Itr 2
Itr 2
Itr 2
Amounts Charged and Bills Many litigations are currently in progress and
discuss amounts charged by Light SESA for services provided, such as demand
amounts, consumption amounts, financial charges, rates, insurances, among
other. The amount currently assessed represented by these claims is R$26,146.
Equipment and Network Light SESA has litigations due to meters used to
measure energy consumption. Litigations address several themes, such as meter
functionality, approval by meteorological agency, among others and, also,
66
litigations about its Network, due to its extension, removal or even financial
contribution of the client to install the network. The amount currently assessed
represented by these claims is R$12,360.
b) Tax
LIR/LOI - IRPJ/CSLL - Income vs. Equity Pickup Proceeding
16682.720216/2010-83) - Light SESA filed writ of mandamus No.
2003.51.01.005514-8 to challenge an assessment of corporate income tax (IRPJ)
and social contribution (CSLL) on income earned by its subsidiaries LIR e LOI
since 1996 that was allegedly not offered to taxation, as well as the demand for
including equity pickup income in the assessment of the IRPJ and CSLL for
calendar years up to 2002 and subsequent years. Light SESA attempted to move
for a partial withdrawal in this writ of mandamus to include the tax debts in the
repayment program created by Law No. 11,941/09, and proceed against the
assessment in connection with the equity accounting method. However, the
Treasury attorney did not accept this partial withdrawal, nor did the competent
court. As a result, Light SESA withdrew its writ completely and changed the
assessment methodology for the IRPJ/CSLL, which had previously been done
based on the income, to use the equity method of accounting. The tax authorities
disallowed this change and assessed Light SESA. Light SESA filed a challenge
in response to this assessment, which was deemed groundless. The voluntary
appeal lodged by Light SESA is pending judgment. The amount involved in this
claim as of June 30, 2011 is R$135,300.
IRRF - Disallowance of tax offset - LIR/LOI (Proceeding 10768.002.435/2004-
11) There is no confirmation of tax offsets related to withholding income tax
credits on financial investments and withholding income tax credits on the
payment of energy accounts by public bodies, offset due to negative balance of
Corporate Income Tax in the reference year of 2002. The motion to disagree
filed by Light SESA was deemed groundless. The voluntary appeal lodged by
Light SESA is pending judgment. The amount involved in this claim as of June
30, 2011 is R$192,800.
Normative Instruction (NI) No. 86 (Proceeding 10707000751/2007-15 - (2003
through 2005) - This notice of infringement was issued to assess a fine on the
Company for alleged failure to make electronic file submissions, as required by
NI. No. 86/2001, for calendar years 2003 through 2005. The appeal of Light
SESA was dismissed, upon which a special appeal was filed and still pending
judgment. The amount involved in this claim as of June 30, 2011 is R$268,300.
ICMS on low-income subsidy (Proceeding E-34/059.150/2004) Tax
Deficiency Notice drawn up to charge ICMS on amounts of economic subsidy to
low-income consumers of electricity arising from Global Reversion Reserve
Funding. The appeal was deemed groundless. An appeal was lodged by Light
SESA with the Taxpayers Council, which decided this appeal shall return to the
administrative lower court for due diligence. The amount involved in this
lawsuit is R$77,200 on June 30, 2011.
67
20. POST-EMPLOYMENT BENEFITS
Below is a summary of the Company's liabilities involving pension plan benefits as
stated on its balance sheet:
Current Non-current Total Current Non-current Total
Contractual debt with pension fund 103,031 935,646 1,038,677 95,048 920,630 1,015,678
Other 725 - 725 507 - 507
Total 103,756 935,646 1,039,402 95,555 920,630 1,016,185
06/30/2011 12/31/2010
The statement below summarizes the changes in agreement liabilities in the first half of
2011:
Total
Consolidated
Contractual liabilities on 12/31/2010 1,015,678 95,048 920,630
Amortization in the half-year (51,183) (51,183) -
Restatements in the half-year 74,182 33,254 40,928
Transfer to current - 25,912 (25,912)
Contractual liabilities on 06/30/2011 1,038,677 103,031 935,646
Current Non-current
21. OTHER PAYABLE
CURRENT 06/30/2011 12/31/10 06/30/2011 12/31/2010
Advances from clients 1,766 - 3,172 3,491
Compensation for use of water resources - - 3,830 4,000
Energy Research Company EPE - - 1,003 503
National Scientific and Technological Development Fund FNDCT - - 1,883 1,007
Energy Efficiency Program PEE - - 55,609 48,925
Research and Development Program P&D - - 37,353 37,445
Ex-isolated charges - - 2,705 10,966
Public lighting fee - - 76,324 69,243
Provision for voluntary redundancy - - 13,668 23,113
Other 568 1,981 37,600 37,625
Total 2,334 1,981 233,147 236,318
NON-CURRENT
Provision for success fees - - 14,306 14,306
Reversal reserve - - 69,933 69,933
Use of Public Asset - UBP - - 132,796 128,746
Other - - 5,473 13,670
Total - - 222,508 226,655
Parent Company Consolidated
22. RELATED-PARTY TRANSACTIONS
As of June 30, 2011, Light S.A. belonged to the Controlling Group Companhia
Energtica de Minas Gerais CEMIG, Luce Empreendimentos e Participaes S.A. and
Rio Minas Energia Participaes S.A (RME) company controlled by Redentor
Energia.
68
Interest in subsidiaries and jointly-owned subsidiaries is outlined in the Note 1.
Below is a summary of related-party transactions occurred in the first half of 2011 and
the year ended in 2010:
Contracts with the same group Relationship with
(Agreement objectives and characteristics) Light S.A. 6/30/2011 12/31/2010 6/30/2011 12/31/2010 6/30/2011 6/30/2010 6/30/2011 6/30/2010
Strategic agreement CEMIG
Purchase agreement of electric power between (party of the - - 7,064 8,653 - - 34,615 38,335
Light SESA and CEMIG controlling group)
Strategic agreement CEMIG
Purchase agreement of electric power between (party of the - - 122 166 - - 675 651
Light SESA and CEMIG controlling group)
Strategic agreement CEMIG
Sale agreement of electric power between (party of the 2,283 2,561 - - 9,662 10,187 - -
Light Energia and CEMIG controlling group)
Strategic agreement CEMIG
Collection of distribution systemusage charges (party of the 381 381 - - 1,134 1,148 - -
between Light SESA and CEMIG controlling group)
Strategic agreement CEMIG
Commitment to the basic electric network usage (party of the - - 1,174 1,634 - - 7,222 9,912
charges between Light SESA and CEMIG controlling group)
Strategic agreement CEMIG
Commitment to the basic electric network usage (party of the 10 10 - - 61 59 - -
charges between Light Energia and CEMIG controlling group)
Strategic agreement
Loan with Light S.A., which holds Lightger S.A
50.9% Lightger, in order to hono financial (jointly-owned subsidiary) - - 31,827 11,156 - - 1,431 -
commitments related to the implantation of the
Pacambi small hydroelectric plant (PCH)
Pension Plan BRASLIGHT
Fundao de Seguridade Social (Social Security (Indirect party of - - 1,038,677 1,015,678 - - 74,181 61,215
Foundation) - BRASLIGHT the controlling group)
CONSOLIDATED
ASSETS LIABILITIES REVENUE EXPENSES
Below is a summary of agreements executed with related parties:
Maturity Conditions Remaining
Contracts with the same group Relationship with Original
Date
date for termination balance Agreements
(Agreement objectives and characteristics) Light S.A. amount or term or end 30/06/2011 conditions
Strategic agreement CEMIG 30% Price established
Purchase agreement of electric power between (Party of the 614,049
Jan / 2006 Dec / 2038
of remaining 457,258 in the regulated market
Light SESA and CEMIG controlling group) balance
Strategic agreement CEMIG 30% Price established
Purchase agreement of electric power between (Party of the 37,600
Jan / 2010 Dec / 2039
of remaining 37,561 in the regulated market
Light SESA and CEMIG controlling group) balance
Strategic agreement CEMIG Price established
Sale agreement of electric power between (Party of the 156,239 Jan / 2005 Dec / 2013 N / A 40,884 in the regulated market
Light SESA and CEMIG controlling group)
Strategic agreement CEMIG Price established
Collection of distribution system usage charges (Party of the - Nov / 2003 Undetermined N / A 381 in the regulated market
between Light SESA and CEMIG controlling group)
Strategic agreement CEMIG Price established
Commitment to the basic electric network usage (Party of the - Dec / 2002 Undetermined N / A 1,174 in the regulated market
charges between Light Energia and CEMIG controlling group)
Strategic agreement CEMIG Price established
Commitment to the basic electric network usage (Party of the - Dec / 2002 Undetermined N / A 10 in the regulated market
charges between Light Energia and CEMIG controlling group)
Loans
Loan with Light S.A., which holds Lightger S.A
50.9% Lightger, in order to hono financial (Jointly-owned 11,042 Oct / 2010 Oct / 2011 N / A 31,827 CDI + 0.9% p.a
commitments related to the implantation of the subsidiary)
Pacambi small hydroelectric plant (PCH)
Pension Plan BRASLIGHT
Fundao de Seguridade Social (Social Security (Party of the 535,052 Jun / 2001 Jun / 2026 N / A 1,038,677 IPCA+ 6% p.a
Foundation) - BRASLIGHT controlling group)
Related-party transactions have been executed under usual market conditions.
69
MANAGEMENT REMUNERATION
Policy regarding remuneration of the Board of Directors, Executive Board, Fiscal
Council Board and board committees.
(i) Pro-rata share of each component to the aggregate remuneration for the period of
2011.
Board of Directors
Fixed Remuneration: 100%
Variable Remuneration: -
Board of Executive Officers
Fixed Remuneration: 27%
Variable Remuneration: 73%
Outros -
Fiscal Committee
Fixed Remuneration: 100%
Variable Remuneration: -
Remuneration paid by the Company to the Board of Directors, Executive Board, and
Fiscal Council related to the first half of 2011:
2011
Board of
Directors Fiscal Council
Board of
Executive
Offcers Total
Number of members (*) 20.8 10.0 7.5 38.3
Annual fixed compensation 607 230 2,244 3,081
Salary or pro-labore 607 230 1,936 2,773
Direct and indirect benefits - - 308 308
Compensation for participation in Committee - - - -
Other - - - -
Variable compensation - - 5,973 5,973
Bonus - - 1,803 1,803
Profit sharing - - - -
Compensation for attending meetings - - - -
Commissions - - - -
Other (ILP) - - 4,170 4,170
Post-employment benefits - - - -
Benefits from the assignment of office - - - -
Share-based compensation - - - -
Total compensation per body 607 230 8,217 9,054
Consolidated
70
Average compensation due to the Board of Directors, Executive Board, and Fiscal
Council in the first half of 2011:
2011
Board of
Directors Fiscal Council
Board of
Executive
Offcers Total
Number of members (*) 20.8 10.0 7.5 38.3
Highest individual compensation 48 37 310 395
Lowest individual compensation 24 6 271 301
Average individual compensation 29 23 258 310
Parent Company
* number of members calculated through the weighted average of the six-month period.
23. SHAREHOLDERS EQUITY
Capital Stock
There are 203,934,060 non-par and book-entry common shares of Light S.A.
(203,934,060 on December 31, 2010) as of June 30, 2011 recorded as Capital Stock in
the total amount of R$2,225,822 (R$2,225,822 on December 31, 2010), as follows:
Number of Shares % Interest Number of Shares % Interest
Number of Shares % Interest Number of Shares % Interest
Controlling Group 106,304,597 52.12 106,304,597 52.12
RME Rio Minas Energia Participaes S.A. 26,576,150 13.03 26,576,150 13.03
Companhia Energtica de Minas Gerais S.A. 53,152,298 26.06 53,152,298 26.06
Luce Empreendimentos e Participaes S.A. 26,576,149 13.03 26,576,149 13.03
Other 97,629,463 47.88 97,629,463 47.88
BNDES Participaes S.A. - BNDESPAR 30,631,782 15.03 30,631,782 15.03
Public 66,997,681 32.85 66,997,681 32.85
Overall Total 203,934,060 100 203,934,060 100
SHAREHOLDERS
6/30/2011 12/31/2010
SHAREHOLDERS
Light S.A. is authorized to increase its capital up to the limit of 203,965,072 common
shares through resolution of the Board of Directors, regardless of amendments to the
bylaws. However, this increase is to occur exclusively upon the exercise of the warrants
issued, strictly pursuant to the conditions of the warrants (Bylaws, Article 5, paragraph
2).
24. DIVIDENDS PAYABLE
At the Annual and Extraordinary General Meeting held on April 28, 2011, the
shareholders approved the payment of dividends based on the income determined on
December 31, 2010, in the amount of R$350,979, and payment was made to May 18,
2011.
71
25. EARNINGS PER SHARE
Pursuant to the requirements of CPC 41 and the IAS 33 (Earnings per Share), the
statement below reconciles the period's earnings per share with the amounts used to
determine the basic and diluted earnings per share.
06/30/2011 06/30/2010
NUMERATOR
Net income for the period (R$) 211,665 362,431
DENOMINATOR
Weighted average number of common shares 203,934,060 203,934,060
BASIC AND DILUTED EARNINGS PER COMMON SHARE 1.038 1.777
Consolidado
There were no significant differences between the basic and diluted earnings per share
as of June 30, 2010 and 2011.
26. NET OPERATING REVENUE BREAKDOWN
04.01 to 06.30 2011 2010
Supply to consumers/distributors (note 27) 2,092,856 2,028,259
Leases, rentals and other 438 11,125
Revenue from network usage 170,425 181,379
Revenue from consrtruction 179,234 111,186
Revenue from services rendered 30,924 14,830
Taxed servicefee 960 512
GROSS REVENUE 2,474,837 2,347,291
Billed supply -ICMS (549,633) (566,673)
PIS / COFINS (125,513) (134,070)
Other (1,231) (694)
REVENUE TAXES (676,377) (701,437)
Fuel Consumption Account - CCC (76,416) (51,672)
Energy Development Account - CDE (57,798) (51,546)
Global Reveral Reserve - RGR (3,519) (16,171)
Energy Research Company - EPE (1,530) (1,446)
National Technological Development Fund - FNDCT (3,062) (2,893)
Energy Efficiency Program - PEE (6,881) (6,502)
Research and Development -R&D (3,061) (2,893)
Other charges - ex-isolated (4,128) -
Other charges - Proinfa (4,141) -
CONSUMER CHARGES (160,536) (133,123)
TOTAL DEDUCTIONS (836,913) (834,560)
NET REVENUE 1,637,924 1,512,731
Consolidated
72
01.01 to 06.30 2011 2010
Supply to consumers/distributors (note 27) 4,534,968 4,323,248
Leases, rentals and other 6,575 21,897
Revenue from network usage 367,031 354,203
Revenue from consrtruction 326,267 222,436
Revenue from services rendered 45,920 27,401
Taxed servicefee 1,594 978
GROSS REVENUE 5,282,355 4,950,163
Billed supply -ICMS (1,199,653) (1,177,719)
PIS / COFINS (283,608) (276,611)
Other (1,779) (2,169)
REVENUE TAXES (1,485,040) (1,456,499)
Fuel Consumption Account - CCC (152,832) (105,446)
Energy Development Account - CDE (115,596) (103,092)
Global Reveral Reserve - RGR (7,038) (34,116)
Energy Research Company - EPE (3,292) (3,091)
National Technological Development Fund - FNDCT (6,586) (6,179)
Energy Efficiency Program - PEE (14,843) (13,976)
Research and Development -R&D (6,585) (6,179)
Other charges - ex-isolated (8,905) -
Other charges - Proinfa (9,037) -
CONSUMER CHARGES (324,714) (272,079)
TOTAL DEDUCTIONS (1,809,754) (1,728,578)
NET REVENUE 3,472,601 3,221,585
Consolidated
73
27. ELECTRIC POWER SUPPLY
74
28. OPERATING COSTS AND EXPENSES
04.01 to 06.30
Nature of the expense Electric Power Operation Selling General and Adm
Other Operating
Revenues (Expenses)
Personnel and management - (47,977) (5,031) (22,750) - (75,758) (64,178)
Material - (5,005) (399) (701) - (6,105) (8,084)
Outsourced services - (47,217) (24,146) (37,059) - (108,422) (82,507)
Electricity purchased for resale (Note 29) (900,749) - - - - (900,749) (804,800)
Depreciation and amortization - (81,611) (305) (10,508) - (92,424) (88,067)
Allowance for doubtful accounts - - (79,531) - - (79,531) (75,258)
Provision for contingencies - - - (19,776) - (19,776) 38,120
Cost of Construction - (179,234) - - - (179,234) (111,186)
Other - (5,157) (303) (22,057) (1,391) (28,908) (13,603)
Total (900,749) (366,201) (109,715) (112,851) (1,391) (1,490,907) (1,209,563)
01.01 to 06.30
Nature of the expense Electric Power Operation Selling General and Adm
Other Operating
Revenues (Expenses)
Personnel and management - (87,161) (9,139) (41,330) - (137,630) (117,588)
Material - (10,150) (809) (1,423) - (12,382) (16,903)
Outsourced services - (92,350) (47,225) (72,481) - (212,056) (166,409)
Electricity purchased for resale (Note 29) (1,894,299) - - - - (1,894,299) (1,655,711)
Depreciation and amortization - (161,778) (605) (20,831) - (183,214) (173,714)
Allowance for doubtful accounts - - (143,882) - - (143,882) (138,793)
Provision for contingencies - - - (16,695) - (16,695) 131
Cost of Construction - (326,267) - - - (326,267) (222,436)
Other - (10,053) (590) (43,000) (362) (54,005) (35,677)
Total (1,894,299) (687,759) (202,250) (195,760) (362) (2,980,430) (2,527,100)
Cost of Service Operating Expenses
2011 2010
Consolidated
Cost of Service
2011 2010
Operating Expenses
Consolidated
29. ENERGY PURCHASED FOR RESALE
2011 2010 2011 2010
Connection charges - - (7,053) (4,546)
Spot market energy 21 6 167 3,718
Network usage charges - - (104,016) (105,094)
UTE Norte Fluminense 1,583 1,583 (216,261) (198,510)
Itaipu 1,344 1,348 (122,439) (137,982)
National Electric System Operator (O.N.S.) - - (4,683) (4,895)
PROINFA - - (22,317) (26,778)
ESS - - (27,617) (29,387)
Other contracts and electric power auctions 4,016 3,567 (396,530) (301,326)
Total 6,964 6,504 (900,749) (804,800)
01.01 to 06.30
2011 2010 2011 2010
Connection charges - - (14,106) (9,195)
Spot market energy 776 832 (27,071) (8,080)
Network usage charges - - (208,969) (210,305)
UTE Norte Fluminense 3,150 3,150 (430,134) (394,815)
Itaipu 2,666 2,682 (251,029) (278,678)
National Electric System Operator (O.N.S.) - - (8,922) (9,594)
PROINFA - - (43,879) (60,616)
ESS - - (70,760) (54,559)
Other contracts and electric power auctions 8,500 7,732 (839,429) (629,869)
Total 15,092 14,396 (1,894,299) (1,655,711)
Consolidated
GWh R$
Consolidated
GWh R$
75
30. FINANCIAL INCOME
04.01 to 06.30 2011 2010
REVENUES
Interest and variation on debts paid by installments 35,689 22,066
Income from investments 16,075 12,312
Swap operations 340 (23)
Other financial income 6,144 17,381
58,248 51,736
EXPENSES
Restatement of provision for contingencies (4,049) (5,737)
Expenses with tax liabilities (14,837) 29,313
Debt charges (119,250) (100,559)
Swap operations (2,037) (189)
Other financial expenses (6,951) (6,758)
(147,124) (83,930)
Total (88,876) (32,194)
01.01 to 06.30 2011 2010
REVENUES
Interest and variation on debts paid by installments 55,442 41,955
Income from investments 27,035 28,723
Swap operations 355 32
Other financial income 11,914 25,456
94,746 96,166
EXPENSES
Restatement of provision for contingencies (18,968) (22,817)
Expenses with tax liabilities (22,554) 22,131
Debt charges (225,003) (191,872)
Swap operations (3,580) 81
Other financial expenses (10,114) (33,729)
(280,219) (226,206)
Total (185,473) (130,040)
Consolidated
Consolidated
76
31. FINANCIAL INSTRUMENTS
The statement below reconciles the carrying and fair values of assets and liabilities
related to our financial instruments:
ASSETS Book value Fair Value Book value Fair Value
Cash and cash equivalents (note 4) 80.328 80.328 38.295 38.295
Other receivables (note 10) 39.933 39.933 23.860 23.860
Total 120.261 120.261 62.155 62.155
LIABILITIES
Suppliers (Note 14) 96 96 280 280
Total 96 96 280 280
Parent Company
12/31/2010 6/30/2011
ASSETS Contabilizado Valor Justo Contabilizado Valor Justo
Cash and cash equivalents (note 4) 436.865 436.865 514.109 514.109
Marketable securities (note 5) 11.167 11.167 11.122 11.122
Concessionaires and permissionaires (note 6) 1.568.399 1.568.399 1.634.965 1.634.965
Swaps 566 566 211 211
Concession financial assets (note 9) 508.599 508.599 469.030 469.030
Other receivables (note 10) 175.476 175.476 160.838 160.838
Total 2.701.072 2.701.072 2.790.275 2.790.275
LIABILITIES
Suppliers (Note 14) 549.414 549.414 658.421 658.421
Loans and financing (Note 15) 1.324.332 1.325.726 1.335.183 1.342.054
Debentures (Note 16) 1.577.264 1.577.264 1.088.402 1.088.402
Swaps (Note 15) 5.275 5.275 5.295 5.295
Total 3.456.285 3.457.679 3.087.301 3.094.172
Consolidated
6/30/2011 12/31/2010
In compliance with CVM Rule No. 475/2008 and CVM Resolution No. 604/2009,
which revoked Resolution No. 566/2008, the description of accounting balances and fair
value of financial instruments stated in the balance sheet as of June 30, 2011 are
identified as follows:
Financial investments
Financial investments in bank deposit certificates are measures at their acquisition
cost duly escalated at the balance sheet date, which value is proximate to their fair
value, as determined by the management.
Marketable securities
Financial investments in bank deposit certificates are measures at their acquisition
cost duly escalated at the balance sheet date, which value corresponds to their fair
value.
77
Consumers, concessionaries and permissionaries (clients)
These are classified as loans and receivables, being recorded at their original
values and subject to a provision for losses and adjustments to their present values,
where applicable.
Financial concession assets
These are classified as loans and receivables, being recorded at their original
values and subject to a provision for losses and adjustments to their present values,
where applicable.
Suppliers
Accounts payable to suppliers of materials and services required in the operations of
the Company and its subsidiaries, the amounts of which are known or easily
determinable, added, where applicable, of relevant charges, escalation and/or
exchange costs incurred as of the balance sheet date.
These balances are classified as financial liability not measured at fair value and
were recognized at their amortized cost, which is not significantly different from
their fair value.
Loans, financing and debentures
These are measured by the restated amortized cost method. Fair value was
calculated at interest rates applicable to instruments with similar nature, maturities
and risks, or based on market quotations of these securities. The fair value for
BNDES financing are identical to accounting balances, since there are no similar
instruments, with comparable maturities and interest rates. In case of debentures,
book and fair values are identical, as there is no liquid trading market for these
debentures as an accurate benchmark in the market calculation. These financial
instruments are classified as financial liabilities not measured at the fair value.
Swaps
These are measured by the fair value. A the determination of fair value used
available information in the market and usual pricing methodology: the face value
(notional) evaluation for long position (in U.S. dollars) until maturity date and
discounted at present value of clean coupon rates, published in bulletins of
Securities, Commodities and Futures Exchange BM&F Bovespa.
It is worth mentioning that estimated fair values of financial assets and liabilities
were determined by means of information available on the market and appropriate
valuation methodologies. Nevertheless, meaningful judgment was required when
interpreting market data to produce the most appropriate fair value estimate. As a
result, estimates used and presented below do not necessarily indicate the amounts
that may be realized in current exchange market.
78
a) Financial Instruments by category:
Fair value Fair value
Loans though Loans though
ASSETS and receivables profit and loss Total and receivables profit and loss Total
Cash and cash equivalent (note 4) 124 80.204 80.328 15.152 421.713 436.865
Marketable securities (note 5) - - - - 11.167 11.167
Consumers,concessionaires and permissionaires(note 6) - - - 1.568.399 - 1.568.399
Swaps - - - - 566 566
Concession financial assets (note 9) - - - 508.599 - 508.599
Other Receivables (note 10) 39.933 - 39.933 175.476 - 175.476
Total 40.057 80.204 120.261 2.267.626 433.446 2.701.072
Fair value Fair value
Loans though Loans through
LIABILITIES and receivables profit and loss Total and receivables profit and loss Total
Suppliers (Note 14) 96 - 96 549.414 - 549.414
Loans and financing (Note 15) - - - 1.324.332 - 1.324.332
Debentures (Note 16) - - - 1.577.264 - 1.577.264
Swaps (Note 15) - - - - 5.275 5.275
Total 96 - 96 3.451.010 5.275 3.456.285
Consolidated
06/30/2011
Parent Company
06/30/2011
b) Policy concerning derivative instruments
The Company has a policy of using derivative instruments which has been approved by
its Board of Directors. According to this policy, the debt service (principal plus interest
and charges) denominated in foreign currency maturing within 24 months is to be
hedged, except no speculative transaction is allowed, whether using derivatives or any
other risky asset.
In line with the policy standards, the Company and its subsidiaries do not have any
forward contracts, options, swaptions, callable swaps, flexible options, derivatives
embedded in other products, derivative-structured transactions and so-called exotic
derivatives. Furthermore, the statement above denotes that the Company and its
subsidiaries use cashless exchange rate swaps (US$ vs. CDI), of which the Notional
Contract Value is equal to the amount of the debt service denominated in foreign
currency maturing in 24 months.
c) Risk management and goals achieved
Management of derivative instruments is achieved through operating strategies with a
view to liquidity, profitability and safety. Our control policy consists of ongoing
enforcement of policy standards concerning the use of derivative instruments, as well as
continued monitoring of agreed upon rates versus market rates.
d) Risk Factors
During the normal course of its businesses, the Company and its subsidiaries are
exposed to the market risks related to currency variations and interest rates, as evidenced
in the chart below:
79
Debt breakdown (excluding financial charges):
R$ % R$ %
USD 64,076 2.2 73,131 3.0
Foreign currency (current and noncurrent) 64,076 2.2 73,131 3.0
CDI 2,107,188 72.7 1,618,316 66.8
TJLP 623,406 21.4 624,457 25.8
Other 106,926 3.7 107,681 4.4
Local currency (current and noncurrent) 2,837,520 97.8 2,350,454 97.0
Overall total (current and noncurrent) 2,901,596 100.0 2,423,585 100
Consolidated
6/30/2011 12/31/2010
On June 30, 2011, according to the chart above, the foreign currency-denominated debt
is R$64,076, or 2.21% of the debts principal.
Financial derivative instruments were contracted for the amount of foreign currency-
denominated debt service to expire within 24 months, in the swap modality, whose
notional value on June 30, 2011 stood at US$17,036, according to the policy for
utilization of derivative instruments approved by the Board of Directors. Thus, if we
deduct this amount from total foreign currency-denominated debt, the foreign exchange
exposure represents 1.29% of total debt.
Below we provide a few considerations and analyses on risk factors impacting on
business of Grupo Light companies:
Currency risk
Considering that a portion of Light SESAs loans and financing is denominated in
foreign currency, the company uses derivative financial instruments (swap operations) to
hedge service associated with these debts (principal plus interest and commissions) to
expire within 24 months in addition to the swap of previously mentioned rates.
Derivative operations resulted in an R$1,865 loss in the second quarter of 2011 (loss of
R$212 in the second quarter of 2010). The net amount of swap operations as of June 30,
2011, considering the fair amount, is a negative R$5,275 (negative by R$5,621 on June
30, 2010), as shown below:
Currency Swap
Institution
Light's
Receivable
Light's Payable Starting Date Maturity Date
Notional
Value
Contracted
(US$
thousand)
Fair Value
Jun/11
(R$) Assets
Fair Value
Jun/11
(R$) Liabilities
Fair Value
Jun/11
(R$) Balance
Banco Itau US$+2.30% 100% CDI 9/10/09 9/12/11 67 - (36) (36)
Banco Itau US$+2.79% 100% CDI 10/9/09 10/11/11 5,273 - (2,217) (2,217)
Citibank US$+3.20% 100% CDI 3/10/10 3/12/12 64 - (27) (27)
Banco Itau US$+2.82% 100% CDI 4/12/10 4/11/12 5,010 - (2,012) (2,012)
Bradesco US$+2.50% 100% CDI 9/10/10 9/10/12 63 - (19) (19)
HSBC US$+2.20% 100% CDI 10/11/10 10/9/12 3,211 - (811) (811)
Bradesco US$+2.72% 100% CDI 3/10/11 3/12/12 61 - (10) (10)
HSBC US$+3.58% 100% CDI 4/12/11 4/10/13 3,287 - (143) (143)
Total 17,036 - (5,275) (5,275)
80
The amount recorded was measured by its fair value on June 30, 2011. All operations
with derivative financial instruments are registered in clearing houses for the custody
and financial settlement of securities and there is no margin deposited in guarantee.
Operations have no initial cost.
Below, the sensitivity analysis for foreign exchange and interest rates fluctuations,
showing eventual impacts on financial result of the Company and its subsidiaries.
The methodology used in the Probable Scenario was to consider that both foreign
exchange and interest rates will maintain the same level verified on June 30, 2011 until
the end of 2011, maintaining steady liabilities, derivatives and temporary cash
investments then verified. It is worth highlighting that, as this refers to a sensitivity
analysis of the impact on the 2011 financial result, realized amounts of financial
expenses and/or income up to the second quarter of 2011 are considered, and charges
projection and/or compensation for the next six months on the balance of debt and/or
investments as of June 30, 2011. It is worth mentioning that the behavior of debt and
derivatives balances will observe their respective contracts, and the balance of
temporary cash investments will fluctuate according to the need or available funds of the
Company and its subsidiaries.
Risk of Exchange Rate Depreciation:
Operation Risk Scenario (I): Probable Scenario (II) Scenario (III)
FINANCIAL LIABILITIES 4,051 (12,452) (28,954)
Par Bond USD 678 (5,851) (12,377)
Discount Bond USD 2,175 (2,255) (6,686)
C. Bond USD 545 (3,418) (7,382)
Debit. Conv. USD 631 (830) (2,292)
Bib USD 22 (98) (217)
DERIVATIVES USD
Swaps 457 7,390 14,322
Reference for financial assets and liabilities
+25% +50%
Financial
R$/US$ exchange rate (end of the period) 1.5611 1.9514 2.34165
R$
81
Risk of Exchange Rate Appreciation:
Operation Risk Scenario (I): Probable Scenario (II) Scenario (III)
FINANCIAL LIABILITIES 4,051 20,554 37,057
Par Bond USD 678 7,205 13,732
Discount Bond USD 2,175 6,606 11,037
C. Bond USD 545 4,509 8,473
Debit. Conv. USD 631 2,093 3,554
Bib USD 22 141 261
DERIVATIVES USD
Swaps 457 (6,476) (13,049)
Reference for financial assets and liabilities
-25% -50%
Financial
R$/US$ exchange rate (end of the period) 1.5611 1.1708 0.7806
R$
With the chart above, it is possible to identify that despite partial hedge against foreign
currency-denominated debt (only limited to debt service to expire within 24 months), as
R$/US$ quote increases, liabilities financial expense also increases but financial
revenues of derivatives also partially offset this negative impact and vice-versa. Thus,
cash is hedged thanks to the derivatives policy of the Company and its subsidiaries.
Interest rate risk
This risk derives from impact of interest rates fluctuation not only over financial
expense associated with loans and financing of subsidiaries, but also over financial
revenues deriving from temporary cash investments. The policy for utilization of
derivatives approved by the Board of Directors does not comprise the contracting of
instruments against such risk. Nevertheless, the Company and its subsidiaries
continuously monitor interest rates so that to evaluate eventual need of contracting
derivatives to hedge against interest rates volatility risk.
As of June 30, 2011, the swap operation of interest rate associated to the maturity of the
CCB Bradesco, with notional value of R$150,000 represented a R$566 gain,
considering the fair value, as follows:
Interest rate swap
Institution
Light's
Receivable
Light's Payable Starting Date Maturity Date
Notional
Value
Contracted
(US$
thousand)
Fair Value
Mar/11
(R$) Assets
Fair Value
Mar/11
(R$) Liabilities
Fair Value
Mar/11
(R$) Balance
HSBC
101.9%CDI+(TJ
LP-6%)
CDI+0.85% 10/11/10 10/9/12 150,000 566 - 566
Total 150,000 566 - 566
See below the sensitivity analysis of interest rate risk, evidencing the effects on
scenarios variation results:
82
Risk of Interest Rate Increase:
Operation Risk Scenario (I):
Probable
Scenario (II) Scenario (III)
FINANCIAL ASSETS CDI 53,687 60,124 66,476
Temporary cash investments
FINANCIAL LIABILITIES (299,254) (334,997) (370,741)
Debentures 5th issue CDI (98,099) (109,176) (120,253)
CCB Bradesco CDI (59,417) (66,195) (72,969)
CCB Bco Santander CDI (9,843) (11,003) (12,164)
Debentures 4th issue TJLP (10) (10) (11)
FINEM BNDES 2006-2008 TJLP (28,452) (30,525) (32,599)
FINEM BNDES 2009-2010 TJLP (14,493) (15,820) (17,147)
FINEM BNDES 2009-2010 TJLP+1 TJLP (16,169) (17,502) (18,836)
PROESCO TJLP (642) (703) (764)
Debentures 7th issue CDI (56,072) (65,513) (74,955)
Debentures 1st issue Light Energia CDI (16,057) (18,550) (21,043)
DERIVATIVES
Currency swaps CDI 457 (71) (597)
Interest rate swaps CDI 531 511 491
Interest rate swaps TJLP 531 (164) (852)
Reference for FINANCIAL ASSETS +25% +50%
CDI (% YTD) 11.50% 13.31% 14.81%
Reference for FINANCIAL LIABILITIES +25% +50%
CDI (% YTD) 11.50% 13.31% 14.81%
TJLP (% YTD) 6.08% 6.85% 7.61%
R$
Risk of Interest Rate Decrease:
Operation Risk Scenario (I):
Probable
Scenario (IV) Scenario (V)
FINANCIAL ASSETS CDI 53,687 47,164 40,550
Temporary cash investments
FINANCIAL LIABILITIES (299,254) (263,510) (227,767)
Debentures 5th issue CDI (98,099) (87,022) (75,945)
CCB Bradesco CDI (59,417) (52,641) (45,865)
CCB Bco Santander CDI (9,843) (8,682) (7,522)
Debentures 4th issue TJLP (10) (9) (8)
FINEM BNDES 2006-2008 TJLP (28,452) (26,379) (24,305)
FINEM BNDES 2009-2010 TJLP (14,493) (13,166) (11,839)
FINEM BNDES 2009-2010 TJLP+1 TJLP (16,169) (14,835) (13,502)
PROESCO TJLP (642) (580) (519)
Debentures 7th issue CDI (56,072) (46,631) (37,190)
Debentures 1st issue Light Energia (16,057) (13,565) (11,072)
DERIVATIVES
Currency swaps CDI 457 985 1,515
Interest rate swaps CDI 531 552 572
Interest rate swaps TJLP 531 1,233 1,942
Reference for FINANCIAL ASSETS -25% -50%
CDI (% YTD) 11.50% 10.26% 8.70%
Reference for FINANCIAL LIABILITIES -25% -50%
CDI (% YTD) 11.50% 10.26% 8.70%
TJLP (% YTD) 6.08% 5.32% 4.54%
R$
83
Credit risk
It refers to the Company eventually suffering losses deriving from default of
counterparties or financial institutions depositary of funds or temporary cash
investments. To mitigate these risks, the Company uses all collection tools allowed by
the regulatory body, such as disconnection for delinquency, debit losses and permanent
monitoring and negotiation of outstanding positions. Concerning financial institutions,
the Company and its subsidiaries only carry out operations with low-risk financial
institutions classified by rating agencies.
Liquidity risk
Liquidity risk relates to the Company and its subsidiaries ability to settle its liabilities.
In order to determine the ability to satisfactorily meet its financial liabilities, the streams
of maturities for funds raised and other liabilities are reported with the Company's
statements. Further information on loans can be found in detail in notes 15 and 16.
The Company and its subsidiaries have raised funds through its operations, from
financial market transactions and from affiliate companies. These funds are allocated
primarily to support its investment plan and in managing its cash for working capital
and liability management purposes.
Management of financial investments focuses on short-term instruments in an attempt to
achieve maximum liquidity and satisfy our expenditure requirements.
The Company' and its subsidiaries' cash-generation ability and low volatility concerning
receivables and accounts payable over the year provide cash flow stability and thus
reduce its liquidity exposure.
The realization flow concerning future liabilities as per the relevant terms and
conditions is summarized in the statement below:
Consolidated
Interest rate instruments
1 to 3 months 3 months to 1 year 1 to 5 years More than 5 years Total
Floating
Loans, financings and debentures 48,732 525,687 2,259,817 281,364 3,115,600
Fixed rate
Loans, financings and debentures 1,062 20,121 96,548 80,367 198,098
a) Capital Management
The Company and its subsidiaries manage their capital with the purpose of safeguarding
the capacity of Grupo Light to continuously offer return to shareholders and benefits to
other stakeholders, in addition to maintaining the ideal capital structure to reduce costs.
In order to maintain or adjust its capital structure, Grupo Light either reviews the
dividend payment policy, returns capital to shareholders or issues new shares and sells
assets to reduce the indebtedness level, for instance.
84
b) Hierarchical Fair Value
There are three types of classification levels for the fair value of financial
instruments. This hierarchy prioritizes unadjusted prices quoted in an active market
for financial assets or liabilities. The classification of hierarchical levels can be
presented as follows:
Level 1 - Data originating from an active market (unadjusted quoted price) that
can be accessed on a daily basis, including at the date of fair value hierarchical.
Level 2 - Different data originating from the active market (unadjusted quoted
price) included in Level 1, extracted from a pricing model based on data
observable in the market.
Level 3 - Data extracted from a pricing model based on data that are not
observable in the market.
Identical Similar Without active
06/30/2011 markets markets market
ASSETS Level 1 Level 2 Level 3
Cash and cash equivalent (note 4) 436,865 - 436,865 -
Marketable securities (note 5) 11,167 - 11,167 -
Swaps 566 - 566 -
Total 448,598 - 448,598 -
LIABILITIES
Swaps (note 15) 5,275 - 5,275 -
Total 5,275 - 5,275 -
Consolidated
Hierarchical of Fair Value
No financial instrument classified as Level 1 or 3 was observed in the analysis period,
and there was no transfer from one level to another in the same period.
32. INSURANCE
On June 30, 2011, insurance coverage is considered sufficient by Management, as summarized below:
Amount
RISKS From To Insured Premium
Directors & Officers (D&O) ** 08/10/2010 08/10/2011 US$20,000 US$76
Civil and general liabilities 09/25/2010 09/25/2011 R$20,000 R$448
Operating risks* 10/31/2010 10/31/2011 R$ 3,664,000 R$1,482
*The Maximum Limit of Indemnification (MLI) is R$300,000.
** Renovation in progress
Effective Term
85
33. INFORMATION BY SEGMENT
Segment reporting was prepared according to CPC 22 (Segment Information),
equivalent to IFRS 8, and is reported in relation to the business of the Company and its
subsidiaries, identified based on their management structure and internal management
information.
The Company's Management considers the following segments: power distribution,
power generation, power trading and others (including the holding). The Company is
segmented according to its operation, which has different risks and compensation.
Segment information for the six-month period ended June 30, 2011 and year ended
December 31, 2010 are presented below:
Consolidated
Distribution Generation Trading Other Eliminations 06/30/2011
Current assets 2,063,775 162,334 65,429 129,038 (152,121) 2,268,455
Non-current assets 2,210,744 1,692 30,021 355 (200,677) 2,042,135
Investments 16,374 3,890 - 3,201,700 (3,201,659) 20,305
Property, plant and equipment 189,724 1,437,913 4,974 1,101 - 1,633,712
Intangible assets 3,623,973 133,873 - 3,487 - 3,761,333
Current liabilities 1,519,866 194,439 37,208 4,342 (152,121) 1,603,734
Non-current liabilities 4,190,452 798,107 6,896 - (200,677) 4,794,778
Shareholders' equity 2,394,272 747,157 56,320 3,331,338 (3,201,659) 3,327,428
Consolidated
Distribution Generation Trading Other Eliminations 12/31/2010
Current assets 2,200,937 166,428 61,605 114,245 (165,047) 2,378,168
Non-current assets 2,152,886 1,017 20,409 195 (218,002) 1,956,505
Investments 16,374 149 - 3,356,792 (3,355,729) 17,586
Property, plant and equipment 189,015 1,433,849 5,039 990 - 1,628,893
Intangible assets 3,478,653 131,766 - 3,353 - 3,613,772
Current liabilities 1,954,713 217,644 39,398 140,045 (165,047) 2,186,753
Non-current liabilities 3,640,719 647,138 7,134 1,038 (218,002) 4,078,027
Shareholders' equity 2,442,433 868,427 40,521 3,332,458 (3,353,695) 3,330,144
86
Income segment reporting:
Consolidated
Consolidated 2010
01.01 to 06.30 Distribution Generation Trading Other Eliminations 2011 Restated
OPERATIONALREVENUE 5,034,080 183,050 109,979 3,632 (25,273) 5,305,468 4,950,163
Billed supplies 4,307,884 - - - 4,307,884 4,173,175
Unbilled supplies (33,073) - - - (33,073) (54,957)
Supply - Electric Power 13,512 179,017 91,748 - (16,403) 267,874 205,030
Construction revenue 326,267 - - - 326,267 222,436
Other 419,490 4,033 18,231 3,632 (8,870) 436,516 404,479
DEDUCTIONS TO REVENUE (1,776,518) (20,809) (12,179) (248) - (1,809,754) (1,728,578)
Billed sales - ICMS (State VAT) (1,186,540) - (13,112) (1) - (1,199,653) (1,177,719)
Consumer charges (319,734) (4,980) - - - (324,714) (272,079)
PIS (Taxon Revenues) (48,043) (2,820) 302 (60) - (50,621) (50,294)
COFINS (Taxon Revenues) (221,291) (12,984) 1,401 (113) - (232,987) (226,317)
Other (910) (25) (770) (74) - (1,779) (2,169)
NET OPERATIONALREVENUE 3,257,562 162,241 97,800 3,384 (25,273) 3,495,714 3,221,585
OPERATINGEXPENSES AND COSTS (2,859,649) (71,227) (89,555) (8,385) 25,273 (3,003,543) (2,527,100)
Personnel (120,393) (12,165) (2,253) (2,819) - (137,630) (117,588)
Material (11,561) (314) (502) (5) - (12,382) (16,903)
Outsourced services (186,507) (7,311) (13,527) (4,711) - (212,056) (166,409)
Energy purchased (1,861,906) (8,425) (72,174) - 25,093 (1,917,412) (1,655,711)
Depreciation (153,896) (28,945) (306) (67) - (183,214) (173,714)
Provisions (159,611) (966) - - - (160,577) (138,662)
Construction cost (326,267) - - - - (326,267) (222,436)
Other (39,508) (13,101) (793) (783) 180 (54,005) (35,677)
Equity in the earnings of subsidiaries - - - 212,755 (212,755) - -
FINANCIALINCOME (172,208) (18,141) 473 4,403 - (185,473) (130,040)
Financial revenue 99,871 5,013 864 4,612 (15,614) 94,746 96,166
Financial expenses (272,079) (23,154) (391) (209) 15,614 (280,219) (226,206)
INCOMEBEFORETAXES 225,705 72,873 8,718 212,157 (212,755) 306,698 564,445
Social Contribution (18,973) (8,129) (779) (47) (27,928) (50,772)
Income tax (48,747) (16,101) (2,138) (119) (67,105) (151,242)
NET INCOME 157,985 48,643 5,801 211,991 (212,755) 211,665 362,431
34. LONG-TERM INCENTIVE PLAN
Incentive Plan in Phantom Options
The phantom Options modality was offered to eligible executives appointed by the
Board of Directors and is directly linked to Light's value creation, measured by the
variation in Light's Value Unit (LVU). The calculation of LVU is based on the weighing
of the following factors:
1. Market value of shares issued by Light S.A;
2. Economic value (a multiple of EBITDA);
3. Amount of dividends distributed.
The difference between the LVU provided in the Program for the grant year and the
LVU verified in the exercise year multiplied by the amount of shares exercised by the
participant will amount to the total long-term bonus to be paid to each participant.
In April 2011 the option referring to the 2009 program was exercised, in the amount of
R$5,266, generating the reversal of a provision in the same amount.
The Company did not record any provision for the 2
nd
quarter of 2011, due to the fact
that UVL estimated up to the end of 2011 is lower than in 2010.
87
35. SUBSEQUENT EVENTS
a) New equity interests:
i) Renova Energia S/A
Light S.A. published a material fact on July 8, 2011, in which it announced that it
had executed an Investment Agreement to acquire a R$360,000 equity interest in
Renova Energia S/A. After the above-mentioned Investment, the Company will
hold 35.1% of Renovas common shares and 26.2% of its total capital stock. This
transaction is pending approval by Aneel and Renovas other creditors.
ii) CR Zongshen E-Power Fabricadora de Veculos S/A
On August 5, 2011, the Board of Directors of Light S.A. approved the acquisition, for
R$120, of 20% of the registered common shares issued by CR Zongshen E-Power
Fabricadora de Veculos S.A., a company located in the municipality of Sapucaia, in the
state of Rio de Janeiro, the main purpose of which is the manufacture of two-wheeled
electrical vehicles under the brand Kasinski.
b) Acquisition of indirect interest in ENLIGHTED through Parati S.A.
On July 7, 2011, Parati S.A. acquired from Enlighted Partners Venture Capital LLC
(ENLIGHTED) 100% of the interests of Luce LLC (Luce), holder of 75% of the
quotas of Luce Brasil Fundo de Investimento em Participaes (FIP LUCE), which,
in turn, holds indirectly, through Luce Empreendimentos e Participaes S.A.
(LEPSA), twenty-six million, five hundred seventy-six thousand, one hundred forty-
nine (26,576,149) common shares issued by the Company, representing approximately
13.03% of its total and voting capital.
c) Braslight exercises its call option to sell the interest it holds in FIP LUCE
On July 15, 2011, Fundao de Seguridade Social Braslight, holder of 25% of the
remaining quotas of FIP Luce, announced that it will exercise its Call Option (Call
Option) to sell the interest it holds in FIP Luce, as provided for in FIP Luces
Quotaholders Agreement. With these acquisitions, Parati, which in June 2011 already
held an indirect interest, through Rio Minas Energia Participaes S.A. (RME), of
7.05% of the Companys total and voting capital, will hold indirectly the equivalent to
20.08% of the Companys total and voting capital.
88
BUARD UF DIRECTURS
MEMBERS ALTERNATES
Srgio Alair Barroso Luiz Fernando Rolla
Djalma Bastos de Morais Wilson Borrajo Cid
Raul Belens Jungmann Pinto Fernando Henrique Schuffner Neto
Luiz Carlos Costeira Urquiza Paulo Roberto Reckziegel Guedes
Maria Silvia Bastos Marques Carlos Augusto Leone Piani
Carlos Alberto da Cruz Almir Jos dos Santos
Elvio Lima Gaspar Carmen Lcia Claussen Kanter
Joaquim Dias de Castro
FISCAL CUUNCIL
MEMBERS ALTERNATES
Eduardo Grande Bittencourt (Chairman) Ricardo Genton Peixoto
Marcelo Lignani Siqueira
Eduardo Gomes Santos
Aristteles Luiz Menezes Vasconcellos Drummond
Ari Barcelos da Silva
Isabel da Silva Ramos Kemmelmeier
Ronald Gasto Andrade Reis
Victor Adler
Gabriel Agostini
89
BUARD UF EXECUTIVE UFFICERS
Jerson Kelman
Chief Executive Officer
Joo Batista Zolini Carneiro
Chief Financial and Investor Relations Officer
Evandro Leite Vasconcelos
Energy Officer
Paulo Carvalho Filho
Corporate Management Officer
Ana Silvia Corso Matte
Personnel and Legal Officer
Jos Humberto Castro
Distribution Officer
Paulo Roberto Ribeiro Pinto
New Business and Institutional Officer
CUNTRULLERSHIP SUPERINTENDENCE
Luciana Maximino Maia Suzanne Lloyd Gasparini
Controllership Superintendent Accountant Accounting Manager
CPF 144.021.098-50 CPF 081.425.517-56
CRC-RJ 091476/O-0 CRC-RJ 107359-0
90
Review report on quarterly information
(A free translation of the original report in Portuguese, as filed with the Brazilian Securities and
Exchange Commission (CVM), prepared in accordance with the accounting practices adopted in
Brazil, rules of the CVM and the International Financial Reporting Standards - IFRS)
To
The Board of Directors and Shareholders of
Light S.A.
Rio de Janeiro - RJ
Introduction
We have reviewed the individual and consolidated interim accounting information of Light S.A.
(Company), included in the quarterly information form - ITR for the quarter ended June 30,
2011, which comprises the balance sheet as of June 30,2011 and the respective statements of
operations, for the three and six-month periods then ended, of changes in shareholders equity
and of cash flows for the six-month period then ended including summary of accounting
practices as well as the explanatory notes..
Management is responsible for the preparation of the individual interim accounting information
in accordance with the Accounting Pronouncement CPC 21 - Interim Statement and
consolidated interim accounting information in accordance with CPC 21 and the international
accounting rule IAS 34 - Interim Financial Reporting, issued by the International Accounting
Standards Board - IASB, as well as the presentation of these information in accordance with the
standards issued by the Brazilian Securities and Exchange Commission, applicable to the
preparation of quarterly information - ITR. Our responsibility is to express our conclusion on
these interim accounting information based on our review.
Scope of the review
We conducted our review in accordance with Brazilian and International Interim Information
Review Standards (NBC TR 2410 - Reviso de Informaes Intermedirias Executada pelo
Auditor da Entidade and ISRE 2410 - Review of Interim Financial Information Performed by
the Independent Auditor of the Entity, respectively). A review of interim information consists of
making inquiries primarily of the management responsible for financial and accounting matters
and applying analytical procedures and other review procedures. The scope of a review is
significantly less than an audit conducted in accordance with auditing standards and,
accordingly, it did not enable us to obtain assurance that we were aware of all the material
matters that would have been identified in an audit. Therefore, we do not express an audit
opinion.
91
Conclusion on the individual interim accounting information
Based on our review, we are not aware of any fact that might lead us to believe that the
individual interim accounting information included in the aforementioned quarterly information
was not prepared, in all material respects, in accordance with CPC 21, applicable to the
preparation of the quarterly review - ITR, and presented in accordance with the standards issued
by the Brazilian Securities and Exchange Commission.
Conclusion on the consolidated interim accounting information
Based on our review, we are not aware of any fact that might lead us to believe that the
consolidated interim accounting information included in the aforementioned quarterly
information was not prepared, in all material respects, in accordance with CPC 21 and IAS 34,
applicable to the preparation of the quarterly review - ITR, and presented in accordance with the
standards issued by the Brazilian Securities and Exchange Commission.
Other matters
Interim statements of added value
We also reviewed the individual and consolidated interim statements of added value for the
period ended June 30, 2011, prepared under management responsibility for which presentation
is required in the interim information in accordance with the standards issued by the Brazilian
Securities and Exchange Commission applicable to the preparation of quarterly information -
ITR, and considered as supplementary information by IFRS which does not require the
presentation of the statement of added value. These statements were submitted to the same
review procedures described previously and, based on our review, we are not aware of any fact
that might lead us to believe that they were not prepared, in all material respects, in accordance
with the individual and consolidated interim accounting information, taken as a whole.
Rio de Janeiro, August 5, 2011
KPMG Auditores Independentes
CRC SP-014428/O-6 F-RJ
Original in Portuguese signed by
Vnia Andrade de Souza
Accountant CRC RJ-057497/O-2