values of each one of their end points, adjusted by their indexor. Pricing of a swap on its CDI (interbank CD) side is calculated from the start date of the transaction up to the date concerned, considering the future forecast for this index or made by the market on the date of measurement. Pricing of the dollar side of the Swap is adjusted by the variation in the exchange rate, using a future expectation and an embedded risk premium.

 

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28.                               STATEMENTS OF ADDED VALUE (DVAs)

 

In accordance with a requirement applied by the CVM to listed companies, and with the status of additional information for the purposes of IFRS, the Company has prepared individual and consolidated statements of added value.

 

These statements, which are based on macroeconomic concepts, seek to present the portion of the Group in the formation of GDP by calculation of the respective amount both added by the Group and received by other entities, and the distribution of these amounts to their employees, spheres of government, parties leasing assets, creditors under loans, financings and debt securities, controlling and non-controlling stockholders, and other remunerations that constitute transfer of wealth to third parties. The said added value represents the overall wealth created by the Group, measured by the revenues from sales of goods and services provided, less the respective inputs acquired from third parties, also including the added value produced by third parties and transferred to the entity.

 

29.                               SUBSEQUENT EVENTS

 

a) The 2011 Tariff Adjustment of Cemig D

 

On April 8, 2011 ANEEL published the result of the Tariff Adjustment of Cemig D. The Company’s tariffs were differentiated by voltage level, and the average impact was an increase of 6.04%, effective on that date.

 

b) Acquisition of shares in Redentor Energia S.A. by Parati S.A.

 

On April 12, 2011, Parati S.A. — Participações em Ativos de Energia Elétrica (“Parati”), a company controlled by Cemig, acquired 58,671,565 common shares, representing 54.08% of the registered capital, in Redentor Energia S.A. (“Redentor”), for a total of R$ 403,350, corresponding to a price per share of R$6.87.

 

Since the transaction resulted in the transfer of control of Redentor, Parati will make a public offer (“the Public Offer”) to acquire the remaining shares of Redentor, in accordance with the terms and conditions of Article 254-A of the Corporate Law, CVM Instruction 361/02, as amended, and Item 8.1 of the Listing Regulations of the Novo Mercado of BM&FBovespa S.A. (“the Novo Mercado”), for the same price per share that was paid to FIP-PCP.

 

Additionally Parati may, within a period of one year, make a public offer for acquisition of shares for the purpose of Redentor’s canceling its registry for listing, and leaving the Novo Mercado, without the stockholders receiving the difference, if any, between the price paid in the Public Offer and the price that is paid in the offer referred to in this paragraph.

 

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30.          FINANCIAL STATEMENTS SEPARATED BY COMPANY, AT MARCH 31, 2011

 

 

 

HOLDING

 

CEMIG - GT

 

CEMIG-D

 

LIGHT

 

ETEP, ENTE,
ERTE, EATE,
ECTE

 

GASMIG

 

CEMIG
TELECOM

 


CARVALHO

 

ROSAL

 

OUTRAS

 

ELIMINAÇÕES

 

TOTAL

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

13,995,828

 

15,025,071

 

9,880,858

 

2,509,619

 

1,100,330

 

861,427

 

397,354

 

181,437

 

149,736

 

664,510

 

(10,457,085

)

34,309,085

 

Cash and cash equivalents

 

289,104

 

1,506,107

 

464,450

 

97,134

 

40,815

 

62,586

 

67,673

 

3,494

 

8,078

 

193,801

 

 

2,733,242

 

Securities — Cash investments

 

1,055

 

845,144

 

32

 

 

 

 

 

 

 

3,700

 

 

849,931

 

Accounts receivable

 

1,187,506

 

543,569

 

1,863,021

 

448,934

 

27,385

 

153,037

 

 

5,401

 

3,734

 

19,381

 

451,784

 

4,703,752

 

Other assets

 

709,290

 

1,129,796

 

2,388,618

 

449,410

 

34,009

 

105,154

 

58,600

 

14,081

 

116

 

38,603

 

(58,538

)

4,869,139

 

Investments / Fixed assets / Intangible assets / Financial Assets of the Concession

 

11,808,873

 

11,000,455

 

5,164,737

 

1,514,141

 

998,121

 

540,650

 

271,081

 

158,461

 

137,808

 

409,025

 

(10,850,331

)

21,153,021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

13,995,828

 

15,025,071

 

9,880,858

 

2,509,619

 

1,100,330

 

861,427

 

397,354

 

181,437

 

149,736

 

664,510

 

(10,457,085

)

34,309,085

 

Suppliers and supplies

 

5,186

 

159,175

 

778,334

 

160,150

 

4,522

 

34,937

 

10,392

 

962

 

1,977

 

7,263

 

(40,409

)

1,122,489

 

Loans, financings and debentures

 

422,007

 

7,638,588

 

3,115,034

 

656,122

 

356,964

 

150,998

 

80,295

 

 

 

66,484

 

830,923

 

13,317,415

 

Interest on Equity, and dividends

 

1,153,895

 

46,819

 

50,823

 

35,602

 

36,551

 

21,588

 

 

2,315

 

1,788

 

36,088

 

(231,574

)

1,153,895

 

Post-employment obligations

 

97,217

 

433,376

 

1,379,306

 

268,183

 

 

 

 

 

 

 

 

2,178,082

 

Other liabilities

 

314,416

 

1,449,241

 

2,036,863

 

478,261

 

99,220

 

189,325

 

15,030

 

50,188

 

4,479

 

62,768

 

(165,694

)

4,534,097

 

Stockholders’ equity

 

12,003,107

 

5,297,872

 

2,520,498

 

911,301

 

603,073

 

464,579

 

291,637

 

127,972

 

141,492

 

491,907

 

(10,850,331

)

12,003,107

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

INCOME STATEMENT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operational revenue

 

103

 

1,014,087

 

1,725,681

 

478,181

 

66,650

 

100,012

 

31,590

 

12,399

 

9,830

 

57,194

 

(109,140

)

3,386,587

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL COSTS AND EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

(10,273

)

(69,779

)

(172,715

)

(16,126

)

(1,769

)

(4,183

)

(4,335

)

(309

)

(334

)

(2,144

)

 

(281,967

)

Employees’ profit shares

 

(992

)

(5,191

)

(16,708

)

 

 

 

(35

)

(65

)

(31

)

 

 

(23,022

)

Post-employment obligations

 

(2,109

)

(6,946

)

(21,833

)

 

 

 

 

 

 

 

 

(30,888

)

Materials

 

(55

)

(3,701

)

(12,355

)

(1,636

)

160

 

(274

)

(115

)

(93

)

(25

)

(246

)

 

(18,340

)

Raw materials

 

 

 

 

 

 

 

 

 

 

 

 

 

Outsourced services

 

(960

)

(29,724

)

(145,190

)

(27,011

)

(3,339

)

(1,281

)

(5,000

)

(211

)

(1,012

)

(3,781

)

2,860

 

(214,649

)

Royalties for use of water resources

 

 

(35,392

)

 

 

 

 

 

(878

)

(391

)

(1,332

)

 

(37,993

)

Electricity bought for resale

 

 

(137,818

)

(757,381

)

(229,761

)

 

 

 

 

(43

)

(285

)

49,528

 

(1,075,760

)

Charges for the use of the basic transmission grid

 

 

(57,403

)

(155,246

)

(29,193

)

 

 

 

(4

)

(707

)

(2,280

)

55,219

 

(189,614

)

Depreciation and amortization

 

(89

)

(94,705

)

(94,404

)

(23,663

)

(335

)

(5,039

)

(8,900

)

(1,410

)

(1,097

)

(3,155

)

 

(232,797

)

Operational provisions

 

(5,229

)

(61

)

(18,999

)

(15,969

)

 

 

 

(5

)

(50

)

(755

)

 

(41,068

)

Gas purchased for resale

 

 

 

 

 

 

(62,366

)

 

 

 

 

 

(62,366

)

Other expenses, net

 

(9,693

)

(22,112

)

(37,302

)

(44,863

)

(984

)

478

 

(3,709

)

(107

)

(137

)

(1,765

)

1,533

 

(118,661

)

 

 

(29,400

)

(462,832

)

(1,432,133

)

(388,222

)

(6,267

)

(72,665

)

(22,094

)

(3,082

)

(3,827

)

(15,743

)

109,140

 

(2,327,125

)

Operational profit (loss) before Equity gain (loss) and Financial revenue (expenses)

 

(29,297

)

551,255

 

293,548

 

89,959

 

60,383

 

27,347

 

9,496

 

9,317

 

6,003

 

41,451

 

 

1,059,462

 

Net financial revenue (expenses)

 

(3,966

)

(179,492

)

(73,657

)

(25,177

)

(6,891

)

3,264

 

(182

)

(40

)

93

 

3,229

 

 

(282,819

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit (loss) before income tax, Soc. Cont. tax and employee profit shares

 

(33,263

)

371,763

 

219,891

 

64,782

 

53,492

 

30,611

 

9,314

 

9,277

 

6,096

 

44,680

 

 

776,643

 

Income tax and Social Contribution tax

 

2,863

 

(125,388

)

(76,292

)

(21,380

)

(6,322

)

(10,075

)

(2,433

)

(3,148

)

(359

)

(7,958

)

 

(250,492

)

Net profit for the period

 

(30,400

)

246,375

 

143,599

 

43,402

 

47,170

 

20,536

 

6,881

 

6,129

 

5,737

 

36,722

 

 

526,151

 

 

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31.                               INCOME STATEMENTS SEPARATED BY ACTIVITY, AT MARCH 31, 2011

 

 

 

ELECTRICITY

 

 

 

 

 

 

 

 

 

 

 

ITEM

 

GENERATION

 

TRANSMISION

 

DISTRIBUTION

 

GAS

 

TELECOMS

 

OTHER

 

ELIMINATION

 

TOTAL

 

OPERATIONAL REVENUE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from supply of electricity

 

1,059,651

 

 

1,870,276

 

 

 

 

(51,817

)

2,878,110

 

Revenue from use of the network — Captive Consumers

 

 

 

1,090,941

 

 

 

 

 

1,090,941

 

Revenue from use of the grid — Free Consumers

 

58,453

 

316,270

 

536,905

 

 

 

 

(58,226

)

853,403

 

Other operational revenues

 

2,003

 

1,159

 

30,413

 

126,159

 

39,096

 

15,049

 

(2,096

)

211,783

 

Gross revenue from sales and/or services

 

1,120,107

 

317,429

 

3,528,536

 

126,159

 

39,096

 

15,049

 

(112,139

)

5,034,237

 

DEDUCTIONS FROM OPERATIONAL REVENUES

 

(228,753

)

(59,617

)

(1,324,674

)

(26,147

)

(7,505

)

(955

)

 

(1,647,650

)

NET OPERATIONAL REVENUE

 

891,353

 

257,812

 

2,203,862

 

100,012

 

31,590

 

14,095

 

(112,139

)

3,386,587

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

COST OF ELECTRICITY SERVICE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

COST OF ELECTRICITY AND GAS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Electricity bought for resale

 

(138,145

)

 

(987,142

)

 

 

 

49,528

 

(1,075,760

)

Charges for use of the transmission system

 

(63,360

)

(34

)

(184,438

)

 

 

 

58,218

 

(189,614

)

Gas purchased for resale

 

 

 

 

(62,366

)

 

 

 

(62,366

)

Total cost of electricity and gas

 

(201,505

)

(34

)

(1,171,581

)

(62,366

)

 

 

107,747

 

(1,327,739

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL COSTS AND EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel and managers

 

(40,447

)

(31,864

)

(188,841

)

(4,183

)

(4,335

)

(12,298

)

 

(281,967

)

Employees’ profit shares

 

(3,730

)

(1,557

)

(16,708

)

 

(35

)

(992

)

 

(23,022

)

Private pension plan entity

 

(6,946

)

 

(21,833

)

 

 

(2,109

)

 

(30,888

)

Materials

 

(2,569

)

(1,322

)

(13,991

)

(274

)

(115

)

(69

)

 

(18,340

)

Raw materials and inputs for generation

 

 

 

 

 

 

 

 

 

Outsourced services

 

(24,878

)

(12,638

)

(172,200

)

(1,281

)

(5,000

)

(1,511

)

2,860

 

(214,649

)

Depreciation and amortization

 

(89,942

)

(10,720

)

(118,067

)

(5,039

)

(8,900

)

(129

)

 

(232,797

)

Operational provisions

 

1,445

 

(2,304

)

(34,968

)

 

 

(5,241

)

 

(41,068

)

Royalties for use of water resources

 

(37,993

)

 

 

 

 

 

 

(37,993

)

Other

 

(18,560

)

(6,757

)

(82,167

)

479

 

(3,709

)

(9,480

)

1,533

 

(118,661

)

Total — Cost of operation

 

(223,621

)

(67,162

)

(648,774

)

(10,299

)

(22,094

)

(31,828

)

4,393

 

(999,385

)

 

 

 

 

 

 

 

 

 

 

TOTAL COST

 

(425,126

)

(67,196

)

(1,820,355

)

(72,665

)

(22,094

)

(31,828

)

112,139

 

(2,327,125

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operational profit before Equity gain (loss) and Financial revenue (expenses)

 

466,227

 

190,617

 

383,507

 

27,347

 

9,496

 

(17,733

)

 

1,059,462

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL REVENUES (EXPENSES)

 

(92,348

)

(91,407

)

(98,834

)

3,264

 

(182

)

(3,311

)

 

(282,819

)

Profit (loss) before income tax, Social Cont. tax and employee profit shares

 

373,879

 

99,210

 

284,673

 

30,611

 

9,314

 

(21,045

)

 

776,643

 

Income tax and Social Contribution tax

 

(124,913

)

(13,225

)

(78,721

)

(10,075

)

(2,588

)

(1,569

)

 

(231,091

)

Deferred income tax and Social Contribution tax

 

8,882

 

(12,218

)

(18,951

)

 

155

 

2,731

 

 

(19,401

)

Minority interests

 

 

 

 

 

 

 

 

 

NET PROFIT FOR THE PERIOD

 

257,848

 

73,767

 

187,001

 

20,536

 

6,881

 

(19,883

)

 

526,151

 

 

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ECONOMIC AND FINANCIAL PERFORMANCE – CONSOLIDATED

 

Adoption of International Financial Reporting Standards

 

The results below are reported under the new Brazilian accounting practices, resulting from the process of harmonization of Brazilian accounting rules with International Financial Reporting Standards. For this reason the results for the first quarter of 2010 have been restated to reflect these changes and to allow comparability with the first quarter of 2011.

 

Profit in the period

 

Cemig reports consolidated net profit for 1Q11 of R$526,151, which compares with R$520,066 in 1Q10, an increase of 1.17% . This mainly reflects the higher revenue due to volume of electricity sold being 3.11% higher year-on-year, in turn mainly due to higher industrial activity; and also to revenue from use of the grid being 3.51% higher year-on-year, principally because of the addition of the transmission company Taesa to the network in May 2010.

 

(Method of calculation not reviewed by external auditors)

 

Cemig’s Ebitda in 1Q11 was 11% higher than in 1Q10.

 

EBITDA - R$ ’000

 

3/31/2011

 

3/31/2010

 

Change, %

 

Profit (loss) for the year

 

526,151

 

520,066

 

1.17

 

+ Provision for income tax and Social Contribution tax

 

 250,492

 

 300,806

 

(16,73

)

+ Financial revenues (expenses)

 

282,819

 

129,446

 

118.48

 

+ Depreciation and amortization

 

 232,797

 

 213,904

 

 8.83

 

= Ebitda

 

1,292,259

 

1,164,222

 

11.00

 

 

 

The higher Ebitda in 1Q11 than in 1Q10 mainly reflects Revenue 17.69% higher, partially offset by Operational costs and expenses (excluding depreciation and amortization) 22.23% higher. The higher Operational costs and expenses in 1Q11 than in 1Q10 are reflected in Ebitda margin, which was 40.46% in 1Q10, and 38.16% in 1Q10.

 

Revenue from supply of electricity

 

Gross revenue from supply of electricity in 1Q11 was R$3,969,051, 14.53% more than in 1Q10 (R$3,465,493).

 

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Final consumers

 

The revenue from electricity sold to final consumers in 1Q10, excluding the group’s own consumption, was R$3,498,847, compared to R$3,097,476 in the first quarter of 2010. The main factors in this result are:

 

·      The volume of energy invoiced to final consumers (excluding Cemig’s own consumption) was 15.60% higher.

 

·      There was a tariff increase for Cemig D with average effect on consumer tariffs of 1.67%, effective April 8, 2010.

 

·      There were price adjustment in contracts for sale of electricity, most of which are indexed to the IGP–M inflation index.

 

·      Is spite of these effects, revenue was up 14.53%, mainly because of the impacts arising from regulatory assets and liabilities that were transferred to the tariffs in the periods concerned.

 

Electricity sold to final consumers (MWh)

(Data not reviewed by external auditors)

 

 

 

MWh

 

Consumption by consumer category

 

1st quarter 2011

 

1st quarter 2010

 

Change %

 

 

 

 

 

 

 

 

 

Residential

 

2,831,408

 

2,350,021

 

20.48

 

Industrial

 

6,257,236

 

5,587,941

 

11.98

 

Commercial, services and others

 

1,809,749

 

1,472,502

 

22.90

 

Rural

 

536,842

 

503,200

 

6.69

 

Public authorities

 

301,685

 

229,729

 

31.32

 

Public illumination

 

322,755

 

287,009

 

12.45

 

Public service

 

355,273

 

309,607

 

14.75

 

Total

 

12,414,948

 

10,740,009

 

15.60

 

 

Wholesale revenue

 

The volume of electricity sold to other concession holders in 1Q11 was 5.35% higher than in 1Q10, and average price in these sales was 4.56% higher, at R$106.95/MWh in 2011, compared to R$102.29/MWh in 2010. As a result, revenue from wholesale supply to other concession holders was 10.15% higher year-on-year, at R$364,724 in 2011, than in 2010 (R$331,127). Revenues from energy sold to other concession holders totaled R$3,410,217 in 1Q11, compared to R$3,237,078 million in 1Q10.

 

Revenue from use of the electricity distribution systems (TUSD)

 

The revenue from the TUSD (Tariff for Use of the Distribution System), received by Cemig D and Light, was 56.51% higher in 1Q11, at R$524,375, compared to R$335,042 in 1Q10. This revenue comes from charges made to Free Consumers on energy sold by other agents of the electricity sector, and its increase arises from a higher volume of transport of energy for free consumers, a consequence of the recovery of industrial activity and of migration of captive clients to the free market.

 

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Revenue from use of the transmission grid

 

Revenue from use of the network, at R$329,028, was 3.51% (R$11,153) higher year-on-year than in 1Q10 (R$317,875).

 

This revenue is from the transmission capacity of Cemig GT made available to the national grid, and also from the jointly-controlled transmission subsidiaries, among which we highlight the transmission groups known as TBE and Taesa.

 

The increase in this revenue in 2011 is mainly due to acquisition of an interest in Taesa, in May 2010, through a public offer to acquire shares, which increased these revenues in 1Q11.

 

Deductions from operational revenues

 

Deductions from operational revenues in 1Q11 totaled R$1,647,650, or 18.27% more than in 1Q10 (R$1,393,136). The main variations in these deductions from revenue between the two years are:

 

The Fuel Consumption Account – CCC

 

The deduction for the CCC charge was R$157,302 in 1Q11, compared to R$98,942 in 1Q10, an increase of 58.98% . This charge is for the costs of operation of the thermal plants in the national grid and in the isolated systems. It is prorated between electricity concession holders, on a basis set by an ANEEL Resolution.

 

This is a non-controllable cost: in the distribution activity, the difference between the amounts used as a reference for calculation of tariffs and the cost actually incurred is compensated for in the next tariff adjustment. For the portion relating to transmission services the Company charges the CCC amount to Free Consumers on their invoices and passes it on to Eletrobrás.

 

CDE – Energy Development Account

 

The deduction from revenue for the CDE charge was R$122,855 in 1Q11, compared to R$110,176 in 1Q10, an increase of 11.51% . These payments are specified by a Resolution issued by the regulator, ANEEL. This is a non-controllable cost: in the distribution activity, the difference between the amounts used as a reference for calculation of tariffs and the cost actually incurred is compensated for in the next tariff adjustment. For the portion related to transmission services the Company merely acts as a channel for the CDE amount, charging it to Free Consumers on their invoices and paying it on to Eletrobrás.

 

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

 

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Operational costs and expenses (excluding Financial revenue/expenses)

 

Operational costs and expenses (excluding Net financial revenue (expenses)) totaled R$2,327,125 in 1Q11, 20.74% more than in 1Q10 (R$1,927,535). This is mainly due to increases in the costs of Electricity bought for resale, and Outsourced services. There is more information on this in Explanatory Note 23 to the Consolidated Quarterly Information.

 

The following paragraphs outline the main variations in expenses:

 

Electricity bought for resale

 

The expense on electricity bought for resale in 1Q11 was R$1,075,760, or 49.84% more than in 1Q10 (R$717,941). The higher amount is basically due to a higher volume of selling activity by Cemig GT – reflected in higher revenues in the distribution activity. This is a non-controllable cost: in the distribution activity, the difference between the amounts used as a reference for calculation of tariffs and the cost actually incurred is compensated for in the next tariff adjustment.  There is more information on this in Explanatory Note 23 to the Consolidated Quarterly Information.

 

Charges for use of the transmission grid

 

The expense on charges for use of the transmission network in 1Q11 was R$189,614, 1.44% more than in 1Q10 (R$186,921).

 

These charges, set by an ANEEL Resolution, are payable by electricity distribution and generation agents for use of the facilities that are components of the national grid. This is a non-controllable cost: in the distribution activity, the difference between the amounts used as a reference for calculation of tariffs and the cost actually incurred is compensated for in the next tariff adjustment.

 

Personnel

 

Personnel expenses totaled R$281,967 in 1Q11, 4.27% less than in 1Q10 (R$294,543). This is largely due to the reduction of the number for employees from 2010 to 2011, as a result of the Company’s Voluntary Retirement Program, the effect being partly offset by the average salary increase of 7% agreed in November 2010, in the negotiations for the annual Collective Work Agreement for 2010–11.

 

Depreciation and amortization

 

Depreciation and amortization was 8.83% higher year-on-year: R$232,797 in 1Q11, compared to R$213,904 in 1Q10. The increase effectively reflects the Company’s increased investment program, mainly in the distribution business.

 

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Post-employment obligations

 

Expenses on post-employment obligations totaled R$30,888 in 1Q11, 10.69% more than in 1Q10 (R$27,905). This expense represents the updating of the obligation, calculated in accordance with an actuarial opinion prepared by external consultants.

 

Operational provisions

 

Operational provisions totaled R$41,068 in 1Q11, compared to R$23,148 in 1Q10, an increase of 77.42% . The higher figure mainly reflects a reversal of R$11,042 in 1Q10, of the provision for civil lawsuits on the subject of tariff increases, due to finalization of the cases. Further information is given in Explanatory Note 23 to the Consolidated Quarterly Information.

 

Gas purchased for resale

 

The cost of gas purchased for resale was R$62,366 in 1Q11, 26.04% higher than in 1Q10 (R$49,481). This mainly reflects higher quantity of gas bought by Gasmig since Gasmig sold more gas in 1Q11, as a consequence of increased industrial activity.

 

Financial revenues (expenses)

 

The company posted net financial expenses of R$282,819 for 1Q11, which compares with net financial expenses of R$129,446 in 1Q10.  The main factors in this financial result are:

 

·      Higher expense on costs of loans and financings: R$302,699 in 1Q11, compared to R$231,034 in 1Q10. The higher figure reflects entry of new financings, one of the most important being the raising of R$600,000 by Cemig D in May 2010; and also the higher aggregate CDI rate over 1Q11 than in 1Q10 – the result of the increase in the Selic Rate by the Central Bank.

 

·      Increase in the expense of monetary variation on Loans and financings in Brazilian currency: R$50,964 in 1Q11, compared to R$31,975 in 1Q10. This increase is due, substantially, to the higher volume of funds indexed to the IPCA in first quarter 2011 than in 1Q10, arising from financings obtained at the end of 1st quarter 2010.

 

For a breakdown of financial revenues and expenses, please see Explanatory Note 24 to the Consolidated Quarterly Information.

 

Income tax and Social Contribution tax

 

In 1Q11, Cemig posted expenses on income tax and Social Contribution tax of R$250,492, which was 32.25% of the pre-tax profit of R$776,643. In 1Q10, Cemig posted expenses on income tax and Social Contribution tax of R$300,806, representing 36.65% of the pre-tax profit of R$820,872. These effective rates are reconciled with the nominal rates in Note 8 to the Consolidated Quarterly Information.

 

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OTHER INFORMATION THAT THE COMPANY BELIEVES TO BE MATERIAL

 

(Data not reviewed by external auditors)

 

Investor Relations

 

In 2010, through strategic activities aiming to enable investors and stockholders to make a correct valuation of our businesses and our prospects for growth and addition of value, we increased Cemig’s exposure to the Brazilian and global capital markets as a leading company in its sector.

 

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

 

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

 

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

 

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

 

Corporate governance

 

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

 

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

 

Cemig’s preferred and common shares have been listed under Corporate Governance Level 1 on the São Paulo Stock Exchange since 2001 (with tickers CMIG3 and CMIG4

 

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respectively). This classification represents a guarantee to our stockholders of optimum reporting of information, and also that stockholdings are relatively widely dispersed.

 

Because Cemig has ADRs (American Depository Receipts) listed on the New York Stock Exchange — representing both the preferred shares (with ticker CIG) and the common shares (with ticker CIG.C) — it is also subject to the regulations of the US Securities and Exchange Commission (SEC) and the New York Stock Exchange Listed Companies Manual.

 

Our preferred shares have been listed on the Latibex of the Madrid stock exchange (with ticker XCMIG) since 2002.

 

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

 

As well as our dividend policy, our bylaws include the targets of the Strategic Plan, as follows :

 

·      – to keep consolidated indebtedness equal to or less than 2 times Ebitda.

 

·      – to keep the consolidated ratio (Net debt) / (Net debt + Stockholders’ equity) equal to or less than 40%.

 

·      – to limit consolidated funds in Current assets to 5% of Ebitda.

 

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

 

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

 

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

 

·      The Board of Directors may authorize numbers in excess of these standards, in response to temporary needs, up to the following limits:

 

·      – consolidated debt: maximum of 2.5 times Ebitda.

 

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

 

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

 

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Board of Directors

 

Meetings

 

Our Board of Directors met 27 times in 2010, to discuss strategic planning, expansion projects, acquisition of new assets, and various other investments, among other subjects.

 

Membership, election and period of office

 

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

 

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

 

Principal responsibilities and attributions:

 

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

 

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

 

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

 

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

 

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

 

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

 

1. The Board of Directors’ Support Committee;

2. The Corporate Governance and Sustainability Committee;

3. The Human Resources Committee;

4. The Strategy Committee;

5. The Committee for Business Development and Corporate Control of Subsidiaries and Affiliates; and,

6. The Finance, Audit and Risks Committee.

 

Qualification and remuneration

 

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

 

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Information on the composition of the Board of Directors, and the résumés of its members, are available on our website: http://ri.cemig.com.br

 

Audit Committee

 

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

 

The Executive Board

 

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

 

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

 

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

 

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

 

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

 

Current management of the company’s business, complying with the Bylaws, the Long-Term Strategic Plan, the Multi-year Strategic Implementation Plan and the Annual Budget;

 

Decision on any disposal of goods, loans or financings; charges on any of the company’s property, plant or equipment; guarantees to third parties; or other legal acts or transactions, in all cases for amounts less than R$ 14 million.

 

The Executive Board normally meets weekly. In 2010 it held 65 meetings.

 

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

 

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Audit Board

 

Meetings

 

The Audit Board held 11 meetings in 2010.

 

Membership, election and period of office

 

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

 

one elected by the holders of the preferred shares;

 

one elected by holders of common shares other than those of the controlling group and representing at least 10% of the registered capital; and

 

three elected by the majority stockholder.

 

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

 

Principal responsibilities and attributions:

 

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

 

Qualification and remuneration

 

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

 

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

 

The Sarbanes-Oxley Law

 

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

 

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A link was established between the controls and the potentially significant accounting records, in the financial statements for 2009. Also, the design of the processes and key controls for ensuring mitigation of the risks associated with the preparation and disclosure of the financial statements for the year ended December 31, 2009 was validated.

 

Management of corporate risks

 

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

 

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

 

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

 

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

 

Functional structure

 

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

 

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Challenges

 

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

 

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

 

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

 

Statement of Ethical Principles and Code of Professional Conduct

 

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

 

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

 

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

 

The Ethics Committee

 

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

 

It can receive and investigate any reports of violations of the ethical principles and rules of conduct, provided they are presented in a written document signed by the interested party. They are sent to the address: Cemig, Av. Barbacena 1200, SA/17°/B2 — accompanied by indication of the corresponding means of proof (witnesses,

 

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documents or other appropriate and sufficient means). They can also be sent by email or telephone — the address and phone number are well known to all the company’s employees.

 

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

 

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

 

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POSITION OF STOCKHOLDERS WITH MORE THAN 5% OF THE VOTING STOCK ON

MARCH 31, 2011

 

 

 

COMMON SHARES

 

 

 

PREFERRED SHARES

 

 

 

TOTAL SHARES

 

 

 

STOCKHOLDERS

 

(thousands)

 

%

 

(thousands)

 

%

 

(thousands)

 

%

 

State of Minas Gerais

 

151,993,292

 

50.96

 

 

0.00

 

151,993,292

 

22.27

 

Other entities of Minas Gerais State

 

40,197

 

0.01

 

7,057,472

 

1.84

 

7,097,669

 

1.00

 

Total, controlling stockholder

 

152,033,489

 

50.97

 

7,057,472

 

1.84

 

159,090,961

 

23.31

 

AGC Energia S/A

 

98,321,592

 

32.96

 

 

0.00

 

98,321,592

 

14.41

 

 

Note: The stockholder AGC Energia S.A. is 100% controlled by Andrade Gutierrez Concessões S.A., a company registered for listing with the CVM (Brazilian Securities Commission).

 

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SHARES OF THE CONTROLLING STOCKHOLDER, SENIOR MANAGEMENT AND

MEMBERS OF THE AUDIT BOARD

 

 

 

31.03.2011

 

31.03.2010

 

 

 

ON

 

PN

 

ON

 

PN

 

CONTROLLING STOCKHOLDER

 

152,033,489

 

7,057,472

 

138,212,264

 

6,415,884

 

Board of Directors

 

2,324

 

1,188

 

109

 

438

 

Adriano Magalhães Chaves

 

1

 

 

1

 

 

Antônio Adriano Silva

 

1

 

 

1

 

 

Arcângelo Eustáquio Torres Queiroz

 

1

 

 

 

 

Cezar Manoel de Medeiros

 

1

 

 

1

 

 

Djalma Bastos de Morais

 

 

55

 

 

50

 

Dorothea Fonseca Furquim Werneck

 

1

 

 

 

 

Eduardo Borges de Andrade

 

 

1

 

 

 

Fernando Henrique Schüffner Neto

 

 

424

 

 

386

 

Francelino Pereira dos Santos

 

1

 

 

1

 

 

Franklin Moreira Gonçalves

 

1

 

 

1

 

 

Guilherme Horta Gonçalves Junior

 

1

 

 

1

 

 

Guy Maria Villela Paschoal

 

11

 

 

10

 

 

João Camilo Penna

 

1

 

1

 

1

 

1

 

Lauro Sérgio Vasconcelos David

 

1

 

 

1

 

 

Luiz Antônio Athayde Vasconcelos

 

1

 

 

1

 

 

Luiz Carlos Costeira Urquiza

 

1

 

 

 

 

Marco Antônio Rodrigues da Cunha

 

1

 

 

1

 

 

Maria Estela Kubitschek Lopes

 

1

 

 

1

 

 

Newton Brandão Ferraz Ramos

 

1

 

 

 

 

Otávio Marques de Azevedo

 

 

1

 

 

 

Paulo Márcio de Oliveira Monteiro

 

 

421

 

 

 

Paulo Roberto Reckziegel Guedes

 

 

1

 

 

 

Paulo Sérgio Machado Ribeiro

 

96

 

1

 

88

 

1

 

Renato Torres de Faria

 

 

1

 

 

 

Ricardo Antônio Mello Castanheira

 

1

 

 

 

 

Ricardo Coutinho de Sena

 

 

1

 

 

 

Saulo Alves Pereira Júnior

 

 

1

 

 

 

Tarcísio Augusto Carneiro

 

2,201

 

280

 

 

 

 

 

 

STOCK POSITION

 

 

 

31.03.2011

 

31.03.2010

 

NAME

 

ON

 

PN

 

ON

 

PN

 

 

 

 

 

 

 

 

 

 

 

EXECUTIVE BOARD

 

9

 

696

 

7

 

634

 

Djalma Bastos de Morais

 

 

55

 

 

50

 

Arlindo Porto Neto

 

1

 

 

1

 

 

Fernando Henrique Schüffner Neto

 

 

424

 

 

386

 

Frederico Pacheco de Medeiros

 

1

 

 

 

 

Fuad Jorge Noman Filho

 

 

 

 

 

José Carlos de Mattos

 

 

 

 

 

José Raimundo Dias Fonseca

 

 

 

 

 

Luiz Fernando Rolla

 

6

 

 

6

 

 

Luiz Henrique de Castro Carvalho

 

 

 

 

 

Luiz Henrique Michalick

 

 

217

 

 

198

 

Maria Celeste Morais Guimarães

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AUDIT BOARD

 

4,400

 

 

 

 

Aliomar Silva Lima

 

 

 

 

 

Ari Barcelos da Silva

 

 

 

 

 

Aristóteles Luiz Menezes Vasconcellos Drummond

 

 

 

 

 

Helton da Silva Soares

 

 

 

 

 

Luiz Guaritá Neto

 

 

 

 

 

Marcus Eolo de Lamounier Bicalho

 

 

 

 

 

Newton de Moura

 

 

 

 

 

Rafael Cardoso Cordeiro

 

4,400

 

 

 

 

Thales de Souza Ramos Filho

 

 

 

 

 

Vicente de Paulo Barros Pegoraro

 

 

 

 

 

 

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FREE FLOAT (shares in circulation)

(other than shares owned by the State of Minas Gerais) (*)

 

 

 

 

 

 

 

PREFERRED SHARES

 

 

 

Total

 

 

 

DATE

 

ON (common) shares

 

%

 

(thousands)

 

%

 

++TOTAL SHARES++

 

%

 

31.03.2011

 

146,233,846

 

49.03

 

376,794,638

 

98.09

 

523,028,484

 

76.64

 

31.03.2010

 

132,934,068

 

49.03

 

342,541,418

 

98.09

 

475,475,486

 

76.64

 

 


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

 

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REPORT ON REVIEW OF THE QUARTERLY INFORMATION

 

To the Board of Directors and Stockholders of

Companhia Energética de Minas Gerais – Cemig

Belo Horizonte, Minas Gerais

 

Introduction

 

We have reviewed the interim individual and consolidated accounting information of Companhia Energética de Minas Gerais – Cemig, contained in the Quarterly Information (ITR) Form, relating to the quarter ending on March 31, 2011. This comprises the balance sheet and the related income statements, statement of comprehensive income, statement of changes in stockholders’ equity and statements of cash flows for the quarter ending on that date, including the explanatory notes.

 

The management is responsible for preparation of the individual interim accounting statements in accordance with Technical Pronouncement CPC 21 — Interim Reporting; for preparation of the consolidated interim accounting information in accordance with CPC 21 and the international rules of IAS 34 — Interim Financial Reporting, issued by the International Accounting Standards Board — IASB; and also for the presentation of that information in a way that is coherent with the rules issued by the Brazilian Securities Commission (CVM — Comissão de Valores Mobiliários) that are applicable to preparation of the Quarterly Information (ITR). Our responsibility is to express a conclusion on this interim accounting information based on our review.

 

Scope of the review

 

We have conducted our review in accordance with the Brazilian and international rules on review of interim information (NBC TR 2410 — Review of Interim Information by the Entity’s Auditor, and ISRE 2410 — Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of the interim information consists of: asking of questions, principally of the people responsible for the financial and accounting subjects; and application of analytical procedures and other procedures of review. The scope of a review is significantly less than that of an audit conducted in accordance with the rules of auditing and, consequently, did not enable us to be certain that we became aware of all the significant subjects that could be identified in an audit. Thus, we have not expressed an audit opinion.

 

Conclusion on the individual interim accounting information

 

Based on our review, we have not become aware of any fact that could lead us to believe that the individual interim accounting information included in the Quarterly Information has not been prepared, in all material aspects, in accordance with CPC 21 applicable to the preparation of Quarterly Information (ITR)and presented in a way that is coherent with the rules issued by the CVM.

 

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Conclusion about the consolidated interim accounting information

 

Based on our review, we are not aware of any fact that could lead us to believe that the consolidated interim accounting information included in the Quarterly Information referred to above has not been prepared, in all material aspects, in accordance with CPC 21 and IAS 34 applicable to the preparation of Quarterly Information (ITR) and presented in a way that is coherent with the rules issued by the CVM.

 

Point of emphasis

 

The indirectly jointly-controlled subsidiary Madeira Energia S.A. — Mesa and its subsidiary have incurred expenses related to development of the project for construction of the Santo Antonio hydroelectric power plant which, in accordance with the financial projections prepared by its Management, should be absorbed by the future revenues from the operations. The realization of the fixed asset constituted by the said expenditure, which on March 31, 2011 totaled R$ 8,066.8 billion, will, in accordance with management’s expectations, take place as from the start of operation, planned for December 2011. The amount proportionate to the Company is R$ 806.7 million in Fixed assets on March 31, 2011.

 

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Other matters

 

Interim information on added value

 

We have also reviewed the individual and consolidated interim information of added value (DVAs) for the quarter ended March 31, 2011, presentation of which in the interim information is required under the rules of the CVM applicable to preparation of the Quarterly Information (ITR), and which is considered to be supplementary information under IFRS, which do not require presentation of the DVA. These statements were submitted to the same procedures of review described above and, based on our review, we are not aware of any fact that would lead us to believe that they were not prepared, in all material aspects, in accordance with the individual and consolidated interim information taken as a whole.

 

Belo Horizonte, May 16, 2011

 

KPMG Auditores Independentes

CRC No.: SP014428/O-6-F-MG

 

Marco Túlio Fernandes Ferreira

Accountant — CRCMG058176/O-0

 

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2.               Presentation of Financial Forecast Guidance 2011-2015 — 16th Annual CEMIG-APIMEC Meeting, June 3, 2011

 

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1/26 Financial guidance Arthur Saraiva Sette Câmara June 3, 2011

 


2/262 Disclaimer Guidance 2011–2015 Some of the statements in this presentation are “forward-looking statements” by the concept of the US Securities Law, and are subject to risks and uncertainties. “Forward-looking statements” are forecasts which may differ from the final numbers and are not under our control. For a discussion of the risks and uncertainties as they relate to us, please see our 20F Form for 2004, and in particular Item 3 which contains the item “Basic Information – Risk Factors”.

 


3 Assumptions

 


4/264 Financial indicators Guidance 2011–2015 Central Bank 3.8% 6.7% 12.3% Planned scenario 2011 6.0% 1.7 Central Bank 4.0% 6.9% 12.2% 6.3% 1.6 4.1% 6.9% 12.2% 6.3% 1.6 Febraban Planned, average 4.7% 4.7% 10.7% 4.6% 2.0(*) 4.4% 4.6% 10.9% 4.6% 1.8(*) Sources: GDP IGP-M inflation Selic. average IPCA inflation R$/US$, eop VARIABLES 2012–2015 (*) End of period. MCM Consultores; Focus Report of May 6, 2011; Febraban (Brazilian Banks Association), May 2011. Febraban

 


5/265 Distribution market CEMIG D Assumptions about the market: Recovery continues after 2011 Investments that were postponed as a result of the 2009 world crisis are made Total energy distributed (Captive + Free ) – TWh Retail market (Captive market) – TWh 51.8 49.9 47.9 44.8 53.8 26.7 25.8 27.6 28.5 24.3

 


6/26 4.2 MARKET – TWh Own resources Secondary supply 40.1 Generation market CEMIG GT In 2011 Cemig GT participated in the Secondary Energy market (additional generation above the assured physical levels, due to favorable hydrology and sold on the Short-term (Spot) Market) Energy purchases (Petrobrás, Copel, Incentive-bearing sources, Wind Power, RBE, remainder from Santo Antônio)

 


7/267 Average generation prices CEMIG GT Effect of renewal of existing contracts (R$/MWh) In 2011 there has been a significant reduction in the projected short-term (spot) price at the secondary energy market If isolated, this effect on the average price of energy would be 110.5 R$/MWh Starting in 2014, the existing contracts will be replaced by new contracts with higher prices Constant currency of June 2011 113 113 121 130 102

 


8/268 Transmission revenue CEMIG GT Expected changes in RAP Constant R$ mn as of June 2011

 


9/269 Cost assumptions Distribution Driver: the “Reference Company” for Cemig D (Distribution company) Transmission business (Company: Cemig GT) Driver: regulatory reference company Generation business (Company: Cemig GT) Driver: best market practices PMSO – Personnel, Material, Third party services and others

 


10 Results

 


11/26 11 Consolidated Consolidated includes the amounts of the holding company and affiliated companies Year Lower limit Upper limit 2011 5,012 5,616 2012 5,074 5,838 2013 4,707 5,416 2014 5,123 5,895 2015 5,302 6,097 Ebitda Guidance 2011–2015 Constant R$ mn. as of June 2011

 


12/26 12 Ebitda Guidance 2011–2015 Cemig D Cemig GT – Consolidated Holdings Year Lower limit Upper limit 2011 1,451 1,773 2012 1,466 1,792 Year Lower limit Upper limit 2011 2,603 3,182 2012 2,716 3,319 Ano Limite Inferior Limite Superior 2011 944 1,153 2012 1,064 1,300 Constant R$ mn. as of June 2011

 


13/26 Financial guidance Investor Relations Telephone: (+55 31) 3506-5024 Fax: (+55-31) 3506-5025 ri@cemig.com.br http://ri.cemig.com.br

 


14 Appendix

 


15/26 15 Appendix Holdings Baguari Cachoeirão Eólicas Mesa Pipoca Paracambi Holdings linked to the Company GT: Generating companies Aliança EBTE Transmission companies

 


16/26 16 Appendix Holdings Centroeste EATE ECTE ENTE ETEP ERTE Transchile Transirapé Transleste Transudeste Axxiom Cemig Telecom Cemig Serviços Efficientia Gasmig Light Trading Holdings linked to the Holding Company: Barreiro Capim Branco Cemig PCH Horizontes Ipatinga Pai Joaquim Rosal Sá Carvalho Generation companies Transmission companies Distribution and service companies

 

 


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3.               Material Announcement — Acquisition of Interest in Transmission Assets by CEMIG Affiliate TAESA, June 2, 2011

 

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COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG

 

LISTED COMPANY

CNPJ 17.155.730/0001-64

NIRE 31300040127

 

MATERIAL ANNOUNCEMENT

 

Cemig (Companhia Energética de Minas Gerais), a listed company with securities traded on the stock exchanges of São Paulo, New York and Madrid, hereby informs the public, the Brazilian Securities Commission (CVM), the São Paulo Stock, Commodities and Futures Exchange (“BM&FBovespa”) and the market — in accordance with CVM Instruction 358 of January 3, 2002, as amended — as follows:

 

On June 2, 2011, Transmissora Aliança de Energia Elétrica S.A. (“TAESA”), an affiliated company of CEMIG, signed two Share Purchase Agreements with the ABENGOA Group:

 

1)             the first is for acquisition of 50% of the shares held by Abengoa Concessões Brasil Holding S.A. in the registered capital of Abengoa Participações Holding S.A., which on the closing date of the transaction will own 100% (one hundred per cent) of the registered capital of the following transmission companies:

 

STE — Sul Transmissora de Energia S.A.,
ATE Transmissora de Energia S.A.,

 

ATE II Transmissora de Energia S.A., and
ATE III Transmissora de Energia S.A.;

 

2)             the second is for acquisition of 100% of the shares held by Abengoa Concessões Brasil Holding S.A. and by Abengoa Construção Brasil Ltda. in the registered capital of:

 

NTE - Nordeste Transmissora de Energia S.A.;

 

(the five companies being referred to jointly as “the Transmission Companies”).

 

For the acquisitions described in the two Share Purchase Agreements TAESA will pay a total of R$ 1,099,224,000.00 (one billion, ninety nine  million two hundred twenty four thousand Reais), in currency of December 31, 2010.

 

The acquisition price will be updated in monetary terms by the accumulated variation of the Selic rate from the base-date of December 31, 2010 to the last business day prior to the date of conclusion of the transaction, on which day the payment and effective acquisition of the shares by TAESA takes place. The acquisition price will be adjusted for stockholder proceeds and/or any increases or reductions in capital that occur between the base date and the date of conclusion of the transaction.

 

Conclusion of the transaction and effective acquisition of the shares by TAESA shall be subject to certain conditions precedent, among which we mention:

 

(i)                                     approval by the General Meeting of Stockholders of the Company;

(ii)                                  consent of the financing banks of the Transmission Companies; and

(iii)                               approval by the Brazilian electricity regulator, Aneel.

 

The transaction will also be submitted to the Brazilian monopolies authority, CADE, in accordance with Law 8884/94.

 

The company will keep the market duly and timely informed on progress of the transaction.

 

Belo Horizonte, June 2, 2011.

 

Luiz Fernando Rolla

Chief Finance and Investor Relations Officer

 

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

 

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

 

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4.               Market Announcement — File of Media Release on Acquisitions by TAESA, June 2, 2011

 

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COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG

 

LISTED COMPANY

CNPJ 17.155.730/0001-64

NIRE 31300040127

 

MARKET ANNOUNCEMENT

 

MEDIA RELEASE ON ABENGOA ACQUISITION

 

Cemig (Companhia Energética de Minas Gerais), a listed company with securities traded on the stock exchanges of São Paulo, New York and Madrid, hereby informs the public, the Brazilian Securities Commission (CVM), the São Paulo Stock, Commodities and Futures Exchange (“BM&FBovespa”) and the market — in accordance with CVM Instruction 358 of January 3, 2002, as amended — as follows:

 

Today Transmissora Aliança de Energia Elétrica S.A. (“TAESA”), an affiliated company of Cemig, issued a Media Release with the following content:

 

“ MEDIA RELEASE

 

TAESA ACQUIRES CONCESSION AND EQUITY IN

FOUR ELECTRICITY TRANSMISSION ASSETS FROM THE ABENGOA GROUP

 

·                  Transaction increases the Cemig Group’s Brazilian Transmission Market Share (measured by Permitted Annual Revenue — RAP) from 6.5% to 8.6%.

 

·                  Consistent with Cemig’s strategy of sustainable growth that adds value for stockholders.

 

·                  On 2010 figures (pre-IFRS), the acquisition increases Taesa’s Ebitda by over R$ 200 million.

 

·                  TAESA becomes the largest private-sector transmission company with New Model contracts — those granted since 2000, for periods of 30 years.

 

Rio de Janeiro, Brasil, June 2, 2011:   TAESA (IBOV: TRNA11) hereby informs its stockholders, the market and the public that today it signed two Share Purchase Agreements:

 

1)     for acquisition of 50% of the shares held by Abengoa Concessões Brasil Holding S.A. in the registered capital of Abengoa Participações Holding S.A., which on the closing date of the transaction will own 100% (one hundred per cent) of the registered capital of the following transmission companies:

 

STE — Sul Transmissora de Energia S.A.,

ATE Transmissora de Energia S.A.,

 

ATE II Transmissora de Energia S.A., and

ATE III Transmissora de Energia S.A.;

 

2)     for acquisition of 100% of the shares held by Abengoa Concessões Brasil Holding S.A. and by Abengoa Construção Brasil Ltda. in the registered capital of:

 

NTE - Nordeste Transmissora de Energia S.A.;

 

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

 

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

 

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TRANSACTION STRUCTURE

 

 

The transaction is fully in line with TAESA’s strategy of maximizing its results through increase in its electricity transmission market share, with returns that add value and are compatible with the characteristics of its business. With the acquisition:

 

·                  TAESA increases the length of its transmission network (considering 100% of the lines) by 68% from the present 3,712km to 6,250km; and

 

·                  TAESA will increase its Brazilian electricity transmission market share (in terms of Permitted Annual Revenue (RAP) from the present 6.5% to 8.6%.

 

The transaction is also in line with the principle of maximization of TAESA’s results: it represents 2010 EV/ Ebitda of 7.4x (BRGAAP), in line with precedent transactions in the Brazilian market.

 

For the total of the transaction — the acquisitions under the two Share Purchase Agreements — TAESA will pay a total of R$ 1,099,224,000.00 (one billion, ninety nine million two hundred twenty four thousand Reais), in currency of December 31, 2010.  Taesa has a comfortable financial situation and will raise the necessary funds to finance this acquisition in the financial market.”

 

Belo Horizonte, June 2, 2011.

 

Luiz Fernando Rolla

Chief Finance and Investor Relations Officer

 

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5.               Summary of Minutes of the 510th Meeting of the Board of Directors, May 5, 2011

 

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COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG

 

LISTED COMPANY

CNPJ 17.155.730/0001-64 — NIRE 31300040127

 

BOARD OF DIRECTORS

 

SUMMARY OF MINUTES OF THE 510TH MEETING

 

Date, time and place:

May 5, 2011 at 9.30 a.m. at the company’s head office,

 

Av. Barbacena 1200, 21th Floor, Belo Horizonte, Minas Gerais, Brazil.

 

Meeting Committee:

Chairman: Dorothea Fonseca Furquim Werneck;

 

Secretary: Anamaria Pugedo Frade Barros

 

Summary of proceedings:

 

I           The Chair asked the Board Members present whether they had any conflict of interest in the matters on the agenda of this meeting, and all said there was no such conflict of interest.

 

II         The Chair stated that all the matters on the agenda had been examined by Committees of the Board of Directors, and their approval recommended.

 

III        The Chair reported that the Ordinary and Extraordinary General Meetings of Stockholders held, concurrently, on April 29, 2011 had changed the names of two Chief Officers’ Departments:

 

·  From:         Department of Business Development and Corporate Control of Subsidiaries and Affiliates

To:          Department of Business Development

 

·  From:         Department of Finance, Investor Relations and Financial Control of Holdings

To:          Department of Finance and Investor Relations.

 

IV        The Board approved:

 

a)     The proposal by the Chair that the following should be elected to serve the same period of office that remains to the other Chief Officers, that is to say, up to the first meeting of the Board of Directors held after the Annual General Meeting of 2012:

 

as Chief Finance and Investor Relations Officer:

 

 

Luiz Fernando Rolla

 

– Brazilian, married, engineer, resident and domiciled in Belo Horizonte, Minas Gerais, at Rua Ney Lambert 112, Belvedere, CEP 30320-440, CI MG-1389219 and CPF 195805686-34;

 

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

 

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

 

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– and as Chief Business Development Officer:

 

 

Fernando Henrique Schüffner Neto

 

– Brazilian, married, engineer, resident and domiciled in Belo Horizonte, Minas Gerais, at Rua Martim de Carvalho 395/700, Santo Agostinho, CEP 30190-090, Identity Card M-1311632-SSP/MG and CPF 320008396-49;

 

b)    Change in the Internal Regulations of the Board of Directors to change the names of those Departments.

 

c)     The minutes of this meeting.

 

V         The Board authorized signing of a Loan Agreement between Cemig and Light S.A., as lenders, and Lightger S.A., as borrower, establishing, among others, the following points:

 

·                                        the participation of Cemig GT will be 49%, and that of Light S.A. 51%;

 

·      the loan will be given for twelve months, from the date of signature of the agreement, and paid in a single installment, augmented by interest and charges;

 

·                                        in the event of default by Lightger S.A., the creditors may use their credit in the form of subscription of the registered capital of Lightger S.A., either directly or indirectly, through any one of their subsidiaries, obligatorily maintaining the proportion of ownership of the registered capital of that Company; and

 

·                                        the loan shall mature early, in favor of Cemig and Light, in the event that the amounts lent are used for expenses not related to payment of the installments in the contracts for construction of the Paracambi Small Hydro Plant (PCH) and/or in the acquisition of the real estate properties necessary for its construction and operation.

 

VI        The Board terminated, on May 5, 2011, the PDV Temporary Voluntary Retirement Program, which had been approved by Board Spending Decision (CRCA) 020/2009.

 

VII      The Board ratified signature of the Technical Cooperation Working Agreement for secondment of an employee with Copasa MG, for assignment of Ms. Denise Abijaode Abras, to provide services to that company, for a period of one year, from February 1, 2011, able to be extended, by prior agreement of the interested party and formalization of the appropriate legal instrument.

 

VIII     The Board ratified:

 

a)     The conditions set by CRCA-003/2011 for signature by Cemig, as consenting party, jointly with Furnas Centrais Elétricas S.A. and Eletrobrás, of BNDES Financing Facility Contract 10.2.1862.1 to finance Companhia de Transmissão Centroeste de Minas for construction of the Furnas—Pimenta transmission line, to register the alteration demanded by the BNDES, to provide that the beneficiary will pay that Bank a charge for allocation of lending credit.

 

b)     CRCA-066/2010, to reduce the amount relating to the Loan Agreement with Lightger S.A., the other terms of that CRCA being unchanged.

 

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IX        The Chair stated that the members of the Executive Board are now as follows:

 

CEO:

 

Djalma Bastos de Morais;

Deputy CEO:

 

Arlindo Porto Neto;

Chief Trading Officer:

 

José Raimundo Dias Fonseca;

Chief Distribution and Sales Officer:

 

José Carlos de Mattos;

Chief Finance and Investor Relations Officer

 

Luiz Fernando Rolla;

Chief Generation and Transmission Officer:

 

Luiz Henrique de Castro Carvalho;

Chief Corporate Management Officer:

 

Frederico Pacheco de Medeiros;

Chief Business Development Officer

 

Fernando Henrique Schüffner Neto;

Chief Officer for the Gas Division:

 

Fuad Jorge Noman Filho;

Chief Counsel:

 

Maria Celeste Morais Guimarães; and

Chief Institutional Relations and Communication Officer:

 

Luiz Henrique Michalick.

 

X         The elected Chief Officers declared — in advance — that they are not subject to any prohibition on exercise of commercial activity, that they do not occupy any post in a company which may be considered a competitor of the Company, and that they do not have nor represent any interest conflicting with that of Cemig, and assumed a solemn undertaking to become aware of, obey and comply with the principles, ethical values and rules established by the Code of Ethical Conduct of Government Workers and Senior Administration of the State of Minas Gerais.

 

XI        The following spoke on general matters and business of interest to the Company:

 

Members of the Board; and the Chief Finance and Investor Relations Officer, Luiz Fernando Rolla.

 

The following were present:

 

Board members:

 

Dorothea Fonseca Furquim Werneck,

 

Paulo Roberto Reckziegel Guedes,

 

 

Djalma Bastos de Morais,

 

Saulo Alves Pereira Junior,

 

 

Antônio Adriano Silva,

 

Paulo Márcio de Oliveira Monteiro,

 

 

Arcângelo Eustáquio Torres Queiroz,

 

Cezar Manoel de Medeiros,

 

 

Eduardo Borges de Andrade,

 

Fernando Henrique Schüffner Neto,

 

 

Francelino Pereira dos Santos,

 

Lauro Sérgio Vasconcelos David,

 

 

Guy Maria Villela Paschoal,

 

Marco Antonio Rodrigues da Cunha,

 

 

João Camilo Penna,

 

Newton Brandão Ferraz Ramos,

 

 

Luiz Carlos Costeira Urquiza,

 

Paulo Sérgio Machado Ribeiro,

 

 

Maria Estela Kubitschek Lopes,

 

Ricardo Antônio Mello Castanheira,

 

 

 

 

Tarcísio Augusto Carneiro;

 

 

 

 

 

Chief Officer:

 

Luiz Fernando Rolla;

 

 

Secretary:

 

Anamaria Pugedo Frade Barros.

 

 

 

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6.               Summary of Principal Decisions of the 511th Meeting of the Board of Directors, June 2, 2011

 

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COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG

 

LISTED COMPANY

CNPJ 17.155.730/0001-64

NIRE 31300040127

 

BOARD OF DIRECTORS

Meeting of June 2, 2011

 

SUMMARY OF PRINCIPAL DECISIONS

 

At its 511th meeting, held on June 2, 2011, the Board of Directors of Companhia Energética de Minas Gerais decided the following:

 

1.               Signing of a mutual cooperation working agreement for secondment of an employee.

 

2.               Contracting of services for construction, electrical and hydraulic infrastructure works and refurbishment, for preventive and corrective building maintenance, preparation of plans, engineering and technical support in building facilities, to serve the real estate units of Belo Horizonte and Contagem, Minas Gerais.

 

3.               Contracting of corporate credit card implementation and administration services.

 

4.               Orientation of vote at the Extraordinary General Meeting of Stockholders and in the meetings of the Board of Directors of Amazonense de Transmissão de Energia S.A. – EATE.

 

5.               Investment in generation.

 

6.               Change in the composition of the Board of Directors Support Committee.

 

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

 

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

 

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7.     Summary of Principal Decisions of the 129th Meeting of the Board of Directors of CEMIG Distribuição S.A., June 2, 2011

 

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CEMIG DISTRIBUIÇÃO S.A.

 

LISTED COMPANY

CNPJ: 06.981.180/0001-16

NIRE: 3130002056-8

 

BOARD OF DIRECTORS

Meeting of June 2, 2011

 

SUMMARY OF PRINCIPAL DECISIONS

 

At its 129th meeting, held on June 2, 2011, the Board of Directors of Cemig Distribuição S.A. decided the following:

 

1.               Project: Internal and External Recovery of Materials and Equipment.

 

2.               Filing of a legal action against the State of Minas Gerais for issuance of Environmental Intervention Authorizations (DAIAs), Environmental Functioning Authorizations (AAFs) and such other documents as are necessary to make it possible to go forward with the works of the Distributor Development Plan.

 

3.               Contracting of services of management for the works of Phase 3 of the Light for Everyone (Luz para Todos) Program.

 

4.               Contracting of operational risk insurance.

 

5.               Delegation of powers for signing of documents in the Trading Department.

 

6.               Signature of a debt recognition undertaking and agreement with ArcelorMittal Brasil S.A.

 

7.               Signature of a settlement agreement under judicial recovery proceedings, with Indústria Labortêxtil LTDA.

 

8.               Contracting of services for construction, electrical and hydraulic infrastructure works and refurbishment, for preventive and corrective building maintenance, preparation of plans, engineering and technical support in building facilities, to serve the real estate units of Belo Horizonte and Contagem, Minas Gerais.

 

9.               Contracting of corporate credit card implementation and administration services.

 

10.         Change in the composition of the Board of Directors Support Committee.

 

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

 

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

 

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8.     Summary of Principal Decisions of the 137th Meeting of the Board of Directors of CEMIG Geração e Transmissão S.A., June 2, 2011

 

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GRAPHIC

 

CEMIG GERAÇÃO E TRANSMISSÃO S.A.

 

LISTED COMPANY

CNPJ 06.981.176/0001-58

NIRE 31300020550

 

BOARD OF DIRECTORS

Meeting of June 2, 2011

 

SUMMARY OF PRINCIPAL DECISIONS

 

At its 137th meeting, held on June 2, 2011, the Board of Directors of Cemig Geração e Transmissão S.A. decided the following:

 

1.                   Signing of a contract for provision of owner’s engineering services with Empresa Santos Dumont de Energia S.A. — ESDE.

 

2.                   Signing of a Working Agreement with Epamig — Empresa de Pesquisa Agropecuária de Minas Gerais (Minas Gerais Farming Research Company).

 

3.                   Signing of a Working Agreement with the State of Minas Gerais, through the Minas Gerais State Military Police — PMMG.

 

4.                   Signing of an amendment to Contract for Use of the Transmission System (CUST) No. 076/2002, with the National Electricity System Operator (ONS).

 

5.                   Signing of amendments to Contract for Use of the Transmission System (CUST) No. 026/2003, with the National Electricity System Operator (ONS).

 

6.                   Increase in the registered capital of Empresa Brasileira de Transmissão de Energia S.A. — EBTE / Re-ratification of Board Spending Decision (CRCA).

 

7.                   Contracting of operational risk insurance.

 

8.                   Delegation of powers for signing of documents in the Trading Department.

 

9.                   Contracting of services for construction, electrical and hydraulic infrastructure works and refurbishment, for preventive and corrective building maintenance, preparation of plans, engineering and technical support in building facilities, to serve the real estate units of Belo Horizonte and Contagem, Minas Gerais.

 

10.             Contracting of corporate credit card implementation and administration services.

 

11.              Investment in transmission.

 

12.              Investment in generation.

 

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

 

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

 

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13.                  Change in the composition of the Board of Directors Support Committee.

 

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9.     Market Announcement — Presentation of 16th Annual CEMIG-APIMEC Meeting

 

122



 

With respect to the XVI Encontro Anual Cemig Apimec 2011, besides the presentation of the Director of Finance and Investor Relations, annexed hereto, are also on our website, http://ri.cemig.com.br, the following Presentations: Chair of the Board of Directors DPR DVP DDN DGE DGA DDC DCM DGT DRC DJR “Maintenance of the Generation and Transmission Assets” “Restructuring Electricity System Operations” “3rd Tariff Review Cycle for Distributors” “The PremiarTrees and Networks Management Program” “TAESA” “TAQUARIL Substation”

 


Luiz Fernando Rolla Chief Finance and Investor Relations Officer (DFN) June 3, 2011 Finance and Investor Relations

 


Largest integrated electricity company in Brazil, operating in almost the whole country 485,476 km of distribution networks 8,861 km of transmission lines 6,896 MW Total installed capacity Long-term target is to have 20% market share in the three segments of Financial highlights (R$ billion) Total assets 33.5 Stockholders’ equity 11.5 Net revenue 12.9 Consolidated cash flow 3.0 Market Capitalization* 21.0 Investments outside Brazil 2 * Market Cap. calculated as (total number of shares) at (price of preferred shares on May 6, 2011) Cemig as a global investment option...

 


...with Shareholders in more than 44 countries 3 ASIA Australia OCEANIA North America South America Central America Middle East Average daily volume in 2010 Bovespa: R$ 42 million NYSE: US$32 million Canada United States Mexico Bermuda Bahamas Cayman Islands Turks and Caicos Is. Virgin Islands Argentina Bolivia Brazil Chile Uruguay Saudi Arabia UEA Kuwait Lebanon Oman Syria *Market Cap. = (total shares) x (price of preferred shares May 6, 2011) Luxembourg UK Spain Switzerland Ireland Guernsey Jersey Holland France Norway Denmark Italy Sweden Germany Belgium Austria Portugal Poland Romania EUROPE Brunei China Singapore South Korea Japan Malaysia Taiwan

 


Long-term commitment to shareholders Cemig’s shares performance from December 1999 to May 2011 In the past few years, Cemig’s shares had lower risk and higher returns than the Bovespa index 4

 


Dividends paid (R$ mn) Dividend payout % o Dividends paid in 2010 totaled R$ 1.8 billion: Ordinary dividends amounted to R$ 931 million, paid in June and Dec. 2010 Extraordinary dividends of R$ 900 million, paid in Dec. 2010 o Distribution of 2010 net income was proposed and approved: 52.97% of net income or R$ 1.196 billion in dividends, equivalent to R$ 1.75/share 5 2006 2007 2008 2009 2010 1,001 715 872 944 931 497 900 Return to shareholders

 


Portfolio of businesses ensures results 26% 8% 63% 2% 1% Net revenue 50% 13% 26% 3% 8% Net income 48% 15% 34% 1% 2% Ebitda We continue to deliver consistent results to shareholders 2010, R$ mn Generation Transmisssion Distribution Natural gas Other Net revenue 3,412 1,128 8,398 315 125 Net income 1,136 299 574 60 189 Ebitda 2,162 663 1,553 67 98 Sales 36,440 MWh - 22,550 MWh 962 mm m³ 7,265 MWh 6 The efficiency of Cemig’s growth model strengthens its strategic position

 


Cemig Group of companies and consotria 7 Transmission companies Distribution companies Generation companies Wind power companies Generation consortia Non-profit Distribution of gas Telecoms Trading Holding company Services Key Empresa Brasileira de Transmissão de Energia S.A. 49% VS = Voting stock TS= Total stock 58 Companies 9 Consortia CIA. ENERGÉTICA DE MINAS GERAIS Capim Branco Energy Consortium 21.05% Cemig Capim Branco Energia S.A. 100% Usina Térmica Ipatinga S.A. 100% Cemig PCH S.A. 100% Horizontes Energia S.A. 100% Sá Carvalho S.A. 100% Rosal Energia S.A. 100% Usina Termelétrica Barreiro S.A. 100% Cia. Transleste de Transmissão 25% Empresa Catarinense de Transmissão de Energia S.A. 19.09% Empresa Regional de Transmissão de Energia S.A. 49.99% Empresa Paraense de Transmissão de Energia S.A. 49.98% Empresa Norte de Transmissão de Energia S.A. 49.99% Empresa Amazonense de Transmissão de Energia S.A. 49.98% Cia. Transirapé de Transmissão 24.5% Cia. de Transmissão Centroeste de Minas 51% Cia. Transudeste de Transmissão 24% Transchile Charrúa Transmisión S.A. 49% CEMIG Geração e Transmissão S.A. 100% Baguari Energia S.A. 69.39% Hidrelétrica Cachoeirão S.A 49% Funil Hydro Power Consortium 49% Igarapava Hydro Plant Consortium 14.5% Porto Estrela Hydro Power Consortium 33.33% Queimado Hydro Power Consortium 82.5% Aimorés Hydro Plant Consortium 49% Guanhães Energia S.A. 49% LIGHT S.A. 26.06% CEMIG Distribuição S.A. 100% Madeira Energia S.A. 10% Light Energia S.A. 100% Light Serviços de Eletricidade S.A. 100% Light Social and Urban Development Institute (ILDSU) 100% Light Esco Prest. Serviços Ltda. 100% Lightger S.A. 51% 49% Itaocara Energia Ltda. 100% Light Soluções Ltda. 100% Hidrelétrica Pipoca S.A. 49% Santo Antônio Energia S.A. 100% EBL Companhia de Eficiência Energética S.A. 33% Itaocara Hydro Power Consortium 49% Lajes Small Hydro Plant Consortium 49% STC Sistema de Transmissão Catarinense S.A. 80% Lumitrans Companhia Transmissora de Energia Elétrica 80% Central Termelétrica de Cogeração S.A. 100% Central Hidrelétrica Pai Joaquim S.A. 100% Empresa Santos Dumont de Energia S.A. 100% Cia. de Gás de Minas Gerais 55.2% Strategic Technology Management Center (CGET) 100% Cemig Telecomunicações S.A. 99.99% Efficientia S.A. 100% Cemig Trading S.A. 100% Axxiom Soluções Tecnológicas S.A. Light 51% Cemig 49% Cemig Serviços S.A. 100% Transmissora Aliança de Energia Elétrica S.A. VS: 48% TS: 56.69% ETAU Empresa de Transmissão do Alto Uruguai S.A. 52.58% Brasnorte Transmissora de Energia S.A. 38.67% Central Eólica Praias de Parajuru S.A. 49% Central Eólica Praia Do Morgado S.A. 49% Central Eólica Volta Do Rio S.A. 49% Baguari Hydro Power Consortium 49% CEMIG Baguari Energia S.A. 100% Lightcom Comercializadora de Energia S.A. 100% Ativas Data Center S.A. 49% As of March 26, 2011 Parati S.A. Participações em Ativos De Energia Elétrica CV: 50% CT:25%

 


Investment Grade Speculative Grade Aaa Aa1 Aa2 Aa3 A1 A2 A3 Baa1 Baa2 Baa3 Ba1 Ba2 Ba3 B1 B2 B3 Caa1 Caa2 Caa3 Ca C AA(bra) Cemig H, Cemig GT and Cemig D Brazilian scale Aa1.br Cemig GT and Cemig D Aa2.br Cemig H Baa3 Cemig GT and Cemig D Global scale Ba1 Cemig H Global scale brAA- Cemig GT and Cemig H brAA Cemig D BB Cemig H, Cemig GT and Cemig D Global scale Investment Grade Investment Grade Speculative Grade AA+ AA AA- A+ A A- BBB+ BBB BBB- BB+ BB BB- B+ B B- CCC CC C RD D Investment Grade Speculative Grade AAA AA+ AA AA- A+ A A- BBB+ BBB BBB- BB+ BB BB- B+ B B- C a CCC Fitch Ratings: “Cemig has succeeded in carrying out significant acquisitions, based on the strategies laid down in its Long-term Strategic Plan, and maintains itself in line with this restriction” ensures the funds for growth 8 Brazilian scale Brazilian scale Brazilian scale Brazilian scale Cemig’s credit quality

 


Main benchmarks 1Q11 Financial discipline to lower cost of debt and FX exposure Largest creditors (R$ mn) 1Q11 0% 3% 1% 59% 15% 3% 13% 5% 1% Debenture holders 5,594 42% Banco do Brasil 3,141 24% BNDES 1,388 10% Banco Itaú BBA(*) 896 7% Bradesco(*) 976 7% Unibanco 321 2% Eletrobrás 391 3% Others 610 5% Total 13,317 100% (*) Includes FIDC (Receivables Investment Fund). 9 Finel/RGR IGP-M index US dollar URTJ CDI No index IPCA index Other

 


Finance and Investor Relations Investor Relations Telephone: (+5531) 35065024 Fax: (+5531) 35065025 ri@cemig.com.br http://ri.cemig.com.br 10

 

 


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10.   Market Announcement — Presentation of TAESA Acquisition of Transmission Assets

 

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Relevant Acquisition Acquisition of Abengoas’ Transmissions Assets Rio de Janeiro, June 3 , 2011

 


Acquisition Adds Value and Confirms Strategic Position Description of the Concessions TAESA’s Concessions Acquired Concessions NTE ATE II ATE III ATE I STE Acquired Concessions Concessions Stake Begin Reduction End Km* NTE 100% jan-02 jan-19 jan-32 383 STE 50% dec-02 jul-19 dec-32 389 ATE I 50% dec-04 feb-21 feb-34 370 ATE II 50% mar-05 nov-21 mar-35 942 ATE III 50% Apr-06 Apr-23 apr-36 454 Total 2.538 *Not Weighted by the Stake 2 /5

 


Acquisition Adds Value and Confirms Strategic Position Next Steps Closing BNDES’s Approval BID/COFIDES’s Approval Board of Directors Approval Aneel’s Approval Taesa’s Structure After the Acquisition Total Value: R$ 1.099 MM NTE: R$ 336 MM ABENGOA TAESA 50% Sub-Holding: R$ 763 MM EV/EBITDA: 7,4 X (2010) SUB-HOLDING ATE I ATE II ATE III STE NTE ETAU BRASNORTE 100% 52,6% 38,7% 50% 3 /5 100% 100% 100% 100% Acquisition Step by Step

 


33% increase in RAP and 29% increase in EBITDA (non-IFRS) Impact on TAESA considering the stake, based on 2010 figures not adjusted for the IFRS +29% Market Share RAP +33% 941 729 212 8,61% 1.110 833 277 TOTAL EBITDA MADRID EBITDA TAESA 6,48% TOTAL RAP TAESA RAP MADRID Shareholders' agreement O&M: Board of Directors: Shareholders with 50% of the voting capital: board of directors will be composed of 4 members, 2 elected by each shareholder; ATE I, ATE II , ATE III e STE: Operation and maintenance company that belongs to Abengoas’s group - OMEGA. The scope of the contract to be signed with Omega, with duration of 4 years starting from the signature of the Shareholder whose stake in voting capital is reduced below 45%: the board of directors will then be composed of 5 members, elected by simple majority vote of the Shareholders. shareholders' agreement, was defined jointly by the shareholders; At the end of the fourth year, the lines will be operated and maintained by either a company to be chosen on a Executive Officers: Technical Director indicated by TAESA CFO indicated by Abengoa competitive process or by the Newco itself; NTE: O&M will be done by TAESA (insourcing) 4 /5

 


Indebtedness of TAESA Indebtedness based on 2010 figures NFP/ EBITDA Concessions Loan 12/31/2010 Cost Maturity Payment BNDES - TJLP 104.788 TJLP + a.a 5% 07/15/2016 monthly 1.549 +45% 1,5 2,3 1,6 BNDES - BoC 14.359 UMBNDES + 5% a.a 07/15/2016 monthly Sub-Total 119.147 BNDES - TJLP 67.814 TJLP + 5% a.a 02/15/2017 monthly Unibanco - TJLP 3.933 TJLP + 1,5% a.a + 2,3% a.a 06/15/2013 monthly BNDES - BoC 9.244 UMBNDES + 5% a.a 02/15/2017 monthly Sub-Total 80.991 BNDES - Credit A 39.573 TJLP + 4% a.a 09/15/2018 monthly NTE STE 1.071 478 BNDES - Credit B 123.237 TJLP + 4% a.a 09/15/2018 monthly BNDES - Credit C 24.788 UMBNDES + 4% a.a 09/15/2018 monthly Sub-Total 187.598 BNDES - Credit A 55.342 UMBNDES + de 3,65% 01/15/2020 monthly BNDES - Credit B 247.100 UMBNDES + de 3,65% 01/15/2020 monthly BID - Credit A 149.526 Libor + de 1,20% a 3,25% 11/15/2022 semiannual BID - Credit B 16.304 De 1,70% a 2,75% a.a + Libor 11/15/2018 ATE ATE II Net Debt MADRID TOTAL Net Debt TAESA R$/Million (2010) semiannual Sub-Total 468.272 BID - Credit A 108.205 4,3% a.a. + 1,875% a 2,075% 05/15/2023 semiannual BID - Credit B 35.260 Libor + de 1,875 a 2,075% a.a. 05/15/2023 semiannual BID - Credit C 165.314 Libor + de 1,5 a 1,7% a.a. 05/15/2020 semiannual Sub-Total 308.779 ATE III 35% TJLP BNDES - BoC Concessions RAP EBITDA Debt Cash Dec/2010 Net Debt/Ebitda NTE 99 79 119 16 1,3 STE 50 41 81 10 1,7 ATE I 94 72 188 18 2,4 ATE II 143 102 468 206 2, 6 BID 37% ATE III 68 51 309 62 4,8 TOTAL 455 345 1165 312 2,5 TOTAL STAKE TAESA 277 212 642 164 2,3 The concessions NTE, ATE I, ATE II and ATEIII have the benefit of ADA / ADENE that will end in 2013, 2016 and 2018, respectively This acquisition will not affect the dividend policy of TAESA; 5 /5 - - - - - - - - -

 


New Business Department Fernando Henrique Schüffner Neto Chief Business Development officer (DDN) June 3, 2011

 


Light and Taesa The efficient management of Light and Taesa guarantees robust financial muscle, positioning these two companies as vehicles for the growth of Cemig in the medium and long term. Greater speed, and efficiency, in the management of the asset 2

 


Principal effect of the transaction for Cemig Notes 1. Pro-forma numbers. Figures in IFRS. 2. Impact on Taesa of the following assets acquired from Abengoa: 50% ATE, 50% ATE II, 50% ATE III, 50% STE, 100% NTE. 3. Sum based on Cemig’s percentage holding in Taesa. Impact on financial statements of Cemig 3 Cemig Asset acquired2 Cemig + Asset acquired3 Income statement (R$ mn) – 2010 Net sales revenue 12,863 226 12,991 Net profit 2,258 124 2,328 Balance sheet (R$ mn) – December 2010 Gross debt 13,226 642 13,590 Net debt 10,247 478 10,518 11,476 1,002 12,044 Stockholders’ equity 3

 


Contribution of the transmission business to total Ebitda has now reached 16% Ebtida by business segment Generation 47% Distribution 33% Transmission 16% Others 4% Cemig + Asset acquired2 Notes 1. Pro-forma numbers. Figures in IFRS. Generation 48% Distribution 34% Transmission 14% Others 4% 4 Others 4% 2. Sum based on Cemig’s percentage holding in Taesa.

 


Joining of part of the assets of Abengoa and Taesa strengthens consolidation of the sector Transmission market share (share of Total RAP, 2010–11) Before the acquisition After the acquisition Notes 1. Abengoa: 50% ATE, 50% ATE II, 50% ATE III, 50% STE, 100% NTE. 2. holdings in Cemig and Taesa and TBE. holdings in the transmission market now total 12.9% 5 Company % Company % Eletrobras 46.0% Eletrobras 46.0% ISA-CTEEP 16.4% ISA-CTEEP 16.4% Taesa 6.5% Taesa + Acquisition1 8.6% Cemig 6.0% Cemig 6.0% Abengoa 5.3% TBE 4.8% TBE 4.8% Cemig + holdings2 12.9% With the acquisition, Cemig’s direct and indirect 100% of the assets of Taesa, plus Taesa’s portion of the assets acquired from The sum is of 100% of the assets of Cemig plus the portion relating to Cemig’s

 


Investor Relations Telephone: (+55-31) 3506-5024 Fax: (+55-31) 3506-5025 ri@cemig.com.br http://ri.cemig.com.br 6 New Business Department

 

 


Table of Contents

 

11.   Market Announcement — Presentation of Supply/Demand Balance CEMIG GT and the Grid — 16th Annual CEMIG-APIMEC Meeting, June 3, 2011

 

146



CEMIG GT and the grid: Supply/demand balance Marcus Vinícius de Castro Lobato Energy Risk Analysis and Control Manager (PC/AR) June 3, 2011

 


Source: PMO, May 2010; Cemig research (as shown last year at Apimec 2010), and an estimated GDP of 5% for the 2011-2014 period Supply structure (average MW) 2 Thermal Hydro Market Balance Balance, % Brazilian National Grid (“SIN”)

 


Sources: PMO, May 2011; Cemig research and an estimated GDP of 5% for the 2011-2014 period Supply structure (average MW) Brazilian National Grid 3 Thermal Hydro Market Balance Balance, %

 


Sources: PMO, May 2011; Cemig research and an estimated GDP of 5% for the 2011-2014 period Supply structure (average MW) Brazilian National Grid 4 Reserve Thermal Hydro Market Balance Balance, %

 


Sources: PMO, May 2011; PDE, 2019; Cemig research and an estimated GDP of 5% for the 2011-2014 period Structural energy balance (average MW) Brazilian National Grid 5 Reserve Thermal Hydro Market Balance, % Balance

 


CEMIG GT – Supply-demand balance Conventional energy Detail of requirements Resources available for commercialization Intermediation (transferred to Cemig Trading) Free Market Sales – new contracts Free Market Sales (Free Consumers and Traders) Sales to be decided (2nd renewal concessions) Forecast Regulated Market sales Regulated Market sales (distributors) Pass-through under operating agreement Probable renewals Negotiations in progress 6

 


Conventional energy Detail of requirements Probable renewals Negotiations in progress Estimate of secondary energy overages accounted in short-term market CEMIG GT – Supply-demand balance 7 Resources available for commercialization Intermediation (transferred to Cemig Trading) Free Market Sales – new contracts Free Market Sales (Free Consumers and Traders) Sales to be decided (2nd renewal concessions) Forecast Regulated Market sales Regulated Market sales (distributors) Pass-through under operating agreement

 


CEMIG GT – Supply-demand balance Conventional energy 8 Average MW Average MW Resources available for commercialization Intermediation (transferred to Cemig Trading) Free Market Sales – new contracts Free Market Sales (Free Consumers and Traders) Sales to be decided (2nd renewal concessions) Forecast Regulated Market sales Regulated Market sales (distributors) Pass-through under operating agreement

 


CEMIG GT – Supply-demand balance Incentive-bearing electricity supply Purchases – Traders Sales being negotiated Purchases – Wind Farms Probable renewals Purchases – Small Thermal Realized sales Purchases – Small Hydro 9

 


Investor Relations Telephone: (+55-31) 3506-5024 Fax: (+55-31) 3506-5025 ri@cemig.com.br http://ri.cemig.com.br Cemig GT and the grid – Supply-demand balance 10

 

 


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12.   Notice to Stockholders — June 29, 2011, Dividend Payment, June 7, 2011

 

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GRAPHIC

 

COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG

 

LISTED COMPANY

CNPJ 17.155.730/0001-64

 

NOTICE TO STOCKHOLDERS

 

DIVIDEND PAYMENT, JUNE 29, 2011

 

Cemig hereby advises stockholders that it will pay R$ 598,037,000, equivalent to R$ 0.876728126 per share, to stockholders on June 29, 2011.

 

This is the first portion of the stockholder proceeds for the business year 2010, and is equal to 50% of the amount decided by the Ordinary and Extraordinary General Meetings of Stockholders held, concurrently, on April 29, 2011.

 

Stockholders entitled to this payment are those whose names were on the Company’s Nominal Share Registry on April 29, 2011.

 

·                  Stockholders whose bank details are up to date with the Custodian Bank for Cemig’s nominal shares (Banco Bradesco S.A.) will have their credits posted automatically on the day of payment, on which occasion they will receive the advice of the corresponding credit.

 

·                  In the event of not receiving the notice of credit, the stockholder should visit a branch of Banco Bradesco S.A. to update his/her registry details.

 

·                  Proceeds from shares deposited in custody at CBLC (Companhia Brasileira de Liquidação e Custódia — the Brazilian Settlement and Custody Company) will be credited to that entity and the Depository Brokers will be responsible for passing the amounts through to holders.

 

Belo Horizonte, June 7, 2011

 

Luiz Fernando Rolla

Chief Finance and Investor Relations Officer

 

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

 

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

 

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13.   Summary of Minutes of the 511th Meeting of the Board of Directors, June 2, 2011

 

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COMPANHIA ENERGÉTICA DE MINAS GERAIS — CEMIG

LISTED COMPANY

CNPJ 17.155.730/0001-64 — NIRE 31300040127

 

BOARD OF DIRECTORS

 

SUMMARY OF

MINUTES

 

OF THE 511TH MEETING

 

Date, time and place:

June 2, 2011 at 9.30 a.m. at the company’s head office,

 

Av. Barbacena 1200, 21th Floor, Belo Horizonte, Minas Gerais, Brazil.

 

Meeting Committee:

Chair:

Dorothea Fonseca Furquim Werneck;

 

Secretary:

Anamaria Pugedo Frade Barros.

 

Summary of proceedings:

 

I                             The Chair asked the Board Members present whether any of them had conflict of interest in relation to the matters on the agenda of this meeting, and all stated there was no such conflict of interest, except in relation to the proposal to enter into a Mutual Cooperation Working Agreement with the State of Minas Gerais, through the State Environment and Sustainable Development Department (Semad) — on which the Board Member Adriano Magalhães Chaves stated himself a conflict of interest.

 

II                         The Chairman stated that all the matters on the agenda had been examined by Committees of the Board of Directors, and their approval recommended.

 

III                     The Board approved:

 

a)            The proposal by the Chair to alter the composition of the Board of Directors Support Committee, to replace the board Member Franklin Moreira Gonçalves by the Board Member Leonardo Maurício Colombini Lima.

b)           The minutes of this meeting.

 

IV                    The Board authorized:

 

a)            Opening of administrative tender proceedings for, and contracting of, services of works infrastructure, and building, electrical and hydraulic refurbishment, for preventive and corrective building maintenance, preparation of plans, engineering and technical support in building facilities, through a single contract to serve the real estate units of Belo Horizonte and Contagem, Minas Gerais, with cost to be prorated as follows: 80% for Cemig D, 19% for Cemig GT and 1% for Cemig — these percentages to be reviewed at every extension of the contractual period, whenever it is found that there is insufficiency of funds for any of the companies, provided that the total estimated value for the contracting is not exceeded.

 

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

 

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

 

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b)           Opening of administrative tender proceedings for, and contracting, through a single public instrument, of, implementation and administration of corporate credit card services, for payment of expenses such as accommodation, meals, fuel and automobile services, land transport, Brazilian and international air travel, vehicle rental, road tolls and parking, for a period of up to sixty months, for the following companies, and prorated between them as follows: Cemig — 3.98%; Cemig D — 69.25%; Cemig GT — 24.65%; Efficientia — 0.44%; Cemig Trading — 0.08%; CemigTelecom — 0.80%; Cemig Serviços — 0.72%; and Central Hidrelétrica Pai Joaquim — 0.08% — the prorating percentages to be reviewed, at the time of renewal of the Contracts, when any insufficiency of funds for any of the companies is found, provided that the estimated total value for contracting is not exceeded.

 

V                        The Board oriented vote in favor of the agenda, by the representative of Cemig, in the Extraordinary General Meetings and/or meetings of the Board of Directors of Empresa Amazonense de Transmissão de Energia (EATE) that decide on the increase of capital of Empresa Brasileira de Transmissão de Energia S.A. (EBTE) to up to two hundred and seventy million five hundred and seventy five Reais and fourteen centavos, and the subscription and paying up of the respective shares.

 

VI                    The Board ratified signature of the Mutual Cooperation Working Agreement with the State of Minas Gerais, through the State Environment and Sustainable Development Department (Semad), for secondment of the employee Adriano Magalhães Chaves, personal number 43311, to that Department for a period of four years, as from January 3, 2011.

 

VII                Conflict of interest: The Board Member Adriano Magalhães Chaves withdrew from the meeting room during the debate on the item relating to ratification of the mutual cooperation working agreement mentioned in Item VI above, since he believed he had conflict of interest in the matter, returning to the meeting only after decision on this matter by the other Board Members.

 

VIII            The following spoke on general matters and business of interest to the Company:

 

Board members;

 

Chief Officer:

Luiz Fernando Rolla;

General Manager:

Cezar Vaz de Melo Fernandes;

 

The following were present:

 

Board members:

Dorothea Fonseca Furquim Werneck,

Saulo Alves Pereira Junior,

Djalma Bastos de Morais,

Fernando Henrique Schüffner Neto,

Antônio Adriano Silva,

Adriano Magalhães Chaves,

Arcângelo Eustáquio Torres Queiroz,

Cezar Manoel de Medeiros,

Eduardo Borges de Andrade,

Franklin Moreira Gonçalves,

Francelino Pereira dos Santos,

Lauro Sérgio Vasconcelos David,

Guy Maria Villela Paschoal,

Leonardo Maurício Colombini Lima,

João Camilo Penna,

Newton Brandão Ferraz Ramos,

Luiz Carlos Costeira Urquiza,

Paulo Sérgio Machado Ribeiro,

Paulo Roberto Reckziegel Guedes,

Tarcísio Augusto Carneiro,

Ricardo Coutinho de Sena;

 

Luiz Fernando Rolla;

 

General Manager:

Cesar Vaz de Melo Fernandes;

 

Secretary:

Anamaria Pugedo Frade Barros.

 

 

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